REG - Rosslyn Data Tech. - Final Results, Annual Report and Notice of AGM
31/10/2023 07:15
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RNS Number : 8365R Rosslyn Data Technologies PLC 31 October 2023
31 October 2023
Rosslyn Data Technologies plc
("Rosslyn", the "Company" or the "Group")
Final Results
Publication of Annual Report
and Notice of AGM
Rosslyn (AIM: RDT), the provider of a leading cloud-based enterprise data
analytics platform, announces its final results and publication of its annual
report for the year ended 30 April 2023 and gives notice of its annual general
meeting ("AGM").
Financial Highlights*
· Revenue increased 11% to £3.0m (2022: £2.7m)
· Gross margin improved to 34.7% (2022: 16.6%)
· Administrative expenses reduced to £3.4m (2022: £4.3m)
· Adj. EBITDA** loss reduced to £2.0m (2022: £3.6m
loss)
· Loss before tax reduced to £2.8m (2022: £4.1m
loss)
· Cash burn rate reduced to £205k per month (2022: £266k)
· Cash and cash equivalents of £767k as at 30 April 2023*** (30
April 2022: £2.4m)
* Integritie and Langdon Systems are classified as discontinued operations for
the purpose of the statutory accounts. See note 6 to the financial statements
for details on the discontinued operations
** Adjustments made for exceptional items and share-based payments
*** Post year end, Rosslyn raised £3.3m through the issue of new ordinary
shares and convertible loan notes
Operational and Strategic Highlights
· Improvement in all key performance indicators ("KPIs"):
o Annual recurring revenue ("ARR") growth of 8% (2022: -9%), with ARR of
£2.4m (2022: £2.2m)
o Net revenue retention ("NRR") rate increased to 90% (2022: 83%)
o Total pipeline as at 30 April 2023 was £3.6m (30 April 2022: £2.7m) and
weighted pipeline was £1.1m (30 April 2022: £0.87m)
o Customer acquisition cost ("CAC") payback was 65 months (2022: 122 months)
· Launched a new and improved Rosslyn platform
· Rebrand completed to reflect Rosslyn's strategic focus on a
single product comprising a best-in-class SaaS solution
· Won six new contracts during the year and a further two post year
end
· Successful proof of concept ("POC") conducted to incorporate next
generation artificial intelligence ("AI") into the Rosslyn platform, with full
module development now underway
· Value-accretive disposal of non-core subsidiaries, Langdon
Systems ("Langdon") and Integritie, generating a profit of £2.3m
Paul Watts, CEO of Rosslyn, said: "It has been an incredibly busy year for
Rosslyn. We have transformed our business, launched a new platform, renewed
our strategy and established the foundations for sustainable growth. While it
is still early days, we achieved improvement in all of our KPIs in 2023
compared with the previous year and we are making good progress in our
transition to a partner-led go-to-market approach. At the same time, we have
continued our development activities - in particular, exploring the
opportunities offered by generative AI, which is poised to disrupt the
marketplace. We have taken significant steps towards embedding this technology
into our platform and we are very excited about its potential as are our
customers. As a result, alongside our recent fundraising that has further
strengthened our position, the Board continues to look to the future with
confidence."
Enquiries
Rosslyn
Paul Watts, Chief Executive Officer +44 (0)20 3285 8008
James Appleby, Chairman
Cavendish Securities (Nominated adviser and Broker)
Stephen Keys/Camilla Hume/George Lawson +44 (0)20 7220 0500
Gracechurch Group (Financial PR)
Claire Norbury/Anysia Virdi +44 (0)20 4582 3500
About Rosslyn
Rosslyn (AIM: RDT) provides an award-winning spend analytics and predictive
analytics platform. The Rosslyn Platform helps organizations with diverse
supply chains mitigate risk and make informed strategic decisions. It
leverages automated workflows, artificial intelligence and machine learning to
extract and consolidate procurement data providing visibility of complex
supplier data, enabling supplier spend savings and delivering rapid ROI. For
more information visit www.rosslyn.ai (http://www.rosslyn.ai/)
Operational Review
During FY 2023, Rosslyn launched a new platform and migrated its customers;
re-branded to reflect a strategic focus on a single product comprising a
best-in-class SaaS solution; divested two businesses that were not core to
this vision; strengthened the customer success function; and increased
business development activities, resulting in securing six new contracts
during the year and a further two post year end. As testament to the strength
of Rosslyn's offer, these new contracts are to serve multinational, blue-chip
companies with complex data requirements and operating in mission-critical
industries. The Company's success during the year is reflected in the
improvement in all of its KPIs. A further key development that commenced
during the year, and which has continued subsequently, is Rosslyn's
exploration of the opportunities offered by next-generation AI, namely
generative AI.
Rosslyn platform
In the first half of the year, the Company launched the new, upgraded Rosslyn
platform, which has been designed to ensure that customers are able to extract
maximum value from the Rosslyn solution. The new platform delivers a
simplified, more intuitive interface and streamlined navigation, making it
easier for users to quickly gather the insights they need. The collaboration
functions have been improved to facilitate the sharing of dashboards and
reports with key stakeholders across a business. There is also a closer
integration between data and visualisation, including features such as
enabling specialist teams within customer organisations to have their own
tailored view of procurement data.
The migration of customers to the new platform was substantially complete by
mid-year and Rosslyn has received strong customer - as well as partner and
industry analyst - endorsement. The Company's data suggests that users are
spending more time on the platform and that customers are growing the number
of internal users.
Innovation opportunity
Alongside launching its new platform, Rosslyn continued its broader
development activities. A key focus is incorporating data sets that relate to
ESG to enable customers to take such factors into account in procurement
decisions - from both a risk management and ethical business perspective.
Customers are already utilising the Rosslyn platform for this purpose and the
Company is continuing to improve its aggregation and analytical capabilities
in this respect to support greater sales of this module.
A further key area of development work undertaken during the year was
exploring the potential offered by the technological advances in AI - namely,
generative AI. By harnessing the capabilities of generative AI, process
automation can be transformed which is crucial for addressing the increasing
demand for real-time procurement insight. Previously, procurement analytics
was largely regarded as a one-off or occasional standalone project focused on
identifying cost savings in the supply chain. Today, customers want real-time
insight to enable dynamic decision making and risk mitigation - a trend that
has been accelerated by the global supply chain challenges during the COVID-19
pandemic and resulting from the Russia-Ukraine conflict.
The Rosslyn platform has been built with automation at its core, and the
strength of its automated extraction capabilities is one of its competitive
differentiators. The Company is now building on this by embedding generative
AI into the platform. Rosslyn is working on utilising AI to generate the
categorisations and classifications of extracted data, which must be done
before it can be analysed, thereby automating the process. This significantly
increases accuracy, shortens the time to insight and expands the volume of
data that can be incorporated.
During the year, Rosslyn commenced a POC of this technology with four of its
largest customers from different industries and who procure internationally.
The results of the POC, which concluded post year end, exceeded management's
expectations. The Company is now further developing and refining this
technology and expects the module to go live with the first customer within
the new financial year. While this opportunity will likely endure longer sales
cycles, Rosslyn is well placed to establish a leadership position in this new
market thanks to the depth of its technology stack, which has been built on an
automation-first basis; its vast experience from operating in the industry for
over 15 years; and from being custodians of a large volume of complex supply
chain data.
Partner-led go-to-market approach
The Company continued to make progress in its renewed go-to-market approach
centred on a partner model, with half of the new contracts won during the year
being via partners as well as accounting for a significant proportion of the
pipeline.
Rosslyn is actively seeking to increase its number of Business Process
Outsourcing ("BPO") partners. Two of these BPO partners currently are Genpact,
which has more than 320 global clients and manages spend of $78bn, and Chain
IQ, which has more than 60 clients in over 49 countries. Both Genpact and
Chain IQ offer significant potential for growth. The Company is also enhancing
partnerships with procurement advisers and other large, global consulting
partners with complex enterprise requirements.
Customer success
A key focus during the year was strengthening the customer success function.
Over the last 18 months, the team has been expanded and new processes have
been introduced to allow Rosslyn to gain a better understanding of customers'
businesses and ongoing procurement requirements. This enables Rosslyn to
anticipate customer demands and make recommendations to ensure that they
extract maximum value from the platform. This improves customer retention as
well as allowing the Company to cross-sell or up-sell additional modules,
where relevant.
Rosslyn brand
During the year, Rosslyn launched its new brand, following a major rebranding
initiative that commenced in the previous year. The project aimed to refresh
Rosslyn's appearance, making it more engaging for today's market and aligning
it with the new direction of the business. In particular, the Company is now
branded simply as 'Rosslyn' to reflect the strategic focus on a core SaaS
platform.
The rebrand has brought great results both in terms of interaction with the
Rosslyn brand, as measured by metrics such as web traffic, and also the
generation of new opportunities.
Divestment
As part of the strategy to refocus on Rosslyn's core product offering, the
Company decided to divest all non-core businesses - namely, Integritie, which
is a content management platform, and Langdon, which specialises in bulk
handling of supply chain data associated with import and export duty
management systems. Accordingly, Integritie was sold for a total maximum
consideration of £3.0m, comprising an initial cash consideration of £1.6m
and a £1.4m conditional deferred payment based on achieving certain revenue
and growth targets (with management estimating the fair value of the deferred
payment to be £nil based on currently available information), and Langdon was
sold for £100k. These divestments enable greater strategic and operational
focus on the Rosslyn platform along with reducing cash burn.
Financial Review
The Company achieved improvement in all financial metrics in 2023 over the
previous year with the exception of the cash position, which was significantly
strengthened post year end with the completion of a £3.3m fundraising. The
Company also significantly reduced its cash burn rate during the year.
Discontinued operations
Integritie and Langdon have been classed as discontinued operations for the
year and historical comparisons have been restated on that basis. These
financial statements comprise the results for continuing operations only. See
note 6 to the financial statements for detail on the discontinued operations.
Revenue
Revenue for the year increased to £3.0m (2022: £2.7m) as the Company began
to rebuild its business following a period of restructuring. Of the total
revenue, £2.4m was ARR, representing growth of 9% over the £2.2m of ARR in
2022.
Revenue comprises the annual licence fee - software revenue - that customers
are charged for having access to the Rosslyn platform and professional
services fees for work undertaken to tailor the Company's solution to align
with customers' infrastructure or meet specific additional solution
requirements. Software revenue continued to be the main contributor to total
revenue, accounting for 80% in FY 2023. However, this was lower than the
previous year of 88%, reflecting an increase in professional services revenue
to £0.6m (2022: £0.3m) and software revenue remaining flat at £2.4m (2022:
£2.4m). The growth in professional services revenue reflects the
Company increasing its pricing to appropriate market levels for such services
as well as greater activity in this area as the Company supported the
onboarding of new customers.
In total, the NRR rate grew to 90% (2022: 83%), reflecting the launch of the
new Rosslyn platform and the improvements to the Customer Success function
during the year.
Gross profit
Gross margin improved significantly to 34.7% (2022: 16.6%), reflecting a
reduction in cost of sales as a result of increased efficiencies within a
leaner team.
In particular, software gross margin was stable due to the fixed cost base for
hosting and platform costs. However, the Company will benefit from economies
of scale as software revenue grows. Professional services margin improved as a
result of the increase in pricing and having a leaner team.
As a result of the improved gross margin, combined with the higher revenue,
gross profit more than doubled to £1.0m compared with £0.5m for 2022.
Operating expenses
Operating costs were reduced to £3.8m (2022: £4.5m). This primarily reflects
administrative expenses being lower at £3.4m (2022: £4.3m), as the Company
placed a strong focus on cost reduction. This was partly offset by an increase
in depreciation and amortisation to £366k (2022: £40k) due to the
capitalisation of development costs relating to the new platform.
Profitability measures
As a result of the lower expenses, operating loss was reduced to £2.8m
(2022: £4.0m loss) and adjusted EBITDA loss was reduced to £2.0m (2022:
£3.6m loss).
The loss before tax for the year was reduced to £2.8m (2022: £4.1m loss).
The Company received £664k (2022: £391k) in R&D tax credits. As a
result, net loss for the year for continuing operations was reduced to £2.1m
(2022: £3.7m loss).
In addition, the Company generated profit of £2.5m (2022: £297k) from
discontinued operations, which included profit of £2.3m from the disposals
(with a further payment expected to be received based on the 12-month
post-disposal performance of Integritie). Accordingly, total comprehensive
income (based on continuing and discontinued operations) was £400k (2022:
£3.3m loss).
Cash flow and liquidity
Net cash used in operating activities was £2.7m (2022: £2.1m), which
reflects an increase in cash used in operations to £2.7m (2022: £2.2m) as a
result of the timing of payables and receivables at the year end.
The Company generated net cash of £971k from investing activities compared
with £1.1m of cash being used in investing activities for the previous year.
This reflects £1.5m of cash being generated from the disposals as well as an
investment of £1.1m in software in the previous year.
Net cash generated from financing activities was £27k (2022: £1.0m outflow).
This primarily reflects Rosslyn entering an unsecured loan during the year of
£160k, of which £64k was repaid during the year, and the repayment in 2022
of its secured loan of £890k.
Monthly cash burn during the year was £205k compared with £266k in 2022,
reflecting the reduction in administrative expenses and increase in
professional services revenue.
Accordingly, there was a net decrease in cash and cash equivalents of £1.7m
compared with a net decrease of £4.3m in 2022.
Cash and cash equivalents at 30 April 2023 were £767k (2022: £2.4m). The
cash position was significantly strengthened post year end with the raising of
£3.3m via the issue of new ordinary shares (£2.7m) and convertible loan
notes (£0.6m). The Company has also received, post year end, an R&D tax
credit of £612k.
Balance sheet
As at 30 April 2023, the Company had net assets and total equity of £1.9m
compared with £1.4m at 30 April 2022. The main movements in the balance sheet
during the year were:
· the decrease in cash and cash equivalents, as described above, partly
offset by an increase in corporation tax receivable, resulting in current
assets of £2.6m (30 April 2022: £3.4m);
· assets held for sale of £nil (30 April 2022: £0.7m);
· total assets reducing to £4.1m (30 April 2022: £5.4m) due to the
above; and
· liabilities directly associated with assets held for sale of £nil
compared with £1.5m at 30 April 2022, resulting in total liabilities being
reduced to £2.2m (30 April 2022: £4.0m).
Material uncertainty
As discussed in note 2 to the financial statements, the Board considers the
Company to be a going concern. However, if the Company is unable to deliver
upon its proposed revenue projections, there is limited headroom in the
current forecasts and as such there is considered to be a material
uncertainty relating to going concern. The independent auditors' report is not
modified in respect of this matter. The financial statements do not include
any adjustments that would result if the Company were unable to continue as a
going concern. For further details, refer to the Going Concern section in note
2 to the financial statements.
Current Trading and Outlook
Rosslyn entered the 2024 financial year in a stronger position than at the
same point in the previous year, having completed the restructuring and
rebranding of the business along with the launch of the new platform and
execution on the new go-to-market strategy. Accordingly, the weighted and
total pipeline were significantly higher at £1.1m and £3.6m, respectively
(30 April 2022: £0.9m and £2.7m).
During the first half of FY 2024, the Company has secured two new contract
wins worth £422k in aggregate over a multi-year period representing an
additional £120k of ARR. Rosslyn is in advanced negotiation with several
other customers within the weighted pipeline while the total pipeline has
grown substantially during H1 2024, which primarily reflects increasing
business through partnerships. In addition, the Company's position has been
further strengthened by the recent fundraising, which has established the
foundations for Rosslyn to accelerate growth.
The Company remains on track to report results for 2024 in line with
management expectations. This reflects strong revenue and ARR growth driven by
new customers won via partnerships as well as expansion with existing
customers through the launch of new modules, including its eagerly anticipated
generative AI solution. As a result, the Board is excited about the year ahead
and continues to look to the future with confidence.
Publication of Annual Report
The Company announces that its annual report and accounts for the year ended
30 April 2023 has, today, been published on its website on the Reports and
Corporate Documents page of the Investors section at
https://www.rosslyn.ai/investors/reports-corporate-documents
(https://www.rosslyn.ai/investors/reports-corporate-documents) , and has been
posted to shareholders.
Notice of AGM
The Company gives notice that its AGM will be held at 10.00am on Thursday 23
November 2023 at the offices of Gracechurch Group, 48 Gracechurch Street,
London, EC3V 0EJ.
The Notice of AGM has been posted to shareholders and published on the Reports
and Corporate Documents page in the Investors section of the Company
website: https://www.rosslyn.ai/investors/reports-corporate-documents
(https://www.rosslyn.ai/investors/reports-corporate-documents) .
Consolidated statement of comprehensive income
For the year ended 30 April 2023
Note 30 April Year ended Year ended
2023 30 April 30 April 30 April
£'000 2023 2022 2022
£'000 £'000 £'000
Continuing operations
Revenue 3 3,012 2,731
Cost of sales (1,968) (2,278)
Gross profit 1,044 453
Operating expenses (3,807) (4,464)
Analysed as
Administrative expenses (3,352) (4,287)
Depreciation and amortisation (366) (40)
Share-based payments (89) (137)
(3,807) (4,464)
Operating loss (2,763) (4,011)
Finance income 3 5
Finance costs - (44)
Loss before income tax (2,760) (4,050)
Income tax 664 391
Loss for the year for continued operations (2,096) (3,659)
Profit for the year from discontinued operations 6 2,468 297
Profit/(loss) for the year 372 (3,362)
Other comprehensive income - translation differences 28
19
Total comprehensive income/(loss) 400 (3,343)
Profit/(loss) per share Pence Pence
Basic and diluted loss per share: ordinary shareholders 4 (30.6) (53.7)
-
Continued
Basic profit/(loss) per share: ordinary shareholders - 4 5.9 (49.2)
Total
Diluted profit/(loss) per share: ordinary shareholders - 4 5.7 (49.2)
Total
The accompanying notes form part of these financial statements.
Consolidated statement of financial position
As at 30 April 2023
30 April 30 April
2023 2022
Note £'000 £'000
Assets
Non-current assets
Intangible assets 1,372 1,105
Property, plant and equipment - 16
Right-of-use assets 162 236
1,534 1,357
Current assets
Trade and other receivables 969 820
Corporation tax receivable 852 161
Cash and cash equivalents 767 2,433
Total current assets 2,588 3,414
4,122 4,771
Disposal group assets 6 - 650
Total assets 4,122 5,421
Liabilities
Non-current liabilities
Trade and other payables (114) (168)
Deferred tax - -
(114) (168)
Current liabilities
Trade and other payables (2,001) (2,284)
Financial liabilities - borrowings (96) -
Total current liabilities (2,097) (2,284)
Disposal group liabilities 6 - (1,547)
Total liabilities (2,211) (3,999)
Net assets 1,911 1,422
Equity
Called up share capital 1,699 1,699
Share premium 18,923 18,923
Share-based payment reserve 320 255
Accumulated loss (24,089) (24,485)
Translation reserve (75) (103)
Merger reserve 5,133 5,133
Total equity 1,911 1,422
The accompanying notes form part of these financial statements.
Consolidated statement of changes in equity
For the year ended 30 April 2023
Share-based
Called up share capital Accumulated Translation payment reserve Share premium Merger reserve Total equity
loss reserve
Note £'000 £'000 £'000 £'000 £'000 £'000 £'000
Balance at 1 May 2021 1,699 (21,662) (122) 657 18,923 5,133 4,628
Loss for the year - (3,362) - - - - (3,362)
Other comprehensive income - - 19 - - - 19
Lapsed options - 539 - (539) - - -
Share-based payment
transaction
- - - 137 - - 137
Balance at 30 April 2022 1,699 (24,485) (103) 255 18,923 5,133 1,422
Balance at 1 May 2022 1,699 (24,485) (103) 255 18,923 5,133 1,422
Profit for the year - 372 - - - - 372
Other comprehensive income - - 28 - - - 28
Lapsed options - 24 - (24) - -
Share-based payment transaction
- - - 89 - - 89
Balance at 30 April 2023 1,699 (24,089) (75) 320 18,923 5,133 1,911
The merger reserve arises from the Group reorganisation that occurred on 23
April 2014. Rosslyn Data Technologies plc acquired Rosslyn Analytics Limited
in a share-for-share transaction. There was no change in rights or proportions
of control in the Group as a result of this transaction. As common control
exists IFRS 3 was deemed to not apply and this has been accounted for as a
capital reorganisation. The difference between the share capital and share
premium of the Company and the share capital and share premium of Rosslyn
Analytics Limited at 23 April 2014 is recognised in the merger reserve.
The translation reserve comprises translation differences arising from the
translation of financial statements of the Group's foreign entities (Rosslyn
Analytics, Inc.) into sterling (£).
The accumulated loss reserve includes all current and prior period retained
profits and losses.
The share-based payment reserve comprises the fair value of options granted
under the Group's Enterprise Management Incentive Scheme, less reductions for
those options that lapsed during the year.
The accompanying notes form part of these financial statements.
Consolidated statement of cash flows
For the year ended 30 April 2023
Note Year ended Year ended
30 April 30 April
2023 2022
£'000 £'000
Cash flows used in operating activities
Cash used in operations See below (2,668) (2,156)
Finance 3 5
income
Finance - (44)
costs
Corporation tax (paid)/received (27) 75
Net cash used in operating activities (2,692) (2,120)
Cash flows generated from/(used in) investing activities
Purchase of property, plant and equipment (6) (28)
Acquisition of software (535) (1,105)
Cash received on disposal of operation 1,512 -
Net cash generated from/(used in) investing activities 971 (1,133)
Cash flows generated from/(used in) financing activities
New loans in year 160 -
Repayment of borrowings (64) (890)
Repayment of capital element of obligations under leases (69) (122)
Net cash generated from/(used in) financing activities 27 (1,012)
Net decrease in cash and cash equivalents (1,694) (4,265)
Cash and cash equivalents at beginning of year 2,433 6,681
Foreign exchange gains 28 17
Cash and cash equivalents at end of year 767 2,433
Reconciliation of loss before income tax to cash used in operations
Year ended Year ended
30 April 30 April
2023 2022
£'000 £'000
Loss before income tax (292) (3,753)
Depreciation, amortisation and impairment charges 366 40
Share-based payment transactions 89 137
Finance income (3) (5)
Gain on disposal of operations (2,468) -
Disposal of leases (5) -
Finance costs - 44
(2,313) (3,537)
(Increase)/decrease in trade and other receivables (149) 875
(Decrease)/increase in trade and other payables (206) 506
Cash used in operations (2,668) (2,156)
The accompanying notes form part of these financial statements.
Notes to the unaudited interim statements
For the year ended 30 April 2023
1. General information
Rosslyn Data Technologies plc (the "Company") is a company incorporated and
domiciled in the UK. It is quoted on AIM, a market of the London Stock
Exchange. The address of the registered office is 1000 Lakeside North Harbour,
Western Road, Portsmouth, Hampshire, PO6 3EN. The Company is the ultimate
parent company of Rosslyn Analytics Limited and Rosslyn Data Management
Limited, companies incorporated in the UK, and the ultimate parent company of
Rosslyn Analytics, Inc., a company incorporated in the USA (collectively, the
"Group"). The Group's principal activity is the provision of procurement data
analytics using a proprietary form, data capture, data mining and workflow
management.
The financial statements are presented in British Pounds Sterling (£), the
currency of the primary economic environment in which the Group's activities
are operated in and reported in £'000. The financial statements are for the
year ended 30 April 2023.
2. Accounting policies
Basis of preparation
The principal accounting policies adopted in the preparation of the financial
statements are set out below. The policies have been consistently applied to
all the years presented, unless otherwise stated.
The Group financial statements have been prepared under the historical cost
convention subject to fair valuing certain financial instruments and in
accordance with UK adopted international accounting standards.
Going concern
Information on the business environment and the factors underpinning the
Group's future prospects and product portfolio are included in the CEO's
statement. The cash balance at 30 April 2023 was £0.8m and on 18 September
the Group successfully completed an equity fundraising round, raising £3.3m
of gross proceeds. The Group has performed prudent scenario analysis on
revenue and cost performance. These demonstrate that the Group can meet its
liabilities as they fall due.
After making appropriate enquiries, the Directors consider that it is
appropriate to adopt the going concern basis in preparing the consolidated
financial statements. Accordingly, the financial statements do not include any
adjustments that would be required if the going concern basis of preparation
was deemed to be inappropriate. However, if the Group is unable to deliver its
proposed revenue projections, there is limited headroom in the current
forecasts and as such there is considered to be a material uncertainty which
may cast significant doubt on the Group's ability to continue as a going
concern.
Basis of consolidation
On 23 April 2014 the Company acquired the Group's previous parent company,
Rosslyn Analytics Limited, via a share-for-share exchange whereby every
ordinary share and A preference share in Rosslyn Analytics Limited was
exchanged for eight ordinary shares and eight A preference shares respectively
in Rosslyn Data Technologies Limited (prior to the conversion to a plc on 24
April 2014). On 24 April 2014 the A preference shares were converted into
ordinary shares on a one-for one basis. On 29 April 2014, Rosslyn Data
Technologies plc's shares were admitted to trading on AIM.
Accordingly, these financial statements are presented in the name of the new
legal parent, Rosslyn Data Technologies plc, but are a continuation of the
financial statements of Rosslyn Analytics Limited.
During the year, the Group disposed of the Langon Systems and Integritie parts
of the Group. The Langdon Systems sale was completed on 30 September 2022 and
the Integritie sale completed on 1 November 2022.
The consolidated statement of comprehensive income and statement of financial
position include the financial statements of the Company and its subsidiary
undertakings as of 30 April 2023.
Where the Company has control over an investee, it is classified as a
subsidiary. The Company controls an investee if all three of the following
elements are present: power over the investee, exposure to variable returns
from the investee, and the ability of the investor to use its power to affect
those variable returns. Control is reassessed whenever facts and circumstances
indicate that there may be a change in any of these elements of control.
De facto control exists in situations where the Company has the practical
ability to direct the relevant activities of the investee without holding the
majority of the voting rights. In determining whether de facto control exists
the Company considers all relevant facts and circumstances, including:
■ the size of the Company's voting rights relative to both the size and
dispersion of other parties which hold voting rights or substantive potential
voting rights held by the Company and by other parties;
■ other contractual arrangements; and
■ historical patterns in voting attendance.
The consolidated financial statements present the results of the Company and
its subsidiaries (the "Group") as if they formed a single entity. Intercompany
transactions and balances between Group companies are therefore eliminated in
full.
The consolidated financial statements incorporate the results of business
combinations using the acquisition method.
In the consolidated balance sheet, the acquiree's identifiable assets,
liabilities and contingent liabilities are initially recognised at their fair
values at the acquisition date. The results of acquired operations are
included in the consolidated statement of comprehensive income from the date
on which control is obtained.
Subsidiaries
Subsidiaries are entities controlled by the Company. Control exists where an
investor, regardless of the nature of its involvement with an entity (the
investee), shall determine whether it is a parent by assessing whether it
controls the investee. An investor controls an investee when it is exposed, or
has rights, to variable returns from its involvement in the investee and has
the ability to affect those returns through its power over the investee. The
financial information of subsidiaries is included in the consolidated
financial information from the date that control commences until the date that
control ceases.
Transactions eliminated on consolidation
Intragroup balances, and any gains and losses or income and expenses arising
from intragroup transactions, are eliminated in preparing the consolidated
financial information.
Judgements and estimates
The preparation of the financial statements requires management to exercise
judgement in applying the Group's accounting policies. It also requires the
use of estimates and assumptions that affect the reported amounts of assets,
liabilities, income and expenses. Actual results may differ from these
estimates.
Judgements
■ Conditional deferred payment on the sale of Integritie - Based on
current and available information the conditional deferred payment of up to
£1.4m has been fair valued at £nil.
■ Development costs capitalised as intangible assets - Management
exercises judgement in determining whether the costs can be capitalised.
Management look for costs that can be directly attributable, and also
measurable, to a particular project when deciding on capitalisation. During
the year, the Group has capitalised intangible assets development costs of
£535,000 (2022: £1,105,000), which relate specifically to the Rosslyn
Platform redevelopment.
■ Impairment of intangible assets - The Directors will use their
judgement to determine if indicators of impairment of intangible assets have
arisen.
Estimates
■ Valuation of share-based payments - The Directors base their judgement
on the Black Scholes model.
■ Recognition of professional services revenue - For projects that are
in progress, management assesses how far through to completion then recognise
revenue using time management records and expectation of total time required
based on prior projects.
■ Impairment of intangible assets - Management have carried out an
impairment review based on the recoverable amount using a discounted cash flow
model. No impairment is considered necessary, but this is dependent upon
future cash flows generated by the continuing subsidiary operations, which
themselves are dependent on the successful commercialisation, value and timing
of product sales.
■ Amortisation of development costs - The amortisation of development
costs is spread in a straight-line basis over its estimated useful economic
life at the outset of the project. The life of the asset will be reassessed as
time progresses to ensure the estimation of its life is correct and any
impairment will be taken into account at that time.
Revenue recognition
Revenue is measured at the fair value of consideration received or receivable
and represents amounts for services provided to third parties in the normal
course of business during the year, net of value added tax, and results from
the principal activities of the Group.
Each element of revenue (described below) is recognised only when:
■ provision of the services has occurred;
■ the consideration receivable is fixed or determinable; and
■ collection of the amount due from the customer is reasonably assured.
i) Initial data processing and analysis in connection with the deployment
and customisation of the Group's proprietary solutions are recognised over the
corresponding period of the related customer contract.
ii) Annual licence fees are recognised on a straight-line basis over the
period of the contractual term.
iii) Any revenue arising from consultancy or professional services work is
recognised as such services are delivered.
Services that have been delivered at the end of a financial period but which
have not been invoiced at that time are recognised as revenue and shown within
accrued revenue in the statement of financial position.
Advance payments from customers are included within deferred income in the
statement of financial position. Such amounts are recognised as the services
are provided to the customer in accordance with points (i) to (iii) as set out
above.
Cost of sales
Cost of sales includes utilised data storage costs proportionate to the amount
utilised to service customers, together with third-party costs for software
licences supplied to customers.
Other intangible assets
Customer lists, internally developed software and software licences have been
acquired in a business combination; they qualify for separate recognition and
are recognised as intangible assets at their fair value.
Goodwill represents the excess of the cost of a business combination over the
total fair value of the identifiable assets, liabilities and contingent
liabilities acquired as at the acquisition date. Goodwill is capitalised as an
intangible asset with any impairment in carrying value being charged to the
consolidated statement of comprehensive income. Where the fair value of
identifiable assets, liabilities and contingent liabilities exceeds the fair
value of consideration paid, the excess is credited in full to profit or loss.
All finite-lived intangible assets are accounted for using the cost model
whereby capitalised costs are amortised on a straight-line basis over their
estimated useful lives. Residual values and useful lives are reviewed at each
reporting date. The following useful lives are applied:
■ Software licences - five years straight line
■ Internally developed software - five years straight line
■ Customer relationships - five years straight line
Amortisation has been included within depreciation, amortisation and
impairment of non-financial assets.
Property, plant and equipment
Items of property, plant and equipment are stated at cost less accumulated
depreciation and impairment losses. Cost includes the original purchase price
of the asset and the costs attributable to bringing the asset to its working
condition for its intended use. When parts of an item of property, plant and
equipment have different useful lives, those components are accounted for as
separate items of property, plant and equipment.
Subsequent costs are included in the asset's carrying amount or recognised as
a separate asset, as appropriate, only when it is probable that future
economic benefits associated with the item will flow to the Group and the cost
of the item can be measured reliably.
Gains and losses on disposals are determined by comparing the proceeds with
the carrying amount and are recognised in the income statement.
Depreciation
Depreciation is provided at the following annual rates in order to write off
each asset over its estimated useful life:
■ Fixtures, fittings, and equipment - 18 to 36 months straight line
Impairment review of intangible assets
The intangible assets, with the exception of goodwill, are being amortised
over their useful economic lives, however management still tests intangible
assets for impairment if and when indicators of impairment arise. Where such
an indication exists, management estimates the fair value less costs to sell
of the assets based on the net present value of future cash flows. The
Directors have considered whether there are any indicators of impairment to
the carrying amount of intangible assets of £1,372,000 (2022: £1,105,000),
and there is considered to be no requirement for impairment in this financial
year.
Taxation
Current taxes are based on the results shown in the financial statements and
are calculated according to local tax rules, using tax rates enacted or
substantively enacted by the statement of financial position date.
Deferred tax is provided using the statement of financial position liability
method, providing for temporary differences between the carrying amounts of
assets and liabilities for financial reporting purposes and the amounts used
for taxation purposes.
Temporary differences are not provided for the initial recognition of other
assets or liabilities that affect neither accounting nor taxable profit. The
amount of deferred tax provided is based on the expected manner of realisation
or settlement of the carrying amount of assets and liabilities, using tax
rates enacted or substantively enacted at the statement of financial position
date.
A deferred tax asset is recognised only to the extent that it is probable that
future taxable profits will be available against which the asset can be
utilised. Deferred tax assets are reduced to the extent that it is no longer
probable that the related tax benefit will be realised.
Deferred income tax assets and liabilities are offset when there is a legally
enforceable right to offset current tax assets against current tax liabilities
and when the deferred income tax assets and liabilities relate to income taxes
levied by the same taxation authority on either the taxable entity or
different taxable entities where there is an intention to settle the balances
on a net basis.
Deferred income tax is provided on temporary differences arising on
investments in subsidiaries, except for deferred income tax liability where
the timing of the reversal of the temporary difference is controlled by the
Group and it is probable that the temporary difference will not reverse in the
foreseeable future.
Research and development
Expenditure on research activities is recognised as an expense in the period
in which it is incurred. An intangible asset arising from development or the
development phase of an internal project is recognised if the Group can
demonstrate:
a. the technical feasibility of completing the intangible asset so that it
will be available for sale or use;
b. the intention to complete the development;
c. the ability to use or sell the intangible asset;
d. how the intangible asset will generate probable future economic benefits
(for example, the existence of a market for the output of the intangible asset
or for the intangible asset itself);
e. the availability of resources to complete the development; and
f. the ability to measure the attributable expenditure reliably.
This financial year the development costs of the new Rosslyn Platform have
been able to be identified meeting the tests above and have therefore been
capitalised.
Foreign currencies
The functional currency of the Company is pounds sterling because that is the
currency of the primary economic environment in which the Company operates.
The Company's presentation currency is pounds sterling.
Assets and liabilities in foreign currencies are translated into sterling at
the rates of exchange ruling at the statement of financial position date.
Transactions in foreign currencies are translated into sterling at the rate of
exchange ruling at the date of transaction. Exchange differences are taken
into account in arriving at the operating result and are recognised in
administrative expenses.
Group companies
The results and financial position of all the Group entities (none of which
have the currency of a hyperinflation economy) that have a functional currency
different from the presentation currency are translated into the presentation
currency as follows:
■ assets and liabilities for each statement of financial position
presented are translated at the closing rate at the date of that statement of
financial position;
■ income and expenses for each income statement presented are translated
at average exchange rates (unless this average is not a reasonable
approximation of the cumulative effect of the rates prevailing on the
transaction dates, in which case income and expenses are translated at the
rate on the dates of the transactions); and
■ all resulting exchange differences are recognised in other
comprehensive income. The following exchange rates were applied for £1 at
each year end:
2023 2022
US dollars 1.26 1.26
Euros 1.14 1.19
Retirement benefits
The Group operates a defined contribution scheme. Contributions payable to the
Group's pension scheme are charged to the income statement in the period to
which they relate.
Leases
All leases are accounted for by recognising a right-of-use asset and a lease
liability except for:
■ leases of low value assets, which are defined as leases under £4,500
per annum; and
■ leases with a duration of 12 months or less.
Lease liabilities are measured at the present value of the contractual
payments due to the lessor over the lease term, with the discount rate
determined by reference to the rate inherent in the lease unless (as is
typically the case) this is not readily determinable, in which case the
Group's incremental borrowing rate on commencement of the lease is used.
Variable lease payments are only included in the measurement of the lease
liability if they depend on an index or rate. In such cases, the initial
measurement of the lease liability assumes the variable element will remain
unchanged throughout the lease term. Other variable lease payments are
expensed in the period to which they relate.
On initial recognition, the carrying value of the lease liability also
includes:
■ amounts expected to be payable under any residual value guarantee;
■ the exercise price of any purchase option granted in favour of the
Group if it is reasonably certain to assess that option; and
■ any penalties payable for terminating the lease, if the term of the
lease has been estimated on the basis of a termination option being exercised.
Right-of-use assets are initially measured at the amount of the lease
liability, reduced for any lease incentives received, and increased for:
■ lease payments made at or before commencement of the lease;
■ initial direct costs incurred; and
■ the amount of any provision recognised where the Group is
contractually required to dismantle, remove or restore the leased asset.
Subsequent to initial measurement, lease liabilities increase as a result of
interest charged at a constant rate on the balance outstanding and are reduced
for lease payments made. Right-of-use assets are amortised on a straight-line
basis over the remaining term of the lease or over the remaining economic life
of the asset if, rarely, this is judged to be shorter than the lease term.
When the Group revises its estimate of the term of any lease (because, for
example, it reassesses the probability of a lessee extension or termination
option being exercised), it adjusts the carrying amount of the lease liability
to reflect the payments to make over the revised term, which are discounted at
the same discount rate that applied on lease commencement. The carrying value
of lease liabilities is similarly revised when the variable element of future
lease payments dependent on a rate or index is revised. In both cases an
equivalent adjustment is made to the carrying value of the right-of-use asset,
with the revised carrying amount being amortised over the remaining (revised)
lease term.
When the Group renegotiates the contractual terms of a lease with the lessor,
the accounting depends on the nature of the modification:
■ if the renegotiation results in one or more additional assets being
leased for an amount commensurate with the standalone price for the additional
rights of use obtained, the modification is accounted for as a separate lease
in accordance with the above policy;
■ in all other cases where the renegotiation increases the scope of the
lease (whether that is an extension to the lease term, or one or more
additional assets being leased), the lease liability is remeasured using the
discount rate applicable on the modification date, with the right-of-use asset
being adjusted by the same amount; and
■ if the renegotiation results in a decrease in the scope of the lease,
both the carrying amount of the lease liability and right-of-use asset are
reduced by the same proportion to reflect the partial or full termination of
the lease with any difference recognised in profit or loss. The lease
liability is then further adjusted to ensure its carrying amount reflects the
amount of the renegotiated payments over the renegotiated term, with the
modified lease payments discounted at the rate applicable on the modification
date. The right-of-use asset is adjusted by the same amount.
The Group leases a number of properties on fixed rents. None of these leases
have inflation clauses or break clauses.
Financial instruments
Financial instruments are classified and accounted for, according to the
substance of the contractual agreement, as either financial assets, financial
liabilities or equity instruments. An equity instrument is any contract that
evidences a residual interest in the assets of the Group after deducting all
of its liabilities.
Trade and other payables
Trade payables are stated at their original invoiced value, as the interest
that would be recognised from discounting future cash payments over the
expected payment period is not considered to be material.
Financial assets
Classification
Financial assets and financial liabilities are recognised in the statement of
financial position when the Group becomes a party to the contractual
provisions of the instrument. Investments other than investments in
subsidiaries are classified as either held-for-trading or not at initial
recognition. At the year end date all investments are classified as not held
for trading.
Trade receivables
Trade receivables are held in order to collect the contractual cash flows and
are initially measured at the transaction price as defined in IFRS 15, as the
contracts of the Group do not contain significant financing components.
Impairment losses are recognised based on lifetime expected credit losses in
profit or loss.
Other receivables
Other receivables are held in order to collect the contractual cash flows and
accordingly are measured at initial recognition at fair value, which
ordinarily equates to cost and are subsequently measured at cost less
impairment due to their short-term nature.
A provision for impairment is established based on 12-month expected credit
losses unless there has been a significant increase in credit risk when
lifetime expected credit losses are recognised. The amount of any provision is
recognised in profit or loss.
Cash and cash equivalents
Cash and cash equivalents comprise cash balances held by the Group and
overnight call deposits. Financial liability and equity instruments issued by
the Group are classified in accordance with the substance of the contractual
arrangements entered into and the definitions of a financial liability and an
equity instrument. An equity instrument is any contract that evidences a
residual interest in the assets of the Group after deducting all of its
liabilities. Equity instruments issued by the Company are recorded at the
proceeds received, net of direct issue costs.
Share capital and share premium
Ordinary shares are classified as equity. Share premium is the amount
subscribed for share capital in excess of nominal value less any costs
directly attributable to the issue of new shares. Incremental costs directly
attributable to the issue of new shares are shown in share premium as a
deduction from the proceeds.
Share-based payments
The Group operates an equity-settled, share-based compensation plan, the
Enterprise Management Incentive (EMI) Scheme.
The fair value of the employee services received in exchange for the grant of
the options is recognised as an expense. The total amount to be expensed over
the vesting period is determined by reference to the fair value of the options
granted calculated using an appropriate option pricing model. Non-market
vesting conditions are included in assumptions about the number of options
that are expected to vest. At each statement of financial position date, the
entity revises its estimates of the number of options that are expected to
vest. Options issued under the scheme to Non-Executive Directors and other
individuals who are not employees of the UK Company follow the EMI rules but
are considered non-qualifying EMI options for tax purposes.
Borrowings
Borrowings are recognised initially at fair value, net of transaction costs
incurred. Borrowings are subsequently carried at amortised cost; any
difference between the proceeds (net of transaction costs) and the redemption
value is recognised in the income statement over the period of the borrowings
using the effective interest method.
Provisions
A provision is recognised in the statement of financial position when the
Group has a present legal or constructive obligation as a result of a past
event, and it is probable that an outflow of economic benefits will be
required to settle the obligation.
If the effect is material, provisions are discounted at a rate that reflects
current market assessments of the time value of money and, when appropriate,
the risks specific to the liability. The increase in the provision due to
passage of time is recognised in finance costs.
Net finance costs
Finance costs
Finance costs comprise interest payable on borrowings and direct issue costs.
Finance income
Finance income comprises interest receivable on funds invested. Interest
income is recognised in the income statement as it accrues using the effective
interest method.
Standards, amendments and interpretations
There were no new IFRSs, endorsed standards and amendments, improvements and
interpretations of published standards applicable for accounting periods
beginning 1 May 2022 that had a material impact on the financial statements.
Standards not yet effective
There are a number of standards, amendments to standards, and interpretations
which have been issued by the IASB that are effective in future accounting
periods that the Group has decided not to adopt early.
■ Classification of liabilities as current or non-current (Amendments to
IAS 1)
■ Deferred tax related to Assets and Liabilities arising from a Single
Transaction (Amendments to IAS 12)
■ Narrow scope amendments to IAS 1 'Presentation of Financial
Statements, Practice statement 2 and IAS 8 'Accounting Policies, Changes in
Accounting Estimates and Errors'
The Group does not expect any other standards issued by the IASB, but not yet
effective, to have a material impact on the Group.
3. Segmental reporting
Management has determined the operating segments based on the operating
reports reviewed by the Directors that are used to assess both performance and
strategic decisions. Management has identified that the Directors are the
Chief Operating Decision Maker in accordance with the requirements of IFRS 8
Operating segments.
The determination is that the Group operates as a single segment, as no
internal reporting is produced either by geography or division. The Group
views performance on the basis of the type of revenue, and the end destination
of the client as shown below.
Year ended Year ended
30 April 30 April
2023 2022
£'000 £'000
Annual licence fees 2,406 2,414
Professional services 606 317
Total revenue 3,012 2,731
Year ended Year ended
30 April 30 April
2023 2022
Analysis of revenue by country £'000 £'000
United Kingdom 1,528 1,643
Europe 520 414
North America 964 674
Total revenue 3,012 2,731
Included in Europe is the Netherlands, which had revenues of £208,000 in the
year ended 30 April 2023 (2022: £158,000). Included in North America is the
USA, which had revenues of £964,000 in the year ended 30 April 2023 (2022:
£674,000).
Year ended Year ended
30 April 30 April
2023 2022
Analysis of future obligations: £'000 £'000
Performance obligations to be satisfied in the next year 1,725 1,763
Performance obligations to be satisfied after 30 April 2024 125 1,426
Total future performance obligations 1,850 3,189
There were two (2022: nil) significant customers who made up greater than 10%
of total revenue in the year. The following revenue arose from the Group's
largest customer in each year:
Year ended Year ended
30 April 30 April
2023 2022
£'000 £'000
Annual licence fees 178 199
Professional services 167 8
Total revenue 345 207
4. Profit/(loss) per share
Basic earnings per share is calculated by dividing the net profit/(loss) for
the year attributable to ordinary shareholders by the weighted average number
of ordinary shares outstanding during the year.
Diluted earnings per share is calculated by dividing the net profit/(loss) for
the year attributable to ordinary shareholders by the weighted average number
of ordinary shares outstanding during the year plus the weighted average
number of ordinary shares that would be issued on the conversion of all
dilutive potential ordinary shares into ordinary shares.
Year ended Year ended
30 April 30 April
2023 2022
Profit/(loss) for the year attributable to the owners of the parent £400,000 (£3,434,000)
2023 2022
Number Number
Weighted average number of shares
Weighted average number of shares in issue during the year 339,862,521 339,862,521
Weighted average number of shares post consolidation* 6,797,250 6,797,250
Dilutive effect of share options** 12,021,429 -
Number of dilutive effect of share options post consolidation* 240,429 -
Total number of dilutive effect of share options 7,037,679 -
Pence Pence
Basic and diluted loss per share: ordinary shareholders - continued (30.6) (53.7)
Basic profit per share: ordinary shareholders - discontinued 36.5 4.5
Basic profit/(loss) per share: ordinary shareholders 5.9 (49.2)
Diluted profit/(loss) per share: ordinary shareholders 5.7 (49.2)
* Ordinary shares and share options have been reinstated to reflect the share
consolidation of a ratio of 50:1 which took place on 19 September 2023
** At 30 April 2023 there were 30,675,638 share options outstanding, of these
13,675,638 were not included in the calculation of diluted earnings per share
as these are anti dilutive in terms of IAS 33. As at 30 April 2022 all
14,564,527 share options were not included in the calculation of diluted
earnings per share as these are anti dilutive in terms of IAS 33
5. Related party disclosures
During the year, the Group received invoices from a family member of a
director for the provision of consultancy services for the sum of £16,025
(2022: £10,850).
6. Discontinued operations and business disposals
In order to deliver the Group's emphasis on the Rosslyn product, a decision
was taken to dispose of the Langdon Systems and Integritie parts of the Group.
The Langdon Systems sale was completed on 30 September 2022 and the Integritie
sale completed on 1 November 2022, and are therefore the trading and profit on
disposal are presented on one line as discontinued operations for the current
and prior period in the consolidated statement of comprehensive income. As
part of the sale of Integritie there is a conditional deferred payment of up
to £1.4m based on achieving certain revenue and growth targets. Based on
current and available information, this conditional deferred payment has been
fair valued at £nil. The above transactions have been treated as disposals
from the dates the sales were completed.
The associated assets and liabilities were consequently presented as held for
sale in the 2022 consolidated statement of financial position. Financial
information relating to the discontinued operation for the Group is set out
below.
Statement of comprehensive income
Year ended Year ended
30 April 30 April 30 April 30 April
2023 2023 2022 2022
£'000 £'000 £'000 £'000
Discontinued operations
Revenue Cost of sales 1,510 3,140
(539) (958)
Gross profit 971 2,184
Admin expenses (830) (1,885)
Analysed as
Administrative expenses (830) (943)
Depreciation and amortisation - (942)
Share-based payment - -
- (1,885)
Operating profit 141 297
Profit on disposal of operations 2,309 -
Finance costs (9) -
Profit before income tax 2,441 297
Income tax 27 -
Total comprehensive income for discontinued operations 2,468 297
Statement of financial position
The major classes of asset and liabilities held for sale at 30 April 2022
were, as follows:
30 April
2022
£'000
Assets
Non-current assets
Intangible assets 62
Property, plant and equipment Right-of-use assets 17
60
139
Current assets
Trade and other receivables Corporation tax receivable Cash and cash 511 -
equivalents
-
511
Disposal of Group assets 650
Liabilities
Non-current liabilities Trade and other payables Deferred tax
Financial liabilities - borrowings (195)
-
-
195
Current liabilities
Discontinued operations held for sale Trade and other payables
(1,352)
Financial liabilities - borrowings -
(1.352)
Disposal of Group liabilities (1,547)
Net liabilities directly associated with disposal (897)
Before the classification of Langdon Systems and Integritie as discontinued
operations, the recoverable amount was estimated for the assets and no
impairment loss has been identified.
Profit on disposal of operations
Year ended Year ended
30 April 30 April 30 April 30 April
2023 2023 2022 2022
£'000 £'000 £'000 £'000
Cash proceeds 1,700 -
Selling fees paid out of consideration (188) -
Net cash consideration 1,512 -
Net assets disposed of
Intangible fixed assets
62
Tangible assets 20 -
Debtors 342 -
Creditors (1,449) -
(1,025) -
Post-completion costs (228) -
Profit on disposal before tax 2,309 -
The cash flows from the discontinued operations were as follows:
2023 2022
£'000 £'000
Net cash (used in)/generated from operating activities (716) 805
Net cash generated from investing activities 1,512 -
Net cash generated from financing activities 96 -
7. Post balance sheet events
After the reporting date, the Company successfully underwent an equity
fundraising round, raising £3m of gross proceeds.
On 19 September 2023, 882,963,721 existing ordinary shares were consolidated
into 17,659,275 new consolidated ordinary shares at a conversion ratio of
50:1.
After the year end, on 29 September 2023, the Directors determined that some
of its share option schemes would be cancelled. As a result of the
cancellation, some of the outstanding options under the schemes were forfeited
and are no longer eligible for exercise by the option holders. The value of
the forfeited share options at the date of the cancellation was determined to
be £59,874. This amount represents the total expense that would have been
recognised over the vesting period if the share options had not been
cancelled.
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