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RNS Number : 4486U  Mind Gym PLC  03 December 2021

03 December 2021

Mind Gym PLC

 

("Mind Gym", the "Group" or the "Company")

 

Half year results for the six months ended 30 September 2021

 

Strong increase in digitally enabled revenues and gross margin compared to
pre-COVID

 

Mind Gym (AIM: MIND), the global provider of human capital and business
improvement solutions, announces its half year results for the six months
ended 30 September 2021.

 

Key Financials

                                          6 months to 30 Sept 2021  6 months to 30 Sept 2020  6 months to 30 Sept 2019  12 months to 31 Mar 2021 (FY21)  Change (H1 FY22 v H1 FY21)  Change (H1 FY22 v H1 FY20)

                                          (H1 FY22)                 (H1 FY21)                 (H1 FY20)
 Revenue                                  £24.1m                    £14.5m                    £23.9m                    £39.4m                           +67%                        +1%
 Digitally enabled(1) revenue             £19.5m                    £10.3m                    £7.1m                     £30.5m                           +89%                        +175%
 Gross profit margin                      85.9%                     88.3%                     78.8%                     87.4%                            -2.4 pps                    +7.1pps
 Adjusted PBT(2,3)                        £17k                      £(1.3m)                   £3.9m                     £0.3m                            n/a                         n/a
 Adjusted EBITDA                          £0.7m                     £(0.8m)                   £4.2m                     £1.6m                            n/a                         -152%
 Statutory (loss)/profit before tax       £0m                       £(2.0m)                   £3.9m                     £(0.4m)                          n/a                         n/a
 Diluted EPS                              (0.01p)                   (1.58p)                   3.06p                     (0.23p)                          n/a                         n/a
 Adjusted(2,3) Diluted EPS                (0.01p)                   (1.04p)                   3.06p                     0.30p                            n/a                         n/a
 Total Dividend per share(4)              -                         -                         0.9p                      -                                n/a                         n/a
 Cash at bank                             £12.0m                    £14.5m                    £10.7m                    £16.8m                           -17%                        +12%
 Cash used in/ generated from operations  £(1.2m)                   £1.1m                     £4.3m                     £5.9m                            n/a                         -128%
 Capital Expenditure                      £2.8m                     £1.4m                     £0.1m                     £3.2m                            +100%                       +270%

 

(1)Digitally enabled revenue comprises revenue from our digital products and
revenue from delivery of virtual sessions.

(2)Adjustments include restructuring costs in FY21. A reconciliation of these
adjustments is shown in Note 6.

(3) Adjustments have been updated to exclude share-based payments, in line
with the presentation of FY21 results. As a result, the adjusted figures for
the six months ended 30 September 2019 have been restated to provide a direct
comparative.

(4)FY20 dividend of 0.9p reflects interim dividend only and no final dividend.

(5) Adjusted EBITDA cash conversion defined as Adjusted cash generated from
operations/Adjusted EBITDA.

 

Overview

 

·      Revenue bounced back to ahead of pre-COVID levels at £24.1m, up
by 67% (76% in constant currency) on prior year and 1% (7% on a constant
currency basis) on the same period two years ago.

·      Digitally-enabled revenue increased 175% on pre-COVID levels to
£19.5m, (H1 FY20: £7.1m) to represent 81% of total revenue (H1 FY20: 30%),
reflecting growth in both digital products and live virtual deliveries:

o  Existing on demand digital product revenue grew by 44% to £2.7m (£1.9m)
to represent 11% of total revenue (H1 FY20: 8%).

o  Live virtual deliveries grew by 224% to £15.9m, whilst face to face
delivery has been limited by COVID restrictions H1 FY20: £4.9m)

o  Strong feedback reflected in a 2% increase in participants rating courses
as "Excellent" to 54% (H1 FY 20: 52%).

·      Our new digital 1:1 coaching platform "Performa", which delivers
high impact, precision coaching at scale using a proprietary methodology, will
launch in the New Year, with a first client already signed up and with strong
prospective interest. Our second new digital product, DXP (Digital Content
Experience) will launch in FY23, as we focussed resource on Performa whilst
actively seeking to recruit further digital expertise.

·      Innovation investments include:

o  Our new DEI white paper "The Inclusion Solution" and associated products
launched in H1 FY22, with DEI accounting for 35% of revenues (H1 FY21: 19%, H1
FY20: 13%).

o  Hybrid working webinars with supporting products available in H2 FY22.

o  Our new point of view on leadership development was launched at the recent
CHRO summit to critical acclaim.

o  Our new point of view on wellness is on track to launch in H2 FY22.

o  Academic Board boosted with new members; Tessa West, PhD, and Dr Jay Van
Bavel.

·      Repeat revenue(6)  represented 92% of Group revenue, returning
to pre-COVID levels (H1 FY21: 87%, H1 FY20: 92%).

·      Gross margin increased by 7.1 percentage points from H1 FY20 to
85.9% due to higher digital and virtual revenues.

·      Adjusted(2) profit before tax of £17k (H1 FY20: £3.9m) in line
with full year expectations as we continue to reinvest,

·      Cash balance remains strong at £12.0 million (H1 FY21: £14.5m)
due to continued working capital improvements, supporting a further £2.8m of
capital investment, of which £2.4m related to new digital products in H1
FY22.

·      In line with our strategy to focus on investing in digital for
future growth, no interim dividend will be paid.

 

(6)Repeat revenue is defined as revenue from clients that have purchased
products during a comparative period in one or more of the previous three
years.

 

Separately announced today

 

Mind Gym is also pleased to announce the appointment of Dominic Neary to the
Board with effect from today and that he will assume the role of Chief
Financial Officer of the Company from 1 January 2022. Dominic will be
replacing Richard Steele who has been the Chief Financial Officer of Mind Gym
since before its IPO in 2018. Dominic brings a wealth of relevant experience
gained from senior finance roles at high growth digital and international
companies. The Board wishes to express its gratitude and appreciation to
Richard for the significant role he has played in the Company's growth and
development and wishes him all the best for the future.

 

Current Trading & Outlook

 

The second half of the year has continued to see growth on FY20. We expect
revenues to continue to increase on pre-COVID levels as we maintain our
investment strategy to deliver long-term, sustainable growth with our first
new digital product, Performa launching in Q4 FY22 and our new digital
platform, DXP, which is in the middle of Beta trials, to be launched in FY23.
 We face uncertainty as we enter Q4 with an increase in reported rates of
COVID infections and the possible impact of the Omicron variant which may
affect client decision making. Nonetheless, Mind Gym has demonstrated
significant adaptability and resilience to date and remains focused on the
delivery of its leading client solutions. Our expectations for the full year
therefore remain broadly unchanged.

 

Octavius Black, Chief Executive Officer of Mind Gym, said:

 

"I am delighted to see the bounce back of revenue ahead of pre-COVID levels.
Our digital strategy remains on track and our clients' responses to the first
of our new digital products, Performa, are extremely positive. COVID still
presents challenges which may impact buying including the "Great Resignation",
a potential return to lockdown which has already begun in some European
countries and inflationary pressure. However, we have demonstrated our ability
to continue to grow revenues in a virtual world with a strong digitally
enabled proposition, and Mind Gym remains well placed to adapt and prosper in
the vast, growing and rapidly evolving corporate change, learning and wellness
market."

 

 

Enquiries:

 

 Mind Gym plc                                     +44 (0)20 7376 0626

 Octavius Black, Chief Executive Officer

 Richard Steele, Chief Financial Officer

  ( )
 Liberum (Nominated Adviser and Sole Broker)      +44 (0)20 3100 2000

 Bidhi Bhoma

 Nick How

 Kane Collings

 MHP (for media enquiries)                        +44 (0)20 3123 8572

 Reg Hoare                                        mindgym@mhpc.com

 Katie Hunt

 Florence Mayo

 

 

About Mind Gym

 

Mind Gym is a company that delivers business improvement solutions using
scalable, proprietary products which are based on behavioural science. The
Group operates in three global markets: business transformation, human capital
management and learning & development.

Mind Gym is quoted on the London Stock Exchange Alternative Investment Market
(ticker: MIND) and headquartered in London. The business has offices in
London, New York and Singapore.

Further information is available at www.themindgym.com

 

Half Yearly report

 

Business overview

 

As H1 FY21 was impacted by COVID-19, performance is mainly compared to H1 FY20

 

Revenues in the first six months to 30 September 2021 increased 7% in constant
currency on pre-COVID levels compared to the same period two years ago. The
strengthening of sterling meant the actual reported revenue increase was 1%.
There was a greater recovery in the US (+12%) where the leadership and other
investments are more advanced than in EMEA where revenues increased 1%.

 

Repeat revenue remained strong at 92% (H1 FY20: 92%) and we continued to be
well diversified across many sectors, led by technology, financial services
and pharma.

 

Revenue from the Group's top 25 clients contributed 47% of revenue which was
in line with the 46% seen for the same period in FY20 as we returned to
delivering larger sized projects.

 

Digitally-enabled revenue increased 175% on pre-COVID levels to £19.5m, (H1
FY20: £7.1m) to represent 81% of total revenue (H1 FY20: 30%). Existing on
demand digital product revenue grew by 44% to £2.7m (£1.9m) to represent 11%
of total revenue (H1 FY20: 8%). Live virtual deliveries grew by 224% to
£15.9m with only 3% returning to face to face delivery. Our feedback scores
continue to give comfort that participants' experience of virtual can be as
good, if not better, than face to face. There was a 2% increase in
participants rating courses as "Excellent" to 54% during the period (H1 FY 20:
52%). We have taken steps to protect our gross profit margin should clients
choose to switch a proportion of deliveries back to face to face by increasing
face to face prices.

 

We continue to invest in new digital products. "Performa" is a 1:1 coaching
platform that delivers high impact, precision coaching at scale using a
proprietary methodology and will launch in the New Year. It builds on the
expertise the Group has developed over 20 years in delivering live sessions to
multi-participant audiences and harnesses the latest technology. Our second
new digital product DXP (Digital Content Experience) will launch in FY23, as
we focussed resource on Performa whilst actively seeking to recruit further
digital expertise.

 

Innovation has accelerated following increased investment. Our new DEI point
of view "The Inclusion Solution" and associated products has supported
revenues from DEI of 35% of total revenues in the period (H1 FY20: 13%),
increasing 175% on H1 FY20 revenues. During H1 FY22 we held webinars on hybrid
working and are developing new products that will be available in H2 FY22. Our
new point of view on leadership development was very well received at our
recent in person CHRO event in London to over 60 senior HR professionals. Our
new point of view on wellness at work will launch in H2 FY22. Our Academic
Board comprises of an eminent range of behavioural science specialists who
help select and validate our points of view. The Board has been further
strengthened by the appointment of Tessa West Ph.D, Associate Professor of
Psychology at New York University and Dr Jay Van Bavel, Associate Professor of
Psychology and Neural Science with an affiliation at the Stern School of
Business in Management at New York University.

 

The gross profit generated from the revenues was reinvested back into the
business as intended to support future growth. Overheads of £20.6m in the six
months to 30 September 2021 increased 38% (H1 FY20: £15.0m). The majority of
the additional operational investment is in people costs as we expand and
upgrade our commercial team, innovation, marketing and operations teams. Our
marketing investment also saw the completion of our rebranding during the
period including the website relaunch.

 

 

Financial Performance

 

Revenue for the six months to 30 September 2021 increased 1% (7% on a constant
currency basis) on pre-COVID levels to £24.1m (H1 FY20: £23.9m). Actual
reported revenues were adversely impacted by the strengthening of sterling
against the US dollar to a period average of 1.38 (H1 FY20: 1.25). Revenue
from the top 25 clients increased to 47% of regional revenue (H1 FY20: 46%).

 

In EMEA, revenue increased by 1% to £10.3m (H1 FY20: £10.2m), representing
43% of total revenue. Revenue from the top 25 clients decreased to 66% of
regional revenue (H1 FY20: 70%).

 

In the US, revenue increased by 1% (12% on a constant currency basis) to
£13.9m (H1 FY20: £13.7m), representing 57% of total revenue. Revenue from
the top 25 clients increased to 56% of regional revenue (H1 FY20: 55%).

 

Revenue from digital products in H1 FY22 increased by 44% (at constant
currency) to £2.7mn (H1 FY20: £1.9m), representing 11% of total revenue (H1
FY20: 8%). Digitally-enabled revenue (including workouts delivered virtually)
increased by 175% to £19.5m (H1 FY20: £7.1m), representing 81% of total
revenue (H1 FY20: 30%), following the significant shift to virtual deliveries
driven by our response to COVID.

 

Gross profit increased by 7.1 percentage points to 85.9% (H1 FY20: 78.8%) in
the period and reflects the higher mix of digital and digitally-enabled
revenues in the period. Prices for face to face deliveries have been increased
to help mitigate any impact on gross profit margin should clients decide to
return to this offer.

 

Adjusted overheads of £20.6m in the period increased by 38% (H1 FY20:
£15.0m) as we continue to invest in our commercial team, innovation,
marketing and operations. This will support future growth of our existing
revenue streams and prepare for the launch of our new digital products.
Excluding digital heads that are capitalised, salary costs increased 34% with
average headcount increasing 19% to 281 (H1 FY20: 234) and average salaries
increased 13% on H1 FY20. Share based payments were £0.3m in the period (H1
FY20: £0.1m). Awards to management were granted at 31 March 2021 with
performance conditions agreed in July 2021.

 

Adjusted profit before tax in the period was £17k (H1 FY20: £3.9m) as gross
profit was reinvested to support future growth.

 

Basic earnings per share in the period was -0.01 pence (H1 FY20: earnings of
3.07 pence). Adjusted diluted loss per share was -0.01 pence (H1 FY20: 3.06
pence).

 

The Group continued to invest in its new digital products with £2.4m (H1
FY21: £1.2m) capitalised during the period, which meets the definition of
development costs under IAS 38, "Intangible assets". Total intangible assets
were valued at £5.2m at 31 September 2021. A further £0.4m was capitalised
in tangible assets in the period relating to IT equipment and office fixtures
and fittings.

 

The balance sheet remains strong with no bank debt and cash at bank at 30
September was £12.0m, a reduction of £4.8m from the year-end balance at 31
March 2021 of £16.8m. This was due predominantly to £2.8m capital
expenditure and a £2.5m decrease in payables and provisions. The strong
recovery in performance in H2 FY21 led to higher payments of commissions and
reductions in deferred income during H1 FY22. The Group continues to manage
working capital tightly: overdue debt has fallen to 10% of trade debtors at 30
September 2021 compared to 14% at the same time a year ago and 24% two years
ago.

 

The Group secured a £10m debt facility (£6m RCF, £4m accordion) on 30
September 2021 which matures after 3 years, providing additional flexibility
if required.  The facility remains undrawn as at 3 December 2021.

 

Overall net assets increased by £0.4m to £17.9m in the six months to 30
September 2021.

 

Dividend

 

In line with our strategy to focus on investing in digital for future growth,
no interim dividend will be paid.

 

Board

 

As announced on 11 June 2021, the Board welcomed the appointment of Ruby
McGregor-Smith CBE as Board Chair effective 15 July 2021, with Joanne Cash
stepping down and remaining as a non-executive on the Board.

 

As announced on 11 June 2021, Trevor Phillips has replaced Ruby McGregor-Smith
CBE as Chair of the Remuneration Committee, effective 15 July 2021.

 

As announced today, Dominic Neary will be appointed to the Board with effect
from today and he will assume the role of Chief Financial Officer of the
Company from 1 January 2022. Dominic brings a wealth of relevant experience
gained from senior finance roles at high growth digital and international
companies. Dominic will be replacing Richard Steele who has been the Chief
Financial Officer of Mind Gym since before its IPO in 2018. Richard will stand
down from the Board, and as Chief Financial Officer, on 31 December 2021 after
a handover period to ensure the smooth transition of the role. The Board
wishes to express its gratitude and appreciation to Richard for the
significant role he has played in the Company's growth and development and
wishes him all the best for the future. We look forward to working with
Dominic to deliver our digital transformation and establish Mind Gym as the
go-to partner for delivering cultural change.

 
Outlook

 

 

The second half of the year has continued to see growth on FY20. We expect
revenues to continue to increase on pre-COVID levels as we maintain our
investment strategy to deliver long-term, sustainable growth with our first
new digital product, Performa launching in Q4 FY22 and our new digital
platform, DXP, which is in the middle of Beta trials, to be launched in FY23.
 We face uncertainty as we enter Q4 with an increase in reported rates of
COVID infections and the possible impact of the Omicron variant which may
affect client decision making. Nonetheless, Mind Gym has demonstrated
significant adaptability and resilience to date and remains focused on the
delivery of its leading client solutions.  Our expectations for the full year
therefore remain broadly unchanged.

 

 

Ruby McGregor-Smith

Chair

 

 

Octavius Black

Chief Executive Officer

 

 

Richard Steele

Chief Financial Officer

MIND GYM PLC    CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

 

                                                                                     6 months to   6 months to   Year to

                                                                                     30 Sept       30 Sept       31 March

                                                                                     2021          2020          2021

                                                                                     (Unaudited)   (Unaudited)   (Audited)
                                                                               Note  £'000         £'000         £'000
 Continuing operations
 Revenue                                                                       3     24,142        14,468        39,383
 Cost of sales                                                                       (3,418)       (1,687)       (4,967)
 Gross profit                                                                        20,724        12,781        34,416
 Administrative expenses                                                             (20,645)      (14,699)      (34,635)
                                                                                     79            (1,918)       (219)

 Operating profit/(loss)
                                                                               5     9             8             30

 Finance income
 Finance costs                                                                 5     (71)          (82)          (167)

 Profit/(loss) before taxation                                                       17            (1,992)       (356)

 Adjusted profit/(loss) before tax                                                   17            (1,330)       306
 Restructuring costs                                                           6     -             (662)         (662)

 Total adjustments                                                             6     -             (662)         (662)
                                                                                     17            (1,992)       (356)

 Profit/(loss) before tax
                                                                               7     (30)          424           124

 Tax on profit/(loss)
                                                                                     (13)          (1,568)       (232)

 (Loss) for the financial period from continuing operations attributable to
 owners of the parent

 Items that may be reclassified subsequently to profit or loss
 Exchange translation differences on consolidation                                   63            (116)         (281)
 Other comprehensive income for the period attributable to the owners of the         63            (116)         (281)
 parent
                                                                                     50            (1,684)       (513)

 Total comprehensive income for the period attributable to the owners of the
 parent

 Earnings per share (pence)
 Basic                                                                         8     (0.01)p       (1.58)p       (0.23)p
 Diluted                                                                       8     (0.01)p       (1.58)p       (0.23)p
 Adjusted earnings per share (pence)
 Basic                                                                         8     (0.01)p       (1.04)p       0.30p
 Diluted                                                                       8     (0.01)p       (1.04)p       0.30p

 

 

 
 

MIND GYM PLC    CONSOLIDATED STATEMENT OF FINANCIAL POSITION

 

                                                             30 September  30 September  31

                                                             2021          2020          March

                                                                                         2021
                                                       Note  (Unaudited)   (Unaudited)   (Audited)

                                                             £'000         £'000         £'000
 Non-current assets
 Intangible assets                                     10    5,204         1,306         2,877
 Property, plant and equipment                               3,287         3,904         3,406
 Deferred tax assets                                         472           520           230
 Other receivables                                           212           507           339
                                                             9,175         6,237         6,852
 Current assets
 Trade and other receivables                           11    10,521        6,176         10,620
 Current tax receivable                                      280           176           280
 Cash and cash equivalents                                   11,972        14,549        16,833
                                                             22,773        20,901        27,733
                                                             31,948        27,138        34,585

 Total assets

 Current liabilities
 Trade and other payables                              12    11,250        7,083         13,813
 Lease liability                                             1,106         889           1,085
 Redeemable preference shares                                50            50            50
 Current tax payable                                         18            52            104
                                                             12,424        8,074         15,052
 Non-current liabilities
 Lease liability                                             1,614         3,004         2,081

 Total liabilities                                           14,038        11,078        17,133
                                                             17,910        16,060        17,452

 Net assets

 Equity
 Share capital                                         14    1             1             1
 Share premium                                               213           112           157
 Share option reserve                                        603           871           674
 Retained earnings                                           17,093        15,076        16,620
                                                             17,910        16,060        17,452

 Equity attributable to owners of the parent Company

 

The Board of Directors approved these condensed interim financial statements
on 3 December 2021.

 

 

 

MIND GYM PLC    CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

 

 

                                                          Share capital  Share premium  Share option reserve  Retained earnings  Total equity

                                                    Note  £'000          £'000          £'000                 £'000              £'000
                                                          1              112            684                   16,760             17,557

 At 1 April 2020
                                                          -              -              -                     (1,568)            (1,568)

 Loss for the period

 Other comprehensive income:
 Exchange translation differences on consolidation        -              -              -                     (116)              (116)
 Total comprehensive income for the period                               -              -                     (1,684)            (1,684)
 Credit to equity for share based payments          15    -              -              187                   -                  187
                                                          1              112            871                   15,076             16,060

 At 30 September 2020

                                                          -              -              -                     1,336              1,336

 Profit for the period

 Other comprehensive income:
 Exchange translation differences on consolidation        -              -              -                     (165)              (165)
 Total comprehensive income for the period                -              -              -                     1,171              1,171
 Exercise of options                                      -              45             (308)                 308                45
 Credit to equity for share based payments          15    -              -              111                   -                  111
 Tax relating to share-based payments                     -              -              -                     65                 65
                                                          1              157            674                   16,620             17,452

 At 31 March 2021
                                                          -              -              -                     (13)               (13)

 Loss for the period

 Other comprehensive income:
 Exchange translation differences on consolidation        -              -              -                     63                 63
 Total comprehensive income for the period                -              -              -                     50                 50
 Exercise of options                                      -              56             (407)                 407                56
 Credit to equity for share based payments          15    -              -              336                   -                  336
 Tax relating to share-based payments                     -              -              -                     16                 16
                                                          1              213            603                   17,093             17,910

 At 30 September 2021

 

 

MIND GYM PLC    CONSOLIDATED STATEMENT OF CASH FLOWS

 

                                                                  6 months to     6 months to   Year to

                                                                  30 Sept         30 Sept       31 March

                                                                  2021            2020          2021

                                                                   (Unaudited)    (Unaudited)   (Audited)
                                                            Note  £'000           £'000         £'000
 Cash flows from operating activities
 (Loss)/profit for the financial period                           (13)            (1,568)       (232)

 Adjustments for:
 Amortisation of intangible assets                                34              26            52
 Depreciation of tangible assets                                  591             546           1,084
 Profit on disposal of property, plant and equipment              -               -             (2)
 Net finance costs                                                62              74            137
 Taxation charge/(credit)                                         30              (424)         (124)
 Decrease in inventories                                          -               73            73
 Decrease/(increase) in trade and other receivables               238             4,003         (246)
 (Decrease)/increase in payables and provisions                   (2,524)         (1,838)       4,892
 Share based payment charge                                 15    336             187           298
 Cash generated from operations                                   (1,246)         1,079         5,932
 Net tax (paid)                                                   (329)           (517)         (521)
 Net cash generated from operating activities                     (1,576)         562           5,411

 Cash flows from investing activities
 Purchase of intangible assets                                    (2,361)         (1,237)       (2,834)
 Purchase of property, plant and equipment                        (423)           (187)         (388)
 Proceeds from sale of property, plant and equipment              -               -             10
 Interest received                                                5               8             15
 Net cash used in investing activities                            (2,779)         (1,416)       (3,197)

 Cash flows from financing activities
 Cash repayment of lease liabilities                              (603)           (444)         (1,075)
 Issuance of ordinary shares                                      56              -             45
 Dividends paid                                             8     -               -             -
 Net cash used in financing activities                            (547)           (444)         (1,030)
                                                                  (4,902)         (1,298)       1,184

 Net (decrease)/increase in cash and cash equivalents
 Cash and cash equivalents at beginning of period                 16,833          15,952        15,952
 Effect of foreign exchange rate changes                          41              (105)         (303)
 Cash and cash equivalents at the end of period                   11,972          14,549        16,833

 Cash and cash equivalents at the end of period comprise:
 Cash at bank and in hand                                         11,972          14,549        16,833

 

MIND GYM PLC    NOTES TO THE GROUP FINANCIAL STATEMENTS

 

1.   General information

Mind Gym plc ("the Company") is a public limited company incorporated in
England & Wales and its ordinary shares are traded on the Alternative
Investment Market of the London Stock Exchange ("AIM"). The address of the
registered office is 160 Kensington High Street, London W8 7RG. The group
consists of Mind Gym plc and its subsidiaries, Mind Gym (USA) Inc., Mind Gym
Performance (Asia) Pte. Ltd and Mind Gym (Canada) Inc. (together "the Group").

 

The principal activity of the Group is to apply behavioural science to
transform the performance of companies and the lives of the people who work in
them. The Group does this primarily through research, strategic advice,
management and employee development, employee communication, and related
services.

 

2.   Basis of preparation

The condensed interim financial statements have been prepared in accordance
with the requirements of the AIM Rules for Companies. As permitted, the
Company has chosen not to adopt IAS 34 "Interim Financial Statements" in
preparing this interim financial information. The condensed interim financial
statements should be read in conjunction with the annual financial statements
for the year ended 31 March 2021, which have been prepared in accordance with
International Financial Reporting Standards (IFRS) as adopted by the European
Union, including interpretations issued by the International Financial
Reporting Interpretations Committee ("IFRIC"), and with the Companies Act 2006
applicable to companies reporting under IFRS. The unaudited interim financial
information does not constitute statutory accounts within the meaning of the
Companies Act 2006. This interim report, which has neither been audited nor
reviewed by independent auditors, was approved by the board of directors on 3
December 2021.

 

Statutory accounts for the year ended 31 March 2021 were approved by the Board
of Directors on 10 June 2021 and delivered to the Registrar of Companies. The
report of the auditors on those accounts was unqualified, did not contain an
emphasis of matter paragraph and did not contain any statement under Section
498 of the Companies Act 2006.

 

The interim financial statements have been prepared on a going concern basis
under the historical cost convention.

 

The interim financial statements are presented in pounds sterling. All values
are rounded to £1,000 except where otherwise indicated.

 

The accounting policies used in preparing the interim results are the same as
those applied to the latest audited annual financial statements.

 

 

3.   Segmental analysis

Operating segments are reported in a manner consistent with the internal
reporting provided to the chief operating decision maker, who is responsible
for allocating resources and assessing performance of the business. The chief
operating decision maker has been identified as the Board. The Group has two
operating segments: EMEA (comprising the United Kingdom and Singapore) and
America (comprising the United States and Canada).

Both segments derive their revenue from a single business activity, the
provision of human capital and business improvement solutions.

The Group's business is not highly seasonal and the Group's customer base is
diversified with no individually significant customer.

 

Segment results for the 6 months ended 30 September 2021 (Unaudited)

 

Segment result

                                           EMEA      America  Total
                                           £'000     £'000    £'000
 Revenue                                   10,255    13,887   24,142
 Cost of sales                             (1,459)   (1,959)  (3,418)
 Administrative expenses                   (11,541)  (9,104)  (20,645)
 Profit before inter-segment charges       (2,745)   2,824    79
 Inter-segment charges                     1,785     (1,785)  -
 Operating (loss)/profit - segment result  (960)     1,039    79
 Finance income                                               9
 Finance costs                                                (71)
 Profit before tax                                            17

 

The mix of revenue for the six months ended 30 September 2021 is set out
below.

                              EMEA   America  Group
 Delivery                     64.6%  70.6%    68.1%
 Design                       11.2%  6.3%     8.3%
 Digital                      11.5%  11.3%    11.4%
 Licensing and certification  4.4%   5.5%     5.0%
 Other                        6.4%   5.1%     5.7%
 Advisory                     1.9%   1.2%     1.5%

 

Segment results for the 6 months ended 30 September 2020 (Unaudited)

 

Segment result

                                             EMEA     America  Total
                                             £'000    £'000    £'000
 Revenue                                     5,764    8,704    14,468
 Cost of sales                               (747)    (940)    (1,687)
 Administrative expenses                     (7,776)  (6,923)  (14,699)
 Profit/(loss) before inter-segment charges  (2,759)  841      (1,918)
 Inter-segment charges                       1,228    (1,228)  -
 Operating loss - segment result             (1,531)  (387)    (1,918)
 Finance income                                                8
 Finance costs                                                 (82)
 Loss before taxation                                          (1,992)

 

Adjusted profit before tax

                                  EMEA     America  Total
                                  £'000    £'000    £'000
 Operating loss - segment result  (1,531)  (387)    (1,918)
 Restructuring costs              587      75       662
 Adjusted EBIT                    (944)    (312)    (1,256)
 Finance income                                     8
 Finance costs                                      (82)
 Adjusted loss before taxation                      (1,330)

 

The mix of revenue for the six months ended 30 September 2020 is set out
below.

                              EMEA   America  Group
 Delivery                     59.6%  55.8%    57.2%
 Design                       13.0%  12.1%    12.5%
 Digital                      12.6%  16.0%    14.6%
 Licensing and certification  8.7%   10.0%    9.5%
 Other                        3.1%   5.0%     4.3%
 Advisory                     3.0%   1.1%     1.9%

 

 

 

Segment results for the year ended 31 March 2021 (Audited)

 

Segment result

                                             EMEA      America   Total
                                             £'000     £'000     £'000
 Revenue                                     17,241    22,142    39,383
 Cost of sales                               (2,237)   (2,730)   (4,967)
 Administrative expenses                     (18,349)  (16,286)  (34,635)
 (Loss)/profit before inter-segment charges  (3,345)   3,126     (219)
 Inter-segment charges                       2,258     (2,258)   -
 Operating (loss)/profit - segment result    (1,087)   868       (219)
 Finance income                                                  30
 Finance costs                                                   (167)
 Loss before tax                                                 (356)

 

Adjusted profit before tax

                                           EMEA     America  Total
                                           £'000    £'000    £'000
 Operating (loss)/profit - segment result  (1,087)  868      (219)
 Restructuring costs                       587      75       662
 Adjusted EBIT                             (500)    943      443
 Finance income                                              30
 Finance costs                                               (167)
 Adjusted profit before tax                                  306

 

The mix of revenue for the year ended 31 March 2021 is set out below.

                              EMEA   America  Group
 Delivery                     59.7%  52.5%    55.6%
 Design                       12.7%  13.3%    13.0%
 Digital                      15.3%  16.8%    16.2%
 Licensing and certification  6.3%   9.0%     7.8%
 Other                        4.2%   6.9%     5.7%
 Advisory                     1.8%   1.5%     1.7%

 

 

 

4.   Employees

Staff costs were as follows:

                                                         6 months to 30 Sept 2021  6 months to 30 Sept 2020  Year to 31 March 2021

                                                         (Unaudited)               (Unaudited)               (Audited)
                                                         £'000                     £'000                     £'000

 Wages and salaries                                      13,839                    9,181                     22,464
 Social security costs                                   1,477                     897                       2,249
 Pension costs - defined contribution plans              498                       415                       897
 Share-based payments                                    336                       187                       298
 Restructuring payroll costs included in adjusted items  -                         583                       583
                                                         16,150                    11,263                    26,491

 

 

The average number of Group's employees by function was:

 

           6 months to 30 Sept 2021  6 months to 30 Sept 2020  Year to 31 March 2021

           (Unaudited)               (Unaudited)               (Audited)
 Delivery  190                       170                       170
 Support   80                        63                        61
 Digital   49                        11                        20
           319                       245                       251

 

 

The period end number of Group's employees by function was:

 

           6 months to 30 Sept 2021  6 months to 30 Sept 2020  Year to 31 March 2021

           (Unaudited)               (Unaudited)               (Audited)
 Delivery  194                       162                       174
 Support   90                        59                        67
 Digital   62                        19                        35
           346                       240                       276

 

 

5.   Net finance costs

                           6 months to 30 Sept 2021  6 months to 30 Sept 2020  Year to 31 March 2021

                           (Unaudited)               (Unaudited)               (Audited)
                           £'000                     £'000                     £'000
 Finance income
 Bank interest receivable  5                         8                         15
 Finance lease income      4                         -                         15

 Finance costs
 Lease interest (IFRS 16)  (71)                      (82)                      (167)
                           (63)                      (74)                      (137)

 

6.   Adjustments

                      6 months to 30 Sept 2021  6 months to 30 Sept 2020  Year to 31 March 2021

                      (Unaudited)               (Unaudited)               (Audited)
                      £'000                     £'000                     £'000
 Restructuring costs  -                         662                       662
                      -                         662                       662

 

Restructuring costs in the six months ended 30 September 2020 include
redundancy costs related to the headcount reduction exercise undertaken in
response to the COVID-19 impact on the business.

 

7.   Tax

The statutory tax charge of £30,000 (six months ended 30 September 2020:
credit of £424,000; year ended 31 March 2021: charge of £1,493,000)
represents an effective tax rate on profit before tax of 176.5% (six months
ended 30 September 2020: 21.3%; year ended 31 March 2021: 20.2%).

No adjustments to Profit before tax and therefore no adjustments no associated
tax adjustments have been recorded in the six months ended 30 September 2021
(six months ended 30 September 2020: adjusted charge of £292,000; year ended
31 March 2021: credit of £124,000 represents an effective tax rate on
adjusted loss before tax of 21.9% for the six months ended 30 September 2020;
year ended 31 March 2021: 21.4%).

 

8.   Earnings per share

Basic earnings per share is calculated by dividing the earnings attributable
to shareholders of the Company by the weighted average number of ordinary
shares in issue during the year. The Company has potentially dilutive shares
in respect of the share-based payment plans (see Note 14). Adjusted earnings
per share removes the effect of restructuring and employee option surrender
cost (see Note 6).

                                                    30 Sept 2021      30 Sept 2020      31 March 2021

                                                    (Unaudited)       (Unaudited)       (Audited)
 Weighted average number of shares in issue         99,914,842        99,532,575        99,660,395
 Potentially dilutive shares (weighted average) *   -                 -                 587,629
 Fully diluted number of shares (weighted average)  99,914,842        99,532,575        100,248,024

*For 30 September 2021 and September 2020 dilutive potential ordinary shares
have no effect on the calculation of diluted EPS as their conversion into
ordinary shares cannot increase the loss per share.  Potentially dilutive
shares disclosed for 31 March 2021 adjusted earnings per share only.

                                      6 months to 30 Sept 2021  6 months to 30 Sept 2020  Year to 31 March 2021

                                      (Unaudited)               (Unaudited)               (Audited)

                                      pence                     pence                     pence
 Basic earnings per share             (0.01)                    (1.58)                    (0.23)
 Diluted earnings per share           (0.01)                    (1.58)                    (0.23)
 Adjusted basic earnings per share    (0.01)                    (1.04)                    0.30
 Adjusted diluted earnings per share  (0.01)                    (1.04)                    0.30

 

The reconciliation of statutory profit to adjusted profit for the financial
period is as follows:

                                                       6 months to 30 Sept 2021  6 months to 30 Sept 2020  Year to 31 March 2021

                                                       (Unaudited)               (Unaudited)               (Audited)

                                                       £'000                     £'000                     £'000
 (Loss)/profit attributable to owners of the parent    (13)                      (1,568)                   (232)
 Adjusted items                                        -                         662                       662
 Tax on adjusted items                                 -                         (132)                     (133)
 Adjusted profit attributable to owners of the parent  (13)                      (1,038)                   297

 

 

9.   Dividends

 

The Board did not propose a final dividend for the year ended 31 March 2021.
No interim dividend is proposed for the period to 30 September 2021.

 

10.  Intangible assets

                       Patents  Development costs  Total
                       £'000    £'000              £'000
 Cost
 At 1 April 2021       63       4,761              4,824
 Additions             -        2,361              2,361
 At 30 September 2021  63       7,122              7,185

 Amortisation
 At 1 April 2021       63       1,884              1,947
 Amortisation charge   -        34                 34
 At 30 September 2021  63       1,918              1,981

 Net book value
 At 31 March 2021      -        2,877              2,877
 At 30 September 2021  -        5,204              5,204

 

 

Development cost additions in the six months ended 30 September 2021 includes
software development costs directly incurred in the creation of new digital
assets.

 

11.  Trade and other receivables

                                30 Sept 2021  30 Sept 2020  31 March 2021

                                (Unaudited)   (Unaudited)   (Audited)
                                £'000         £'000         £'000
 Trade receivables              8,455         4,775         9,138
 Less provision for impairment  (227)         (218)         (227)
 Net trade receivables          8,228         4,557         8,911
 Net investment in sub-lease    169           155           172
 Other receivables              159           258           143
 Prepayments                    870           632           688
 Accrued income                 1,095         574           706
                                10,521        6,176         10,620

 

Non-current assets includes £212,000 (30 September 2020: £230,000; 31 March
2021: £79,000) of prepayments in respect of property deposits.

The net investment in sublease will be recovered in less than one year's time
and is classified as current.  (Non-current 30 September 2020: £277,000; 31
March 2021: £260,000).

Trade receivables have been aged with respect to the payment terms as follows:

                             30 Sept 2021  30 Sept 2020  31 March 2021

                             (Unaudited)   (Unaudited)   (Audited)
                             £'000         £'000         £'000
 Not past due                7,650         4,098         8,128
 Past due 0-30 days          533           506           530
 Past due 31-60 days         121           68            185
 Past due 61-90 days         146           50            22
 Past due more than 90 days  5             53            273
                             8,455         4,775         9,138

 

12.  Trade and other payables

                                     30 Sept 2021  30 Sept 2020  31 March 2021

                                     (Unaudited)   (Unaudited)   (Audited)
                                     £'000         £'000         £'000
 Trade payables                      1,199         1,348         2,514
 Other taxation and social security  733           471           549
 Other payables                      598           931           536
 Accruals                            4,734         2,537         5,578
 Deferred income                     3,986         1,796         4,636
                                     11,250        7,083         13,813

 

12.19. Borrowings

The Group entered into a £10 million debt facility (£6m RCF, £4m accordion)
on 30 September 2021 which matures after 3 years.  The facility remains
undrawn as at 3 December 2021.

 

 

 

13.  Share capital

 

 

                                             30 Sept      30 Sept  30 Sept     30 Sept  31 March 2021  31 March 2021

                                             2021         2021     2020        2020
                                                          Cost                 Cost                    Cost
                                             Number       £'000    Number      £'000    Number         £'000
 Ordinary shares of £0.0001 At 1 April       99,791,784   1        99,493,210  1        99,493,210     1
 Issue of shares to satisfy options          313,876      -        248,405     -        298,574        -
 Ordinary shares of £0.00001 at period end   100,105,660  1        99,741,615  1        99,791,784     1

 

 

14.  Share based payments

The Group awards options to selected employees under a Long-Term Incentive
Share Option Plan ("LTIP"). The options granted to date vest subject only to
remaining employed up to the vesting date. Unexercised options do not entitle
the holder to dividends or to voting rights.  The awards granted during the
six months to 30 September 2021 are subject to performance conditions based on
revenue, adjusted earnings per share and total shareholder return.

 

The Group operates the Mind Gym plc Share Incentive Plan (SIP). An initial
award of £1,000 of free shares was granted in October 2018 to all employees
at the IPO price of 146 pence. The shares are held in an employee benefit
trust and vest after three years subject only to remaining employed up to the
vesting date. The holder is entitled to dividends over the vesting period.
These shares vested in October 2021.

 

On the 30(th) September 2019 the Group launched an annual Save As You Earn
Scheme and an Employee Share Purchase Plan for all eligible employees in the
UK and USA respectively.

 

 

The total share-based payments expense was:

 

                                      6 months to 30 Sept 2021  6 months to 30 Sept 2020  Year to 31 March 2021

                                      (Unaudited)               (Unaudited)               (Audited)
                                      £'000                     £'000                     £'000
 Equity settled share-based payments  336                       187                       298

 

 

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