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Change in Presentational Currency

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RNS Number : 2527U  Keywords Studios PLC  28 June 2024

28 June 2024

 

Keywords Studios plc ("Keywords Studios", "Keywords", the "Group")

Change in Presentational Currency

 

Keywords Studios, the global provider of creative and technology-enabled
solutions to the video games and entertainment industries, today announces
that it has decided to change its presentational currency from euro to US
Dollar with effect from 1 January 2024.

 

The Company has historically reported its results in euros due its revenues
being solely euro denominated in the early stages of its development. As the
business has grown into a global business, it now operates in a range of
currencies, with the proportion of the Group's revenues originating in US
dollars growing to c.60% in recent years. As such, the Board believes that the
change in presentational currency will provide investors and other
stakeholders with greater transparency of the Group's performance and reduced
foreign exchange volatility.

 

Dividends will continue to be declared in sterling and will continue to follow
the existing progressive dividend policy.

 

As noted above, the change in the Group's presentational currency will be
effective from 1 January 2024. Consequently, the Group's first half results
for the six-month period ending 30 June 2024, and all subsequent financial
information, will be prepared using US dollars as the presentational currency.

 

The Group's primary consolidated financial statements, together with
alternative performance measures, for the financial years ended 31 December
2022 and 31 December 2023, and for the half ended on 30 June 2023
(collectively the 'Restated Financial Information'), has been re-presented in
US dollars and is set out herein for comparative purposes.

 

 For further information, please contact:

Keywords Studios                                                       Deutsche Numis

 Giles Blackham                                                         Nomad & Joint Corporate Broker

 Director of Investor Relations                                         Stuart Skinner / Will Baunton

 +44 7714 134 681                                                       +44 20 7260 1000

 gblackham@keywordsstudios.com (mailto:gblackham@keywordsstudios.com)

 MHP Group                                                              Barclays

 Financial Communications                                               Joint Corporate Broker

 Katie Hunt / Eleni Menikou / Charles Hirst                             Tom Macdonald / Stuart Jempson

 +44 7884 494 112 / +44 20 3128 8100                                    +44 20 7029 8000

 keywords@mhpgroup.com (mailto:keywords@mhpgroup.com)

 

 

 

 

 About Keywords Studios (www.keywordsstudios.com
(https://protect.checkpoint.com/v2/___http:/www.keywordsstudios.com/___.bXQtcHJvZC1jcC1ldXcyLTE6bmV4dDE1OmM6bzozM2I0NmViNTMxYTRkMDljMTRlNWIxYmUzZGU4N2QyZjo2OjlkOGI6MWY3NDBlOGVhNjI4YTcxMTlkODgwZGNiYjgwNjU0Mzc5ZWVkMjAxZDk2YzQwYzNjOTI5NTkyZmM4NjFmN2ZmMzpwOkY6Tg)
)

Keywords Studios is a global provider of creative and technology-enabled
solutions to the video games and entertainment industries. Established in
1998, and now with over 70 facilities in 26 countries strategically located in
Asia, Australia, the Americas, and Europe, it provides services across the
entire content development life cycle through its Create, Globalize and Engage
Divisions to a large blue-chip client base across the globe.

Keywords Studios has a strong market position, providing services to 24 of the
top 25 most prominent games companies and contributing to over 70% of the 2023
Game Awards winners. Across the games and entertainment industry, clients
include Activision Blizzard, Bandai Namco, Bethesda, Electronic Arts, Epic
Games, Konami, Microsoft, Netflix, Riot Games, Square Enix, Supercell,
Take-Two, Tencent and Ubisoft. Recent titles worked on include Starfield,
Baldur's Gate 3, Diablo IV, Hogwarts Legacy, Elden Ring, Fortnite, Valorant,
League of Legends and Clash Royale. Keywords Studios is listed on AIM, the
London Stock Exchange regulated market (KWS.L).

Unaudited (Restated) Consolidated statement of comprehensive income

                                                                         Year ended   Half Year  Year ended
                                                                         31 December  30 June    31 December
                                                                         2023         2023       2022
                                                                         $'000        $'000      $'000
 Revenue from contracts with customers                                   842,609      413,274    725,817
 Cost of sales                                                           (519,696)    (256,743)  (445,027)
 Gross profit                                                            322,913      156,531    280,790
 Other income                                                            -            -          1,220
 Share-based payments expense                                            (23,743)     (10,177)   (19,689)
 Costs of acquisition and integration                                    (29,424)     (7,876)    (8,673)
 Amortisation of intangible assets                                       (28,150)     (13,771)   (17,725)
 Total of items excluded from adjusted profit measures                   (81,317)     (31,824)   (46,087)
 Other administration expenses                                           (192,339)    (93,017)   (160,360)
 Administrative expenses                                                 (273,656)    (124,841)  (206,447)
 Operating profit                                                        49,257       31,690     75,563

 Financing income                                                        666          165        2,096
 Financing cost                                                          (13,453)     (6,789)    (6,121)
 Profit before taxation                                                  36,470       25,066     71,538
 Taxation                                                                (16,226)     (9,407)    (21,736)
 Profit after taxation                                                   20,244       15,659     49,802

 Other comprehensive income:
 Items that will not be reclassified subsequently to profit or loss
 Actuarial gain / (loss) on defined benefit plans                        17           (160)      300
 Items that may be reclassified subsequently to profit or loss
 Exchange gain / (loss) in net investment in foreign operations          4,026        1,201      (12,081)
 Exchange gain / (loss) on translation of foreign operations             6,116        6,745      (18,726)
 Non-controlling interest; recycled on disposal of subsidiary            -            -          180
 Tax related to items taken to other comprehensive income                1,337        -          -
 Total comprehensive income / (expense)                                  31,740       23,445     19,475

 Profit / (loss) for the period attributable to:
 Owners of the parent                                                    20,244       15,659     49,850
 Non-controlling interest                                                -            -          (48)
                                                                         20,244       15,659     49,802

 Total comprehensive income / (expense) attributable to:
 Owners of the parent                                                    31,740       23,445     19,475
                                                                         31,740       23,445     19,475

 Earnings per share                                                      $ cent       $ cent     $ cent
 Basic earnings per ordinary share                                       25.65        19.93      64.70
 Diluted earnings per ordinary share                                     25.31        19.20      61.88

 

Unaudited (Restated) Consolidated statement of financial position

                                                At 31 December  At 30 June  At 31 December
                                                2023            2023        2022
                                                $'000           $'000       $'000
 Non-current assets
 Intangible assets                              697,772         624,354     501,286
 Right of use assets                            46,362          48,131      40,181
 Property, plant and equipment                  55,458          58,191      47,766
 Deferred tax assets                            36,155          33,311      33,232
 Investments                                    193             190         187
                                                835,940         764,177     622,652
 Current assets
 Cash and cash equivalents                      66,083          47,632      87,339
 Trade receivables                              99,275          103,345     87,001
 Other receivables                              91,992          98,185      65,468
 Corporation tax recoverable                    6,614           6,392       6,937
                                                263,964         255,554     246,745
 Current liabilities
 Trade payables                                 15,780          16,081      16,935
 Other payables                                 172,168         175,100     148,636
 Loans and borrowings                           -               -           48
 Corporation tax liabilities                    29,895          26,224      23,495
 Lease liabilities                              15,302          16,762      13,241
                                                233,145         234,167     202,355
 Net current assets / (liabilities)             30,819          21,387      44,390
 Non-current liabilities
 Other payables                                 13,251          21,067      19,527
 Employee defined benefit plans                 4,448           3,913       3,052
 Loans and borrowings                           140,618         59,997      7
 Deferred tax liabilities                       11,378          17,138      18,151
 Lease liabilities                              36,549          37,186      32,110
                                                206,244         139,301     72,847
 Net assets                                     660,515         646,263     594,195
 Equity
 Share capital                                  1,155           1,153       1,139
 Share capital - to be issued                   349             2,849       2,462
 Share premium                                  64,956          64,906      56,795
 Merger reserve                                 352,504         347,573     330,645
 Foreign exchange reserve                       (31,180)        (33,376)    (41,322)
 Shares held in Employee Benefit Trust ("EBT")  (7,251)         (1,050)     -
 Share-based payments reserve                   90,005          79,580      73,786
 Retained earnings                              189,977         184,628     170,690
 Total equity                                   660,515         646,263     594,195

Unaudited (Restated) Consolidated statement of cash flows

                                                                                Year Ended   Half Year  Year Ended
                                                                                31 December  30 June    31 December
                                                                                2023         2023       2022
                                                                                $'000        $'000      $'000
 Cash flows from operating activities
 Profit after taxation                                                          20,244       15,659     49,802
 Income and expenses not affecting operating cash flows
 Depreciation and impairment - property, plant and equipment                    31,225       11,769     19,241
 Depreciation and impairment - right of use assets                              17,205       8,422      15,133
 Amortisation and impairment of intangible assets                               28,150       13,771     17,725
 Taxation                                                                       16,226       9,407      21,736
 Share-based payments expense                                                   23,743       10,177     19,689
 Fair value movements in deferred and contingent consideration                  9,945        4,668      2,369
 Non-cash movements included in costs of acquisition and integration            2,899        -          -
 Unwinding of discounted liabilities - deferred consideration                   3,543        1,963      3,085
 Unwinding of discounted liabilities - lease liabilities                        1,562        680        1,005
 Interest receivable                                                            (666)        (165)      (326)
 Fair value adjustments to employee defined benefit plans                       1,243        721        538
 Interest expense                                                               6,235        2,408      1,336
 Unrealised foreign exchange (gain) / loss                                      (1,201)      (3,762)    (681)
                                                                                140,109      60,059     100,850
 Changes in operating assets and liabilities
 Decrease / (increase) in trade receivables                                     (228)        (9,994)    (12,466)
 Decrease / (increase) in MMTC and VGTR receivable                              (12,159)     (17,917)   (3,779)
 Decrease / (increase) in other receivables                                     (7,672)      (12,397)   (6,497)
 (Decrease) / increase in accruals, trade and other payables                    8,206        2,697      19,754
                                                                                (11,853)     (37,611)   (2,988)
 Taxation paid                                                                  (22,645)     (8,575)    (18,285)
 Settlement of deferred and contingent consideration related to continuous      (4,222)      -          -
 employment
 Net cash generated by / (used in) operating activities                         121,633      29,532     129,379
 Cash flows from investing activities
 Current year acquisition of subsidiaries net of cash acquired                  (174,479)    (82,183)   (91,280)
 Settlement of deferred liabilities on acquisitions                             (33,020)     (10,943)   (27,655)
 Acquisition of property, plant and equipment                                   (33,204)     (20,350)   (28,211)
 Investment in intangible assets                                                (3,305)      (1,428)    (523)
 Interest received                                                              666          165        326
 Net cash generated by / (used in) investing activities                         (243,342)    (114,739)  (147,343)
 Cash flows from financing activities
 Cash proceeds, where EBT shares were utilised for the exercise of share-based  1,240        323        544
 payments
 Repayment of loans                                                             (105,176)    (35,047)   (89)
 Drawdown of loans                                                              244,804      95,000     -
 Payments of principal on lease liabilities                                     (16,476)     (7,351)    (11,788)
 Interest paid on principal of lease liabilities                                (1,562)      (680)      (1,005)
 Dividends paid                                                                 (2,311)      (1,561)    (2,053)
 Company funded acquisition of shares by EBT                                    (15,991)     (5,075)    -
 Shares issued for cash                                                         1,647        1,618      7,029
 Interest paid                                                                  (6,796)      (1,887)    (879)
 Net cash generated by / (used in) financing activities                         99,379       45,340     (8,241)
 Increase / (decrease) in cash and cash equivalents                             (22,330)     (39,867)   (26,205)
 Exchange gain / (loss) on cash and cash equivalents                            1,074        160        (6,187)
 Cash and cash equivalents at beginning of the period                           87,339       87,339     119,731
 Cash and cash equivalents at end of the period                                 66,083       47,632     87,339

 

Notes forming part of the unaudited (restated) consolidated financial
statements

1                     Basis of Preparation

 

The unaudited (restated) financial information should be read in conjunction
with the Annual Report and Accounts for the year ended 31 December 2023; and
the interim financial information for the six months ended 30 June 2023 all of
which have been prepared in accordance with International Financial Reporting
Standards ('IFRS'). The statutory accounts for the year ended 31 December 2023
were approved by the directors on 13 March 2024.

 

2                     Presentation Currency

 

Keywords Studios plc (the "Group") will present its consolidated financial
statements for the year ending 31 December 2024 in US Dollars. In accordance
with IAS 8, Accounting Policies, Changes in Accounting Estimates and Errors,
this change in presentation currency will be applied retrospectively.

 

The unaudited (restated) financial information included herein will form the
basis of the comparative financial information to be included in the Annual
Report and Accounts of the Group for the year ending 31 December 2024 and all
published financial information from 1 January 2024 onwards.

 

In accordance with the provisions of IAS 21, the Effects of Changes in Foreign
Exchange Rates, in respect of changes in presentational currency, financial
information has been restated from Euro to US Dollars as follows:

 

•         assets and liabilities in non-US denominated currencies
were translated into US dollars at the rates of exchange ruling at the
relevant balance sheet date;

 

•         non-US dollar income statements and cash flows were
translated into US dollars at average rates of exchange for the relevant
period;

 

•         share capital, share premium and all other equity items
were translated at the historical rates prevailing at 1 January 2013, the date
of transition to IFRS, or the subsequent rates prevailing on the date of each
relevant transaction; and

 

•         the cumulative foreign exchange translation reserve was
set to zero on 1 January 2013, the date of transition to IFRS and this reserve
has been restated on the basis that the Group has reported in US dollars since
that date.

 

                    Year Ended   Half Year  Year Ended
                    31 December  30 June    31 December
 Average            2023         2023       2022
 Euro               1.08         1.08       1.06
 Sterling           1.23         1.23       1.31
 Canadian Dollar    0.74         0.74       0.79

 Period end
 Euro               1.10         1.09       1.07
 Sterling           1.27         1.27       1.20
 Canadian Dollar    0.75         0.75       0.74

 

 

Restated Alternative Performance Measures

 The Group reports a number of alternative performance measures ("APMs") to
present the financial performance of the business, that are not GAAP measures
as defined under IFRS. The Directors believe that these measures, in
conjunction with the IFRS financial information, provide the users of the
financial statements with additional information to provide a more meaningful
understanding of the underlying financial and operating performance of the
Group. The measures are also used in the Group's internal strategic planning
and budgeting processes and for setting internal management targets.

These measures can have limitations as analytical tools and therefore should
not be considered in isolation, or as a substitute for IFRS measures. APM's
may not be calculated uniformly by all companies and therefore may not be
directly comparable with similarly titled measures and disclosures of other
companies. As these measures frequently exclude significant recurring
transactions that impact financial performance (e.g. share-based payments
expense), the adjusted measures will typically be higher than the
corresponding IFRS measures and should not be regarded as a complete picture
of the Group's financial performance, which is presented in the Total
comprehensive income / (expense) of the Group.

The Restated Alternative performance measures should be read in conjunction
with the Annual Report and Accounts for the year ended 31 December 2023; and
the interim financial information for the six months ended 30 June 2023.

Divisional analysis

The following table presents revenue growth by division at actual exchange
rates ("AER").

            Full Year    Half Year  Full Year    Full Year    Half Year  Full Year
            31 December  30 June    31 December  31 December  30 June    31 December
            2023         2023       2022         2023         2023       2022
            Revenue      Revenue    Revenue      Growth       Growth     Growth
            AER          AER        AER          AER          AER        AER
            $m           $m         $m           %            %          %
 Create     363.0        175.5      290.1        25.1%        28.5%      29.6%
 Globalize  301.6        156.8      316.0         (4.6%)      0.8%       14.6%
 Engage     178.0        81.0       119.7        48.7%        33.2%      9.3%
            842.6        413.3      725.8        16.1%        17.1%      19.2%

Pro forma revenue

Pro forma revenue is calculated by adding pre-acquisition revenues of current
year acquisitions to the current year revenue numbers, to illustrate the size
of the Group had the acquisitions been included from the start of the
financial year.

            Full Year    Full Year                Full Year
            31 December  31 December              31 December
            2023         2023                     2023
            Revenue      Pre-acquisition revenue  Pro forma Revenue
            AER          AER                      AER
            $m           $m                       $m
 Create     363.0        47.2                     410.2
 Globalize  301.6        1.1                      302.7
 Engage     178.0        6.9                      184.9
            842.6        55.2                     897.8

Organic revenue at constant exchange rates

Organic revenue at constant exchange rates is calculated by adjusting the
prior year revenues, adding pre-acquisition revenues for the corresponding
period of ownership, and applying the prior period foreign exchange rates to
the current periods, when translating studio results into the US Dollar
reporting currency.

 

            Full Year               Half Year               Full Year
            31 December             30 June                 31 December
            2023                    2023                    2022
            Organic revenue growth  Organic revenue growth  Organic revenue growth
            %                       %                       %
 Create     17.3%                   22.1%                   25.9%
 Globalize   (4.3%)                 4.7%                    23.4%
 Engage     2.3%                    -                       9.7%
            5.6%                    10.4%                   21.8%

 

Adjusted operating costs

This comprises Administrative expenses as reported in the Consolidated
statement of comprehensive income, adding back share-based payments expense,
costs of acquisition and integration, amortisation of intangible assets,
depreciation and impairment, and deducting bank charges.

 

                                               Year End     Half Year  Year End
                                               31 December  30 June    31 December
                                               2023         2023       2022
 Calculation                                   $'000        $'000      $'000
 Administrative expenses                       (273,656)    (124,841)  (206,447)
 Share-based payments expense                  23,743       10,177     19,689
 Costs of acquisition and integration          29,424       7,876      8,673
 Amortisation of intangible assets             28,150       13,771     17,725
 Depreciation - property, plant and equipment  24,995       11,769     19,241
 Depreciation - right of use assets            14,995       8,422      15,133
 Bank charges                                  (781)        (380)      (695)
 Adjusted operating costs                      (153,130)    (73,206)   (126,681)
 Adjusted operating costs as a % of revenue    18.2%        17.7%      17.5%

 

Adjusted operating profit

The Adjusted operating profit consists of the Operating profit as reported in
the Consolidated statement of comprehensive income, adjusted for share-based
payments expense, costs of acquisition and integration, and amortisation of
intangible assets. In order to present the measure consistently year-on-year,
the impact of other income is also excluded.

 

                                              Year End     Half Year  Year End
                                              31 December  30 June    31 December
                                              2023         2023       2022
 Calculation                                  $'000        $'000      $'000
 Operating profit                             49,257       31,690     75,563
 Share-based payments expense                 23,743       10,177     19,689
 Costs of acquisition and integration         29,424       7,876      8,673
 Amortisation of intangible assets            28,150       13,771     17,725
 Other income                                 -            -          (1,220)
 Adjusted operating profit                    130,574      63,514     120,430
 Adjusted operating profit as a % of revenue  15.5%        15.4%      16.6%

 

EBITDA

EBITDA comprises Operating profit as reported in the Consolidated statement of
comprehensive income, adjusted for amortisation of intangible assets,
depreciation and impairment, and deducting bank charges.

                                               Year End     Half Year  Year End
                                               31 December  30 June    31 December
                                               2023         2023       2022
 Calculation                                   $'000        $'000      $'000
 Operating profit                              49,257       31,690     75,563
 Amortisation of intangible assets             28,150       13,771     17,725
 Depreciation - property, plant and equipment  24,995       11,769     19,241
 Depreciation - right of use assets            14,995       8,422      15,133
 Bank charges                                  (781)        (380)      (695)
 EBITDA                                        116,616      65,272     126,967

 

Adjusted EBITDA

Adjusted EBITDA comprises EBITDA, adjusted for share-based payments expense,
and costs of acquisition and integration. In order to present the measure
consistently year-on-year, the impact of other income is also excluded.

 

                                       Year End     Half Year  Year End
                                       31 December  30 June    31 December
                                       2023         2023       2022
 Calculation                           $'000        $'000      $'000
 EBITDA                                116,616      65,272     126,967
 Share-based payments expense          23,743       10,177     19,689
 Costs of acquisition and integration  29,424       7,876      8,673
 Other income                          -            -          (1,220)
 Adjusted EBITDA                       169,783      83,325     154,109
 Adjusted EBITDA as a % of revenue     20.1%        20.2%      21.2%

 

Adjusted profit before tax

Adjusted profit before tax comprises Profit before taxation as reported in the
Consolidated statement of comprehensive income, adjusted for share-based
payments expense, costs of acquisition and integration, amortisation of
intangible assets, foreign exchange gains and losses, and unwinding of
discounted liabilities. In order to present the measure consistently
year-on-year, the impact of other income is also excluded.

 

                                                               Year End     Half Year  Year End
                                                               31 December  30 June    31 December
                                                               2023         2023       2022
 Calculation                                                   $'000        $'000      $'000
 Profit before taxation                                        36,470       25,066     71,538
 Share-based payments expense                                  23,743       10,177     19,689
 Costs of acquisition and integration                          29,424       7,876      8,673
 Amortisation of intangible assets                             28,150       13,771     17,725
 Foreign exchange (gain) / loss                                1,332        1,358      (1,770)
 Unwinding of discounted liabilities - deferred consideration  3,543        1,963      3,085
 Other income                                                  -            -          (1,220)
 Adjusted profit before tax                                    122,662      60,211     117,720
 Adjusted profit before tax as a % of revenue                  14.6%        14.6%      16.2%

Adjusted effective tax rate

The Adjusted effective tax rate is the Taxation expense as reported in the
Consolidated statement of comprehensive income, adjusted for the tax impact of
the adjusting items in arriving at Adjusted profit before tax, as a percentage
of the Adjusted profit before tax.

 

                                                              Year End     Half Year  Year End
                                                              31 December  30 June    31 December
                                                              2023         2023       2022
 Calculation                                                  $'000        $'000      $'000
 Adjusted profit before tax                                   122,662      60,211     117,720
 Taxation                                                     16,226       9,407      21,736
 Effective tax rate before tax on adjusting items             13.2%        15.6%      18.5%
 Tax arising on bridging items to Adjusted profit before tax  11,382       3,733      4,267
 Adjusted taxation                                            27,608       13,140     26,003
 Adjusted effective tax rate                                  22.5%        21.8%      22.1%

 

 

Adjusted earnings per share

The Adjusted profit after tax comprises the Adjusted profit before tax, less
the Taxation expense as reported in the Consolidated statement of
comprehensive income, adjusted for the tax impact of the adjusting items in
arriving at Adjusted profit before tax.

 

The Adjusted earnings per share comprises the Adjusted profit after tax
divided by the either the basic or diluted weighted average number of equity
shares, as reported in note 8 of the 2023 Annual Report and Accounts and in
the interim financial information for the 6 months ended 30 June 2023.

 

                                                              Year End     Half Year   Year End
                                                              31 December  30 June     31 December
                                                              2023         2023        2022
 Calculation                                                  $'000        $'000       $'000
 Adjusted profit before tax                                   122,662      60,211      117,720
 Taxation                                                     (16,226)     (9,407)     (21,736)
 Tax arising on bridging items to Adjusted profit before tax  (11,382)     (3,733)     (4,267)
 Adjusted profit after tax                                    95,054       47,071      91,717

 Weighted average number of equity shares                     Number       Number      Number
 Basic                                                        78,910,471   78,558,801  76,979,596
 Diluted                                                      79,995,267   81,552,510  80,481,897

 Adjusted earnings per share                                  $ c          $ c         $ c
 Basic                                                        120.46       59.92       119.14
 Diluted                                                      118.82       57.72       113.96

 

Return on capital employed (ROCE)

ROCE represents the Adjusted profit before tax (excluding net interest costs,
unwinding of discounted lease liabilities and bank charges, and also adjusted
to include pre-acquisition profits of current-year acquisitions), expressed as
a percentage of the capital employed. As the Group continues to make multiple
acquisitions each year, the calculation further adjusts the Adjusted profit
before tax and the capital employed as if all the acquisitions made during
each year were made at the start of that year.

Capital employed represents Total equity as reported on the Consolidated
statement of financial position, adding back employee defined benefit plan
liabilities, cumulative amortisation of intangible assets (customer
relationships), acquisition-related liabilities (deferred and contingent
consideration), together with loans and borrowings, while deducting cash and
cash equivalents.

 

                                                                                 Year End     Half Year  Year End

                                                                                 31 December  30 June    31 December
                                                                                 2023         2023       2022
 Calculation                                                                     $'000        $'000      $'000
 Adjusted profit before tax                                                      122,662      60,211     117,720
 Interest received                                                               (666)        (165)      (326)
 Bank charges                                                                    781          380        695
 Interest expense                                                                6,235        2,408      1,336
 Unwinding of discounted liabilities - lease liabilities                         1,562        680        1,005
 Pre-acquisition profits of current year acquisitions                            10,427       1,355      1,689
 Adjusted profit before tax including pre-acquisition profit excluding interest  141,001      64,869     122,119
 for the period
 Rolling 12 month adjustment                                                     -            69,164     -
 Adjusted profit before tax including pre-acquisition profit and excluding net   141,001      134,033    122,119
 interest

 Total equity                                                                    660,515      646,263    594,195
 Employee defined benefit plans                                                  4,448        3,913      3,052
 Cumulative amortisation of intangible assets (customer relationships)           84,579       73,335     62,182
 Deferred and contingent consideration                                           61,627       83,281     67,465
 Loans and borrowings                                                            140,618      59,997     55
 Cash and cash equivalents                                                       (66,083)     (47,632)   (87,339)
 Capital employed                                                                885,704      819,157    639,610
 Return on capital employed                                                      15.9%        16.4%      19.1%

Free cash flow

Free cash flow represents Net cash generated by / (used in) operating
activities as reported in the Consolidated statement of cash flows, adjusted
for acquisition and integration cash outlay, capital expenditure, settlement
of deferred consideration related to continuous employment, net interest paid,
payments of principal on lease liabilities and is presented both before and
after taxation paid. In order to present the measure consistently
year-on-year, the impact of other income is also excluded.

 

                                                                            Year End     Half Year  Year End
                                                                            31 December  30 June    31 December
                                                                            2023         2023       2022
 Calculation                                                                $'000        $'000      $'000
 Net cash generated by / (used in) operating activities                     121,633      29,532     129,379
 Acquisition and integration cash outlay:
 Costs of acquisition and integration                                       29,424       7,876      8,673
 Fair value adjustments to contingent consideration                         (334)        -          (2,369)
 Non-cash movements in Deferred and contingent                              (9,611)      (4,668)    (3,240)

consideration related to continuous employment
 Fair value adjustments to property, plant                                  (6,231)      -          -

and equipment
 Fair value adjustments to right of use assets                              (2,210)      -          -
 Other fair value movements within Cost of acquisition and integration      (2,899)      -          -
 Acquisition of property, plant and equipment                               (33,204)     (20,350)   (28,211)
 Investment in intangible assets                                            (3,305)      (1,428)    (523)
 Other income                                                               -            -          (1,220)
 Settlement of deferred and contingent consideration related to continuous  4,222        -          -
 employment
 Interest received                                                          666          165        326
 Interest paid                                                              (8,358)      (2,567)    (1,884)
 Payments of principal on lease liabilities                                 (16,476)     (7,351)    (11,788)
 Free cash flow after tax                                                   73,317       1,209      89,143
 Taxation paid                                                              22,645       8,575      18,285
 Free cash flow before tax                                                  95,962       9,784      107,428

 

Adjusted free cash flow

Adjusted free cash flow is a measure of cash flow adjusting for capital
expenditure that is supporting growth in future periods (as measured by
capital expenditure in excess of maintenance capital expenditure).

 

                                                 Year End     Half Year  Year End
                                                 31 December  30 June    31 December
                                                 2023         2023       2022
 Calculation                                     $'000        $'000      $'000
 Free cash flow before tax                       95,962       9,784      107,428
 Capital expenditure in excess of depreciation:
 Acquisition of property, plant and equipment    33,204       20,350     28,211
 Depreciation - property, plant and equipment    (24,995)     (11,769)   (19,241)
 Capital expenditure in excess of depreciation   8,209        8,581      8,970
 Adjusted free cash flow                         104,171      18,365     116,398

 

Adjusted cash conversion rate

The Adjusted cash conversion rate is the Adjusted free cash flow as a
percentage of the Adjusted profit before tax:

 

                                 Year End     Half Year  Year End

                                 31 December  30 June    31 December
                                 2023         2023       2022
 Calculation                     $'000        $'000      $'000
 Adjusted free cash flow         104,171      18,365     116,398
 Adjusted profit before tax      122,662      60,211     117,720
 Adjusted cash conversion ratio  84.9%        30.5%      98.9%

 

 

Net debt

The Group manages capital by monitoring debt to capital and net debt ratios.
Net debt is calculated as Loans and borrowings (as shown in the Consolidated
statement of financial position) less Cash and cash equivalents, and excludes
Lease liabilities.

 

                                 Year End     Half Year  Year End

                                 31 December  30 June    31 December
                                 2023         2023       2022
 Calculation                     $'000        $'000      $'000
 Loans and borrowings            140,618      59,997     55
 Cash and cash equivalents       (66,083)     (47,632)   (87,339)
 Net debt / (net cash) position  74,535       12,365     (87,284)

 

 

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