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REG - Dillistone Group PLC - Final Results & Investor Presentation

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RNS Number : 2890X  Dillistone Group PLC  25 April 2023

 

25 April 2023

 

Dillistone Group Plc

("Dillistone", the "Company" or the "Group")
Final Results

& Investor Presentation

 

Dillistone Group Plc, the AIM quoted supplier of software for the
international recruitment industry, is pleased to announce its audited final
results for the 12 months ended 31 December 2022.

 

Highlights

 

·    Revenue increased by 2% to £5.699m. First revenue growth since 2016.

·    Adjusted(*) loss before tax decreased to £0.453m (2021: £0.687m) -
an improvement of 34%.

·    Adjusted(*) EBITDA increased to £0.949m (2021: £0.747m) - an
improvement of 27%.

·    Recurring revenues represented 89% (2021: 89%) of Group revenue,
which covers administration expenses (excluding depreciation and
amortisation).

·    Total Annual Contract Value (TACV) up 4% to £4.99m (2021: £4.79m)

·    Order book increased by 3% year on year.

·    Adjusted operating cash from operating activities 45% up at £1.189m
(2021: £0.819m).

·    Cash at period end of £0.433m. The Board does not expect the Group
to require additional funding.

 

Commenting on the results and prospects, Giles Fearnley, Non-Executive
Chairman, said:

 

"I am pleased to report continued progress for 2022, delivering financial
performance in line with expectations while paying down debt, delivering
sector leading customer service and continuing to invest for the future."

 

"The underlying business has improved. The Group has increased revenue,
decreased adjusted loss and improved cash generation. We have delivered on our
strategy and present results in line with market expectations."

 

"The Board is pleased to report a positive start to the year. We expect to see
year on year growth in recurring revenue across both our Executive Search and
Contingency sectors in H1 and remains confident of achieving market
expectations for the full year."

 

Definitions:

*    EBITDA adjusted for furlough support

*   Operating cash adjusted for Government support received

*   (Loss) before tax adjusted for furlough, Government support and
exceptional costs associated with Covid

*   TACV is the total annual recurring revenue of all signed contracts,
whether invoiced and included in deferred revenue or still to be
              deployed and/or not yet invoiced

 

See note 7 for a reconciliation to adjusted figures

 

 

Investor Presentation: 3pm on Tuesday 25 April 2023

 

Jason Starr, Chief Executive, and Ian Mackin, Finance Director, will hold an
investor presentation to cover the results and prospects at 3pm on Tuesday 25
April 2023.

 

The presentation will be hosted through the digital platform Investor Meet
Company. Investors can sign up to Investor Meet Company and add to meet
Dillistone Group Plc via the following link
https://www.investormeetcompany.com/dillistone-group-plc/register-investor
(https://www.investormeetcompany.com/dillistone-group-plc/register-investor) .
For those investors who have already registered and added to meet the Company,
they will automatically be invited.

 

Questions can be submitted pre-event to dillistone@walbrookpr.com or in real
time during the presentation via the "Ask a Question" function.

 

Mello Investor Conference, Chiswick, London - Tuesday 23 and Wednesday 24 May
2023

 

Dillistone announces that it expects to present at the Mello investor
conference in Chiswick, London, on Tuesday 23 and Wednesday 24 May 2023.
Investors wishing to attend can find more details at www.melloevents.com
(http://www.melloevents.com) .

Annual Report and Accounts - The final results announcement can be downloaded
from the Company's website (www.dillistonegroup.com
(http://www.dillistonegroup.com) ).  Copies of the Annual Report and Accounts
(in addition to the notice of the Annual General Meeting) will be sent to
shareholders by 19 May 2023 for approval at the Annual General Meeting to be
held on 13 June 2023.

This announcement contains inside information for the purposes of Article 7 of
EU Regulation 596/2014.

Enquiries:

 Dillistone Group Plc
 Giles Fearnley                     Chairman                            Via Walbrook PR
 Jason Starr                        Chief Executive Officer
 Ian Mackin                         Finance Director

 WH Ireland Limited (Nominated adviser)
 Chris Fielding                     Managing Director, Corporate Finance            020 7220 1650

 Walbrook PR
 Tom Cooper / Joe Walker            tom.cooper@walbrookpr.com
                                    020 7933 8780
                                    0797 122 1972

Notes to Editors:

Dillistone Group Plc is a leader in the supply and support of software and
services to the recruitment industry. Dillistone operates through the Ikiru
People (www.IkiruPeople.com (https://www.ikirupeople.com/) ) brand.

 

The Group develops, markets and supports the Talentis, FileFinder, Infinity,
Mid-Office, ISV and GatedTalent products.

 

Dillistone was admitted to AIM, a market operated by the London Stock Exchange
plc, in June 2006.

 

Learn about our products:

Talentis Software:
https://www.talentis.global/recruitment-software/
(https://www.talentis.global/recruitment-software/)

Voyager Software:
https://www.voyagersoftware.com (https://www.voyagersoftware.com)

GatedTalent Services:
https://www.talentis.global/optimization-services/
(https://www.talentis.global/optimization-services/)

 

 

 

CHAIRMAN'S STATEMENT

 

I am pleased to report continued progress in 2022, delivering financial
performance in line with expectations while paying down debt, delivering
sector leading customer service and continuing to invest for the future.

 

The underlying business has improved. The Group has increased revenue,
decreased adjusted loss and improved cash generation. We have delivered on our
strategy and present results in line with market expectations.

 

The Group achieved its first annual total and recurring revenue growth since
2016. Total revenue for the year was up 2% to £5.699m, with recurring revenue
increasing 1% to £5.051m.

 

For the purposes of obtaining true comparatives, we focus on measures which
are adjusted to remove items of Government support, acquisition related or
exceptional items, to better understand the underlying business.

 

Excluding furlough and Government support received in 2021, adjusted EBITDA
increased by 27% to £0.949m (FY2021: £0.747m). The adjusted operating loss
before acquisition related, furlough and other items fell by 58% to (£0.156m)
(FY2021: (£0.375m)).

 

Adjusted net cash from operating activities, excluding Government support, is
up 45% at £1,189m (FY2021: £0.819m) with a similarly adjusted net change in
cash and cash equivalents up 58% at (£0.362m) (FY2021: (£0.853m)).

 

Dividends

The Group is not recommending a final dividend in respect of the year to 31
December 2022 (2021: nil).

Staff

I and the Board would like to pay tribute to our employees across the Group,
acknowledging their commitment and contribution in facing the challenges of
the last few years. It is as a result of their combined efforts that we are
heading into 2023 with optimism.

 

Corporate governance

It is the Board's duty to ensure that the Group is managed for the long-term
benefit of all stakeholders.

We welcomed Ian Mackin to the Group Board as Finance Director in June,
stepping up from Financial Controller.  Ian replaced Joanne Curd who resigned
to further pursue her voluntary works.

Outlook

Current economic conditions are challenging for the recruitment industry and
as a result we have seen a number of our existing clients reduce headcount -
and therefore licences - and new client signups are typically of lower value
than anticipated.

 

Generally speaking, any economic slowdown is likely to impact our executive
search clients more than our contingency ones. However, despite this
environment, we are pleased to see that in Q1 2023, our next generation
executive search software, Talentis was our best performing product in terms
of both number of new client sales and TACV growth. Individual order values
remain low, partly reflecting the state of the market, but the Group expects
this to change as the economy recovers.

 

The Board is pleased to report a positive start to the year. We expect to see
year on year growth in recurring revenue across both our Executive Search and
Contingency sectors in H1 and remain confident of achieving market
expectations for the full year.

 

Giles Fearnley

Non-Executive Chairman

 

 

 

CEO's Review

Dillistone Group Plc is a global leader in the supply of solutions and
services to the recruitment sector worldwide, working with executive search,
contingent recruiting and in-house staffing teams in over 1,200 organisations.

We split our products into two groups - products primarily targeting
contingency recruiters (largely, but not exclusively, in the United Kingdom)
and products targeting executive search firms and in-house executive search
teams across the globe.

Contingency recruitment products:

Our products serving this sector are:

 

·    Infinity, which is an established recruitment CRM used primarily by
agencies in the UK, but also with users in Asia and Australia. It enables
recruitment businesses to manage prospects, clients, candidates and jobs in
one place and offers deep integration to Office365 and other recruitment
industry complementary solutions. It is one of the few solutions in the UK
market with extensive functionality for permanent, contract and temporary jobs
all in one system;

·    ISV.Online, which is an online skills testing product used by both
recruitment agencies and corporate organisations and has a strong
international footprint. It allows recruiters and HR professionals to test
individuals using our extensive portfolio of existing tests or to create their
own unique tests to meet their requirements; and

·    Mid-Office, which is a comprehensive pay & bill solution that
allows recruitment businesses and back office service providers to process
timesheets and bridges the gap between paying workers and invoicing clients.
It can be used standalone or integrated to other recruitment systems including
our Infinity product.

 

Contingency review:

 

·    We delivered strong growth in the recurring revenue associated with
this part of our business, generating a combined £3.44m in recurring revenue,
(FY2021 £3.04m revenue) an increase of 13%.

·    In December 2021 we announced a major contract win. We are pleased to
report this was successfully implemented in H1 2022 and the client is now an
active reference site.

·    Summer 2022 saw us win a similarly sized contract and this was
successfully implemented in H2. Once again, the client - who switched from a
direct competitor - is now an active reference site for us.

 

Since year end, we have announced what has the potential to be our largest
contract win yet, and we expect to deliver a large part of this contract in
2023.The year saw us discontinue our legacy VDQ product. During the year we
were able to successfully migrate over half of our VDQ customers to the
Infinity platform. Infinity offers greater functionality and is priced at a
premium to VDQ. As a result, recurring revenue from this group of clients grew
by 96% over the year.

 

Infinity is used by permanent, contract and temporary recruitment agencies.
However, an increasing percentage of our new contract wins are from firms that
are focussed, at least in part on the temporary recruitment sector, validating
our decision to focus our efforts on this sector of the market.

 

Many of our Infinity clients also use our Mid-Office product to facilitate
payments to temporary staff. We have also continued to develop this product
and expect to deliver a significant upgrade to this product during the second
quarter.

 

Our ISV.online skill testing product continues to generate meaningful revenue,
with half of the UK's largest 10 recruiters using the platform.

 

Executive Search products:

Our primary products in the Executive Search sector are:

 

·    FileFinder, which is an established CRM product with thousands of
users Worldwide.

·    GatedTalent, which is a service that helps recruiters source
candidates and candidates find jobs and;

·    Talentis, which is our latest product targeting executive recruiters
and is used for both candidate research and sourcing and as an executive
recruiting CRM.

 

Executive search review:

 

We are pleased to report that we have arrested the decline in revenue for
executive search products. Having seen revenue for these products fall 24% in
2021, revenue fell by 10% in 2022 totalling £2.258m compared to £2.512m in
2021. However, performance in H2 improved to a percentage fall of only 6%
compared to the same period in 2021. This trend of improvement is continuing
in 2023, with Q1 revenue above that of Q1 2022.

 

The largest contribution to our executive search revenues came from
FileFinder, our established executive search CRM product. The Group has
invested in architectural improvements for the platform over recent years and
this has improved the user experience while also allowing us to deliver the
platform in a more cost effective manner. This, combined with our decision to
make our new Talentis platform available at no charge to most FileFinder
clients, has certainly improved our ability to retain clients on this product.

 

GatedTalent is used by a number of FileFinder clients to support GDPR
compliance, whilst also offering recruiters candidate sourcing functionality.
Further revenue is generated from an array of B2C products. The product
continues to make a financial contribution in its own right and remains cash
generative.

 

Talentis is our next generation executive search software platform, providing
a combination of both candidate sourcing and project management / CRM
functionality. Since launch in Q1 2021, recurring revenue has grown every
quarter, and this trend continued into Q1 2023.

 

The Group believes that the Talentis platform is unique in its scope, which is
reflected by the global span of its user base. Paying clients can now be found
on every continent apart from Antarctica, with North America becoming the
fastest growing region in recent months.

 

We are continuing to develop this, with significant enhancements expected in
Q2-Q3.

 

The Board expects Talentis revenue growth to continue and remains very excited
about the potential for the product.

 

Delivering more, with less.

All of our Group products are developed, sold and supported by our Ikiru
People operating business. Our drive to improve efficiency has seen us reduce
headcount by 37% from its peak, while maintaining what we believe to be market
leading levels of customer service. Indeed, the Ikiru People TrustPilot score
of 4.8 (at 24/04/2023 based on 731 reviews) is, at the time of writing,
unmatched by any of our direct competitors. This speaks volumes for the
performance of our team, and I would like to place on record my appreciation
for the effort and aptitude they show for delivering exceptional service to
our clients.

 

KPIs and financial performance

 

As is noted in the financial review, the Group's operational performance has
improved significantly in recent years, although the extent of the improvement
has been masked somewhat in 2022 by the impact of Government Covid support
received in 2021 but not repeated in 2022.

 

                                 FY22     FY21     % Move  Success measure used by management

                                 £'000    £'000
 Total revenue                   5,699    5,599    2%      Year on Year Improvement
 Recurring revenue               5,051    5,009    1%      Year on Year Improvement
 Adjusted EBITDA *               949      747      27%     Year on Year Improvement
 Adjusted Operating Cash **      1,189    819      45%     Year on Year Improvement
 Adjusted (loss) before tax ***  (453)    (687)    34%     Year on Year Improvement

 

*     EBITDA adjusted for furlough support

**   Operating cash adjusted for Government support received

*** (Loss) before tax adjusted for furlough, Government support and
exceptional costs associated with Covid

 

Strategy

 

Over recent years, we have reduced the size of our product range while broadly
maintaining consistent levels of product development expenditure. In 2022,
product development equated to 17.4% of revenues (2021: 17.6%) and we believe
that the Group is now increasingly seeing the benefit of this. While the
economic climate is challenging, our ability to win ever larger contracts in
our contingent product group, while ending the decline in our executive search
revenue, validates our decisions. We intend to maintain our current focus, and
2023 will see us deliver significant improvements to users of both our product
groups.

 

Jason Starr

Chief Executive Officer

 

 

 

Financial Review

 

Summary

 

The Group saw progress on the financial turnaround of the business.

 

·    Total revenue and recurring revenue grew for the first time since
2016

·    Adjusted EBITDA, excluding furlough support, increased by 27%

·    Adjusted operating loss, before furlough, acquisition, reorganisation
and other items, down by 58%

·    Adjusted net cash from operating activities increased by 45%

 

This was achieved whilst maintaining the level of investment in our products.

 

Revenue

 

Group revenue increased by 2% to £5.699m from £5.599m in FY2021

 

 

 Revenue by type        FY 2022  FY 2021  % Change
                        £'000    £'000
 Recurring revenue      5,051    5,009    0.8%
 Non-recurring revenue  488      427      14.3%
 Third party revenue    160      163      (1.8%)
                        5,699    5,599    1.8%
 Recurring revenue %    89%      89%      -

 

Gross profit margin

 

The gross margin reduced to 86% from 88%. Going forward, the management team
is focused on driving improvements to gross margin through revenue growth,
whilst maintaining a stable cost base. With Talentis having our highest
marginal profit percentage, growth in Talentis should help drive improvements
to gross margin.

 

Adjusted EBITDA*

 

The adjusted EBITDA* increased by 27% to £0.949m from £0.747m in FY2021.
This resulted in a higher EBITDA margin of 16.7%, compared to 13.3% in FY2021,
reflecting the Group's leaner headcount profile, whilst maintaining our
customer service.

 

Operating profit/(loss) and profit/(loss) before tax

 

The operating loss, before acquisition related, reorganisation and other
items, increased by 11% to stand at (£0.156m) from (£0.140m) in FY2021.
However, in 2021, the Group received £0.235m in furlough support not received
in 2022. Taking this into account, performance improved greatly with a 58%
reduction in loss to (£0.156m) from (£0.375m) in FY2021.

 

Inclusive of acquisition related, reorganisation and other items, the
operating loss increased to (£0.319m) from (£0.199m) in FY2021.

 

The loss before tax increased to (£0.453m) from (£0.298m) in FY2021. Using a
like for like measure, excluding Government and furlough support of £0.395m,
the comparative figure for FY2021 is (0.693m).

 

Taxation

 

The net tax credit for the year £0.270m (FY 2021: £0.302m).

 

Balance sheet

 

The Group's net assets decreased slightly to £3.223m (FY 2021: £3.382m)

 

Trade and other receivables decreased slightly to £0.608m (FY 2021:
£0.615m). Trade and other payables also decreased slightly to £2.341m
(FY2021: £2.347m).

 

R&D development

 

The Group capitalised £1.007m in development costs in the year (FY 2021:
£0.987m) as the business continued its commitment to developing its products.
Amortisation of development costs was £0.980m (FY 2021: £0.946m)

 

Financing

 

The Group continues to pay down its debt. Following the repayment of the June
2019 loan in June 2021, repayment of the Government CBIL loan received in June
2020 is now well underway. This loan of £1.5m is repayable over 6 years, with
monthly repayments having commenced in July 2021.

 

As a result, bank borrowings at 31 December 2022 were £1.050m (2021:
£1.350m). The Group also has a convertible loan of £0.400m (2021: £0.400m),
which will not be repaid until the CBIL loan has been repaid.

 

Cashflow

 

Net cash from normalised operating activities (before government support)
increased 45% to £1.189m (FY2021: £0.819m). Adjusted net change in cash
before government support improved by 58% to (£0.362m) (FY2021: (£0.853m)).
The Group finished the year with cash funds of £0.433m (2021: £0.764m).

 

 Summarised cashflow                                     FY 2022  FY 2021
                                                         £'000    £'000
 Adjusted net cash from normalised operating activities  1,189    819
 Investing Activities - net                              (1,022)  (1,008)
 Financial Activities - net                              (529)    (664)
 Adjusted Net change in cash and cash equivalents        (362)    (853)
 Adjustment for Government Support                       -        332
 Net change in cash and cash equivalents                 (362)    (521)
 Cash and cash equivalents at beginning of year          764      1,291
 Effect of foreign exchange rate changes                 31       (6)
 Cash and cash equivalents at 31(st) December            433      764

 

Going forward, the Board and management teams are focused on increasing
revenues whilst improving the Group's profitability and cash generation.

 

Ian Mackin

Finance Director

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 DECEMBER 2022

 

                                                                                       2022          2021
                                                                                 Note   £'000         £'000

 Revenue                                                                         5     5,699         5,599

 Cost of sales                                                                         (816)         (685)

 Gross profit                                                                          4,883         4,914

 Administrative expenses                                                               (5,202)       (5,113)
 Operating loss                                                                        (319)         (199)
 Adjusted operating (loss) before acquisition related, reorganisation and other  4     (156)         (140)
 items
 Acquisition related, reorganisation and other items                             7     (163)         (59)
 Operating (loss)                                                                      (319)         (199)

 Financial cost                                                                        (134)         (99)

 (Loss) before tax                                                                     (453)         (298)

 Tax income                                                                      8     270           302

 (Loss)/profit for the year                                                            (183)         4

 Other comprehensive income/(loss)
 Items that will be reclassified subsequently to profit and loss:

 Currency translation differences                                                      7         4

 Total comprehensive (loss)/profit for the year                                        (176)         8

 

Earnings per share

 Basic    9    (0.93p)  0.02p
 Diluted  9    (0.93p)  0.02p

 

 

 

 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2022

 

                                                              Share capital    Share    Merger      Convertible    Retained       Share options   Foreign exchange    Total

                                                                              premium   reserve     loan reserve   earnings
                                                              £'000            £'000     £'000      £'000           £'000          £'000          £'000              £'000
 Balance at 1 January 2021                                   983                1,631     365       14             208            110            59                   3,370
 Comprehensive income
 Profit for the year                                          -                -         -          -              4               -              -                  4

 Other comprehensive income
 Exchange differences on translation of overseas operations   -                -         -          -               -              -             4                   4
 Total comprehensive loss                                      -              -           -         -              4               -             4                   8

 Transactions with owners
 Share option charge                                          -                -         -                         50             (46)            -                     4
 Total transactions with owners                               -                 -         -         -              50               (46)           -                 4

 Balance at 31 December 2021                                 983                1,631     365       14             262            64             63                  3,382

 Comprehensive income
 Loss for the year                                            -                -         -          -              (183)           -              -                  (183)

 Other comprehensive income
 Exchange differences on translation of overseas operations   -                -         -          -               -              -             7                   7

 Total comprehensive loss                                      -              -           -         -              (183)           -             7                   (176)

 Transactions with owners
 Share option charge                                          -                -         -                         14             3               -                    17

 Total transactions with owners                               -                 -         -         -              14               3              -                 17

 Balance at 31 December 2022                                 983                1,631     365       14             93             67             70                  3,223

 

 

 

 

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2022

 

                                                     Group
                                                     2022          2021
                                                      £'000         £'000
 ASSETS
 Non-current assets
 Goodwill                                            3,415         3,415
 Other intangible assets                             2,990         3,142
 Property, plant and equipment                       25            25
 Right of use assets                                 498           592
 Investments                                         -             -
 Total non-current assets                            6,928         7,174
 Current assets
 Trade and other receivables                         608           615
 Current tax receivable                              72            29
 Cash and cash equivalents                           433           764
 Total current assets                                1,113         1,408
 Total assets                                        8,041         8,582
 EQUITY AND LIABILITIES
 Equity attributable to owners of the parent
 Share capital                                       983           983
 Share premium                                       1,631         1,631
 Merger reserve                                      365           365
 Convertible loan reserve                            14            14
 Retained earnings                                   93            262
 Share option reserve                                67            64
 Foreign exchange reserve                            70            63
 Total equity                                        3,223         3,382
 Liabilities
 Non-current liabilities
 Trade and other payables                            241           238
 Lease liabilities                                   483           560
 Borrowings                                          1,150         1,450
 Deferred tax liability                              226           210
 Total non-current liabilities                       2,100         2,458
 Current liabilities
 Trade and other payables                            2,341         2,347
 Lease liabilities                                   77            95
 Borrowings                                          300           300
 Total current liabilities                           2,717         2,742
 Total liabilities                                   4,805         5,200
 Total liabilities and equity                        8,041         8,582

 

 

 

CONSOLIDATED CASH FLOW STATEMENT

FOR THE YEAR ENDED 31 DECEMBER 2022

 

                                                          For the year ended 31 December 2022    For the year ended 31 December 2022    For the year ended 31 December 2021      For the year ended 31 December 2021
 Operating activities                                     £'000                                  £'000                                  £'000                                    £'000

 Loss before tax                                          (453)                                                                         (298)
 Adjustment for
 Financial cost                                           134                                                                           99
 Depreciation and amortisation                            1,268                                                                         1,335
 Share option expense                                     17                                                                            3
 Foreign exchange adjustments arising from operations     (24)                                                                          10
 Operating cash flows before movement in working capital  942                                                                           1,149
 Decrease in receivables                                  20                                                                            268
 Decrease in payables                                     (16)                                                                          (639)
 Taxation refunded                                        243                                                                           373
 Net cash generated from operating activities                                                    1,189                                                                           1,151

 Investing activities

 Purchases of property, plant and
 equipment                                                (15)                                                                          (21)
 Investment in development costs                          (1,007)                                                                       (987)
 Net cash used in investing activities                                                           (1,022)                                                                         (1,008)

 Financing activities

 Interest paid                                            (134)                                                                         (99)
 Bank loan repayments made                                (300)                                                                         (461)
 Lease payments made                                      (95)                                                                          (144)
 Net cash (used in)/generated from financing activities                                          (529)                                                                           (664)
 Net (decrease)/increase in cash and cash equivalents                                            (362)                                                                           (521)
 Cash and cash equivalents at beginning of the year                                              764                                                                             1,291
 Effect of foreign exchange rate changes                                                         31                                                                              (6)
 Cash and cash equivalents at end of year                                                        433                                                                             764

 

 

 

NOTES TO THE FINANCIAL STATEMENTS

 

FOR THE YEAR ENDED 31 DECEMBER 2021

 

 

1.         Publication of non-statutory accounts

 

In accordance with section 435 of the Companies Act 2006, the Directors advise
that the financial information set out in this announcement does not
constitute the Group's statutory financial statements for the year ended 31
December 2022 or 2021, but is derived from these financial statements. The
financial statements for the year ended 31 December 2021 have been audited and
filed with the Registrar of Companies. The financial statements for the year
ended 31 December 2022 have been prepared in accordance with UK-adopted
international accounting standards, IFRIC Interpretations and the Companies
Act 2006. The financial statements for the year ended 31 December 2021 have
been audited and will be filed with the Registrar of Companies following the
Company's Annual General Meeting. The Independent Auditors Report on the
Group's statutory financial statements for the years ended 31 December 2022
and 2021 were unqualified and did not draw attention to any matters by way of
emphasis and did not contain statements under Section 498(2) or (3) of the
Companies Act 2006.

 

2.         Basis of preparation

 

The preliminary announcement is extracted from the consolidated financial
statements of the Group. The financial statements of the subsidiaries are
prepared for the same reporting date as the parent company. Consistent
accounting policies are applied for like transactions and events in similar
circumstances.

 

All intra-group balances, transactions, income and expenses and profits and
losses resulting from intra-group transactions that are recognised in assets
or liabilities are eliminated in full.

 

The Group's business activities and financial position, together with the
factors likely to affect its future development, performance and position have
been taken into account in considering the Group's adoption of the going
concern basis. Together with the financial statements, notes, net current
liability position and cash flows for the year ended 31 December 2022. The
Group prepare 3 year budgets and cash flow forecasts to ensure that the Group
can meet its liabilities as they fall due.

 

The Group meets its day to day working capital requirements through its cash
balance. It has in place a £1.5m CBIL loan, secured in June 2020, repayable
over 6 years with capital repayments commencing from July 2021. Although the
Group has an overdraft facility, this was not utilised for the entirety of
2022. The Group's forecasts, taking into account the Board's future
expectations of the Group's performance, indicate that there is sufficient
headroom within its CBIL loan facility. Compliance with the CBIL covenant has
been considered and based on management expectations and actions, that could
practically be taken, the directors do not consider any reasonable risk to
arise from this.

 

The cash flow forecasts have been stress tested reviewing assumptions around
new and existing business with growth and renewal rates being reduced. A
reverse stress test was also prepared to review what reduction in revenue
would be necessary to breach overdraft limits in 2023.

 

As at the date of this report, the directors have a reasonable expectation
that the Company and the Group have adequate resources to continue in
operational existence for the foreseeable future. For this reason, they
continue to adopt the going concern basis in preparing the financial
statements.

 

3.         Accounting policies

 

This preliminary announcement has been prepared in accordance with the
accounting policies adopted in the last annual financial statements for the
year to 31 December 2021.

 

4.         Reconciliation of adjusted profits to consolidated
statement of comprehensive income

 

                                                            Note  Adjusted profits  Acquisition related, reorganisation and other costs                Adjusted profits  Acquisition related reorganisation and other costs
                                                                  2022               2022*                                               2022          2021               2021*                                              2021

                                                                  £'000             £'000                                                 £'000        £'000             £'000                                                £'000

 Revenue                                                          5,699              -                                                     5,699       5,599              -                                                    5,599

 Cost of sales                                                    (816)              -                                                   (816)         (685)              -                                                  (685)

 Gross profit                                                       4,883           -                                                      4,883         4,914           -                                                     4,914

 Administrative expenses                                          (5,039)           (163)                                                (5,202)       (5,054)           (59)                                                (5,113)
 Operating (loss)                                                 (156)             (163)                                                (319)         (140)             (59)                                                (199)

 Financial income                                                   -               -                                                      -             -               -                                                     -
 Financial cost                                                   (134)             -                                                    (134)         (99)              -                                                   (99)
 (Loss) before tax                                                (290)             (163)                                                (453)         (239)             (59)                                                (298)

 Tax income                                                        239              31                                                    270           287              15                                                   302
 (Loss)/Profit for the year                                       (51)              (132)                                                (183)         48                (44)                                                4
 Other comprehensive loss net of tax:
 Currency translation differences                                 7                 -                                                    7             4                 -                                                   4
 Total comprehensive (Loss)/Profit for the year net of tax        (44)              (132)                                                (176)         52                (44)                                                8

 

Earnings per share

 

 Basic    9  (0.26p)  -  (0.93p)  0.24p  -  0.02p
 Diluted  9  (0.26p)  -  (0.93p)  0.24p  -  0.02p

*  See note 9

 

5.         Segment reporting

 

 Divisional segments                                   Ikiru People  Central  Total        Ikiru People  Central  Total
                                                       2022          2022     2022         2021          2021     2021
                                                       £'000         £'000    £'000        £'000         £'000    £'000
 Segment revenue                                       5,699         -        5,699        5,599         -        5,599
 Segment EBITDA                                        905           44       949          953           29       982
 Depreciation and amortisation expense                 (1,105)       -        (1,105)      (1,122)       -        (1,122)
 Segment result before reorganisation and other costs  (200)         44       (156)        (169)         29       (140)
 Reorganisation and other costs                        -             -        -            154           -        154
 Segment result                                        (200)         44       (156)        (15)          29       14
 Acquisition related amortisation                      -             (163)    (163)        -             (213)    (213)
 Operating (loss)                                      (200)         (119)    (319)        (15)          (184)    (199)
 Loan interest/ lease interest                         (31)          (103)    (134)        (35)          (64)     (99)
 Loss before tax                                                              (453)                               (298)
 Income tax income                                                            270                                 302
 (Loss)/profit for the year                                                   (183)                               4

 Additions of non-current assets                       1,022                  1,022        1,028                        1,028

 

Revenue by Business Segment

 

The following table provides an analysis of the Group's revenue by product
area for the 12 months of the financial year.

 

                                         2022          2021
                                          £'000         £'000
 Recurring income                   5,051              5,009
 Non-recurring income               488                427
 Third party revenues               160                163
                                    5,699              5,599

 

In the table above 'Recurring income' represents all income recognised over
time, whereas 'Non-recurring income' and 'Third party revenues' represent all
income recognised at a point in time.

 

Recurring income includes all support services, SaaS and hosting income and
revenue on perpetual licenses with mandatory support contracts deferred under
IFRS 15. Non-recurring income includes sales of new licenses which do not
require a support contract, and income derived from installing licences
including training, installation and data translation.  Third party revenues
arise from the sale of third party software.

 

It is not possible to allocate assets and additions between recurring,
non-recurring income and third party revenue. No customer represented more
than 10% of revenue of the Group in 2022 or 2021.

 

Revenue by Business Sector

 

The following table provides an analysis of the Group's revenue by market
sector.

 

                   2022     2021     2020     2019

                   £'000    £'000    £'000    £'000
 Contingent        3,441    3,087    3,005    3,795
 Executive Search  2,258    2,512    3,327    4,232
                   5,699    5,599    6,332    8,027

 

The above table includes years going back to 2019 when revenue was last
reported split between Dillistone, Voyager and GatedTalent segments for
comparative purposes.

 

For the purposes of the 2019 comparative:

 

·    Contingent encompasses the Voyager segment

·    Executive Search encompasses both Dillistone and GatedTalent
segments.

 

 

6.         Geographical analysis

 

The following table provides an estimated of the Group's revenue by geographic
market based on the Customers' country.  This is provided for information
only as the Board does not review the performance of the business from a
geographical viewpoint.

 

Revenue

                        2022          2021
                         £'000         £'000
 UK                     4,148         3,933
 Europe                 663           762
 Americas               518           526
 Australia              147           140
 ROW                    223           238
                        5,699         5,599

 

Non-current assets by geographical location

                        2022          2021
                         £'000         £'000
 UK                     6,927                7,169
 US                     -                    1
 Australia              1                    4
                        6,928         7,174

 

 

7.         Acquisition related, reorganisation and other costs

                                                      2022          2021
                                                       £'000         £'000
 Included within administrative expenses:
 Reorganisation and other costs                       -             6
 US government loan (Payment Protection Program)      -             (154)
 Australian government grant                          -             (6)
 Amortisation of acquisition intangibles              163           213
                                                      163           59

 

Reorganisation and other costs include severance payments and loss of office
payments.

 

Below are reconciliations utilising the items above related to covid,
including furlough payments, to adjusted measures used to better illustrate
the underlying business performance.

 

                        2022          2021
                         £'000         £'000
 EBITDA                 949           982
 Furlough Payments      -             (235)
 Adjusted EBITDA        949           747

 

 

                                                                                     2022          2021
                                                                                      £'000         £'000
 Adjusted operating (loss) before acquisition related, reorganisation and other      (156)         (140)
 items
 Furlough Payments                                                                   -             (235)
 Readjusted operating (loss) before acquisition related, reorganisation and          (156)         (375)
 other items
 Acquisition related, reorganisation and other costs as above                        (163)         (59)
 Adjust for:
 Reorganisation and other costs                                                      -             6
 US government loan (Payment Protection Program)                                     -             (154)
 Australian government grant                                                         -             (6)
 Adjusted Operating (Loss)                                                           (319)         (588)
 Financial Cost                                                                      (134)         (99)
 Adjusted (Loss) Before Tax                                                          (453)         (687)

 

 

8.         Tax income

                                                                     2022                  2021
                                                                      £'000                 £'000
 Current tax                                                         (139)                 (96)
 Prior year adjustment - current tax                                 (146)                 (121)
 Total current tax                                                   (285)                 (217)

 Deferred tax                                                        (23)                  (35)
 Prior year adjustment - deferred tax                                69                    (60)
 Deferred tax rate change from 19% to 25% in 2021                    -                     50
 Deferred tax re acquisition intangibles                             (31)                  (40)
 Total deferred tax                                                  15                    (85)
 Tax (income) for the year                                           (270)                 (302)

 

 Factors affecting the tax credit for the year
 Loss before tax                                                                                        (453)    (298)
 UK rate of taxation                                                                                    19.0%    19.0%
 Loss before tax multiplied by the UK rate of taxation                                                  (86)     (57)

 Effects of:
 Overseas tax rates                                                                                     -        (6)
 Impact of deferred tax not provided                                                                    17       (1)
 Enhanced R&D relief                                                                                    (174)    (146)
 Disallowed expenses                                                                                    11       18
 Deferred tax rate change from 19% to 25% in 2021                                                       -        50
 Rate difference between CT rate and deferred tax rate                                                  (5)      (9)
 Rate difference between CT rate and rate of R&D repayment                                              43       30
 Prior year adjustments                                                                                 (76)     (181)
 Tax (income)                                                                                           (270)    (302)

 

 

9.         Earnings per share

 

                                                               2022                                2021
                                                               Using adjusted profit  2022         Using adjusted profit  2021

 Profit/(loss) attributable to ordinary shareholders (note 4)  (£51,000)              (£183,000)   £48,000                £4,000
 Weighted average number of shares                             19,668,021             19,668,021   19,668,021             19,668,021
 Basic profit/(loss) per share                                 (0.26 p)               (0.93 p)     0.24 p                 0.02 p
 Weighted average number of shares after dilution              19,668,021             19,668,021   19,668,021             19,668,021
 Fully diluted profit/(loss) per share                         (0.26 p)               (0.93 p)     0.24 p                 0.02 p

 

 

Reconciliation of basic to diluted average number of shares:

                                                                                                         2022            2021

 Weighted average number of shares (basic)                                                               19,668,021      19,668,021
 Effect of dilutive potential ordinary shares - employee share plans                                     -               -
 Weighted average number of shares after dilution                                                        19,668,021      19,670,013

 

There are 476,510 (2021: 493,337) share options not included in the above
calculations, as they are underwater or have been forfeited.

 

The impact of the convertible loan notes in the period is not dilutive and
therefore does not impact the calculation of the fully diluted earnings per
share.

 

 

 

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