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TIG — Team Internet News Story

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Nine months unaudited results to 30 September 2023

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RNS Number : 1633T  Team Internet Group PLC  13 November 2023

13 November 2023

TEAM INTERNET GROUP PLC

("Team Internet" or the "Company" or the "Group")

UNAUDITED FINANCIAL RESULTS FOR THE NINE MONTHS ENDED 30 SEPTEMBER 2023

 

Continued delivery with 16% year-on-year increase in Revenue, 11% rise in
Adjusted EBITDA,

and a confident outlook for FY23

 

Team Internet Group Plc (AIM: TIG), the global internet company that generates
recurring revenue from creating meaningful and successful connections:
businesses to domains, brands to consumers, publishers to advertisers, is
pleased to announce its unaudited financial results for the nine months ended
30 September 2023 ("September 2023 YTD").

September 2023 YTD Financial Summary:

●       Gross revenue increased by 16% to USD 611.7m (nine months
ended September 2022 ("September 2022 YTD"): USD 526.7m)

●       Organic revenue growth(*) for the trailing twelve months ended
30 September 2023 ("TTM 2023") of approximately 19%

●       Net revenue (Gross profit) increased by 8% to USD 138.5m
(September 2022 YTD: USD 128.3m)

●       Adjusted EBITDA(**) increased by 11% to USD 68.8m (September
2022 YTD: USD 62.0m)

●       Adjusted EPS increased by 28% to USD 17.56 cents (September
2022 YTD: USD 13.68 cents)

●       Net debt(***) of USD 81.7m (31 December 2022: USD 56.6m) and
Leverage(****) of 1.1x pro forma EBITDA TTM 2023, following non-operating cash
outflows in respect of the Group acquiring its own shares USD 30.2m (Share
buyback: USD 24.9m, Employee Benefit Trust: USD 5.3m), dividend of USD 3.6m,
reflecting the Group's choice to return cash to shareholders, and
non-recurring settlement of deferred consideration of USD 17.9m

●       Adjusted operating cash conversion of 95% (FY2022: 110%). We
expect this to continue to normalise nearer to 100% over the remainder of the
year

 

Q3 highlights:

●      On 4 September 2023, the Group announced its rebranding from
CentralNic Group to Team Internet Group and effective that same day, the
Group's shares commenced trading under the ticker "TIG". At a general meeting
held on 28 September 2023, a resolution was passed to change the Company's
name from CentralNic Group Plc to Team Internet Group Plc, a change which has
now been confirmed by Companies House

●      The Group continued to trade at least in line with current
market expectations during the period, driven by ongoing market share gains of
its proprietary privacy-safe, AI-based customer journeys which address a
multi-billion-dollar opportunity

●     In the Online Marketing segment, the number of visitor sessions
increased by 36% to 5.6 billion for TTM 2023 from 4.1 billion for the trailing
twelve-month period ended 30 September 2022 ("TTM 2022"). Revenue per thousand
sessions ("RPM") decreased by 7% from USD 104 to USD 97, continuing to
outperform the market

●      The Online Presence segment again posted its highest ever
organic revenue growth, 17% TTM 2023 compared to 4% for TTM 2022

●      Adjusted EBITDA as a percentage of Net revenue has increased to
50% for September 2023 YTD from 48% for September 2022 YTD, demonstrating that
Team Internet's growth continues to translate into operating leverage

●      Zeropark, Team Internet's Commerce Media Tech business,
announced three strategic partnerships: First, becoming a Tier 1 Demand
Partner of Sovrn, a leading publisher technology platform. Second, a
significant deal with booking.com, the global online travel agency. Third,
Klarna, the Buy Now Pay Later platform has become a direct publisher on the
Zeropark network

●      Voluum, Team Internet's flagship ad tracker, announced the
launch of a new integration with popular e-commerce platform Shopify, allowing
customers to directly feed conversion data from their Shopify stores into
Voluum, bolstering their ad, product, and page performance

●      On 31 August 2023, Adrenalads LLC was acquired for an initial
consideration of USD 2.1m. The acquisition included deferred consideration of
USD 0.2m payable in February 2025. This business has a rich history of
collaboration with Zeropark

●      One of the Group's largest Retail brands OnlyDomains entered
into a partnership with business email provider Titan to offer new and
existing customers premium business email with every domain name

 

Post period end highlights:

●     Launch of Team Internet AG's Adsolutely product, seamlessly
integrating tailored ad feeds into the digital space, discarding the intrusive
nature of native ads. Adsolutely's state-of-the-art technology resonates with
the target audience's interests through advanced keyword pairing,  offering
users total control over contextual ads and related terms, while handling the
intricacies of optimisation

●      The Group's performance marketing business Codewise has been
rebranded to "Commerce Media Tech", reflecting our mission to help advertisers
connect with their ideal customers

●      Simon McCalla joined Team Internet as the new CEO of our Online
Presence division. Simon's experience as a senior leader at blue chip
companies both within and beyond the domain name industry make him a great fit
to lead Online Presence into the future

●      Team Internet initiated an ESG alliance between leading partners
along the domain name value chain at ICANN78 in Hamburg in October 2023

 

Outlook:

 

Team Internet delivered another strong performance during September 2023 YTD
across both its Online Marketing and Online Presence segments, delivering
organic revenue growth of 19% on a TTM 2023 pro forma basis. The Group has
maintained its strong operating leverage, as demonstrated by Adjusted EBITDA
as a percentage of Net revenue being 50% for September 2023 YTD (48% September
2022 YTD).

 

The material expansion of the Company's share buyback programme announced on 3
July 2023, alongside the cash flow waterfall model as described on page 14 in
the 2022 Annual Report, is primarily being funded by continued strong
operating cash generation. To date, the Company has bought back 16.7m shares
under its programme at a cumulative cost of GBP 20.7m. GBP 13.3m remains
available for the remainder of the programme.

 

The Group looks ahead with confidence to Q4, which is typically its strongest
quarter, and the Directors expect that the Group will continue to deliver
results at least in line with current market expectations for the full
year.(*****)

 

Results presentation:

 

There will be a webinar/conference call for equity analysts at 09.30am GMT
today, and for private client investment managers at 11am GMT. Both events
will be hosted by CEO Michael Riedl and CFO William Green.

 

Anybody wishing to register should contact teaminternet@secnewgate.co.uk
(mailto:teaminternet@secnewgate.co.uk) , where further details will be
provided.

 

Further, an Investor Meet Company session will be held at 1pm GMT today:
https://investormeetcompany.com/Team Internet-group-plc/register-investor
(https://investormeetcompany.com/centralnic-group-plc/register-investor)

 

Michael Riedl, CEO of Team Internet, commented: "I am pleased to report that
the Group has continued its strong organic revenue growth in Q3 2023, building
on the record results achieved in 2022. This growth was driven by both
operating segments, reflecting the strength of our product portfolio.
Leveraging this position, the Group is primed for a strong finish in Q4,
traditionally our highest revenue quarter of the year.

 

The Group's new brand launched in the quarter goes beyond aesthetics. It's a
manifestation of our purpose: to forge meaningful and successful connections.
We aim to connect domains with businesses, businesses with consumers, and
publishers with advertisers, propelling them towards their digital
aspirations.

 

Our aspirations for Team Internet are clear: diversification, global outreach,
deeper vertical integration, and an unyielding allegiance to our core values."

 

(*) Pro forma revenue, adjusted for; acquired revenue, constant currency
foreign exchange impact and non-recurring revenues is USD 817m for TTM 2023
and at USD 687m for TTM 2022

(**)Earnings before interest, tax, depreciation, amortisation, impairment,
non-cash charges and non-core operating expenses

(***) Includes gross cash, bank debt and prepaid finance costs as of 30
September 2023 (cash of USD 83.7m and bank debt and prepaid finance costs of
USD 166.7m); includes gross cash, bank debt, prepaid finance costs and hedging
assets of USD 1.4m (31 December 2022 cash of 94.8m, bond debt, bank debt and
prepaid finance costs of USD 151.2m and hedging liabilities of USD 0.2m)

(****) Includes Net Debt as defined under(***) (i) excluding prepaid finance
costs, (ii) plus guarantee obligations, and (iii) plus the best estimate of
any crystallised deferred consideration payable in cash, all divided by pro
forma EBITDA, i.e. last twelve months' EBITDA including acquired entities'
EBITDA on a pro forma basis, and adjusted for rental expense capitalized under
IFRS 16 and non-core expenses

(*****)Latest analyst forecasts are within a range of USD 783m and USD 834m
for FY23 revenue and USD 91m and USD 98m for FY23 Adjusted EBITDA

 

For further information:

 

 Team Internet Group Plc                                       +44 (0) 203 388 0600
 Michael Riedl, Chief Executive Officer
 William Green, Chief Financial Officer

 Zeus Capital Limited (NOMAD and Joint Broker)
 Nick Cowles / Jamie Peel / James Edis (Investment Banking)    +44 (0) 161 831 1512
 Dominic King (Corporate Broking)                              +44 (0) 203 829 5000

 Berenberg (Joint Broker)                                      +44 (0) 203 207 7800
 Mark Whitmore / Richard Andrews / Alix Mecklenburg-Solodkoff
 SEC Newgate (for Media)                                       teami (mailto:teaminternet@secnewgate.co.uk) nterne
                                                               (mailto:teaminternet@secnewgate.co.uk) t@secnewgate.co.uk
                                                               (mailto:teaminternet@secnewgate.co.uk)
 Bob Huxford / Alice Cho / Harry Handyside / Tom Carnegie      +44 (0) 203 757 6880

 

 

Forward-Looking Statements

This document includes forward-looking statements. Whilst these
forward-looking statements are made in good faith, they are based upon the
information available to Team Internet at the date of this document and upon
current expectations, projections, market conditions and assumptions about
future events. These forward-looking statements are subject to risks,
uncertainties and assumptions about the Group and should be treated with an
appropriate degree of caution.

 

About Team Internet Group Plc

Team Internet (AIM: TIG) creates meaningful and successful connections from
businesses to domains, brands to consumers, publishers to advertisers,
enabling everyone to realise their digital ambitions. The Company is a leading
global internet solutions company that operates in two highly attractive
markets: high-growth digital advertising (Online Marketing segment) and domain
name management solutions (Online Presence segment). The company's Online
Marketing segment creates privacy-safe and AI-generated online consumer
journeys that convert general interest online media users into confident high
conviction consumers through advertorial and review websites. The Online
Presence segment is a critical constituent of the global online presence and
productivity tool ecosystem, where Team Internet serves as the primary
distribution channel for a wide range of digital products. The company's
high-quality earnings come from subscription recurring revenues in the Online
Presence segment and revenue share on rolling utility-style contracts in the
Online Marketing segment.

 

For more information please visit: www.teaminternet.com
(http://www.teaminternet.com)

 

MANAGEMENT COMMENTARY ON PERFORMANCE

Introduction

Team Internet's organic growth, combined with the acquisition strategy pursued
through the end of 2022, substantially increased the scale and capabilities of
the Group. The effect of this is demonstrated in our unaudited September 2023
YTD results which show increases in both Revenue and Adjusted EBITDA of 16%
and 11% respectively, compared to September 2022 YTD.

 

Performance Overview

                The Group has performed strongly during the
period with the key financial metrics listed below:

 

                                                   Nine months ended   Nine months

                                                   30 September 2023   ended

                                                                       30 September 2022

                                                                                           Change
                                                   USD m               USD m               %
 Revenue                                           611.7               526.7               16%
 Net revenue/gross profit                          138.5               128.3               8%
 Adjusted EBITDA                                   68.8                62.0                11%
 Operating profit                                  29.8                35.1                (15%)
 Adjusted operating cash conversion (note 8)       95%                 105%                (9%)
 Profit after tax                                  13.8                6.5                 112%
 EPS - Basic (cents)                               5.10                2.48                106%
 EPS - Adjusted earnings - Basic (cents) (note 7)  17.56               13.68               28%

 

Segmental analysis

Organic growth rates quoted below are calculated on a pro forma basis
including all the Group's constituents as of the last balance sheet dates and
adjusted for non-recurring or non-cash revenues and on a constant currency
basis.

 

Online Marketing segment

The Online Marketing segment continued to outperform the market, with revenues
increasing by USD 62.1m, or 15%, from USD 412.6m to USD 474.7m. Organic
revenue grew at a rate of 20% for TTM 2023, predominantly driven by Team
Internet's TONIC platform. Inorganic growth was a result of the full period
impact of the VGL acquisition, which was acquired in March 2022, and
Adrenalads in August 2023.

 

The number of visitor sessions increased by 36% from 4.1 billion for TTM 2022
to 5.6 billion for TTM 2023 and the RPM decreased by 7% from USD 104 to USD
97((1)).

 

The Online Marketing segment creates privacy-safe and AI-generated online
consumer journeys that convert general interest online media users into
confident high conviction consumers through advertorial and review websites,
generating utility-style referral and commission income through partnerships
with Google, Amazon and a multitude of other partners. Our long-term vision
aims to harness the Group's expertise in two critical areas: first, to
transform social media and other low-intent traffic into qualified leads for
search ad campaigns; and second, to effectively turn search ad campaigns into
successful e-commerce transactions. By integrating these capabilities, we
aspire to establish a robust social commerce channel. This sector is expected
to reach a value of USD 80 billion((2)) by 2025 in the US alone.

 

Online Presence segment

Reported revenue in this segment increased by 20% from USD 114.1m in September
2022 YTD to USD 137.0m in September 2023 YTD. Organic growth for the Online
Presence segment was 17% for TTM 2023, the highest growth rate since the
segment's establishment, driven by the structural shift in demand towards Top
Level Domains where Team Internet has a competitive edge.

 

The number of processed domain registration years increased by 11% from 12.7m
for TTM 2022 to 14.1m for TTM 2023 and the average revenue per domain year
increased by 8% from USD 10.03 to USD 10.81. The share of Value-Added Service
revenue TTM 2023 was 11.2%((3)).

 

The Online Presence segment is a critical constituent of the global online
presence and productivity tool ecosystem, where Team Internet serves as the
primary distribution channel for a wide range of digital products.

 

Michael Riedl

Chief Executive Officer

((1)) Based on analysis of c.85% of the search segment which can be adequately
and reliably described by this KPI

((2)) Source: "Social commerce: The future of how customers interact with
brands", McKinsey & Company, October 19, 2022

((3)) Based on analysis of c.86% of this segment which can be adequately and
reliably described by this KPI

 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME                          Unaudited          Unaudited

                                                                         Nine months        Nine months        Audited

                                                                         ended              ended              Year ended

                                                                         30 September       30 September       31 December

                                                                         2023               2022               2022
                                                                   Note  USD m              USD m              USD m

 Revenue                                                           4     611.7              526.7              728.2
 Cost of sales                                                           (473.2)            (398.4)            (550.5)

 Net revenue/gross profit                                                138.5              128.3              177.7

 Operating expenses                                                      (105.2)            (89.4)             (138.4)
 Share-based payments expense                                            (3.5)              (3.8)                (5.7)

 Operating profit                                                        29.8               35.1               33.6

 Adjusted EBITDA((a))                                                    68.8               62.0               86.0
 Depreciation of property, plant and equipment                           (2.3)              (2.1)              (3.0)
 Amortisation and impairment of intangible assets                        (28.1)             (21.1)             (36.4)
 Non-core operating expenses((b))                                  5     (5.0)              (6.0)              (8.2)
 Foreign exchange (loss)/gain                                            (0.1)              6.1                0.9
 Share-based payment expenses                                            (3.5)              (3.8)              (5.7)
 Operating profit                                                        29.8               35.1               33.6

 Finance income less finance costs                                 6     (8.8)              (9.4)              (13.2)
 Foreign exchange loss on borrowings                                     -                  (4.7)              (5.6)

 Net finance costs                                                       (8.8)              (14.1)             (18.8)

 Profit before taxation                                                  21.0               21.0               14.8
 Income tax expense                                                      (7.2)              (14.5)             (16.9)
 Profit/(loss) after taxation                                            13.8               6.5                (2.1)

 Items that may be reclassified subsequently to profit and loss
 Exchange difference on translation of foreign operations                (4.2)              (30.5)             (13.7)
 Movement arising on changes in fair value of hedging instruments        1.6                6.4                6.2

 Total comprehensive income/(loss) for the period/year                   11.2               (17.6)             (9.6)

 Profit/(loss) is attributable to:

 Owners of Team Internet Group Plc                                       13.8               6.5                (2.1)

 Total comprehensive income/(loss) is attributable to:

 Owners of Team Internet Group Plc                                       11.2               (17.6)             (9.6)

 Earnings per share:
 Basic (cents)                                                           5.10               2.48               (0.78)
 Diluted (cents)                                                         5.07               2.41               (0.78)
 Adjusted earnings - Basic (cents)                                       17.56              13.68              20.01
 Adjusted earnings - Diluted (cents)                                     17.45              13.29              19.81

 

 All amounts relate to continuing activities
 ((a)) Earnings before interest, tax, depreciation, amortisation and
 impairment, non-cash charges and non-core operating expenses.
 ((b)) Non-core operating expenses include items related primarily to
 acquisition, integration and other related costs, which are not incurred as
 part of the underlying trading performance of the Group, and which are
 therefore adjusted for, in line with Group policy.

 

 CONSOLIDATED STATEMENT OF FINANCIAL POSITION      Unaudited          Unaudited          Audited

                                                   Nine months        Nine months        Year ended

                                                   ended              ended              31 December

                                                   30 September       30 September       2022

                                                   2023               2022
                                                   USD m              USD m              USD m
 ASSETS

 NON-CURRENT ASSETS
 Property, plant and equipment                     2.7                1.8                1.8
 Right-of-use assets                               4.7                5.6                5.5
 Intangible assets                                 327.0              314.1              347.9
 Deferred receivables                              0.2                0.4                0.3
 Deferred tax assets                               9.7                7.9                9.5
 Derivative financial instruments                  1.4                -                  -

                                                   345.7              329.8              365.0
 CURRENT ASSETS
 Inventory                                         0.5                0.8                0.6
 Trade and other receivables                       99.8               93.4               98.2
 Cash and bank balances                            83.7               83.8               94.8

                                                   184.0              178.0              193.6

 TOTAL ASSETS                                      529.7              507.8              558.6

 EQUITY AND LIABILITIES

 EQUITY
 Share capital                                     0.3                0.3                0.3
 Share premium                                     98.3               98.3               98.3
 Merger relief reserve                             5.3                5.3                5.3
 Share-based payments reserve                      27.4               22.1               24.1
 Cash flow hedging reserve                         1.4                -                  (0.2)
 Foreign exchange translation reserve              (15.0)             (27.6)             (10.8)
 Retained earnings                                 30.0               59.1               50.0

 TOTAL EQUITY                                      147.7              157.5              167.0

 NON-CURRENT LIABILITIES
 Other payables                                    5.7                11.5               13.9
 Lease liabilities                                 3.1                1.9                3.8
 Deferred tax liabilities                          26.5               26.8               30.2
 Borrowings                                        147.7              0.5                145.9
 Derivative financial instruments                  -                  -                  0.2
                                                   183.0              40.7               194.0

 CURRENT LIABILITIES
 Trade and other payables and accruals             178.2              159.0              190.3
 Lease liabilities                                 1.7                3.9                1.9
 Borrowings                                        19.1               141.7              5.3
 Derivative financial instruments                  -                  5.0                0.1

                                                   199.0              309.6              197.6

 TOTAL LIABILITIES                                 382.0              350.3              391.6

 TOTAL EQUITY AND LIABILITIES                      529.7              507.8              558.6

 

 

                                                                                                                                                                                                                                                              Equity attributable to owners

                                                                                                                                                                                                                                                              of the Parent Company

 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY                                                                                             Share- based payments reserve USD m                       Foreign exchange translation reserve                       USD m

                                                                                                                 Merger relief reserve                                         Cash flow hedging   USD m

                                                                            Share capitalUSD m   Share premium   USD m                                                         Reserve USD m                                              Retained earnings

                                                                                                 USD m                                                                                                                                    USD m
 Balance as at 1 January 2022                                               0.3                  39.8            5.3                     19.5                                  (6.4)               2.9                                    52.6                114.0
 Profit for the period                                                      -                    -               -                       -                                     -                   -                                      6.5                 6.5
 Translation of foreign operations                                          -                    -               -                       -                                     -                   (30.5)                                 -                   (30.5)
 Other comprehensive income - changes in fair value of hedging instruments  -                    -               -                       -                                     6.4                 -                                      -                   6.4
 Total comprehensive income for the period                                  -                    -               -                       -                                     6.4                 (30.5)                                 6.5                 (17.6)
 Issue of share capital                                                     -                    59.6            -                       -                                     -                   -                                      -                   59.6
 Share issue costs                                                          -                    (1.1)           -                       -                                     -                   -                                      -                   (1.1)
 Share-based payments                                                       -                    -               -                       3.8                                   -                   -                                      -                   3.8
 Share-based payments - deferred tax asset                                  -                    -               -                       (0.4)                                 -                   -                                      -                   (0.4)
 Share-based payments - exercised and lapsed                                -                    -               -                       (0.8)                                 -                   -                                      -                   (0.8)
 Balance as at 30 September 2022                                            0.3                  98.3            5.3                     22.1                                  -                   (27.6)                                 59.1                157.5
 Loss for the period                                                        -                    -               -                       -                                     -                   -                                      (8.6)               (8.6)
 Translation of foreign operations                                          -                    -               -                       -                                     -                   16.8                                   -                   16.8
 Other comprehensive income - changes in fair value of hedging instruments  -                    -               -                       -                                     (0.2)               -                                      -                   (0.2)
 Total comprehensive income for the period                                  -                    -               -                       -                                     (0.2)               16.8                                   (8.6)               8.0
 Repurchase of shares                                                       -                    -               -                       -                                     -                   -                                      (0.5)               (0.5)
 Share-based payments                                                       -                    -               -                       4.3                                   -                   -                                      -                   4.3
 Share-based payments - deferred tax asset                                  -                    -               -                       0.5                                   -                   -                                      -                   0.5
 Share-based payments - exercised and lapsed                                -                    -               -                       (2.8)                                 -                   -                                      -                   (2.8)
 Balance as at 31 December 2022                                             0.3                  98.3            5.3                     24.1                                  (0.2)               (10.8)                                 50.0                167.0
 Profit for the period                                                      -                    -               -                       -                                     -                   -                                      13.8                13.8
 Translation of foreign operations                                          -                    -               -                       -                                     -                   (4.2)                                  -                   (4.2)
 Other comprehensive income - changes in fair value of hedging instruments  -                    -               -                       -                                     1.6                 -                                      -                   1.6
 Total comprehensive income for the period                                  -                    -               -                       -                                     1.6                 (4.2)                                  13.8                11.2
 Dividends paid on equity shares                                            -                    -               -                       -                                     -                   -                                      (3.6)               (3.6)
 Repurchase of shares                                                       -                    -               -                       -                                     -                   -                                      (30.2)              (30.2)
 Share-based payments                                                       -                    -               -                       7.3                                   -                   -                                      -                   7.3
 Share-based payments - deferred tax asset                                  -                    -               -                       1.2                                   -                   -                                      -                   1.2
 Share-based payments - exercised and lapsed                                -                    -               -                       (5.2)                                 -                   -                                      -                   (5.2)
 Balance as at 30 September 2023                                            0.3                  98.3            5.3                     27.4                                  1.4                 (15.0)                                 30.0                147.7

·      Share capital represents the nominal value of the Company's
cumulative issued share capital.

·      Share premium represents the cumulative excess of the fair value
of consideration received for the issue of shares in excess of their nominal
value less attributable share issue costs and other permitted reductions.

·      Merger relief reserve represents the cumulative excess of the
fair value of consideration received for the issue of shares in excess of
their nominal value less attributable shares issue costs and other permitted
reductions.

·      Retained earnings represents the cumulative value of the profits
not distributed to Shareholders but retained to finance the future capital
requirements of the Group.

·      Share-based payments reserve represents the cumulative value of
share-based payments recognised through equity and deferred tax assets arising
thereon, net of exercised and lapsed options.

·      Cash flow hedging reserve represents the effective portion of
changes in the fair value of derivatives.

·      Foreign exchange translation reserve represents the cumulative
exchange differences arising on Group consolidation.

 

 

                                                                           Unaudited          Unaudited               Audited

                                                                           Nine months        Nine months ended       Year ended

                                                                           ended              30 September 2022       31 December

                                                                           31 September                               2022

 CONSOLIDATED STATEMENT OF CASH FLOWS                                      2023

                                                                           USD m              USD m                   USD m
 Cash flow from operating activities

 Profit before taxation                                                    21.0               21.0                    14.8

 Adjustments for:
 Depreciation of property, plant and equipment                             2.3                2.1                     3.0
 Amortisation and impairment of intangible assets                          28.1               21.1                    36.4
 Finance cost (net)                                                        8.8                14.0                    18.8
 Share-based payments                                                      3.5                3.8                     5.7
 Increase in trade and other receivables                                   (1.1)              (5.3)                   (9.8)
 Increase/(decrease) in trade and other payables                           (8.3)              1.7                     16.9
 Decrease in inventories                                                   0.2                -                       0.2
 Cash flow generated from operations                                       54.5               58.4                    86.0

 Income tax paid                                                           (4.3)              (4.4)                   (8.4)

 Net cash flow generated from operating activities                         50.2               54.0                    77.6

 Cash flow used in investing activities
 Purchase of property, plant and equipment                                 (1.7)              (0.6)                   (1.3)
 Purchase of intangible assets                                             (6.7)              (3.6)                   (5.2)
 Payment of deferred consideration                                         (17.9)             (2.5)                   (2.7)
 Proceeds from disposals of investments                                    -                  0.1                     0.1
 Acquisition of subsidiaries and related assets, net of cash acquired      (5.6)              (66.9)                  (81.5)

 Net cash flow used in investing activities                                (31.9)             (73.5)                  (90.6)

 Cash flow generated from/(used in) financing activities
 Proceeds from borrowings                                                  15.0               30.5                    185.5
 Settlement of forward foreign exchange contracts                          -                  (21.0)                  (25.5)
 Repayment of bond financing                                               -                  -                       (128.6)
 Repayment of revolving credit facility                                    -                  -                       (18.8)
 Bank finance arrangement fees                                             (0.2)              -                       (3.4)
 Accrued interest on bond tap                                              -                  0.4                     0.4
 Bond arrangement fees                                                     -                  (0.8)                   (0.8)
 Proceeds from issuance of ordinary shares (net)                           -                  58.5                    58.6
 Repurchase of ordinary shares                                             (30.2)             -                       (0.4)
 Dividends paid on equity shares                                           (3.6)              -                       -
 Payment of lease liability                                                (1.1)              (1.6)                   (2.2)
 Bank loan capital repayments                                              (0.2)              -                       -
 Interest paid                                                             (9.0)              (7.0)                   (7.8)
 Net cash flow generated from/(used in) financing activities               (29.3)             59.0                    57.0

 Net increase/(decrease) in cash and cash equivalents                      (11.0)             39.5                    44.0
 Cash and cash equivalents at beginning of the period/year                 94.8               56.1                    56.1
 Exchange losses on cash and cash equivalents                              (0.1)              (11.8)                  (5.3)

 Cash and cash equivalents at end of the period/year                       83.7               83.8                    94.8

 

 

 

 

 

 

 

NOTES TO THE UNAUDITED FINANCIAL RESULTS
1.   General information

 

Team Internet Group Plc is the UK holding company of a group of companies
which operate a global internet platform that derives recurring revenue from
Online Marketing and Online Presence services. The Company is registered in
England and Wales. Its registered office and principal place of business is
4th Floor, Saddlers House, 44 Gutter Lane, London EC2V 6BR.

 

2.   Basis of preparation

 

The financial results for the nine months ended 30 September 2023 are
unaudited and have been prepared on the basis of the accounting policies set
out in the Group's 2022 statutory accounts and, for all periods presented, in
line with the principal disclosure requirements of IAS 34: Interim Financial
Reporting.

 

The unaudited financial results are condensed and do not represent statutory
accounts within the meaning of section 435 of the Companies Act 2016. The
statutory accounts for the year ended 31 December 2022, upon which the
auditors issued an unqualified opinion, are available on the Group's website
and did not contain statements under section 498(2) or (3) of the Companies
Act 2006.

 

3.   Segment analysis

 

Team Internet is an independent global service provider building and managing
platforms that sell Online Marketing and Online Presence services. Operating
segments are organised around the products and services of the business and
are prepared in a manner consistent with the internal reporting used by the
chief operating decision maker to determine allocation of resources to
segments and to assess segmental performance. The Directors do not rely on
analyses of segment assets and liabilities, nor on segmental cash flows
arising from the operating, investing and financing activities for each
reportable segment, for their decision making and therefore have not included
them.

 

The Online Marketing segment creates privacy-safe, AI-generated online
customer journeys that convert general interest online media users into
confident high conviction consumers through advertorial and review websites.
The Online Presence segment is a critical constituent of the global online
presence and productivity tool ecosystem, where Team Internet serves as the
primary distribution channel for the wide range of digital products.

 

Management reviews the activities of the Team Internet Group in the segments
disclosed below up to a Net revenue/gross profit level only:

 

                               Unaudited               Unaudited

                               Nine months ended       Nine months ended       Audited

                               30 September            30 September            Year ended

                               2023                    2022                    31 December

                               USD m                   USD m                   2022

                                                                               USD m
 Online Marketing
 Revenue                       474.7                   412.6                              574.7
 Cost of sales                 (380.4)                 (323.7)                 (449.6)
 Net revenue/gross profit      94.3                    88.9                    125.1

 Online Presence
 Revenue                       137.0                   114.1                   153.5
 Cost of sales                 (92.8)                  (74.7)                          (100.9)
 Net revenue/gross profit      44.2                    39.4                            52.6

 Total revenue                 611.7                   526.7                   728.2
 Total cost of sales           (473.2)                 (398.4)                 (550.5)
 Net revenue/gross profit      138.5                   128.3                        177.7

 

 

NOTES TO THE UNAUDITED FINANCIAL RESULTS (continued)

 
4.   Revenue

 

The Group's revenue is generated indirectly from consumers located in the
following geographical areas:

 

                  Unaudited            Unaudited

                  Nine months          Nine months          Audited

                  ended                ended                Year ended

                  30 September         30 September         31 December 2022

                  2023                 2022                 USD m

                  USD m          %     USD m          %                          %
 Americas         314.6          51%   279.2          53%   389.0                53%
 APAC             53.8           9%    55.8           11%           73.5         10%
 EMEA             210.9          35%   169.9          32%       234.5            33%
        UK        32.4           5%    21.8           4%    31.2                 4%
                  611.7          100%  526.7          100%        728.2          100%

 

The Group's revenue is invoiced directly to the following geographical areas:

 

                   Unaudited            Unaudited

                   Nine months          Nine months          Audited

                   ended                ended                Year ended

                   30 September         30 September         31 December 2022

                   2023                 2022                 USD m

                   USD m          %     USD m          %                          %
 Online Marketing
 Americas          14.4           3%    14.0           3%    19.5                 3%
 APAC              7.9            1%    5.4            1%            7.8          1%
 EMEA              449.3          73%   391.5          74%        544.5           75%
        UK         3.1            1%    1.7            -     2.9                  -
                   474.7          78%   412.6          78%         574.7          79%
 Online Presence
 Americas          51.4           8%    33.4           6%            51.7         7%
 APAC              17.4           3%    16.2           3%    22.3                 3%
 EMEA              62.5           10%   61.6           12%           75.4         10%
 UK                5.7            1%    2.9            1%         4.1             1%
                   137.0          22%   114.1          22%   153.5                21%

 Total revenue     611.7          100%  526.7          100%  728.2                100%

 

5.   Non-core operating expenses

 

                                     Unaudited          Unaudited          Audited

                                     Nine months        Nine months        Year ended

                                     ended              ended              31 December

                                     30 September       30 September       2022

                                     2023               2022               USD m

                                     USD m              USD m

 Acquisition related costs           0.7                3.1                3.5
 Integration and streamlining costs  2.6                2.8                4.0
 Other costs((1))                    1.7                0.1                0.7
                                     5.0                6.0                8.2

( )

((1)) Other costs include items related primarily to business reviews and
restructuring expenses.

 

NOTES TO THE UNAUDITED FINANCIAL RESULTS (continued)

6.   Net finance costs
                                                                                 Unaudited          Unaudited          Audited

                                                                                 Nine months        Nine months        Year ended

                                                                                 ended              ended              31 December

                                                                                 30 September       30 September       2022

                                                                                 2023               2022               USD m

                                                                                 USD m              USD m

 Finance income                                                                  (0.3)              -                  -
 Impact of unwinding of discount on net present value of deferred consideration  1.1                0.4                1.0
 Reappraisal of deferred consideration                                           (2.8)              (1.4)              (1.3)
 Arrangement fees on borrowings                                                  1.0                2.9                3.0
 Interest on bank borrowings and bond interest                                   9.9                7.4                10.2
 Interest expense on leases                                                      0.1                0.1                0.2
 (Gain)/loss arising on derivatives classified                                   (0.2)              -                  0.1

 as fair value hedges
 Foreign exchange loss on borrowings                                             -                  4.7                5.6
 Net finance costs                                                               8.8                14.1               18.8

( )

 

7.   Earnings per share

 

Earnings per share has been calculated by dividing the consolidated
profit/(loss) after taxation attributable to ordinary shareholders by the
weighted average number of ordinary shares in issue during the year. Diluted
earnings per share have been calculated on the same basis as above, except
that the weighted average number of ordinary shares that would be issued on
the conversion of all the dilutive potential ordinary shares (arising from the
Group's share option scheme and warrants) into ordinary shares has been added
to the denominator. In 2022, there is no change to the loss numerator of the
dilutive calculation. Due to the loss made in the year, the impact of the
potential shares to be issued on exercise of share options and warrants would
be anti-dilutive and therefore diluted earnings per share is reported on the
same basis on earnings per share.

 
                                                                                        Unaudited          Unaudited               Audited

                                                                                        Nine months        Nine months ended       Year ended

                                                                                        ended              30 September 2022       31 December

                                                                                        30 September       USD m                    2022

                                                                                        2023                                       USD m

                                                                                        USD m

 Profit/(loss) after tax attributable to owners                                         13.8               6.5                     (2.1)
 Operating profit                                                                       29.8               35.1                    33.6
 Depreciation of property, plant and equipment                                          2.3                2.1                     3.0
 Amortisation and impairment of intangible assets                                       28.1               21.1                    36.4
 Non-core operating expenses                                                            5.0                6.0                     8.2
 Foreign exchange loss/(gain)                                                           0.1                (6.1)                   (0.9)
 Share-based payment expenses                                                           3.5                3.8                     5.7
 Adjusted EBITDA                                                                        68.8               62.0                    86.0
 Depreciation                                                                           (2.3)              (2.1)                   (3.0)
 Net finance costs (excluding deferred consideration amounts, foreign exchange          (11.8)             (9.5)                   (13.1)
 loss on borrowings and write off of arrangement fees on borrowing - note 7)
 Taxation                                                                               (7.2)              (14.5)                  (16.9)
 Adjusted earnings                                                                      47.5               35.9                    53.0
 Weighted average number of shares:
 Basic                                                                                  270,543,200        262,399,797             265,623,278
 Effect of dilutive potential ordinary shares                                           1,600,095          7,708,732               2,584,385
 Diluted average number of shares                                                       272,143,295        270,108,529             268,207,663
 Earnings per share:
 Basic (cents)                                                                          5.10               2.48                    (0.78)
 Diluted (cents)                                                                        5.07               2.41                    (0.78)
 Adjusted earnings - Basic (cents)                                                      17.56              13.68                   20.01
 Adjusted earnings - Diluted (cents)                                                    17.45              13.29                   19.81

Basic and diluted earnings per share of 5.10 and 5.07 cents (2022: 2.48 and
2.41 cents) have been impacted by depreciation, amortisation, impairment,
non-core operating expenses, foreign exchange gains and losses and share-based
payment expenses.

 

NOTES TO THE UNAUDITED FINANCIAL RESULTS (continued)

8.   Financial instruments

The Team Internet Group is exposed to market risk, credit risk and liquidity
risk arising from financial instruments. The Group's overall financial risk
management policy focusses on the unpredictability of financial markets and
seeks to minimise potential adverse effects on the Group's financial
performance. The Group does not trade in financial instruments.

Cash conversion for the nine-month periods ended 30 September 2023, 30
September 2022 and for the year ended 31 December 2022 was as follows:

                                                                  Unaudited               Unaudited

                                                                  Nine months             Nine months ended       Audited

                                                                  ended                   30 September 2022       Year ended

                                                                  30 September 2023       USD m                   31 December

                                                                  USD m                                            2022

                                                                                                                  USD m
 Cash conversion
 Cash flow from operations                                        54.5                    58.4                    86.0
 Exceptional costs incurred and paid during the year              5.1                     5.4                     7.8
 Settlement of one-off working capital items from the prior year  6.0                     1.2                     1.2

 Adjusted cash flow from operations                               65.6                    65.0                    95.0
 Adjusted EBITDA                                                  68.8                    62.0                    86.0
 Conversion %                                                     95%                     105%                    110%

 

Net debt as at 30 September 2023 and 31 December 2022 is shown in the table
below.

                                                            Financial

                                      Bank debt   Cash    instruments   Net debt
                                        USD m       USD m   USD m         USD m
 At 31 December 2022                    (151.2)     94.8    (0.2)         (56.6)
 Drawdown                               (15.0)      15.0    -             -
 Capital repayments                     0.2         (0.2)   -             -
 Prepaid finance costs                  0.2         (0.2)   -             -
 Amortisation of prepaid finance costs  (1.0)       -       -             (1.0)
 Mark-to-market revaluation             -           -       1.6           1.6
 Other cash movements                   -           (25.6)  -             (25.6)
 Foreign exchange differences           -           (0.1)   -             (0.1)
 At 30 September 2023                   (166.8)     83.7    1.4           (81.7)

Financial instruments included in net debt represent the mark-to-market valuation of interest rate swaps, which fix the variable interest component of USD 75.0m of the bank debt.

 

8.   Business combinations

Acquisition of Adrenalads LLC

On 31 August 2023, Team Internet acquired Adrenalads LLC, a Los Angeles based
online marketing company that has a rich history of collaboration with
Zeropark. Consideration included initial consideration USD 2.1m and deferred
consideration of USD 0.2m payable in February 2025. The acquisition will be
immediately earnings accretive. The acquisition aims to seamlessly integrate
Adrenalads into the Zeropark ecosystem. This move is anticipated to strengthen
Zeropark's ties with ecommerce stakeholders, improve efficiency of internal
media-buying processes, open new supply channels for Zeropark and establish a
presence in strategic Pacific time zone.

 

In FY2022, Adrenalads generated unaudited revenue of USD 2.7m, unaudited Net
revenue/gross profit of USD 1.1m and unaudited EBITDA of USD 0.7m.

 

The purchase price allocation exercise for the acquisition of Adrenalads has
not yet been completed as at the date of signing this report, and it is
therefore not possible to provide further details of the fair value estimates
of the assets and liabilities at the acquisition date.

Deferred consideration payments

During the nine month period ended 30 September 2023 the following deferred
consideration payments were made:

·      Deferred contingent consideration payments for the acquisition of
VGL Publishing AG was settled in cash for EUR 13.7 (USD 14.9m), which includes
EUR 12.4m (USD 13.6m) in respect of performance in 2022

·      The first deferred contingent consideration payment for the
acquisition of M.A Aporia was cash settled for USD 2.3m in two instalments USD
0.8m paid on 13 July 2023 and USD 1.5m paid on 24 August 2023

·      On 27 July 2023, the final deferred contingent consideration
payment for the acquisition of InterNexum GmbH was settled in cash for EUR
0.6m (USD 0.6m)

NOTES TO THE UNAUDITED FINANCIAL RESULTS (continued)

9.   Share buyback programme and Employee Benefit Trust

 

During the period the Company repurchased 15,878,125 shares under its share
buyback programme at an average share price of £1.28 (FY2022: 220,000 shares
at a share price of £1.54). These shares are held in treasury by the Company.

 

During the period the Group's Employee Benefit Trust purchased 3,648,587
shares at an average share price of £1.16. At 30 September 2023 the Employee
Benefit Trust held 9,199,521 shares (31 December 2022: 11,232,599 shares, 30
September 2022: 16,519,280 shares).

 

The total share repurchase in the period is USD 30.9m of which USD 30.2m was
settled in cash in the period, with USD 0.7m settled in cash after the period
end.

 

The number of shares held and outstanding share options is as follows:

 

                                               Unaudited               Unaudited               Audited

                                               30 September 2023       30 September 2022       31 December

                                               Number                  Number                   2022

                                                                                               Number
 Issued share capital                          288,660,084             288,660,084             288,660,084
 Shares held by the Employee Benefit Trust     (9,199,521)             (16,519,280)            (11,232,599)
 Shares held in Treasury                       (16,098,125)            -                       (220,000)

 Share capital                                 263,362,438             272,140,804             277,207,485
 Outstanding share options                     11,525,831              18,372,001              12,985,926
 Share capital plus outstanding share options  274,888,269             290,512,805             290,193,411

 

 
10. Events occurring after the period end

 

The following significant event occurred after the Group's period end date of
30 September 2023 and before the signing of these Unaudited Financial Results
on 13 November 2023:

·      On 19 October 2023, a deferred consideration payment in relation
to the acquisition of M.A Aporia was made for USD 2.8m

 

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