TIDMCRL
RNS Number : 0878S
Creightons PLC
12 July 2022
12 July 2022
Creightons Plc
Preliminary results
Creightons Plc (the "Group" or "Creightons") brand owners and
manufacturers of personal care, beauty, and fragrance products, is
pleased to announce its preliminary results for the year ended 31
March 2022.
The Company's annual report and financial statements for the
year ended 31 March 2022 will be made available from the Company's
website at: https://www.creightonsplc.com
In addition, the document will be uploaded to the National
Storage Mechanism and will be available for viewing at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
Financial highlights
-- Revenue from core business excluding hygiene and acquisitions
increased by GBP10.3m (21.8%) to GBP57.3m (2021: GBP47.0m).
-- Total revenue decreased by only 0.7% to GBP61.2m (2021: GBP61.6m).
-- EBITDA of GBP5.9m (2021: GBP6.9m).
-- Operating profit decreased by 19.1% to GBP4.37m (2021: GBP5.39m).
-- Operating profit margin of 7.1% (2021: 8.8%).
-- A tax charge of GBP0.3m (2021 - GBP0.8m) equates to an
effective tax rate of 10.0% (2021: 16.2%).
-- The profit after tax for the year has decreased by GBP1.2m to GBP3.1m (2021: GBP4.3m).
-- The profit reduction together with the issue of shares has
reduced the fully diluted earnings per share to 3.98p (2021:
5.89p).
-- Balance sheet remains strong and includes new intangible
assets of GBP10.1m arising from acquisitions. We have continued to
invest in working capital, product development and fixed assets to
support the growth and efficiency of the business.
-- Net cash on hand (cash and cash equivalents less short-term
element of obligations under finance leases and borrowings) is
negative GBP2.1m (2021: positive GBP6.2m).
-- The Directors do not propose a final dividend for the year
ended 31 March 2022 (2021: 0.50p per ordinary share).
Operational highlights
-- We have successfully replaced the previous year's "one off"
hygiene sales generated by the Covid-19 pandemic which were a total
of GBP14.6m with growth across each of the branded, private label
and contract manufacturing business units.
-- Sales growth momentum maintained in the core business despite the impact of Covid-19:
-- Our own branded sales (excluding hygiene products) have grown by 37.7%.
-- Sales of retailer own label products increased by 9.5%.
-- Contract manufacturing sales increased by 29.3%.
-- Total overseas sales have increased by 45.6% to GBP10.0m (2021: GBP6.9m).
-- Successfully completed acquisition of two businesses; Emma
Hardie and Brodie & Stone. Their integration is progressing
well and the full benefits will emerge in the new financial
year.
-- Combined sales from acquisitions during the year amounted to
GBP3.6m. Emma Hardie revenue GBP2.3m from 28 July 2021 and Brodie
and Stone GBP1.3m from 24 September 2021.
-- Cash on hand at March 2021 has been invested in the
acquisitions of Emma Hardie and Brodie & Stone in the year as
well as increased investment in working capital, product
development and plant & equipment to support the business
growth.
-- In common with most manufacturing businesses we have had to
deal with unprecedented increases in our input and energy prices
together with significant disruption in the global supply chain. We
have developed a detailed cost indexing system which monitors all
cost increases and have engaged proactively with our customers.
-- Brexit - Impact of Brexit on operations has not been significant.
-- Costs of Covid-19 defences were significantly reduced
compared to previous year. Sales of hygiene products which were a
significant feature of last years activities with a turnover of
GBP14.6m have reduced to GBP0.3m and are not expected to recur in
the future. Most of our customers have returned to pre-Covid-19
activities. We have removed Covid-19 restrictions at both our
manufacturing sites but remain vigilant in the face of the ongoing
Covid-19 threat.
Commenting on the results, William McIlroy, Chairman of
Creightons Plc, said:
"The Group has successfully maintained revenue during the year.
We have replaced the one-off hygiene sales in the previous year and
have delivered growth across all areas of the core business. We
have completed two business acquisitions which leave us well placed
to continue to grow the branded business of the Group. We will
continue to respond proactively to the challenging market
conditions but remain open to further business opportunities."
Commenting on the results, Bernard Johnson, Managing Director,
said:
"The team across the Group has performed exceptionally well in
the face of challenges presented by Covid-19 and the global supply
chain and inflationary pressures. We will continue to work closely
with our customers while robustly embarking on a programme of
overhead cost reduction and improving manufacturing efficiencies.
We are confident that our vertically integrated model continues to
give us a competitive advantage."
This announcement contains inside information for the purposes
of Article 7 of EU Regulation 596/2014 which is part of UK law by
virtue of the European Union (Withdrawal) Act 2018.
Enquiries - Analysts and Investors:
Nicholas O'Shea, Director, Creightons Plc 01733 281000
Roland Cornish / Felicity Geidt, Beaumont Cornish Limited 0207 628 3396
Press Nigel Szembel, Anagallis Communications Limited 07802 362088 nigelszembel@anagallis.co.uk
Overview
The Group has made excellent progress in maintaining revenue
during the year ended March 2022. Core sales have increased by
GBP10.3m (21.8%), which together with the GBP3.6m of sales from new
acquisitions, has substantially replaced the Covid-19 related
hygiene sales of GBP14.6m which were a one-off feature of the
previous year. The Group's performance reflects management's
ability to take advantage of available opportunities and manage
potential risks.
The Group's vertically integrated model continues to give it
competitive advantage allowing it to respond quickly and
effectively to customer requirements. It provided for a rapid pivot
in production to meet market demand for sanitant product at the
beginning of the Covid outbreak, and likewise allowed it to respond
to the post-covid demand for more output. It also provides a
competitive advantage with post-acquisition integration by
providing synergies not available to all market participants. Over
the reporting period the Group continued to invest in its
manufacturing, and in its research and development capabilities,
which underpin this vertical model.
Acquisitions
During the year the Group completed two acquisitions - Emma
Hardie and Brodie & Stone. These acquisitions significantly
extend the branded offering of the business and provide opportunity
for further growth in the UK and internationally. The acquisitions
provide opportunities for manufacturing and other synergies (see
Note 8 for further details).
Emma Hardie provides the opportunity to move into more premium
skincare with a higher end group of consumers, retailers and
digital platforms.
The Brodie & Stone acquisition included the T-Zone, Natural
World and Janina brands. These brands complement our existing
customer and product range and we see opportunities to drive growth
through our existing customer network.
Revenue
Revenue from core business excluding hygiene and acquisitions
increased by GBP10.3m (21.8%) to GBP57.3m (2021: GBP47.0m). Overall
Group sales were GBP61.2m for the year ended March 2022 (2021:
GBP61.6m) a reduction of GBP0.4m. Sales of hygiene products which
were a short term feature of the previous year declined by GBP14.3m
to GBP0.3m (2021: GBP14.6m). We have been successful in
substantially replacing the one-off hygiene sales by growth in each
of the three business units. Branded sales (excluding hygiene and
acquisitions) increased by 37.7% from GBP12.0m to GBP16.5m with a
strong performance from Feather & Down and Balance Active
brands. Private label sales have increased from GBP22.8m to
GBP24.9m with the re-opening of the High Street and the addition of
a large contract with a key grocer. Contract manufacturing sales
have increased from GBP12.3m to GBP15.9m with all major customers
responding to increased consumer demand. Sales of Emma Hardie of
GBP2.3m and Brodie & Stone of GBP1.3m have been included from
the dates of acquisition of 28(th) July 2021 and 24(th) September
2021 respectively.
The Group's total overseas business, including the Australian
subsidiary and non-own branded customers, increased by 45.6% to
GBP10.0m (2021: GBP6.9m).
Margin and cost of sales
Our gross margin was 42.8% for the year ended 31 March 2022
(2021 40.6%). Whilst sales mix has been a contributor to the margin
increase, last year included additional Covid-19 related costs
which have not repeated in the current year.
Distribution costs and Administrative expenses
Distribution costs have increased by 5.4% to GBP3.5m (2021:
GBP3.4m), driven by increased operational charges at third-party
logistics providers and also growth in the core business and the
required investment in inventory.
Administrative expenses have increased by 12.4% to GBP18.3m in
the year (2021: GBP16.2m) as the Group has seen a general rise in
overhead costs in particular in energy prices and insurance costs.
Prior year costs included GBP0.8m of Covid-19 costs which were not
repeated as the impact of the virus reduces. We will continue to
manage our overhead cost base requirements to ensure they are
aligned with the anticipated sales levels of the Group.
Research and Development
The Group invests significant resources in research and product
development. As the Group has developed its business towards more
leading-edge products, the nature of the research and development
has become more sophisticated.
EBITDA
The Group has generated Earnings before Interest, Tax,
Depreciation and Amortisation (EBITDA) of GBP5,944,000 (2021:
GBP6,942,000). This represents a reduction of GBP998,000
(14.4%).
Tax
The Group's tax charge for the year was GBP345,000 (2021:
GBP837,000) which equates to a rate of 10.0% (2021: 16.2%). The
effective rate of tax is significantly less than the standard rate
of 19.0% (2021: 19.0%). The main reason for this reduction is the
R&D relief claims for the current year of GBP213,000 (2021:
GBP206,000) and the reduction due to the tax charge associated with
share options exercised in the period of GBP49,000 (2021:
GBP66,000).
Exceptional items
The Group incurred acquisition costs of GBP218,000 on the
purchase of Emma Hardie and Brodie & Stone. Provision has also
been made for a further GBP384,000 of cost in relation to the share
price agreement on the acquisition of Emma Hardie (see Note 8).
Profit after tax
The Group's profit after tax has reduced by 28.2% to
GBP3,110,000 for the year ended 31 March 2022 (2021:
GBP4,334,000).
Earnings per share
The diluted earnings per share of 3.98p (2021: 5.89p) is a
decrease of 32.4%. The EPS has been adversely impacted by the
reduction in profit after tax including the exceptional costs of
GBP0.6m and also by the increase in the number of shares in issue
(acquisition related shares of 2.6m and share options).
Cash on hand and working capital
The Group acquired 2 brands during the year with a total cash
outflow of GBP8.9m, these acquisitions were funded using cash
resources and bank facilities. Net cash on hand (cash and cash
equivalents less short-term element of obligations under finance
leases and borrowings) is negative GBP2.1m (2021: positive
GBP6.2m). The reduction in cash is mainly attributable to business
acquisitions and related increase in working capital. The Group
generated GBP2.0m (2021: GBP6.2m) from operating activities.
Return on Capital Employed
The Group has invested in two businesses in the year through
acquiring their share capital as part of the Group's strategic
goals of increasing its branded business. This has increased
capital employed, which has not yet had a corresponding increase in
operating profit leading to a decrease in Return on Capital
Employed from 22.4% to 12.9%. The expected improvement on the
returns on acquisitions in the year will commence in the year to
March 2023. The Group continues to look for opportunities to invest
in brands that will help drive faster growth in profits.
Net gearing
Net gearing of 28.7% (2021: negative 13.0%) has increased by
41.7 percentage points in the year following the new loan of
GBP3.0m and invoice finance utilisation to fund the investment in
the two acquisitions and in working capital.
Dividend
The Directors do not propose a final dividend for the year ended
31 March 2022, (2021: 0.50 pence per ordinary share) due to the
challenging and volatile economic conditions facing the Group and
the need to be prudent about utilisation of cash resources. This is
consistent with the directors' objective to align future dividend
payments to the future underlying earnings and cash requirements of
the business. The total dividend paid for the year ended 31 March
2022 is 0.15 pence (2021: 0.65 pence).
Covid-19 statement
Covid-19 had a reduced impact on the operations of the Group
during the year ended 31 March 2022 compared to the previous year
although we continued to take appropriate measures to protect the
safety of all employees. Costs of Covid-19 defences were
significantly reduced compared to previous year. We have now
removed Covid-19 restrictions at both our manufacturing sites but
remain vigilant in the face of the ongoing Covid-19 threat.
Brexit
Brexit has resulted in some increased long-term costs associated
with the regulatory management, and import and export
administration. These have not materially impacted the Group's
performance and are not expected to have a material impact in the
future.
Supply chain
In common with many UK manufacturing businesses, we have
experienced global supply chain and inflationary pressures during
the second half of the financial year. These pressures have
manifested in the form of delayed deliveries from suppliers, higher
input, energy and overhead costs. These pressures are expected to
continue. We will continue to be proactive in our response to these
challenges and in particular we will seek out new opportunities and
endeavour to mitigate any price increases through price recovery,
product reengineering, alternative sourcing and other cost control
measures .
Conclusion
This has been a transformational year for the Group with the
successful acquisition of two brand-based companies strengthening
our branded offering and giving a firm foothold in premium skincare
which we can build on very quickly given our global distribution,
development and manufacturing capabilities.
However, the last six months of the financial year have been
extremely challenging.
Our response has therefore been urgent and robust. The Group's
senior managers have all experienced changes in the macro-economic
environment and understand the need and how to adjust the business
in response to rapid change in the economic cycle. Accordingly, we
have embarked on a programme of overhead cost reduction and of
improving manufacturing efficiencies which should significantly
reduce operational costs by the end of the year ended 31 March
2023, a lot of which will be delivered and be adding to the bottom
line by the end of September 2022.
Manufacturing efficiency improvements are the planned result of
significant investment in higher grade machinery and equipment
within the last 18 months. It will enable us to move towards one
shift across the group. Already the underlying throughput rates and
efficiencies have improved by more than 10% in the last three
months and will continue to do so.
In summary the Board believes that good management, strong
customer relationships and financial position will continue to
enable the Group to manage the current crisis and that the Group is
well placed to proactively manage new challenges and take advantage
of any new opportunities that may arise.
We are still keen to expand but will only do so when the
infrastructure is fully repositioned to deal with the volatile
conditions we are facing.
I would like to take this opportunity to thank every one of our
employees who as always give of their best with hard work and
expertise. All have responded very commendably to the speed of
change required and pressures associated with these exceptional
times.
Thanks also to our customers and suppliers, especially those who
have responded so positively through this challenging period.
Directors' responsibilities statement
The directors whose names and functions are set out on in the
full report are responsible for preparing the Annual Report and the
Financial Statements in accordance applicable law and
regulation.
Company law requires the directors to prepare financial
statements for each financial year. Under that law the directors
have prepared the Group financial statements in accordance with
UK-adopted international accounting standards and parent company
financial statements in accordance with United Kingdom Generally
Accepted Accounting Practice (United Kingdom Accounting Standards,
comprising FRS 101 'Reduced Disclosure Framework', and applicable
law). Under company law the directors must not approve the
financial statements unless they are satisfied that they give a
true and fair view of the state of affairs of the Company and the
Group and of the profit or loss of the Group for that period. In
preparing these financial statements, the directors are required
to:
-- select suitable accounting policies and then apply them consistently;
-- state whether UK-adopted international accounting standards
have been followed for the group financial statements and United
Kingdom Accounting Standards, comprising FRS 101, have been
followed for the company financial statements, subject to any
material departures disclosed and explained in the financial
statements;
-- make judgements and accounting estimates that are reasonable and prudent; and
-- prepare the financial statements on the going concern basis
unless it is inappropriate to presume that the Company will
continue in business.
The directors are responsible for safeguarding the assets of the
group and parent company and hence for taking reasonable steps for
the prevention and detection of fraud and other irregularities.
The directors are responsible for keeping adequate accounting
records that are sufficient to show and explain the Group and
parent company's transactions and disclose with reasonable accuracy
at any time the financial position of the Group and parent company
and enable them to ensure that the financial statements and the
Directors' Remuneration Report comply with the Companies Act
2006.
The directors are responsible for the maintenance and integrity
of the parent company's website. Legislation in the United Kingdom
governing the preparation and dissemination of financial statements
may differ from legislation in other jurisdictions.
Directors' confirmations
The directors consider that the Annual Report and accounts,
taken as a whole, is fair, balanced and understandable and provides
the information necessary for shareholders to assess the group and
parent company's position and performance, business model and
strategy. Each of the directors, whose names and functions are
listed in Directors and Advisers on page 86 to the full accounts
confirm that to the best of their knowledge:
1. the parent company financial statements, which have been
prepared in accordance with United Kingdom Generally Accepted
Accounting Practice (United Kingdom Accounting Standards,
comprising FRS 101 'Reduced Disclosure Framework', and applicable
law), give a true and fair view of the assets, liabilities,
financial position and profit of the company; and
2. the group financial statements, which have been prepared in
accordance with UK-adopted international accounting standards, give
a true and fair view of the assets, liabilities, financial position
and profit of the group; and
3. the strategic report includes a fair review of the
development and performance of the business and the position of the
Company and the undertakings included in the consolidation taken as
a whole, together with the description of the principal risks and
uncertainties that they face; and
4. the report and financial statements, taken as a whole, are
fair, balanced and understandable and provide the information
necessary for shareholders to assess the Group's position and
performance, business model and strategy.
Principal risks and uncertainties
The Board regularly monitors exposure to key risks, such as
those related to production efficiencies, cash position and
competitive position relating to sales. It has also taken account
of the Covid-19 business risks facing the business, the impact of
Brexit, the economic situation and potential emerging risks, and
their impact on costs and consumer purchases.
It also monitors risks not directly or specifically financial,
but capable of having a major impact on the business's financial
performance if there is any failure. The key risks and the measures
taken to manage these risks are noted below.
Capital structure, cash flow and liquidity
The Group has a strong balance sheet. Acquisitions during the
year were financed by internal cash resources and bank funding. The
business is funded using; retained earnings, a long term mortgage,
term loan and sale and lease back arrangements to support
investments in fixed assets, invoice financing and overdraft
facilities for working capital.
At 31 March 2022 the invoicing financing is in a utilised
position of GBP1,267,000 as this facility has been utilised to fund
the acquisitions during the year (2021: surplus of GBP1,232,000,
due to cash received from customers immediately before the year end
and not yet transferred to the bank account). At 31 March 2022 the
Group had utilised GBP495,000 (2021: GBPNil) of its overdraft
facility.
Competitive environment
The Group operates in a highly competitive environment in which
demand for products can vary and customers have the opportunity to
transfer business to other suppliers. The Group works to minimise
this risk by developing close relationships with customers offering
quality, service and innovation throughout the business. This risk
is also further reduced through the development of its branded
product portfolio and by the diversity of customers and products
offered.
Quality
The Group treats quality as its key requirement for all products
and strives to deliver quality products for every price point.
Failure to achieve the required quality and safety standards would
have severe consequences for the Group, from financial penalties to
the damage to customer relationships. The Group has a robust
product development process to mitigate risk wherever possible and
to ensure all products are safe and fit for purpose. The Group is
subject to frequent internal and external safety, environmental,
ethical and quality audits covering both accreditations held and a
number of specific operating standards our customers require us to
comply with.
Brexit
Whilst the Brexit outcome did not result in any increase in duty
costs, the resulting increased paperwork associated with importing
and exporting to the EU incurred, by ourselves and our partners,
has increased costs but the impact has been minimal. At a Group and
business level we continue to monitor changes in legislation, trade
agreements and working practices to take advantage of any
opportunities that may arise and to mitigate any risks associated
with Brexit. The Group operates globally with significant direct
and indirect trading relationships within the EU. The Group put
mitigating actions in place including the registration in December
2018 of Potter & Moore Ltd based in Ireland as an EU base for
recording regulatory information and a new subsidiary Creightons
GmbH in June 2020 to trade directly with EU customers as required.
Brexit and trade barriers continue to be an integral part of the
Group's ongoing risk management and review process, for which
solutions to address the risks are identified and implemented.
Global economic environment
On 24 February 2022 Russian forces entered Ukraine, resulting in
Western nations reactions including announcements of sanctions
against Russia and Russian interests worldwide and an economic
ripple effect on the global economy. The directors have carried out
an assessment of the potential impact of Russian forces entering
Ukraine on the business, including the impact of mitigation
measures and uncertainties, and have concluded that the greatest
impact on the business expected to be from price increases.
The directors have taken account of these potential impacts in
their going concern assessments and have concluded that the direct
impact is not significant to the business, with the indirect impact
of price increases being reviewed on a regular basis.
Credit risk
Our credit risk is that our customers are unable to pay and we
believe this risk is elevated currently due to current global
economic climate. We proactively manage the risks faced by our
customers by working closely with them and by increasing debtor
management and expanding our credit insurance. All customers'
debtor balances, are within insured credit limits or they pay on a
pro-forma basis. Credit control processes are in place to manage
credit risk including setting appropriate credit limits and the
enforcement of credit terms and ongoing dialogue with all
customers. We minimise the risk from concentration of customers
through implementation of these credit processes and this risk is
mitigated through the diversity of our customer base both by
channel and geography.
Supplier sourcing and costs
Cost increases as a result of inflation together with pressures
on supply of materials globally are our key supplier related risks.
Global supply chains are stretched and face significant upwards
price pressures. We continue to work closely with suppliers and
have used our improved sourcing capabilities to expand our supply
base to ensure that we can meet the demand from our existing and
new customers and minimise the impact of cost price increases. We
have an ongoing dialogue and communication with our customers to
mitigate the impact on the business.
Environmental protection standards and sustainability
The Group's technical department continues to monitor all
relevant environmental regulations that the Group must adhere to,
to ensure continued compliance. We have successfully operated at
both manufacturing sites without a cessation in production due to
an environmental incident. The risk of cessation of production from
an environmental breach is considered to be low but in such an
event we would be able to move production to the other site or to
outsource to third party manufacturers in the short term.
The Group's objective is to keep ahead of the move towards more
sustainable products and processes. There is a risk that if we do
not take action we will be left behind and unable to meet our
customers requirements. However the Group sees the move towards
sustainability as an opportunity for business growth.
Cyber security
Cyber Security remains a significant threat to all businesses.
The Group has responded by a significant investment in new software
and resources to minimise the risk of anyone accessing our systems
and information. We have enhanced our ongoing training programme
for employees to ensure that they are constantly aware of their
role in protecting the business from all cyber security
threats.
Covid-19
Covid-19 had a reduced impact on the operations of the Group
during the year ended 31 March 2022 compared to the previous year
although we continued to take appropriate measures to protect the
safety of all employees. Costs of Covid-19 defences were
significantly reduced compared to previous year. We have now
removed Covid-19 restrictions at both our manufacturing sites but
remain vigilant in the face of the ongoing Covid-19 threat.
No further Government schemes were used in the year ended March
2022. During the previous year the Group utilised the Government's
Furlough scheme for shielding employees. It also deferred paying
approximately GBP990,000 of VAT in relation to March 2020, which
has been repaid over the 10 months commencing March 2021. No
further Government schemes were used.
Consolidated income statement
Year ended Year ended
31 March 2022 31 March
2021
Note GBP000 GBP000
----- -------------------- -----------
Revenue 61,157 61,605
----- -------------------- -----------
Cost of sales (35,001) (36,623)
----- -------------------- -----------
Gross profit 26,156 24,982
----- -------------------- -----------
Distribution costs (3,535) (3,353)
----- -------------------- -----------
Administrative expenses (18,256) (16,236)
----- -------------------- -----------
Operating profit 4,365 5,393
----- -------------------- -----------
Exceptional items 8 (602) -
----- -------------------- -----------
Finance costs (308) (222)
----- -------------------- -----------
Profit before tax 3,455 5,171
----- -------------------- -----------
Taxation (345) (837)
----- -------------------- -----------
Profit for the year from operations
attributable to the equity shareholders 3,110 4,334
------------------------------------------ ----- -------------------- -----------
Consolidated statement of comprehensive income
Year ended Year ended
---------------------------------------------
31-Mar 31-Mar
--------------------------------------------- ----------- -----------
2022 2021
--------------------------------------------- ----------- -----------
GBP000 GBP000
----------- -----------
Profit for the year 3,110 4,334
----------- -----------
Items that may be subsequently reclassified
to profit and loss:
----------- -----------
Exchange differences on translating foreign
operations (7) 9
----------- -----------
Other comprehensive income for the year (7) 9
----------- -----------
Total comprehensive income for the year
attributable to the equity shareholders 3,103 4,343
---------------------------------------------- ----------- -----------
Earnings per share
Year ended Year ended
31 March 31 March
Note 2022 2021
----- ----------- -----------
Basic 5 4.62p 6.69p
----- ----------- -----------
Diluted 5 3.98p 5.89p
----- ----------- -----------
Dividends
Year ended Year ended
31-Mar
--------------------------------------------- -----------
31-Mar
--------------------------------------------- ----------- -----------
2022 2021
----------- -----------
GBP000 GBP000
----------- -----------
Final dividend paid - 0.50p (2021: 0.50p)
per share 324 324
----------- -----------
Interim dividend paid - 0.15p (2021: 0.15p)
per share 104 97
----------- -----------
Total dividend paid in year - 0.65p (2021:
0.65p) per share 428 421
----------- -----------
Proposed - 0.00p (2021: 0.50p) per share - 324
----------- -----------
Consolidated balance sheet
31-Mar 31-Mar
2022 2021
----- ------------------- -------
Note GBP000 GBP000
----- ------------------- -------
Non-current assets
----- ------------------- -------
Goodwill 2,853 331
----- ------------------- -------
Other intangible assets 10,867 818
----- ------------------- -------
Property, plant and equipment 6,065 5,857
----- ------------------- -------
Right-of-use assets 1,120 1,090
----- ------------------- -------
Deferred tax Asset - 339
----- ------------------- -------
20,905 8,435
----- ------------------- -------
Current assets
----- ------------------- -------
Inventories 12,479 8,318
----- ------------------- -------
Trade and other receivables 13,624 10,236
----- ------------------- -------
Cash and cash equivalents 840 6,558
----- ------------------- -------
26,943 25,112
----- ------------------- -------
Total assets 47,848 33,547
----- ------------------- -------
Current liabilities
----- ------------------- -------
Trade and other payables 10,127 9,177
----- ------------------- -------
Corporation tax payable - 329
----- ------------------- -------
Lease liabilities 303 237
----- ------------------- -------
Borrowings 2,663 166
----- ------------------- -------
Deferred and contingent consideration 1,187 -
----- ------------------- -------
14,280 9,909
----- ------------------- -------
Net current assets 12,663 15,203
----- ------------------- -------
Non-current liabilities
----- ------------------- -------
Deferred tax liability 2,640 -
----- ------------------- -------
Lease liabilities 8 64 906
----- ------------------- -------
Borrowings 4,386 2,646
----- ------------------- -------
7,890 3,552
----- ------------------- -------
Total liabilities 22,170 13,461
----- ------------------- -------
Net assets 25,678 20,086
----- ------------------- -------
Equity
----- ------------------- -------
Share capital 6 697 648
----- ------------------- -------
Share premium account 4,427 1,410
----- ------------------- -------
Other reserves (211) 25
----- ------------------- -------
Translation reserve 23 30
----- ------------------- -------
Retained earnings 20,742 17,973
----- ------------------- -------
Total equity attributable to the equity
shareholders of the parent Company 25,678 20,086
----------------------------------------- ----- ------------------- -------
Consolidated statement of changes in equity
Share Share Other Translation
capital premium reserves reserve Retained Total
(note 6) account
------------------------------- ---------- --------- ---------- ---------------
earnings equity
------------------------------- ---------- --------- ---------- --------------- ------------ --------
GBP000 GBP000 GBP000 GBP000 GBP000 GBP000
---------- --------- ---------- --------------- ------------ --------
At 1 April 2020 647 1,406 25 21 13,467 15,566
---------- --------- ---------- --------------- ------------ --------
Comprehensive income
for the year
---------- --------- ---------- --------------- ------------ --------
Profit for the year - - - - 4,334 4,334
---------- --------- ---------- --------------- ------------ --------
Exchange differences
on translation of foreign
operations - - - 9 - 9
------------------------------- ---------- --------- ---------- --------------- ------------ --------
Total comprehensive
income for the year - - - 9 4,334 4,343
---------- --------- ---------- --------------- ------------ --------
Contributions by and
distributions to owners
---------- --------- ---------- --------------- ------------ --------
Exercise of options 1 4 - - - 5
---------- --------- ---------- --------------- ------------ --------
Share-based payment
charge - - - - 195 195
---------- --------- ---------- --------------- ------------ --------
Deferred tax through
Equity - - - - 398 398
---------- --------- ---------- --------------- ------------ --------
Dividends - - - - (421) (421)
---------- --------- ---------- --------------- ------------ --------
Total contributions
by and distributions
to owners 1 4 - - 172 177
---------- --------- ---------- --------------- ------------ --------
At 31 March 2021 648 1,410 25 30 17,973 20,086
------------------------------- ---------- --------- ---------- --------------- ------------ --------
Comprehensive income
for the year
---------- --------- ---------- --------------- ------------ --------
Profit for the year - - - - 3,110 3,110
---------- --------- ---------- --------------- ------------ --------
Exchange differences
on translation of foreign
operations - - - (7) - (7)
---------- --------- ---------- --------------- ------------ --------
Total comprehensive
income for the year - - - (7) 3,110 3,103
---------- --------- ---------- --------------- ------------ --------
Contributions by and
distributions to owners
---------- --------- ---------- --------------- ------------ --------
Exercise of options 23 541 - - - 564
---------- --------- ---------- --------------- ------------ --------
Shares issued on acquisitions 26 2,476 - - - 2,502
---------- --------- ---------- --------------- ------------ --------
Purchase of own shares
by EBT - - (236) - - (236)
---------- --------- ---------- --------------- ------------ --------
Share-based payment
charge - - - - 330 330
---------- --------- ---------- --------------- ------------ --------
Deferred tax through
Equity - - - - (243) (243)
---------- --------- ---------- --------------- ------------ --------
Dividends - - - - (428) (428)
---------- --------- ---------- --------------- ------------ --------
Total contributions
by and distributions
to owners 49 3,017 (236) - (341) 2,489
---------- --------- ---------- --------------- ------------ --------
At 31 March 2022 697 4,427 (211) 23 20,742 25,678
------------------------------- ---------- --------- ---------- --------------- ------------ --------
Consolidated cash flow statement
Note Year ended Year ended
31 March 31 March
2022 2021
----- ----------- -----------
GBP000 GBP000
----- ----------- -----------
Profit from operations 4,365 5,393
----- ----------- -----------
Adjustments for:
----- ----------- -----------
Depreciation on property, plant and
equipment 888 846
----- ----------- -----------
Depreciation on right of use assets 256 206
----- ----------- -----------
Amortisation of intangible assets 435 497
----- ----------- -----------
(Profit)/Loss on disposal of property,
plant and equipment (10) 4
----- ----------- -----------
Loss on disposal of Right-of-use assets - 5
----- ----------- -----------
Share based payment charge 330 195
----- ----------- -----------
6,264 7,146
----- ----------- -----------
(Increase) in inventories (2,515) (924)
----- ----------- -----------
(Increase) in trade and other receivables (1,820) (1,369)
----- ----------- -----------
Increase in trade and other payables 59 1,337
----- ----------- -----------
Cash generated from operations 1,988 6,190
----- ----------- -----------
Taxation paid (575) (684)
----- ----------- -----------
Net cash generated from operating
activities 1,413 5,506
----------------------------------------------- ----- ----------- -----------
Investing activities
----- ----------- -----------
Purchase of property, plant and equipment (1,106) (869)
----- ----------- -----------
Purchase of right-of-use assets (286) (34)
----- ----------- -----------
Proceeds from sale and lease back 264 174
----- ----------- -----------
Purchase of intangible assets (338) (344)
----- ----------- -----------
Acquisition of Brodie & Stone 8 (3,507) -
----- ----------- -----------
Acquisition of Emma Hardie 8 (2,775) -
----- ----------- -----------
Exceptional costs in relation to acquisitions 8 (343) -
----- ----------- -----------
Net cash used in investing activities (8,091) (1,073)
----- ----------- -----------
Financing activities
----- ----------- -----------
Proceeds on issue of shares 564 5
----- ----------- -----------
Principal paid on lease liabilities (240) (188)
----- ----------- -----------
Interest on lease liabilities (117) (139)
----- ----------- -----------
Interest paid on mortgage loan (83) (89)
----- ----------- -----------
Interest paid on overdrafts and loans (108) (4)
----- ----------- -----------
Increase in invoice financing facilities 1,267 -
----- ----------- -----------
Increase / (decrease) of borrowings 495 (554)
----- ----------- -----------
Draw down of loan facility 3,000 -
----- ----------- -----------
Repayment on term loan (314) -
----- ----------- -----------
Repayment on mortgage loan facility (169) (164)
----- ----------- -----------
Repayment of debt - Emma Hardie 8 (2,201) -
----- ----------- -----------
Repayment of debt - Brodie & Stone 8 (463) -
----- ----------- -----------
Dividends paid to owners of the parent (428) (421)
----- ----------- -----------
Purchase of own shares via EBT (236) -
----- ----------- -----------
Net cash generated from/(used in)
financing activities 967 (1,554)
----- ----------- -----------
Net increase in cash and cash equivalents (5,711) 2,879
----- ----------- -----------
Cash and cash equivalents at start
of year 6,558 3,670
----- ----------- -----------
Effect of foreign exchange rate changes (7) 9
----- ----------- -----------
Cash and cash equivalents at end of
year 840 6,558
----------------------------------------------- ----- ----------- -----------
Notes to preliminary announcement
1. Significant accounting policies
Basis of accounting
T he Group financial statements have been prepared in accordance
with UK-adopted international accounting standard in conformity
with the requirements of the Companies Act 2006.
The IFRSs applied in the Group financial statements are subject
to ongoing amendment by the IASB and therefore subject to possible
change in the future. Further standards and interpretations may be
issued that will be applicable for financial years beginning on or
after 1 April 2022 or later accounting periods but may be adopted
early.
The preparation of financial statements in accordance with IFRS
requires the use of certain accounting estimates. It also requires
management to exercise its judgement in the process of applying the
Group's accounting policies.
The primary statements within the financial information
contained in this document have been presented in accordance with
IAS1 Presentation of Financial Statements.
The financial statements have been prepared on the historical
cost basis as modified for the fair value of business combinations.
Historical cost is generally based on the fair value of the
consideration given in exchange for goods and services. The
principal accounting policies adopted are set out below.
Adoption of new and revised accounting standards
No new standards impacting on the Group have been adopted in its
financial statements for the year ended 31 March 2022.
There are a number of standards, amendments to standards, and
interpretations which have been issued by the IASB that are
effective in future accounting periods that the Group has decided
not to adopt early. The Group does not expect any of the standards
issued by the IASB, but not yet effective, to have a material
impact on the Group.
Exposures to market, credit, interest and currency risks arise
in the normal course of the Group's business. Risk management
policies and hedging activities are outlined below.
2. Financial instruments and treasury risk management
Market risk
Market risk is the risk that arises from movements in stock
prices, interest rates, exchange rates, and commodity prices.
The contingent consideration on the issue of shares on the
acquisition of Emma Hardie can only ultimately be determined on 28
July 2022 as it is dependent on the share price at that date. The
charge reflected in the consolidated income statement for the year
ended March 2022 amounts to GBP384,000 based on the share price of
60.5p at 31 March 2022. A movement of 10p in the share price will
give rise to an additional charge / credit in the income statement
of GBP160,000 for the year ended March 2023.
Market risk for the 31 March 2021 year end is reflected within
the interest rate and foreign currency risk which are discussed
further below.
Credit risk
Credit risk is the risk of financial loss to the Group if a
customer fails to meet its contractual obligations.
Trading exposures are monitored by the operational companies
against agreed policy levels. Credit insurance with a world leading
insurer is employed across the majority of our trade debtors. At 31
March 2022 all trade debtors (2021: all) are covered by credit
insurance with a cover of 90% of the debtor balances. Non-trading
financial exposures are incurred only with the Group's bankers or
other institutions with prior approval of the Board of
directors.
The majority of trade receivables are with retail customers. The
maximum exposure to credit risk is represented by the carrying
amount of those financial assets in the balance sheet.
Impairment provisions on trade receivables have been disclosed
in note 19 to the full accounts.
The credit risk on liquid funds such as cash and cash
equivalents is limited because the counterparties are banks with
high credit-ratings assigned by international credit-rating
agencies.
Interest rate risk
The Group's interest rate exposure arises mainly from its
interest-bearing borrowings.
The Group finances its operations through a mixture of debt
associated with working capital facilities and equity. The Group is
exposed to changes in interest rates on its floating rate working
capital facilities. The variability and scale of these facilities
is such that the Group does not consider it cost effective to hedge
against this risk.
The Group also secured a fixed rate mortgage for a 15 year term,
12.5 years remaining, secured on the property with an interest rate
of 3.04% fixed for the first 10 years, 7.5 years remaining, of the
loan, therefore reducing the interest rate risk. The interest
charge on the mortgage for the year ended 31 March 2022 was
GBP83,000.
On 3 September 2021, the Company took out a term loan of
GBP3,000,000 to fund part of the purchase of the acquisitions in
the year. The term loan is for a 4 year term secured on the assets
of the Group with an interest rate of 2.70% above the Bank of
England base rate. The interest charge on the term loan for the
period to 31 March 2022 was GBP43,000. A 1% increase in the
interest rate would have resulted in an additional charge of
GBP13,000.
Interest rate sensitivity
The interest rate sensitivity is based upon the Group's
borrowings over the year assuming a 1% increase or decrease which
is used when reporting interest rate risk internally to key
management personnel.
A 1% increase in bank base rates would reduce Group pre-tax
profits by GBP75,000 (2021: GBP5,000). A 1% decrease would have the
opposite effect. The Group's sensitivity to interest rates has
changed during the current year due to the new 4 year term loan on
acquisitions.
Foreign currency risks
The Group operates in a number of markets across the world and
is exposed to foreign currency transaction and translation risks
arising on the purchase and sales of goods in particular with
respect to the US dollar and Euro.
Transaction risk arises on income and expenditure in currencies
other than the functional currency of each group
company. The magnitude of this risk is relatively low as the
majority of the Group's income and expenditure are denominated in
the functional currency. Approximately 0% (2021: 0%) of the Group's
income is denominated in US dollars and 2% (2021: 2%) in Euros.
Approximately 4% (2021: 5%) of the Group's expenditure is
denominated in US dollars and 5% (2021: 4%) in Euros.
Foreign currency sensitivity
A 5% strengthening of sterling would result in a GBP163,000
(2021: GBP158,000) increase in profits and equity. A 5% weakening
in sterling would result in a GBP180,000 (2021: GBP174,000)
reduction in profits and equity.
When appropriate the Group utilises currency derivatives to
hedge against significant future transactions and cash flow. There
were no outstanding contracts as at 31 March 2022 or 31 March
2021.
Cash flow and liquidity risk
Liquidity risk arises from the Group's management of working
capital. It is the risk that the Group will encounter difficulty in
meeting its financial obligations as they fall due.
The Group manages its working capital requirements through
overdrafts and invoice finance facilities. These facilities were
renewed in March 2022 for a further 12 months. The maturity profile
of the committed bank facilities is reviewed regularly and such
facilities are extended or replaced well in advance of their
expiry. The Group has complied with the terms of these facilities.
At 31 March 2022 the Group had available GBP6,288,000 (2021:
GBP6,406,000) of undrawn committed borrowing facilities in respect
of which all conditions precedent had been met. The Group has a
fixed rate mortgage for a 15 year term secured on the property with
an interest rate of 3.04% fixed for the next 7.5 years of the loan.
The Company also took out a term loan of GBP3,000,000 to fund part
of the purchase of the acquisitions in the year. The term loan is
for a 4 year term secured on the assets of the Group with an
interest rate of 2.70% above the Bank of England base rate.
3. Financial assets
Financial assets are included in the Statement of financial
position within the following headings. These are valued at
amortised cost and are detailed below.
Group
2022 2021
--------------- -------
GBP000 GBP000
--------------- -------
Trade and other receivables 12,819 9,772
--------------- -------
Cash and cash equivalents 840 6,558
--------------- -------
Total 13,659 16,330
--------------- -------
4. Financial liabilities
Financial liabilities are included in the Statement of financial
position within the following headings. These are valued at
amortised cost and are detailed below.
At 31 March 2022
Group
----------------------------------------------------------------
Less Between Between More Total
than 6 months 1 and than
6 months and 1 5 years 5 years
year
---------- -------------- -------------- ----------- -------
GBP000 GBP000 GBP000 GBP000 GBP000
---------- -------------- -------------- ----------- -------
Trade payables 6,211 - - - 6,211
---------- -------------- -------------- ----------- -------
Accruals 3,016 - - - 3,016
---------- -------------- -------------- ----------- -------
Obligations under leases 153 150 864 - 1,167
---------- -------------- -------------- ----------- -------
Overdraft and invoice
financing 1,762 - - - 1,762
---------- -------------- -------------- ----------- -------
Loans 447 454 2,670 1,716 5,287
---------- -------------- -------------- ----------- -------
Deferred consideration 159 - - - 159
---------- -------------- -------------- ----------- -------
Total 11,748 604 3,534 1,716 17,602
---------- -------------- -------------- ----------- -------
At 31 March 2022 contingent consideration of GBP1,028,000 is
held at FVTPL within financial liabilities. The contingent
consideration is based on quoted investments and is therefore
designated as level 1 in the fair value hierarchy. For those held
at amortised cost, the carrying value approximates the fair value
(see Note 8).
At 31 March 2021
Group
-----------------------------------------------------
Less Between Between More Total
than 6 months 1 and than
6 months and 1 5 years 5 years
year
---------- ---------- --------- --------- -------
GBP000 GBP000 GBP000 GBP000 GBP000
---------- ---------- --------- --------- -------
Trade payables 5,003 - - - 5,003
---------- ---------- --------- --------- -------
Accruals 2,480 - - - 2,480
---------- ---------- --------- --------- -------
Obligations under leases 119 118 906 - 1,143
---------- ---------- --------- --------- -------
Overdraft and invoice - - - - -
financing
---------- ---------- --------- --------- -------
Loan 82 84 729 1,917 2,812
---------- ---------- --------- --------- -------
Total 7,684 202 1,635 1,917 11,438
---------- ---------- --------- --------- -------
5. Earnings per share
The calculation of the basic and diluted earnings per share is
based on the following data:
Year ended Year ended
31-Mar 31-Mar
2022 2021
----------- -----------
GBP000 GBP000
----------- -----------
Earnings
----------- -----------
Net profit attributable to the equity holders
of the parent company 3,110 4,334
----------- -----------
Year ended Year ended
31-Mar
------------------------------------------------- -----------
31-Mar
------------------------------------------------- ----------- -----------
2022 2021
----------- -----------
Number Number
----------- -----------
Number of shares
----------- -----------
Weighted average number of ordinary shares
for the purposes of basic earnings per share 67,372,553 64,757,807
------------------------------------------------- ----------- -----------
Effect of dilutive potential ordinary shares
relating to share options 10,681,836 8,788,756
----------- -----------
Weighted average number of ordinary shares
for the purposes of diluted earnings per share 78,054,389 73,546,563
----------- -----------
Basic 4.62p 6.69p
Diluted 3.98p 5.89p
------ ------
6. Share capital
Ordinary shares of
1p each
---------------------
GBP000 Number
-------- -----------
At 1 April 2020 647 64,746,143
-------- -----------
Issued in the year 1 106,100
-------- -----------
At 31 March 2021 648 64,852,243
-------------------- -------- -----------
Issued in the year 49 4,903,940
-------- -----------
At 31 March 2022 697 69,756,183
-------------------- -------- -----------
The Company has one class of ordinary shares which carry no
right to fixed income. All of the shares are issued and fully paid.
The total proceeds from the issue of shares from the exercise of
share options in the year was GBP564,000 (2021: GBP5,000).
7. Notes to cash flow statement
Analysis of changes in net debt
Overdraft Invoice Mortgage Loan Total
Financing
GBP000 GBP000 GBP000 GBP000 GBP000
--------------- ---------------- -------------- ---------------- -----------------
At 1 April 2021 - - 2,812 - 2,812
--------------- ---------------- -------------- ---------------- -----------------
Cash flows 495 1,267 (253) 2,603 4,112
--------------- ---------------- -------------- ---------------- -----------------
Interest accruing - - 83 42 125
--------------- ---------------- -------------- ---------------- -----------------
At 31 March 2022 495 1,267 2,642 2,645 7,049
------------------------ --------------- ---------------- -------------- ---------------- -----------------
Overdraft Mortgage Total
GBP000 GBP000 GBP000
--------------- -------------- ------------
At 1 April 2020 554 2,975 3,529
--------------- -------------- ------------
Cash flows (554) (252) (806)
--------------- -------------- ------------
Interest accruing - 89 89
--------------- -------------- ------------
At 31 March 2021 - 2,812 2,812
------------------------ --------------- -------------- ------------
8. Business combinations
Emma Hardie
On 28th July 2021, the Group acquired 100% of the issued share
capital of Emma Hardie Limited. Total consideration was GBP4.86m,
of which GBP2.77m was paid in cash, GBP1.36m was settled by the
issue of 1,600,000 shares in Creightons PLC at a price of GBP0.8478
per share, and there was GBP0.084m of deferred consideration and a
further GBP0.644m in contingent consideration. There was cash
acquired of GBP0.08m and debt acquired at fair value of
GBP2.20m.
The contingent consideration of GBP0.644m relates to the share
issue on acquisition of Emma Hardie Limited. The company has
guaranteed to the sellers of Emma Hardie Limited a share price for
Creightons PLC at GBP1.25 per share as at 28th July 2022. The
contingent consideration was accrued based on the difference
between GBP1.25 and GBP0.848, the market price on date of
acquisition. The liability has been reassessed based on the share
price at 31 March 2022 and the related liabilty has been recognised
through exceptional items in the income statement for the period.
The ultimate liability can only be assessed 12 months after the
acquisition date on 28(th) July 2022.
The fair value of acquired intangible assets is GBP5.11m and
relates to the Emma Hardie brand acquired. The intangible asset is
deemed to have an indefinite useful life so no amortisation is
charged but will be subject to an annual impairment review.
Brodie & Stone
On 24th September 2021, the Group acquired 100% of the issued
share capital of Brodie and Stone Holdings Limited, and its wholly
owned subsidiary Brodie and Stone International Limited. Total
consideration was GBP4.85m, of which GBP2.81m was paid in cash,
GBP1.15m was settled by the issue of 1,000,000 shares in Creightons
PLC at a price of GBP1.146 per share, GBP0.70m in relation to a
property retention payment paid in October 2021, and there was
GBP0.20m of deferred consideration. There was no cash acquired and
debt acquired at fair value of GBP0.71m.
The fair value of acquired intangible assets is GBP4.98m and
relates to various brands acquired. The intangible asset is deemed
to have an indefinite useful life so no amortisation is charged but
will be subject to an annual impairment review.
The amounts recognised in respect of the fair value of
identifiable assets and liabilities for the acquisitions made
during the year to March 2022 was:
Brodie and Emma Hardie Total
Stone Limited Limited
Fair value Fair value Fair value
-------------------- ------------- --------------------
GBP000 GBP000 GBP000
-------------------- ------------- --------------------
Property, plant and equipment - 1 1
-------------------- ------------- --------------------
Intangible assets - 58 58
-------------------- ------------- --------------------
Inventory 304 1,342 1,646
-------------------- ------------- --------------------
Trade receivable 434 752 1,186
-------------------- ------------- --------------------
Other debtors - 267 267
-------------------- ------------- --------------------
Cash at bank - 83 83
-------------------- ------------- --------------------
Borrowings (463) (475) (938)
-------------------- ------------- --------------------
Trade payables (141) (422) (563)
-------------------- ------------- --------------------
Taxation and social security (19) (60) (79)
-------------------- ------------- --------------------
Other creditor (242) (68) (310)
-------------------- ------------- --------------------
Redemption of C shares - (544) (544)
-------------------- ------------- --------------------
Liabilities to be paid on completion - (1,182) (1,182)
-------------------- ------------- --------------------
Total net assets (127) (248) (375)
-------------------- ------------- --------------------
Intangible assets on business
combination - Brand value 4,980 5,108 10,088
-------------------- ------------- --------------------
Total consideration due 4,853 4,860 9,713
-------------------- ------------- --------------------
The consideration was satisfied
as follows:
-------------------- ------------- --------------------
Cash consideration 2,807 2,775 5,582
-------------------- ------------- --------------------
Property retention 700 - 700
-------------------- ------------- --------------------
Deferred consideration 200 84 284
-------------------- ------------- --------------------
Contingent consideration - 644 644
-------------------- ------------- --------------------
Share issue 1,146 1,357 2,503
-------------------- ------------- --------------------
4,853 4,860 9,713
-------------------- ------------- --------------------
The performance of the acquisitions for the period since
acquisition for Emma Hardie and Brodie & Stone is summarised in
the below table:
Emma Hardie Brodie &
Stone
GBP000 GBP000
----------------- --------------
Revenue 2,309 1,322
----------------- --------------
Profit before tax 4 485
----------------- --------------
On a pro rata basis this would represent an annual turnover of
GBP3.5m for Emma Hardie and GBP2.6m on Brodie & Stone. It is
difficult to assess the full year profit due to a change in
commercial and operating environment.
Exceptional costs
Exceptional costs arising from the acquisitions total
GBP602,000. Legal & Professional costs of GBP218,000 and a
further GBP384,000 charge in relation to the additional liability
in respect of the Emma Hardie share issue at a guaranteed price of
GBP1.25 per share. The additional charge is based on the difference
between the original recorded estimate of 84.8p, the market price
on date of issue, and the share price at 31 March 2022 of
60.5p.
Deferred and contingent consideration
The position at year end 31 March 2022 is as follows:
Brodie and Emma Hardie Total
Stone Limited Limited
Fair value Fair value Fair value
--------------- ------------ -----------
GBP000 GBP000 GBP000
--------------- ------------ -----------
Deferred consideration at point of
acquisition 200 84 284
--------------- ------------ -----------
Settled during period (125) - (125)
--------------- ------------ -----------
Deferred consideration at 31 March
2022 75 84 159
--------------- ------------ -----------
Contingent consideration at point
of acquisition - 644 644
--------------- ------------ -----------
Additional provision in period - 384 384
--------------- ------------ -----------
Contingent consideration at 31 March
2022 - 1,028 1,028
--------------- ------------ -----------
Total deferred and contingent consideration
at 31 March 2022 75 1,112 1,187
--------------- ------------ -----------
Deferred tax
The valuation of intangibles on acquisition gives rise to a
deferred tax liability. The deferred tax liability is measured
using the value of the intangible asset at the deferred tax rate.
This deferred tax liability creates a corresponding asset which has
been included in goodwill.
9. Status of information
In accordance with section 435 of the Companies Act 2006, the
directors advise that the financial information set out in this
announcement does not constitute the Group's statutory financial
statements for the year ended 31 March 2022 or 2021, but is derived
from these financial statements. The financial statements for the
year ended 31 March 2021 have been delivered to the Registrar of
Companies. The financial statements for the year ended 31 March
2022 have been prepared in accordance with international financial
reporting standards adopted pursuant to Regulation (EC) No
1606/2002 as it applies in the European Union. The financial
statements for the year ended 31 March 2022 will be forwarded to
the Registrar of Companies following the Company's Annual General
Meeting. The Auditors have reported on these financial statements;
their reports were unqualified and did not contain statements under
Section 498(2) or (3) of the Companies Act 2006.
The consolidated statement of financial position at 31 March
2022 and the consolidated statement of comprehensive income ,
consolidated statement of changes in equity and consolidated
statement of cash flows for the year then ended have been extracted
from the Group's financial statements. Those financial statements
have not yet been delivered to the Registrar.
The strategic report with supplementary material is expected to
be posted to Shareholders shortly. The annual report and accounts
will also be available on the Company's website at:
www.creightonsplc.com and in hard copy to shareholders upon request
from the Company's registered office at 1210 Lincoln Road,
Peterborough, PE4 6ND .
The annual report and accounts for the period ended 31 March
2022 will be uploaded to the National Storage Mechanism and will be
available for viewing shortly at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
The Directors will notify shareholders when the accounts are
posted and have been uploaded to the website and to the NSM.
The Company's AGM will take place at the offices of Potter &
Moore Innovations Ltd, 1210 Lincoln Road, Peterborough, PE4 6ND on
24 August 2022 at 12:00 noon subject to prevailing Government Covid
guidelines.
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END
FR BKDBKFBKDQOD
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July 12, 2022 02:00 ET (06:00 GMT)
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