REG - Pod Point Group Hdgs - Preliminary Unaudited Results for FY2022
17/02/2023 07:00
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RNS Number : 2713Q Pod Point Group Holdings PLC 17 February 2023
17 February 2023
Pod Point Group Holdings PLC (Symbol: PODP)
Preliminary unaudited results for the year ended 31 December 2022
"Steady growth and delivery, through significant volatility"
Pod Point Group Holdings plc (the "Company") and its subsidiaries (the
"Group"), one of the UK's market leading providers of Electric Vehicle ("EV")
charging solutions is pleased to announce its preliminary unaudited results
for the year ended 31 December 2022.
Key Financials Year to 31.12.22 Year to 31.12.21 Change
Total Revenue £71.4m £61.4m 16%
Adjusted EBITDA(()(1)) Loss £(7.0)m £0.1m £(7.1)m
EBITDA Loss £(12.2)m £(8.1)m £(4.2)m
Loss Before Tax £(19.9)m £(14.3)m £(5.6)m
Closing cash and short term investments £74.1m £96.1m £(22.0)m
Group Highlights
· Continued revenue growth to £71.4m, up by 16% on 2021, ahead of
Q4 guidance.
· By segment: Home revenue up 3%, Commercial revenue up 31%, Owned
Asset revenue up 108% and Recurring revenue up 107%.
· Overall Gross Margin down from 27% to 23%, predominantly due to
supply chain costs.
· Home Gross Margin 20%, Commercial Gross Margin 22%, Owned Asset
Gross Margin 53%, Recurring Gross Margin 58%.
· Growth of communicating units to over 195k, up by 42% across all
customers, strengthening the foundations of future recurring revenue.
· Adjusted EBITDA Loss £7.0m as anticipated, with continued
investment in growth.
· Strong balance sheet with £74.1m cash, ahead of Q4 guidance,
after planned investments in technology.
· Growth prospects for 2023 remain strong, with guidance for 2023
maintained.
Strategic and Operational Summary
· Significant growth in network usage, with electricity transferred
across our network up 113% at 367 GWh, helping to avoid 278k tonnes of CO2e 1
(#_ftn1) , up 118% on 2021.
· Key new customers won or renewed including BMW, Mini, JCB,
Zenith, B&Q, and DHL.
· Excellent levels of customer service maintained with a 4.3 out of
5 rating on Trustpilot and a 4.7 out of 5 rating on reviews.io with a 91%
recommendation rate .
· Home charge Average Basket Spend increased by 5% to £767 .
· Headline Home Market Penetration((2)) down by 3% to 15%, with the
conclusion of OZEV grant causing customers to pull forward home charge
purchases resulting in an overweight 2021 penetration, increased consumer cost
of home charge and vehicle delivery delays all contributing.
· Full year headline Home Market Penetration % expected to be
modestly lower than 2022, with an improving trajectory as we move through the
year.
· Added a dedicated sales team focused on the housebuilding sector
to address expected growth opportunity.
· Owned asset sites increased to 564 with 1,254 charging points
including 118 DC rapid units.
· Supply chain assurance delivered with the successful transition
of our high volume products to Celestica with initial cost savings, as well as
product supply maintained throughout 2022.
· Increase in Technology headcount from 65 to 134 to deliver product
and platform innovation.
Erik Fairbairn, Chief Executive Officer of Pod Point, said:
This was an exciting year for Pod Point, as we completed our first full year
as a listed company. We made excellent progress towards our goal of travel
that doesn't damage the earth and continued to invest in scaling the business
in preparation for the UK ban of internal combustion engines in 2030.'
Like many others, we were negatively impacted by a number of well-documented
macro-economic and geopolitical events; however, I am extremely proud of the
team's performance. We achieved a 16% growth in revenue, with the 31% growth
in our commercial segment being the highlight. We shipped and installed 68,693
charge points, and ended the year with over 195,096 connected units on our
network. We transferred 367 GWh of electricity across our network and as a
result helped our customers avoid circa 278k tonnes of CO2e. I am very much
looking forward to accelerating the business further as we head into 2023.
Financial Summary Year to 31.12.22 Year to 31.12.21 Year on year change
£'000 £'000
Total revenue 71,409 61,415 16%
Home 41,386 40,272 3%
Commercial 23,894 18,192 31%
Owned Assets 4,233 2,033 108%
Recurring Revenue 1,896 918 107%
Gross profit 16,589 16,345 2%
Gross margin 23% 27% -4%
Home gross profit 8,082 11,347 -29%
Home gross margin 20% 28% -8%
Commercial gross profit 5,173 3,718 39%
Commercial gross margin 22% 20% 2%
Adjusted EBITDA(()(1)) (7,040) 58 (7,098)
EBITDA Loss (12,272) (8,103) (4,169)
Loss before tax (19,924) (14,322) (5,602)
Closing cash and short term investments 74,103 96,112 (22,009)
(1) See Notes of this report for definition of Adjusted EBITDA
Notes
((1))Adjusted EBITDA is defined as earnings before interest, tax, depreciation
and amortisation and also excluding both amounts charged to the income
statement in respect of the Group's share based payments arrangements and
adjusting for large corporate transaction and restructuring costs. These
have been separately identified by the Directors and adjusted to provide an
underlying measure of financial performance. The reconciliation is set out
on the income statement and Note 6 provides a summary of the amounts arising
from the large corporate transactions and restructuring costs.
Average annual recurring revenue per unit is calculated as annual recurring
revenue divided by the total number of Commercial units installed and able to
communicate at a period end. Commercial units shipped but not installed by Pod
Point are not included in this statistic.
As discussed in Note 2 below, the amounts previously classified as Norway in
the year ended 2021 have been re-classified into Commercial.
Headline KPIs Year to 31.12.22 Year to 31.12.21 Year on year change
Total UK new PiV((1)) sales 368,616 305,277 21%
Home units installed 53,964 54,977 -2%
Commercial units installed and shipped 14,729 11,025 34%
Home market penetration 15% 18% -3pp%
Total Home units installed and able to communicate 173,754 121,415 43%
Total Commercial units installed and able to communicate 21,342 16,005 33%
Average annual recurring revenue per unit(()(2)) £89 £57 +£32
Total Owned Asset sites 564 453 25%
Total Owned Asset Charge Points 1,254 984 27%
Total Owned Asset Rapid/DC Charge Points 118 73 62%
(1) PiV defined as "Plug-in Vehicles"
(2) See Notes for definition
Current trading and outlook
2023 has started broadly in line with expectations. The market for new plug-in
vehicles in 2023 so far is showing continued growth but at lower levels than
the average for the second half of 2022, which was up 17% on 2021. January
2023 registrations of new plug-in vehicles were 26,403, an increase of 12% on
2022 and now representing 20% of all new vehicles registered.
While we expect electric vehicle supply chain disruption of 2022 to continue
into 2023, we continue to expect rapid growth in the UK electric vehicle
market for the medium and long term. Over the past 12 months, new plug-in
vehicle registrations represented c23% of all vehicles registered, up from
c19% in the prior 12 months. We expect this to grow sharply over the coming
years, driven by the launch of many new battery electric models, lower vehicle
prices and the UK government's 2030 target for banning the sales of pure
internal combustion engine vehicles. Today, battery electric vehicles account
for only about 1.5% of total vehicles on the road, highlighting the scale of
the opportunity ahead for our business. While the current price increases in
electricity are an obvious concern for consumers and businesses, in the
majority of cases, running costs of electric vehicles remain significantly
cheaper than for vehicles reliant on internal combustion engines. However,
cost of living concerns in the wider UK economy and the potential impact of
the invasion of and war in Ukraine may continue to impact overall vehicle
sales and sales of electric vehicles in the short term.
Overall, our guidance for the full year 2023 is unchanged. We expect that the
margin pressures of 2022 will ease and lead to improving margins in 2023, but
will not yet return to levels of 2021. Revenues are expected to be in the
range of £85 million to £90 million with Adjusted EBITDA losses in the
mid-single digits millions.
To ensure we are ready to take advantage of the growth in EV in 2023 and
beyond, we continue to invest across the business, including in product
enhancements and software development to grow our recurring revenue streams.
We expect to end 2023 with around £50 million of cash on the balance sheet,
after software development spend anticipated to be up around 50% on 2022, in
line with our strategy.
Webcast presentation
There will be a webcast presentation for investors and analysts this morning
at 09:00 am. Please contact podpoint@tulchangroup.com
(mailto:podpoint@tulchangroup.com) if you would like to attend.
Enquiries:
Tulchan (Public Relations adviser to Pod Point): James Macey White / Mark
Burgess / Matt Low / Arthur Rogers +44 (0)20 7353 4200
PodPoint@tulchangroup.com
BofA Securities (Joint Corporate broker): Marcus Jackson / Mitchell Evans +44
(0)20 7628 1000
Numis (Joint Corporate broker): Jonathan Wilcox / Andrew Coates +44 (0)20 7260
1000
About Pod Point Group Holdings plc
Pod Point
(https://protect-eu.mimecast.com/s/j-drCjRx8UNRGPTWhbxy?domain=pod-point.com)
was founded in 2009 by CEO and entrepreneur Erik Fairbairn. Driven by a
belief that travel shouldn't damage the earth, Pod Point has over 195k smart
communicating charge points on its network and is an official charge point
supplier for major car brands.
Pod Point installs a broad range of products from smart domestic charge points
to high power rapid chargers and load balancing systems. Pod Point works with
a broad range of organisations and customers to offer home and commercial
charging solutions with customers including major retailers, hotels,
restaurants and leisure venues.
Pod Point is admitted to trading on the London Stock Exchange under the
ticker symbol "PODP."
For more information, visit https://pod-point.com/ (https://pod-point.com/)
Chief Executive's Review
Overview of results: A few bumps in the road, but the momentum is unstoppable.
2022 was an exciting year at Pod Point. It was our first full year of being a
public company, but also a year that bought a number of challenges
specifically around the wider economy and the global supply chain crisis.
Whilst, like many other companies, these macroeconomic factors presented bumps
in our growth trajectory, our team successfully navigated the end of the OZEV
grant, the extended lead times on electric vehicles, and the challenges
presented to our production by the supply chain crisis.
Whilst navigating these issues in 2022, we continued to invest in our
business, because we see a strong industry growth trajectory over the next
decade as the UK navigates the journey to all vehicles being electric.
In 2022, we shipped and installed 68,693 charge points, with the commercial
sector leading our growth with 31% increase year on year. During the year, we
also made significant steps towards improving our gross margins, specifically
by completing the move of production of our highest volume products to leading
global manufacturer, Celestica, and by growing our average basket spend in our
home charge sector from £733 to £767. Like many other companies, however, we
were strongly impacted by elevated component costs caused by the supply chain
crisis, which outweighed the underlying improvements. Whilst we don't believe
the supply crisis is over, we remain hopeful that we have seen the worst of it
in 2022, and that we will see improvements in 2023.
We also saw exceptional growth in our small but vitally important recurring
revenue sector, specifically growing our average recurring revenue per
commercial unit from £57 to £89 and growing our overall recurring revenue by
107% year on year.
Furthermore, we saw 108% growth in our revenues from our owned assets,
predominantly driven by our relationship with Tesco.
Overall, we ended the year with circa 195k communicating charge points, which
is a significant step toward our plans to enable grid load management
functionality across our network.
Pod Point's mission is to make travel which doesn't damage the earth, so we
were also very pleased to see strong growth in the energy transferred across
our network, (172GWh FY21 vs 367GWh FY22) and the corresponding growth in the
amount of carbon avoided by our customers (131k tonnes FY21 vs 278k tonnes
FY22).
We additionally worked hard to achieve full product compliance with the latest
EV Smart Charging Regulations that came into force in June and December 2022
- a significant milestone that was not consistently achieved by all
competitors in the industry.
Looking forwards, I foresee a significant acceleration of the UK EV market as
we head towards the government's 2030 internal combustion engine ban. As we
proceed into the 2040s, I expect we will reach the point at which non-electric
vehicles become a rare site on our roads. I see very significant future
opportunity for Pod Point within this expected sector growth. The growth
journey is never smooth, as we have seen in 2022; but overall, I am very
excited about what we can achieve over the coming years.
I would like to extend a massive thank you to the whole team at Pod Point. The
entire team dug deep to deal with the various challenges presented in 2022,
and through their hard work and effort ensured that we made significant
progress towards our goal of making travel that doesn't damage the earth.
Sector Review
In the Home business segment:
· Despite significant disruptions by the global supply chain crisis
and the ending of OZEV grants, we further increased revenue after a year of
98% growth in 2021. Revenue of £41.4m million was 3% up compared to of £40.3
million in full year 2021.
· New plug-in vehicle (1) registrations increased 21% to 368,616 in
2022 from 305,277 in 2021, a significant reduction on the 74% growth of 2021.
This is a reflection of the restricted flow of new EVs, especially in the
second half of 2022. The number of Pod Point Home units installed fell
slightly to 53,964 versus 54,977 in the full year of 2021.
· Our headline market penetration of new plug-in vehicle
registrations therefore decreased to 15% from 18% in the full year 2021. There
are a range of factors that we believe contributed to this including:
o Conclusion of OZEV grant caused customers to pull forward home charge
purchases causing an overweight 2021 penetration.
o Increased consumer cost of home charge units (from c£550 to c£900) as a
result of the end of the OZEV grant may have reduced the average ratio of home
charge units to plug-in vehicles.
o Extended vehicle lead times could have reduced the effectiveness of our
referral agreements with OEMs as customers may delay ordering their home
charge unit until closer to the expected delivery date of their vehicle.
o High demand and reduced vehicle availability may have limited the number
of bundled home charge unit incentives car companies offer.
We have a suite of activities in flight over the year ahead which we expect to
address this situation, including work on a new Solo Unit, various smart
charging updates to our app, improvements to our ordering system and
additional marketing activity.
With the volatility we have seen in the automotive market over the year, we
suspect that this metric based on SMMT registrations has become a less clean
indicator of our progress. That said, we expect this metric to be modestly
lower for full year 2023, with an improving trajectory throughout the year. We
further note that the market remains volatile and is likely not currently in a
steady state, so this could develop further.
· Percentage gross margin in 2022 decreased to 20% compared to 2021
at 28%, a significant cause of which was the £2.2 million additional
brokerage costs of securing components via the spot market in the early phases
of the supply chain crisis in order to ensure product stock. This was
partially offset by an increase in average revenue per unit to £767 from
£733 in 2021.
· The lower revenue growth and reduced percentage gross margin
drove total gross margin lower in 2022, falling to £8.1 million compared to
£11.3 million in 2021.
· We won or renewed a number of key customer contracts during the
year including BMW, Mini, and Zenith, and now have over 100 active fleet
accounts with businesses including Coca-Cola, DHL and Royal Mail.
In the Commercial business segment:
· We delivered a strong performance, with revenue of £23.9 million
compared to 2021 of £18.0 million, an increase of 31%.
· Number of units installed increased to 3,867 from 3,838 in 2021
and the number of units sold directly to customers increased to 10,862,
compared to 7,187 in 2021. This represents a direct sale increase of 51%.
· The increased revenues helped to increase total gross margin in
2022 to £5.2 million, compared to 2021 at £3.7 million, an increase of
39%.
· Percentage gross margin increased in from 20% to 22% in 2022, due
to a shift in the mix of installations toward higher margin direct sale
units, and the elimination of losses in Norway.
· We won or renewed several key customer contracts during the year,
including JCB and, B&Q.
In the Recurring Revenue business segment:
· We delivered excellent growth in our recurring revenue segment,
with revenue of £1.9 million compared to 2021 at £0.9 million, an increase
of 107%. Network revenues increased to £1.0 million compared to 2021 at £0.8
million
· This increase in revenues helped to increase gross margin in 2022
to £1.1 million, compared to 2021 of £0.4 million, an increase of 166%.
· In addition, percentage gross margin in 2022 increased to 58%
compared to 45% in 2021 , an increase of 13 percentage points, with the
average annual recurring revenue per commercial unit installed and able to
communicate increasing to £89, compared to £57 in 2021.
· The number of Commercial units installed and able to communicate
at the year end increased to 21,342 from 16,005 at the end of 2021. All
recurring revenues in both 2022 and 2021 were derived from these units.
· The number of Home units installed and able to communicate at the
year end increased to 173,754 from 121,415 at the end of 2021. This growth is
strategically significant as we seek to expand our recurring revenue products
across these units.
In the Owned Asset business segment:
· We delivered a strong performance with revenue of £4.2 million
compared to 2021 at £2.0 million, an increase of 108%.
· The total number of sites installed at the period end increased
to 564 from 453 at the end of 2021. The total number of units installed at the
period end increased to 1254 from 984 at the end of 2021, including 118 DC
rapid units at the end of 2022 compared to 73 at the end of 2021.
· This increase in revenues and units helped to increase gross
margin in 2022 to £2.2 million compared to 2021 at £0.9 million, an increase
of 158%.
· Percentage gross margin in 2022 increased to 53% compared to
2021 at 43%, an increase of 10 percentage points. A contractual period
through 2021 of the provision of free electricity by Pod Point stopped at 179
sites in February 2022 and at all 198 sites by the end of July 2022,
significantly reducing costs in 2022.
· Gross capital deployed on assets increased to £6.3 million at
the end of 2022, compared to £3.9 million at the end of 2021.
Financial Performance
It was a steady performance by the business in 2022 with total revenue of
£71,409k (2021: £61,415k), a year-on-year increase of 16%. The biggest
growth came from our Commercial business segment, and we also saw very high
growth in Recurring Revenue and Owned Assets.
This increase in revenues helped, in spite of additional supply chain costs,
to deliver a small increase in total gross profit in 2022 of £16,589k (2021:
£16,345k) a year on year increase of 2%.
Driven by the additional costs of sourcing components in the spot market
earlier in the year, total percentage gross margin in 2022 decreased to 23%
(2021: 27%), a year-on-year reduction of 4 percentage points. We believe that
there will be less need to do spot component sourcing in 2023.
The increase in revenues and gross profit was combined with increased overhead
spend to invest in driving future growth, focussed on sales and marketing,
customer service and team development. This moved the business to an adjusted
EBITDA loss of £7,040k in 2022 (2021: positive £58k).
After further investment of £9,904k in software and product development and
controlled investment in Owned Assets, 2022 year end cash and short term
investments were £74,103k compared to £96,112k at the end of 2021.
Unadjusted losses after tax increased to £20,211k in 2022 (2021:
£14,322k). EBITDA losses increased in 2022 with losses of £12,272k (2021:
losses of £8,103k). There were increased depreciation and amortisation
costs of £7,743k (2021: £4,929k), while net financing income was £91k
(2021: net finance costs of £1,290k).
Total administrative expenses as disclosed on the Income Statement increased
to £38,065k (2021: £29,377k), a year on year increase of 30%. This
increase was due to the growth in the size of the business and the additional
staff required to deliver this growth, the full year of cost of being a Listed
company and additional depreciation and amortisation costs as a result of
additional funds being invested in Owned Assets and intangible asset
development. The business continues to increase its support costs to maintain
growth, to fund its requirements as a listed business and to pay significant
one-off costs in both periods. Looking at these individually:
· Administrative expenses excluding one-off large corporate
transaction and restructuring costs, share based payments and depreciation and
amortisation costs increased to £25,090k (2021: £16,287k) a year-on-year
increase of 54%. This increase was due to the growth in the size of the
business and the additional staff required to deliver this growth and the
ongoing costs of being a Listed company.
· Depreciation and amortisation costs increased in 2022 to £7,743k
(2021: £4,929k) as a result of additional funds being invested in Owned
Assets as well as research and development.
· Following the listing in November 2021, Pod Point incurred share
based payment charges relating to a number of share awards that were
implemented at or soon after listing, resulting in a 2022 charge to the
P&L of £4,545k (2021: £2,422k) and national insurance accrued on share
based payment charges of £630k (2021: £343k).
· In 2022, £57k of one-off large corporate transaction and
restructuring costs were incurred (2021: £5,739k). 2021 costs related mainly
to the listing in November 2021.
Net finance income increased to £91k in 2022 (2021: net finance costs of
£1,290k), as a result of shareholder loans repaid upon listing in November
2021 and therefore finance costs in 2022 are limited.
Management of the balance sheet remained strong. Working capital movements,
despite continued business growth, were limited across trade and other
receivables, inventory and trade and other payables. Fixed Assets grew as we
continue to build the software platforms that will drive future growth.
Closing cash and short term investments were £74,103k (2021: £96,112k). At
31 December 2021, £50,000k of cash had been placed on a six-month bank
deposit and was classified as a short term investment. At 31 December 2022,
there were no short-term investments. Closing net assets were £184,157k
(2021: £199,835k)
Cash outflow from operating activities increased by £6,752k to £8,968k
(2021: £2,216k). This was primarily due to a larger operating loss, as well
as a reduction in the inflow of working capital from creditors due to lower
growth in the year.
Cash flow from investing activities changed from a significant outflow to an
inflow of £38,206k (2021: outflow of £57,190k). This swing is primarily the
result of a £50m investment in bank deposits in 2021 that was redeemed in
2022. Aside from this, the business invested £9.9m in capitalised software
development to drive future recurring revenues. In 2021, £50m of the
investing activity related to the purchase of short-term investments, which
are long-term bank deposits classified as investments due to their tenor. No
short-term investments exist in 2022.
Cash flow from financing activities moved from an inflow in 2021 to an outflow
of £1,247k (2021: inflow of £102,575k). The 2022 outflows on lease
liabilities and loan repayment contrast with the 2021 listing of the business
with gross funds raised of £120,000k less transaction costs of £7,664k and
with net shareholder loans of £9,280k repaid following the listing in 2021.
During 2022, transactions with related parties included sale of goods of
£335k (2021: £309k), purchase of goods of £390k (2021: £850k), and
interest on intercompany loans of £nil (2021: £1,038k). These transactions
were undertaken with the two shareholders EDF Energy Customers Limited and
Legal & General Capital Investments Limited and their subsidiaries.
Market Opportunity and Outlook
We continue to see rapid growth in the UK electric vehicle market, with 26,403
new plug-in vehicle registrations in January 2023, 12% up on January 2022 and
representing 20% of all vehicles registered. We expect the mix of vehicles to
continue to shift to battery electric vehicles as it grows its share of
plug-in vehicles. This primarily comes on the back of more choice for
consumers, with more new battery electric models expected to be launched in
2023 at more accessible price points. Battery electric vehicles still only
constitute 1.5% of total vehicles on the road, so the growth potential for the
business remains significant.
Whilst the current price increases in electricity are an obvious concern for
consumers and businesses, we do not expect them to materially impact sales of
electric vehicles. Rather, the ongoing running costs of electric vehicles will
in almost all cases continue to be significantly cheaper than vehicles reliant
on internal combustion engines.
We expect the Government to continue with reduced direct fiscal incentives and
to focus on indirect actions, such as the changes to planning regulations that
require developers to include charge points in new properties. We see this as
the right strategy and a developing opportunity for Pod Point.
We anticipate continued volatility in macroeconomic conditions, high but
easing inflation, war in Ukraine, energy price volatility and cost-of-living
pressures. We expect global supply chain challenges to continue but to ease
through 2023 with an ongoing impact on the supply of new vehicles, as seen by
currently extended vehicle lead times.
Given the significant future opportunity we see in the coming years, we plan
to continue investing in our business broadly in line with our IPO strategy.:
· Firstly, we will continue to invest in our systems and processes
to ensure that we are ready to serve the scale of opportunity we see ahead of
us.
· Secondly, we will continue to improve and expand our product
offering to serve more routes to market. At present, we are active developing
our offerings for fleets and housing developers. We will deliver innovation
that improves our product proposition in terms of ease of use, cost reduction
and carbon reduction. It is important that the EV revolution does not leave
anybody behind. We will be investing in our products to meet the needs of
these customers.
· Thirdly, we will continue to invest in our software capability to
realise a number of recurring revenue business models. Our charge points are
already smart, so we will be building software on top of our network to enable
our charge points to work in harmony with the grid at both a local and
national level. With so many consumers moving to a reliance on electricity for
their driving, as well as potentially for heating, we are going to see a
significant increase in the demand for electricity across the UK. Amongst
other activities, we are building our network of charge points and associated
technology to carefully manage how energy flows into the nation's electric
cars and hence provide commercial balancing services into the national grid
and/or distribution network operators. We expect to do this in a way which
doesn't materially inconvenience the EV driver. During the year, we have built
our technical team to enable this, and have made various improvements to our
systems in preparation for using our network for the purpose of grid load
management.
· Finally, we will make targeted investments in Owned Assets,
although at a lower level than we communicated at IPO. We will focus on
multimodal charging opportunities at locations that will benefit from our
capability across multiple charge rates. These charge points will be a mix of
AC charge points for those locations with longer dwell times and DC units
capable of rapid charging so that drivers can quickly get on their way. Given
the increase in interest rates, general move towards higher ground rents and a
more challenging macro-economic climate, a reduced rate of Owned Asset
investment will also allow us to retain a higher cash level on our balance
sheet.
We remain confident that our strategy will allow us to maximise the
opportunity presented to us by the ongoing growth in electric vehicles.
Director's Responsibilities Statement
The Directors are required to prepare financial statements for each financial
year which present a true and fair view of the financial position of the
Company and of the Group and the financial performance and cash flows of the
Company and of the Group for that period. The Directors have elected to
prepare the Group and parent company financial statements in accordance with
the UK-adopted International Financial Reporting Standards ('IFRSs') in
conformity with the Companies Act 2006.
In preparing those financial statements, the Directors are required to:
· select suitable accounting policies in accordance with IAS 8:
'Accounting Policies, Changes in Accounting Estimates and Errors' and then
apply them consistently;
· make judgements and accounting estimates that are reasonable and
prudent;
· present information, including accounting policies, in a manner
that provides relevant, reliable, comparable and understandable information;
· provide additional disclosures when compliance with the specific
requirements in IFRSs is insufficient to enable users to understand the impact
of particular transactions, other events and conditions on the Company and of
the Group's financial position and financial performance;
· state whether UK-adopted international accounting standards have
been followed, subject to any material departures disclosed and explained in
the financial statements; and
· prepare the accounts on a going concern basis unless, having
assessed the ability of the Company and the Group to continue as a going
concern unless it is appropriate to presume that the Company and/ or the Group
will not continue in business.
The Directors are responsible for keeping adequate accounting records that are
sufficient to show and explain the Company's and Group's transactions and
which disclose with reasonable accuracy at any time the financial position of
the Company and of the Group and enable them to ensure that the financial
statements comply with the Companies Act 2006. They are also responsible for
safeguarding the assets of the Company and the Group and hence for taking
reasonable steps for the prevention and detection of fraud and other
irregularities.
The Directors are responsible for the maintenance and integrity of the
corporate and financial information included on the Company's website.
Legislation in the UK governing the preparation and dissemination of financial
statements may differ from legislation in other jurisdictions.
Neither the Company nor the Directors accept any liability to any person in
relation to the annual financial report except to the extent that such
liability could arise under English law. Accordingly, any liability to a
person who has demonstrated reliance on any untrue or misleading statement or
omission shall be determined in accordance with section 90A and schedule 10A
of the Financial Services and Markets Act 2000.
Basis of Preparation and General Information
The consolidated financial information for Pod Point Group Holdings Plc (the
Company) and its subsidiaries (together, the Group) set out in this
preliminary announcement has been derived from the unaudited consolidated
financial statements of the Group for the year ended 31 December 2022 ("the
financial statements"). The Company's Annual Report and Accounts ("Annual
Report") for the year ended 31 December 2022 will be published in April 2023.
It will be sent to shareholders and posted on its website:
www.pod-point.com/investors and uploaded to the National Storage Mechanism in
accordance with LR 9.6.1 R on the same date
The unaudited preliminary announcement was approved by the Board of directors
on 16 February 2023. This unaudited preliminary announcement does not
constitute the full financial statements prepared in accordance with
International Financial Reporting Standards (IFRS). The unaudited consolidated
financial statements for the year ended 31 December 2022 and the financial
information for the year ended 31 December 2022 do not constitute statutory
accounts within the meaning of section 434 of the Companies Act 2006. The
statutory accounts for the year ended 31 December 2021 have been delivered to
the Registrar of Companies and received an unqualified auditors' report, did
not include a reference to any matters to which the auditors drew attention by
way of an emphasis of matter and did not contain a statement under sections
498 (2) or (3) of the Companies Act 2006.
The financial statements have been prepared in accordance with international
accounting standards in conformity with the requirements of the Companies Act
2006 and International Financial Reporting Standards adopted pursuant to
Regulation (EC) No 1606/2002 as it applies in the European Union and have been
prepared on a going concern basis.
Further information including on accounting policies and the full accounting
notes will be set out in the Annual Report, and such information for 2021
was included in the 2021 Annual Report which was published on 9(th) May 2022.
Consolidated Income Statement
Notes Year Ended Year Ended
31 December
31 December
2022(()(7))
2021
£'000 £'000
Revenue (including OZEV revenues) 2,4 71,409 61,415
Cost of sales (54,820) (45,070)
Gross profit 16,589 16,345
Other income 4 1,461 -
Administrative expenses (38,065) (29,377)
Operating loss 3 (20,015) (13,032)
Analysed as:
Adjusted EBITDA((1)) (7,040) 58
Adjusting large corporate transactions and restructuring costs(()(2)) 6 (57) (5,739)
Share-based payments 14 (2,422)
(5,175)
EBITDA((1)) (12,272) (8,103)
Amortisation and depreciation (7,743) (4,929)
Group operating loss (20,015) (13,032)
Finance income 7 457 -
Finance costs 7 (366) (1,290)
Loss before tax (19,924) (14,322)
Income tax expense (287) -
Loss after tax (20,211) (14,322)
Basic and diluted loss per ordinary share 15 £(0.13) £(0.13)
Notes:
(1) EBITDA is defined as earnings before interest, tax,
depreciation and amortisation, and is considered by the Directors to be a key
measure of financial performance. Adjusted EBITDA is defined as earnings
before interest, tax, depreciation and amortisation and excluding both amounts
charged to the income statement in respect of the Group's share based payments
arrangements and also adjusting for large corporate transaction and
restructuring costs. These have been separately identified by the Directors
and adjusted to provide an underlying measure of financial performance. The
reconciliation is set out on the income statement and Note 6 provides a
summary of the amounts arising from the large corporate transactions and
restructuring costs.
(2) See Note 6
(3) All amounts relate to continuing activities.
(4) All realised gains and losses are recognised in the
consolidated income statement and there is no other comprehensive income.
(5) The notes on pages 16 to 26 form part of the Consolidated
Financial Statements.
(6) There is no other comprehensive income in the years
presented and therefore no separate statement of other comprehensive income is
presented.
(7) As set out in the basis of preparation, the year ended 31
December 2022 is unaudited
Consolidated Statement of Financial Position
Notes As at As at
31 December
31 December
2022
2021
£'000 £'000
Non-current assets
Goodwill 8 77,639 77,639
Intangible assets 8 33,236 29,421
Property, plant and equipment 9 5,498 4,277
Deferred tax asset 5,670 7,379
Right of use assets 2,914 1,400
124,957 120,116
Current assets
Inventories 10 7,342 8,214
Trade and other receivables 11 26,882 24,041
Short-term investments - 50,000
Cash and cash equivalents 74,103 46,112
108,327 128,367
Total assets 233,284 248,483
Current liabilities
Trade and other payables 12 (36,419) (36,173)
Loans and borrowings 13 (2,842) (707)
Lease liabilities (1,634) (896)
Provisions (265) (160)
(41,160) (37,936)
Net current assets 67,167 90,431
Total assets less current liabilities 192,124 210,547
Non-current liabilities
Loans and borrowings 13 (481) (2,326)
Lease liabilities (1,515) (763)
Deferred tax liability (5,670) (7,379)
Provisions (301) (244)
(7,967) (10,712)
Total liabilities (49,127) (48,648)
Net assets 184,157 199,835
Equity
Share capital 154 154
Share premium 140,203 140,057
Other reserves 6,651 2,264
ESOP reserve (1,318) (1,318)
Retained earnings 38,467 58,678
184,157 199,835
Consolidated Statement of Changes in Equity
As at 31 December 2022:
Share Premium Other Reserves ESOP Reserve Retained Earnings Total
equity
Share Capital
£'000 £'000 £'000 £'000 £'000 £'000
154 140,057 2,264 (1,318) 58,678 199,835
Balance as at 1 January 2022
Loss after tax and total comprehensive income for the year - - - - (20,211) (20,211)
Issue of shares during the year - 158 (158) - - -
Share based payments - - 4,545 - - 4,545
Share issuance costs - (12) - - - (12)
Balance as at 31 December 2022 154 140,203 6,651 (1,318) 38,467 184,157
As at 31 December 2021:
Share Capital Share Premium Other Reserves ESOP Reserve Retained Earnings Total
equity
£'000 £'000 £'000 £'000 £'000 £'000
- 26,400 -- - 72,373 98,773
Balance as at 1 January 2021
Loss after tax and total comprehensive income for the year - - - - (14,322) (14,322)
Waived shareholder loan - - - - 627 627
Issue of shares during the year 153 112,340 - - - 112,493
Issue of shares pursuant to the share incentive plan 1 1,317 - (1,318) - -
Share based payments - - 2,264 - 2,264
Balance as at 31 December 2021 154 140,057 2,264 (1,318) 58,678 199,835
Consolidated Statement of Cash Flow
Notes Year Ended Year Ended
31 December
31 December
2022
2021
£'000 £'000
Cash flows from operating activities
Operating loss (20,015) (13,032)
Adjustment for non-cash items:
Amortisation of intangible assets 8 5,484 3,670
Depreciation of tangible assets 9 1,123 650
Depreciation of right of use assets 1,135 609
Share based payment charges 14 4,545 2,422
Tax (287) -
Loss on impairment of intangible assets 8 604 -
Loss on disposal of tangible assets 4 -
(7,407) (5,681)
Changes in working capital
(Increase)/Decrease in inventories 872 (2,592)
(Increase)/Decrease in trade and other receivables (2,841) (9,724)
Increase/(Decrease) in trade and other payables 246 15,693
Increase/(Decrease) in provisions 162 88
(1,561) 3,465
Net cash flow (used in) operating activities (8,968) (2,216)
Cash flows from investing activities
Purchase of tangible assets 9 (2,348) (2,625)
Purchase of intangible assets 8 (9,904) (4,565)
Redemption of/(cash invested in) short-term investments 50,000 (50,000)
Interest received 458 -
Net cash flow (used in) investing activities 38,206 (57,190)
Cash flows from financing activities
Shares issued - 120,074
Issuance cost of shares - (7,664)
Proceeds from new borrowings 13 1,243 1,477
Loan repayment 13 (990) (9,346)
Payment of principal of lease liabilities (1,126) (648)
Payment of lease interest (216) (118)
Other Interest paid (158) (1,200)
Net cash flows (used in) / generated by financing activities (1,247) 102,575
Net increase in cash and cash equivalents 27,991 43,169
Cash and cash equivalents at beginning of the year 46,112 2,943
Closing cash and cash equivalents 74,103 46,112
Please note that £50,000k of cash was held in a short term deposit account at
the 31 December 2021 and for reporting purposes is shown as an investment
above. Closing cash and short term investments at 31 December 2021 totalled
£96,112k.
Consolidated Notes to the financial statements
1. General information
Pod Point Group Holdings plc (referred to as the "Company") is a public
limited company incorporated in the United Kingdom under the Companies Act
2006, and registered in England. Its registration number is 12431376. The
registered address is 28-42 Banner Street, London EC1Y 8QE.
The principal activity of the Company and its subsidiary undertakings (the
"Group") during the years presented is that of development and supply of
equipment and systems for recharging electric vehicles. The entire issued
share capital of the Company was admitted to trading on the Main Market of the
London Stock Exchange on 9 November 2021. All figures presented in this
unaudited preliminary announcement are in £ sterling.
When considering the basis of Going Concern, the Directors have made enquiries
and reviewed cash flow forecasts and available facilities for at least the
next 12 months (including subsequent events). Taking these into account the
Directors have formed a judgement, at the time of approving the unaudited
preliminary announcement, that there is a reasonable expectation that the
Company has adequate resources to continue in operational existence for the
foreseeable future. This judgement has been formed taking into account the
principal risks and uncertainties that the Company faces.
2. Segment reporting
The Group has four operating and reportable segments
which are considered:
Reportable Segment Operations
UK Home Activities generated by the sale of charging units to domestic customers for
installation in homes.
UK Commercial Activities generated by the sale and installation of charging units in
commercial settings, such as the destination, workplace and en-route routes to
market.
Owned Assets Operating activities relating to customer contracts, in which Pod Point owns
the charging point assets but charges end customers for the use of these
assets and, at some sites, charges a fee for provision of media screens on the
units for advertising purposes.
Recurring Operating activities relating to the recurring revenue generated on charging
units, relating to fees charged from the ongoing use of the Pod Point software
and information generated from the management information system.
There are no transactions with a single external customer amounting to 10 per
cent. or more of the Group's revenues.
Work, destination and en-route revenues are routes to market within the UK
Commercial segment, rather than individual business segments with the types of
installations being similar in all three.
Revenue has been further split into OZEV and non-OZEV revenues for each
segment. OZEV revenues are the portion of revenue generated from an install,
which are claimed from the DVLA by the Group on behalf of customers who are
eligible for the EVHS government grant.
A breakdown of revenues and non-current assets by geographical area is
included in Note 4. Assets and liabilities are not reviewed on a segmental
basis and therefore have not been included in this disclosure.
The following amounts previously recorded in the Norway segment for the year
ending 31 December 2021 have been reclassified into Commercial. The Norway
segment has been subsumed into the Commercial segment for the year ended 31
December 2022 as is no longer a material segment requiring separate
disclosure, therefore the comparative period has also been restated for
comparativeness. The nature of the products and services are the same and the
two segments have similar economic effects, therefore aggregation is
appropriate:
Year Ended
31 December
2021
£'000
Norway revenue 233
Norway cost of sales (444)
Gross margin (211)
Segmental Analysis for the year ended 31 December 2022:
UK UK Owned Recurring Total
Home
Commercial
Assets
Group
£'000 £'000 £'000 £'000 £'000
Revenue, non-OZEV 34,891 23,257 4,233 1,896 64,277
OZEV revenue 6,495 637 - - 7,132
Revenue 41,386 23,894 4,233 1,896 71,409
Cost of sales (33,304) (18,721) (1,992) (803) (54,820)
Gross Margin 8,082 5,173 2,241 1,093 16,589
Other income 1,461
Administrative Expenses (38,065)
Operating Loss (20,015)
Finance income 457
Finance costs (366)
Loss before tax (19,924)
Segmental Analysis for the year ended 31 December 2021:
UK UK Owned Recurring Total
Home
Commercial
Assets
Group
£'000 £'000 £'000 £'000 £'000
Revenue, non-OZEV 24,729 17,519 2,033 918 45,199
OZEV revenue 15,543 673 - - 16,216
Revenue 40,272 18,192 2,033 918 61,415
Cost of sales (28,925) (14,474) (1,165) (506) (45,070)
Gross Margin 11,347 3,718 868 412 16,345
Administrative Expenses (29,377)
Operating Loss (13,032)
Finance income -
Finance costs (1,290)
Loss before tax (14,322)
3. Group operating loss
Loss for the year has been arrived at after
charging/(crediting):
Year Ended Year Ended
31 December
31 December
2022
2021
£'000 £'000
Amortisation of intangible fixed assets 5,484 3,670
Depreciation of tangible fixed assets 1,123 650
Depreciation of right of use asset 1,135 609
Exchange differences 56 (10)
Cost of inventories recognised as an expense 28,818 24,554
Staff costs 28,628 22,418
Loss on impairment of intangible assets 604 -
Loss on disposal of tangible assets 4 -
4. Revenue and non-current assets
Revenue, analysed geographically between markets, was
as follows:
Year Ended Year Ended
31 December
31 December
2022
2021
£'000 £'000
United Kingdom 71,277 61,182
Norway 132 233
71,409 61,415
The geographical analysis of revenue and net revenue is on the basis of the
country of origin in which the client is invoiced.
Revenue, split between OZEV revenues and non-OZEV revenues was as follows:
Year Ended Year Ended
31 December
31 December
2022
2021
£'000 £'000
Non-OZEV revenue 64,277 45,199
OZEV revenue 7,132 16,216
71,409 61,415
All OZEV revenue was earned in the UK. Non-current assets are all held within
the UK for all periods presented.
Other income represents grant income relating to the R&D expenditure
credit for relief on the Group's research and development costs.
5. Directors and employees
The Group operates a defined contribution pension
scheme. The assets of the scheme are held separately from those of the Group
in an independently administered fund. The pension cost represents
contributions payable by the Group to the fund and amounted £271k to for the
year ended 31 December 2022 (2021: £416k).
Pension contributions payable amount at 31 December
2021 was £180k (2021: £101k).
The table below presents the staff costs of these persons, including those in
respect of the Directors, recognised in the income statement.
Year Ended Year Ended
31 December
31 December
2022
2021
£'000 £'000
Wages and salaries 20,671 17,419
Social security costs 3,118 2,115
Costs of defined contribution scheme 294 416
Net share based payment expense 4,545 2,422
28,628 22,372
Staff costs presented in this note reflect the total wage, tax and pension
cost relating to employees of the Group. These costs are allocated between
administrative expenses, cost of sales or capitalised where appropriate as
part of Software Development intangible assets. The allocation between these
areas is dependent on the area of business the employee works in and the
activities they have undertaken.
During the year ended 31 December 2022, £6,730k of staff costs were
capitalised (2021: £2,904k).
Key management personnel
Key management personnel of the Group are the members of the Board of
Directors as well certain other members directing and controlling the
activities of the Group. Directors appointed by EDF are remunerated by EDF and
their costs are not recharged and an allocation of cost is not considered
readily identifiable.
Key management costs include the following expenses:
Year Ended Year Ended
31 December
31 December
2022
2021
£'000 £'000
Short-term employee benefits 3,058 3,528
Post-employment benefits 56 85
Net share based payment expense 2,987 2,046
6,101 5,659
6. Adjusting large corporate transaction and restructuring
costs
Adjusting large corporate transaction and restructuring costs, for the
purposes of presenting non-IFRS measure of adjusted EBITDA are as follows:.
Year Ended Year Ended
31 December
31 December
2022
2021
£'000 £'000
Costs related to raising finance and other corporate projects - 5,536
Restructuring costs 57 203
57 5,739
Raising finance relates to equity financing which given its scale in the
period is not considered to be in the normal course of the operating business.
Restructuring costs in 2021 are staff related costs arising from changes to
the senior management team and department reorganisations that were not in the
normal course of the operating business. Restructuring costs in 2022 related
to the closure of the Norway branch.
7. Finance income and finance costs
Net financing costs comprise bank interest income and interest expense on
borrowings, and interest expense on lease liabilities.
Year Ended Year Ended
31 December
31 December
2022
2021
£'000 £'000
Interest on bank deposits 457 -
Finance Income 457 -
Interest on loans (150) (1,172)
Interest on lease liabilities (216) (118)
Finance Costs (366) (1,290)
Net finance /(costs) recognised in the income statement 91 (1,290)
8. Intangible assets
Intangible assets as at 31 December 2022:
Development Brand Customer Goodwill Total
Relationships
£'000 £'000 £'000 £'000 £'000
Cost:
At 1 January 2022 10,800 13,940 13,371 77,639 115,750
Additions 9,904 - - - 9,904
At 31 December 2022 20,704 13,940 13,371 77,639 125,654
Accumulated amortisation and impairment:
At 1 January 2022 5,646 1,336 1,708 - 8,690
Amortisation 3,896 697 891 - 5,484
Impairment 604 604
At 31 December 2022 10,146 2,033 2,599 - 14,779
Carrying amounts:
At 31 December 2022 10,557 11,907 10,772 77,639 110,874
Intangible assets as at 31 December 2021:
Development Brand Customer Goodwill Total
Relationships
£'000 £'000 £'000 £'000 £'000
Cost:
At 1 January 2021 6,235 13,940 13,371 77,639 111,185
Additions 4,565 - - - 4,565
At 31 December 2021 10,800 13,940 13,371 77,639 115,750
Accumulated amortisation:
At 1 January 2021 3,564 639 817 - 5,020
Amortisation 2,082 697 891 - 3,670
At 31 December 2021 5,646 1,336 1,708 - 8,690
Carrying amounts:
At 31 December 2021 5,154 12,604 11,663 77,639 107,060
9. Property, Plant and Equipment
Property Plant and Equipment as at 31 December 2022:
S/Term Plant & Furniture Computer Owned Total
Leasehold
Machinery
& fittings
Equipment
Assets
Property
£'000 £'000 £'000 £'000 £'000 £'000
Cost:
At 1 January 2022 31 229 19 837 4,698 5,814
Additions 2 42 - 499 1,805 2,348
Disposals - - - - (7) (7)
At 31 December 2022 33 271 19 1,336 6,496 8,155
Accumulated depreciation and impairment:
At 1 January 2022 31 153 19 553 781 1,537
Depreciation 1 49 - 275 798 1,123
Disposals (3) (3)
At 31 December 2022 32 202 19 828 1,576 2,657
Carrying amounts:
At 31 December 2022 1 69 - 508 4,920 5,498
Property Plant and Equipment As at 31 December 2021:
S/Term Plant & Furniture Computer Owned Total
Leasehold
Machinery
& fittings
Equipment
Assets
Property
£'000 £'000 £'000 £'000 £'000 £'000
Cost:
At 1 January 2021 31 159 19 616 2,364 3,189
Additions - 70 - 221 2,334 2,625
At 31 December 2021 31 229 19 837 4,698 5,814
Accumulated depreciation and impairment:
At 1 January 2021 30 119 19 471 248 887
Depreciation 1 34 - 82 533 650
At 31 December 2021 31 153 19 553 781 1,537
Carrying amounts:
At 31 December 2021 - 76 - 284 3,917 4,277
10. Inventories
As at As at
31 December
31 December
2022
2021
£'000 £'000
Finished goods 5,523 4,962
Work in progress 1,819 3,252
7,342 8,214
The cost of inventories recognised as an expense during the year ended 31
December 2022 in respect of continuing operations was £28,818k (2021:
£24,554k). Increase in cost of inventories during the year was due to charge
regulations imposed in June and December 2022, leading to additional rework
costs on existing units.
Included within work in progress is hardware purchased for installation in
progress but not yet complete, time spent on installations in progress but not
yet complete and invoices received against installations in progress but not
yet complete.
11. Trade and other receivables
As at As at
31 December
31 December
2022
2021
£'000 £'000
Trade receivables 18,841 18,795
Loss allowance (507) (216)
18,334 18,579
Other receivables 940 338
R&D tax credit receivable 1,174
Prepayments and accrued income 6,434 5,124
26,882 24,041
12. Trade and other payables and other non-current liabilities
As at As at
31 December
31 December
2022
2021
£'000 £'000
Trade payables 9,096 12,110
Other taxation and social security 3,098 1,020
Accruals and deferred revenue 21,163 20,568
Contingent consideration - 1,000
Other payables 3,062 1,475
36,419 36,173
There is no material difference between the carrying value and fair value
of trade and other payables presented.
The contingent consideration of £1,000,000 relates to a warranty retention
liability which was set up on the acquisition of Pod Point Holding Ltd by the
Company in February 2020. No warranty claims have been made against the
shareholders of Pod Point Holding Limited and the amount was repaid to
shareholders of Pod Point Holding Limited on 11 February 2022.
13. Loans and borrowings
As at As at
31 December
31 December
2022
2021
£'000 £'000
Current liabilities
Secured bank loan 2,842 707
Non-current liabilities
Secured bank loan 481 2,326
During the 11 months ended 31 December 2020, the
Group entered into £3.5 million facility agreement with Triodos Bank UK
Limited for a period of 5 years, to fund charging units owned by the Group and
installed at customer sites. The facility is structured as a construction
facility while the assets are being installed, at which point the outstanding
balance will become an operating facility. The interest rate is fixed at 3.5
per cent. The loan is repayable in eighteen quarterly instalments starting one
quarter after the start of the operating facility.
An additional loan was entered into with Triodos Bank UK Limited during the
year ended 31 December 2022, for £1.25 million under the same facility
agreement. The interest rate is fixed at 4.969 per cent. The loan is repayable
in eighteen quarterly instalments starting from the first payment date.
No changes in liabilities arising from financing activities has been
identified during the year ended 31st December 2022 or are expected in the
near future.
14. Share based payments
Charge to the income statement:
The charge to the income statement is set out below:
Year ended Year ended
31 December
31 December
2022
2021
£'000 £'000
IPO Restricted Share Award 2,238 2,256
IPO Performance Share Award 759 136
SIP 360 30
Long-term Incentive Plan 611 -
Deferred Share Bonus Plan 505 -
National insurance on share based payment awards of £630k (2021: £343k) has
also been charged to the income statement.
15. Loss per share
Basic earnings per share is calculated by dividing the loss attributable to
the equity holders of the Group by the weighted average number of shares in
issue during the year.
The group has dilutive ordinary shares for the years ended 31 December 2022
and 31 December 2021, these being share options granted to employees. As the
Group has incurred a loss in all periods, the diluted loss per share is the
same as the basic earnings per share as the loss has an anti-dilutive effect.
Year ended Year ended
31 December
31 December
2022
2021
£ £
Loss for the period attributable to equity holders 20,211,814 14,322,377
Basic and diluted weighted average number of shares in issue 153,405,628 107,750,615
Earnings/(Loss) per share (Basic and Diluted) (0.13) (0.13)
In determining the share numbers and earnings per share for the year ended 31
December 2021, calculation above the requirements of IAS 33 'Earnings per
share' have been applied to reflect the bonus issue and share consolidation
detailed in Note 14 as if it had taken place at the start of the earliest
period for which an earnings per share is presented.
16. List of subsidiaries
The Group holds share capital in the following
companies:
Name of company Classification Country of Principle activity Ownership Registered Address
Incorporation
Pod Point Limited Direct United Kingdom Development and supply of equipment and systems for electric charging vehicles 100% 28-42 Banner Street Banner Street, London, England, EC1Y 8QE
Pod Point Holding Limited Direct United Kingdom Holding Company 100% 28-42 Banner Street
Banner Street, London, England, EC1Y 8QE
Open Charge Limited Direct United Kingdom Development and supply of equipment and systems for electric charging vehicles 100% 28-42 Banner Street Banner Street, London, England, EC1Y 8QE
Pod Point Norge AS Direct Norway Development and supply of equipment and systems for electric charging vehicles 100% Engebrets vei 3, 0275, Oslo, Norway
Pod Point Asset One Limited Direct United Kingdom Development and supply of equipment and systems for electric charging vehicles 100% 28-42 Banner Street Banner Street, London, England, EC1Y 8QE
17. Related parties
Transactions with Shareholders
During the year ending 31 December 2022, the Group had the following
transactions group companies part of the EDF Group and Legal & General
group:
Group Company Sales of goods Purchase of goods
'£000 '£000
EDF Energy Limited 335 -
EDF Energy Customers Limited - 390
During the year ending 31 December 2021, the Group had the following
transactions group companies part of the EDF Group and Legal & General
group:
Group Company Sales of goods Purchase of goods Interest and fees on
'£000
intercompany loan
'£000
'£000
Legal & General group 46 - 232
EDF Energy Limited 263 - -
EDF Energy Customers Limited - 850 806
Transactions with related parties who are not members
of the Group
During the year ended 31 December 2022, the Group had
the following transactions with a related party who is not a member of the
Group. Imtech Inviron Limited is a related party by virtue of their ultimate
parent and controlling party being Électricité de France S.A.:
• Sale of goods of £180k (2021: £48k)
Transactions with key management personnel of the Group
Key Management Personnel are defined as member of the Group's
Strategic Board.
See Note 5 for details of compensation of key management personnel. Certain
employees hold shares in the Group, including Key Management Personnel.
18. Post balance sheet events
There are no post balance sheet events.
19. Ultimate parent undertaking and controlling party
The immediate parent company of the Company and its subsidiaries is EDF Energy
Customers Limited , a company registered in the United Kingdom.
The immediate parent company of EDF Energy Customers Limited is EDF Energy
Limited, a company registered in the United Kingdom.
At 31 December 2022 and 31 December 2021, Électricité de France SA, a
company incorporated in France, is regarded by the Directors as the Company's
ultimate parent company and controlling party. This is the largest group for
which consolidated financial statements are prepared. Copies of that company's
consolidated financial statements may be obtained from the registered office
at Électricité de France SA, 22-30 Avenue de Wagram, 75382, Paris, Cedex 08,
France.
Principal Risks & Uncertainties
Our risk management processes are as summarised in our FY21 Annual Report and
which, in respect of the year ended 31 December 2022, the Board considered
that these processes remained effective.
Our principal risks and uncertainties are discussed at each meeting of the
Audit and Risk Committee together with an evaluation of our risk management
process and any new, emerging or changing risks identified on the Company's
risk register. In respect of the year ended 31 December 2022, the Board
considered our principal risks and uncertainties remain unchanged from those
that were reported in our H122 Interim Results. The output of this assessment
is set out below, where we provide a summary of each of our principal risks
and the potential consequences should the risk materialise updated to reflect
developments in the second half of 2022.
As a purpose driven company that exists to reduce the environmental impact of
travel on the planet, climate change and the implications of climate-related
risks on our business are important factors carefully monitored and assessed.
In 2022, we integrated climate-related risk assessment as an explicit
requirement into our risk management processes. As part of this,
climate-related risks have been identified that may affect the business and/or
may contribute towards some of our principal risks and we will report in more
detail on these as part of our FY22 Annual Report. Whilst climate related
risks are not currently recognised as posing a principal risk to the Group,
given the significance of climate change to our mission, the Board and the
executive team continue to review the potential impact of climate change on
the Group and its stakeholders, both internally, on such matters as our
strategy, products and services and operational measures; as well as
externally, on such matters as customer behaviour, market/ industry
developments and regulatory change.
No. Risk Details and Consequences
1 Our growth and success is highly correlated with and thus dependent upon the · EV market is fast moving, characterised by changing technologies,
continuing adoption of and demand for EVs price competition, additional competitors, evolving government regulation and
standards, frequent new vehicle announcements and changing consumer demand and
behaviour.
· EVs has grown in recent years in the UK, but no guarantee of
continuing future demand.
· Slower EV sales may result in lower demand for charging
equipment. Could have a material adverse effect on our business, financial
condition, results of operations and prospects.
· Remains to be seen whether a roll-out of public charging
infrastructure can be successful in areas with lower concentrations of
individuals driving EVs and therefore reduced usage demand.
· As reported in our Trading Update in November 2022, growth in PIV
registrations slowed markedly in the H2 2022 driven by supply chain challenges
causing reduced EV deliveries into the UK. A live risk that we are monitoring
and the outlook for 2023 remains difficult to predict.
· In the longer term we expect the UK to return to rapid growth in
PIV registrations as the supply chain restrictions and general economy
recovers.
No. Risk Details and Consequences
2 Competition in the industry and market segment in which we operate may · Our industry and market segment are highly competitive.
materially adversely affect our market share, margins and overall
profitability · Competition comes from large international organisations as well
as smaller start-ups. Competition is based on several key criteria including
price, product technology and performance, delivery times, flexibility, design
and innovation, brand recognition, customer access and sales power as well as
the scope and quality of services.
· Automotive OEM partners may develop or acquire certain
capabilities in-house such as developing their own brand, reducing demand for
our products, systems and services.
· These developments could limit our addressable market and ability
to gain new customers negatively impacting our business, financial condition,
results of operations and prospects.
No. Risk Details and Consequences
3 Delays to Product Development · Global supply chain challenges and component cost increases in H1
2022 required us to direct product development resources towards limited
redesign of our existing products to facilitate greater component flexibility,
supply chain resilience and protect margins.
· This mitigated exposure to market-wide supply and production
disruption and enabled us to meet customer demand during challenging global
macro-economic conditions.
· Delay to new technology developments and innovation affecting
roll out of new products against our roadmap could potentially impact
desirability and demand for our products (as described in Risk 2).
No. Risk Details and Consequences
4 Ongoing and potential future disruptions to the global supply chain could have · Global supply chain for EVs, EV production and EV charger
a material adverse effect on demand for our products as well as on our ability componentry remains disrupted as a result of a number of COVID-19 related
to source components for our charge points impacts - including factory closures, shortages in semiconductors and the
repurposing of factories and production lines for COVID-19 related medical
devices and equipment.
· Global supply of semiconductors experienced severe constraints in
2022.
· At FY22, long EV delivery lead times persist and this has a
consequential impact on demand for EV charge points.
No. Risk Details and Consequences
5 Government and regulatory initiatives, the outcomes of which are unknown, · Market for EVs and EV-related products is new and growing
could materially impact our business quickly. Applicable regulations evolve at a corresponding pace. It remains the
focus of various ongoing Government and regulatory initiatives and enquiries,
the outcomes of which are unknown.
· Failure to comply with laws or regulations could result in fines,
sanction, claims, liabilities and/or reputational damage which could adversely
affect our business, financial condition, results of operations and prospects.
No. Risk Details and Consequences
6 We are exposed to health and safety risks related to our products and the · All charge points conduct electricity and as such carry an
installation, maintenance and operation of electrical equipment and systems inherent potential electrical hazard risk.
· Our charge point operations involve the installation, maintenance
and operation of electrical equipment and systems, which could expose our
customers, employees, partners, installers and the public to a number of
hazards, including electrical lines and equipment, mechanical failures,
transportation accidents and adverse weather conditions.
· These hazards can cause personal injuries and loss of life,
damage or destruction of property and equipment and other related damage,
liability or loss.
No. Risk Details and Consequences
7 Our technology could have undetected defects, errors or bugs in hardware or · Our software and hardware may in future contain undetected
software defects or errors as we evolve the features and functionality of our software
platform and charge point hardware through updates and enhancements.
· It is possible, this process may introduce defects or errors that
may not be detected until after deployment to customers and installation of
charge points.
· In addition, if updates or patches are not implemented, or our
products and services are not used correctly or as intended, inadequate
performance or disruptions in service may result.
· Events arising as a result of a malfunctioning charging station
or defect or bug in the software or hardware could cause loss, damage or
injury to persons or property and a resulting claim from the affected parties.
Any insurance that we carry may not be sufficient, or may not provide cover in
all situations.
No. Risk Details and Consequences
8 The deterioration of economic conditions in the UK, a deterioration in the · Our business and results of operations are affected by the
UK's economic relationship with the EU or a future health pandemic may general economic conditions of the UK.
materially adversely impact our business, financial condition and results of
operations. · Changes in these economic conditions impact consumer confidence
and spending as well as the general business climate and levels of business
investment.
· As demand for our products is closely related to demand for EVs,
any negative impact on consumer confidence and consumer spending is likely to
be reflected in the number of new EVs purchased which in turn is likely to
impact demand for our products.
· Uncertainty and unpredictability concerning the UK's legal,
political and economic relationships with the EU and the European Economic
Area following Brexit could adversely affect trading agreements and/or lead to
logistical and administrative issues for cross-border shipments. Our orders
could be delayed or we could be required to pay additional, unexpected
tariffs.
· Impact of COVID-19 created significant volatility in the global
economy and led to reduced economic activity. The extent to which the COVID-19
pandemic and/or future health pandemics impact our business, financial
condition, results of operations and prospects will depend on future
developments, which are uncertain and cannot be predicted.
No. Risk Details and Consequences
9 Disruptions to our network and IT systems, including from malware, viruses, · We depend on our IT systems to, among other things, operate and
hacking, phishing attacks and spamming manage our charge points, exchange information with our commercial partners
and customers and to maintain financial records and accuracy.
· IT systems failures, including risks associated with upgrading
systems, network disruptions or a cyber attack could disrupt operations or
lead to fraud by compromising our cyber security and the protection of
customer or Group information and financial reporting and impeding processing
of transactions, leading to potential liability and increased costs.
· Computer malware, viruses, physical break-ins or a cyber attack
and similar disruptions could lead to fraudulent activity, regulatory
sanctions, claims and other liabilities and interruption and delays to our
services and operations as well as loss, misuse or theft of data.
· 3G and 4G network outages could adversely affect both our network
communication capabilities, as well as user interaction with our mobile
application and charge points. Poor app service could have a material adverse
effect on our business, financial condition, results of operations and
prospects.
· Computer systems, including back-up systems, could be damaged or
interrupted by power outages, computer and telecommunications failures,
computer viruses, internal or external security breaches, events such as
fires, earthquakes, floods and/or errors by our employees.
· We collect personal information in relation to our customers and
employees and other data as part of our business operations. We are exposed to
the risk that such data could be wrongfully appropriated, lost or disclosed,
damaged or processed in breach of privacy or data protection laws.
No. Risk Details and Consequences
10 Our success depends on our ability to hire and retain management, key · Future performance depends on the continued service of senior
employees and other qualified managers and other key personnel, including employees involved in research and
development, sales, marketing and employees with critical know-how and
and skilled employees and we may not be able to attract and retain such expertise.
personnel
· Loss of senior managers or other key personnel could have a
material adverse effect on our business, financial condition, results of
operations and prospects.
· Success also depends on ability to attract, retain and develop
qualified and skilled personnel. This is especially important given the
increasingly competitive market for talent and the expected high growth in the
EV charging segment.
· New regulations in the industry could require specific
qualifications to install EV charging equipment, which could result in a
reduced labour force and higher costs.
1 (#_ftnref1) Consistent methodology with 2021 reporting.
(2) Home installation units (excluding wholesale units) as a % of reported
SMMT PIV registrations in same period
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