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REG - Touchstar PLC - Final Results

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RNS Number : 2640J  Touchstar PLC  26 April 2022

 

Touchstar plc

Preliminary results for the year ended 31 December 2021

The Board of Touchstar plc ((AIM:TST) 'Touchstar', the 'Company' or 'the
Group'), suppliers of mobile data computing solutions and managed services to
a variety of industrial sectors, is pleased to announce its results for the
year ended 31 December 2021.

Key financials

 

                     2021         2020         % increase
 Revenue             £6,104,000   £5,886,000   up 3.7%
 EBITDA              £1,072,000   £854,000     up 25.5%
 Post tax profit     £341,000     £87,000      up 292.0%
 Net cash            £2,380,000   £1,771,000   up 34.4%
 Earnings per share  4.02p        1.03p        up 290.3%
 Recurring revenue   £2,322,000   £2,037,000   up 14.4%
 Gross margin        59.5%        52.0%        up 14.0%

 

 

Financial highlights

·      A strong set of results

·      Revenue growth of 3.7% to £6,104,000 (2020: £5,886,000)

·      EBITDA increased 25.5% to £1,072,000 (2020: £854,000)

·      Profit after tax grew by 292.0%  to £341,000 (2020: £87,000)

·      Cash generation strong, boosting net cash to ££2,380,000 at
year end, a 34.4% improvement (2020: £1,771,000)

·      Earnings per share rose by 290.3% to 4.02p (2020: 1.03p)

·      Recurring revenue increased 14.4% - three times the rate of
growth of total revenue to £2,322,000 (2020: £2,037,000)

·      Recurring revenues now represent 38.0% of total revenues

·      Gross margins expanded 14.0% to 59.5% (2020: 52.0%)

 

 

Commenting today, Ian Martin, Chairman of Touchstar, said:

"Touchstar has already become a much more resilient focussed, coherent,
high-quality business with true growth potential. The Board's strategy is
clear and remains consistent. We must capitalise on the forward momentum
gained, using internally generated cash to support our rate of organic growth,
innovate our products, enhance our solutions, invest in our people, increase
returns to shareholders and become a better business."

 

This announcement contains inside information for the purposes of Article 7 of
the UK version of Regulation (EU) No 596/2014 which is part of UK law by
virtue of the European Union (Withdrawal) Act 2018, as amended ("MAR"). Upon
the publication of this announcement via a Regulatory Information Service,
this inside information is now considered to be in the public domain.

 

For further information, please contact:

 Touchstar plc                  Ian Martin              0161 8745050

                                Mark Hardy              0161 874 5050

 WH Ireland -                   Mike Coe/ Sarah Mather  0207 220 1666

 Nominated Adviser and broker

 

Information on Touchstar plc can be seen at: www.touchstarplc.com
(http://www.touchstarplc.com)

 

 

 

CHAIRMANS STATEMENT

 

Introduction

I am pleased to report that Touchstar has delivered a strong set of results,
above market expectations, for the year ended 31 December 2021 ("FY2021"),
against what has been a challenging backdrop in the world's economy. Profit
after tax is up 290% to £341,000 (2020: £87,000) and there has been EBITDA
growth of £218,000 to £1,072,000 (2020: £854,000).

 

The Group has displayed its resilience in the face of the global COVID-19
pandemic and has seen a positive change in business strength with the new and
more profitable revenue streams coming to the fore.

 

The Company reports a strong year-end cash balance, net of the Coronavirus
Business Interruption Loan, of £2,380,000 and a year-end order book of
£646,000 which means the Group is well placed to build on last year's
performance, we look forward to delivering further strategic progress.

 

Financial review

Revenue for FY2021 increased 3.7% to £6,104,000 (2020: £5,886,000). Very
pleasingly recurring revenue increased 14% to £2,322,000 (2020: £2,037,000)
and represented 37.4% of total revenue (2020: 34.6%).  The development of
recurring revenue is a key to our strategy and future success. As of 8 April
2022, run rate recurring revenue had increased further to £2,550,000.

 

It was also pleasing to see the Group experience a healthy recovery in the
areas that had been most impacted by the pandemic in 2020. Nevertheless
unsurprisingly, the overall rate of growth was held back in the early part of
the year by the suspension of awards of large projects in the petrochemical
distribution sector due to the re-emergence of the pandemic. Major projects in
this area tend to have lead times of 9-12 months, and it was only in the
second half of 2021 that new major projects began being confirmed for 2022 and
beyond, thus revenue in this sector reduced in 2021.

 

The order book at year end 2021 stood 36.0% higher at £646,000 compared to
the prior year end level of £475,000.

 

Gross margins increased in 2021 to 59.5% (2020: 52.0%) driven by a higher
level of software sales and operational efficiency.

 

Overhead costs increased by 8.9% as expected in 2021 to £3.5 million (2020:
£3.1 million). This comparison excludes the benefits of the Coronavirus Job
Retention Scheme which totalled £44,000 in 2021 (2020: £146,000).

 

Total spend on research and development during the year amounted to £935,000
(2020: £760,000), of which £460,000 (2020: £429,000) has been capitalised,
as we invested in additional software modules in the proof of delivery product
set.

 

The positive effects of both higher revenue and improved margins had a
dramatic effect upon profitability with earnings before interest tax and
amortisation and depreciation (EBITDA) increasing to £1,072,000 (2020:
£854,000), operating profit before share based payments increasing to
£233,000 (2020: £39,000) and profit before tax increasing to £207,000
(2020: £23,000).

 

Due to our R&D expenditure we again benefitted from a tax credit being
£134,000 (2020: £64,000) such that our profit for the year increased 292% to
£341,000 from £87,000. This translated into a similar rise in earnings per
share to 4.02p (2020: 1.03p).

 

As of 31 December 2021, we remained debt free and our cash, net of overdraft
and the £135,000 Coronavirus Business Interruption Loan, was a very healthy
£2,380,000 a rise of approximately £609,000 from the prior year position of
£1,771,000. This nevertheless understates the strength of the underlying cash
generation from the business; in 2021 cash was applied to the normalisation of
trade and other payables as we unwound deferred amounts due under the
Government's support packages to business.

 

Operational review

Whilst the Group and general business environment continued to work within
COVID-19 policies and restrictions, Touchstar saw a positive change in
business strength with the new and more profitable revenue streams coming to
the fore; including, increased software licence charges and software
development for bespoke work as well as charging professional fees for
services delivered.   As a result, the business experienced a growth in
revenue and profitability.  Those areas of the business that had experienced
the more dramatic slowdowns in 2020, saw strong and positive recovery during
2021, namely, product sales more associated with capital expenditure in
Logistics and the ability to commence with onsite work in the Access Control
marketplace, which otherwise had been restricted in 2020.

 

During the year, the Group continued to enhance the customer driven
functionality of its software solutions.  Our in-house developed software,
utilising modern cloud-based services, has played a major part in customer
gains and retention.  In addition, the Group's specialist and robust
hardware, where margins continue to be healthy, gives us a real competitive
advantage in the proof of delivery market.  The TS3200 Android rugged tablet
has and is playing an important part in the continued success and adoption of
our solutions.

Retention of customers, as well as securing new clients, is a key focus for
the Group.  The business is currently benefiting from many of its existing
clients going through the process of an upgrade cycle with us - a testament to
our ongoing service and support. This provides the opportunity to increase the
recurring revenue as they adopt the latest licence-based solution.  We now
have around 8 major clients operating on the new platform and another 8
existing clients in the throes of either pilot or roll out phase over the
coming 12 to18 months.

During 2021 there were challenges in the timely supply of product and
components within the supply chain, but the Group successfully navigated its
way through. We expect these challenges will continue in 2022 and therefore we
will require the same continued focus to mitigate and reduce any impacts that
may arise.

Alongside the software developments, we continue to enhance our product sets
within the hardware element of our solution.  All devices now designed and
supplied utilise the Android operating system - the defacto choice
worldwide.

 

The dynamics of the team within the business evolve and change too.  The
Group now has a central support team for all products, operating out of our
Manchester office and we continue to build on our UK in-house software
development and test team.   These investments are now necessary given the
solution set we now own and supply to the marketplace.

 

Strategy

The objective remains to execute our strategy effectively; delivering organic
growth, margin improvement, building Software as a Service ("SaaS") revenues
at an even faster rate, and achieving higher levels of profitability.

 

The Board believes Touchstar has the medium-term potential of sustaining
annual double digit top line growth from our existing businesses driven by:

a.     Existing customers upgrading to mobile cloud-based solutions

b.     Capture of new customers

c.     Introduction of enhanced products and solutions

d.     Introduction of more professional services

 

In addition, we expect the growth rate of recurring revenue to continue to
outpace total revenue growth, as SaaS revenues build. Professional services
and licences are predominantly annual charges and thereby we envisage
recurring revenue will continue to grow and strengthen within the Group. The
target is for recurring revenue to account for 40% of total revenue by the end
of 2022.

 

We expect the revenue stream will continue to strengthen in high margin areas
such as licences, professional services, and software development - further
enhancing the earnings and building the Group's strength in the medium and
long term

 

Current trading and prospects

We intend to build upon the considerable progress made last year. Over the
last two years the consistent message has been that in 2022 the underlying
growth rate in all the Group's businesses should harmonise and return to
normalised trading patterns.

 

2022 has started well, with a healthy opening order book followed by a strong
first quarter of trading. Short-term prospects are being tempered somewhat by
a level of inactivity which we believe is a momentary reaction to the present
economic and global uncertainty, with some orders being held up, not lost. So
far, we have been able to balance the pressures on costs by increasing prices
in a targeted and appropriate manner, this will need to be constantly assessed
and reviewed during the year.

 

Realistically the combination of the geo-political instability, inflationary
pressures and higher interest rates will inevitability result in hesitancy in
corporate decision making. The assumption made is that this year will see some
subdued levels of macro-economic growth and investment. Currently there has
been no material change to the business from the distressing and sad situation
in Ukraine - our thoughts and hopes are with the innocent people caught up in
that conflict.

 

Whilst we have tempered our enthusiasm in the short-term, the Board believes
that the steps we have taken will see growth in revenue and EBITDA continue in
2022, driving further progress in our financial performance.

 

Distributable reserves

The directors would like to have the ability to consider returning value to
shareholders either via share buybacks or the payment of dividends. However,
to be able to do this company law requires the Company to have positive
distributable reserves. At present the Company does not have positive
distributable reserves due the deficit on its retained earning reserve which
as at 31 December 2021 stood at £2,236,000. The Directors are consulting with
the Company's advisers over how best to eliminate this deficit which they
believe can be through a combination of dividend payments from the Company's
underlying subsidiaries and a capital reduction.

 

Concluding thoughts

The Board's strategy is clear and remains consistent. We must capitalise on
the forward momentum gained, using internally generated cash to support our
rate of organic growth, innovate our products, enhance our solutions, invest
in our people, increase returns to shareholders and become a better business.

 

The Company has made good progress over the last two years despite the impacts
of COVID-19. Touchstar has already become a much more resilient focussed,
coherent, high-quality business with true growth potential. This has only
happened through the dedication, hard work and talent of the people within the
Group.  Thank you to all - it is greatly appreciated.

 

The Board is committed to creating and delivering value that reflects the
prospects and embedded value within the business. With the Company's cash
reserves, a strong balance sheet, growing revenues and especially recurring
revenues that will allow us to increasingly position the Company as a software
business, the Board is confident of the Company's prospects and of increasing
shareholder value.

 

 

I Martin

Executive Chairman

25 April 2022

 

CEO STRATEGIC REVIEW

 

Profitability

Whilst the business and general environment continued to work within Covid
policies and restrictions, which impacted the Group performance, 2021 has seen
a strategic change in business strength with the new and more profitable
revenue streams coming to the fore.  Despite the reduction in face-to-face
meetings, the business experienced a modest growth in sales turnover on the
previous year of around 4%.  Cash generation remained healthy with the Group
year-end cash position in excess of £2.5 million, and the business made
£341,000 profit after tax, close to 300% increase over 2020 profit of
£87,000.

 

Total recurring revenue

During 2021, the decision to supply and support complete solutions has further
strengthened the Group.  Recurring revenue is now a valuable asset within the
Groups business. 2020 saw total recurring revenue increase by 6% on 2019 and
this trend continues.  In 2021 recurring revenue increased 14% on 2020.
This change in strategy is making a positive impact into the performance and
underlying value of the business.  In 2021, the Groups recurring revenue
equated to 38% of turnover and the Board envisage this percentage will
continue increasing.

 

Group recurring revenue

                                  2018         2019         2020         2021
 Group recurring revenue by year  £1,840,000   £1,918,000   £2,037,000   £2,322,000

 % Increase year on year                       up 4.2%      up 6.2%      up 14.4%

 

As of 8 April 2022, run rate recurring revenue had increased further to
£2,550,000.

 

The table below demonstrates the consistent strategic progression of building
the business's recurring revenue over the previous years:

 

Recurring revenue as a percentage of total Group revenue

                            2018  2019  2020  2021
 Group revenue other        70%   71%   65%   62%

 Group recurring revenue    30%   29%   35%   38%

 

 

Software Licence Recurring Revenue

Whilst the Group enjoyed an increase of 14% in total recurring revenue over
previous years, the predominant impact in growth of this type of profitable
revenue has come from software licence, a key strategic goal. Recurring
revenue in software licences grew a marked 18% over 2020 performance.  This
key area of growth will continue to increase as the change in our business
strategy takes effect. If growth in total revenue continues as expected, we
anticipate software licence revenue to exceed hardware recurring revenue in
2022 and grow further still in 2023 and beyond.

 

Group recurring revenue

                        2018         2019         2020         2021
 Software licences      £659,000     £767,000     £863,000     £1,040,000
 Increase year on year               up 16.4%     up 12.5%     up 20.5%

 Hardware maintenance   £1,181,000   £1,151,000   £1,174,000   £1,282,000
 Movement year on year               down 2.5%    up 2.0%      up 9.2%

 

 

As we have now become a more focussed software and solution orientated
business, we have strengthened the technical and professional services team to
provide the best support for our product delivery.  Whilst we continue to
grow sales in the solutions area, we still recognise the continuing value that
the existing legacy product sets bring to the business, albeit we are managing
down our business reliance on these.

All the Touchstar software products we now offer, are in house owned (IPR)
which eliminates our reliance on third party suppliers and provides maximum
flexibility in growing the sales and profit line of the Group.  This move has
allowed us to increase the sales of software development as customers require
tweaks and modifications to our standard products to suit their operation.
The table below illustrates the past 4 years of software development sales,
demonstrating an increase of over 200% in this time.

Customer requested software developments

                                                   2018      2019       2020       2021
 Customer requested software developments by year  £83,800   £128,600   £129,200   £257,900

 Increase year on year                                       up 53.5%   up 0.5%    up 99.6%

 

We continue to secure large contracts with blue chip companies across the UK
and Europe.  The strategy to supply a SaaS (Software as a Service) model to
the industry has become quite widely accepted.  This now provides consistent
recurring revenue greater than in previous years. Combining increases of
recurring revenue and the above software development charges has now led to
improved gross margin, of 59% of the group turnover in 2021 (52% in 2020). As
of 8 April 2022, software development and support fees booked and to be
invoiced in 2022 stood at £184,000.

 

The Group operates under the Touchstar brand providing consistent brand
awareness of the operating companies which has been successful in promoting a
cohesive and singular business and all can be accessed under one web site:
www.touchstar.co.uk (http://www.touchstar.co.uk) .

 

 

Consolidated income statement for the year ended 31 December 2021
 
                                                                                                      2021         2020
                                                                                                      £'000        £'000

 Revenue                                                                                              6,104        5,886
 Cost of sales                                                                                        (2,472)      (2,827)
 Gross profit                                                                                         3,632        3,059
 Distribution costs                                                                                   (49)         (41)
 Administrative expenses                                                                              (3,400)      (3,125)
 Other operating income                                                                               44           146
 Operating profit before share-based payment provision                                                233          39
 Share-based payment provision included in administrative expenses                                    (6)          -
 Operating profit                                                                                     227          39
 Finance costs                                                                                        (20)         (16)
 Profit before income tax                                                                             207          23
 Income tax credit                                                                                    134          64
 Profit for the year attributable to the owners of the parent                                         341          87

 

 

Earnings per ordinary share (pence) attributable to owners of the parent
during the year:

        2021           2020
 Basic  4.02p      1.03p

 

 

There is no other comprehensive income or expense in the current year or prior
year and consequently no statement of other comprehensive income or expense
has been presented.

All activity in 2021 relating to continuing operations.

 

The Company has elected to take the exemption under section 408 of the
Companies Act 2006 not to present the parent Company income statement. The
profit for the Company is detailed in the Statement of financial position and
the Company statement of changes in shareholders' equity.

 

 

Consolidated statement of changes in equity for the year ended 31 December 2021
                                    Share       capital                     Share premium account  Share based payment Reserves  Retained earnings  Total equity
                      £'000                                                 £'000                  £'000                         £'000              £'000
 At 1 January 2020    424                                                   1,119                  -                             348                1,891
 Profit for the year  -                                                     -                      -                             87                 87
 At 31 December 2020  424                                                   1,119                  -                             435                1,978
 Profit for the year  -                                                     -                      6                             341                347
 At 31 December 2021  424                                                   1,119                  6                             776                2,325

 

 

Company statement of changes in equity for the year ended 31 December 2021

                                    Share       capital                     Share premium account  Share based payment reserve  Retained earnings  Total equity
                      £'000                                                 £'000                  £'000                        £'000              £'000
 At 1 January 2020     424                                                  1,119                  -                            (2,705)            (1,162)
 Profit for the year   -                                                    -                       -                           3                  3
 At 31 December 2020  424                                                   1,119                  -                            (2,702)            (1,159)
 Profit for the year  -                                                     -                      6                            6                  12
 At 31 December 2021  424                                                   1,119                  6                            (2,696)            (1,147)

 

 

Consolidated and Company statements of financial position as at 31 December 2021
                                                                Group                                                                   Company
                                                                              2021                              2020                                2021                          2020
                                                                £'000                            £'000                                  £'000                        £'000
 Non-current assets
 Intangible assets                                              1,198                            1,350                                  -                            -
 Investments                                                    -                                -                                      5                            -
 Property, plant and equipment EQUIPMENTEQUIPMENTEQUIPMENT      94                               121                                    -                            -

 EQUIPMENTequipment
 Right-of-use assets                                            399                              479                                    -                            -
 Deferred tax assets                                            81                               63                                     3                            3
                                                                1,772                            2,013                                  8                            3
 Current assets
 Inventories                                                    865                              714                                    -                            -

 Trade and other receivables                                    1,071                            1,010                                  462                          474
 Corporation tax receivable                                     166                              110                                    -                            -
 Cash and cash equivalents                                      3,903                            3,177                                  -                            -
                                                                6,005                            5,011                                  462                          474
 Total assets                                                   7,777                            7,024                                  470                          477

 Current liabilities
 Trade and other payables                                       1,333                            1,246                                  94                           230
 Contract liabilities                                           1,762                            1,485                                  -                            -
 Borrowings                                                     1,418                            1,271                                  1,418                        1,271
 Lease liabilities                                              169                              163                                    -                            -
                                                                4,682                            4,165                                  1,512                        1,501
 Non-current liabilities
 Deferred tax liabilities                                       251                              215                                    -                            -
 Contract liabilities                                           172                              177                                    -                            -
 Borrowings                                                     105                              135                                    105                          135
 Lease liabilities                                              242                              354                                    -                            -
                                                                770                              881                                    105                          135
 Total liabilities                                              5,452                            5,046                                  1,617                        1,636

 

Consolidated and Company statement of financial position as at 31 December 2021 (continued)
                                             Group                                  Company
                                                        2021            2020               2021                   2020
                                             £'000                      £'000       £'000              £'000
 Capital and reserves attributable

to owners of the parent
 Retained earnings at beginning of year      435                        348         (2,702)            (2,705)
 Profit/(loss) for the year                  341                        87          6                  3
 Retained earnings at end of year            776                        435         (2,696)            (2,702)
 Share capital                               424                        424         424                424
 Share based payment reserve                 6                          -           6                  -
 Share premium                               1,119                      1,119       1,119              1,119
 Total equity                                2,325                      1,978       (1,147)            (1,159)
 Total equity and liabilities                7,777                      7,024       470                477

 

 

Consolidated and Company cash flow statement for the year ended 31 December 2021
                                                           Group                 Company
                                                           2021     2020         2021     2020

                                                           £'000    £'000        £'000    £'000
 Cash flows from operating activities
 Operating Profit                                          226      39           1        3
 Depreciation                                              233      227          -        -
 Amortisation                                              612      588          -        -
 Share-based payment provision                             6        -            6        -
 Movement in:
 Inventories                                               (151)    177          -        -
 Trade and other receivables                               (60)     307          (80)     715
 Trade and other payables and contract liabilities         358      (86)         (36)     172
 Cash generated from/(used in) operations                  1,224    1,252        (109)    890
 Interest paid                                             (20)     (16)         (3)      (3)
 Corporation tax received                                  97       326          -        -
 Net cash generated from operating activities              1,301    1,562        (112)    887
 Cash flows from investing activities
 Addition of intangible assets                             (460)    (439)        -        -
 Investment in subsidiaries                                -        -            (5)      -
 Purchase of property, plant and equipment                 (50)     (20)         -        -
 Net cash used in investing activities                     (510)    (459)        (5)      -
 Cash flows from financing activities
 Proceeds from issue of business loan                      (15)     150          (15)     150
 Principal elements of lease payments                      (182)    (182)        -        -
 Net cash generated from financing activities              (197)    (32)         (15)     150
 Net increase/(decrease) in cash and cash equivalents      594      1,071        (132)    1,037
 Cash and cash equivalents at start of the year            1,921    850          (1,256)  (2,293)
 Cash and cash equivalents at end of the year              2,515    1,921        (1,388)  (1,256)

 

 

 

1          General information

Touchstar plc (the 'Company') and its subsidiaries (together 'the Group')
design and build rugged mobile computing devices and develop software
solutions used in a wide variety of field-based delivery, logistics and
service applications. The Company is a public company limited by share capital
incorporated and domiciled in the United Kingdom. The Company has its listing
on the Alternative Investment Market. The address of its registered office is
1 George Square, Glasgow, G2 1AL.

 

2          Basis of preparation

The final results for the year ended 31 December 2021 have been prepared in
accordance with the accounting policies set out in the annual report and the
accounts for the year ended 31 December 2020.

 

The Group Financial Statements have been prepared in accordance with the
International Financial Reporting Standards ('IFRS') as adopted by the
European Union, IFRS IC interpretations and the Companies Act 2006 applicable
to companies reporting under IFRSs and the AIM Rules for Companies. The Group
Financial Statements have been prepared under the historical cost convention.

 

While the financial information included in this final announcement has been
computed in accordance with IFRS, this announcement does not itself contain
sufficient information to comply with IFRS.  The accounting policies used in
preparation of this final announcement have remained unchanged from those set
out in the Group's 2020 statutory financial statements other than those
described below.  They are also consistent with those in the Group's
statutory financial statements for the year ended 31 December 2021 which have
yet to be published.  The final results for the year ended 31 December 2021
were approved by the Board of Directors on 25 April 2022.

 

The financial information set out in this final announcement does not
constitute the Group's statutory financial statements for the year ended 31
December 2021 but is derived from those financial statements which were
approved by the Board of Directors on 25 April 2022. The Auditors have
reported on the Group's statutory financial statements and their report was
unqualified and (ii) did not contain a statement under section 498(2) or
498(3) Companies Act 2006.  The statutory financial statements for the year
ended 31 December 2021 have not yet been delivered to the Registrar of
Companies and will be delivered following the Company's Annual General
Meeting.

 

 

The comparative figures are derived from the Group's statutory financial
statements for the year ended 31 December 2020 which carried an unqualified
audit report, did not contain a statement under section 498(2) or 498(3)
Companies Act 2006 and have been filed with the Registrar of Companies.

 

Going Concern

These financial statements have been prepared on a going concern basis, which
assumes that the Group will be able to meet its liabilities when they fall
due.  As of 31 December 2021, the Group held cash of £2,515,000 (after
considering overdraft balances as presented in note 21), with unencumbered net
cash of £2,380,000 after taking into account the £135,000 Coronavirus
Business Interruption Loan. The Group also had an undrawn £200,000 on demand
overdraft facility as of 31 December 2021 (also £nil in April 2022).

 

The Touchstar management continues to demonstrate its ability to proactively
respond to both internal and external challenges it has faced, non-more so
than those encountered over the past two years.

The directors remain confident in the business, the skillset employed in its
dedicated staff, solid product set and loyal customer base.

 

The C-19 pandemic continued to impact business during 2021, nonetheless, Group
sales still increased on 2020 by a modest £218,000, margins grew from 52% in
2020 to 59.5% in 2021 driven by richer margin sales and operational
efficiencies, along with tight control of costs, resulted in a profit after
tax of £341,000.

The Group continues to benefit from a supportive bank who have provided the
borrowing facility since 2005.

 

Over the past eighteen months the Group has reduced its reliance on the
facility provided by the bank. In assessing the Company's ability to continue
as a going concern, the Board has reviewed the Group's cash flow and profit
forecasts removing completely reliance on any facilities. The impact of
potential risks and related sensitivities to the forecasts were considered in
assessing the likelihood of additional facilities being required in the
future.

 

The directors have at the time of approving the financial statements, a
reasonable expectation that the

company has adequate resources to continue in operational existence for the
foreseeable future. Thus

they continue to adopt the going concern basis of accounting in preparing the
financial statements.

 

3          Critical accounting estimates and judgements

The Group and Company makes estimates and assumptions concerning the future.
The resulting accounting estimates will, by definition, seldom equal the
related actual results. The estimates and assumptions that have a significant
risk of causing a material adjustment to the carrying amounts of assets and
liabilities within the next financial year are discussed below.

 

(a) Development expenditure

The Group recognises costs incurred on development projects as an intangible
asset which satisfies the requirements of IAS 38. The calculation of the costs
incurred includes the percentage of time spent by certain employees on the
development project.  The decision whether to capitalise and how to determine
the period of economic benefit of a development project requires an assessment
of the commercial viability of the project and the prospect of selling the
project to new or existing customers.

 

(b) Impairment of intangibles

Judgement is required in the impairment of assets, notably intangible software
development costs. Recoverable amounts are based on a calculation of expected
future cash flows, which require assumptions and estimates of future
performance to be made. Cash flows are discounted to their present value using
pre-tax discount rates based on the Directors market assessment of risks
specific to the asset.

 

(c) Stock provisions

Judgement is required in relation to the appropriate provision to be made for
the write down of slow moving or obsolete inventory. Such provisions are made
based on the assessment of the Group's prospective sale of inventories and
their net realisable value, which are subject to estimation uncertainty.

 

4          Analysis of Revenue
                                           2021    2020
                                           £'000   £'000
 Recognised at a point in time             3,782   3,788
 Recognised over time (recurring revenue)  2,322   2,098
                                           6,104   5,886

 

5              Share-based employee remuneration

The Touchstar plc EMI Share Option Plan (Plan) was approved by the
shareholders at the Annual 2021 AGM on 23 June 2021. It is a share-based
payment scheme for employee remuneration which will be settled in equity.

The Plan is part of the remuneration package for Group employees as selected
by the Group's Remuneration Committee. Options under this Plan will vest if
certain performance conditions, as defined in the Plan are met.

 

Participants in this Plan must be employed until the end of the agreed vesting
period unless deemed as 'good employees' by the Group's Remuneration Committee
on leaving. Upon vesting, each option allows the holder to purchase each
allocated share at the market price determined at the grant date.

 

The number of options granted during the year and outstanding at 31 December
2021 was 211,000 (2020: n/a). These shares had not vested as at 31 December
2021.

 

The assessed fair value at grant date of options granted during the year ended
31 December 2021 was £0.35 per option (2020: £n/a). The fair value at grant
date is independently determined using the Black-Scholes model that takes into
account the exercise price, the term of the option, the impact of dilution
(where material), the share price at grant date and expected price volatility
of the underlying share, the risk-free interest rate for the term of the
option, and the annualised volatility of Touchstar plc's shares.

 

The model inputs for options granted during the year ended 31 December 2021
included:

 

 Grant date                                   18 Nov 2021
 Vesting period ends                          Term A 30 Jun 2023

                                              Term B 30 Jun 2024
 Share price at date of grant                 £0.85
 Volatility                                   50%
 Risk-free investment rate                    1%
 Fair value per option at grant date          £0.41
 Exercise price at date of grant              £0.85
 Exercise period ends                         Term A 30 Jun 2023/17 Nov 2031

                                               30 Jun
                                              Term B 30 Jun 2024/17 Nov 2031
 Weighted average remaining contractual life  6.06 years

 

The underlying expected price volatility was determined by reference to the
historical data of Touchstar plc shares over the past 12 months. No special
features inherent to the options granted were incorporated into measurements
of fair value.

 

In total, £6,000 (2020: £n/a) of employee remuneration expense (all of which
related to equity-settled share-based payment transactions) has been included
in the income statement and credited to the Share-based payment reserve.

 

6.1          Income tax credit

                                        2021     2020

                                        £'000    £'000
 Corporation tax
 Current tax                            (147)    (92)
 Adjustments in respect of prior years  (5)      -
 Deferred tax                           18       28
 Total tax credit                       (134)    (64)

 

Corporation tax is calculated at 19% (2020: 19%) of the estimated assessable
profit for the year.  This is the weighted average tax rate applicable for
the year.

1

6.2          Factors affecting the tax credit for the year

The tax credit for the year is same as (2020: same as) the standard rate of
corporation tax in the UK of 19% (2020: 19%). The differences are explained
below:

                                                                             2021     2020

                                                                             £'000    £'000
 Profit before income tax                                                    207      23
 Multiplied by the standard rate of corporation tax in the UK of 19% (2020:  39       4
 19%)
 Effects of:
 Items not deductible for tax purposes                                       2        1
 Enhanced research and development deduction                                 (213)    (167)
 Adjustments in respect of prior years                                       (5)      -
 Losses surrendered through R&D tax credit                                   46       29
 Capital allowances claimed in year less than/(in excess of) depreciation

                                                                             20       28

 Previously unrecognised tax losses used to reduce current tax expense       (71)     -

 Adjustment to deferred tax arising from changes in tax rate                 48       41
 Total tax credit for the year                                               (134)    (64)

 

Factors affecting the future tax charge

Changes to the UK corporation tax rates were substantively enacted as part of
Finance Bill 2021 (on 2 February 2022).  This included the maintaining of the
current corporation tax rate of 19%.

 

The budget also announced an increase in rate from 19% to 25% from April 2023.
Therefore, deferred taxes at the balance sheet date have been measured at the
enacted tax rate of 25%.

 

7              Earnings/(losses) per share

 

          2021           2020
 Basic    4.02p      1.03p
 Diluted  N/A        N/A

Basic earnings per share is calculated by dividing the earnings attributable
to ordinary shareholders by the weighted average number of ordinary shares in
issue during the year. The Group issued 211,000 options with an exercise price
of 85p during the year. Given the exercise price of these options, they are
considered anti-dilutive and therefore no diluted EPS is presented.

 

Reconciliations of the earnings and weighted average number of shares used in
the calculation are set out below:

                                                                           2021                                                        2020
                                                                           Earnings  Weighted average number of shares (in thousands)  Earnings  Weighted average number of shares (in thousands)

                                                                           £'000                                                       £'000
 Basic EPS
 Profit attributable to owners of the parent                               341       8,475                                             87        8,475
 Adjusted EPS
 Earnings attributable to owners of the parent before share-based payment  347       8,475                                             87        8,475
 provision

 

 

 

8              Intangible assets

                      Group
                      Goodwill       Development expenditure  Total

                      £'000          £'000                    £'000
 Cost
 At 1 January 2020    9,904          2,862                    12,766

 Additions            -              439                      439
 Disposal             (1,313)        -                        (1,313)
 At 31 December 2020  8,591          3,301                    11,892
 Additions            -              460                      460
 Disposal             -              (678)                    (678)
 At 31 December 2021  8,591          3,083                    11,674

 Accumulated amortisation
 At 1 January 2020    9,904          1,363                    11,267
 Amortisation charge  -              588                      588
 Disposal             (1,313)        -                        (1,313)
 At 31 December 2020  8,591          1,951                    10,542
 Amortisation charge  -              612                      612
 Disposal             -              (678)                    (678)
 At 31 December 2021  8,591          1,885                    10,476

 Net book value
 At 31 December 2021  -              1,198                    1,198
 At 1 January 2020    -              1,499                    1,499
 At 31 December 2020  -              1,350                    1,350

 

Disposal of goodwill relates to the dissolution of the three dormant
subsidiary undertakings during 2020.

 

Development expenditure

The calculation of the costs incurred includes third party developers along
with the percentage of time spent by certain employees on hardware and
software development for deployment in business operations.  The decision
whether to capitalise and how to determine the period of economic benefit of a
development project requires an assessment of the commercial viability of the
project and the prospect of selling the project to new or existing customers.

Management determined budgeted sales growth based on historic performance and
its expectations of market development via each product set's underlying
pipeline.

A review of each of the product sets did not result in any impairment.

Development expenditure has been capitalised on an ongoing basis and therefore
has a remaining useful economic life ranging from 0 to 5 years.

9              Property, plant and equipment

                                Plant and machinery         Fixtures, fittings, tools and equipment  Total  £'000

                                          £'000                       £'000
 Cost
 At 1 January 2020              358                         345                                      703
 Additions                      12                          8                                        20
 Disposals                      (55)                        (5)                                      (60)
 At 31 December 2020            315                         348                                      663
 Additions                      37                          13                                       50
 Disposals                      (87)                        (49)                                     (136)
 At 31 December 2021            265                         312                                      577

 Accumulated depreciation
 At 1 January 2020              268                         260                                      528
 Charge for the year            34                          40                                       74
 Disposals                      (48)                        (12)                                     (60)
 At 31 December 2020            254                         288                                      542
 Charge for the year            36                          41                                       77
 Disposals                      (87)                        (49)                                     (136)
 At 31 December 2021            203                         280                                      483

 Net book value
 At 31 December 2021            62                          32                                       94
 At 1 January 2020              61                          61                                       121
 At 31 December 2020            90                          85                                       175

 

 

 

 

 

10           IFRS 16 Right of use assets

                           Premises                    Motor vehicles                               Total  £'000

                                     £'000                       £'000
 Cost
 At 1 January 2020         579                         212                         791
 Additions                 -                           121                         121
 Disposal                  -                           (122)                       (122)
 At 31 December 2020       579                         211                         790
 Additions                 -                           76                          76
 Disposal                  -                           -                           -
 At 31 December 2021       579                         287                         866

 Accumulated depreciation
 At 1 January 2020         141                         128                         269
 Charge for the year       82                          71                          153
 Disposal                  -                           (111)                       (111)
 At 31 December 2020       223                         88                          311
 Charge for the year       82                          74                          156
 Disposal                  -                           -                           -
 At 31 December 2021       305                         162                         467

 Net book value
 At 31 December 2021       274                         125                         399
 At 1 January 2020         438                         84                          522
 At 31 December 2020       356                         123                         479

 

 

 

11           Cash and cash equivalents

                                                            Group                     Company
                                                              2021       2020         2021        2020

                                                            £'000       £'000         £'000       £'000
 Cash at bank and in hand                                   3,903       3,177         -           -
 Less: bank overdraft (included within borrowings note 12)

                                                             (1,388)    (1,256)        (1,388)    (1,256)

                                                            2,515       1,921         (1,388)     (1,256)

 

The above balances are not offset in the Consolidated Statement of Financial
Position and are included for illustrative purposes only.

 

12           Borrowings

                      Group                 Company
                        2021    2020        2021     2020

                      £'000    £'000        £'000    £'000
 Current borrowings:
 Bank overdraft       1,388    1,256        1,388    1,256
 Other loans          30       15           30       15
                      1,418    1,271        1,418    1,271

 

                          Group                 Company
                            2021    2020        2021     2020

                          £'000    £'000        £'000    £'000
 Non-current borrowings:
 Bank overdraft           -        -            -        -
 Other loans              105      135          105      135
                          105      135          105      135

 

The carrying amounts of borrowings approximate to their fair value due to
their short-term maturity, meaning that the impact of discounting is not
significant. The carrying amounts of the Group's borrowings are denominated
solely in sterling.

 

The Group bank overdraft facility is secured by a bond and floating charge
over the entire assets of the Group.

At 31 December 2021, the Group had total committed undrawn facilities of
£200,000 (2020: £350,000).

 

The Group now operates within a £200,000 net overdraft facility which takes
into account both the gross cash position of each Group entity netted off
against any borrowings.  As at the 31 December 2021, this represents the net
cash balance of £2,515,000 (2020: £1,921,000) in Note 11.

The Company and its subsidiaries have given a guarantee in relation to the
overdraft facilities extended to The Group.

Other loans relate to the Coronavirus Business Interruption Loan repayable
monthly over six years; first payment commenced on the 12-month anniversary of
drawdown, July 2021.

The loan is guaranteed by the UK Government under the Coronavirus Business
Interruption Loan Scheme with interest payable monthly on commencement of loan
repayment. The rate of interest is 4.19% per annum above the Bank of England
floating rate.

 

13           Leases

The note provides information for leases where the group is a lessee.

 

i)              Amounts recognised in the balance sheet

The balance sheet shows the following amounts relating to leases:

                            2021   2020

                          £'000    £'000
 Right-of-use assets
   Buildings              274      356
   Vehicles               125      123
                          399      479

 

                         2021     2020

                         £'000    £'000
 Lease liabilities
   Current               169      163
   Non-current           242      354
                         411      517

 

Under IFRS 16 the assets are now presented in property, plant and equipment
and the liabilities as part of the group's borrowings.

 

Contractual undiscounted cash flows are due as follows:

                                          2021     2020

                                          £'000    £'000
 Lease liabilities (undiscounted)
   Not later than one year                171      171
   Between one year and five years        240      267
                                          412      437

 

There is not considered to be any significant liquidity risk by the Group in
respect of leases.

 

 

 

ii)             Amounts recognised in the statement of profit or
loss

                                                   2021   2020

                                                 £'000    £'000
 Depreciation charge of right-of-use assets
   Buildings                                     82       82
   Vehicles                                      74       71
                                                 156      153

 

 

 

 

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