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REG - dotDigital Group plc - Final Results

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RNS Number : 4620S  dotDigital Group plc  16 November 2021

 

16 November 2021

Dotdigital Group plc

("Dotdigital" or the "Group")

 

Final Results for the year ended 30 June 2021

 

Dotdigital Group plc (AIM: DOTD), the leading 'SaaS' provider of an
omnichannel marketing automation and customer engagement platform, announces
its final audited results for the year ended 30 June 2021 ("FY21").

 

Financial Highlights

 ·         Organic revenue growth of 23% to £58.1m (FY20: £47.4m)
           ·    Recurring revenue as a percentage of total revenue increased to 93%
           (FY20: 91%)
           ·    Monthly ARPC(1) increased 16% to £1,251 (FY20: £1,083 per month)
 ·         Adjusted EBITDA(2) grew 9% to £19.8m (FY20: £18.2m) and adjusted operating
           profit(3) grew 5% to £13.7m (FY20: £13.1m)
 ·         Adjusted EPS from continuing operations was 4.06p (FY20: 3.90p)
 ·         Strong net cash balance at 30 June 2021 of £32.0m (30 June 2020: £25.4m)
 ·         The Board proposes to pay a final dividend of 0.86p per ordinary share, in
           line with its progressive dividend policy (FY20: 0.83p)

 

Operational Highlights

 ·         Acceleration of marketing digital transformation spurred by pandemic, driving
           significant increase in omnichannel offering, particularly SMS
 ·         Organic international revenue increased 22% to £18.0m (FY20: £14.8m), with
           international sales representing 31% of total sales (FY20: 31%)
           ·    APAC region delivered highest growth at 47%, albeit from a smaller
           base
 ·         Strong demand from UK customers for multi-channel functionality
 ·         Revenue through connectors into strategic partners grew 14% to £25.4m (FY20:
           £22.3m), evidencing strength of relationships and continued refinement of
           joint go-to-market strategies
 ·         Product innovation continues to drive value with functionality recurring
           revenue (from license fees and enhanced bolt-on functionality) up 31% to
           £18.9m (FY20: £14.4m)
 ·         Continued focus on operational excellence in areas of privacy, security and
           sustainability
           ·    First customer engagement platform awarded ISO27701 on privacy
           information management, ISO27001 information security management and ISO14001
           environment management certifications

 

Outlook

 ·         Normalisation of trading environment continues with transition out of global
           lockdowns; Board continues to assess potential varied effects across broad and
           diversified customer base
 ·         High level of confidence in delivery of management expectations for the new
           financial year following a strong start

 

 

Milan Patel, CEO of Dotdigital, commented:

"We are pleased to report a record year for Dotdigital, delivering double
digit organic growth and enhanced profitability as a result of an accelerated
uptake of our omnichannel offering. This performance is testament to our
robust business model, as we navigated and supported our customers through the
pandemic, and the efforts of our talented and dedicated team.

 

"The investments we have made in our Engagement Cloud platform, international
hubs and partner network are bearing fruit. Our powerful data-driven marketing
automation platform continues to excel in the market as a result of its
feature-rich yet user-friendly functionality, and we are well positioned to
support a growing number of customers as they look to drive deeper, more
personal engagement with their consumers through digital marketing.

 

"As we enter the new year, trading remains strong. Our healthy balance sheet,
strong recurring revenues and cash generation provides the flexibility to
invest in our growth strategy, giving the Board confidence in the Group's
long-term prospects."

 

Investor Presentation: https://www.dotdigitalgroup.com/events-presentations/
(https://www.dotdigitalgroup.com/events-presentations/)

 

Investor Video: A highlights video is available to watch here:
https://bit.ly/DOTD_FY21_overview (https://bit.ly/DOTD_FY21_overview)

Notes

(1.        ARPC means Average Revenue Per Customer (including new
customers added in period and existing customers))

(2.        EBITDA is earnings before interest, tax, depreciation and
amortisation and adjusted for acquisition costs and share-based payments)

(3.     )(Operating profit is adjusted for acquisition costs and
share-based payments)

 

For further information please contact:

 

 Dotdigital Group Plc                                    Tel: 020 3953 3072
 Milan Patel, CEO                                        InvestorRelations@dotdigital.com
 Paraag Amin, CFO

 Alma PR (Financial PR)                                  Tel: 020 3405 0210
 Hilary Buchanan                                         dotdigital@almapr.co.uk
 David Ison
 Faye Calow

 Canaccord Genuity (Nominated Advisor and Joint Broker)  Tel: 020 7523 8000
 Bobbie Hilliam
 Georgina McCooke
 Jonathan Barr, Sales

 finnCap (Joint Broker)                                  Tel: 020 7220 0500
 Stuart Andrews, Corporate Finance
 Rhys Williams, Sales

 Singer Capital Markets (Joint Broker)                   Tel: 020 7496 3000
 Shaun Dobson, Head of Corporate Finance
 Alex Bond, Corporate Finance

 

THE INFORMATION CONTAINED WITHIN THIS ANNOUNCEMENT IS DEEMED TO CONSTITUTE
INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF THE MARKET ABUSE
REGULATION (EU) NO. 596/2014. UPON THE PUBLICATION OF THIS ANNOUNCEMENT, THIS
INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.

 

 

 

CHAIRMAN'S STATEMENT

 

Overview

 

To have delivered our strongest year to date amid pandemic-related challenges,
while managing a pronounced increase in the uptake of newer channels beyond
email, is testament to the exceptional people at Dotdigital.

 

The effectiveness of our model and the continued desirability of our product
are evident in the numbers, but without the hard work and adaptability of our
teams, we would not have been able to record such a positive performance. On
behalf of the Board, I would like to thank everyone involved in the business
for their contributions.

 

After a period of disruption in Q4 of the previous financial year, we have
gone from strength to strength, facilitated by the acceleration of digital
transformation brought about by the pandemic. While the mix of channel usage
varied as our customers' circumstances changed and evolved, we saw consistent
levels of overall demand, aided by the diversity of sectors and locations
across our customer base. This was achieved while helping our customers that
struggled where we could.

 

Although restrictions are easing and vaccination programmes are under way in
most territories, Covid-19 will continue to be a risk factor for the
foreseeable future, and not all its after effects will be easy to foresee. We
therefore need to continue to monitor its impact on our customer base, and be
ready to respond accordingly.

 

That said, we have traded well since the onset of the pandemic, proving that
the inherent versatility of our offering means we can help organisations, in
both good and more challenging times. As we emerge from the worst of the
pandemic and with a robust model and strong financial position, I am confident
that if we continue to support our customers and execute our strategy in a
measured and purposeful way, we will remain on course to meet our growth
ambitions.

 

Strategic Progress

 

This financial year saw a significant increase in appetite for our
omni-channel offering, with SMS proving particularly popular and more and more
organisations choosing to use push messaging, social, WhatsApp for business
and live chat, in line with the growing demand among consumers for alternative
and more personal means of engagement.

 

The team has built an advanced data-led platform that is tailored to the
increasingly sophisticated needs of the modern marketeer and continues to do
an excellent job of penetrating international markets, with all three of our
regions demonstrating good levels of growth in the year. Performance in APAC
was particularly strong, supplemented by the growing conversion of pipelines
in new markets such as Japan.

 

Our relationships with strategic partners - a key route to market for
Dotdigital - have deepened considerably, enabling better collaboration in
driving awareness and ultimately sales across their customer bases. As a
result, we saw encouraging growth in revenue from Magento, Shopify,
BigCommerce and Microsoft Dynamics - our four most valuable partnerships.

 

On the product front, we have continued to focus on building out our data and
personalisation capabilities, and firmly believe we now have one of the most
powerful, feature-packed and yet easy-to-use marketing automation platforms,
capable of delivering unparalleled insight and strong return on investment
without the need for a high level of technical expertise.

 

Sustainability

 

At the end of 2020, we set out to broaden and accelerate sustainability
improvements throughout the organisation with a view to reducing the impact of
our operations on the environment. Known internally as the 'dotgreen'
initiative, it marked the point where sustainability was elevated from being
an important consideration to a guiding principle for everything we do.

 

In the time since, our teams have worked tirelessly to make our infrastructure
and working practices more environmentally friendly. I am pleased to report
that, as a result, we can now claim to be the world's first carbon-neutral
marketing automation platform.

 

We also obtained ISO 14001, the universally recognised certification awarded
to organisations that meet a high standard of environmental management, became
a Corporate Member of the Woodland Trust and, most recently, signed the Terra
Carta, a part of HRH The Prince of Wales' Sustainable Markets Initiative that
offers the basis of a recovery plan to 2030 with nature, people and planet at
its heart.

 

In a relatively short space of time and against the backdrop of a pandemic, we
have made significant, meaningful changes to become a more responsible
business. While we are proud of our achievements, we know there is still room
for improvement, and remain committed to driving further change to ensure we
play our part in safeguarding the future of our planet.

 

People

 

Our people are the lifeblood of Dotdigital. Ensuring we have the right balance
of technological prowess, interpersonal skills and commercial acumen across
our organisation is vital to the delivery of our strategy, and to that end we
continued to strengthen our workforce in the period. Most notably, our sales
function grew and became more specialised to meet the growing demand for our
product, and we bolstered our marketing and customer care teams with the
internal promotion of a new Global Vice President of Marketing and the
external appointment of a new Head of Customer Success EMEA from a leading
competitor.

 

As we move through the new financial year, we will continue to hire
high-quality individuals that bring new skills and experience into the Group
while increasing management bandwidth where necessary to enable us to reach
our strategic goals more efficiently. At the same time, we will continue to
invest in our existing colleagues, cementing Dotdigital as one of the best
places to work in the industry from both a development and quality of life
perspective.

 

Dividend

 

The Board has agreed to maintain a progressive dividend in line with Group
EBITDA growth. Therefore, subject to approval at the AGM in December 2021, the
Board proposes that the Group will pay a final dividend of 0.86p per ordinary
share (FY20: 0.83p).

 

 

Michael O'Leary

Non-Executive Chairman

16 November 2021

 

CHIEF EXECUTIVE OFFICER'S REPORT AND FINANCIAL REVIEW

 

Overview

I am pleased to report on a record year for Dotdigital, delivering our
strongest financial performance to date and demonstrating the solidification
of our transformation to an omni-channel platform.

This positive performance has been achieved in what has been a turbulent
environment as a result of the Covid-19 pandemic, testing both our customers
and our own resilience. We are the strong business we are today because of our
passionate team who continued to innovate and stay motivated, supporting our
customers through difficult times and taking our business forward to new
heights. Backed by our solid financial footing, we did not have any staff on
furlough and we continued to add to our teams across our global regional
operations.

During the year we saw increased uptake of our digital marketing platform,
from both new and existing customers, resulting in organic revenue growth of
23% to £58.1m (FY20: £47.4m) and adjusted EBITDA growth of 9% to £19.8m
(FY20: £18.2m). The translation of this financial performance into platform
volume growth demonstrates the scale of the Group's reach: 24 billion emails
were sent via the platform, an increase of 15% YoY, complemented by an
increased uptake of other channels including mobile messages, with a strong
28% YoY uplift in SMS, taking the total number of SMS sent to 665 million
(FY20: 520 million).

Underpinning this growth is the Group's recurring SaaS model, with 93% of
total revenue comprising of recurring revenue. The Group is cash generative
and maintains a strong balance sheet, with no debt and net cash balances of
£32.0m at year end (FY20: £25.4m), giving the Group visibility and scope to
continue to invest in order to drive long-term, sustainable growth.

We continued to enhance our platform functionality during the year with a
focus on driving greater data and automation capabilities. Recurring revenues
derived from enhanced product functionality grew by 31% to £18.9m (FY20:
£14.4m), demonstrating the value derived from our customer-centric R&D
programme.

We remain committed to our responsibility and sustainability ethos by ensuring
that all our stakeholders, including employees, partners and the broader
community, are central to our decision making. We have made significant
strides against this agenda, recognising that we will always be pushing for
better.

The digital transformation of marketing operations across all sectors is
happening at pace, and we saw an acceleration of this during the year as
businesses turned to digital as the primary means of engaging with existing
and prospective customers. Our powerful data-driven platform is delivering
results at scale, supported by a diversified customer base with broad sector
exposure and providing us with a significant opportunity to continue our
growth ambitions

Business Review

Dotdigital is focused on empowering marketers to connect with customers
through its powerful automation platform that unifies all digital channels.
Our Engagement Cloud provides the tools to allow marketing teams to launch
highly targeted and relevant campaigns to customers and prospects with
personalised engagement at every touchpoint - the right message, at the right
time, through the right channel. The result is faster and more effective
marketing campaigns with increased engagement and demonstrable ROI.

 

The use cases of the Group's offering are wide and global, however the Group
remains focused on mid-market and enterprise clients across target verticals
including retail, non-profit, education, financial services and travel. The
Group's foundations and particular strengths are in email and deep
integrations into strategic partners within e-commerce and CRM.

 

Market

The digital transformation of the marketing industry continues to progress,
with digital marketing budgets increasingly taking share of overall marketing
budgets. The pace of this transition accelerated in the lockdown environment
as organisations had no alternative but to engage with their end users via
digital channels. As we move through various stages of lockdown easing across
our global operations, the allocation of channels varies but the overall shift
continues its course.

 

With the rise of digital marketing, the sophistication of marketeers has also
increased. We've seen a greater emphasis on data and personalisation by our
customers and our platform is assisting in reducing the gap between
marketeers' aspirations and the reality of what they can achieve through our
platform. One result is an increasing trend towards direct-to-consumer
engagement. Through our platform, brands can devise more informed marketing
strategies with actionable insights and analytics that help them develop a
deeper understanding of their end customer and drive a positive ROI.

 

Growth Strategy

Dotdigital's organic growth strategy continues to be focused around its three
core pillars: geographic, product innovation and strategic partnerships.

 

Three Growth Pillars

 

1.    Geographic

Despite the wider economic impact of Covid-19, all key global regions achieved
strong revenue growth in the period, continuing Dotdigital's diversification
of international exposure. This growth continues to be evident in that revenue
from outside the UK was 31% of Group revenue for the year. We expect to
continue this growth as we invest further in our key international regions. We
saw strong demand for our multichannel functionality from our UK customers
which we expect to continue, although it will be surpassed by growth in our
international markets.

 

International expansion is a key tenet of our growth strategy and has been a
significant area of investment in the period. We have strengthened our
presence and enhanced our prospects across our key territories as reflected in
the growth across our key international regions. We expect to further build on
this momentum and continue organic growth as we move into FY22 and beyond.

 

EMEA

Revenues were up by 23% to £44.6m compared to £36.3m for the same period in
FY20. We saw a normalisation of sales cycles in the region, particularly in
the second half of the year, as pandemic restrictions broadly began to ease in
this region. We have also seen an uptick in momentum both from a pipeline and
sales conversion perspective and expect to see this trend continue as lockdown
measures across the region continue to ease.

 

Take-up of omnichannel marketing solutions was strong in this region,
particularly with SMS, driven by strong demand from our customers in the
education and healthcare sectors as they accelerated their adoption of online
tools to engage with their customer base during the pandemic.

 

North America

Revenues for North America were up 19% to US$12.5m compared to US$10.5m for
FY20. This was driven by new customer wins, reflecting our growing brand
awareness in this region.

 

North America presents the largest market opportunity for the Group, and we
expect to increase our investment in this region to solidify our foundations
to capture more opportunities. Our focus remains on growing and cementing
relationships with partners and customers to help us build our presence while
increasing brand awareness. In addition, we will invest in strengthening the
customer facing teams and bolster the management structure in this region
through creating an additional layer to create bandwidth and scale.

 

APAC

The APAC region delivered the highest growth in revenue in the year, albeit
from a smaller base, as revenues were up 47% to A$7.7m vs A$5.2m in FY20,
evidencing Dotdigital's increasing presence in this region and reflecting
previous periods of investment. We increased our investment in this market in
the period through expanding the team further into Asia. We remain mindful of
the ongoing challenges in the region as a result of the Covid-19 lockdown
which presents a degree of uncertainty for our end customers, however we see a
strong pipeline of opportunities in Japan and the Far East, through our team
based in Singapore.

 

2.    Product innovation

 

The rate at which the platform is developing means it continues to be at the
forefront of the customer engagement category. Recurring revenue from enhanced
product functionality and upgrades, taken by both existing and new customers,
increased by 31% to £18.9m in the period vs £14.4m in FY20, illustrating
continued growth in the number of customers using our enhanced functionality,
including an increasing number of data connectors through our IPaaS
(Integrations Platform as a Service) capabilities.

We have continued to educate the market through live online sessions and
digital marketing content on how to adopt new features to enhance messaging.
The platform continues to go from strength to strength, differentiated by our
offering of an in-house platform and automation tools across all channels. The
competitive advantage of our offering and our ability to deliver on the needs
of our customers is evidenced in our strong performance this year and the
increased uptake of multichannel solutions by existing and new customers
alike. As we go into the new financial year the focus will be on platform
adoption from the additional functionality added in the period.

 

Customer-centred R&D investment in the period was £6.8m compared to
£6.5m in FY20, consistent with management expectations. We continued to
execute against our product strategy and our roadmap has continued to develop
as anticipated.

Our focused areas of innovation are:

 

 ·         Data and intelligence - joining all data together to create a single customer
           view and help our customers better target their campaigns from a
           personalisation perspective. We have dedicated a great deal of resource to
           this in response to increasingly sophisticated customer requirements and will
           continue to do so with further upgrades to the platform.

 ·         Marketing automation - harnessing artificial intelligence and machine learning
           across targeted parts of the platform's architecture. This included the launch
           of sector-tailored product packages for commerce customers and enhanced
           product recommendations capabilities.

 ·         Building out further omnichannel functionality - to assist businesses through
           the full customer journey at every touch point. This included the launch of a
           new live chat solution through the Engagement Cloud and additional SMS
           capabilities, with an increase in take-up of both in the period.

 

3.    Developing strategic partnerships

We have continued to invest in all our strategic partner relationships, which
are a key aspect of our growth strategy as they help us to raise brand
awareness, in the regions and verticals in which we operate. Revenue through
connectors into strategic partners was up 14% to £25.4m vs £22.2m in FY20,
evidencing the progress we have made in developing our relationships with
strategic partners and refining our joint go-to-market strategies.

Continued growth in the Magento space was driven by enhanced brand awareness
coupled with the additional functionality that we have developed for
e-commerce merchants. Sign-up of customers in all regions remains strong, with
a net new 66 Magento customers joining the platform in the period, taking the
total number to 782. Revenue from Magento customers grew 11% to £14.3m from
£13.0m in FY20 and we look forward to the continued collaboration between our
respective teams to advance our joint marketing strategy and to enhance
development of our integration.

At the end of the financial year, we had 132 customers using the Shopify
connector compared to 83 this time last year, supporting the continued
strength of our relationship with this partner. Revenue from Shopify customers
grew 79% to £2.1m from £1.2m last year as we saw an increasing pipeline of
new customers from the integration, built with Shopify Flow, which allows
e-commerce merchants a seamless connection to easily deploy campaigns from the
Dotdigital platform.

We saw a 249% increase in revenue from BigCommerce connected customers in the
year to £0.4m from £0.1m. As BigCommerce's global elite partner through the
period, we continue to deepen our strategic relationship, formulating a joint
go-to-market plan through offers for e-commerce merchants, and joint efforts
to the user. This plan will enable us to increase our addressable market
across all regions, and we are already seeing an increasing demand to use the
integration as a result.

As evidence of our commitment to our B2B Marketing customers, we hired a
partner manager to build our strategic relationship with Microsoft for our
integration into Dynamics 365 in North America. Revenues from customers using
our Dynamics connector increased 12% to £4.3m in the year vs £3.8m in FY20;
we believe that this significant opportunity to develop a meaningful
partnership with a major North American player has only begun to be recognised
and we look forward to building on this relationship in future.

Building on our integration success, we have created a repeatable blueprint
for building integrations into the wider connected ecosystem faster and more
agile than before. Most recently, we launched integrations into Shopware 6,
Google Sheets, Eventbrite and Typeform, with more planned on the roadmap for
FY22.

 

M&A

To support the Group's organic growth strategy, the Board continues to
evaluate the market for complementary acquisitions, backed by the Group's
robust financial position. The Board's acquisition strategy is focused on set
criteria, being: synergy technology for new revenue streams; bolt-on
functionality to accelerate platform development, new talent acquisition and
the expansion of expertise, and extension of the customer base in strategic
territories.

 

FINANCIAL REVIEW

 

Revenues

The Group achieved continuing operations revenue growth of 23% (FY20: 12%),
which delivered record overall revenues of £58.1m, driven in particular by an
increased volume of ARN (alerts, reminders and notifications) SMS messaging,
as the effects of the pandemic continued throughout our financial year.
Recurring revenues comprise 93% of the total, whilst international revenues
continue to account for 31% of the total (FY20: 31%).

 

Business model

The Group generates the majority of its revenues from annual message plans
which are recognised equally over the life of the contract. In addition, we
sell upgrade packages to customers allowing them to use additional modules and
features of our platform. For more sophisticated customers we offer customised
functionality and integrations so that they can maximise the use of their
customer data. We also have professional services contracts which are
recognised as revenue as the work is performed. Over the past year we have
built other messaging channels into our core platform, including SMS and Live
Chat, and access to these channels are sold separately.

 

Gross margin

The gross margin for the period for continuing operations was 82% (FY20: 92%).
Whilst the gross margin for email and standard channels remained above 90%,
the decline in overall group gross margin comes from the growth of premium
messaging channels, (routing purchased via a third party on a per message
basis), such as SMS.

 

Operating expenses

Adjusted operating profit from continuing operations grew by 5% from £13.1m
to £13.7m. Operating expenses as a percentage of revenues dropped from 64% to
59%, reflecting some investment back into the business. The Group continues to
invest in people in the areas of development, sales and marketing,
particularly within the high-growth global offices, to continue enhancing and
adding to the product suite.

 

Balance sheet

There was strong cash management in the year with net cash generated from
continuing operations of £20.7m (FY20: £18.2m). The cash balance at the end
of the period was £32.0m (FY20: £25.4m). The Group continues to be debt free
and maintains a healthy balance sheet. A combination of a highly efficient
cash collection process and an incentivisation push to move more customers
onto Direct Debit and other automated payment collection methods helped with
the year-end position.

 

Trade receivables have only grown by 5% in the year, reflecting revenue growth
and good cash management. Overall receivables have grown 3% due to the
deferment of marketing expenditure such as trade shows and conferences, which
have been postponed due to the pandemic, and related deferred commission on
the sale of our products.

 

The Group continues to invest heavily in the platform to increase
functionality around marketing automation, increasing the number of messaging
channels and surfacing data and providing insights for our customers to
provide excellent customer engagement. This continued investment is
demonstrated by the increase in product development to £6.8m (FY20: £6.5m).

 

Tax

Profitability from continuing operations continues to grow. This is reflected
within the tax charge, which is now £1.0m with an effective tax rate of 8%,
with a lower than standard rate due to enhanced R&D tax credits.

 

EPS

In the year the continued operations adjusted basic EPS increased to 4.12p
(FY20: 3.95p) and adjusted diluted EPS increased to 4.06p (FY20: 3.90p),
despite the higher effective tax rate of 8%, (FY20: 5%). Basic EPS also
increased to 3.85p (FY20: 3.68p).

 

Dividend policy

As announced last year, the Board conducted its review of its organic business
plan for the following three years. This included evaluating the cash needs
required for opportunities in organic growth to increase shareholder value and
capital expenditure. The Board decided that it will continue to keep a
progressive dividend in line with EBITDA growth. Therefore, subject to
approval at the AGM in December 2021, the Board proposes that the Group will
pay a final dividend of 0.86 pence per ordinary share (FY20: 0.83p), to be
payable at the end of January 2022.

 

Current Trading and Outlook

During the year the Group has significantly advanced its omni-channel
marketing platform vision with strategic progress against all tenants of our
growth strategy, delivering a record financial performance. We have progressed
our geographic expansion with stronger market presence in North America, EMEA
and APAC; our strategic partner relations have deepened with better
collaboration in driving brand awareness to our end markets; and we've added
new capabilities to our platform to drive broader customer engagement. The
focus remains in driving an increased adoption of functionality within the
platform.

 

As we enter the new year, we do so within a more normalised trading
environment as our end markets transition out of the immediate implications
from the pandemic. Trading remains in line with management expectation and our
technology platform is uniquely positioned to capture the transition to online
marketing across the mid-tier enterprise space. Whilst we remain mindful of
the wider economic uncertainty, our healthy balance sheet, strong recurring
revenues and cash generation provides the flexibility to invest in our growth
strategy. The Board is therefore confident in the Group's long-term growth
prospects.

 

 

Milan
Patel
Paraag Amin

Chief Executive
Officer
Chief Financial Officer

16 November
2021
16 November
2021
 

DOTDIGITAL GROUP PLC

 

CONSOLIDATED INCOME STATEMENT

FOR THE YEAR ENDED 30 JUNE 2021

 

                                                                                                                                             Restated

                                                                                                                    30.6.21                  30.6.20
                                                                                                                    £'000                    £'000
                                                                                                    Notes
 CONTINUING OPERATIONS
 Revenue from contracts with customers                                                                              58,124                   47,404
 Cost of sales                                                                                      6               (10,356)                 (3,899)

 Gross profit                                                                                                       47,768                   43,505

 Administrative expenses                                                                            6               (34,089)                 (30,443)

 OPERATING PROFIT FROM CONTINUING OPERATIONS PRE SHARE-BASED PAYMENTS AND                                           13,679                   13,062
 EXCEPTIONAL COSTS

 Share based payments                                                                               25              (625)                    (682)
 Exceptional costs                                                                                  4               (188)                    (136)

 OPERATING PROFIT FROM CONTINUING OPERATIONS                                                                        12,866                   12,244

 Finance costs                                                                                      5               (74)                     (98)
 Finance income                                                                                     5               20                       40

 PROFIT BEFORE INCOME TAX FROM CONTINUING OPERATIONS                                                6               12,812                   12,186

 Income tax expense                                                                                 7               (1,322)                  (1,219)

 Profit for the year from continuing operations                                                                     11,490                   10,967
 Loss for the year from discontinuing operations                                                    10              (899)                    (378)

          Profit for the year attributable to the owners of the parent                                              10,591                   10,589

 Earnings per share from all operations (pence per share)
                            Basic                                                                   9               3.55                     3.55
                            Diluted                                                                 9               3.50                     3.50
                   Adjusted Basic                                                          9                        3.82                     3.95
                   Adjusted Diluted                                                        9                        3.76                     3.90

 Earnings per share from continuing operations (pence per share)
 Basic                                                                      9                                       3.85                     3.68
 Diluted                                                                    9                                       3.79                     3.63
 Adjusted Basic                                                             9                                       4.12                     3.95
 Adjusted Diluted                                                           9                                       4.06                     3.90

 Earnings per share from discontinued operations (pence per share)
 Basic                                                                            9                         (0.30)                     (0.13)
 Diluted                                                                          9                         (0.30)                     (0.13)
 Adjusted Basic                                                                   9                         (0.30)                     (0.00)
 Adjusted Diluted                                                                 9                         (0.30)                     (0.00)

DOTDIGITAL GROUP PLC

 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 30 JUNE 2021

 

                                                                                                                                                                                                                                                      Restated

                                                                                                                                                                                30.6.21                                                               30.6.20
                                                                                                                                                                                £'000                                                                 £'000

 PROFIT FOR THE YEAR                                                                                                                                                            10,591                                                                10,589

 OTHER COMPREHENSIVE INCOME
 Items that may be subsequently reclassified to profit or loss:
 Exchange differences on translating foreign operations                                                                                                                         (87)                                                                  34

 Total comprehensive income attributable to:
                                                                       Owners of the parent                                                                                     10,504                                                                10,623

 TOTAL COMPREHENSIVE INCOME FOR THE YEAR
 Comprehensive income from continuing operations                                                                                                                                11,403                                                                11,001
 Comprehensive loss from discontinued operations                                                                                                                                (899)                                                                 (378)

DOTDIGITAL GROUP PLC

 

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

30 JUNE 2021

 

                                                                                                                                                                                              Restated                                              Restated

                                                                                                                                        30.6.21                                               30.6.20                                               30.6.19
                                                                                                                                        £'000                                                 £'000                                                 £'000
                                                                                                             Notes
 ASSETS
 NON-CURRENT ASSETS
 Goodwill                                                                                                    11                         9,680                                                 9,680                                                 9,680
 Intangible assets                                                                                           12                         16,134                                                14,059                                                11,702
 Property, plant and equipment                                                                               13                         3,972                                                 5,262                                                 1,037

                                                                                                                                        29,786                                                29,001                                                22,419

 CURRENT ASSETS
 Trade and other receivables                                                                                 14                         13,350                                                12,987                                                12,222
 Cash and cash equivalents                                                                                   15                         31,951                                                25,383                                                19,320

                                                                                                                                        45,301                                                38,370                                                31,542

 TOTAL ASSETS                                                                                                                           75,087                                                67,371                                                53,961

 EQUITY ATTRIBUTABLE TO THE
 OWNERS OF THE PARENT
 Called up share capital                                                                                     16                         1,494                                                 1,493                                                 1,490
 Share premium                                                                                               17                         7,124                                                 6,967                                                 6,791
 Reverse acquisition reserve                                                                                 17                         (4,695)                                               (4,695)                                               (4,695)
 Other reserves                                                                                              17                         3,066                                                 1,600                                                 910
 Retranslation reserve                                                                                       17                         (37)                                                  50                                                    16
 Retained earnings                                                                                           17                         54,081                                                45,655                                                36,971

 TOTAL EQUITY                                                                                                                           61,033                                                51,070                                                41,483

 LIABILITIES
 NON-CURRENT LIABILITIES
 Lease liabilities                                                                                           19                         2,489                                                 3,399                                                 -
 Deferred tax                                                                                                21                         1,207                                                 1,983                                                 1,377

                                                                                                                                        3,696                                                 5,382                                                 1,377
 CURRENT LIABILITIES
 Trade and other payables                                                                                    18                         9,334                                                 9,796                                                 11,096
 Financial liabilities:
 -       Interest bearing loans and borrowings                                                                                          -                                                     -

                                                                                                                                                                                                                                                    5
 -       Lease liabilities                                                                                       19                     934                                                   1,068                                                 -
 Current tax payable                                                                                                                    90                                                    55                                                    -

                                                                                                                                        10,358                                                10,919                                                11,101

 TOTAL LIABILITIES                                                                                                                      14,054                                                16,301                                                12,478

 TOTAL EQUITY AND LIABILITIES                                                                                                           75,087                                                67,371                                                53,961

 

DOTDIGITAL GROUP PLC

 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 30 JUNE 2021

 

                                                          Called up share

                                                                              Retained      Share
                                                          capital             earnings      premium
                                                          £'000               £'000         £'000

 Balance as at 1 July 2019, as previously reported        1,490               37,161        6,791
 Impact of correction of errors (note 30)                 -                   (190)         -
 Restated balance at 1 July 2019                          1,490               36,971        6,791

 Transactions with owners (restated)
 Issue of share capital                                   3                   -             176
 Dividends                                                -                   (1,996)       -
 Adjustments in relation to IFRS 16                       -                   61            -
 Transfer in reserves                                     -                   30            -
 Deferred tax on share options                            -                   -             -
 Share-based payments                                     -                   -             -
 Transactions with owners (restated)                      3                   (1,905)       176

 Total comprehensive income (restated)
 Profit for the year                                      -                   10,589        -
 Other comprehensive income                               -                   -             -
 Total comprehensive income (restated)                    -                   10,589        -

 Restated balance as at 30 June 2020                      1,493               45,655        6,967

 Balance as at 1 July 2020                                1,493               45,655        6,967
 Issue of share capital                                   1                   -             157
 Dividends                                                -                   (2,472)       -
 Transfer in reserves                                     -                   307           -
 Deferred tax on share options                            -                   -             -
 Share-based payments                                     -                   -             -
 Transactions with owners                                 1                   (2,165)       157

 Profit for the year                                      -                   10,591        -
 Other comprehensive income                               -                   -             -
 Total comprehensive income                               -                   10,591        -

 Balance as at 30 June 2021                               1,494               54,081        7,124

DOTDIGITAL GROUP PLC

 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 30 JUNE 2021

 

 CONTINUED…
                                                                          Retranslation      Reverse acquisition      Other         Total equity
                                                                          reserve            reserve                  reserves
                                                                          £'000              £'000                    £'000         £'000

 Balance as at 1 July 2019, as previously reported                        16                 (4,695)                  720           41,483
 Impact of correction of errors (note 30)                                 -                  -                        190           -
 Restated balance at 1 July 2019                                          16                 (4,695)                  910           41,483

 Transactions with owners (restated)
 Issue of share capital                                                   -                  -                        -             179
 Dividends                                                                -                  -                        -             (1,996)
 Adjustments in relation to IFRS 16                                       -                  -                        -             61
 Transfer in reserves                                                     -                  -                        (30)          -
 Deferred tax on share options                                            -                  -                        38            38
 Share-based payments                                                     -                  -                        682           682
 Transactions with owners (restated)                                      -                  -                        690           (1,036)

 Total comprehensive income (restated)
 Profit for the year                                                      -                  -                        -             10,589
 Other comprehensive income                                               34                 -                        -             34
 Total comprehensive income (restated)                                    34                 -                        -             10,623

 Balance as at 30 June 2020                                               50                 (4,695)                  1,600         51,070

 Balance as at 1 July 2020
 Issue of share capital                                                   -                  -                        -             158
 Dividends                                                                -                  -                        -             (2,472)
 Transfer in reserves                                                     -                  -                        (307)         -
 Deferred tax on share options                                            -                  -                        1,148         1,148
 Share-based payments                                                     -                  -                        625           625
 Transactions with owners                                                 -                  -                        1,466         (541)

 Profit for the year                                                      -                  -                        -             10,591
 Other comprehensive income                                               (87)               -                        -             (87)
 Total comprehensive income                                               (87)               -                        -             10,504

 Balance as at 30 June 2021                                               (37)               (4,695)                  3,066         61,033

 

 

·        Share capital is the amount subscribed for shares at nominal
value.

·        Retained earnings represents the cumulative earnings of the
Group attributable to equity shareholders.

·        Share premium represents the excess of the amount subscribed
for share capital over the nominal value net of the share issue expenses.

·        Retranslation reserve relates to the retranslation of foreign
subsidiaries into the functional currency of the Group.

·        The reverse acquisition reserve relates to the adjustment
required to account for the reverse acquisition in accordance with
International Financial Reporting Standards.

·        Other reserves relate to the charge for the share-based
payment in accordance with IFRS 2and the transfer on the exercise or lapsing
of share options.

 
DOTDIGITAL GROUP PLC

 

 
CONSOLIDATED STATEMENT OF CASH FLOWS

 
FOR THE YEAR ENDED 30 JUNE 2021

 

                                                                        30.6.21     30.6.20
                                                                        £'000       £'000
                                                                 Notes
 Cash flows from operating activities
 Cash generated from operations                                  26     17,969      15,907
 Tax paid                                                               (975)       (124)

 Net cash generated from all operating activities                       16,994      15,783

 Net cash generated from continuing operating activities                20,710      18,214
 Net cash used in discontinued operating activities                     (3,716)     (2,431)

 Cash flows from investing activities
 Purchase of intangible fixed assets                                    (6,870)     (6,505)
 Purchase of property, plant and equipment                              (169)       (277)
 Proceeds from sale of property, plant and equipment                    2           -
 Interest received                                                      20          40

 Net cash flows used in investing activities                            (7,017)     (6,742)

 Net cash used in from continuing investing activities                  (7,017)     (6,741)
 Net cash used in discontinued investing activities                     -           (1)

 Cash flows from financing activities
 Equity dividends paid                                                  (2,472)     (1,996)
 Payment of lease liabilities                                           (1,182)     (1,127)
 Proceeds from share issues                                             158         179

 Net cash flows used in financing activities                            (3,496)     (2,944)

                                                                        (3,446)     (2,884)

 Net cash used in continuing financing activities
 Net cash used in discontinued financing activities                     (50)        (60)

                                                                        6,481       6,097

 Increase in cash and cash equivalents

 Cash and cash equivalents at beginning of year                  27     25,383      19,320
 Effect of foreign exchange rate changes                                87          (34)

 Cash and cash equivalents at end of year                        27     31,951      25,383

 

                          .

 

 
DOTDIGITAL GROUP PLC

 

 
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

 
FOR THE YEAR ENDED 30 JUNE 2021

 

1.            GENERAL INFORMATION

 

Dotdigital Group Plc ("Dotdigital") is a public limited company incorporated
in England and Wales and quoted on the AIM Market.

 

2.            SEGMENTAL REPORTING

 

Dotdigital's single line of business remains the provision of data-driven
omni-channel marketing automation. The chief operating decision maker
considers the Group's segments to be by geographical location, this being
EMEA, US and APAC operations and by business activity, this being core
Engagement Cloud and CPaaS as shown in the tables that follow:

 

Geographical revenue and results (from all operations)

                                                                        30.6.2021

                                                                        EMEA                    US                      APAC                    Total
                                                                        £'000                   £'000                   £'000                   £'000
 Income statement
 Revenue                                                                47,024                  9,264                   4,262                   60,550
 Gross profit                                                           36,878                  8,241                   3,864                   48,983
 Profit/(loss) before income tax                                        11,699                  609                     (294)                   12,014
 Total comprehensive income attributable to the owners of the parent

                                                                        10,436                  379                     (311)                   10,504

 Financial position
 Total assets                                                           71,566                  3,098                   423                     75,087
 Net current assets/(liabilities)                                       33,942                  1,387                   (386)                   34,943

 

 

Revenue from external customers is attributed to the geographical segments
noted above based on the customers' location. There were no customers who
account for more than 10% of revenue (2020: none).

 

All revenue is from contracts signed with new customers and upgrades and
additional functional recurring revenue sold to existing contracted clients.
Revenue from contracts is recognised under percentage of completion method
based on a percentage of services performed to date as a percentage of the
total services to be performed.

 

                                                                        30.6.2020

                                                                        EMEA                    US                      APAC                    Total
                                                                        £'000                   £'000                   £'000                   £'000
 Income statement
 Revenue                                                                43,810                  8,325                   2,777                   54,912
 Gross profit (restated* see note 30)                                   35,181                  7,420                   2,496                   45,097
 Profit/(loss) before income tax                                        11,256                  598                     (46)                    11,808
 Total comprehensive income attributable to the owners of the parent
 (restated** see note 30)

                                                                        10,429                  291                     (97)                    10,623

 Financial position
 Total assets                                                           60,959                  4,846                   1,566                   67,371
 Net current assets/(liabilities) (restated** see note 30)

                                                                        26,915                  1,006                   (470)                   27,451

 

Revenue from external customers is attributed to the geographical segments
noted above based on the customers' location. There were no customers who
account for more than 10% of revenue (2019: none).

 

All revenue is from contracts signed with new customers and upgrades and
additional functional recurring revenue sold to existing contracted clients.
Revenue from contracts is recognised under percentage of completion method
based on a percentage of services performed to date as a percentage of the
total services to be performed.

 

Business activity revenue and results

                                                                        30.6.2021

                                                                                                          Core                              CPaaS                             Total
                                                                                                          £'000                             £'000                             £'000
 Income statement
 Revenue                                                                                                  58,124                            2,426                             60,550
 Gross profit                                                                                             47,768                            1,215                             48,983
 Profit/(loss) before income tax                                                                          12,812                            (798)                             12,014
 Total comprehensive income attributable to the owners of the parent

                                                                                                          11,403                            (899)                             10,504

 Financial position
 Total assets                                                                                             74,976                            111                               75,087
 Net current assets/(liabilities)                                                                         34,974                            (31)                              34,943

 

                                                                        30.6.2020

                                                                                                          Core                              CPaaS                             Total
                                                                                                          £'000                             £'000                             £'000
 Income statement
 Revenue                                                                                                  47,404                            7,508                             54,912
 Gross profit (restated* see note 30)                                                                     43,505                            1,592                             45,097
 Profit/(loss) before income tax                                                                          12,186                            (378)                             11,808
 Total comprehensive income attributable to the owners of the parent
 (restated** see note 30)

                                                                                                          11,001                            (378)                             10,623

 Financial position
 Total assets                                                                                             65,114                            2,257                             67,371
 Net current assets/(liabilities) (restated** see note 30)

                                                                                                          29,174                            (1,723)                           27,451

 

 

* Direct marketing and partner commission were reclassified from cost of sales
to administrative expenses and tech infrastructure was reclassified from
administrative expenses to cost of sales to reflect more appropriately the
gross profit and administrative expenses.

                                    ** In
the prior year there was a correction re deferred tax and corporation tax
provision. See note 30 for details.

 

3.            EMPLOYEES AND DIRECTORS

                                                                            30.6.21                   30.6.20
                                                                            £'000                     £'000

                         Wages and salaries                                 22,005                    20,892
                         Social security costs                              2,228                     2,377
                         Other pension costs                                534                       505

                                                                            24,767                    23,774

 The average monthly number of employees during the year is as follows

                                                                            30.6.21                   30.6.20

                         Directors                                          5                         4
                         Sales and marketing product                        160                       164
                         Development and system engineers                   105                       103
                         Administration                                     69                        67

                                                                            339                       338

            Included in the total employees cost above, £5,198,785 (2020: £5,293,321)
            was capitalised in relation to internally generated development costs.

 4.            EXCEPTIONAL COSTS

 Continuing exceptional costs incurred in the year relate to the ongoing
 acquisition costs of Comapi of     £68,095 (2020: £15,714) and
 amortisation of acquired intangibles of £120,000 (2020: £120,000).

 Discontinued exceptional costs in the year relate to the amortisation of
 acquired intangibles of £nil (2020: £381,072).

 5.            NET FINANCE INCOME
                                                                            30.6.21                   30.6.20
                                                                            £'000                     £'000
                         Finance income:
                         Deposit account interest                           20                        40
                         Finance cost:
                         Finance lease interest                             (74)                      (98)

                                                                            (54)                      (58)

 

6.         OPERATING PROFIT

 

    Costs by nature
    Profit from continuing operations has been arrived at after charge and
    crediting:-
                                                                                            30.6.21                          Restated* 30.6.20
                                                                                            £'000                            £'000

    Outsourcing and tech infrastructure                                                              10,356                             3,899

                       Total cost of sales                                                           10,356                             3,899

                                                                                                     30.6.21                            30.6.20
                                                                                                     £'000                              £'000

    Direct marketing                                                                                 2,976                              1,727
    Partner commission                                                                               2,198                              2,566
    Staff related costs (inc Directors' emoluments)                                                  19,208                             17,929
    Auditor's remuneration                                                                           52                                 64
    Amortisation of intangibles**                                                                    4,675                              3,647
    Depreciation charge**                                                                            1,410                              1,475
    Legal, professional and consultancy fees                                                         848                                479
                       Computer expenditure                                                          538                                578
    Bad debts                                                                                        897                                1,248
    Foreign exchange losses/(gains)                                                                  543                                (120)
    Travel and subsistence costs                                                                     87                                 509
    Office running                                                                                   388                                176
    Gain on disposal of property, plant and equipment                                                (2)                                (3)
    Staff welfare                                                                                    342                                399
    Other costs                                                                                      549                                531
    Management charge                                                                                (620)                              (762)

    Total administrative expenses                                                                    34,089                             30,443

 

    During the year the Group obtained the following services from the Group's
    auditor at costs detailed below:

                                                                         30.6.21                                               30.6.20
                                                                         £'000                                                 £'000

    Fees payable to the Company's auditor for the audit of Parent Company and                 28                                          22
    consolidated financial statements
    Fees payable to the Company's auditor for other services
    -       audit of Company subsidiaries                                                     47                                          47
    -       review of interim accounts                                                        5                                           3

                                                                                              80                                          72

 

*Partner commission and direct marketing have been reclassed under
administrative expenses and tech infrastructure have been reclassed under cost
of sales and comparatives restated (see note 30).

 

**Both amortisation of intangibles and depreciation charge will not agree to
the relevant notes as these numbers only apply to the continuing operations.

 

7.            INCOME TAX EXPENSE

 

                   Analysis of the tax charge from continuing operations:                                                                                          *Restated
                                                                                                                 30.6.21                                    30.6.20
                                                                                                                 £'000                                      £'000

                   Current tax on profits for the year                                                                                  1,008                         575
                   Changes in estimates related to prior years                                                                          (53)                          -
                   Deferred tax on origination and reversal of timing differences                                             367                                     644

                                                                                                                                        1,322                         1,219

                   Analysis of the tax charge from discontinuing operations:
                                                                                     30.6.21                                                                          30.6.20
                                                                                     £'000                                                                            £'000

       Current tax on profits for the year                                                                                                        -                   -
       Deferred tax on origination and reversal of timing differences                                                                             101                 -

                                                                                                                                                  101                 -

                   Factors affecting the tax charge:
                                                                                                                                                                      *Restated 30.6.20

                                                                                                                                        30.6.21
                                                                                                                                        £'000                         £'000

                   Profit on ordinary activities from all operations before tax                                                         12,014                        11,808
                   Profit on ordinary activities multiplied by the average rate of corporation                                2,283                                   2,244
                   tax suffered globally: 19% (2020: 19%)
                   Effects of:

                   Expenses not deductible                                                                                              281                           176
                   Research and development enhanced claim                                                                              (2,239)                       (2,069)
                   Expenditure permitted on exercising options                                                                          (49)                          (98)
                   Overseas tax losses                                                                                                  (5)                           (20)
                   Depreciation in excess of capital allowances                                                                         737                           843
                   Group relief losses brought forward                                                                                  -                             (501)

                   Current tax on profit for the year                                                                                   1,008                         575
                   Changes in estimates related to prior years                                                                          (53)                          -
                   Deferred tax on origination and reversal of timing differences                                                       468                           644

                   Total tax charge for the year                                                                                        1,423                         1,219

 

               *See note 30

 

                           Deferred tax was
calculated using the rate 25% (2020: 19%). For further details on deferred tax
see note 21.

 

Taxation for each region is calculated at the rates prevailing in the
respective jurisdiction.

 

The main rate of UK corporation tax in the period was 19% (2020: 19%). UK
deferred balances have been recognised at 25% in the period (2020: 19%).

 

8.            DIVIDENDS

   Amounts recognised as distributions to equity holders in the period
                                                                  30.6.21                                          30.6.20
                                                                  £'000                                            £'000

   Paid dividend for year end 30 June 2021 of 0.83p (2020: 0.67p) per share            2,472                       1,996

   Proposed dividend for the year end 30 June 2021 of 0.86p (2020: 0.83p) per          2,583                       2,480
   share

   The proposed final dividend is subject to approval by the shareholders at the
   Annual General Meeting and has not been included as a liability in these
   financial statements.

 

 

9.            EARNINGS PER SHARE

 

Earnings per share data is based on the consolidated profit using and the
weighted average number of shares in issue of the Parent Company. Basic
earnings per share are calculated by dividing the earnings attributable to
ordinary shareholders by the weighted average number of ordinary shares
outstanding during the period.

 

Diluted earnings per share is calculated using the weighted average number of
shares adjusted to assume the conversion of all dilutive potential ordinary
shares. Adjusted earnings per share is based on the consolidated profit
deducting the acquisition related exceptional costs and share-based payment.

 

A number of non-IFRS adjusted profit measures are used in this annual report
and financial statements. Adjusting items are excluded from our headline
performance measures by virtue of their size and nature, in order to reflect
management's view of the performance of the Group. Summarised below is a
reconciliation between statutory results to adjusted results. The Group
believes that alternative performance measures such as adjusted EBITDA are
commonly reported by companies in the markets in which it competes and are
widely used by investors in comparing performance on a consistent basis
without regard to factors such as depreciation and amortisation, which can
vary significantly depending upon accounting methods (particularly when
acquisitions have occurred), or based on factors which do not reflect the
underlying performance of the business. The adjusted profit after tax earnings
measure is also used for the purpose of calculating adjusted earnings per
share.

 

Reconciliations to earnings figures used in arriving at adjusted earnings per
share are as follows:

                                                                                                      30.6.21    *Restated 30.6.20
 From all operations                                                                                  £'000      £'000

 Profit for the year attributable to the owners of the parent                                         10,591     10,589
 Amortisation of acquisition-related intangible fixed assets (see note 12)                            120        501
 Other exceptional costs (see note 4)                                                                 68         16
 Share-based payment (see note 25)                                                                    625        682
 Adjusted profit for the year attributable to the owners of the parent                                11,404     11,788

 

 

 

 

 

 

 

 

 

 

 

 

Management does not consider the above adjustments to reflect the underlying
business performance. The other exceptional costs relate to ongoing
acquisition costs of Comapi.

 

                                                                                     30.6.21    *Restated

                                                                                                30.6.20
                                                                                     £'000      £'000

 Adjusted profit for the year attributable to the owners of the parent for           12,303     11,785
 continuing activities.
 Adjusted loss for the year attributable to the owners of the parent for             (899)      3
 discontinuing activities.
 Adjusted profit for the year attributable to the owners of the parent               11,404     11,788

 

                                                                                                      30.6.21
                                                                                                                                       Weighted
                                                                                                                                       average                      Per share
    From all operations                                                                               Earnings                         number of                    Amount
                                                                                                      £'000                            shares                       Pence

    Basic EPS
    Profit for the year attributable to the owners of the parent                                      10,591                            298,598,459                 3.55

    Adjusted Basic EPS
                              Adjusted profit for the year attributable to the owners of the parent                       11,404                298,598,459               3.82

    Options and warrants                                                                              -                                4,322,868                    -

    Diluted EPS
    Profit for the year attributable to the owners of the parent                                      10,591                           302,921,327                  3.50

    Adjusted Diluted EPS
    Adjusted profit for the year attributable to the owners of the parent                             11,404                           302,921,327                  3.76

 

                                                                                                                                                    30.6.21
                                                                                                                                                                  Weighted
                                                                                                                                                                  average           Per share
       From continuing operations                                                                                                                   Earnings      number of         Amount
                                                                                                                                                    £'000         shares            Pence

       Basic EPS
       Profit for the year attributable to the owners of the parent                                                                                 11,490        298,598,459       3.85

       Adjusted Basic EPS
       Adjusted profit for the year attributable to the owners of the parent                                                                        12,303        298,598,459       4.12

       Options and Warrants                                                                                                                         -             4,322,868         -

       Diluted EPS
       Profit for the year attributable to the owners of the parent                                                                                 11,490        302,921,327       3.79

       Adjusted Diluted EPS
       Adjusted profit for the year attributable to the owners of the parent

                                                                                                                                                    12,303        302,921,327       4.06

 

 

 

                                                                                                                                   30.6.21
                                                                                                                                                      Weighted
                                                                                                                                                      average              Per share
       From discontinued operations                                                                                                Earnings           number of            Amount
                                                                                                                                   £'000              shares               Pence

       Basic EPS
       Loss for the year attributable to the owners of the parent                                                                  (899)              298,598,459          (0.30)

       Adjusted Basic EPS
       Adjusted loss for the year attributable to the owners of the parent                                                         (899)              298,598,459          (0.30)

       Options and warrants                                                                                                        -                  4,322,868            -

       Diluted EPS
       Loss for the year attributable to the owners of the parent                                                                  (899)              302,921,327          (0.30)

       Adjusted Diluted EPS
       Adjusted loss for the year attributable to the owners of the parent                                                         (899)              302,921,327          (0.30)

 

                                                                                                                                        *Restated 30.6.20
                                                                                                                                                           Weighted
                                                                                                                                                           average                Per share
       From all operations                                                                                                              Earnings           number of              Amount
                                                                                                                                        £'000              shares                 Pence

       Basic EPS
       Profit for the year attributable to the owners of the parent                                                                     10,589             298,306,813            3.55

       Adjusted Basic EPS
       Adjusted profit for the year attributable to the owners of the parent                                                            11,788             298,306,813            3.95

       Options and Warrants                                                                                                             -                  3,883,050              -

       Diluted EPS
       Profit for the year attributable to the owners of the parent                                                                     10,589             302,189,863            3.50

       Adjusted Diluted EPS
       Adjusted profit for the year attributable to the owners of the parent

                                                                                                                                        11,788             302,189,863            3.90

 

 

 

 

                                                                                                                                                                         *Restated 30.6.20
                                                                                                                                                                                                  Weighted
                                                                                                                                                                                                  average                 Per share
       From continuing operations                                                                                                                                        Earnings                 number of               Amount
                                                                                                                                                                         £'000                    shares                  Pence

       Basic EPS
       Profit for the year attributable to the owners of the parent                                                                                                      10,967                   298,306,813             3.68

       Adjusted Basic EPS
       Adjusted profit for the year attributable to the owners of the parent                                                                                             11,785                   298,306,813             3.95

       Options and warrants                                                                                                                                              -                        3,883,050               -

       Diluted EPS
       Profit for the year attributable to the owners of the parent                                                                                                      10,967                   302,189,863             3.63

       Adjusted Diluted EPS
       Adjusted profit for the year attributable to the owners of the parent                                                                                             11,785                   302,189,863             3.90

                                                                                                                                                                         30.6.20
                                                                                                                                                                                                  Weighted
                                                                                                                                                                                                  average                 Per share
                                            From discontinued operations                                                                                                 Earnings                 number of               Amount
                                                                                                                                                                         £'000                    shares                  Pence

                                            Basic EPS
                                            Loss for the year attributable to the owners of the parent                                                                   (378)                    298,306,813             (0.13)

                                            Adjusted Basic EPS
                                            Adjusted Loss for the year attributable to the owners of the parent                                                          3                        298,306,813             (0.00)

                                            Options and Warrants                                                                                                         -                        3,883,050               -

                                            Diluted EPS
                                            Loss for the year attributable to the owners of the parent                                                                   (378)                    302,189,863             (0.13)

                                            Adjusted Diluted EPS
                                            Adjusted loss for the year attributable to the owners of the parent

                                                                                                                                                                         3                        302,420,648             (0.00)

 

 

                   30.6.21        30.6.20
                   Shares         Shares

 Basic EPS         298,598,459    298,306,813

 Diluted EPS       302,921,327    302,189,863

Weighted average number of shares

                                  *See note 30

 

10.         CONTINUING AND DISCONTINUED OPERATIONS

 

               The analysis between continuing and discontinued
operation is as follows:

 

               Year ended 30 June 2021

                                     Continuing operations    Discontinuing operations

                                                                                          TOTAL

                                     £'000                    £'000                       £'000

 Revenue                             58,124                   2,426                       60,550
 Cost of sales                       (10,356)                 (1,211)                     (11,567)

 Gross profit                        47,768                   1,215                       48,983

 Administrative expense              (34,089)                 (2,012)                     (36,101)
 Share based payments                (625)                    -                           (625)
 Exceptional costs                   (188)                    -                           (188)

 OPERATING PROFIT                    12,866                   (797)                       12,069

 Finance income                      20                       -                           20
 Finance costs                       (74)                     (1)                         (75)

 PROFIT BEFORE INCOME TAX            12,812                   (798)                       12,014

 Income tax expense                  (1,322)                  (101)                       (1,423)

 PROFIT FOR THE YEAR                 11,490                   (899)                       10,591

 

 

Year ended 30 June 2020

                                                    Continuing operations    Discontinuing operations

                                                                                                         TOTAL

                                                    £'000                    £'000                       £'000

 Revenue                                            47,404                   7,508                       54,912
 Cost of sales (restated see note 30)               (3,899)                  (5,916)                     (9,815)

 Gross profit                                       43,505                   1,592                       45,097

 Administrative expense (restated see note 30)      (30,443)                 (1,587)                     (32,030)
 Share based payments                               (682)                    -                           (682)
 Exceptional costs                                  (136)                    (381)                       (517)

 OPERATING PROFIT                                   12,244                   (376)                       11,868

 Finance income                                     40                       -                           40
 Finance costs                                      (98)                     (2)                         (100)

 PROFIT BEFORE INCOME TAX                           12,186                   (378)                       11,808

 Income tax expense                                 (1,219)                  -                           (1,219)

 PROFIT FOR THE YEAR                                10,967                   (378)                       10,589

 

11.         GOODWILL

 

                                 Group
                                                   30.6.21    30.6.20
                                 COST              £'000      £'000
                                 At 1 July         13,192     13,192
                                                   13,192     13,192

                                 At 30 June

                                 IMPAIRMENT
                                 At 1 July         3,512      3,512

                                 At 30 June        3,512      3,512

                                 NET BOOK VALUE    9,680      9,680

Goodwill is allocated to the Group's two cash generating units (CGUs)
identified, those being Dotdigital and Comapi.

 

Goodwill arising on business combinations is not amortised but is reviewed for
impairment on an annual basis, or more frequently if there are indications
that goodwill may be impaired. Goodwill acquired in a business combination is
allocated, at acquisition, to CGUs that are expected to benefit from that
business combination.

 

The carrying amount of goodwill relates to the Group's two trading activities
and business segments. This has been tested for impairment during the current
period by comparison with the recoverable amounts of the CGU. Recoverable
amounts for CGUs are based on the higher of value in use and fair value less
costs to sell. The recoverable amounts of the CGU have been determined from
value in use calculations. These calculations use pre-tax cash flow
projections based on financial budgets approved by management covering a
five-year period. Cash flows beyond the five-year period are extrapolated
using the estimated growth rate for the continuing operations of the Group.
These long-term growth rates are management's estimates. The discount rates
used are pre-tax and reflect specific risks relating to the continuing
operations of the Group.

 

The key assumptions for the value in use calculations are those regarding
discount rates, growth rates, and expected changes in margins.

 

Discount rate

 

Management estimates discount rates using pre-tax rates that reflect the
current market assessment of the time value of money and the risks specific to
the CGUs. The pre-tax discount rate used to calculate the value in use is 6.2%
(2020: 6.2%).

 

Growth rates

 

The growth rate is stated as the compound annual growth rates in the initial
five years for the continuing operations of the Group which are then used for
impairment testing. These are performed using the projected cash flows based
on budgets approved by management over a five-year period. Cash flow
projections from the sixth year onwards are based on an estimated constant
growth rate. The growth rate used to calculate the value in use is 14% (2020:
12%).

 

Gross profit margin

 

Changes in income and expenditure are based on experience and expectations of
the future changes in the market. The impairment review is based on these
estimated gross profit margins which were included with the budgets approved
by management over a five-year period. From the sixth year onwards, an assumed
constant margin is used. The gross profit margin used to calculate the value
in use in 75% (2020: 86%).

 

The valuations indicate sufficient headroom such that a reasonably possible
change in key assumptions would not result in impairment of goodwill.

 

Sensitivity analysis

 

The principal variables used, being both the discount rate and growth rates,
these would need to change before an impairment is required, this being 225%
(2020: 155%) discount rate and growth rate of (21%) (2020: -17%).

 

 

12.          INTANGIBLE ASSETS

 

               Group

                                    Customer
                                    relationships    Technology
                                    £'000            £'000
 COST
 At 1 July 2020                     1,205            1,200
 Additions                          -                -

 At 30 June 2021                    1,205            1,200

 AMORTISATION
 At 1 July 2020                     1,205            310
 Amortisation for the year          -                120

 At 30 June 2021                    1,205            430

 NET BOOK VALUE

 At 30 June 2021                    -                770

 

 

 

                                                                        Internally generated development

                                                       Computer                                                       Domain
                                                       software         costs                                         names                    Totals
                                                       £'000            £'000                                         £'000                    £'000
                            COST
                            At 1 July 2020             954              27,255                                        42                       30,656
                            Additions                  69               6,797                                         4                        6,870

                            At 30 June 2021            1,023            34,052                                        46                       37,526

                            AMORTISATION
                            At 1 July 2020             793              14,255                                        34                       16,597
                            Amortisation for the year  81               4,592                                         2                        4,795

                            At 30 June 2021            874              18,847                                        36                       21,392

                            NET BOOK VALUE

                            At 30 June 2021            149              15,205                                        10                       16,134

                                                                                                               Customer
                                                                                                               relationships             Technology
                                                                                                               £'000                     £'000
 COST
 At 1 July 2019                                                                                                1,205                     1,200
 Additions                                                                                                     -                         -

 At 30 June 2020                                                                                               1,205                     1,200

 AMORTISATION
 At 1 July 2019                                                                                                824                       190
 Amortisation for the year                                                                                     381                       120

 At 30 June 2020                                                                                               1,205                     310

 NET BOOK VALUE

 At 30 June 2020                                                                                               -                         890

 

 

                                                                                                                                                                                         Internally generated development

                                                                                                                                                                            Computer                                         Domain
                                                                                                                                                                            software     costs                               names      Totals
                                                                                                                                                                            £'000        £'000                               £'000      £'000
                                                                                                                                                 COST
                                                                                                                                                 At 1 July 2019             911          20,794                              41         24,151
                                                                                                                                                 Additions                  43           6,461                               1          6,505

                                                                                                                                                 At 30 June 2020            954          27,255                              42         30,656

                                                                                                                                                 AMORTISATION
                                                                                                                                                 At 1 July 2019             697          10,706                              32         12,449
                                                                                                                                                 Amortisation for the year  96           3,549                               2          4,148

                                                                                                                                                 At 30 June 2020            793          14,255                              34         16,597

                                                                                                                                                 NET BOOK VALUE

                                                                                                                                                 At 30 June 2020            161          13,000                              8          14,059

 

 

Development cost additions represents resources the Group has invested in the
development of new, innovative and ground-breaking technology products for
marketing professionals. This platform allows them to create, send and
automate marketing campaigns. Following development of the products the Group
intends to licence the use of the platform.

 

Technology represents the cost that would be incurred to build the entire
Comapi platform had the acquisition not occurred. Customer relationships
represent the value of high-value customer contracts within Comapi.

 

13.          PROPERTY, PLANT AND EQUIPMENT

 

               Group

                                                                                                                                                                                                                    Right of      Short        Fixtures &        Computer
                                                                                                                                                                                                                    Use assets    leasehold    fittings          equipment    Totals
                                                                                                                                                                                                                    £'000         £'000        £'000             £'000        £'000
                                                                                                                                                 COST
                                                                                                                                                 At 1 July 2020                                                     5,458         730          770               2,473        9,431
                                                                                                                                                 Additions                                                          115           -            -                 169          284
                                                                                                                                                 Disposals                                                          (136)         -            (4)               (14)         (154)
                                                                                                                                                 Exchange differences                                               (53)          (5)          (12)              (14)         (84)

                                                                                                                                                 At 30 June 2021                                                    5,384         725          754               2,614        9,477

                                                                                                                                                 DEPRECIATION
                                                                                                                                                 At 1 July 2020                                                     1,058         465          632               2,014        4,169
                                                                                                                                                 Depreciation for the year                                          1,091         65           63                244          1,463
                                                                                                                                                 Disposals                                                          (66)          -            (2)               (10)         (78)
                                                                                                                                                 Exchange differences                                               (22)          (4)          (13)              (10)         (49)

                                                                                                                                                 At 30 June 2021                                                    2,061         526          680               2,238        5,505

                                                                                                                                                 NET BOOK VALUE
                                                                                                                                                 At 30 June 2021                                                    3,323         199          74                376          3,972

                                                                                                                                                                                                                    Right of      Short        Fixtures &        Computer
                                                                                                                                                                                                                    Use assets    leasehold    fittings          equipment    Totals
                                                                                                                                                                                                                    £'000         £'000        £'000             £'000        £'000
                                                                                                                                                 COST
                                                                                                                                                 At 1 July 2019                                                     -             646          779               2,294        3,719
                                                                                                                                                 Additions                                                          63            78           22                177          340
                                                                                                                                                 Disposals                                                          -             -            (30)              -            (30)
                                                                                                                                                 Adjustment on transition of IFRS 16                                5,335         -            -                 -            5,335
                                                                                                                                                 Exchange differences                                               60            6            (1)               2            67

                                                                                                                                                 At 30 June 2020                                                    5,458         730          770               2,473        9,431

                                                                                                                                                 DEPRECIATION
                                                                                                                                                 At 1 July 2019                                                     -             402          554               1,726        2,682
                                                                                                                                                 Depreciation for the year                                          1,122         63           77                286          1,548
                                                                                                                                                 Disposals                                                          (61)          -            -                 -            (61)
                                                                                                                                                 Exchange differences                                               (3)           -            1                 2            -

                                                                                                                                                 At 30 June 2020                                                    1,058         465          632               2,014        4,169

                                                                                                                                                 NET BOOK VALUE
                                                                                                                                                 At 30 June 2020                                                    4,400         265          138               459          5,262

 

 

Included in the net carrying amount of property, plant and equipment are the
right-of-use assets as follows:

 

                                                                                                                                                                                                                                                               Motor
                                                                                                                                                                                                                                                 Properties    vehicles    Totals
                                                                                                                                                                                                                                                 £'000         £'000       £'000
                                                                                                                                                 COST
                                                                                                                                                 As at 1 July 2020                                                                               5,376         82          5,458
                                                                                                                                                 Termination of leases                                                                           (136)         -           (136)
                                                                                                                                                 Additions                                                                                       42            73          115
                                                                                                                                                 Foreign currency translation                                                                    (53)          -           (53)

                                                                                                                                                 At 30 June 2021                                                                                 5,229         155         5,384

                                                                                                                                                 DEPRECIATION
                                                                                                                                                 As at 1 July 2020                                                                               1,015         43          1,058
                                                                                                                                                 Depreciation for the year                                                                       1,010         81          1,091
                                                                                                                                                 Termination of leases                                                                           (65)          -           (65)
                                                                                                                                                 Foreign currency translation                                                                    (18)          (5)         (23)

                                                                                                                                                 At 30 June 2021                                                                                 1,942         119         2,061

                                                                                                                                                 NET BOOK VALUE
                                                                                                                                                 At 30 June 2021                                                                                 3,287         36          3,323

 

 

                                                                                                                                                                                                                                                                           Motor
                                                                                                                                                                                                                                                             Properties    vehicles    Totals
                                                                                                                                                                                                                                                             £'000         £'000       £'000
                                                                                                                                                 COST
                                                                                                                                                 Transition on adoption of IFRS 16                                                                           5,678         82          5,760
                                                                                                                                                 Re-measurement of existing lease liabilities                                                                (156)         -           (156)
                                                                                                                                                 Termination of leases                                                                                       (269)         -           (269)
                                                                                                                                                 Additions                                                                                                   63            -           63
                                                                                                                                                 Foreign currency translation                                                                                60            -           60

                                                                                                                                                 At 30 June 2020                                                                                             5,376         82          5,458

                                                                                                                                                 DEPRECIATION
                                                                                                                                                 Depreciation for the year                                                                                   1,079         43          1,122
                                                                                                                                                 Termination of leases                                                                                       (61)          -           (61)
                                                                                                                                                 Foreign currency translation                                                                                (3)           -           (3)

                                                                                                                                                 At 30 June 2020                                                                                             1,015         43          1,058

                                                                                                                                                 NET BOOK VALUE
                                                                                                                                                 At 30 June 2020                                                                                             4,361         39          4,400

 

 

 

14.          TRADE AND OTHER RECEIVABLES

 

                                                                                                                                                                                                      Group
                                                                                                                                                                                                      30.6.21       30.6.20
                                                                                                                                                                                                      £'000         £'000
                                                                                                                                                 Current:
                                                                                                                                                 Trade receivables                                    10,895        10,364
                                                                                                                                                 Less: Provision for impairment of trade receivables

                                                                                                                                                                                                      (1,785)       (1,589)

                                                                                                                                                 Trade receivables - net                              9,110         8,775
                                                                                                                                                 Other receivables                                    60            194
                                                                                                                                                 Amounts owed by Group undertakings                   -             -
                                                                                                                                                 VAT                                                  -             -
                                                                                                                                                 Tax receivable                                       -             -
                                                                                                                                                 Prepayments and contract assets                      4,180         4,018

                                                                                                                                                                                                      13,350        12,987

 

               Further details on the above can be found in note
20.

 

Included within Group prepayments is an amount of £299,016 (2020: £404,150)
in relation to deferred commission which is considered to be long term. The
Group has applied IFRS 9 simplified approach to measuring expected credit
losses, the balances have been assessed based on each entitiy's ability to
repay amounts owed and no expected credit loss has been recognised.

 

15.          CASH AND CASH EQUIVALENTS

 

                                                                                                                                                                Group
                                                                                                                                                                30.6.21      30.6.20
                                                                                                                                                                £'000        £'000

                                                                                                                                                 Bank accounts  31,951       25,383

                                                                                                                                                                31,951       25,383

 

Further details on the above can be found in note 20.

 

 

16.          CALLED UP SHARE CAPITAL

 

 

   Allotted, issued, fully paid         Nominal    30.6.21    30.6.20
   number                               value      £'000      £'000

   298,778,630 (2020: 298,547,645)      £0.005     1,494      1,493

                                                   1,494      1,493

 

During the reporting period the Company undertook the following transactions
involving the issuing of share capital:

 

On 12 March 2021 an employee exercised their share options, increasing the
issued share capital by 20,000 shares at a premium price of 68.5p.

 

On 12 March 2021 an employee exercised their share options, increasing the
issued share capital by 65,000 shares at a premium price of 68.5p.

 

On 28 April 2021 an employee exercised their share options, increasing the
issued share capital by 145,985 shares at a premium price of 68.5p.

 

17.          RESERVES

               Group

                                                                                     Retained         Share           Reverse acquisition
                                                                                     earnings         premium         reserve
                                                                                     £'000            £'000           £'000

    As at 1 July 2020                                                                45,655           6,967           (4,695)

    Issue of share capital                                                           -                157             -
    Dividends                                                                        (2,472)          -               -
    Profit for the year                                                              10,591           -               -
    Transfer of reserves                                                             307              -               -
    Deferred tax on share options                                                    -                -               -
    Other comprehensive income: currency translation                                 -                -               -
    Share-based payment                                                              -                -               -

    Balance as at 30 June 2021                                                       54,081           7,124           (4,695)
                                                                                     Retranslation    Other
                                                                                     Reserve          reserves                    Totals
                                                                                     £'000            £'000                       £'000

    As at 1 July 2020                                                                50               1,600                       49,577

    Issue of share capital                                                           -                -                           157
    Dividends                                                                        -                -                           (2,472)
    Profit for the year                                                              -                -                           10,591
    Transfer of reserves                                                             -                (307)                       -
    Deferred tax on share options                                                    -                1,148                       1,148
    Other comprehensive income: currency translation                                 (87)             -                           (87)
    Share-based payment                                                              -                625                         625

    Balance as at 30 June 2021                                                       (37)             3,066                       59,539

 

               Group

                                                                Retained                Share               Reverse acquisition
                                                                       earnings              premium                    reserve
                                                                       £'000                 £'000                      £'000

    Restated balance as at 1 July 2019 (see note 30)                   36,971                6,791                      (4,695)

    Issue of share capital                                             -                     176                        -
    Dividends                                                          (1,996)               -                          -
    Profit for the year                                                10,589                -                          -
    Transfer in reserves                                               30                    -                          -
    Deferred tax on share options                                      -                     -                          -
    Adjustments in relation to IFRS 16                                 61                    -                          -
    Currency translation                                               -                     -                          -
    Share-based payment                                                -                     -                          -

    Restated balance as at 30 June 2020 (see note 30)                  45,655                6,967                      (4,695)

 

                                                           Retranslation    Other
                                                           reserve          reserves    Totals
                                                           £'000            £'000       £'000

    Restated balance at 1 July 2019 (see note 30)          16               910         39,993

    Issue of share capital                                 -                -           176
    Dividends                                              -                -           (1,996)
    Profit for the year                                    -                -           10,589
    Transfer in reserves                                   -                (30)        -
    Deferred tax on share options                          -                38          38
    Adjustments in relation to IFRS 16                     -                -           61
    Currency translation                                   34               -           34
    Share-based payment                                    -                682         682

    Restated balance as at 30 June 2020 (see note 30)      50               1,600       49,577

 

 

18.          TRADE AND OTHER PAYABLES

                                                                                                                                                                                     Group
                                                                                                                                                                                     30.6.21      30.6.20
                                                                                                                                                                                     £'000        £'000
                                                                                                                                                 Current:
                                                                                                                                                 Trade payables                      769          1,732
                                                                                                                                                 Amounts owed to Group undertakings  -            -
                                                                                                                                                 Social security and other taxes     29           50
                                                                                                                                                 Other payables                      84           179
                                                                                                                                                 VAT                                 18           1,801
                                                                                                                                                 Accruals and contract liabilities   8,434        6,034

                                                                                                                                                                                     9,334        9,796

 

Further details on liquidity and interest rate risk can be found in note 20.
Amounts owed to group undertakings are non-interest bearing and are repayable
on demand.

 

19.         LEASE LIABILITIES

 

                                                                                                                                                 Group

                                                                                                                                                                                   Properties    Motor Vehicles    Totals
                                                                                                                                                                                   £'000         £'000             £'000

                                                                                                                                                 At 1 July 2020                    4,427         40                4,467
                                                                                                                                                 Termination of leases             (67)          -                 (67)
                                                                                                                                                 Additions                         42            73                115
                                                                                                                                                 Principal repayments              (1,132)       (50)              (1,182)
                                                                                                                                                 Interest                          110           1                 111
                                                                                                                                                 Foreign currency retranslation    (21)          -                 (21)

                                                                                                                                                 At 30 June 2021                   3,359         64                3,423

                                                                                                                                                 Current                           906           28                934
                                                                                                                                                 Non-current                       2,453         36                2,489

                                                                                                                                                 At 30 June 2021                   3,359         64                3,423

 

                                                                                                                                                 Group

                                                                                                                                                                                                 Properties    Motor Vehicles    Totals
                                                                                                                                                                                                 £'000         £'000             £'000

                                                                                                                                                 At 1 July 2019                                  -             -                 -
                                                                                                                                                 Transition on adoption of IFRS 16               5,678         82                5,760
                                                                                                                                                 Re-measurement of existing lease liabilities    (162)         -                 (162)
                                                                                                                                                 Termination of leases                           (264)         -                 (264)
                                                                                                                                                 Additions                                       63            -                 63
                                                                                                                                                 Principal repayments                            (1,084)       (44)              (1,128)
                                                                                                                                                 Interest                                        136           2                 138
                                                                                                                                                 Foreign currency retranslation                  60            -                 60

                                                                                                                                                 At 30 June 2020                                 4,427         40                4,467

                                                                                                                                                 Current                                         1,034         34                1,068
                                                                                                                                                 Non-current                                     3,393         6                 3,399

                                                                                                                                                 At 30 June 2020                                 4,427         40                4,467

 

             The properties are office leases located in various
location where the term in ranging from one to eight years. The motor vehicles
are company cars offered to senior staff where the term is always three years.

 

 

 

20.         FINANCIAL INSTRUMENTS AND RISK MANAGEMENT

 

The Group's activities expose it to a number of financial risks that include
credit risk, liquidity risk, currency risk and interest rate risk. These risks
and the Group's policies for managing them have been applied consistently
during the year and are set out below.

 

The Group holds no financial or other non-financial instruments other than
those utilised in the working operations of the Group and that are listed in
this note. It is the Group's policy not to trade in derivative contracts.

 

Principal financial instruments

The principal financial instruments used by the Group, from which financial
instrument rate risk arises, are as follows:

 

-Trade receivables

-Cash and cash equivalents

-Trade and other payables

- Lease Liabilities

 

Financial instruments by category

The following table sets out the financial instruments as at the reporting
date:

 

                                                                                                                                                                              Group
                                                                                                                                                                              30.6.21      30.6.20
                                                                                                                                                                              £'000        £'000
                                                                                                                                                 Financial assets
                                                                                                                                                 Trade and other receivables  9,167        8,969
                                                                                                                                                 Bank balances                31,951       25,383

                                                                                                                                                                              41,118       34,352

 

 

   Financial liabilities
   Trade payables                          769                       1,732
   Amounts owed to group undertakings                 -              -
   Accrued liabilities and other payables         8,221              7,268

                                                  8,990              9,000

 

The fair value of the financial assets and financial liabilities is equal to
their carrying values. All financial assets are categorised as loans and
receivables and all financial liabilities are categorised as financial
liabilities at amortised costs.

 

General objectives, policies and processes

 

The Board has overall responsibility for the determination of the Group's risk
management objectives and policies and whilst retaining ultimate
responsibility for them, it has delegated the authority for designing and
operating processes that ensure the effective implementation of the objectives
and policies to the Group's Risk Committee. The Board receives quarterly
reports from the Risk Committee, through which it reviews the effectiveness of
the processes put in place and the appropriateness of the objectives and
policies it sets.

 

The overall objective of the Board is to set policies that seek to reduce risk
as far as possible without unduly affecting the Company's competitiveness and
flexibility. Further details regarding these policies are set out below:

 

Interest rate risk

 

The Group's interest rate risk arises from interest-bearing assets and
liabilities. The Group has in place a policy of maximising finance income by
ensuring that cash balances earn a market rate of interest offsetting where
possible cash balances, and by forecasting and financing its working capital
requirements. As at the reporting date the Group was not exposed to any
movement in interest rates as it has no external borrowings and therefore is
not exposed to interest rate risk. No sensitivity analysis has been prepared.

 

The Group's working capital requirements are managed through regular
monitoring of the overall cash position and regularly updated cash flow
forecasts to ensure there are sufficient funds available for its operations.

 

Liquidity risk

 

The Group's working capital requirements are managed through regular
monitoring of the overall position and regularly updated cash flow forecasts
to ensure there are funds available for its operations. Management forecasts
indicate no new borrowing facilities will be required in the upcoming
financial period.

 

Trade and other payables of £10,221,000 (2020: £9,013,000) are expected to
mature in less than a year.

 

Credit risk

 

Credit risk arises principally from the Group's trade receivables, as there
are no trade receivables within the Company, which comprise amounts due from
customers. Prior to accepting new customers, a credit check is obtained. As at
30 June 2021 there were no significant debts past their due period which had
not been provided for. The maturity of the Group's trade receivables is as
follows:

 

                              30.6.21    30.6.20
                              £'000      £'000

   0-30 days                  5,734      6,770
   30-60 days                 2,701      911
   More than 60 days          2,550      2,683

                              10,985     10,364

 

The maturity of the Group's provision for impairment is as follows:

                              30.6.21    30.6.20
                              £'000      £'000

   0-30 days                  140        1
   30-60 days                 154        13
   More than 60 days          1,491      1,575

                              1,785      1,589

 

The movement in the provision for the impairment is as follows:

                                               30.06.21    30.6.20
                                               £'000       £'000

   As at 1 July                                1,589       999

   Provision for impairment                    262         1,048
   Receivable written off in the year          (66)        (335)
   Unused amount reversed                      -           (123)

   As at 30 June                               1,785       1,589

 

 

 

The Group minimises its credit risk by profiling all new customers and
monitoring existing customers of the Group for changes in their initial
profile. The level of trade receivables older than the average collection
period consisted of a value of £2,484,862 (2020: £2,960,513) of which
£1,502,918 (2020: £1,574,891) was provided for. The Group felt that the
remainder would be collected post year-end as they were with long-standing
relationships, and the risk of default is considered to be low and write-offs
due to bad debts are extremely low. The Group has no significant concentration
of credit risk, with the exposure spread over a large number of customers.

 

The credit risk on liquid funds is low as the counterparts are banks with high
credit ratings assigned by international credit rating bodies. The majority of
the Company's cash holdings are held at NatWest Bank, which has a BBB credit
rating.

 

The carrying value of both financial assets and liabilities approximates to
fair value.

 

Capital policy

 

The Group's objectives when managing capital are to safeguard its ability to
continue as a going concern in order to provide optimal returns for
shareholders and to maintain an efficient capital structure to reduce the cost
of capital.

 

In doing so the Group's strategy is to maintain a capital structure
commensurate with a strong credit rating and to retain appropriate levels of
liquidity headroom to ensure financial stability and flexibility. To achieve
this, the Group monitors key credit metrics, risk and fixed charge cover to
maintain this position. In addition the Group ensures a combination of
appropriate short-term and long-term liquidity headroom.

 

During the year the Group had a short-term loan balance of £nil (2020: £nil)
and amounts payable over one year are nil (2020: £nil). The Group had a
strong cash reserve to utilise for any short-term capital requirements that
were needed.

 

The Group has continued to look for further long-term investments or
acquisitions and therefore, to maintain or re-align the capital structure, the
Group may adjust when dividends are paid to shareholders, return capital to
shareholders, issue new shares or borrow from lenders.

 

Maturities of financial liabilities

 

The tables below analyse the Group's financial liabilities into relevant
maturity groupings based on their contractual maturities for all
non-derivative financial liabilities (the Group does not hold any derivative
financial instruments in the current or prior financial year).

 

The amounts disclosed in the table are the contractual undiscounted cash
flows. Balances due within 12 months equal their carrying balances as the
impact of the discounting is not significant.

 

                                         <6 months       6 to 12 months    1 to 2 years                                    2 to 5 years                                              Total contractual cash flows carrying amounts
                                         £'000           £'000             £'000                                           £'000                                                     £'000
 Contractual maturities at 30 June 2021
 Trade and other payables                9,334           -                 -                                               -                                                         9,334
 Lease liabilities                       480             454                                    759                                                 1,730                            3,423

 Total non-derivatives                   9,814           454               759                                             1,730                                                     12,757

                                         <6 months       6 to 12 months    1 to 2 years                                    2 to 5 years                                              Total contractual cash flows carrying amounts
                                         £'000           £'000             £'000                                           £'000                                                     £'000
 Contractual maturities at 30 June 2020
 Trade and other payables                9,796           -                 -                                               -                                                         9,796
 Lease liabilities                       532             536                                    960                                                 2,439                            4,467

 Total non-derivatives                   10,328          536               960                                             2,439                                                     14,263

 

 

21.           DEFERRED TAX

 

                                               Restated*

                                   30.6.21     30.6.20
                                   £'000       £'000

   As at 1 July                    1,983       1,377
   Current year provision          (776)       606

                                   1,207       1,983

               The deferred tax liability above comprises the
following temporary differences:

 

                                                                                       30.6.21    Restated *

                                                                                                  30.6.20
                                                                                       £'000      £'000

 Acquired intangibles                                                                  146        169
 Capital allowances in excess of depreciation                                          38         53
 R&D relief in excess of amortisation                                                  2,963      2,325
 Share option relief                                                                   (1,805)    (495)
 Losses                                                                                (135)      (69)

                                                                                       1,207      1,983

 

*Refer to note 30.

 

Deferred tax provision relates to taxes to be levied by the same authority on
the same entity expected to be settled at the same time. As such deferred tax
assets and liabilities have been offset.

 

22.          CAPITAL COMMITMENTS

 

The Company and Group have no capital commitments as at the year end.

 

23.          RELATED PARTY DISCLOSURES

 

Transactions between the Company and its subsidiaries, which are related
parties, have been eliminated on consolidation and are not disclosed in this
note.

 

Group

 

The following transactions were carried out with related parties and were made
on terms equivalent to those that prevail in arm's length transactions.

                                                                                                   30.6.21    30.6.20
                                                                                                   £'000      £'000
   Sale of services
   Ipswich Town Football Club  Entity under common directorship        Email marketing services    4          -
   Epwin Group Plc             Entity under common directorship        Email marketing services    6          4

                                                                                                   10         4

 

 

 

 Year end balances arising from sale of services                                                        30.6.21    30.6.20

                                                                                                        £'000      £'000
 Ipswich Town Football Club  Entity under common directorship               Email marketing services    1          -
 Epwin Group Plc             Entity under common directorship               Email marketing services    1          1

                                                                                                        2          1

 

 

                               Directors

 

                                                                     30.6.21    30.6.20
                                                                     £'000      £'000

   Aggregate emoluments                                              1,136      897
   Company contributions to money purchase pension scheme            26         25
   Share-based payments from the LTIP options granted                347        438

                                                                     1,509      1,360

 

 

Directors' pay summary does include Non-Executive Directors.

 

Information in relation to the highest paid Director is as follows:

 

                                                                      30.6.21    30.6.20
                                                                      £'000      £'000

    Salaries                                                          574        440
    Other benefits                                                    14         17
    Pension costs                                                     16         15
    Share-based payments on the LTIP options granted                  198        289

                                                                      802        761

 

The receivables and payables are unrestricted in nature and bear no interest.
No provisions are held against receivables from related parties.

 

Loans to/from related parties

                                              30.6.21    30.6.20
                                              £'000      £'000
   Dotdigital EMEA Limited  Subsidiary
   As at 1 July                               (3,545)    (4,580)
   Loans advanced                             5,075      3,060
   Loans repaid                               (2,571)    (2,025)

                                              (1,041)    (3,545)

                IAS 24 Related Party Disclosure allows
disclosure exemption of transactions between wholly-owned subsidiaries that
are eliminated on consolidation.

 

 

 

24.          ULTIMATE CONTROLLING PARTY

 

There is no ultimate controlling party of the Group. Dotdigital Group Plc acts
as the Parent Company to Dotdigital EMEA Limited, Dotdigital Inc, Dotdigital
APAC Pty Limited, Dotdigital B.V., Dotmailer Developments Limited, Dotmailer
SA Pty, Dotmailer LLC, Dotdigital SG Pte. Limited, Dynmark International Ltd,
Dotdigital Canada Inc and Dynmark S.p. z.o.o.

 

25.          SHARE-BASED PAYMENT TRANSACTIONS

 

The measurement requirements of IFRS 2 have been implemented in respect of
share options that were granted after 7 November 2002. The expense recognised
for share-based payment made during the year is £625,000 (2020: £682,000).

 

Vesting conditions of the options dictate that employees must remain in the
employment of the Group for the whole period to qualify.

 

Movement in issued share options during the year

 

The table below illustrates the number and weighted average exercise price
(WAEP) of, and movements in, share options during the period. The options
outstanding at 30 June 2021 had a WAEP of 26.05p (2020: 51.09p) and a weighted
average contracted life of 5.14 years (2020: 3.01 years) and their exercise
prices ranged from 0.5p to 147.5p. All share options are settled in form of
equity issued.

 

                      30.06.21                30.6.20
                       No of options  WAEP     No of options  WAEP

 Outstanding at the beginning of the period  3,910,984      51.09p   4,428,064      49.16p
 Granted during the year                     1,093,728      107.54p  -              0p
 Forfeited/cancelled during the period       (480,992)      13.03p   -              0p
 Exchanged for shares                        (230,985)      68.50p   (517,080)      34.57p
 Outstanding at the end of the period        4,292,735      27.51p   3,910,984      51.09p
 Exercisable at the end of the period        -              -        230,985        68.50p

 

 The weighted average share price at the date of the exercise for share options
 exercised during the period was 178.57p (2020: 92p). The Black Scholes model
 was used in measuring the fair use of the options granted.

                                      22December 2020             14 December 2020            24                     19

                                                                   October                December

                                                                   2018                   2017

  Number of options granted                                                    306,728       787,000                          2,305,000               1,375,000
  Share price at grant date                                                  152.0p          147.50p                          77.5p              85.95p
  Exercise price                                                             0.50p           147.50p                          0.50p              0.50p
  Option life in years                                                       5 years         10 years                         5 years            5 years
  Risk-free rate                                                             0.95%           1.23%                            1.23%              1.33%
  Expected volatility                                                          30%           32%                              30%                30%
  Expected dividend yield                                                      1%            1%                               1%                 1%
  Fair value of                                                        103.72p       26.99p                                   52.70p             65.03p
  options

 

 Expected volatility was determined by calculating the historical volatility of
 the Group's share price from the date it listed to the grant date of the share
 option. The expected life used in the model is based on management's best
 estimate, for the effects of non-transferability, exercise restrictions and
 behavioural considerations.

 The share options granted on 24 October 2018 and 22 December 2020 were
 following the approval of the LTIP scheme at the AGM on 19 December 2017 and
 the end-to-end awards that were granted to key personnel.

                                                                         26.                                                                     GROUP RECONCILIATION OF PROFIT BEFORE CORPORATION TAX TO CASH GENERATED FROM
                                                                                                                                                 OPERATIONS

 

 

The weighted average share price at the date of the exercise for share options
exercised during the period was 178.57p (2020: 92p). The Black Scholes model
was used in measuring the fair use of the options granted.

 

                                                                             22December 2020             14 December 2020            24                     19

                                                                                                                                     October                December

                                                                                                                                     2018                   2017

  Number of options granted                                                    306,728       787,000                          2,305,000               1,375,000
  Share price at grant date                                                  152.0p          147.50p                          77.5p              85.95p
  Exercise price                                                             0.50p           147.50p                          0.50p              0.50p
  Option life in years                                                       5 years         10 years                         5 years            5 years
  Risk-free rate                                                             0.95%           1.23%                            1.23%              1.33%
  Expected volatility                                                          30%           32%                              30%                30%
  Expected dividend yield                                                      1%            1%                               1%                 1%
  Fair value of                                                        103.72p       26.99p                                   52.70p             65.03p
  options

 

 

Expected volatility was determined by calculating the historical volatility of
the Group's share price from the date it listed to the grant date of the share
option. The expected life used in the model is based on management's best
estimate, for the effects of non-transferability, exercise restrictions and
behavioural considerations.

 

The share options granted on 24 October 2018 and 22 December 2020 were
following the approval of the LTIP scheme at the AGM on 19 December 2017 and
the end-to-end awards that were granted to key personnel.

 

 

 

 

26.

GROUP RECONCILIATION OF PROFIT BEFORE CORPORATION TAX TO CASH GENERATED FROM
OPERATIONS

 

                                                                                                                                                                                           Group
                                                                                                                                                                                           30.6.21      30.6.20
                                                                                                                                                                                           £'000        £'000
                                                                                                                                                 Current:
                                                                                                                                                 Profit before tax from all operations     12,014       11,808
                                                                                                                                                 Amortisation                              4,795        4,148
                                                                                                                                                 Depreciation                              1,267        1,548
                                                                                                                                                 Exceptional costs                         68           16
                                                                                                                                                 Finance lease non-cash movement           (48)         4
                                                                                                                                                 Adjustments in relation to IFRS 16        -            61
                                                                                                                                                 Gain on disposal of fixed assets          (2)          (3)
                                                                                                                                                 Loss on disposal of investments           -            -
                                                                                                                                                 Share-based payments                      625          682
                                                                                                                                                 Finance expense                           75           100

                                                                                                                                                                                           18,794       18,364

                                                                                                                                                 (Increase)/decrease in trade receivables  (363)        (1,157)
                                                                                                                                                 Increase in trade payables                (462)        (1,300)

                                                                                                                                                 Cash generated from operations            17,969       15,907

 

 

27.          GROUP CASH AND CASH EQUIVALENTS

 

The amounts disclosed in the statement of cash flow in respect of cash and
cash equivalents are in respect of these statements of financial position
amounts:

                               Group
                               £'000

   As at 1 July 2019           19,320

   As at 30 June 2020          25,383

   As at 30 June 2021          31,951

 

 

 

28.          PROJECT DEVELOPMENT

 

During the year the Group incurred £6,797,279 (2020: £6,461,313) in
development investments. All resources utilised in development have been
capitalised as outlined in the accounting policy governing this area.

 

29.          EVENTS AFTER THE END OF THE REPORTING PERIOD

 

                There are no events after the end of the
reporting period which impact the Group's and Company's financial statements.

 30.  PRIOR YEAR RESTATEMENT NOTE

 

During the year, the Group made the decision to modify the classification of
direct marketing and partner commission from cost of sales to administrative
expenses and tech infrastructure from under administrative expenses to cost of
sales, to reflect more appropriately gross profit and gross profit margin plus
also administrative expenses under continuing operations. Comparative amounts
in the Consolidated Income Statement have been reclassified for consistency.
As a result, £4,293,125 was reclassified from cost of sales to administrative
expenses and £1,826,195 were reclassified from administrative expenses to
cost of sales. There has been no impact on the prior year's profit for the
year however gross profit has increased from £41,038,000 to £43,505,000 and
administrative expenses have increased from £27,976,000 to £30,443,000.

 

During the year, the Group discovered that the share-based payment arrangement
had been erroneously recognised in Dotdigital Group PLC instead of being
recognised in the subsidiaries in which the employees are employed. Under IFRS
2 Share based payments, when a parent grants rights to its equity instruments
to employees of its subsidiaries this arrangement should be accounted for as
equity-settled in the consolidated financial statements but results in an
investment being created in the parent's own statement of financial position.
Therefore, the subsidiaries should in their own separate financial statements,
measure the services received from its employees in accordance with the
requirements of IFRS 2 applicable to equity-settled share-based payment
transactions. Thereby resulting in a corresponding increase recognised in
equity as a capital contribution from the parent. There has been no impact on
the prior year's Group profit for the year, however company only investments
increased from £15,142,000 to £17,516,000 and retained earnings increased
from £3,550,000 to £5,924,000.

 

At the year end, the Group discovered on the calculation of deferred tax on
the share options and the internally generated development costs that this had
been misallocated and miscalculated respectively. On the matter of the
misallocation of the deferred tax on the share option under IFRS 2 Share based
payment, where the final deferred tax calculation exceeds the cumulative
amount recognised as a share-based payment expense in the Income Statement,
the maximum amount of deferred tax income that can be recognised in the Income
Statement can only equal the total share-based payment expense. Any excess
deferred tax income is recognised directly in reserves.

 

As for the miscalculation of deferred tax on the internally generated
development costs this is with respect to the identification and calculation
of the net book value for internally generated development costs qualifying
for research and development, thereby impacting the deferred tax liability.

 

Both adjustments have impacted the prior year's profit for the year from
continuing operations where this has increased from £10,636,000 to
£10,967,000 and total comprehensive income attributable to owners of the
parent has increased from £10,292,000 to £10,623,000. Net assets as per the
consolidated statement of financial position have also increased from
£50,701,000 to £51,070,000.

 

 

 

Consolidated Income Statement for the year ended 30 June 2020

                            As previously reported

                                                                                                                     As restated

                                                                                              Adjustments
                                                                                    £'000                   £'000                  £'000

 CONTINUING OPERATIONS
 Revenue from contracts with customers                                              47,404                  -                      47,404
 Cost of sales                                                                      (6,366)                 2,467                  (3,899)

 Gross profit                                                                       41,038                  2,467                  43,505

 Administrative expenses                                                            (27,976)                (2,467)                (30,443)
 OPERATING PROFIT FROM CONTINUING OPERATIONS PRE SHARE-BASED PAYMENTS AND           13,062                  -                      13,062
 EXCEPTIONAL COSTS

 Share-based payments                                                               (682)                   -                      (682)
 Exceptional costs                                                                  (136)                   -                      (136)

 OPERATING PROFIT FROM CONTINUING OPERATIONS                                        12,244                  -                      12,244

 Finance costs                                                                      (98)                    -                      (98)
 Finance income                                                                     40                      -                      40

 PROFIT BEFORE INCOME TAX FROM CONTINUING OPERATIONS                                12,186                  -                      12,186

 Income tax expense                                                                 (1,550)                 331                    (1,219)

 Profit for the year from continuing operations                                     10,636                  331                    10,967
 Loss for the year from discontinuing operations                                    (378)                   -                      (378)

 Profit for the year attributable to the owners of the parent                       10,258                  331                    10,589

 

 

 

Consolidated Statement of Comprehensive Income for the year ended
30 June 2020

 

 

                                                                         As previously reported

                                                                                                                   As restated

                                                                                                   Adjustments
                                                                         £'000                     £'000           £'000

 PROFIT FOR THE YEAR                                                     10,258                    331             10,589

 OTHER COMPREHENSIVE INCOME
 Items that may be subsequently reclassified to profit or loss:
 Exchange differences on translating foreign operations                  34                        -               34

 Total comprehensive income attributable to:
                   Owners of the parent                                  10,292                    331             10,623

 TOTAL COMPREHENSIVE INCOME FOR THE YEAR
 Comprehensive income from continuing operations                         10,670                    331             11,001
 Comprehensive loss from discontinued operations                         (378)                     -               (378)

 

 Operating Profit

 Costs by nature
 Profit from continuing operations has been arrived after charging:-
                                                                      As previously                                                           As
                                                                      reported                            Adjustments                         restated
                                                                      £'000                               £'000                               £'000
 Direct marketing                                                              1,727                      (1,727)                                            -
 Outsourcing and other costs                                                   4,639                      (4,639)                                            -
 Outsourcing and tech infrastructure                                                -                     3,899                               3,899

 Total cost of sales                                                  6,366                               (2,467)                             3,899

                                                                      As previously                                                           As
                                                                      reported                            Adjustments                         restated
                                                                      £'000                               £'000                               £'000

 Direct marketing                                                                   -                     1,727                               1,727
 Partner commission                                                                 -                     2,566                               2,566
 Staff-related costs (inc Directors' emoluments)                      17,929                                            -                     17,929
 Auditor's remuneration                                               64                                                -                     64
 Amortisation of intangibles                                          3,647                                             -                     3,647
 Depreciation charge                                                  1,475                                             -                     1,475
 Legal, professional and consultancy fees                             479                                               -                     479
 Computer expenditure                                                 2,404                               (1,826)                             578
 Bad debts                                                            1,248                                             -                     1,248
 Foreign exchange losses/(gains)                                      (120)                                             -                     (120)
 Travel and subsistence costs                                         509                                               -                     509
 Office running                                                       176                                               -                     176
 Gain on disposal of tangible asset                                   (3)                                               -                     (3)
 Staff welfare                                                        399                                               -                     399
 Other costs                                                          531                                               -                     531
 Management charge                                                    (762)                                             -                     (762)

 Total administration costs                                           27,976                              2,467                               30,443

 

 

 

Consolidated Statement of Financial Position

30 June 2019

                                                               As previously reported                     As restated

                                                                                          Adjustments
                                                               £'000                      £'000           £'000

 ASSETS
 NON-CURRENT ASSETS
 Goodwill                                                      9,680                      -               9,680
 Intangible assets                                             11,702                     -               11,702
 Property, plant and equipment                                 1,037                      -               1,037

                                                               22,419                     -               22,419

 CURRENT ASSETS
 Trade and other receivables                                   12,222                     -               12,222
 Cash and cash equivalents                                     19,320                     -               19,320

                                                               31,542                     -               31,542

 TOTAL ASSETS                                                  53,961                     -               53,961

 EQUITY ATTRIBUTABLE TO THE
 OWNERS OF THE PARENT
 Called up share capital                                       1,490                      -               1,490
 Share premium                                                 6,791                      -               6,791
 Reverse acquisition reserve                                   (4,695)                    -               (4,695)
 Other reserves                                                720                        190             910
 Retranslation reserve                                         16                         -               16
 Retained earnings                                             37,161                     (190)           36,971

 TOTAL EQUITY                                                  41,483                     -               41,483

 LIABILITIES
 NON-CURRENT LIABILITIES
 Lease liabilities                                             -                          -               -
 Deferred tax                                                  1,377                      -               1,377

                                                               1,377                      -               1,377
 CURRENT LIABILITIES
 Trade and other payables                                      11,096                     -               11,096
 Financial liabilities:
 -       Interest bearing loans and borrowings                 5                          -               5

                                                               11,101                     -               11,101

 TOTAL LIABILITIES                                             12,478                     -               12,478

 TOTAL EQUITY AND LIABILITIES                                  53,961                     -               53,961

 

 

Consolidated Statement of Financial Position

30 June 2020

                                          As previously reported                     As restated

                                                                     Adjustments
                                          £'000                      £'000           £'000

 ASSETS
 NON-CURRENT ASSETS
 Goodwill                                 9,680                      -               9,680
 Intangible assets                        14,059                     -               14,059
 Property, plant and equipment            5,262                      -               5,262

                                          29,001                     -               29,001

 CURRENT ASSETS
 Trade and other receivables              12,987                     -               12,987
 Cash and cash equivalents                25,383                     -               25,383

                                          38,370                     -               38,370

 TOTAL ASSETS                             67,371                     -               67,371

 EQUITY ATTRIBUTABLE TO THE
 OWNERS OF THE PARENT
 Called up share capital                  1,493                      -               1,493
 Share premium                            6,967                      -               6,967
 Reverse acquisition reserve              (4,695)                    -               (4,695)
 Other reserves                           1,372                      228             1,600
 Retranslation reserve                    50                         -               50
 Retained earnings                        45,514                     141             45,655

 TOTAL EQUITY                             50,701                     369             51,070

 LIABILITIES
 NON-CURRENT LIABILITIES
 Lease liabilities                        3,399                      -               3,399
 Deferred tax                             2,169                      (186)           1,983

                                          5,568                      (186)           5,382
 CURRENT LIABILITIES
 Trade and other payables                 9,796                      -               9,796
 Financial liabilities:
 -       Lease liabilities                1,068                      -               1,068
 Current tax payable                      238                        (183)           55

                                          11,102                     (183)           10,919

 TOTAL LIABILITIES                        16,670                     (369)           16,301

 TOTAL EQUITY AND LIABILITIES             67,371                     -               67,371

 

 

             Company Statement of Financial Position

 

 30 June 2019

                                       As previously reported                     As restated

                                                                  Adjustments
                                       £'000                      £'000           £'000

 ASSETS
 NON-CURRENT ASSETS
 Investments                           15,147                     1,692           16,839

                                       15,147                     1,692           16,839

 CURRENT ASSETS
 Trade and other receivables           808                        -               808
 Cash and cash equivalents             594                        -               594

                                       1,402                      -               1,402

 TOTAL ASSETS                          16,549                     1,692           18,241

 EQUITY ATTRIBUTABLE TO THE
 OWNERS OF THE PARENT
 Called up share capital               1,490                      -               1,490
 Share premium                         6,791                      -               6,791
 Other reserves                        720                        -               720
 Retained earnings                     3,515                      1,692           5,207

 TOTAL EQUITY                          12,516                     1,692           14,208

 LIABILITIES
 CURRENT LIABILITIES
 Trade and other payables              4,033                      -               4,033

 TOTAL LIABILITIES                     4,033                      -               4,033

 TOTAL EQUITY AND LIABILITIES          16,549                     1,692           18,241

 

 

 Company Statement of Financial Position

 30 June 2020                                      As previously reported                             As restated

                                                                              Adjustments
                                                   £'000                      £'000                   £'000

 ASSETS
 NON-CURRENT ASSETS
 Owned Property, plant and equipment               3                          -                       3
 Investments                                       15,142                     2,374                   17,516

                                                   15,145                     2,374                   17,519

 CURRENT ASSETS
 Trade and other receivables                       797                        -                       797
 Cash and cash equivalents                         396                        -                       396

                                                   1,193                      -                       1,193

 TOTAL ASSETS                                      16,338                             2,374           18,712

 EQUITY ATTRIBUTABLE TO THE
 OWNERS OF THE PARENT
 Called up share capital                           1,493                      -                       1,493
 Share premium                                     6,967                      -                       6,967
 Other reserves                                    1,372                      -                       1,372
 Retained earnings                                 3,550                      2,374                   5,924

 TOTAL EQUITY                                      13,382                     2,374                   15,756

 LIABILITIES
 CURRENT LIABILITIES
 Trade and other payables                          2,956                      -                       2,956

 TOTAL LIABILITIES                                 2,956                      -                       2,956

 TOTAL EQUITY AND LIABILITIES                      16,338                     2,374                   18,712

 

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