TIDMWIL

RNS Number : 2268A

Wilmington PLC

22 September 2022

22 September 2022

Wilmington plc

Resilient organic growth strategy delivering

Wilmington plc, (LSE: WIL, 'Wilmington' or 'the Group') the provider of data, information, education and training services in the global Governance, Risk and Compliance (GRC) markets, today announces its results for the year ended 30 June 2022.

Financial performance

 
                         FY22       FY21        Change 
Revenue                  GBP121.0m  GBP113.0m   7% 
Adjusted PBT [1]         GBP20.7m   GBP15.0m    38% 
Adjusted PBT margin      17.1%      13.3%       29% 
Adjusted basic EPS [2]   18.66p     13.62p      37% 
Net cash/(debt) [3]      GBP20.5m   (GBP17.2m)  216% 
Total dividend           8.2p       6.0p        37% 
 
 
Statutory profit/(loss) 
 before tax                       GBP36.1m  (GBP2.0)m 
Statutory basic earnings/(loss) 
 per share                        37.46p    (5.18p) 
 

Highlights

-- 13% organic [4] revenue growth driven by successful digitalisation programme, new product investment and return to FTF [5] events. Organic revenue growth 5% excluding FTF events.

o Training & Education division delivered 18% organic growth

o Intelligence division delivered 10% organic growth

   --      Annual recurring revenues grew by 5%, now 37% of Group revenues 

-- Adjusted profit before tax up 38% to GBP20.7m (2021: GBP15.0m) reflecting continuing efficiencies of digital-first model

   --      Strategic sale of AMT for proceeds of GBP23.4m before completion adjustments 

-- Net cash at 30 June 2022 GBP20.5m (2021: net debt GBP17.2m) reflecting strong trading performance, effective cash management strategies and sale of subsidiaries and property

   --      Strong cash conversion [6] of trading profits of 114% (2021: 104%) 
   --      Dividend up 37% in line with profits to 8.2p (2021: 6.0p) 

-- Investments driving strategic progress, future growth plans enhanced by development of single technology platforms in each division

-- Further embedded cultural ambitions, bolstered by commitments to Race at Work Charter, Inclusive Employers and Disability Confident

   --      Committed Net-Zero Carbon Targets 

Mark Milner, Chief Executive Officer, commented:

"These strong results demonstrate the success of our strategy with good organic revenue growth, profits up by 38% and substantial cash generation. Our new operating model is successfully embedded and has enhanced our position in the large, expanding and rapidly evolving Governance Risk and Compliance (GRC) market.

"The investments we have made in technology and data are accelerating our growth ambitions as we develop single technology platforms in each division. These investments are enhancing our position by creating a scalable portfolio of assets that are strongly aligned to the dynamic and growing GRC market.

"We have a resilient business model with increasing recurring revenues. We have seen good demand in all areas during the first quarter of the current financial year, generating revenues and profitability in line with our expectations."

The information contained within this announcement is deemed to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014. Upon the publication of this announcement this inside information is now considered to be in the public domain.

 
 For further information, please contact: 
 
  Wilmington plc 
  Mark Milner, Chief Executive Officer         020 7490 0049 
  Guy Millward, Chief Financial Officer 
 
  Meare Consulting 
  Adrian Duffield                               07990 858548 
 

Notes to Editors

Wilmington plc is the recognised knowledge leader and partner of choice for data, information, education and training in the global Governance, Risk and Compliance (GRC) markets. Wilmington employs close to 1,000 people and sells to around 120 countries. Wilmington is listed on the main market of the London Stock Exchange.

Results and dividend

We have executed our strategy by growing our revenues and profits organically in the markets we focus on; investing further in our business and the technology it runs on; and by actively managing our portfolio of brands. The business has demonstrated notable resilience, reflected by the strong financial performance.

We have delivered organic revenue growth of 13% by growing all parts of our business - a result enhanced by a return to face-to-face events this year. Growth excluding events was 5% and reflects increased demand for our core offering in all product areas. We have also achieved a five-percentage point growth in recurring revenue [7] , which now represents 37% of total revenue, driven by recent investments in sales and marketing capabilities.

The increased revenues and a continued focus on operational efficiency and cost management resulted in adjusted PBT growth of 37.8% to GBP20.7m (2021: GBP15.0m) and a corresponding improvement in adjusted PBT margin to 17.1% (2021: 13.3%). This resulted in adjusted basic earnings per share being up 37.0%. We also are proposing a final dividend of 5.8p (total of 8.2p). The Group moved into a net cash position (excluding lease liabilities) of GBP20.5m (2021: net debt GBP17.2m) after the sale of AMT and a strong year of converting profits to cash.

Strategy

Following a comprehensive review of our portfolio in 2021, our strategic focus has been centred on building upon our already strong presence in the large, growing and rapidly evolving GRC markets. These markets are underpinned by strong macro drivers, particularly the increasing volume and enforcement of regulation, complex geopolitical landscape, increased importance of ESG and widespread adoption of technological and data-driven compliance solutions, all of which align strongly to Wilmington's core offering.

At the heart of this focus on GRC markets is our ambition to help our customers to do the right business in the right way, by providing a complementary range of information & data and training & education solutions. Our operating model mirrors this core purpose - our Intelligence division provides specialist data and analytics that give customers the detailed insight they need to understand the regulatory landscape, and our Training & Education division delivers specialist training that equips them to navigate it successfully.

As planned we sold AMT during the year and have now identified a buyer for our small Spanish insurance business. We expect this divestment to be concluded in the first half of the 2023 financial year.

Investment programme

Our investment approach across the Group continues to be to leverage our core competencies to embed the unique characteristics that define our competitive advantage into each of our brands. Our investment focus is on developing single technology platforms in each of our divisions, providing the foundation to accelerate our growth ambitions.

Our investment during this calendar year in the development of single technology platforms will further differentiate us by providing unique solutions to our customers. They will also enhance our growth potential as we retain the agility to respond to their ever changing needs in the rapidly evolving GRC markets. The implementation of single platforms in each division will also allow us to efficiently expand our offering by creating a scalable portfolio to enhance our growth potential.

Two of our brands in the Training & Education division are already benefiting from our Digital Learning Platform, and we are on track to have the remaining brands within the division fully deployed to this common platform by December 2022.

Our Data Connect Platform, deploying Snowflake(R) technology has already been rolled out to three of our Intelligence division brands, and will also be used across the whole division by December 2022.

We continue to develop new products and identify clear organic growth opportunities, with the future potential for effective roll out of these greatly enhanced by our single platform approach. This strategy for maximising the value of our technology and data assets, combined with our streamlined operating model, provides the strong base to actively consider acquisition targets which complement and/or extend our capabilities.

Responsible business

As we continue to help our customers to do the right business in the right way, we are committed to investing in the initiatives that support our own responsible business culture. The work we have done to further develop our inclusive working environment has been bolstered by commitments to the Race at Work Charter, Inclusive Employers and the Disability Confident Scheme. We have also progressed our ambition to effectively monitor our performance in this area by collecting richer diversity data around what makes our people unique for the first time.

We have implemented the TCFD recommendations in full, concluding that we must continue to monitor the impacts of climate change on the Group's risk profile, but that the potential opportunities that may arise from the transition to a low-carbon economy are well aligned to our core offering. We have committed to Net Zero carbon targets, with an ambition of absolute zero in respect of scope 1&2 emissions by 2028, and net zero in respect of scope 3 emissions by 2045.

Current trading and outlook

The continued execution of our strategy over the past 12 months has positioned the Group well to expand its presence in the GRC markets, and to drive future growth.

We continue to manage the challenges caused by inflationary pressures, and the proven resilience of the Group provides reassurance that it is well placed to withstand the impact of ongoing macro-economic volatility and continue our organic growth.

Trading has been encouraging in the first quarter, with good demand in all areas generating revenues and profits in line with expectations.

Divisional review

Intelligence

 
                                                                     Organic [8] 
                                    2022   2021   Absolute variance    variance 
                                    GBP'm  GBP'm          %               % 
----------------------------------  -----  -----  -----------------  ----------- 
Revenue 
Healthcare [9]                      31.1   28.4          10%             11% 
Financial Services and Other [10]   23.2   21.3          9%              10% 
MiExact                              5.0    5.0          1%              1% 
Discontinued [11]                    0.3    2.1         (86%) 
----------------------------------  -----  -----  -----------------  ----------- 
Total revenue                       59.6   56.8          5%              10% 
----------------------------------  -----  -----  -----------------  ----------- 
Operating profit                    11.4    9.3          22%             22% 
Margin %                             19%    16% 
----------------------------------  -----  -----  -----------------  ----------- 
 

Business model and markets

Wilmington offers a wide range of products and services through its Healthcare businesses predominantly around the provision of market and customer intelligence. The core of the data supplied comes primarily from publicly available sources. The value generated by our services is based around its collation, verification, combination with other complementary data sources and then its ease of presentation and usage. In some areas we provide proprietary analysis of the data and editorial comment which constitute our own intellectual property.

Wilmington's Healthcare businesses operate mainly in the UK and France and provide deep insight information on practitioners, facilities and treatments in the UK and French health sector markets that enable suppliers into those markets, including pharmaceutical companies, to understand and connect better with their customers. Revenue is mainly earned through sales of discrete packages of data or through subscription services for the ongoing provision of information. Additionally, in the UK we publish the Health Service Journal ('HSJ'), the leading online publication in the UK for healthcare leaders, with revenue generated through providing subscriptions to NHS foundation trusts, Clinical Commissioning Groups and suppliers to the NHS.

The Financial Services/Other businesses operate in the Insurance, Pensions and Compliance markets. These businesses provide a broad range of information products and services with revenues generated primarily through subscription but also sponsorship, lead generation and event attendance.

Identity & Charities rebranded as MiExact in the year as part of the restructuring of its product set begun last year. The MiExact business consists of a portfolio of data products including charity fundraising information, and marketing data suppression tools. They include services that are used by organisations to help prevent identify fraud. Revenue is predominantly subscription based.

Trading performance

Overall Intelligence revenues grew 5%, 10% organically. All businesses within the division grew organically. Recurring subscription revenues grew four percentage points with strong retention rates.

Healthcare revenues grew 11% organically, helped by the return to face-to-face events in the UK. Subscription revenues grew 7% with UK revenues up 12% and French revenues up 4%. Competitive pressure continued to challenge growth of Data revenue in some areas, but overall demand for these products was good.

Financial Services revenues grew 10% organically with growth in Axco, Pendragon, Compliance Week and the held-for-sale Inese. Compliance Week and Inese benefitted from the return to face-to-face events while subscriptions grew well in Axco and Pendragon, where retention rates were above 99%.

MiExact revenues grew 1% after a slow first half was followed by a strong final quarter. Subscription revenues had a retention rate above 95%.

Intelligence divisional operating profit grew by 22%, helped by its revenue growth and continuing focus on its cost base. Operating margins improved to 19% from 16%.

Training & Education

 
                      2022   2021   Absolute variance  Organic variance 
                      GBP'm  GBP'm          %                 % 
--------------------  -----  -----  -----------------  ---------------- 
Revenue 
Global [12]           23.2   22.4          3%                 3% 
UK and Ireland [13]   22.1   20.3          9%                 9% 
North America [14]    11.0    4.9         125%               122% 
Discontinued [15]      5.1    8.6         (39%) 
--------------------  -----  -----  -----------------  ---------------- 
Total revenue         61.4   56.2          9%                18% 
--------------------  -----  -----  -----------------  ---------------- 
Operating profit      16.0   12.2          31%               32% 
Margin %               26%    22% 
--------------------  -----  -----  -----------------  ---------------- 
 

Business model and markets

The Global business comprises two units that operate in Compliance markets. The largest business, which was developed organically within Wilmington, is the International Compliance Association ('ICA'). It is an industry body and training business that we created in 2002 which offers professional development and support to compliance officers predominantly in the financial services sector. It has offices in the UK, Singapore, Malaysia and Dubai. ICA primarily serves the financial services industry. The material for ICA courses is developed by our own internal R&D team, and external specialists, and we own the associated intellectual property.

Revenue earned by ICA is primarily training income complemented by subscriptions paid by the professional members for their ICA accreditations. The courses ICA run usually extend over several weeks or even months. They traditionally mix distance learning with face-to-face sessions. The distance learning element has transitioned to online and digital variants, and virtual programmes have been offered in place of face-to-face sessions. To support the move to virtual training in ICA a new Digital Learning Platform ('hub') is being built - it was launched at the start of 2021 and further developments are due for release in the coming months.

The other Global business, CLTi, earns revenue from running professional development programmes for wealth managers. Wilmington has an international presence, with centres in the UK, Europe, and Asia Pacific and consistent investment in technology maintains the Group's competitive positioning. The AMT training business was sold in December 2021.

The North America business, FRA, is predominantly events based. It serves the US Healthcare and Health insurance markets and, to a lesser extent, the US financial and legal service communities. The prime brand is the RISE series of events that addresses the Medicare and Medicaid markets and is attended by health plans, physician groups and solution partners. The flagship event is RISE National which normally takes place in Nashville in March each year. Revenue from the US events is generated from both sponsorship and delegate sales.

The UK and Ireland business predominantly provides training for accountants in practice and in business and individuals involved in the legal system, including lawyers. It runs a mix of face-to-face, online and blended learning for these communities. It provides training at various levels including providing continuing professional development for existing qualified accountants and, in the case of the legal profession, helping them train their clients for interaction with the legal system. Additionally, it provides technical support to accountancy firms which enables them to keep abreast of technical developments and changes to regulation, as well as supporting them to promote the services they then offer to their clients. The small Irish reseller of training services (LaTouche) was sold in April 2022.

Mercia (accountancy) and Bond Solon (legal) are predominantly UK and Ireland based, reflecting the country specific laws and accounting standards that govern their profession. Revenue in the unit is earned through clients subscribing for ongoing training support and other related activities over a period of time (usually twelve months), with the rest through one-off course attendance fees. Courses are typically single or half day events, and content is a mix of owned and third-party intellectual property. Courses are delivered either by in-house experts or a network of independent tutors who are paid per course that they deliver.

The Law for Non-Lawyers market is strong, with good ongoing demand for existing products as well as successful launches of new training courses. Growth in the Accountancy market remains partially supressed due to the impact of Covid-19, which compounded the challenges caused by continued consolidation of smaller firms, some Brexit uncertainty and a relatively stable backdrop in terms of tax legislation and accounting standards. Whilst not yet reaching its pre-Covid size, the Accountancy market has returned to growth and demand is expected to benefit from upcoming legislative change in the UK.

Trading performance

Training & Education revenues grew 9%, and 18% on an organic basis. All five of the businesses within the division grew organically and recurring subscription revenues grew 9%.

ICA revenues were up 3% as strong growth in the UK was offset by a drop in Singapore revenues after the exceptional growth there in FY21, but FY22 Singapore revenues were still nearly double their FY20 level. CLTi grew 4% and is focussed on increasing business in new territories in FY23.

Bond Solon saw double-digit growth in FY22, driven by a strong increase in demand across the year. Mercia revenues grew 8% in the year, and despite still being short of its pre-Covid position the business is on track to recover the remaining shortfall.

In the US, FRA more than doubled revenues as events returned to being face-to-face. Organic growth of 122% brought the business back to larger revenues than the pre-Covid period (FY19) as demand from sponsors offset slightly lower delegate attendance than FY19.

Overall divisional operating profit increased strongly by 31%, mainly due to increased revenues and tight cost management. As a result, the operating profit margin rose to 26% from 22% in FY21.

Financial review

Adjusting items, measures and adjusted results

In this financial review reference is made to adjusted results as well as the equivalent statutory measures. The Directors make use of adjusted results, which are not considered to be a substitute for or superior to IFRS measures, to provide stakeholders with additional relevant information and enable an alternative comparison of performance over time. Adjusted results exclude amortisation of intangible assets (excluding computer software), impairments, other income (when material or of a significant nature), and other adjusting items.

 
                                                               Organic 
                      2022     2021      Absolute variance     variance 
                    GBP'm    GBP'm      GBP'm         %           % 
-----------------  -------  -------  ----------  ----------  ---------- 
 Revenue            121.0    113.0       8.0        7.1%        13.4% 
 Adjusted profit 
  before tax         20.7     15.0       5.7        37.8%       42.5% 
 Margin %           17.1%    13.3% 
-----------------  -------  -------  ----------  ----------  ---------- 
 

Variances described as 'organic' are calculated by adjusting the revenue change achieved year-on-year to exclude the impact of changes in foreign currency exchange rates and also to exclude the impact of changes in the portfolio from acquisitions and disposals.

Revenue

Group revenue increased 7.1% overall and 13.4% on an organic basis, the overall increase reflecting GBP0.4m of foreign currency downside and the impact of disposals.

Operating expenses before amortisation of intangible assets (excluding computer software) and impairments

Operating expenses before amortisation of intangible assets (excluding computer software) and impairments were GBP99.4m (2021: GBP96.4m) up GBP3.0m or 3.1%.

Within operating expenses, staff costs marginally increased GBP0.5m to GBP55.2m (2021: GBP54.7m). This net increase reflects discretionary staff bonuses, GBP1.4m higher than the prior year as a result of the stronger trading performance in FY22. The increases were partly offset by salary cost savings generated from a reduction in headcount post disposal of businesses. Share based payment costs increased GBP0.6m due to an increased number of schemes due to vest.

Non-staff costs increased by GBP2.5m to GBP44.2m from GBP41.7m in the prior year, reflecting the increased revenue and the anticipated return of some face-to-face delivery costs including venue hire.

Unallocated central overheads

Unallocated central overheads, representing Board costs and head office salaries, as well as other centrally incurred costs not recharged to the businesses, increased GBP0.2m year-on-year to GBP4.5m (2021: GBP4.3m).

Adjusted profit before tax ('adjusted PBT')

As a result of increased revenue and a continued focus on operational efficiency and cost management , adjusted profit before tax, which eliminates the impact of amortisation of intangible assets (excluding computer software), impairments, other income and other adjusting items, was up 37.8% to GBP20.7m (2021: GBP15.0m).

Adjusted profit margin (adjusted PBT expressed as a percentage of revenue) also increased to 17.1% (2021: 13.3%).

Amortisation excluding computer software, impairment charge and other income

Amortisation of intangible assets (excluding computer software) was GBP2.4m (2021: GBP3.4m). The decrease reflects certain historical assets being fully amortised part way through the prior year.

The non-cash impairment charge of GBP0.6m relates to the impairment of assets associated with an exercise performed to consolidate the Group's office space.

Other income represents the net gain of GBP16.3m from the disposal of AMT and La Touche Bond Solon Training Limited, the GBP1.3m gain on disposal of two buildings and their associated assets recognised as a result of the consolidation of the Group's office space and GBP0.8m of one-off financing activities associated with capital management.

Adjusting items within operating expenses

Adjusting items within operating expenses of GBP0.1m (2021: GBP3.0m) are those items that are one-off in nature and which do not represent the ongoing trading performance of the business.

Operating profit ('EBITA')

Operating profit was GBP37.0m (2021: loss GBP0.4m). The large increase is driven by the impact of the other income items detailed above and a non-cash impairment in 2021, along with strong revenue growth and effective cost management during the year.

Net finance costs

Net finance costs were GBP0.9m (2021: GBP1.6m), primarily related to the decrease in interest payable on bank loans and overdrafts following the repayment of the revolving credit facility.

Profit before taxation

Profit before taxation was GBP36.1m (2021: loss GBP2.0m); a reconciliation of this to adjusted profit before tax can be found in note 3.

Taxation

The tax charge for the year was GBP3.3m (2021: GBP2.5m) reflecting an effective tax rate of 9.1% (2021: negative 125.0%). The substantial decrease in the effective tax rate year-on-year reflects the nature of other operating income and adjusting items, specifically the gain on disposal of businesses in 2022 which was not subject to corporation tax, and the impairment charge in 2021 which was not deductible for tax purposes.

The underlying tax rate which ignores the tax effects of adjusting items remained essentially unchanged at 21.0% (2021: 20.5%).

Earnings per share

Adjusted basic earnings per share increased by 37.0% to 18.66p (2021: 13.62p), due to the increase in adjusted profit before tax, a broadly flat underlying tax rate and an essentially unchanged number of issued ordinary shares (see below). Basic earnings per share was 37.46p (2021: basic loss per share of 5.18p) in the prior year, reflecting the increase in profit after tax.

Dividend

A final dividend of 5.8p per share (2021: 3.9p) will be proposed at the AGM. This will give a full year dividend up 37% to 8.2p (2021: 6.0p) and dividend cover of 2.3 times (2021: 2.3 times). If approved it will be paid on 28 November 2022 to shareholders on the register as at 28 October 2022 with an associated ex-dividend date of 27 October 2022.

Balance sheet

Non-current assets

Goodwill at 30 June 2022 was GBP61.1m (2021: GBP65.8m) which was primarily due to goodwill disposed of GBP6.2m for AMT. Additionally, a strengthening US Dollar led to an increase in the Sterling value of the US Dollar portion of the Group's goodwill.

Intangible assets decreased by GBP4.6m to GBP9.4m (2021: GBP14.0m) due to amortisation of GBP6.1m, partly offset by additions of GBP1.3m within computer software reflecting the Group's continued strategy to invest in the existing businesses to fuel organic growth. Additions reflect the continued investment in Wilmington's digital transformation.

Property, plant and equipment decreased by GBP2.4m to GBP6.9m (2021: GBP9.3m). The decrease in purchased property, plant and equipment was attributable to depreciation of GBP2.4m, GBP0.6m impairment mentioned above and assets transferred to held for sale of GBP0.3m relating to assets held by Inese (see disposal group held for sale below), partially offset by additions of GBP0.9m.

Deferred consideration receivable

The deferred consideration receivable balance of GBP1.7m (2021: GBP1.8m) relates to the disposal of ICP in July 2018 with GBP1.5m recognised within non-current assets and the remaining GBP0.2m recognised within current assets.

Disposal group held for sale

As at 30 June 2022, the disposal group classified as held for sale relates to Wilmington Inese SL. The assets of the disposal group held for sale are GBP1.5m, including GBP0.8m of cash and cash equivalents, and liabilities of the disposal group held for sale are GBP1.3m.

Trade and other receivables

Trade and other receivables were GBP27.1m (2021: GBP28.7m). This decrease was mainly due to the disposal of AMT and La Touche Bond Solon Training Limited, which collectively comprised GBP1.4m within trade receivables in the prior year.

Current tax asset

At 30 June 2022 the Group recognised an asset relating to current tax of GBP1.3m (2021: GBP0.3m). The net asset position reflects a net repayment position.

Trade and other payables

Trade and other payables decreased by GBP4.7m to GBP50.3m (2021: GBP55.0m). Within this, subscriptions and deferred revenue increased by GBP1.3m or 4.3% to GBP31.4m (2021: GBP30.1m) and trade and other payables decreased by GBP6.0m to GBP18.9m (2021: GBP24.8m).

This increase in subscriptions and deferred revenue was driven mostly by the growth of subscription services in the year and a year-on-year increase in June sales. The decrease in trade and other payables was primarily driven by the unwind of payroll tax payments and better payment practices for amounts owed to suppliers.

Provisions

Provisions were GBP1.5m (2021: GBP1.8m), relating wholly to future committed costs associated with the closed portion of the head office space.

Net cash, lease liabilities and cash flow

Net cash, which includes cash and cash equivalents, cash classified as held for sale, bank loans (excluding capitalised loan arrangement fees) and bank overdrafts, and lease liabilities was GBP13.0m (2021: net debt of GBP28.0m). This significant net cash position is driven by a strong trading performance delivering improved profits and effective cash management as well as a significant cash inflow associated with the other income items mentioned above.

Lease liabilities decreased to GBP7.5m (2021: GBP10.7m) which represents cash payments in relation to contractual lease obligations, offset in part by GBP0.3m of notional interest on lease liabilities reported within net finance costs.

Cash conversion remained strong at 114% (2021: 104%).

Share capital

During the year 224,838 (2021: nil) new ordinary shares of GBP0.05 were issued to satisfy the Company's obligations under the SAYE Plan.

During the year the Wilmington Group plc Employee Share Ownership Trust ('ESOT') purchased 170,097 ordinary shares for the purpose of future settlement of employee share schemes. On 30 September 2021, 37,435 shares vested under its Performance Share Plan settled via the ESOT. In April 2022 3,552 shares were used to satisfy the Company's obligations under the SAYE Plan. At 30 June 2022, the ESOT held 403,782 shares (2021: 274,672).

Consolidated income statement

for the year ended 30 June 2022

 
                                                         Year ended  Year ended 
                                                            30 June     30 June 
                                                               2022        2021 
                                                  Notes     GBP'000     GBP'000 
------------------------------------------------  -----  ----------  ---------- 
Continuing operations 
Revenue                                               4     121,028     113,027 
------------------------------------------------  -----  ----------  ---------- 
Operating expenses before amortisation 
 of intangibles excluding computer software, 
 impairment and adjusting items                            (99,407)    (96,378) 
Impairment of goodwill, intangible assets 
 and property, plant and equipment                   5a       (597)    (14,834) 
Amortisation of intangible assets excluding 
 computer software                                   5a     (2,368)     (3,400) 
Adjusting items                                      5b        (66)     (2,970) 
------------------------------------------------  -----  ----------  ---------- 
Operating expenses                                    6   (102,438)   (117,582) 
Other income - gain on disposal of subsidiaries      11      16,329         770 
Other income - gain on disposal of business 
 operations                                                       -       3,394 
Other income - gain on disposal of property, 
 plant and equipment                                 5a       1,289           - 
Other income - net gain on financing 
 activities                                                     840           - 
------------------------------------------------  -----  ----------  ---------- 
Operating profit/(loss)                                      37,048       (391) 
Net finance costs                                     7       (928)     (1,634) 
------------------------------------------------  -----  ----------  ---------- 
Profit/(loss) before tax                                     36,120     (2,025) 
Taxation                                              8     (3,295)     (2,522) 
------------------------------------------------  -----  ----------  ---------- 
Profit/(loss) for the year attributable 
 to owners of the parent                                     32,825     (4,547) 
------------------------------------------------  -----  ----------  ---------- 
Earnings/(loss) per share: 
Basic (p)                                            10       37.46      (5.18) 
Diluted (p)                                          10       36.98      (5.18) 
------------------------------------------------  -----  ----------  ---------- 
 

Consolidated statement of comprehensive income

for the year ended 30 June 2022

 
                                                 Year ended  Year ended 
                                                    30 June     30 June 
                                                       2022        2021 
                                                    GBP'000     GBP'000 
-----------------------------------------------  ----------  ---------- 
Profit/(loss) for the year                           32,825     (4,547) 
Other comprehensive income/(expense): 
Items that may be reclassified subsequently 
 to the income statement 
-----------------------------------------------  ----------  ---------- 
Fair value movements on interest rate swaps, 
 net of tax                                               -          93 
Currency translation differences                      2,353     (1,732) 
Fair value movements of net investment hedges, 
 net of tax                                           (193)         762 
-----------------------------------------------  ----------  ---------- 
Other comprehensive income/(expense) for the 
 year, net of tax                                     2,160       (877) 
-----------------------------------------------  ----------  ---------- 
Total comprehensive income/(expense) for the 
 year attributable to owners of the parent           34,985     (5,424) 
-----------------------------------------------  ----------  ---------- 
 

Items in the statement above are disclosed net of tax. The income tax relating to each component of other comprehensive income is disclosed in note 8.

Consolidated balance sheet

as at 30 June 2022

 
 
                                                         2022      2021 
                                              Notes   GBP'000   GBP'000 
--------------------------------------------  -----  --------  -------- 
Non-current assets 
Goodwill                                         12    61,128    65,833 
Intangible assets                                13     9,427    14,000 
Property, plant and equipment                    14     6,876     9,277 
Deferred consideration receivable                       1,448     1,585 
Derivative financial instruments                            -        57 
Deferred tax assets                                     1,041     1,364 
--------------------------------------------  -----  --------  -------- 
                                                       79,920    92,116 
--------------------------------------------  -----  --------  -------- 
Current assets 
Trade and other receivables                      15    27,097    28,698 
Deferred consideration receivable                         250       250 
Current tax assets                                      1,262       312 
Cash and cash equivalents                              19,785     7,374 
Assets of disposal group held for sale           19     1,450     1,588 
--------------------------------------------  -----  --------  -------- 
                                                       49,844    38,222 
--------------------------------------------  -----  --------  -------- 
Total assets                                          129,764   130,338 
--------------------------------------------  -----  --------  -------- 
Current liabilities 
Trade and other payables                         16  (50,258)  (54,959) 
Borrowings                                                  -   (3,644) 
Lease liabilities                                17     (648)   (2,356) 
Provisions                                       18     (307)     (461) 
Liabilities of disposal group held for sale      19   (1,332)         - 
--------------------------------------------  -----  --------  -------- 
                                                     (52,545)  (61,420) 
--------------------------------------------  -----  --------  -------- 
Non-current liabilities 
Borrowings                                                  -  (20,430) 
Lease liabilities                                17   (6,862)   (8,386) 
Deferred tax liabilities                              (2,040)   (2,054) 
Provisions                                       18   (1,228)   (1,381) 
--------------------------------------------  -----  --------  -------- 
                                                     (10,130)  (32,251) 
--------------------------------------------  -----  --------  -------- 
Total liabilities                                    (62,675)  (93,671) 
--------------------------------------------  -----  --------  -------- 
Net assets                                             67,089    36,667 
--------------------------------------------  -----  --------  -------- 
Equity 
Share capital                                           4,391     4,380 
Share premium                                          45,553    45,225 
Treasury and ESOT reserves                            (1,093)     (701) 
Share based payments reserve                            2,141     1,390 
Translation reserve                                     4,422     2,069 
Retained earnings/(accumulated losses)                 11,675  (15,696) 
--------------------------------------------  -----  --------  -------- 
Total equity                                           67,089    36,667 
--------------------------------------------  -----  --------  -------- 
 

Consolidated statement of changes in equity

for the year ended 30 June 2022

 
                                 Share capital, 
                                 share premium, 
                                    ESOT shares  Share based                          Retained earnings/ 
                                   and treasury     payments  Translation                   (accumulated 
                                         shares      reserve      reserve                        losses)  Total equity 
                                        GBP'000      GBP'000      GBP'000                        GBP'000       GBP'000 
------------------------------  ---------------  -----------  -----------  -----------------------------  ------------ 
 
At 1 July 2020                           49,015        1,195        3,801                       (10,605)        43,406 
Loss for the year                             -            -            -                        (4,547)       (4,547) 
Other comprehensive 
 (expense)/income for the year                -            -      (1,732)                            855         (877) 
------------------------------  ---------------  -----------  -----------  -----------------------------  ------------ 
                                         49,015        1,195        2,069                       (14,297)        37,982 
Transactions with owners: 
Dividends paid                                -            -            -                        (1,829)       (1,829) 
Performance share plan awards 
 vesting settled via ESOT                   137        (241)            -                            104             - 
ESOT share purchases                      (263)            -            -                              -         (263) 
Sale of treasury shares                      15            -            -                              -            15 
Share based payments                          -          436            -                              -           436 
Tax on share based payments                   -            -            -                            326           326 
------------------------------  ---------------  -----------  -----------  -----------------------------  ------------ 
At 30 June 2021                          48,904        1,390        2,069                       (15,696)        36,667 
Profit for the year                           -            -            -                         32,825        32,825 
Other comprehensive 
 income/(expense) for the year                -            -        2,353                          (193)         2,160 
------------------------------  ---------------  -----------  -----------  -----------------------------  ------------ 
                                         48,904        1,390        4,422                         16,936        71,652 
Transactions with owners: 
Dividends paid                                -            -            -                        (5,492)       (5,492) 
Performance share plan awards 
 vesting settled via ESOT                    84        (105)            -                             21             - 
ESOT share purchases                      (371)            -            -                              -         (371) 
Sale of treasury shares                      49            -            -                              -            49 
Purchase of treasury shares               (154)            -            -                              -         (154) 
Issue of share capital                       11            -            -                              -            11 
Issue of share premium                      328            -            -                              -           328 
Save As You Earn options 
 settlement                                   -        (180)            -                            152          (28) 
Share based payments                          -        1,036            -                              -         1,036 
Tax on share based payments                   -            -            -                             58            58 
------------------------------  ---------------  -----------  -----------  -----------------------------  ------------ 
At 30 June 2022                          48,851        2,141        4,422                         11,675        67,089 
------------------------------  ---------------  -----------  -----------  -----------------------------  ------------ 
 

Consolidated cash flow statement

for the year ended 30 June 2022

 
 
                                                                                          Year ended     Year ended 
                                                                                        30 June 2022   30 June 2021 
                                                                               Notes         GBP'000        GBP'000 
-----------------------------------------------------------------------------  -----  --------------  ------------- 
Cash flows from operating activities 
Cash generated from/(used in) operations before adjusting items                   20          24,570         17,290 
Cash flows for adjusting items - operating activities                                          (342)          (339) 
Cash flows from tax on share based payments                                                      (4)              9 
-----------------------------------------------------------------------------  -----  --------------  ------------- 
Cash generated from/(used in) operations                                                      24,224         16,960 
Interest paid                                                                                  (479)        (1,196) 
Tax paid                                                                                     (3,397)        (2,697) 
-----------------------------------------------------------------------------  -----  --------------  ------------- 
Net cash generated from/(used in) operating activities                                        20,348         13,067 
-----------------------------------------------------------------------------  -----  --------------  ------------- 
Cash flows from investing activities 
Disposal of subsidiaries net of cash                                              11          22,792            400 
Disposal of business operations                                                                    -          4,144 
Deferred consideration received                                                                  250            250 
Cash flows for adjusting items - investing activities                                           (43)          (151) 
Purchase of property, plant and equipment                                                      (440)        (1,047) 
Proceeds from disposal of property, plant and equipment                                        3,493            103 
Purchase of intangible assets                                                                (1,292)        (1,969) 
-----------------------------------------------------------------------------  -----  --------------  ------------- 
Net cash generated from/(used in) investing activities                                        24,760          1,730 
-----------------------------------------------------------------------------  -----  --------------  ------------- 
Cash flows from financing activities 
Dividends paid to owners of the parent                                                       (5,492)        (1,829) 
Issue of new shares                                                                              340              - 
Share issuance costs                                                                            (28)              - 
Purchase of shares by ESOT                                                                     (371)          (263) 
Payment of lease liabilities                                                                 (3,752)        (2,530) 
Cash flows for adjusting items - proceeds on disposal of interest rate swap                    1,243              - 
Fees relating to new and extended loan facility                                                    -          (191) 
Increase in bank loans                                                                             -          2,000 
Decrease in bank loans                                                                      (21,198)       (29,181) 
-----------------------------------------------------------------------------  -----  --------------  ------------- 
Net cash used in financing activities                                                       (29,258)       (31,994) 
-----------------------------------------------------------------------------  -----  --------------  ------------- 
Net increase/(decrease) in cash and cash equivalents, net of bank overdrafts                  15,850       (17,197) 
-----------------------------------------------------------------------------  -----  --------------  ------------- 
Cash and cash equivalents, net of bank overdrafts at beginning of the year                     3,730         21,426 
Exchange gain/(loss) on cash and cash equivalents                                                205          (499) 
Cash classified as held for sale                                                                 758              - 
-----------------------------------------------------------------------------  -----  --------------  ------------- 
Cash and cash equivalents, net of bank overdrafts at end of the year                          20,543          3,730 
-----------------------------------------------------------------------------  -----  --------------  ------------- 
 
Reconciliation of net cash/(debt) 
-----------------------------------------------------------------------------  -----  --------------  ------------- 
Cash and cash equivalents at beginning of the year                                             7,374         21,426 
Bank overdrafts at beginning of the year                                                     (3,644)              - 
Bank loans at beginning of the year                                                         (20,960)       (49,082) 
Lease liabilities at beginning of the year                                                  (10,742)       (13,121) 
-----------------------------------------------------------------------------  -----  --------------  ------------- 
Net debt at beginning of the year                                                           (27,972)       (40,777) 
-----------------------------------------------------------------------------  -----  --------------  ------------- 
Net increase/(decrease) in cash and cash equivalents, net of bank overdrafts                  16,813       (17,696) 
Net repayment in bank loans                                                                   21,198         27,181 
Exchange (loss)/gain on bank loans                                                             (238)            941 
Movement in lease liabilities                                                                  3,232          2,379 
-----------------------------------------------------------------------------  -----  --------------  ------------- 
Cash and cash equivalents at end of the year                                                  19,785          7,374 
Cash classified as held for sale at end of the year                                              758              - 
Bank overdrafts at end of the year                                                                 -        (3,644) 
Bank loans at end of the year                                                                      -       (20,960) 
Lease liabilities at end of the year                                                         (7,510)       (10,742) 
-----------------------------------------------------------------------------  -----  --------------  ------------- 
Net cash/(debt) at end of the year                                                            13,033       (27,972) 
-----------------------------------------------------------------------------  -----  --------------  ------------- 
 

Notes to the financial statements

1. Nature of the Financial Statements

The following financial information does not amount to full financial statements within the meaning of Section 434 of Companies Act 2006. The financial information has been extracted from the Group's Annual Report and Financial Statements for the year ended 30 June 2022 on which an unqualified report has been made by the Company's auditors.

Financial statements for the year ended 30 June 2021 have been delivered to the Registrar of Companies; the report of the auditors on those accounts was unqualified and did not contain a statement under Section 498 of the Companies Act 2006. The 2022 statutory accounts will be delivered in due course.

Copies of the Annual Report and Financial Statements will be made available to shareholders shortly and printed copies will be available from the Company's registered office at 10 Whitechapel High Street, London, E1 8QS.

2. Statement of accounting policies

The preliminary announcement for the year ended 30 June 2022 has been prepared in accordance with UK adopted international accounting standards (UK adopted IAS). The accounting policies applied in this preliminary announcement are consistent with those reported in the Group's Annual Financial Statements for the year ended 30 June 2021. There was no material effect from the adoption of new standards or interpretations in the year ended 30 June 2022.

3. Measures of profit

Reconciliation to profit on continuing activities before tax

To provide shareholders with additional understanding of the trading performance of the Group, adjusted EBITA has been calculated as profit before tax after adding back:

   --     impairment of goodwill, intangible assets and property, plant and equipment; 
   --     amortisation of intangible assets excluding computer software; 
   --     adjusting items (included in operating expenses); 
   --     other income - gain on disposal of subsidiaries; 
   --    other income - gain on disposal of business operations; 
   --     other income - gain on disposal of property, plant and equipment; 
   --     other income - net gain on financing activities ; and 
   --     net finance costs. 

Adjusted profit before tax, adjusted EBITA and adjusted EBITDA reconcile to profit on continuing activities before tax as follows:

 
                                              Year ended  Year ended 
                                                 30 June     30 June 
                                                    2022        2021 
                                                 GBP'000     GBP'000 
--------------------------------------------  ----------  ---------- 
Profit/(loss) before tax                          36,120     (2,025) 
Impairment of goodwill, intangible 
 assets and property, plant and equipment            597      14,834 
Amortisation of intangible assets excluding 
 computer software                                 2,368       3,400 
Adjusting items (included in operating 
 expenses)                                            66       2,970 
Other income - gain on disposal of 
 subsidiaries                                   (16,329)       (770) 
Other income - gain on disposal of 
 business operations                                   -     (3,394) 
Other income - gain on disposal of 
 property, plant and equipment                   (1,289)           - 
Other income - net gain on financing 
 activities                                        (840)           - 
--------------------------------------------  ----------  ---------- 
Adjusted profit before tax                        20,693      15,015 
Net finance costs                                    928       1,634 
--------------------------------------------  ----------  ---------- 
Adjusted operating profit ('adjusted 
 EBITA')                                          21,621      16,649 
Depreciation of property, plant and 
 equipment included in operating expenses          2,412       3,399 
Amortisation of intangible assets - 
 computer software                                 3,721       2,416 
--------------------------------------------  ----------  ---------- 
Adjusted EBITA before depreciation 
 ('adjusted EBITDA')                              27,754      22,464 
--------------------------------------------  ----------  ---------- 
 

4. Segmental information

In accordance with IFRS 8 the Group's operating segments are based on the operating results reviewed by the Executive Board, which represents the chief operating decision maker.

The Group's dynamic portfolio provides customers with a range of information, data, training and education solutions. During the year the Information & Data division was renamed to Intelligence. The two divisions (Training & Education and Intelligence) are the Group's segments and generate all of the Group's revenue. The Board considers the business from both a geographic and product perspective. Geographically, management considers the performance of the Group between the UK, Europe (excluding the UK), North America and the Rest of the World.

a) Business segments

 
                                                                            Profit 
                                       Revenue       Profit      Revenue      Year 
                                    Year ended   Year ended   Year ended     ended 
                                       30 June      30 June      30 June   30 June 
                                          2022         2022         2021      2021 
                                       GBP'000      GBP'000      GBP'000   GBP'000 
---------------------------------  -----------  -----------  -----------  -------- 
Training & Education                    61,464       15,998       56,211    12,197 
Intelligence                            59,564       11,359       56,816     9,320 
---------------------------------  -----------  -----------  -----------  -------- 
Group total                            121,028       27,357      113,027    21,517 
Unallocated central overheads                -      (4,506)            -   (4,302) 
Share based payments                         -      (1,230)            -     (566) 
---------------------------------  -----------  -----------  -----------  -------- 
                                       121,028       21,621      113,027    16,649 
Impairment of goodwill, 
 intangible assets and property, 
 plant and equipment                                  (597)               (14,834) 
Amortisation of intangible 
 assets excluding computer 
 software                                           (2,368)                (3,400) 
Adjusting items (included 
 in operating expenses)                                (66)                (2,970) 
Other income - gain on 
 disposal of subsidiaries                            16,329                    770 
Other income - gain on 
 disposal of business operations                          -                  3,394 
Other income - gain on 
 disposal of property, plant 
 and equipment                                        1,289                      - 
Other income - net gain 
 on financing activities                                840                      - 
Net finance costs                                     (928)                (1,634) 
---------------------------------  -----------  -----------  -----------  -------- 
Profit/(loss) before tax                             36,120                (2,025) 
Taxation                                            (3,295)                (2,522) 
---------------------------------  -----------  -----------  -----------  -------- 
Profit/(loss) for the financial 
 year                                                32,825                (4,547) 
---------------------------------  -----------  -----------  -----------  -------- 
 

There are no intra-segmental revenues which are material for disclosure. Unallocated central overheads represent central costs that are not specifically allocated to segments. Total assets and liabilities for each reportable segment are not presented; as such, information is not provided to the Board.

b) Segmental information by geography

The UK is the Group's country of domicile and the Group generates the majority of its revenue from external customers in the UK. The geographical analysis of revenue is on the basis of the country of origin in which the customer is invoiced:

 
                            Year ended  Year ended 
                               30 June     30 June 
                                  2022        2021 
                               GBP'000     GBP'000 
--------------------------  ----------  ---------- 
UK                              64,320      61,999 
Europe (excluding the UK)       25,809      23,304 
North America                   21,727      15,042 
Rest of the World                9,172      12,682 
--------------------------  ----------  ---------- 
Total revenue                  121,028     113,027 
--------------------------  ----------  ---------- 
 

Included within North America is revenue of GBP21,304,000 generated within the USA.

c) Timing of revenue recognition

The timing of the Group's revenue recognition is as follows:

 
                                     Year ended  Year ended 
                                        30 June     30 June 
                                           2022        2021 
                                        GBP'000     GBP'000 
-----------------------------------  ----------  ---------- 
Revenue from products and services 
 transferred at a point in time          39,725      41,583 
Revenue from products and services 
 transferred over time                   81,303      71,444 
-----------------------------------  ----------  ---------- 
Total revenue                           121,028     113,027 
-----------------------------------  ----------  ---------- 
 

During the year the Group recognised GBP30,124,000 of revenue that was held in deferred revenue at 30 June 2021 (2021: GBP31,465,000 related to amounts held at 30 June 2020).

5. Profit/(loss) from continuing operations

a) Profit/(loss) for the year from continuing operations is stated after charging/(crediting):

 
                                              Year ended  Year ended 
                                                 30 June     30 June 
                                                    2022        2021 
                                                 GBP'000     GBP'000 
--------------------------------------------  ----------  ---------- 
Depreciation of property, plant and 
 equipment - included in operating expenses        2,412       3,399 
Short term and low-value leases                      114         486 
Amortisation of intangible assets - 
 computer software                                 3,721       2,416 
Non-adjusting (profit)/loss on disposal 
 of property, plant and equipment                   (71)           2 
Share based payments (including social 
 security costs)                                   1,230         566 
Amortisation of intangible assets excluding 
 computer software                                 2,368       3,400 
Adjusting items (included in operating 
 expenses)                                            66       2,970 
Adjusting item - gain on disposal of 
 subsidiaries                                   (16,329)       (770) 
Adjusting item - gain on disposal of 
 business operations                                   -     (3,394) 
Adjusting item - gain on sale of property, 
 plant and equipment                             (1,289)           - 
Adjusting item - net gain on financing 
 activities                                        (840)           - 
Research and development expenditure 
 credit                                            (183)       (290) 
Impairment of goodwill, intangible 
 assets and property, plant and equipment            597      14,834 
Foreign exchange loss/(gain)                         446        (24) 
Fees payable to the auditors for the 
 audit of the Company and consolidated 
 financial statements                                107          95 
Fees payable to the auditors and their 
 associates for other services: 
- The audit of the Company's subsidiaries 
 pursuant to legislation                             205         182 
- Audit related other services                        15          15 
--------------------------------------------  ----------  ---------- 
 

The gain on sale of property, plant and equipment included in adjusting items relates to the gain on disposal of two buildings and their associated assets on 31 August 2021.

b) Adjusting items

The following items have been charged to the income statement during the year but are considered to be adjusting so are shown separately:

 
                                              Year ended  Year ended 
                                                 30 June     30 June 
                                                    2022        2021 
                                                 GBP'000     GBP'000 
--------------------------------------------  ----------  ---------- 
Costs relating to strategic activities                66       1,128 
Costs relating to the consolidation 
 of office space                                       -       1,842 
--------------------------------------------  ----------  ---------- 
Other adjusting items (included in 
 operating expenses)                                  66       2,970 
Impairment of goodwill, intangible 
 assets and property, plant and equipment            597      14,834 
Amortisation of intangible assets excluding 
 computer software                                 2,368       3,400 
--------------------------------------------  ----------  ---------- 
Total adjusting items (classified in 
 profit before tax)                                3,031      21,204 
--------------------------------------------  ----------  ---------- 
 

The impairment of goodwill, intangible assets and property, plant and equipment relates to:

 
                                       Year ended  Year ended 
                                          30 June     30 June 
                                             2022        2021 
                                          GBP'000     GBP'000 
-------------------------------------  ----------  ---------- 
Goodwill                                        -       9,873 
Intangible assets                               -       1,516 
Property, plant and equipment                 597       3,445 
-------------------------------------  ----------  ---------- 
Total adjusting items (classified in 
 profit before tax)                           597      14,834 
-------------------------------------  ----------  ---------- 
 

The impairment during the year relates to the impairment of assets associated with an office property, recognised as a result of an exercise performed to consolidate the Group's office space.

6. Operating expenses

 
                                Year ended 30 June                  Year ended 30 June 
                                       2022                                 2021 
                        ----------------------------------  ----------------------------------- 
                         Cost of                                 Cost 
                           sales  Administration     Total   of sales  Administration     Total 
                         GBP'000         GBP'000   GBP'000    GBP'000         GBP'000   GBP'000 
----------------------  --------  --------------  --------  ---------  --------------  -------- 
Operating expenses 
 before depreciation 
 and amortisation         88,746           4,528    93,274     86,167           4,396    90,563 
Depreciation 
 of property, 
 plant and equipment       2,412               -     2,412      3,399               -     3,399 
Amortisation 
 of intangible 
 assets - computer 
 software                  3,721               -     3,721      2,416               -     2,416 
----------------------  --------  --------------  --------  ---------  --------------  -------- 
Operating expenses 
 before amortisation 
 of intangibles 
 excluding computer 
 software, impairment 
 and adjusting 
 items                    94,879           4,528    99,407     91,982           4,396    96,378 
Amortisation 
 of intangible 
 assets - databases          187               -       187        826               -       826 
Amortisation 
 of intangible 
 assets - customer 
 relationships             1,016               -     1,016      1,052               -     1,052 
Amortisation 
 of intangible 
 assets - brands             660               -       660      1,016               -     1,016 
Amortisation 
 of intangible 
 assets - publishing 
 rights and titles           505               -       505        506               -       506 
Impairment of 
 goodwill, intangible 
 assets and property, 
 plant and equipment 
 (note 5b)                     -             597       597          -          14,834    14,834 
Other adjusting 
 items (note 5b)               -              66        66          -           2,970     2,970 
----------------------  --------  --------------  --------  ---------  --------------  -------- 
Operating expenses        97,247           5,191   102,438     95,382          22,200   117,582 
----------------------  --------  --------------  --------  ---------  --------------  -------- 
 

7. Net finance costs

 
                                         Year ended  Year ended 
                                            30 June     30 June 
                                               2022        2021 
                                            GBP'000     GBP'000 
---------------------------------------  ----------  ---------- 
Net finance costs comprise: 
Interest payable on bank loans and 
 overdrafts                                     748       1,437 
Unwinding of the discount on royalty 
 payments receivable                          (113)       (139) 
Notional interest on lease liabilities          293         336 
---------------------------------------  ----------  ---------- 
                                                928       1,634 
---------------------------------------  ----------  ---------- 
 

8. Taxation

 
                                      Year ended  Year ended 
                                         30 June     30 June 
                                            2022        2021 
                                         GBP'000     GBP'000 
------------------------------------  ----------  ---------- 
Current tax 
UK corporation tax at current rates 
 on UK profits for the year                2,817       2,327 
Adjustments in respect of previous 
 years                                     (870)          30 
------------------------------------  ----------  ---------- 
                                           1,947       2,357 
Foreign tax                                  969         993 
Adjustments in respect of previous 
 years                                         -        (21) 
------------------------------------  ----------  ---------- 
Total current tax                          2,916       3,329 
------------------------------------  ----------  ---------- 
Total deferred tax                           379       (807) 
------------------------------------  ----------  ---------- 
Taxation                                   3,295       2,522 
------------------------------------  ----------  ---------- 
 

Factors affecting the tax charge for the year:

The effective tax rate is lower (2021: higher) than the average rate of corporation tax in the UK of 19.0 % (2021: 19.0%). The differences are explained below:

 
                                            Year ended  Year ended 
                                               30 June     30 June 
                                                  2022        2021 
                                               GBP'000     GBP'000 
------------------------------------------  ----------  ---------- 
Profit/(loss) before tax                        36,120     (2,025) 
------------------------------------------  ----------  ---------- 
Profit/(loss) before tax multiplied 
 by the average rate of corporation 
 tax in the year of 19.0% (2021: 19.0%)          6,863       (385) 
Tax effects of: 
Impairment of goodwill, intangible 
 assets and property, plant and equipment          113       2,818 
Foreign tax rate differences                       201         177 
Adjustment in respect of previous years          (870)           9 
Other items not subject to tax                 (3,012)       (230) 
Effect on deferred tax of change of 
 corporation tax rate                                -         133 
------------------------------------------  ----------  ---------- 
Taxation                                         3,295       2,522 
------------------------------------------  ----------  ---------- 
 

Deferred tax assets and liabilities are measured at the rates that are expected to apply in the periods of the reversal.

The Company's profits for this accounting year are taxed at an effective rate of 9.1% (2021: -125.0%).

Included in other comprehensive income are a tax charge of GBPnil (2021: GBP22,000) and a tax credit of GBP45,000 (2021: charge of GBP179,000) relating to the interest rate swaps and net investment hedges respectively.

The tax effect of adjusting items as disclosed in note 10 is a credit of GBP1,050,000 (2021: GBP558,000).

9. Dividends

Amounts recognised as distributions to owners of the parent in the year:

 
                               Year ended  Year ended 
                                  30 June     30 June  Year ended  Year ended 
                                     2022        2021     30 June     30 June 
                                    Pence       Pence        2022        2021 
                                per share   per share     GBP'000     GBP'000 
-----------------------------  ----------  ----------  ----------  ---------- 
Final dividends recognised 
 as distributions in the 
 year                                 3.9           -       3,399           - 
Interim dividends recognised 
 as distributions in the 
 year                                 2.4         2.1       2,093       1,829 
-----------------------------  ----------  ----------  ----------  ---------- 
Total dividends paid                                        5,492       1,829 
-----------------------------  ----------  ----------  ----------  ---------- 
Final dividend proposed               5.8         3.9       5,070       3,415 
-----------------------------  ----------  ----------  ----------  ---------- 
 

10. Earnings/(loss) per share

Adjusted earnings per share has been calculated using adjusted earnings calculated as profit after taxation attributable to owners of the parent but before:

   --     impairment of goodwill, intangible assets and property, plant and equipment; 
   --     amortisation of intangible assets excluding computer software; 
   --     adjusting items (included in operating expenses); 
   --     other income - gain on disposal of subsidiaries; 
   --    other income - gain on disposal of business operations; 
   --     other income - gain on disposal of property, plant and equipment; and 
   --     other income - net gain on financing activities . 

The calculation of the basic and diluted earnings per share is based on the following data:

 
                                                      Year 
                                                     ended  Year ended 
                                                   30 June     30 June 
                                                      2022        2021 
                                                   GBP'000     GBP'000 
------------------------------------------------  --------  ---------- 
Earnings/(loss) from continuing operations 
 for the purpose of basic earnings per 
 share                                              32,825     (4,547) 
Add/(remove): 
Impairment of goodwill, intangible assets 
 and property, plant and equipment                     597      14,834 
Amortisation of intangible assets excluding 
 computer software                                   2,368       3,400 
Adjusting items (included in operating 
 expenses)                                              66       2,970 
Other income - gain on disposal of subsidiaries   (16,329)       (770) 
Other income - gain on disposal of business 
 operations                                              -     (3,394) 
Other income - gain on disposal of property, 
 plant and equipment                               (1,289)           - 
Other income - net gain on financing 
 activities                                          (840)           - 
Tax effect of adjustments above                    (1,050)       (558) 
------------------------------------------------  --------  ---------- 
Adjusted earnings for the purposes of 
 adjusted earnings per share                        16,348      11,935 
------------------------------------------------  --------  ---------- 
 
 
                                                   Number      Number 
---------------------------------------------  ----------  ---------- 
Weighted average number of ordinary 
 shares for the purposes of basic and 
 adjusted earnings per share                   87,632,022  87,603,917 
Effect of dilutive potential ordinary 
 shares: 
Future exercise of share awards and 
 options                                        1,126,918     410,301 
---------------------------------------------  ----------  ---------- 
Weighted average number of ordinary 
 shares for the purposes of diluted and 
 adjusted diluted earnings per share           88,758,940  88,014,218 
---------------------------------------------  ----------  ---------- 
Basic earnings/(loss) per share                    37.46p     (5.18p) 
Diluted earnings/(loss) per share                  36.98p     (5.18p) 
Adjusted basic earnings per share ('adjusted 
 earnings per share')                              18.66p      13.62p 
Adjusted diluted earnings per share                18.42p      13.56p 
---------------------------------------------  ----------  ---------- 
 

For the year ended 30 June 2021, potentially dilutive share options were only considered in relation to adjusted earnings per share as the Group made a basic loss per share .

11. Disposals

In the year ended 30 June 2022 the Group disposed of the following subsidiary companies:

 
                                                      Share/asset 
                        Country    Date of disposal          deal 
----------------------  ---------  ----------------  ------------ 
Adkins & Matchett (UK)  UK         December 2021       Share deal 
 Limited 
Adkins, Matchett & Toy  USA        December 2021       Share deal 
 Limited 
Adkins, Matchett & Toy  Hong Kong  December 2021       Share deal 
 (Hong Kong) Limited 
La Touche Bond Solon 
 Training Limited         Ireland    April 2022        Share deal 
----------------------  ---------  ----------------  ------------ 
 

The disposals were executed in line with the Group's strategy to simplify its structure and to focus attention on businesses that operate in the GRC and Regulatory Compliance markets. The subsidiary businesses were classified as continuing operations until their respective disposal dates. In total the Group recognised a gain on disposal of GBP16,329,000 presented within adjusting items.

a) Disposal of subsidiary companies - Adkins & Matchett (UK) Limited, Adkins, Matchett & Toy Limited and Adkins, Matchett & Toy (Hong Kong) Limited, together referred to as 'AMT'

On 24 December 2021 Wilmington plc disposed of AMT for a net cash consideration of GBP22,631,000 and recognised a gain on disposal of GBP16,224,000. The disposal was executed by way of the sale of 100% of the equity shares and as at the disposal date, the net assets of AMT were as follows:

 
                                                GBP'000 
----------------------------------------------  ------- 
Goodwill                                          6,203 
Property, plant and equipment                        41 
Trade and other receivables                         898 
Cash and cash equivalents                           475 
Trade and other payables                        (1,112) 
----------------------------------------------  ------- 
Net assets disposed                               6,505 
Directly attributable costs of disposal             342 
Recycling of deferred foreign exchange losses        35 
Gain on disposal                                 16,224 
----------------------------------------------  ------- 
Fair value of consideration                      23,106 
----------------------------------------------  ------- 
Satisfied by: 
Cash and cash equivalents                        23,106 
----------------------------------------------  ------- 
                                                 23,106 
----------------------------------------------  ------- 
 

b) Disposal of subsidiary company - La Touche Bond Solon Training Limited

On 22 April 2022 Wilmington plc disposed of La Touche Bond Solon Training Limited for a net cash consideration of GBP161,000 and recognised a gain on disposal of GBP105,000. The disposal was executed by way of the sale of 100% of the equity shares. As at the disposal date, the net assets of La Touche Bond Solon Training Limited were as follows:

 
                                                GBP'000 
----------------------------------------------  ------- 
Goodwill                                             34 
Property, plant and equipment                         9 
Trade and other receivables                         106 
Cash and cash equivalents                            78 
Trade and other payables                          (138) 
----------------------------------------------  ------- 
Net assets disposed                                  89 
Directly attributable costs of disposal              22 
Recycling of deferred foreign exchange losses        23 
Gain on disposal                                    105 
----------------------------------------------  ------- 
Fair value of consideration                         239 
----------------------------------------------  ------- 
 
  Satisfied by: 
Cash and cash equivalents (net of working 
 capital adjustment)                                239 
----------------------------------------------  ------- 
                                                    239 
----------------------------------------------  ------- 
 

12. Goodwill

 
                                   GBP'000 
---------------------------------  ------- 
Cost 
At 1 July 2020                     110,597 
Disposals                          (1,192) 
Exchange translation differences   (1,309) 
---------------------------------  ------- 
At 30 June 2021                    108,096 
Disposals                          (8,935) 
Exchange translation differences     1,532 
---------------------------------  ------- 
At 30 June 2022                    100,693 
---------------------------------  ------- 
Accumulated impairment 
At 1 July 2020                      32,721 
Disposals                            (331) 
Impairment                           9,873 
---------------------------------  ------- 
At 30 June 2021                     42,263 
Disposals                          (2,698) 
---------------------------------  ------- 
At 30 June 2022                     39,565 
---------------------------------  ------- 
Net book amount 
At 30 June 2022                     61,128 
---------------------------------  ------- 
At 30 June 2021                     65,833 
---------------------------------  ------- 
At 30 June 2020                     77,876 
---------------------------------  ------- 
 

Goodwill arising on business combinations is not amortised but reviewed for impairment on an annual basis, or more frequently if there are indications that goodwill may be impaired. Determining whether the carrying value of acquired goodwill is recoverable is a significant judgment given the material nature of the goodwill balance and the significant assumptions underpinning management's impairment assessment of the Group's cash generating units ('CGUs'). The Group identifies its CGUs on a business operation and geographic level. This is consistent with the way the chief operating decision maker reviews performance.

Disposal

During the year AMT and La Touche Bond Solon Training Limited was disposed of, which resulted in the disposal of the carrying value of goodwill associated with both entities. At the date of disposal the carrying value of this goodwill was GBP6,237,000.

Annual impairment review

The recoverable amount for each CGU has been determined using value in use calculations. These calculations use the pre-tax future cash flow forecasts covering a three year period based on Board approved budgets. Cash flow projections in these budgets have been based on growth assumptions that reflect anticipated market trends in the range of industries served by the brands within each CGU. Overall these projections assume stable profit margins reflecting market presence expansion, whilst managing the impact of projected inflationary and recessionary pressures. Pre-tax cash flows beyond the three year period are then extrapolated using an estimated long term growth rate of 2.0% (2021: 2.0%), providing a 'base case' scenario for the purpose of the impairment review. Key assumptions for the value in use calculations are those regarding discount rates, three year cash flow forecasts and long term growth rates.

Discount rates

Management has applied pre-tax discount rates as follows:

 
                 Year ended  Year ended 
                    30 June     30 June 
                       2022        2021 
Territory                 %           % 
---------------  ----------  ---------- 
United Kingdom         15.2        11.8 
United States          15.7        12.9 
Spain                  15.4        12.4 
France                 15.8        12.6 
---------------  ----------  ---------- 
 

Pre-tax discount rates are calculated on a company specific participant basis; movements in the pre-tax discount rates for CGUs since the prior year are driven by changes in company specific market-based inputs. Management considers the pre-tax discount rates to be calculated using appropriate methodology. The rates are in in line with its peers, and the Board views the rates as accurately reflecting the return expected by a market participant.

Sensitivity to changes in assumptions

The Group has performed sensitivity testing to assess the impact of changes in assumptions on the value in use of each CGUs. The sensitivity analysis performed assessed the impact of pessimistic but reasonably possible changes to future cash flows, long term growth rates and pre-tax discount rates. All CGUs retained significant headroom in these sensitised calculations, leading to the conclusion that there is no realistic change of assumption that would result in carrying value to exceed its recoverable amount.

Cash generating units

The following table details the net book value of goodwill allocated to each CGU:

 
                         30 June   30 June 
                            2022      2021 
CGU                      GBP'000   GBP'000 
----------------------  --------  -------- 
UK Healthcare             11,885    11,877 
Axco and Pendragon        11,150    11,150 
Accountancy                8,307     8,307 
Legal                      6,796     6,830 
AMT                            -     6,203 
Compliance                 7,972     7,972 
Compliance Week            4,941     4,342 
FRA                        7,686     6,773 
Business Intelligence      2,391     2,379 
----------------------  --------  -------- 
                          61,128    65,833 
----------------------  --------  -------- 
 

13. Intangible assets

 
                                                                            Publishing 
                            Computer                   Customer                 rights 
                            software  Databases   relationships    Brands   and titles     Total 
                             GBP'000    GBP'000         GBP'000   GBP'000      GBP'000   GBP'000 
-------------------------  ---------  ---------  --------------  --------  -----------  -------- 
Cost 
At 1 July 2020                15,438     16,795          25,104    13,857       30,493   101,687 
Additions                      1,969          -               -         -            -     1,969 
Disposals                    (2,130)          -               -         -            -   (2,130) 
Write-off of fully 
 amortised intangible 
 assets                            -    (2,940)        (15,549)   (3,672)     (20,808)  (42,969) 
Exchange translation 
 differences                   (139)       (90)           (399)     (237)            -     (865) 
-------------------------  ---------  ---------  --------------  --------  -----------  -------- 
At 30 June 2021               15,138     13,765           9,156     9,948        9,685    57,692 
Additions                      1,292          -               -         -            -     1,292 
Assets transferred 
 to held for sale              (245)          -               -         -            -     (245) 
Write-off of fully 
 amortised intangible 
 assets                      (9,986)          -               -         -            -   (9,986) 
Disposals                       (51)          -               -         -            -      (51) 
Exchange translation 
 differences                     103        105             466       275            -       949 
-------------------------  ---------  ---------  --------------  --------  -----------  -------- 
At 30 June 2022                6,251     13,870           9,622    10,223        9,685    49,651 
-------------------------  ---------  ---------  --------------  --------  -----------  -------- 
Accumulated amortisation 
At 1 July 2020                10,003     15,496          20,102     8,111       28,263    81,975 
Charge for the year            2,416        826           1,052     1,016          506     5,816 
Impairment                         -          -               -     1,516            -     1,516 
Disposals                    (2,010)          -               -         -            -   (2,010) 
Write-off of fully 
 amortised intangible 
 assets                            -    (2,940)        (15,549)   (3,672)     (20,808)  (42,969) 
Exchange translation 
 differences                    (80)       (70)           (276)     (210)            -     (636) 
-------------------------  ---------  ---------  --------------  --------  -----------  -------- 
At 30 June 2021               10,329     13,312           5,329     6,761        7,961    43,692 
Charge for the year            3,721        187           1,016       660          505     6,089 
Assets transferred 
 to held for sale              (210)          -               -         -            -     (210) 
Write-off of fully 
 amortised intangible 
 assets                      (9,986)          -               -         -            -   (9,986) 
Disposals                       (26)          -               -         -            -      (26) 
Exchange translation 
 differences                      48         82             334       201            -       665 
-------------------------  ---------  ---------  --------------  --------  -----------  -------- 
At 30 June 2022                3,876     13,581           6,679     7,622        8,466    40,224 
-------------------------  ---------  ---------  --------------  --------  -----------  -------- 
Net book amount 
At 30 June 2022                2,375        289           2,943     2,601        1,219     9,427 
-------------------------  ---------  ---------  --------------  --------  -----------  -------- 
At 30 June 2021                4,809        453           3,827     3,187        1,724    14,000 
-------------------------  ---------  ---------  --------------  --------  -----------  -------- 
At 30 June 2020                5,435      1,299           5,002     5,746        2,230    19,712 
-------------------------  ---------  ---------  --------------  --------  -----------  -------- 
 

14. Property, plant and equipment

 
                                                                             Right-of-use 
                           Land, freehold   Fixtures                               assets 
                            and leasehold        and    Computer      Motor      Land and 
                                buildings   fittings   equipment   vehicles     buildings      Total 
                                  GBP'000    GBP'000     GBP'000    GBP'000       GBP'000    GBP'000 
-------------------------  --------------  ---------  ----------  ---------  ------------  --------- 
Cost 
At 1 July 2020                      5,260      3,705       4,017        377        13,854     27,213 
Additions                             468        253         326          -           449      1,496 
Disposals                               -      (774)       (258)       (60)         (109)    (1,201) 
Lease modifications                     -          -           -          -         (725)      (725) 
Assets transferred 
 to held for sale                 (2,243)       (17)           -          -             -    (2,260) 
Exchange translation 
 differences                          (3)       (45)        (35)          -         (191)      (274) 
-------------------------  --------------  ---------  ----------  ---------  ------------  --------- 
At 30 June 2021                     3,482      3,122       4,050        317        13,278     24,249 
Additions                               -        169         271          -           464        904 
Disposals                               -      (280)       (127)      (206)          (64)      (677) 
Assets transferred 
 to held for sale                    (67)      (101)        (88)          -         (205)      (461) 
Assets transferred 
 from held for sale                   162          -           -          -             -        162 
Exchange translation 
 differences                            -         22          47          -            50        119 
-------------------------  --------------  ---------  ----------  ---------  ------------  --------- 
At 30 June 2022                     3,577      2,932       4,153        111        13,523     24,296 
-------------------------  --------------  ---------  ----------  ---------  ------------  --------- 
Accumulated depreciation 
At 1 July 2020                      1,566      3,054       3,414        191         2,094     10,319 
Charge for the year                   436        254         421         63         2,225      3,399 
Disposals                               -      (774)       (159)       (51)          (41)    (1,025) 
Lease modifications                     -          -           -          -         (337)      (337) 
Impairment                            523        103          33          -         2,786      3,445 
Assets transferred 
 to held for sale                   (660)       (12)           -          -             -      (672) 
Exchange translation 
 differences                          (9)       (84)        (64)          -             -      (157) 
-------------------------  --------------  ---------  ----------  ---------  ------------  --------- 
At 30 June 2021                     1,856      2,541       3,645        203         6,727     14,972 
Charge for the year                   353        236         342         38         1,443      2,412 
Disposals                               -      (279)       (123)      (156)          (60)      (618) 
Impairment                            597          -           -          -             -        597 
Assets transferred 
 to held for sale                    (34)       (64)        (54)          -          (38)      (190) 
Assets transferred 
 from held for sale                   142          -           -          -             -        142 
Exchange translation 
 differences                            -         16          37          -            52        105 
-------------------------  --------------  ---------  ----------  ---------  ------------  --------- 
At 30 June 2022                     2,914      2,450       3,847         85         8,124     17,420 
-------------------------  --------------  ---------  ----------  ---------  ------------  --------- 
Net book amount 
At 30 June 2022                       663        482         306         26         5,399      6,876 
-------------------------  --------------  ---------  ----------  ---------  ------------  --------- 
At 30 June 2021                     1,626        581         405        114         6,551      9,277 
-------------------------  --------------  ---------  ----------  ---------  ------------  --------- 
At 30 June 2020                     3,694        651         603        186        11,760     16,894 
-------------------------  --------------  ---------  ----------  ---------  ------------  --------- 
 

Depreciation of property, plant and equipment is charged to operating expenses within the income statement.

The impairment during the year relates to the impairment of assets associated with an office property, recognised as a result of an exercise performed to consolidate the Group's office space.

As at 30 June 2022, assets classified as transferred from held for sale relate to property, plant and equipment with a carrying value of GBP20,000 which were classified as held for sale in the prior year but were subsequently not sold.

15. Trade and other receivables

 
                                     30 June   30 June 
                                        2022      2021 
                                     GBP'000   GBP'000 
----------------------------------  --------  -------- 
Current 
Trade receivables                     22,290    23,202 
Prepayments and other receivables      3,272     4,313 
Accrued income                         1,535     1,183 
----------------------------------  --------  -------- 
                                      27,097    28,698 
----------------------------------  --------  -------- 
 

16. Trade and other payables

 
                                      30 June   30 June 
                                         2022      2021 
                                      GBP'000   GBP'000 
-----------------------------------  --------  -------- 
Trade and other payables               18,853    24,835 
Subscriptions and deferred revenue     31,405    30,124 
-----------------------------------  --------  -------- 
                                       50,258    54,959 
-----------------------------------  --------  -------- 
 

17. Lease liabilities

The Group enters into leases of buildings in relation to offices & business premises in the geographical locations in which they operate.

The following table shows the discounted lease liabilities included in the balance sheet:

 
               30 June   30 June 
                  2022      2021 
               GBP'000   GBP'000 
------------  --------  -------- 
Current            648     2,356 
Non-current      6,862     8,386 
------------  --------  -------- 
                 7,510    10,742 
------------  --------  -------- 
 

A reconciliation of the movement in the right-of-use assets is included in note 14. The interest expense in relation to lease liabilities is included in note 7. The total cash outflow for leases was GBP4,166,000 (2021: GBP3,352,000) with the year-on-year increase relating to a difference in the timing of payments.

Contracts entered into by the Group have a wide range of terms and conditions but generally do not impose any additional covenants. Extension and terminations options provide the Group with additional operational flexibility. These options are included in the lease term if the Group considers it reasonably certain that the lease will be extended or terminated.

Included in liabilities of disposal group classified as held for sale is GBP169,000 relating to lease liabilities for Wilmington Inese SL.

The Group is committed to one lease agreement not yet commenced as at 30 June 2022. The future cash outflow to which the Group is potentially exposed for this agreement is approximately GBP550,000.

18. Provisions

 
Property and other     GBP'000 
---------------------  ------- 
At 1 July 2021           1,842 
Utilised in the year     (307) 
---------------------  ------- 
At 30 June 2022          1,535 
---------------------  ------- 
 
 
                                       30 June 
                                          2022 
                                       GBP'000 
------------------------------------  -------- 
Included in current liabilities            307 
Included in non-current liabilities      1,228 
------------------------------------  -------- 
                                         1,535 
------------------------------------  -------- 
 

The provision is in respect of anticipated costs expected to be incurred in relation to the closed proportion of the head office until the end of the contractual lease term.

The provision is based on assumptions and estimates where the ultimate outcome may be different from the amount provided. The provision reflects the Group's best estimate of the probable exposure as at 30 June 2022. This assessment has been made having considered the sensitivity of the provision for possible changes in key assumptions.

19. Disposal group held for sale

As at 30 June 2022, the disposal group classified as held for sale relates to Wilmington Inese SL, a business held within the Intelligence division. The rationale for the sale is in line with our portfolio management strategy as outlined in the strategy section and is expected to be completed within one year by sale of equity shares.

The major classes of assets and liabilities comprising the disposal group held for sale are as follows:

 
                                               30 June 
                                                  2022 
                                               GBP'000 
--------------------------------------------  -------- 
Intangible assets - computer software               35 
Property, plant and equipment                      271 
Trade and other receivables                        386 
Cash and cash equivalents                          758 
--------------------------------------------  -------- 
Assets of disposal group held for sale           1,450 
--------------------------------------------  -------- 
 
Trade and other payables                       (1,163) 
Lease liabilities                                (169) 
--------------------------------------------  -------- 
Liabilities of disposal group held for sale    (1,332) 
--------------------------------------------  -------- 
 

20. Cash generated from operations

 
                                                                               Year ended  Year ended 
                                                                                  30 June     30 June 
                                                                                     2022        2021 
                                                                                  GBP'000     GBP'000 
-----------------------------------------------------------------------------  ----------  ---------- 
Profit/(loss) from continuing operations before tax                                36,120     (2,025) 
Adjusting item - gain on disposal of subsidiaries                                (16,329)       (770) 
Adjusting item - gain on disposal of business operations                                -     (3,394) 
Adjusting item - gain on sale of property, plant and equipment                    (1,289)           - 
Adjusting item - net gain on financing activities                                   (840)           - 
Adjusting items                                                                        66       2,970 
Depreciation of property, plant and equipment included in operating expenses        2,412       3,399 
Amortisation of intangible assets                                                   6,089       5,816 
Impairment of goodwill, intangible assets and property, plant and equipment           597      14,834 
Non-adjusting (profit)/loss on disposal of property, plant and equipment             (71)           2 
Share based payments (including social security costs)                              1,230         566 
Net finance costs                                                                     928       1,634 
-----------------------------------------------------------------------------  ----------  ---------- 
Operating cash flows before movements in working capital                           28,913      23,032 
Decrease/(increase) in trade and other receivables                                  1,621     (3,619) 
(Decrease)/increase in trade and other payables                                   (5,657)     (2,123) 
Decrease in provisions                                                              (307)           - 
-----------------------------------------------------------------------------  ----------  ---------- 
Cash generated from/(used in) operations before adjusting items                    24,570      17,290 
-----------------------------------------------------------------------------  ----------  ---------- 
 

Cash conversion is calculated as a percentage of cash generated by operations to adjusted EBITA as follows:

 
                                                                               Year ended  Year ended 
                                                                                  30 June     30 June 
                                                                                     2022        2021 
                                                                                  GBP'000     GBP'000 
-----------------------------------------------------------------------------  ----------  ---------- 
Funds from operations before adjusting items: 
Adjusted EBITA (note 3)                                                            21,621      16,649 
Share based payments (including social security costs)                              1,230         566 
Amortisation of intangible assets - computer software                               3,721       2,416 
Depreciation of property, plant and equipment included in operating expenses        2,412       3,399 
Non-adjusting (profit)/loss on disposal of property, plant and equipment             (71)           2 
-----------------------------------------------------------------------------  ----------  ---------- 
Operating cash flows before movement in working capital                            28,913      23,032 
Net working capital movement                                                      (4,343)     (5,742) 
-----------------------------------------------------------------------------  ----------  ---------- 
Funds from operations before adjusting items                                       24,570      17,290 
-----------------------------------------------------------------------------  ----------  ---------- 
Cash conversion                                                                      114%        104% 
-----------------------------------------------------------------------------  ----------  ---------- 
 
 
                                                          Year ended  Year ended 
                                                             30 June     30 June 
                                                                2022        2021 
                                                             GBP'000     GBP'000 
--------------------------------------------------------  ----------  ---------- 
Free cash flow: 
Operating cash flows before movement in working capital       28,913      23,032 
Proceeds on disposal of property, plant and equipment          3,493         103 
Net working capital movement                                 (4,343)     (5,742) 
Interest paid                                                  (479)     (1,196) 
Payment of lease liabilities                                 (3,752)     (2,530) 
Tax paid                                                     (3,397)     (2,697) 
Purchase of property, plant and equipment                      (440)     (1,047) 
Purchase of intangible assets                                (1,292)     (1,969) 
--------------------------------------------------------  ----------  ---------- 
Free cash flow                                                18,703       7,954 
--------------------------------------------------------  ----------  ---------- 
 

21. Events after the reporting period

There were no events after the Balance Sheet date that require disclosure .

[1] Adjusted profit before tax - see note 3.

[2] Adjusted basic earnings per share - see note 10.

[3] Net cash includes cash and cash equivalents, bank loans (excluding capitalised loan arrangement fees) and bank overdrafts but excludes lease liabilities.

[4] Organic - eliminating the effects of exchange rate fluctuations and the impact of acquisitions and disposals.

[5] FTF - face-to-face.

[6] Cash conversion - see note 20 .

[7] Recurring revenue - those contracted at least one year ahead

[8] Organic - eliminating the effects of exchange rate fluctuations and the impact of acquisitions and disposals.

[9] UK Healthcare and APM.

[10] Pendragon, Axco, Compliance Week and Inese.

[11] Discontinued refers to disposed or closed businesses or product lines.

[12] ICA and CLTi.

[13] Mercia and Bond Solon.

[14] FRA.

[15] Discontinued refers to disposed or closed businesses or product lines.

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END

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September 22, 2022 02:01 ET (06:01 GMT)

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