TIDMING

RNS Number : 0221Z

Ingenta PLC

11 May 2023

Ingenta plc

(the 'Group' or the 'Company')

Final Audited Results

Ingenta plc (AIM: ING) a leading provider of software and services to the global publishing industry, announces its final audited results for the year ended 31 December 2022.

Financial Key Points

   --      Revenue increased 4% to GBP10.5m (2021: GBP10.1m). 

-- Annual Recurring Revenue (ARR)* of GBP9.0m representing 86% of total revenue (2021: GBP8.9m, 88%).

   --      Operating cash inflows increased 25% to GBP2.5m in the year (2021: GBP2.0m). 

-- Cash balances at year end of GBP2.4m (2021: GBP3.0m). The adjusted cash balance prior to share purchase costs was GBP4.6m (2021: GBP3.3m).

-- Completion of a GBP2m tender offer in November 2022 comprising 1,796,484 shares at a tender price of 115 pence (2021: 440,826 shares purchased for GBP315,771).

   --      Adjusted EBITDA** increased 33% to GBP2.0m (2021: GBP1.5m). 
   --      Net profit of GBP1.5m*** (2021: GBP1.8m). 

-- Full year dividend increased 15% to 3.45 pence (2021: 3.0 pence). Proposed final dividend of 2.25 pence per share, subject to shareholder approval at the 2023 AGM (2022: 2 pence).

-- Earnings per share of 9.02 pence (2021: 10.93 pence). The earnings per share has been impacted by a tax credit of GBP0.3m in the year (2021: GBP1.1m).

Operational Key Points

-- Two Customers transitioned along a defined upgrade path from Ingenta Connect to Edify. The product upgrade path allows customers to add functionality to their software as they grow and evolve over time.

-- Expertise and success in offering managed and hosting services in our Commercial unit is being rolled out across the business. These services incorporate a wider remit over a customer's technology environment and management of the Ingenta application.

-- Expansion of sales and marketing efforts with a focus on leveraging revenue gains made in 2022. The Group will be adding key skills and experience to the existing teams in order to improve sales conversion rates in strategic markets.

Current trading

-- Strong trading in early 2023 as a number of key projects complete, generating growth in revenues and profit over the prior period.

-- Revenue growth is being driven by existing customers, with extended sales cycles persisting for sales to new customers.

-- New Canadian media customer added to the Commercial customer base. This addition further widens the reach into new vertical markets for the Group's intellectual property management solutions.

* ARR - Revenue generated and recognised in the year from annually recurring software support contracts, hosting services and managed services.

**Adjusted EBITDA - EBITDA before impairment, gain / loss on disposal of fixed assets, foreign exchange gain / loss and exceptional non-recurring costs . See note 2 for details.

***Net profit in 2022 includes a GBP0.3m deferred tax credit movement (2021: GBP1.1m).

Scott Winner, Chief Executive Officer, commented:

"After all the hard work remodelling the core functions of the business, and revitalising our product suite, I am extremely pleased to report on a full year of revenue growth. These changes were fundamental to not only allow us to grow but to do so profitably and the numbers released today are a testament to that. However, this is only the beginning, and we are now fully focussed on delivering success in 2023.

Our Intellectual Property management solutions and web-based content platforms will be central to driving growth, augmented by our proven expertise in offering wrap around technology and resource services to customers who no longer wish to service Ingenta's applications themselves.

Diversification of our markets remains an important part of our sales and marketing strategy, and I am pleased to report we will be expanding our teams to capitalise on the momentum achieved in 2022."

Certain of the information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the UK version of the EU Market Abuse Regulation (2014/596) which is part of UK law by virtue of the European Union (Withdrawal) Act 2018, as amended and supplemented from time to time.

For further information please contact:

Ingenta plc

   Scott Winner / Jon Sheffield                              Tel: 01865 397 800 

Cenkos Securities plc

   Katy Birkin / Callum Davidson                          Tel: 020 7397 8900 

Chairman's statement

Overview

2022 has been a significant year for the Group, in that it layers revenue growth onto the previously reported successes made in streamlining and optimising operations to drive efficiency. These results are enormously encouraging given the uplift in all our key profitability measures and give a hint of the potential for the business going forward. The revenue growth demonstrates the resonance of our offering with customers and provides further insight into future opportunities.

Within the Commercial business, growth has been driven by our wrap around service offering which is designed to take technology and resourcing concerns away from customers and allow them to concentrate on their core activities. Examples of this include our expertise in deploying tailored hosting environments for our software solutions. This has been a real success story and has been taken up by several key customers, and we hope more will follow. Furthermore, we have also supplied additional recurring managed services resource to take on peripheral technology routines and services to support the customer's chosen deployment. Looking forward, although some of these activities are already prevalent in the Content business, we have identified opportunities to cross sell the managed service offering to target specific data management and reporting routines customers seek to outsource.

The Content business had a slightly different flavour of success in 2022. Here, we industrialised the upgrade path of our solutions and successfully migrated two significant Ingenta Connect customers onto our enterprise focussed Edify solution. This is an important opportunity for the Group as it allows our customers to grow with us, adding features and functionality at a time that suits them. In addition to these upgrades, the Content business also added a new US customer within the wider trade organisation space and this diversification away from traditional publishing markets towards trade associations and NGOs remains a strategic objective for the Group.

Shareholders' returns and dividends

Ingenta successfully returned GBP2.07m of cash to shareholders by way of a tender offer completed in November 2022. A total of 1,796,484 Ordinary shares were repurchased and cancelled at a fixed price of 115 pence. The Group also paid an interim dividend of 1.2 pence per share (2021: 1 pence) and the Directors declared their intention to pay a final dividend of 2.25 pence per share (2022: 2 pence) subject to approval at the forthcoming AGM. The Board remains committed to generating shareholder value by a combination of capital appreciation, share buybacks and dividend payments.

Outlook

The results for 2022 have demonstrated the Group's ability to leverage its sound fundamentals and drive returns for all stakeholders. In that respect, I'm pleased to report that the business has stepped up its activities in business development and is enhancing its sales and marketing teams to build on 2022's growth. The Group believe this growth will be driven by its Content and Commercial business units which offer a broad spectrum of products and services which are applicable to both new and existing customers. Additionally, the target markets are widening as an increasing number of organisations look to better manage their intellectual property and our sales pipeline activity fully reflects this.

M C Rose

Chairman

10 May 2023

Financial review

Business Strategy

Ingenta is a provider of mission critical software and services to the publishing sector, with growth aspirations in adjacent industries. Operationally, the Group has moved to a product agnostic services architecture enabling it to offer an integrated approach to servicing customers whereby service levels and software are standardised, and as a result, resources are utilised more efficiently. The Group's focus is to accelerate growth in recurring revenue via the sale of software as a service wherever possible.

Product review

Ingenta Commercial

Ingenta Commercial provides a variety of modular publishing management systems for both print and digital products. A core area of expertise is within Intellectual Property and the Group is looking to leverage its existing expertise in contracts, rights and royalties management by expanding into adjacent verticals. The Group's conChord solution is designed for the music industry and has already been deployed and we believe there are further opportunities in other verticals where IP management is an increasing concern for customers.

Reported revenues increased by GBP0.6m to GBP7.3m (2021: GBP6.7m) driven by the increased uptake of hosting consultancy services and the Group's managed service revenue stream which aims to provide peripheral support for customers wishing to outsource internal IT activities. As anticipated, this increased the proportion of revenues that are recurring in nature from GBP6.1m to GBP6.4m. Adjusted earnings before interest, tax, depreciation and amortisation (Adjusted EBITDA - see note 2) increased from GBP0.78m to GBP1.62m. This marked improvement has been achieved via a number of factors. Firstly, operations have been optimised so that activities can be completed as efficiently as possible. Furthermore, improvements have been made to reduce the support burden which had been evident in prior years. Also, as mentioned in the Ingenta Content section below, there was a review and reallocation of group costs relating to each business unit's consumption of cloud based infrastructure.

Ingenta Content

The Ingenta Content suite of products enable publishers of any size, discipline or technical proficiency to convert, store, deliver and monetise digital content on the web.

Annual revenue decreased slightly from GBP2.4m to GBP2.3m largely as a result of new sales taking longer to convert in 2022. Two of the three new implementation projects only started earning revenue in Q4 although this will add to reported revenue in 2023. Importantly, two of the new implementations were upgrade projects for existing customers wanting to migrate from Ingenta Connect to Edify which ensures the Group can accommodate its customers as they grow. Adjusted EBITDA (see note 2) decreased from GBP0.5m to GBP0.2m and was a result of the lower new sales and a reallocation of group costs relating to shared cloud infrastructure.

Ingenta Advertising

Ingenta Advertising provides a complete browser-based multimedia advertising, CRM and sales management platform for content providers.

The business anticipates that the Group's Advertising offering will become a component of the larger Commercial and Content Products divisions and, in time, its revenues will be less clearly distinguished as a separate CGU. Revenue declined to GBP0.6m (2021: GBP0.8m) as project work was restricted in the year as customers held back on system enhancements due to economic uncertainty. Adjusted EBITDA for the advertising division (note 2) decreased marginally from GBP0.24m to GBP0.16m, largely as a result of declining revenue.

PCG

The PCG consulting arm provides a range of non-software services designed to support and drive a business's sales strategy. Strategically, the team's skills are being increasingly used to drive sales pipeline for the wider Group in addition to their own customer portfolio work.

Annual revenue was stable at GBP0.3m (2021: GBP0.3m). The division's business is driven from sales commission and retainer fees both of which remained consistent over the periods. As expected, adjusted EBITDA (note 2) was stable at a loss of GBP0.1m. The Group's policy is to make use of PCG resources to enhance the wider Group marketing function in order to improve sales pipeline growth across the business. Going forward, it is envisaged that PCG and Advertising will no longer be reported as separate business units and will fold into Ingenta Content and Ingenta Commercial.

Financial Performance

Group revenue increased to GBP10.5m (2021: GBP10.1m) with the recurring element calculated at GBP9.0m or 86% (2021: GBP8.9m and 88%). Although revenue has increased, the Group's cost of sales declined from GBP5.5m to GBP5.3m as the previous actions taken to streamline operational efficiency became fully functional. Consequently, gross profit increased to GBP5.1m (2021: GBP4.7m).

Sales and marketing spend was stable at GBP0.7m but is expected to increase in 2023 as the Group seeks to build on the sales momentum achieved this year. Administrative costs have also remained broadly stable at GBP3.2m helping deliver profit from operations of GBP1.2m (2021: GBP0.8m).

No significant tax charge is anticipated for 2022 as the Group continues to utilise brought forward tax losses. Going forward, the Group estimate they will be able to use GBP15.4m and $6.7m of the available tax losses in the UK and US (see note 8 for further details). Additionally, the Group's assessment of its deferred tax asset relating to these losses increased, generating a tax credit in the year of GBP0.3m (see note 3 for further details).

Financial Position

Non-current assets include goodwill and intangibles recognised on historic acquisitions. In 2022, Goodwill relates solely to the core Content platform software which will be used to drive growth in the future. Goodwill relating to historic acquisitions is tested for impairment each year using discounted cashflows. No impairment was identified in 2022. Property, plant and equipment reductions are a direct result of the Group's infrastructure strategy which has seen the Group leverage more Cloud based services and reduce its physical business premises. The Group's deferred tax asset has also been recalculated and increased based on the current assessment of trading performance and utilisation of available tax losses.

Current assets have decreased from GBP4.8m to GBP4.2m. This reduction in current assets is due to lower year end cash balances after using approximately GBP2.2m on the tender offer which partially offset strong operating cash inflows of GBP2.5m.

Total liabilities have increased from GBP4.6 to GBP4.9m driven by increased deferred revenue in the year. Deferred revenue increases relate to additional invoiced Ingenta Commercial project work which will be recognised in 2023.

Cashflow

The Group performed strongly generating a cash inflow from operations of GBP2.5m compared to GBP2.0m in 2021. The Group restructuring has improved efficiency and margins which flows through to cash generation. Additionally, significant historic leasing commitments are nearing completion which benefited cashflow, and will have further incremental benefits in 2023. Outside of normal operational activity, the Group has paid dividends of GBP0.5m (2021: GBP0.4m) and completed a share repurchase which amounted to an outflow of GBP2.2m (2021: GBP0.3m). Closing cash balances were GBP2.4m (2021: GBP3.0m)

Key Performance Indicators

The Board and senior management review a number of KPI's continually throughout the year, all of which form part of the monthly management accounts process and include:

   --      Revenue versus budget and monthly reforecast 
   --      Adjusted EBITDA (see note 2 for calculation) versus budget 
   --      Group cashflow versus budget 
   --      Sales pipeline growth and conversion analysis 
   --      Time utilisation statistics 

Any deviations or anomalies are investigated by senior management, and corrective action taken where appropriate.

Full year revenues were below budget because of delays in delivering new sales. To try and rectify this, the Group have revisited the sales and marketing plans to strengthen the teams in certain areas and align skills and activity to the opportunities existing in the sales pipeline.

Adjusted EBITDA was higher than budget as the Group delayed staff hiring activity whilst it reappraised its sales and marketing strategy. These plans were firmed up later in the year but execution will not be fully complete until later in 2023.

Year-end cash balances were GBP0.5m below budget reflecting the unplanned tender offer expenditure only being partially offset by strong operating performance.

The Group monitor sales activity with reference to monthly sales pipeline reports. These reports detail sales opportunities by product with metrics around expected project timelines and revenue recognition estimates so that management can deploy resources adequately to ensure the best chance of success in the bidding process. When any items are removed from the pipeline due to either a successful sale or a lost opportunity, management carry out a detailed analysis to ensure the reasons are understood and any actions required are taken.

The business monitors time utilisation at a contract level to enable accurate pricing decisions to be made ensuring profitable service delivery. Internal development costs are also reviewed to ensure the appropriate effort is spent supporting the products and deliver an effective product roadmap.

Going concern

The core fundamentals of the Group remain strong with cash reserves at the end of March 2023 of over GBP1.7m and no debt beyond leasing arrangements. The new business structure is now firmly in place allowing profitable operations to continue whilst offering capacity to grow. Management are satisfied that cash is sufficient for the needs of the business based on the cash flow forecast. The going concern review covered the period to the end of June 2024.

Although the threat of Covid has receded, there remains an element of caution in the wider economy that adds uncertainty to financial forecasting and modelling. These cautionary factors include conflict in Ukraine and a pessimistic view of economic activity in the UK. However, at an operating profit level, the Group's results so far in 2023 have been better than budget. In addition, sales pipeline activity is strong and although timing of new sales wins is inherently uncertain, the Board are confident targets are achievable. The Group continues to embrace established flexible working practices which have been successful in mitigating Covid restrictions without any significant impact to services. The Group have no direct customer or supplier relationships in Ukraine or Russia but remain vigilant of any wider impact on the business. The Group has modelled various downside scenarios and consider it appropriate to use the going concern basis to compile these financial statements. Further details on going concern are included in the accounting policies section of the financial statements.

Outlook

After a period of transition, Ingenta have successfully combined revenue growth with operational efficiency. We believe this growth to be sustainable and now spans a broader range of customers in both traditional and adjacent markets. Combined with a fully referenceable product set, and investment in our sales and marketing teams, the Group is increasingly confident that it has the necessary structure in place to capitalise on a growing pipeline of sales opportunities.

J R Sheffield

Chief Financial Officer

10 May 2023

Group Statement of Comprehensive Income

For the year ended 31 December 2022

 
 
                                                                Year ended   Year ended 
                                                                    31 Dec       31 Dec 
                                                                        22           21 
                                                         note      GBP'000      GBP'000 
======================================================  =====  ===========  =========== 
 
 Group revenue                                                      10,451       10,145 
 Cost of sales                                                     (5,348)      (5,487) 
 
 Gross profit                                                        5,103        4,658 
 
 Sales and marketing expenses                                        (707)        (690) 
 Administrative expenses                                           (3,176)      (3,214) 
 
 Profit from operations                                   2          1,220          754 
 
 Finance costs                                                        (21)         (27) 
 
 Profit before income tax                                            1,199          727 
 Income tax                                               3            260        1,074 
 
 Profit for the year attributable to equity 
  holders of the parent                                              1,459        1,801 
 
 Other comprehensive expenses which will be 
  reclassified subsequently to profit or loss: 
 Exchange differences on translation of foreign 
  operations                                                           307           56 
 
 Total comprehensive profit for the year attributable 
  to equity holders of the parent                                    1,766        1,857 
 
 Basic profit per share (pence)                           4           9.02        10.93 
 Dilutive profit per share (pence)                        4           8.94        10.50 
 
 

All activities are classified as continuing

Group Statement of Financial Position

As at 31 December 2022

 
 
                                          31 Dec    31 Dec 
                                              22        21 
===============================  ===== 
                                  Note   GBP'000   GBP'000 
===============================  =====  ========  ======== 
 Non-current assets 
 Goodwill                                  2,661     2,661 
 Other intangible assets                       -         - 
 Property, plant and equipment               302       665 
 Deferred tax asset                        1,384     1,163 
                                           4,347     4,489 
 Current assets 
 Trade and other receivables               1,910     1,810 
 Cash and cash equivalents                 2,376     3,006 
                                        ========  ======== 
                                           4,286     4,816 
 
 Total assets                              8,633     9,305 
                                        ========  ======== 
 
 Equity 
 Share capital                     5       1,512     1,692 
 Capital redemption reserve                  180         - 
 Merger reserve                           11,055    11,055 
 Reverse acquisition reserve             (5,228)   (5,228) 
 Share option reserve                        117        88 
 Translation reserve                       (298)     (605) 
 Retained earnings                       (3,564)   (2,278) 
 Total equity                              3,774     4,724 
 
 Non-current liabilities 
 Deferred tax liability                       37        88 
 Leases                                        -       192 
                                        ========  ======== 
                                              37       280 
 
 Current liabilities 
 Trade and other payables                  2,138     1,991 
 Contract liabilities                      2,684     2,310 
                                           4,822     4,301 
 
 Total liabilities                         4,859     4,581 
 
 Total equity and liabilities              8,633     9,305 
 
 

Group Statement of Changes in Equity

For the year ended 31 December 2022

 
                                                                                                                 Total 
                                 Capital                   Reverse                                Share   attributable 
                     Share    redemption     Merger    acquisition   Translation    Retained     option      to owners 
                   capital       reserve    reserve        reserve       reserve    earnings    reserve      of parent 
                   GBP'000       GBP'000    GBP'000        GBP'000       GBP'000     GBP'000    GBP'000        GBP'000 
===============  =========  ============  =========  =============  ============  ==========  =========  ============= 
 Balance at 1 
  January 
  2021               1,692             -     11,055        (5,228)         (661)     (3,353)         61          3,566 
 Dividends paid          -             -          -              -             -       (410)          -          (410) 
 Shares bought 
  back into 
  treasury               -             -          -              -             -       (316)          -          (316) 
 Share options 
  granted in 
  the 
  year                   -             -          -              -             -           -         27             27 
                 ---------  ------------  ---------  -------------  ------------  ----------  ---------  ------------- 
 Transactions 
  with 
  owners                 -             -          -              -             -       (726)         27          (699) 
 
 Profit for the 
  year                   -             -          -              -             -       1,801          -          1,801 
 Foreign 
  exchange 
  differences 
  on 
  translation            -             -          -              -            56           -          -             56 
                 ---------  ------------  ---------  -------------  ------------  ----------  ---------  ------------- 
 Total 
  comprehensive 
  income for 
  the 
  year                   -             -          -              -            56       1,801          -          1,857 
 
 Balance at 31 
  December 2021      1,692             -     11,055        (5,228)         (605)     (2,278)         88          4,724 
===============  =========  ============  =========  =============  ============  ==========  =========  ============= 
 Dividends paid          -             -          -              -             -       (523)          -          (523) 
 Shares 
  repurchased 
  and cancelled      (180)           180          -              -             -     (2,222)          -        (2,222) 
 Share options 
  granted in 
  the 
  year                   -             -          -              -             -           -         29             29 
                 ---------  ------------  ---------  -------------  ------------  ----------  ---------  ------------- 
 Transactions 
  with 
  owners             (180)           180          -              -             -     (2,745)         29        (2,716) 
 
 Profit for the 
  year                   -             -          -              -             -       1,459          -          1,459 
 Foreign 
  exchange 
  differences 
  on 
  translation            -             -          -              -           307           -          -            307 
                 ---------  ------------  ---------  -------------  ------------  ----------  ---------  ------------- 
 Total 
  comprehensive 
  income for 
  the 
  year                   -             -          -              -           307       1,459          -          1,766 
 
 Balance at 31 
  December 2022      1,512           180     11,055        (5,228)         (298)     (3,564)        117          3,774 
===============  =========  ============  =========  =============  ============  ==========  =========  ============= 
 

Group Statement of Cash Flows

For the year ended 31 December 2022

 
                                                                Year ended   Year ended 
                                                                    31 Dec       31 Dec 
                                                                        22           21 
                                                         Note      GBP'000      GBP'000 
======================================================  =====  ===========  =========== 
 
 Profit before taxation                                              1,199          727 
 
 Adjustments for 
 Depreciation                                                          412          632 
 Profit on disposal of fixed assets                                    (4)            - 
 Interest expense                                                       21           27 
 Share based payment charge                                             29           27 
 (Increase) / decrease in trade and other receivables                (100)          416 
 Increase in trade and other payables and deferred 
  income                                                               894          187 
 
 Cash inflow from operations                                         2,451        2,016 
 
 Tax paid                                                              (8)         (13) 
                                                               ===========  =========== 
 Net cash inflow from operating activities                           2,443        2,003 
 
 Cash flows from investing activities 
 Purchase of property, plant and equipment                            (45)        (119) 
 Net cash used in investing activities                                (45)        (119) 
 
 Cash flows from financing activities 
 Interest paid                                                        (21)         (21) 
 Payment of lease liabilities                                        (258)        (453) 
 Dividend paid                                                       (523)        (410) 
 Costs of share repurchase                                5        (2,222)        (316) 
 Net cash used in financing activities                             (3,024)      (1,200) 
 
 Net increase / (decrease) in cash and cash 
  equivalents                                                        (626)          684 
 
 Cash and cash equivalents at the beginning 
  of the year                                                        3,006        2,323 
 
 Exchange differences on cash and cash equivalents                     (4)          (1) 
                                                               ===========  =========== 
 
 Cash and cash equivalents at the end of the 
  year                                                               2,376        3,006 
 
 

1. Basis of preparation

The nancial information of the Group set out above does not constitute statutory accounts for the purposes of Section 435 of the Companies Act 2006. The nancial information for the year ended 31 December 2022 has been extracted from the Group's audited nancial statements which were approved by the Board of directors on 10 May 2023.

The nancial information for the year ended 31 December 2022 has been extracted from the Group's nancial statements for that period. The report of the auditor on the 2022 nancial statements was unquali ed, did not include any references to any matters to which the auditors drew attention by way of emphasis without qualifying their report and did not contain a statement under Section 498(2) or Section 498(3) of the Companies Act 2006.

Whilst the nancial information included in this preliminary announcement has been prepared in accordance with UK adopted international accounting standards ("IASs") in conformity with the requirements of the Companies Act 2006, the International Financial Reporting Interpretations Committee ("IFRIC"), interpretations issued by the International Accounting Standards Boards ("IASB") that are effective or issued and adopted as at the time of preparing these financial statements, and in accordance with the provisions of the Companies Act 2006 that are relevant to companies that report under UK adopted IASs, this announcement does not itself contain su cient information to comply with those IASs. This nancial information has been prepared in accordance with the accounting policies set out in the 2021 Report and Accounts and updated for new standards adopted in the current year.

Items included in the nancial information of each of the Group's entities are measured using the currency of the primary economic environment in which the entity operates (the functional currency). The consolidated nancial information is presented in UK sterling (GBP), which is the Group's presentational currency.

The Company is a public limited company incorporated and domiciled in England & Wales and whose shares are quoted on AIM, a market operated by the London Stock Exchange.

The principal activity of Ingenta plc and its subsidiaries is the sale of software and ancillary services.

2. Profit from operations

Profit from operations has been arrived at after charging:

 
                                                   Year ended   Year ended 
                                                       31 Dec       31 Dec 
                                                           22           21 
                                                      GBP'000      GBP'000 
===============================================   ===========  =========== 
 
 Research and development costs                         1,091        1,009 
 Net foreign exchange (gain) / loss                       328           61 
 Depreciation of property, plant and equipment 
 - owned assets                                           129          179 
 - leasehold property                                      21          133 
 - assets under leases                                    262          262 
 Amortisation                                               -           58 
 Auditor's remuneration 
 - audit fees                                             129           74 
 - taxation services                                       12           12 
 Exceptional non-recurring costs                            -            5 
 
 

An analysis reconciling the profit from operations to adjusted EBITDA is provided below.

 
                                                         Year ended   Year ended 
                                                             31 Dec       31 Dec 
                                                                 22           21 
                                                            GBP'000      GBP'000 
=====================================================   ===========  =========== 
 
 Profit from operations                                       1,220          754 
 
 Add back: 
 Depreciation and amortisation                                  412          632 
 Gain on disposal of fixed assets                               (4)            - 
 Exceptional non-recurring costs                                  -            5 
 Foreign exchange loss / (gain)                                 328           61 
 
 EBITDA before impairment, amortisation, gain 
  / loss on disposal of fixed assets, foreign 
  exchange gain / loss and exceptional non-recurring 
  costs                                                       1,956        1,452 
------------------------------------------------------  -----------  ----------- 
 

Exceptional non-recurring costs include restructuring costs, premises exit costs, non-recurring professional fees and debt write offs.

3. Tax

 
                                               Year ended   Year ended 
                                                   31 Dec       31 Dec 
                                                       22           21 
                                                  GBP'000      GBP'000 
===========================================   ===========  =========== 
 Analysis of (charge) / credit in the year 
 Current tax: 
 Current year State tax - US                          (9)         (10) 
 Adjustment to prior year charge - UK                 (3)          (3) 
 Deferred tax credit                                  272        1,087 
                                              ===========  =========== 
 Taxation                                             260        1,074 
============================================  ===========  =========== 
 

The Group has unutilised tax losses at 31 December 2022 in the UK and the USA of GBP15.4m (2021: GBP16.3m) and $8.2m (2021: $11.2m) respectively. These losses have been agreed with the tax authorities in the UK and USA. The Board intends to make use of all losses wherever possible.

Some of the US tax losses are restricted to $491K per annum as a result of change of control legislation. Losses carried forward from the change of control in April 2008 are restricted and must be used within 20 years. The Board believes the Group will be able to make use of $6.7m (2021: $7.4m) of the total unutilised losses at 31 December 2022.

No deferred tax has been recognised in accordance with advice from US tax accountants on the basis that the US losses are restricted and there is uncertainty on the value of losses which will be able to be used.

From 1 April 2023, the corporation tax rate applicable to companies with taxable profits above GBP250,000 will be 25 per cent. Companies with profits below GBP50,000 will, however, continue to pay tax at the current rate of 19 per cent. Those with taxable profits between GBP50,000 and GBP250,000 will benefit from marginal relief, similar to that which applied before the previous incarnation of the small companies' rate of corporation tax was abolished with effect from 1 April 2015.

The differences are explained below:

 
                                                      Year ended   Year ended 
                                                          31 Dec       31 Dec 
 Reconciliation of tax expense                                22           21 
                                                         GBP'000      GBP'000 
==================================================   ===========  =========== 
 Profit on ordinary activities before tax                  1,199          727 
                                                     ===========  =========== 
 
 Tax at the UK corporation tax rate of 19% 
  (2021: 19%)                                                228          138 
 Income / expenses not allowable for tax purposes             44         (16) 
 Unrelieved losses carried forward                            58          354 
 Utilisation of losses                                     (386)        (529) 
 Difference in timing of allowances                           59           56 
 Deferred tax movement                                     (272)      (1,087) 
 Adjustment to tax charge in respect of prior 
  years                                                        9           10 
 Total taxation                                            (260)      (1,074) 
===================================================  ===========  =========== 
 

United Kingdom Corporation tax is calculated at 19% (2021: 19%) of the estimated assessable profit for the year.

Taxation for other jurisdictions is calculated at the rates prevailing in the respective jurisdictions.

4. Earnings per share

Basic earnings per share is calculated by dividing the earnings attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the year.

For diluted earnings per share, the weighted average number of ordinary shares in issue is adjusted to assume conversion of all dilutive ordinary share options. Management estimate 145,535 ordinary shares will be issued (2021: 669,578) in respect of share options. In the current year, this calculation would have an antidilutive effect on earnings per share so has been ignored.

 
                                                          Year ended   Year ended 
                                                              31 Dec       31 Dec 
                                                                2022         2021 
                                                             GBP'000      GBP'000 
======================================================   ===========  =========== 
 
 Attributable profit                                           1,459        1,801 
 
 Weighted average number of ordinary shares 
  used in basic earnings per share ('000)                     16,169       16,481 
 Shares deemed to be issued in respect of share-based 
  payments                                                       146          670 
                                                         -----------  ----------- 
 Weighted average number of ordinary shares 
  used in dilutive earnings per share ('000)                  16,315       17,151 
 
 Basic profit per share arising from both total 
  and continuing operations                                    9.02p       10.93p 
 Dilutive profit per share arising from both 
  total and continuing operations                              8.94p       10.50p 
=======================================================  ===========  =========== 
 

Dividends

On 30 August 2022 the Company paid a final dividend of 2 pence per share for the year ended 31 December 2021. On 4 November 2022 an interim dividend of 1.2 pence per share was paid in respect of the year ended 31 December 2022.

After the year end, the Directors declared their intention to pay a final dividend of 2.25p for the year ended 31 December 2022, subject to approval at the forthcoming Annual General Meeting.

5. Share capital

 
                                                     Year ended   Year ended 
                                                         31 Dec       31 Dec 
                                                           2022         2021 
                                                        GBP'000      GBP'000 
=================================================   ===========  =========== 
 Issued and fully paid: 
 15,123,125 (2021: 16,919,609, 2020: 16,919,609) 
  ordinary shares of 10p each                             1,512        1,692 
--------------------------------------------------  -----------  ----------- 
 

There is one class of ordinary shares and holders are entitled to receive dividends as declared from time to time and are entitled to one vote per share at shareholder meetings.

Share transactions

During the year, the Company purchased 1,796,484 shares at a tender price of 115 pence. The shares were subsequently cancelled (2021: the Company purchased 440,826 shares for GBP315,771 which were retained as treasury shares). There were no shares issued during the year (2021: None).

6. Publication of non-statutory accounts

The financial information set out in this announcement does not constitute statutory accounts as defined in the Companies Act 2006.

The Group Statement of Comprehensive Income, Group Statement of Financial Position, Group Statement of Changes in Equity, Group Statement of Cash Flows and associated notes have been extracted from the Group's 2022 statutory financial statements upon which the auditor's opinion is unqualified and which do not include any statement under section 498 of the Companies Act 2006.

Those financial statements will be delivered to the Registrar of Companies following the release of this announcement.

This announcement and the annual report and accounts, including the Notice of Annual General Meeting, are available on the Company's website www.ingenta.com. A copy of the report and accounts will be sent to shareholders who have elected to receive a printed copy with details of the annual general meeting in due course.

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END

FR FFFFIEAIILIV

(END) Dow Jones Newswires

May 11, 2023 02:00 ET (06:00 GMT)

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