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REG - Ingenta PLC - Final Results

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RNS Number : 0221Z  Ingenta PLC  11 May 2023

Ingenta plc

(the 'Group' or the 'Company')

 

Final Audited Results

 

Ingenta plc (AIM: ING) a leading provider of software and services to the
global publishing industry, announces its final audited results for the year
ended 31 December 2022.

 

Financial Key Points

·      Revenue increased 4% to £10.5m (2021: £10.1m).

·      Annual Recurring Revenue (ARR)* of £9.0m representing 86% of
total revenue (2021: £8.9m, 88%).

·      Operating cash inflows increased 25% to £2.5m in the year (2021:
£2.0m).

·      Cash balances at year end of £2.4m (2021: £3.0m). The adjusted
cash balance prior to share purchase costs was £4.6m (2021: £3.3m).

·      Completion of a £2m tender offer in November 2022 comprising
1,796,484 shares at a tender price of 115 pence (2021: 440,826 shares
purchased for £315,771).

·      Adjusted EBITDA** increased 33% to £2.0m (2021: £1.5m).

·      Net profit of £1.5m*** (2021: £1.8m).

·      Full year dividend increased 15% to 3.45 pence (2021: 3.0 pence).
Proposed final dividend of 2.25 pence per share, subject to shareholder
approval at the 2023 AGM (2022: 2 pence).

·      Earnings per share of 9.02 pence (2021: 10.93 pence). The
earnings per share has been impacted by a tax credit of £0.3m in the year
(2021: £1.1m).

 

Operational Key Points

·      Two Customers transitioned along a defined upgrade path from
Ingenta Connect to Edify. The product upgrade path allows customers to add
functionality to their software as they grow and evolve over time.

·      Expertise and success in offering managed and hosting services in
our Commercial unit is being rolled out across the business. These services
incorporate a wider remit over a customer's technology environment and
management of the Ingenta application.

·      Expansion of sales and marketing efforts with a focus on
leveraging revenue gains made in 2022. The Group will be adding key skills and
experience to the existing teams in order to improve sales conversion rates in
strategic markets.

 

Current trading

·      Strong trading in early 2023 as a number of key projects
complete, generating growth in revenues and profit over the prior period.

·      Revenue growth is being driven by existing customers, with
extended sales cycles persisting for sales to new customers.

·      New Canadian media customer added to the Commercial customer
base. This addition further widens the reach into new vertical markets for the
Group's intellectual property management solutions.

 

 

* ARR - Revenue generated and recognised in the year from annually recurring
software support contracts, hosting services and managed services.

**Adjusted EBITDA - EBITDA before impairment, gain / loss on disposal of fixed
assets, foreign exchange gain / loss and exceptional non-recurring costs. See
note 2 for details.

***Net profit in 2022 includes a £0.3m deferred tax credit movement (2021:
£1.1m).

 

Scott Winner, Chief Executive Officer, commented:

 

"After all the hard work remodelling the core functions of the business, and
revitalising our product suite, I am extremely pleased to report on a full
year of revenue growth. These changes were fundamental to not only allow us to
grow but to do so profitably and the numbers released today are a testament to
that. However, this is only the beginning, and we are now fully focussed on
delivering success in 2023.

 

Our Intellectual Property management solutions and web-based content platforms
will be central to driving growth, augmented by our proven expertise in
offering wrap around technology and resource services to customers who no
longer wish to service Ingenta's applications themselves.

 

Diversification of our markets remains an important part of our sales and
marketing strategy, and I am pleased to report we will be expanding our teams
to capitalise on the momentum achieved in 2022."

 

 

Certain of the information contained within this announcement is deemed by the
Company to constitute inside information as stipulated under the UK version of
the EU Market Abuse Regulation (2014/596) which is part of UK law by virtue of
the European Union (Withdrawal) Act 2018, as amended and supplemented from
time to time.

For further information please contact:

 

Ingenta plc

 

Scott Winner / Jon
Sheffield                              Tel: 01865
397 800

 

Cenkos Securities plc

 

Katy Birkin / Callum
Davidson                          Tel: 020 7397 8900

Chairman's statement

 

Overview

 

2022 has been a significant year for the Group, in that it layers revenue
growth onto the previously reported successes made in streamlining and
optimising operations to drive efficiency. These results are enormously
encouraging given the uplift in all our key profitability measures and give a
hint of the potential for the business going forward. The revenue growth
demonstrates the resonance of our offering with customers and provides further
insight into future opportunities.

 

Within the Commercial business, growth has been driven by our wrap around
service offering which is designed to take technology and resourcing concerns
away from customers and allow them to concentrate on their core activities.
Examples of this include our expertise in deploying tailored hosting
environments for our software solutions. This has been a real success story
and has been taken up by several key customers, and we hope more will follow.
Furthermore, we have also supplied additional recurring managed services
resource to take on peripheral technology routines and services to support the
customer's chosen deployment. Looking forward, although some of these
activities are already prevalent in the Content business, we have identified
opportunities to cross sell the managed service offering to target specific
data management and reporting routines customers seek to outsource.

 

The Content business had a slightly different flavour of success in 2022.
Here, we industrialised the upgrade path of our solutions and successfully
migrated two significant Ingenta Connect customers onto our enterprise
focussed Edify solution. This is an important opportunity for the Group as it
allows our customers to grow with us, adding features and functionality at a
time that suits them. In addition to these upgrades, the Content business also
added a new US customer within the wider trade organisation space and this
diversification away from traditional publishing markets towards trade
associations and NGOs remains a strategic objective for the Group.

 

Shareholders' returns and dividends

 

Ingenta successfully returned £2.07m of cash to shareholders by way of a
tender offer completed in November 2022. A total of 1,796,484 Ordinary shares
were repurchased and cancelled at a fixed price of 115 pence. The Group also
paid an interim dividend of 1.2 pence per share (2021: 1 pence) and the
Directors declared their intention to pay a final dividend of 2.25 pence per
share (2022: 2 pence) subject to approval at the forthcoming AGM. The Board
remains committed to generating shareholder value by a combination of capital
appreciation, share buybacks and dividend payments.

 

Outlook

 

The results for 2022 have demonstrated the Group's ability to leverage its
sound fundamentals and drive returns for all stakeholders. In that respect,
I'm pleased to report that the business has stepped up its activities in
business development and is enhancing its sales and marketing teams to build
on 2022's growth. The Group believe this growth will be driven by its Content
and Commercial business units which offer a broad spectrum of products and
services which are applicable to both new and existing customers.
Additionally, the target markets are widening as an increasing number of
organisations look to better manage their intellectual property and our sales
pipeline activity fully reflects this.

 

 

 

 

M C Rose

Chairman

10 May 2023

 

Financial review

 

Business Strategy

Ingenta is a provider of mission critical software and services to the
publishing sector, with growth aspirations in adjacent industries.
Operationally, the Group has moved to a product agnostic services architecture
enabling it to offer an integrated approach to servicing customers whereby
service levels and software are standardised, and as a result, resources are
utilised more efficiently. The Group's focus is to accelerate growth in
recurring revenue via the sale of software as a service wherever possible.

 

Product review

 

Ingenta Commercial

Ingenta Commercial provides a variety of modular publishing management systems
for both print and digital products. A core area of expertise is within
Intellectual Property and the Group is looking to leverage its existing
expertise in contracts, rights and royalties management by expanding into
adjacent verticals. The Group's conChord solution is designed for the music
industry and has already been deployed and we believe there are further
opportunities in other verticals where IP management is an increasing concern
for customers.

 

Reported revenues increased by £0.6m to £7.3m (2021: £6.7m) driven by the
increased uptake of hosting consultancy services and the Group's managed
service revenue stream which aims to provide peripheral support for customers
wishing to outsource internal IT activities. As anticipated, this increased
the proportion of revenues that are recurring in nature from £6.1m to £6.4m.
Adjusted earnings before interest, tax, depreciation and amortisation
(Adjusted EBITDA - see note 2) increased from £0.78m to £1.62m. This marked
improvement has been achieved via a number of factors. Firstly, operations
have been optimised so that activities can be completed as efficiently as
possible. Furthermore, improvements have been made to reduce the support
burden which had been evident in prior years. Also, as mentioned in the
Ingenta Content section below, there was a review and reallocation of group
costs relating to each business unit's consumption of cloud based
infrastructure.

 

Ingenta Content

The Ingenta Content suite of products enable publishers of any size,
discipline or technical proficiency to convert, store, deliver and monetise
digital content on the web.

 

Annual revenue decreased slightly from £2.4m to £2.3m largely as a result of
new sales taking longer to convert in 2022. Two of the three new
implementation projects only started earning revenue in Q4 although this will
add to reported revenue in 2023. Importantly, two of the new implementations
were upgrade projects for existing customers wanting to migrate from Ingenta
Connect to Edify which ensures the Group can accommodate its customers as they
grow. Adjusted EBITDA (see note 2) decreased from £0.5m to £0.2m and was a
result of the lower new sales and a reallocation of group costs relating to
shared cloud infrastructure.

 

Ingenta Advertising

Ingenta Advertising provides a complete browser-based multimedia advertising,
CRM and sales management platform for content providers.

 

The business anticipates that the Group's Advertising offering will become a
component of the larger Commercial and Content Products divisions and, in
time, its revenues will be less clearly distinguished as a separate CGU.
Revenue declined to £0.6m (2021: £0.8m) as project work was restricted in
the year as customers held back on system enhancements due to economic
uncertainty. Adjusted EBITDA for the advertising division (note 2) decreased
marginally from £0.24m to £0.16m, largely as a result of declining revenue.

 

PCG

The PCG consulting arm provides a range of non-software services designed to
support and drive a business's sales strategy. Strategically, the team's
skills are being increasingly used to drive sales pipeline for the wider Group
in addition to their own customer portfolio work.

 

Annual revenue was stable at £0.3m (2021: £0.3m). The division's business is
driven from sales commission and retainer fees both of which remained
consistent over the periods. As expected, adjusted EBITDA (note 2) was stable
at a loss of £0.1m. The Group's policy is to make use of PCG resources to
enhance the wider Group marketing function in order to improve sales pipeline
growth across the business. Going forward, it is envisaged that PCG and
Advertising will no longer be reported as separate business units and will
fold into Ingenta Content and Ingenta Commercial.

 

Financial Performance

Group revenue increased to £10.5m (2021: £10.1m) with the recurring element
calculated at £9.0m or 86% (2021: £8.9m and 88%). Although revenue has
increased, the Group's cost of sales declined from £5.5m to £5.3m as the
previous actions taken to streamline operational efficiency became fully
functional. Consequently, gross profit increased to £5.1m (2021: £4.7m).

 

Sales and marketing spend was stable at £0.7m but is expected to increase in
2023 as the Group seeks to build on the sales momentum achieved this year.
Administrative costs have also remained broadly stable at £3.2m helping
deliver profit from operations of £1.2m (2021: £0.8m).

 

No significant tax charge is anticipated for 2022 as the Group continues to
utilise brought forward tax losses. Going forward, the Group estimate they
will be able to use £15.4m and $6.7m of the available tax losses in the UK
and US (see note 8 for further details). Additionally, the Group's assessment
of its deferred tax asset relating to these losses increased, generating a tax
credit in the year of £0.3m (see note 3 for further details).

 

Financial Position

Non-current assets include goodwill and intangibles recognised on historic
acquisitions. In 2022, Goodwill relates solely to the core Content platform
software which will be used to drive growth in the future. Goodwill relating
to historic acquisitions is tested for impairment each year using discounted
cashflows. No impairment was identified in 2022. Property, plant and equipment
reductions are a direct result of the Group's infrastructure strategy which
has seen the Group leverage more Cloud based services and reduce its physical
business premises. The Group's deferred tax asset has also been recalculated
and increased based on the current assessment of trading performance and
utilisation of available tax losses.

 

Current assets have decreased from £4.8m to £4.2m. This reduction in current
assets is due to lower year end cash balances after using approximately £2.2m
on the tender offer which partially offset strong operating cash inflows of
£2.5m.

 

Total liabilities have increased from £4.6 to £4.9m driven by increased
deferred revenue in the year. Deferred revenue increases relate to additional
invoiced Ingenta Commercial project work which will be recognised in 2023.

 

Cashflow

The Group performed strongly generating a cash inflow from operations of
£2.5m compared to £2.0m in 2021. The Group restructuring has improved
efficiency and margins which flows through to cash generation. Additionally,
significant historic leasing commitments are nearing completion which
benefited cashflow, and will have further incremental benefits in 2023.
Outside of normal operational activity, the Group has paid dividends of £0.5m
(2021: £0.4m) and completed a share repurchase which amounted to an outflow
of £2.2m (2021: £0.3m). Closing cash balances were £2.4m (2021: £3.0m)

 

Key Performance Indicators

The Board and senior management review a number of KPI's continually
throughout the year, all of which form part of the monthly management accounts
process and include:

 

·      Revenue versus budget and monthly reforecast

·      Adjusted EBITDA (see note 2 for calculation) versus budget

·      Group cashflow versus budget

·      Sales pipeline growth and conversion analysis

·      Time utilisation statistics

 

Any deviations or anomalies are investigated by senior management, and
corrective action taken where appropriate.

 

Full year revenues were below budget because of delays in delivering new
sales. To try and rectify this, the Group have revisited the sales and
marketing plans to strengthen the teams in certain areas and align skills and
activity to the opportunities existing in the sales pipeline.

 

Adjusted EBITDA was higher than budget as the Group delayed staff hiring
activity whilst it reappraised its sales and marketing strategy. These plans
were firmed up later in the year but execution will not be fully complete
until later in 2023.

 

Year-end cash balances were £0.5m below budget reflecting the unplanned
tender offer expenditure only being partially offset by strong operating
performance.

 

The Group monitor sales activity with reference to monthly sales pipeline
reports. These reports detail sales opportunities by product with metrics
around expected project timelines and revenue recognition estimates so that
management can deploy resources adequately to ensure the best chance of
success in the bidding process. When any items are removed from the pipeline
due to either a successful sale or a lost opportunity, management carry out a
detailed analysis to ensure the reasons are understood and any actions
required are taken.

 

The business monitors time utilisation at a contract level to enable accurate
pricing decisions to be made ensuring profitable service delivery. Internal
development costs are also reviewed to ensure the appropriate effort is spent
supporting the products and deliver an effective product roadmap.

 

Going concern

The core fundamentals of the Group remain strong with cash reserves at the end
of March 2023 of over £1.7m and no debt beyond leasing arrangements. The new
business structure is now firmly in place allowing profitable operations to
continue whilst offering capacity to grow. Management are satisfied that cash
is sufficient for the needs of the business based on the cash flow forecast.
The going concern review covered the period to the end of June 2024.

 

Although the threat of Covid has receded, there remains an element of caution
in the wider economy that adds uncertainty to financial forecasting and
modelling. These cautionary factors include conflict in Ukraine and a
pessimistic view of economic activity in the UK. However, at an operating
profit level, the Group's results so far in 2023 have been better than budget.
In addition, sales pipeline activity is strong and although timing of new
sales wins is inherently uncertain, the Board are confident targets are
achievable. The Group continues to embrace established flexible working
practices which have been successful in mitigating Covid restrictions without
any significant impact to services. The Group have no direct customer or
supplier relationships in Ukraine or Russia but remain vigilant of any wider
impact on the business. The Group has modelled various downside scenarios and
consider it appropriate to use the going concern basis to compile these
financial statements. Further details on going concern are included in the
accounting policies section of the financial statements.

 

Outlook

After a period of transition, Ingenta have successfully combined revenue
growth with operational efficiency. We believe this growth to be sustainable
and now spans a broader range of customers in both traditional and adjacent
markets. Combined with a fully referenceable product set, and investment in
our sales and marketing teams, the Group is increasingly confident that it has
the necessary structure in place to capitalise on a growing pipeline of sales
opportunities.

 

 

 

 

J R Sheffield

Chief Financial Officer

10 May 2023

Group Statement of Comprehensive Income

For the year ended 31 December 2022

 

 

                                                                                       Year ended    Year ended

                                                                                       31 Dec 22     31 Dec 21
                                                                                 note  £'000         £'000

 Group revenue                                                                         10,451        10,145
 Cost of sales                                                                         (5,348)       (5,487)

 Gross profit                                                                          5,103         4,658

 Sales and marketing expenses                                                          (707)         (690)
 Administrative expenses                                                               (3,176)       (3,214)

 Profit from operations                                                          2     1,220         754

 Finance costs                                                                         (21)          (27)

 Profit before income tax                                                              1,199         727
 Income tax                                                                      3     260           1,074

 Profit for the year attributable to equity holders of the parent                      1,459         1,801

 Other comprehensive expenses which will be reclassified subsequently to profit
 or loss:
 Exchange differences on translation of foreign operations                             307           56

 Total comprehensive profit for the year attributable to equity holders of the         1,766         1,857
 parent

 Basic profit per share (pence)                                                  4     9.02          10.93
 Dilutive profit per share (pence)                                               4     8.94          10.50

 

 

All activities are classified as continuing

Group Statement of Financial Position

As at 31 December 2022

 

                                Note    31 Dec 22    31 Dec 21
                                £'000                £'000
 Non-current assets
 Goodwill                               2,661        2,661
 Other intangible assets                -            -
 Property, plant and equipment          302          665
 Deferred tax asset                     1,384        1,163
                                        4,347        4,489
 Current assets
 Trade and other receivables            1,910        1,810
 Cash and cash equivalents              2,376        3,006
                                        4,286        4,816

 Total assets                           8,633        9,305

 Equity
 Share capital                  5       1,512        1,692
 Capital redemption reserve             180          -
 Merger reserve                         11,055       11,055
 Reverse acquisition reserve            (5,228)      (5,228)
 Share option reserve                   117          88
 Translation reserve                    (298)        (605)
 Retained earnings                      (3,564)      (2,278)
 Total equity                           3,774        4,724

 Non-current liabilities
 Deferred tax liability                 37           88
 Leases                                 -            192
                                        37           280

 Current liabilities
 Trade and other payables               2,138        1,991
 Contract liabilities                   2,684        2,310
                                        4,822        4,301

 Total liabilities                      4,859        4,581

 Total equity and liabilities           8,633        9,305

 

 

Group Statement of Changes in Equity

For the year ended 31 December 2022

 

                                              Share capital  Capital redemption reserve  Merger reserve  Reverse acquisition reserve  Translation reserve  Retained earnings  Share option reserve  Total attributable to owners of parent
                                              £'000          £'000                       £'000           £'000                        £'000                £'000              £'000                 £'000
 Balance at 1 January 2021                    1,692          -                           11,055          (5,228)                      (661)                (3,353)            61                    3,566
 Dividends paid                               -              -                           -               -                            -                    (410)              -                     (410)
 Shares bought back into treasury             -              -                           -               -                            -                    (316)              -                     (316)
 Share options granted in the year            -              -                           -               -                            -                    -                  27                    27
 Transactions with owners                     -              -                           -               -                            -                    (726)              27                    (699)

 Profit for the year                          -              -                           -               -                            -                    1,801              -                     1,801
 Foreign exchange differences on translation  -              -                           -               -                            56                   -                  -                     56
 Total comprehensive income for the year      -              -                           -               -                            56                   1,801              -                     1,857

 Balance at 31 December 2021                  1,692          -                           11,055          (5,228)                      (605)                (2,278)            88                    4,724
 Dividends paid                               -              -                           -               -                            -                    (523)              -                     (523)
 Shares repurchased and cancelled             (180)          180                         -               -                            -                    (2,222)            -                     (2,222)
 Share options granted in the year            -              -                           -               -                            -                    -                  29                    29
 Transactions with owners                     (180)          180                         -               -                            -                    (2,745)            29                    (2,716)

 Profit for the year                          -              -                           -               -                            -                    1,459              -                     1,459
 Foreign exchange differences on translation  -              -                           -               -                            307                  -                  -                     307
 Total comprehensive income for the year      -              -                           -               -                            307                  1,459              -                     1,766

 Balance at 31 December 2022                  1,512          180                         11,055          (5,228)                      (298)                (3,564)            117                   3,774

 

 

Group Statement of Cash Flows

For the year ended 31 December 2022

 

                                                                 Year ended    Year ended

                                                                 31 Dec 22     31 Dec 21
                                                           Note  £'000         £'000

 Profit before taxation                                          1,199         727

 Adjustments for
 Depreciation                                                    412           632
 Profit on disposal of fixed assets                              (4)           -
 Interest expense                                                21            27
 Share based payment charge                                      29            27
 (Increase) / decrease in trade and other receivables            (100)         416
 Increase in trade and other payables and deferred income        894           187

 Cash inflow from operations                                     2,451         2,016

 Tax paid                                                        (8)           (13)
 Net cash inflow from operating activities                       2,443         2,003

 Cash flows from investing activities
 Purchase of property, plant and equipment                       (45)          (119)
 Net cash used in investing activities                           (45)          (119)

 Cash flows from financing activities
 Interest paid                                                   (21)          (21)
 Payment of lease liabilities                                    (258)         (453)
 Dividend paid                                                   (523)         (410)
 Costs of share repurchase                                 5     (2,222)       (316)
 Net cash used in financing activities                           (3,024)       (1,200)

 Net increase / (decrease) in cash and cash equivalents          (626)         684

 Cash and cash equivalents at the beginning of the year          3,006         2,323

 Exchange differences on cash and cash equivalents               (4)           (1)

 Cash and cash equivalents at the end of the year                2,376         3,006

 

1. Basis of preparation

 

The financial information of the Group set out above does not constitute
statutory accounts for the purposes of Section 435 of the Companies Act
2006.  The financial information for the year ended 31 December 2022 has
been extracted from the Group's audited financial statements which were
approved by the Board of directors on 10 May 2023.

 

The financial information for the year ended 31 December 2022 has been
extracted from the Group's financial statements for that period. The report
of the auditor on the 2022 financial statements was unqualified, did not
include any references to any matters to which the auditors drew attention by
way of emphasis without qualifying their report and did not contain a
statement under Section 498(2) or Section 498(3) of the Companies Act 2006.

 

Whilst the financial information included in this preliminary announcement
has been prepared in accordance with UK adopted international accounting
standards ("IASs") in conformity with the requirements of the Companies Act
2006, the International Financial Reporting Interpretations Committee
("IFRIC"), interpretations issued by the International Accounting Standards
Boards ("IASB") that are effective or issued and adopted as at the time of
preparing these financial statements, and in accordance with the provisions of
the Companies Act 2006 that are relevant to companies that report under UK
adopted IASs, this announcement does not itself contain sufficient information
to comply with those IASs. This financial information has been prepared in
accordance with the accounting policies set out in the 2021 Report and
Accounts and updated for new standards adopted in the current year.

 

Items included in the financial information of each of the Group's entities
are measured using the currency of the primary economic environment in which
the entity operates (the functional currency). The consolidated financial
information is presented in UK sterling (£), which is the Group's
presentational currency.

 

The Company is a public limited company incorporated and domiciled in England
& Wales and whose shares are quoted on AIM, a market operated by the
London Stock Exchange.

 

The principal activity of Ingenta plc and its subsidiaries is the sale of
software and ancillary services.

 

2. Profit from operations

 

Profit from operations has been arrived at after charging:

                                                  Year ended    Year ended

                                                  31 Dec 22     31 Dec 21
                                                  £'000         £'000

 Research and development costs                   1,091         1,009
 Net foreign exchange (gain) / loss               328           61
 Depreciation of property, plant and equipment
 - owned assets                                   129           179
 - leasehold property                             21            133
 - assets under leases                            262           262
 Amortisation                                     -             58
 Auditor's remuneration
 - audit fees                                     129           74
 - taxation services                              12            12
 Exceptional non-recurring costs                  -             5

 

 

 

An analysis reconciling the profit from operations to adjusted EBITDA is
provided below.

 

                                                                              Year ended    Year ended

                                                                              31 Dec 22     31 Dec 21
                                                                              £'000         £'000

 Profit from operations                                                       1,220         754

 Add back:
 Depreciation and amortisation                                                412           632
 Gain on disposal of fixed assets                                             (4)           -
 Exceptional non-recurring costs                                              -             5
 Foreign exchange loss / (gain)                                               328           61

 EBITDA before impairment, amortisation, gain / loss on disposal of fixed     1,956         1,452
 assets, foreign exchange gain / loss and exceptional non-recurring costs

 

Exceptional non-recurring costs include restructuring costs, premises exit
costs, non-recurring professional fees and debt write offs.

 
3. Tax

 

                                              Year ended    Year ended

                                              31 Dec 22     31 Dec 21
                                              £'000         £'000
 Analysis of (charge) / credit in the year
 Current tax:
 Current year State tax - US                  (9)           (10)
 Adjustment to prior year charge - UK         (3)           (3)
 Deferred tax credit                          272           1,087
 Taxation                                     260           1,074

 

The Group has unutilised tax losses at 31 December 2022 in the UK and the USA
of £15.4m (2021: £16.3m) and $8.2m (2021: $11.2m) respectively. These losses
have been agreed with the tax authorities in the UK and USA. The Board intends
to make use of all losses wherever possible.

 

Some of the US tax losses are restricted to $491K per annum as a result of
change of control legislation. Losses carried forward from the change of
control in April 2008 are restricted and must be used within 20 years. The
Board believes the Group will be able to make use of $6.7m (2021: $7.4m) of
the total unutilised losses at 31 December 2022.

 

No deferred tax has been recognised in accordance with advice from US tax
accountants on the basis that the US losses are restricted and there is
uncertainty on the value of losses which will be able to be used.

 

From 1 April 2023, the corporation tax rate applicable to companies with
taxable profits above £250,000 will be 25 per cent. Companies with profits
below £50,000 will, however, continue to pay tax at the current rate of 19
per cent. Those with taxable profits between £50,000 and £250,000 will
benefit from marginal relief, similar to that which applied before the
previous incarnation of the small companies' rate of corporation tax was
abolished with effect from 1 April 2015.

The differences are explained below:

 Reconciliation of tax expense                            Year ended    Year ended

                                                          31 Dec 22     31 Dec 21
                                                          £'000         £'000
 Profit on ordinary activities before tax                 1,199         727

 Tax at the UK corporation tax rate of 19% (2021: 19%)    228           138
 Income / expenses not allowable for tax purposes         44            (16)
 Unrelieved losses carried forward                        58            354
 Utilisation of losses                                    (386)         (529)
 Difference in timing of allowances                       59            56
 Deferred tax movement                                    (272)         (1,087)
 Adjustment to tax charge in respect of prior years       9             10
 Total taxation                                           (260)         (1,074)

 

United Kingdom Corporation tax is calculated at 19% (2021: 19%) of the
estimated assessable profit for the year.

Taxation for other jurisdictions is calculated at the rates prevailing in the
respective jurisdictions.

 

4. Earnings per share

 

Basic earnings per share is calculated by dividing the earnings attributable
to ordinary shareholders by the weighted average number of ordinary shares
outstanding during the year.

 

For diluted earnings per share, the weighted average number of ordinary shares
in issue is adjusted to assume conversion of all dilutive ordinary share
options. Management estimate 145,535 ordinary shares will be issued (2021:
669,578) in respect of share options. In the current year, this calculation
would have an antidilutive effect on earnings per share so has been ignored.

 

                                                                                   Year ended      Year ended

                                                                                   31 Dec 2022     31 Dec 2021
                                                                                   £'000           £'000

 Attributable profit                                                               1,459           1,801

 Weighted average number of ordinary shares used in basic earnings per share       16,169          16,481
 ('000)
 Shares deemed to be issued in respect of share-based payments                     146             670
 Weighted average number of ordinary shares used in dilutive earnings per share    16,315          17,151
 ('000)

 Basic profit per share arising from both total and continuing operations          9.02p           10.93p
 Dilutive profit per share arising from both total and continuing operations       8.94p           10.50p

 

Dividends

 

On 30 August 2022 the Company paid a final dividend of 2 pence per share for
the year ended 31 December 2021. On 4 November 2022 an interim dividend of 1.2
pence per share was paid in respect of the year ended 31 December 2022.

 

After the year end, the Directors declared their intention to pay a final
dividend of 2.25p for the year ended 31 December 2022, subject to approval at
the forthcoming Annual General Meeting.

 

 

 

 

 

 

5. Share capital

 

                                                                                Year ended      Year ended

                                                                                31 Dec 2022     31 Dec 2021
                                                                                £'000           £'000
 Issued and fully paid:
 15,123,125 (2021: 16,919,609, 2020: 16,919,609) ordinary shares of 10p each    1,512           1,692

 

There is one class of ordinary shares and holders are entitled to receive
dividends as declared from time to time and are entitled to one vote per share
at shareholder meetings.

Share transactions

During the year, the Company purchased 1,796,484 shares at a tender price of
115 pence. The shares were subsequently cancelled (2021: the Company purchased
440,826 shares for £315,771 which were retained as treasury shares). There
were no shares issued during the year (2021: None).

 

6. Publication of non-statutory accounts

 

The financial information set out in this announcement does not constitute
statutory accounts as defined in the Companies Act 2006.

 

The Group Statement of Comprehensive Income, Group Statement of Financial
Position, Group Statement of Changes in Equity, Group Statement of Cash Flows
and associated notes have been extracted from the Group's 2022 statutory
financial statements upon which the auditor's opinion is unqualified and which
do not include any statement under section 498 of the Companies Act 2006.

 

Those financial statements will be delivered to the Registrar of Companies
following the release of this announcement.

 

This announcement and the annual report and accounts, including the Notice of
Annual General Meeting, are available on the Company's website
www.ingenta.com. A copy of the report and accounts will be sent to
shareholders who have elected to receive a printed copy with details of the
annual general meeting in due course.

 

 

 

 

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.   END  FR FFFFIEAIILIV

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