REG - LBG Media PLC - Full Year Results and Board Changes
12/04/2023 07:00
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RNS Number : 9463V LBG Media PLC 12 April 2023
12 April 2023
LBG Media plc
("LBG Media", the "Company" or "Group")
Results for the year ended 31 December 2022
and Board changes
LBG Media, the UK-based multi-brand, multi-channel digital youth publisher, is
pleased to report its results for the full year ended 31 December 2022. During
the year, the Group delivered a strong performance, against a challenging
economic backdrop, with key strategic progress being made through expansion of
our global audience and content views, and continued growth in both new and
existing brand partnerships.
Highlights
Business performance measures 2022 (£m) 2021 (£m) Change
Financial:
Revenue
- Direct 27.8 23.7 17%
- Indirect 33.6 29.7 13%
- Other 1.4 1.1 33%
Group Revenue 62.8 54.5 15%
Adjusted EBITDA(1) 15.7 16.8 (6%)
- Adjusted EBITDA margin(1) 25% 31%
Profit before tax 7.3 8.1 (10%)
Cash and cash equivalents 29.3 34.3 (15%)
EPS: 2022 (p) 2021 (p) Change
Basic 2.6 3.0 (13%)
Diluted 2.5 3.0 (17%)
Non - Financial: 2022 2021 Change
Global audience 366m 264m 39%
Content views 98bn 63bn 56%
· Group revenue increased by 15% to £62.8m boosted by a strong
performance in the second half of the year.
o H2 revenue was £38.0m, 21% ahead of the prior year period and created
positive momentum into 2023.
o The strong performance was delivered from both Direct and Indirect income
streams and across the Group's geographies, with record Q4 revenue.
o Direct revenue of £27.8m, +17% YoY (2021: £23.7m) driven by a strong
performance in both the UK and international markets. International revenue
from APAC and Ireland grew by 52% and now represents c.20% of this income
stream.
o Indirect revenue of £33.6m, +13% YoY (2021: £29.7m), with a relatively
much stronger H2 performance, +20% vs prior year (H1: +4%) as a result of the
successful early transition to short form video content demonstrating the
Group's agility to adapt and stay ahead of the market.
· Adjusted EBITDA(1) was £15.7m (2021: £16.8m). This included a
strong H2 performance of £14.1m +48% YoY, as a result of the H2 revenue
growth and swift action taken to restructure the staff cost base in
recognition of the tough macro-economic environment impacting advertising
spend.
Cash and cash equivalents of £29.3m, down £5.0m YoY (2021: £34.3m). The
primary causes of the cash reduction in-year were:
o Weighting of revenue in Q4 2022 resulting in a significant movement in
receivables YoY (£5.2m).
o The cash impact of adjusting items (£2.0m).
o Cash outflow in Q1 2022 to pay the 2021 IPO related liabilities (£2.6m).
o Payment of deferred Australian tax (£1.1m).
o Investing activities including two small bolt on acquisitions (£2.2m).
The cash and cash equivalents as of 11 April 2023 were £33.6m.
Operational Highlights
· Our global audience grew by 39% YoY to 366m, with 98bn content views
in the period, up 56% YoY, following the successful pivot to short form video
and further content diversification.
· Followers on TikTok grew by 72% YoY, diversifying our reach across
platforms. We are now the number one news publisher on TikTok.
· The Group made the difficult decision to reduce its staffing costs in
H2. This involved restructuring the business, including the redundancy of 43
employees. We continue to be well placed to continue to deliver on our
strategy in the future.
· The Group opened its office in New York City, ahead of launching
operations in 2023, expanding its US presence and building on its significant
following, by producing dedicated content for the local audience.
· In 2022, the Group completed two small bolt on acquisitions of social
media pages, increasing its target audience and bringing new genres of content
to the Group's brand portfolio.
· Continued to scale our dedicated youth research panel, LADnation,
which now has more than 55,000 members.
Outlook
In 2022, global digital advertising spend was £541bn(2) and is forecast to
grow at an 8%(2) CAGR over the next three years. Digital accounted for 67%(2)
of the total advertising spend in 2022, with market growth ahead of all other
segments, and is estimated to grow to 73%(2) by 2027.
The Board and wider management team remain focused on the Group's three
strategic pillars for growth; geographic expansion, acquisitions and expansion
of our capabilities.
2023 year to date performance has been positive, continuing the strong
momentum seen in Q4 2022, and the Group remains on track to deliver external
expectations(3) for the full year.
As with prior years, revenue is affected by the seasonality in advertising
spend (typically 40/60), with Adjusted EBITDA even more weighted towards H2
given that operating costs are relatively evenly spread across the year.
Board changes
Tim Croston, Chief Financial Officer, has notified the board of his intention
to retire later this year. Tim will step down as Chief Financial Officer with
immediate effect, however he will remain in the business for a number of
months in order to facilitate a smooth handover to his successor Richard
Jarvis ACMA who joins us from GB Group plc, the AIM-listed digital location,
identity and fraud prevention software experts where he was Group Commercial
Finance Director.
Richard joined GB Group plc in 1996 and has held a number of senior and
executive roles there including Group Financial Controller, Deputy Finance
Director and for the last four years as Group Commercial Finance Director.
During his time with GB Group, Richard managed and developed a global finance
team across UK, USA and APAC, gained significant international growth and
acquisition experience and guided GB Group on performance, commercial
opportunities and risks.
Richard joined the Group on 11 April 2023.
The following information is provided in accordance with Schedule Two (g) of
the AIM Rules for Companies:
Richard Mark Jarvis (aged 49) does not currently hold, nor has held within the
last five years, any Directorships or Partnerships.
Richard holds no shares in the Company.
There is no further information to be disclosed pursuant to Schedule Two (g)
of the AIM Rules for Companies.
CEO, Solly Solomou commented:
"We have made continued financial and operational progress in 2022. H2 was
particularly strong, delivered amid a challenging backdrop, with both our core
revenue streams demonstrating the resilient nature of our business.
"LBG is well positioned to capitalise on the fast-growing digital media
market. We have a diverse range of brands catering to the hard to reach
18-34-year-old demographic, have expanded our capabilities, with our survey
platform LADnation forming an increasingly key part of our offer, and we are
taking advantage of the significant growth opportunity that the US market has
to offer.
We ended 2022 with a great deal of positive momentum, as evidenced by our
record direct revenue performance for Q4, and with this momentum continuing
into 2023 I am excited by what lies ahead for the business."
Chairman, Dave Wilson commented on Board changes:
"The Board would like to thank Tim for his great contribution to the Group's
development in the important period in the years up to and since its
successful IPO in late 2021. We look forward to continuing to work with Tim
during the handover to his successor. I'm pleased to welcome Richard to the
Group who I know well having worked him with previously at GB Group plc. I'm
confident that with his skills and experience of both international growth and
public markets, we will have a worthy successor to Tim."
Notes:
(1) Adjusted EBITDA - profit before interest, tax, depreciation, and
amortisation adjusted for share based payments and adjusting items
(2) Figures are taken from Group M Report, 2022 This Year Next Year
(3) External market consensus for year ending 31 December 2023 is currently:
Revenue £69.3m and Adjusted EBITDA £19.4m.
For further information please contact:
LBG Media plc investors@ladbiblegroup.com
Solly Solomou, Chief Executive Officer
Richard Jarvis, Chief Financial Officer
Clara Melia, Investor Relations
Mark Mochalski, Investor Relations
Zeus Tel: +44 (0) 161 831 1512
(Nominated Adviser & Broker) www.zeuscapital.co.uk (http://www.zeuscapital.co.uk/)
Dan Bate / Nick Cowles / Benjamin Robertson
Media enquiries Tel: +44 (0) 20 7466 5000
Buchanan www.buchanan.uk.com (http://www.buchanan.uk.com/)
Richard Oldworth / Chris Lane / Toto Berger / Jack Devoy
Analyst Presentation
LBG Media plc will be hosting an analyst presentation on Wednesday 12 April
2023 following the release of these results for the year ended 31 December
2022. Attendance is by invitation only. Slides accompanying the analyst
presentation, along with a recording, will be available on the LBG Media plc
website following the event.
Annual Report and Accounts
An electronic copy of the Annual Report and Accounts will be available shortly
on the investor section of the Company's website www.lbgmedia.co.uk
(http://www.lbgmedia.co.uk/) .
Notes to editors
LBG Media is a multi-brand, multi-channel digital youth publisher and is a
leading disrupter in the digital media and social publishing sectors. The
Group produces and distributes digital content across a range of mediums
including video, editorial, image, audio, and experience (virtual and
augmented reality). Since its inception in 2012, the Group has curated a
diverse collection of ten core specialist brands using social media platforms
(primarily Facebook, Instagram, Snapchat, Twitter, YouTube and TikTok) and has
built multiple websites to reach new audiences and drive engagement. Each
brand is dedicated to a distinct popular interest point (e.g. sport, gaming
etc.), which is designed to achieve broader engagement, increase relevance and
ultimately build a loyal community of followers.
The Group operates two core routes to market: Direct revenue, which is
principally generated from the provision of content marketing services to
corporates, brand owners, marketing agencies and other entities such as
government bodies and where the relationship with the client is held directly
by LBG Media; and Indirect revenue, which is generated via a third-party, such
as a social media platform or via a programmatic advertising exchange / online
marketplace, which holds the relationship with the brand owner or agency.
CHAIRMAN'S STATEMENT
It has been another year of progress and expansion for LBG Media, and I'm
pleased to present the Group's Annual Report and Accounts for the year ended
31 December 2022.
Our progress in 2022 has been achieved despite a challenging macro-economic
environment and the Group has continued to deliver on the strategy set out at
the time of our IPO in December 2021.
In addition to our strong performance in our core markets of the UK, Ireland
and Australia, we have made progress across all three pillars of our growth
strategy:
· On geographic expansion, we have started to establish a team in
the US to tap into the significant Direct revenue opportunities that are
available to us in this market;
· On acquisitions, we acquired the social pages of Go Animals,
which we rebranded to Furry Tails, seeing excellent growth since acquisition;
and
· On expanding our capabilities, we have continued to develop our
LADnation research platform, which is now an integral part of the offer we
present to clients.
Given the ongoing macro-economic challenges impacting advertising spend, we
considered it prudent to reduce its cost base in the year (see CEO report) and
following this we are well placed to continue to deliver on our strategy in
the future.
LBG Media continues to produce engaging and relevant content for its youth
audience and the Board and I are delighted with the 25% increase in followers
across our brands, and 62% increase in audience engagements reflecting the
support they have shown us over the past year. Furthermore, the positive
reaction and support we have received around many of our campaigns,
particularly our coverage of the horrific events in Ukraine, show what an
engaged, thoughtful, and caring audience we have.
It is a great privilege to serve as Chair of LBG Media and I would like to
take this opportunity to thank the whole team for their hard work throughout
the year.
Performance Overview
The Group delivered significant revenue growth in 2022, growing revenue by 15%
to £62.8m. Whilst we acknowledge that the Group did not achieve its initial
revenue and profit targets for 2022, we are pleased with our robust
performance given the rapidly changing macro-economic issues affecting the UK
and international markets during the year. Growth in H2 was particularly
strong, across both our Direct and Indirect revenue streams. Adjusted EBITDA
(non-IFRS measure) for the year was down 6% but remains strong at £15.7m.
Profit before tax fell by 10% but held well at £7.3m, despite the challenging
economic environment. A more detailed analysis of our financial results can be
found in the CFO review.
Corporate Governance
The Directors believe in maintaining the highest standards of corporate
governance, and as such, we have complied with the QCA Code since we listed on
AIM in December 2021. We will continue to follow this framework to ensure that
the Group has a strong governance culture and remains a sustainable business
for the long-term.
Board and Our People
We have a talented and diverse Board that is ideally set up to support LBG
Media's growth strategy. I would like to thank the Board for their diligence
and guidance throughout the year.
We continue to work hard to create an inclusive and supportive environment for
all our employees. Alongside introducing new policies and new internal
community groups, I am proud to say that we are above the industry standard 8%
in LGBTQ+ representation at 13% and Disability representation at 12%. We also
continue to meet our diversity target of ensuring 20% of our leadership team
are from an ethnic minority group.
Dividend
The Board understands the importance of dividends to many shareholders, but
given the high-growth nature of the Group, the Directors plan to reinvest much
of the Group's earnings to facilitate this growth. The Board will consider a
progressive dividend policy at the appropriate time.
Outlook
The strong revenue growth (15% YoY) and payroll cost reduction shows the
Group's resilience and adaptability which puts the business in good shape to
deliver continued growth in the years ahead.
The £30m we raised at IPO is still to be deployed, giving us significant
firepower for both acquisitions and organic growth opportunities.
Our teams remain dedicated to our core purpose, to give the youth generation a
voice by creating communities that laugh, think and act. Despite challenging
times, LBG Media continues to deliver and dominate as a leading global media
publisher, through stand out editorial, video, partnerships, original content
and much more. We have a strong foundation for growth in 2023 and beyond.
Dave Wilson
Chairman
Chief Executive's Review
10 years from its creation, LBG Media has grown to become one of the most
exciting media brands in the world.
We are building and engaging with youth audiences globally. We continue to
innovate, creating original, stand out, award-winning content, leading by
example with our employee policies and we are proud to be at the centre of key
cultural moments. 2022 has seen us work with more brands, launch new products
and lead with new formats. We ventured into new geographies, became leaders on
platforms such as TikTok, as well as focusing on exciting acquisition
opportunities.
We remain absolutely focused on our mission to give the youth generation a
voice by building communities that laugh, think and act. This will guide our
progress in the year ahead.
The Group delivered a strong performance in 2022, with revenue up 15% to
£62.8m (2021: £54.5m). Adjusted EBITDA and profit before tax fell by 6% and
10% respectively, but remain robust at £15.7m and £7.3m (2021: £16.8m and
£8.1m). As guided in our interim statement, performance was weighted towards
the second half of the year with the Group benefiting from improving momentum
in both Direct and Indirect revenues.
The second half is typically our strongest period. Our growth in Q4 2022 was
further supported by the FIFA World Cup. This benefited our Direct revenue
performance.
There have been significant macro-economic challenges in 2022 having an impact
on advertising spend and these have contributed towards revenue growth being
lower than expected at the start of the year. We invested in our workforce
over the past few years, with employee numbers in H1 2022 being at a level
consistent with planned revenue growth. With revenue growth being lower than
expected our cost base was too high and, as such, the Group made the difficult
decision to reduce its staffing costs in H2. This involved restructuring the
business, including the redundancy of 43 employees. Whilst this decision was
necessary, we ensured that employees were consulted and treated
compassionately throughout.
We have continued to engage our global audience, which increased by 102m YoY
to over 366m followers as at 31 December 2022. Our audience generated over
98bn content views during the year, up 68% YoY and continued to be highly
engaged, with 1.4bn interactions over the year.
Revenue
Both our core revenue channels, Direct and Indirect, contributed to the
Group's strong growth in 2022. This was despite the challenging economic
conditions. Direct revenue, which is generated from the provision of content
marketing services to marketing agencies and other entities such as government
bodies, grew by £4.1m to £27.8m (2021: £23.7m). During the year, we
undertook significant work with various brands including partnerships with
Muller Rice, John Lewis, Specsavers, Boxpark, Google and Budweiser. Q4 was a
record quarter for Direct revenue, when we worked with a number of clients who
spent increasingly large sums with us during the period.
Indirect revenue, which is generated via third parties, such as social media
platforms (e.g. Facebook, Snapchat, YouTube) through social videos or via
programmatic advertising exchanges/online marketplaces, grew by £3.9m to
£33.6m (2021: £29.7m). The Group's Indirect operations achieved +38% YoY
growth in views with Facebook, along with 42% on YouTube.
The Group is already one of the largest publishers on TikTok with 29m
followers, which presents significant revenue opportunities for LBG Media when
the platform monetises.
With the indirect channel, we have also continued to focus on web editorials
hosted on our websites. LBG Media is now one of the fastest growing news
publishers globally and in December 2022, SPORTbible was the fastest growing
website (source: Press Gazette custom list).
Increasing engagement through our diverse own brand portfolio
In addition to the ongoing strength of LBG Media's brands in the UK, our core
international markets consisting of Australia and Ireland have delivered a
very strong performance in 2022. The performance in Australia was particularly
strong, and included the renewal of the Group's contract with Amazon Prime in
that market.
The data insight capabilities we gain through our research platform,
LADnation, form an integral part of much of our work with its insights
ensuring campaigns are effective and measurable.
LADnation now comprises of c.55,000 people, who form our panel, and enables us
to gain unique insights into consumer thinking in advance of activating
specific campaigns.
LBG Media continues to be a magnet for A list stars. This year, we welcomed
huge names including: The Rock, Tom Holland, Margot Robbie, KSI, Ryan
Reynolds, Raheem Sterling, David Beckham, Saoirse Ronan, Max Verstappen,
Elizabeth Olsen, Zac Efron, Anya Taylor-Joy, Zoe Kravitz, and P!nk to name a
few.
We have continued our focus to ensure we engage effectively with both existing
and new audiences. We are also investing in younger audiences, particularly
those on TikTok, Snapchat and Instagram, which we are already monetising
directly when we work with brands. We are well placed to benefit from indirect
revenues when such opportunities arise on these particular platforms.
Impact and recognition
We have continued to place a great emphasis on having a positive impact by
tackling complex social issues.
This year, our flagship original series 'Minutes With' reached its 100th
episode. The series has championed unheard voices, and has featured plane
crash survivors, a Taliban hostage and a young woman with Tourette's syndrome,
to name a few. At the end of 2022, we created a special episode of Minutes
With featured Laura Nuttall, a terminally ill woman. We wanted to tell Laura's
story and help her tick off an item on her bucket list. LBG Media are
champions of women's sport, and will be putting a huge focus on to this in
2023, so we surprised Laura with a visit from Lioness Chloe Kelly within the
episode.
In 2022, we strived to build further credibility amongst marketing, publishing
and original content industries, as the most innovative, creative and
effective social publisher in the UK. We were recognised across 13 awards,
with wins including being named Commercial Team of the Year twice, at the
Campaign Media Awards and the Drum Online Media Awards. Other wins included
LADTV being named Web Channel of the Year at the Broadcast Digital Awards,
securing three wins for our 'Soldier is a Soldier' campaign with the British
Army which included a win at the Mediaweek Awards, and three awards for our
partnership with Tampax. Additionally, our Data, Intelligence and Planning
team were awarded a win for 'Transformation with Data' at the DATAIQ Awards,
as well as 'Best New Venture' for our consumer research youth panel, LADnation
at the Market Research Awards.
Strategic progress on our three core pillars
Geographies: We have made good progress during 2022, as we prepare to expand
further and monetise our audience in the United States. LBG Media now has six
employees in the US and we have recently rebranded one of our core brands,
UNILAD, to make it more relevant for this market. With US-centric content,
approach and language, the audience for this brand has increased by 1.3m
followers in three months. Our team in the US is focused on educating the
market and speaking to US-based counterparts of brands we already work with in
other geographies. Revenue is anticipated to commence in 2023.
Acquisitions: In May 2022, we completed the small bolt-on acquisition of the
Go Animals Facebook pages, which we rebranded to Furry Tails. Furry Tails is
monetising well with the brand's followers reaching 7.8m this year. In 2022
the Group also acquired the Facebook pages of "Irish Banter" which has since
been rebranded to LADbible Ireland (Facebook). To support our growth
ambitions, in January 2023, we created a new position to be solely responsible
for Acquisitions and have since welcomed our first M&A Director into this
role. Post year-end, in March 2023, we completed the acquisition of the social
media pages and content from Lessons Learned in Life Inc.
Capabilities: The investment into the Group's own website proposition has been
a big area of focus and the Group is already benefiting from an increasing
amount of traffic coming from Google. In addition, LADnation continues to help
us secure business with clients and is now an integral part of our offer.
Outlook
Notwithstanding the cost challenges faced within H1 2022, the KPIs that drove
our strong performance in Q4 have continued into the new financial year, and
website traffic and video numbers are encouraging. Our proven ability to
deliver engaging long and short-form content puts us in a strong position to
benefit from the increasing demand for this in the year ahead. The investment
we have made into our websites has also increased the opportunities for us to
monetise this resource in the year ahead.
We are confident that 2023 will see the efforts of our investment into the US
market start to deliver direct revenues in that geography. The Group has a
healthy pipeline of prospects across all entities, many of which have
significantly larger budgets than we have handled previously.
With the global digital media market forecast to grow by 8% in 2023, (source:
Group M: This Year Next Year report) and LBG Media's position within some of
the fastest growing segments of the digital media market, the Board is
confident that the Group is well positioned to meet market expectations for
2023.
Solly Solomou
Chief Executive
Chief Financial Officer's Review
Highlights
· Strong revenue growth of 15% year on year to £62.8m (2021:
£54.5m).
· Adjusted EBITDA margin of 25% despite economic headwinds (2021:
31%).
· Profit before tax of £7.3m (2021: £8.1m).
· A significant closing cash position, with cash of £29.3m (2021:
£34.3m) after investment in acquisitions of £1.1m and settlement of IPO
related liabilities in year of £2.6m. Net cash outflow from operating
activities of £1.4m (2021: £12.3m inflow).
· The Group remains debt free, aside from IFRS16 lease liabilities.
Revenue
2022 2021 2022 v 2021
£m
%
£m
Direct 27.8 23.7 17%
Indirect 33.6 29.7 13%
Other 1.4 1.1 33%
Revenue 62.8 54.5 15%
Group revenue increased to £62.8m (2021: £54.5m), a 15% increase in
comparison to the prior year. The growth was driven by both primary routes to
market.
Direct revenue grew 17% to £27.8m, as a result of increased activity with new
and existing clients in the UK, Australia and Ireland.
Indirect revenue grew by 13%, primarily driven by a 56% increase in the number
of views totalling 98.4bn (2021: 62.9bn) across web and social video. The
increase in views was a result of continued investment in people in order to
create engaging content across our platforms and publications (Source: Tubular
Labs 2023).
Net operating expenses
The significant operating expenses during the year were:
· Payroll costs excluding share based payments (see below) and
restructuring costs of £24.8m (2021: £21.5m), up 15% due to continued
investment in our team to support the growth of the business.
· Media costs of £7.4m (2021: £4.4m), up 68%, driven by an
increase in content acquisition costs to support view growth, coupled with an
increase in marketing spend post Covid.
· Establishment costs of £5.7m (2021: £4.2m) up 34% due to
investment in our technology infrastructure.
· Production costs of £4.6m (2021: £3.7m), up 26% supporting the
growth of our Direct revenue, coupled with inflationary impact on costs.
· Travel and expenses costs of £1.6m (2021: £1.3m), up 28%, with
the early part of the prior year being suppressed due to Covid restrictions.
Depreciation
Depreciation of £1.6m (2021: £1.3m) was up 23%, mainly reflecting new IFRS16
property leases in international territories.
Amortisation
Amortisation of £0.8m (2021: £0.8m) is consistent with prior year.
Share based payments
Share-based payments costs were £3.6m (2021: £1.5m). Similar to other newly
listed businesses, we introduced long term incentive plan schemes for senior
managers. In addition, all employees across the Group were offered the
opportunity to enter the LADbible share incentive plan within the year.
Key performance indicators ("KPIs")
The board monitors progress of the Group by reference to the following KPIs:
2022 2021 2022 v 2021
£m £m £m %
Financial
Revenue 62.8 54.5 8.3 15%
-Adjusted EBITDA 15.7 16.8 (1.1) (6%)
Adjusted EBITDA as a % of revenue 25% 31%
Profit before tax 7.3 8.1 (0.8) (10%)
Profit before tax as a % of revenue 12% 15%
Non-Financial
Global audience (m)* 366 264 102 39%
Content views (bn)** 98 63 35 56%
Average number of employees (no.) 470 388 82 21%
* Global audience includes social followers and unique website users in
December.
** Content views is annual views of content across all social platforms and
websites.
The definition of what constitutes a view can vary across the social
platforms.
Adjusted EBITDA
Adjusted EBITDA was £15.7m (2021: £16.8m). Adjusted EBITDA fell in the year
due to an investment in the cost base of the business to drive future growth.
Adjusted EBITDA is used for internal performance analysis to assess the
execution of our strategies and is a benchmark that has been used by
management and the investment community to assess the performance of the Group
since IPO. As such, management believe that this adjusted measure is an
appropriate measure to assess the performance of the Group. Note that using
Adjusted EBITDA produces a materially different result to the most closely
related IFRS based metric, being Profit Before Tax. It is therefore important
to understand the nature of any adjusting items, which are discussed below.
Adjusting items
Adjusting items are all items that are not indicative of the underlying
performance of the business. They are adjusted to ensure consistency between
periods. These totalled £2.2m (2021: £4.9m), with the key items summarised
as follows:
· In the year the Group completed a restructuring of its workforce,
the reasons for which are discussed within the CEO report. This included 43
redundancies of permanent employees, alongside the creation of a new team
structure delivering our direct revenue stream, known internally as LAD360
2.0. Costs include termination costs, creative team advisory and legal fees
associated with the restructuring program, totalling £1.6m. The restructure
is viewed to be a one-off exercise and there are no current plans to complete
a similar exercise in the future. As such, these costs are classified as
adjusting items.
· The Group opened its first office in New York in the second half
of 2022. Costs of the initial setup of the US business have been classified as
adjusting items within the year. These costs totalled £0.6m and relate to the
cost of US employees engaged with the setup of the new business (including
their travel and accommodation costs), the incremental costs of employees
seconded to the US business, as well as legal and advisory fees. Initial setup
activities included rebranding of Unilad to target the US market, sourcing
premises and staff recruitment. As all of these costs have been incurred prior
to any US revenue being earned by the company management deem it appropriate
to classify these costs as adjusting items as they are not indicative of the
underlying performance of the business.
· Two significant tax liabilities have been accrued in 2022. Tax
due diligence work prior to the IPO of the Group made a recommendation on
which the business has subsequently acted. This resulted in the Group agreeing
in the year to settle a PAYE liability on behalf of two employees, totalling
£0.2m. As this was a one-off settlement, it has been classified as an
adjusting item. The second tax liability recorded relates to historic
underpaid state payroll taxes in Australia of £0.1m. These liabilities were
identified following a change in tax advisor and a subsequent review of tax
positions. As the quantum of the liability is not indicative of the future
state payroll tax charge, it has been classified as an adjusting item in the
year.
· During the year the Group received £0.3m (2021: £1.2m) from
Bentley Harrington Limited. Consistent with prior periods, amounts received
from Bentley Harrington Limited have been classified as adjusting items
(further detail can be found within note 6).
· Adjusting items in the prior year of £4.9m related to the
advisor fees and administration costs associated with the December 2021 IPO.
All adjusting items are taxable and have been included within the tax charge
at a tax rate of 19%.
Share of JV
Share in joint ventures was £0m (2021: £0.1m), representing our share in the
results of Pubity Group Ltd.
Profit before tax
Profit before tax decreased to £7.3m (2021: £8.1m).
Taxation
The tax charge for the year was £2.0m (2021: £2.9m). In the prior year there
were significant non-deductible IPO related expenses, meaning that the
effective tax rate in the prior year (36%) was higher than the current year
(27%).
Balance sheet
Net assets grew to £61.2m (2021: £52.3m) as a result of Group trading
performance.
Net current assets grew to £43.8m (2021: £37.0m), largely as a result of
Group trading performance.
Trade and other receivables grew to £20.4m (2021: £15.2m), driven by an
increase of accrued income from £5.8m in 2021 to £11.1m in 2022. The
increase was due to a significant increase in Q4 revenue versus the prior
year.
Trade and other payables reduced to £4.3m (2021: £11.2m). This reduction was
driven by three main factors. The first being the settlement in year of IPO
related liabilities accrued at the prior year end, totalling £2.6m. The
second being there is no bonus provision at the period end (2021: £1.1m).
Thirdly, due to the timing of direct revenue campaigns, deferred income has
reduced by £1.1m versus the prior year.
Included in non-current assets are intangible assets of £15.4m (2021:
£14.6m). The majority of this position represents the acquired goodwill and
other separately identified intangible assets from our acquisition of the
UNILAD business in October 2018. In 2022, the Group acquired the 'Go Animals'
Facebook and Instagram social media pages for total consideration of £1.1m,
accounting for the increase in the intangible asset balance in the year.
Cashflow and cash position
Cash at the year-end amounted to £29.3m (2021: £34.4m).
Net cash generated from operations fell to £1.3m (2021: £13.0m). The
decrease was driven by two main factors:
1. Trade and other receivables increased by £5.2m (2021: £2.7m increase),
driven by a significantly improved Q4 revenue performance in 2022 (£24.8m),
versus 2021 (£18.6m).
2. Trade and other payables decreased by £7.0m in the year (2021: £3.8m
increase), following the settlement of IPO related liabilities and bonus'.
Net cash outflows due to investing activities increased to £2.2m (2021:
£0.6m inflow), driven by the acquisition of intangible assets of £1.7m in
the year.
Net cash outflows due to financing activities were £1.5m (2021: inflows
£14.5m). Outflows in 2022 relate solely to lease payments of £1.3m (2021:
£1.1m). In 2021, the Group repaid £13.2m in borrowings, paid £0.3m in
interest and received net inflows from the IPO of £30.0m.
Tim Croston
Chief Financial Officer
Consolidated statement of comprehensive income
Year ended Year ended
31 December 2022 31 December 2021
£'000 £'000
Revenue 62,809 54,502
Net operating expenses (55,810) (46,255)
Expected credit loss reversal 467 -
Operating profit 7,466 8,247
Analysed as:
Adjusted EBITDA1 15,682 16,757
Depreciation (1,633) (1,332)
Amortisation (804) (793)
Share based payment charge (3,552) (1,527)
Adjusting items (2,227) (4,858)
Operating profit 7,466 8,247
-Finance income 18 26
Finance costs (161) (258)
Net finance costs (143) (232)
Share of post-tax profits of equity accounted joint venture - 115
Profit before taxation 7,323 8,130
Income tax expense (1,976) (2,899)
Profit for the financial year attributable to equity holders of the company 5,347 5,231
Currency translation differences (net of tax) 29 -
Profit and total comprehensive income for the financial year attributable 5,376 5,231
to equity holders of the company
Basic earnings per share (pence) 2.6 3.0
Diluted earnings per share (pence) 2.5 3.0
1 Adjusted EBITDA, which is defined as profit before net finance costs, tax,
depreciation, amortisation, share based payment charge and adjusting items is
a non-GAAP metric used by management and is not an IFRS disclosure.
-
Consolidated statement of financial position
Year ended Year ended
31 December 2022 31 December 2021
£'000 £'000
Assets
Non-current assets
Goodwill and other intangible assets 15,436 14,558
Property, plant and equipment 3,670 3,705
Investments in equity-accounted joint ventures 359 359
Other receivables 592 469
Deferred tax asset 260 -
Total non-current assets 20,317 19,091
Current assets
Trade and other receivables 20,370 15,153
Current tax asset 378 -
Cash and cash equivalents 29,268 34,338
Total current assets 50,016 49,491
Total assets 70,333 68,582
Equity
Called up share capital 206 206
Share premium reserve 28,993 28,993
--Accumulated exchange differences 29 -
Retained earnings 31,998 23,082
Total equity 61,226 52,281
Liabilities
Non-current liabilities
Non-current lease liability 1,960 2,648
Provisions 540 209
Deferred tax liability 394 920
Total non-current liabilities 2,894 3,777
Current liabilities
Current lease liability 1,282 1,111
Trade and other payables 4,295 11,209
Current tax liabilities 636 204
Total current liabilities 6,213 12,524
Total liabilities 9,107 16,301
Total equity and liabilities 70,333 68,582
( )
Consolidated statement of cash flows
Year ended Year ended
31 December 2022 31 December 2021
£'000 £'000
Net cash flow from operating activities
Profit for the financial year 5,347 5,231
Income tax 1,976 2,899
Net interest expense 143 232
Share of post-tax profits of equity accounted joint venture - (115)
Operating profit 7,466 8,247
Depreciation charge 1,633 1,332
Amortisation of intangible assets 804 793
Share based payments 3,552 1,527
Loss on disposal 21 -
Decrease in Directors' loan account - 53
Provisions - 3
Increase in trade and other receivables (5,210) (2,730)
(Decrease) / increase in trade and other payables (6,971) 3,779
Cash generated from operations 1,295 13,004
Tax paid (2,693) (678)
Net cash generated from operating activities (1,398) 12,326
Cash flows from investing activities
Purchase of intangible assets (1,675) (295)
Purchase of property, plant and equipment (544) (353)
Repayment of loan - 1,204
Loans to Directors - (2,700)
Repayment of loan by Directors - 2,700
Net cash used in investing activities (2,219) 556
Cash flows from financing activities
Repayment of borrowings - (13,200)
Lease payments (1,227) (1,055)
Lease deposits paid (105) -
Costs incurred on IPO charged to share premium - (990)
Proceeds from share issue - 30,000
Proceeds from share options vested - 14
Interest paid (121) (250)
Net cash used in financing activities (1,453) 14,519
Net (decrease)/increase in cash and cash equivalents (5,070) 27,401
Cash and cash equivalents at the beginning of the year 34,338 6,937
Cash and cash equivalents at the end of the year 29,268 34,338
Consolidated statement of changes in equity
Share capital Share premium
£'000 £'000
Accumulated Retained earnings
exchange differences £'000 Total equity
£'000 £'000
Balance as at 1 January 2021 - 63 - 14,154 14,217
Profit for the financial year - - - 5,231 5,231
Total comprehensive income for the year - - - 5,231 5,231
Share based payments - - - 1,527 1,527
Deferred tax on share options - - - (318) (318)
Current tax deduction on exercise of share options - - - 2,600 2,600
Initial public offering - IPO costs to share premium - (990) - - (990)
Shares issued on incorporation - - - - -
Share for share exchange and capital reduction 302 - - (302) -
Exercise of share options 14 - - - 14
Share issue on IPO 17 29,983 - - 30,000
Share repurchase and reduction of share premium (127) (63) - 190 -
Total transactions with owners, recognised directly in equity 206 28,930 - 3,697 32,833
Balance as at 31 December 2021 and 1 January 2022 206 28,993 - 23,082 52,281
Profit for the financial year - - - 5,347 5,347
Currency translation differences (net of tax) - - 29 - 29
Total comprehensive income for the year - - 29 5,347 5,376
Share based payments - - - 3,552 3,552
Deferred tax on share options - - - 17 17
Total transactions with owners, recognised directly in equity - - - 3,569 3,569
Balance as at 31 December 2022 206 28,993 29 31,998 61,226
Going concern
The Company generated profit after tax of £5.3m during the year ended 31
December 2022 (2021: £5.2m) and, at that date, the Company's total assets
exceeded its total liabilities by £61.2m (2021: £52.3m) and it had net
current assets of £43.8m (2021: £37.0m).
The financial statements have been prepared on a going concern basis. In
determining the appropriate basis of preparation of the financial statements,
the Directors have considered whether the Company can continue in operational
existence for the foreseeable future.
The Directors have considered the principle risks and uncertainties with
respect to their assessment of going concern, none of which in the opinion of
the Directors give rise to specific risk to the going concern status of the
Company. In particular reliance on key individuals and relationships with
social media platforms do not give rise to any concerns with respect to
projected trading in the forthcoming 12 months.
The appalling and concerning events in Ukraine have affected us all on a
personal basis. As a Group we have no significant revenue or costs associated
with Russia or Ukraine. We will continue to closely monitor the ongoing
situation and impact on the Group. We will also continue to monitor the
increased inflation rate and potential impending recession and the impact this
may have on the Group.
Whilst acknowledging the negative impact that the covid-19 pandemic may
continue to have on the UK economy for 2023 and beyond, having consulted with
stakeholders extensively during the last few years, including banks, staff and
customers, the Directors consider the Group to be in a strong and well
prepared position and are confident in the market outlook.
The Group will continue to monitor the latest position regarding country
restrictions on TikTok. Whilst the Group has grown significant audiences on
TikTok the platform is currently is not contributing significantly to revenue
or costs.
Given the significant cash reserves within the Group and the strong net
current and total net asset position, there is not considered to be a
plausible scenario where the Group would cease to trade as a going concern
within 12 months of the date of these financial statements. The Directors have
run an extreme downside sensitivity scenario at 30% of forecast 2023 / 2024
revenue and including the current cash balance the Group would still have
sufficient cash beyond 30 June 2024.
Revenue
The trading operations of the Group are in the online media publishing
industry and are all continuing. All assets of the Group reside in the UK with
the exception of £904k of property, plant and equipment held in Australia
(2021: £318k), £44k held in Ireland (2021: £nil), and £15k held in US
(2021: £nil).
Analysis of revenue
The Group's revenue and operating profit relate entirely to its principal
activity. Note that gross margin is not assessed separately for the revenue
streams below.
The analysis of revenue by stream is:
2022 2021
£'000 £'000
Direct 27,806 23,734
Indirect 33,601 29,716
Other 1,402 1,052
62,809 54,502
The geographical analysis of revenue by customer location is:
2022 2021
£'000 £'000
United Kingdom 23,579 19,697
Ireland 25,485 25,311
Australia 4,476 2,781
US 7,102 5,729
Rest of the World 2,167 984
62,809 54,502
Note that the revenue allocated to the US is generated by UK entities within
the Group and not the newly set up US operations, where revenue is expected to
be first generated in 2023.
Major customers
In 2022 there were 2 major customers that individually accounted for at least
10% of total revenue (2021: 1) (Customer A: 33% and Customer B: 11%) (2021:
Customer A: 38%). The total revenues relating to these customers in 2022 were
£27,623k (2021: £20,675k).
Management have assessed the classification of the social agency revenue
stream and concluded that this should be recognised within Direct rather than
Other revenue. This is because social agency contracts are direct with the
customer and involve all elements typically seen in the Direct revenue stream.
For comparability purposes a prior period reclassification has been made to
the 31 December 2021 results.
Adjusting items
A breakdown of adjusting items is provided below:
2022 2021
£'000 £'000
Initial public offering (IPO) related costs - 4,882
Amounts recoverable from Bentley Harrington (335) (24)
Restructuring 1,571 -
US Setup costs 626 -
Tax settlements 365 -
Total adjusting items 2,227 4,858
Initial public offering ('IPO') related costs
IPO costs relate to the Group's admission to AIM in December 2021, which
include £3,223k of adviser fees and commission, £581k in relation to Company
bonuses that were contingent on the transaction, £476k in relation to tax and
restructuring advice, £376k on legal advisory and £226k of other IPO related
costs. Note that £990k of IPO related costs have been debited to share
premium in addition to the amount disclosed as adjusting items above. £4,828k
of the total IPO related costs (including those debited to share premium) were
paid during the year ended 31 December 2021. The remaining balance was settled
within 2022, leaving £nil unpaid at the year end.
Amounts recoverable from Bentley Harrington Limited
At the end of 2020 a receivable of £1,180k was recorded as an asset. This
relates to amounts due from Bentley Harrington Limited - a company in
administration. In October 2018, the group had acquired a loan from a creditor
of Bentley Harrington Limited of £5,000k.
The receivable at the end of 2020 was in relation to this loan. In
2021,£1,204k was received from the administrators of Bentley Harrington
Limited, being £24k more than the amount included as receivable at 31
December 2020. Consistent with prior years, the £24k difference was then
recorded as an adjusting item (as the receipt was in relation to transactions
outside the normal course of business). Within 2022 a further receipt of
£335k was received relating to statutory interest not accrued at the end of
2021. Again, this was recognised as an adjusting item.
Restructuring
In 2022 the Group completed a restructuring of its workforce. Details of the
restructure can be found in the CFO report.
US Setup costs
In 2022, the Group opened its first office in the United States, in New York.
Costs in relation to the initial setup of the US business have been classified
as adjusting items within the year. Details of these costs can be found in the
CFO report.
Tax settlements
Two significant tax settlements have been made in 2022. Details of these costs
can be found in the CFO report.
Earnings per share
There is no difference between profit as disclosed within the statement of
comprehensive income and earnings used within the earnings per share
calculation for the reporting periods.
Basic earnings per share calculation:
2022 2021
Earnings per share from continuing operations
Earnings, £'000 5,347 5,231
Number of shares, number 205,714,289 176,682,740
Earnings per share, pence 2.6 3.0
Diluted earnings per share calculation:
2022 2021
Diluted earnings per share from continuing operations
Earnings, £'000 5,347 5,231
Number of shares, number 211,879,344 177,177,443
Diluted earnings per share, pence 2.5 3.0
Reconciliation from weighted average number of shares used in basic earnings
per share to diluted earnings per share:
2022 2021
Number of shares in issue at the start of the period 205,714,289 174,951,429
Effect of shares issued in period - 1,731,311
Weighted average number of shares used in basic earnings per share 205,714,289 176,682,740
Employee share options 6,165,055 494,703
Weighted average number of shares used in diluted earnings per share 211,879,344 177,177,443
Share based payments
The Group operated a number of share based remuneration schemes for employees
prior to the initial public offering ('IPO') and a number of schemes post-IPO.
These have been summarised below.
Pre-IPO share based remuneration schemes
Prior to the IPO, LADbible Group Limited had a number of share option
agreements with Directors. All of these agreements had employment conditions
attached and vested over the period to an 'exit event'. An 'exit event' is
defined as a sale of the business, through private sale or listing. All of the
'Pre-IPO' share options vested upon IPO.
Post-IPO share based remuneration schemes
Following the IPO, the Group implemented Long Term Incentive Plans for the
Executive Directors, Non-Executive Directors and Key Management Personnel.
2021 Share Schemes
In 2021 a number of new share schemes were implemented, as summarised below.
Scheme Summary
Long Term Incentive Plan - The Long Term Incentive Plan awards for the Executive Directors were granted
Executive Directors on 23 December 2021, and vest subject to revenue and adjusted EBITDA margin
performance conditions ('base'). The Long Term Incentive Plan awards are also
subject to a multiplier based on absolute TSR performance ('stretch'). The
overall award was granted as a combination of nil cost options over LBG Media
plc shares and an award of A shares in LBG Holdco Limited, in respect of the
base and stretch amounts respectively. The A shares in LBG Holdco Limited will
convert to LBG Media plc shares on exercise.
Non-Executive Director Awards Awards were granted to certain Non-Executive Directors prior to, but
conditional on, Admission which vest on the second anniversary of Admission
subject to continued employment and no further performance conditions.
Key Management Personnel Award Awards were also granted to a member of Key Management Personnel under the
Long Term Incentive Plan on the Date of Admission (15 December 2021) which
vest on 17 September 2022, with no employment conditions attached. Awards were
granted to a member of KMP which vested immediately on 15 December 2021, with
no performance conditions attached.
2022 Share Schemes
In the year, a number of new share schemes were implemented, as summarised
below.
Scheme Summary
UK Share Incentive Plan A total of 738,660 awards were granted to employees on 19 January 2022,
subject to continued employment, which vest after three years.
Long Term Incentive Plan - A total of 418,212 awards were granted to senior employees on 12 January 2022,
Senior Managers subject to revenue performance conditions and an Adjusted EBITDA margin
underpin.
A further 418,212 awards were also granted subject to a Total Shareholder
Return (TSR) multiplier. Vesting is after three years and is contingent upon
continued employment.
LADbible Incentive Plan A total of 559,008 awards were granted on 13 January 2022, with a further
issue of 17,045 awards on 25 February 2022, to senior employees subject to
revenue performance conditions and an Adjusted EBITDA margin underpin. Vesting
is after three years and is contingent upon continued employment.
Australia Share Incentive Plan A total of 78,584 awards were granted to employees on 26 May 2022, subject to
continued employment, which vest after three years.
Ireland Share Incentive Plan A total of 13,668 awards were granted to employees on 26 May 2022, subject to
continued employment, which vest after three years.
Save as you Earn (SAYE) The SAYE awards are options with an exercise price of 133.56p. The completion
Incentive Plan date for the SAYE is three years from the contract start date of 1 July 2022.
All employees
were offered the opportunity to join the SAYE scheme in 2022.
In 2023 the Group will reassess the vesting conditions for the following
schemes: Long Term Incentive Plan - Executive Directors; Long Term Incentive
Plan - Senior Managers; and LADbible Incentive Plan. At the present growth
trajectory none of the options will vest.
The post IPO share based remuneration schemes have market based vesting
conditions included within the assumptions.
2022 2022 2021 2021
Weighted average Number Weighted average Number
exercise price (£)
exercise price (£)
Outstanding at 1 January 2 4,438,243 10 136,200
Granted during the year 1 2,811,421 2 4,438,243
Forfeited during the year (1) (1,084,609) - -
Exercised during the year - - 10 (136,200)
Outstanding at 31 December 2 6,165,055 2 4,438,243
Summary of the Above - Split by Scheme:
Long Term Incentive Plan - Executive Directors
2022 2022 2021 2021
Weighted average Number Weighted average Number
exercise price (£)
exercise price (£)
Outstanding at 1 January 1 1,189,280 - -
Granted during the year - - 1 1,189,280
Forfeited during the year (1) (289,284) - -
Exercised during the year - - - -
Outstanding at 31 December 1 899,996 1 1,189,280
Non-Executive Director Awards
2022 2022 2021 2021
Weighted average Number Weighted average Number
exercise price (£)
exercise price (£)
Outstanding at 1 January 2 2,459,098 - -
Granted during the year - - 2 2,459,098
Forfeited during the year - - - -
Exercised during the year - - - -
Outstanding at 31 December 2 2,459,098 2 2,459,098
Key Management Personnel Award
2022 2022 2021 2021
Weighted average Number Weighted average Number
exercise price (£)
exercise price (£)
Outstanding at 1 January 2 789,865 - -
Granted during the year - - 2 789,865
Forfeited during the year - - - -
Exercised during the year - - - -
Outstanding at 31 December 2 789,865 2 789,865
UK Share Incentive Plan
2022 2022 2021 2021
Weighted average Number Weighted average Number
exercise price (£)
exercise price (£)
Outstanding at 1 January - - - -
Granted during the year 2 738,660 - -
Forfeited during the year (2) (227,280) - -
Exercised during the year - - - -
Outstanding at 31 December 2 511,380 - -
Long Term Incentive Plan - Senior Managers
2022 2022 2021 2021
Weighted average Number Weighted average Number
exercise price (£)
exercise price (£)
Outstanding at 1 January - - - -
Granted during the year 1 836,424 - -
Forfeited during the year (1) (302,141) - -
Exercised during the year - - - -
Outstanding at 31 December 1 534,283 - -
LADbible Incentive Plan
2022 2022 2021 2021
Weighted average Number Weighted average Number
exercise price (£)
exercise price (£)
Outstanding at 1 January - - - -
Granted during the year 2 576,053 - -
Forfeited during the year (2) (111,051) - -
Exercised during the year - - - -
Outstanding at 31 December 2 465,002 - -
Australia Share Incentive Plan
2022 2022 2021 2021
Weighted average Number Weighted average Number
exercise price (£)
exercise price (£)
Outstanding at 1 January - - - -
Granted during the year 2 78,584 - -
Forfeited during the year (2) (7,144) - -
Exercised during the year - - - -
Outstanding at 31 December 2 71,440 - -
Ireland Share Incentive Plan
2022 2022 2021 2021
Weighted average Number Weighted average Number
exercise price (£)
exercise price (£)
Outstanding at 1 January - - - -
Granted during the year 2 13,668 - -
Forfeited during the year - - - -
Exercised during the year - - - -
Outstanding at 31 December 2 13,668 - -
Save as you Earn (SAYE) Incentive Plan
2022 2022 2021 2021
Weighted average Number Weighted average Number
exercise price (£)
exercise price (£)
Outstanding at 1 January - - - -
Granted during the year 1 568,032 - -
Forfeited during the year (1) (147,709) - -
Exercised during the year - - - -
Outstanding at 31 December 1 420,323 - -
The exercise price of options outstanding at 31 December 2022, ranged between
£0.45 and £1.94 (2021: £0.95 and £1.75).
The schedule above has been updated to reflect the option holders in LADbible
Group Limited converting their options to options in LBG Media PLC (i.e. post
share split to a factor of 192).
Of the total number of options outstanding at 31 December 2022, 789,865 vested
and were exercisable (2021: 526,577).
The following information is relevant to the determination of the fair value
of options granted during the year under equity settled share based
remuneration schemes operated by the Group.
2022 2021
£ £
Equity settled
Option pricing model used Monte-Carlo Monte-Carlo
Weighted average share price at grant date 1.61 1.62
Weighted average contractual life (in days) 837 985
Expected volatility 40% 40%
Expected dividend growth rate - -
Summary of the Above - Split by Scheme:
Long Term Incentive Plan - Executive Directors
2022 2021
£ £
Equity settled
Option pricing model used Monte-Carlo Monte-Carlo
Weighted average share price at grant date 1.45 1.45
Weighted average contractual life (in days) 1,105 1,105
Expected volatility 40% 40%
Expected dividend growth rate - -
Non-Executive Director Awards
2022 2021
£ £
Equity settled
Option pricing model used Monte-Carlo Monte-Carlo
Weighted average share price at grant date 1.75 1.75
Weighted average contractual life (in days) 730 730
Expected volatility 40% 40%
Expected dividend growth rate - -
Key Management Personnel Award
2022 2021
£ £
Equity settled
Option pricing model used Monte-Carlo Monte-Carlo
Weighted average share price at grant date 1.75 1.75
Weighted average contractual life (in days) 92 92
Expected volatility 40% 40%
Expected dividend growth rate - -
UK Share Incentive Plan
2022 2021
£ £
Equity settled
Option pricing model used Monte-Carlo -
Weighted average share price at grant date 1.94 -
Weighted average contractual life (in days) 1,096 -
Expected volatility 40% -
Expected dividend growth rate - -
Long Term Incentive Plan - Senior Managers
2022 2021
£ £
Equity settled
Option pricing model used Monte-Carlo -
Weighted average share price at grant date 1.29 -
Weighted average contractual life (in days) 1,040 -
Expected volatility 40% -
Expected dividend growth rate - -
LADbible Incentive Plan
2022 2021
£ £
Equity settled
Option pricing model used Monte-Carlo -
Weighted average share price at grant date 1.94 -
Weighted average contractual life (in days) 1,094 -
Expected volatility 40% -
Expected dividend growth rate - -
Australia Share Incentive Plan
2022 2021
£ £
Equity settled
Option pricing model used Monte-Carlo -
Weighted average share price at grant date 1.60 -
Weighted average contractual life (in days) 1,096 -
Expected volatility 40% -
Expected dividend growth rate - -
Ireland Share Incentive Plan
2022 2021
£ £
Equity settled
Option pricing model used Monte-Carlo -
Weighted average share price at grant date 1.60 -
Weighted average contractual life (in days) 1,096 -
Expected volatility 40% -
Expected dividend growth rate - -
Save as you Earn (SAYE) Incentive Plan
2022 2021
£ £
Equity settled
Option pricing model used Monte-Carlo -
Weighted average share price at grant date 0.58 -
Weighted average contractual life (in days) 1,133 -
Expected volatility 40% -
Expected dividend growth rate - -
The volatility assumption, measured at the standard deviation of expected
share price returns, is based upon a statistical analysis of daily share
prices for comparable listed media businesses over the three-year
'Pre‑covid-19' period, being the three years prior to 1 January
2020.
It is considered that volatility levels during covid-19 will not be
representative of likely volatility over the vesting period, hence
Pre-covid-19 volatility levels are considered more appropriate.
The share based remuneration expense for the year is as follows:
2022 2021
£'000 £'000
Equity settled schemes 3,552 1,527
The Company only share based remuneration expense in the year, relating to the
Non-Executive Director remuneration schemes only was £2,490k (2021: £nil).
The Group did not enter into any share based payment transactions with parties
other than employees during the current or prior period.
Called up share capital
A1 A2 B C A Deferred Ordinary shares Total Total
shares
Ordinary Ordinary shares Ordinary shares Ordinary shares Ordinary
Number Number £
shares
shares Number
Number Number Number
Number Number
At 1 January 2021 2,541 7,459 4,671 438 - - - 15,109 151
Re-designation in - - - - 1 - - 1 60
the year
Issued during 505,659 1,484,341 929,529 87,162 (1) - - 3,006,690 181,307,789
the year
Share issued on incorporation - - - - - - - - (181,005,820)
Share split - - - 15,800 120,400 - - 136,200 13,620
Capital reduction 50,311,800 147,688,200 147,688,200 92,485,800 10,236,600 11,919,600 - - 312,642,000 -
Subdivision of shares (50,820,000) (149,180,000) (93,420,000) (10,340,000) (12,040,000) 127,228,571 188,571,429 - -
Re-designation in - - - - - - 17,142,860 17,142,860 17,143
the year
Shares issued on IPO - - - - - (127,228,571) - (127,228,571) (127,229)
Balance at - - - - - - 205,714,289 205,714,289 205,714
31 December 2021
and
31 December 2022
Post year end, on 14 February 2023, the Company issued 9,000 new ordinary
shares of £0.001 each. On 4 April 2023, a further 9,000 new ordinary shares
of £0.001 each were issued. Both of these share issues were following the
exercise of options granted under the Company's Long Term Incentive Plan (Key
Management Personnel Award).
For details on the above transactions please refer to the 2021 Annual Report.
Subsequent events
On 20 March 2023 LADbible US Inc. acquired the social media accounts, social
media content, domain names, website, intellectual property licenses, third
party rights and records from Lessons Learned in Life Inc. for a total value
of CAD $700k. This acquisition of assets is consistent with previous
acquisitions made (such as Go Animals in 2022), with the assets being recorded
as intangible assets in 2023.
Cautionary Statement
Certain statements included or incorporated by reference within this
announcement may constitute "forward-looking statements" in respect of the
Group's operations, performance, prospects and/or financial condition.
Forward-looking statements are sometimes, but not always, identified by their
use of a date in the future or such words and words of similar meaning as
"anticipates", "aims", "due", "could", "may", "will", "should", "expects",
"believes", "intends", "plans", "potential", "targets", "goal" or "estimates".
By their nature, forward looking statements involve a number of risks,
uncertainties and assumptions and actual results or events may differ
materially from those expressed or implied by those statements. Accordingly,
no assurance can be given that any particular expectation will be met and
reliance should not be placed on any forward-looking statement. Additionally,
forward-looking statements regarding past trends or activities should not be
taken as a representation that such trends or activities will continue in the
future. No responsibility or obligation is accepted to update or revise any
forward-looking statement resulting from new information, future events or
otherwise. Nothing in this announcement should be construed as a profit
forecast. This announcement does not constitute or form part of any offer or
invitation to sell, or any solicitation of any offer to purchase any shares or
other securities in the Company, nor shall it or any part of it or the fact of
its distribution form the basis of, or be relied on in connection with, any
contract or commitment or investment decisions relating thereto, nor does it
constitute a recommendation regarding the shares or other securities of the
Company. Past performance cannot be relied upon as a guide to future
performance and persons needing advice should consult an independent financial
adviser. Statements in this announcement reflect the knowledge and information
available at the time of its preparation. Liability arising from anything in
this announcement shall be governed by English law. Nothing in this
announcement shall exclude any liability under applicable laws that cannot be
excluded in accordance with such laws.
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