This announcement contains inside information for the
purposes of Article 7 of the UK version of Regulation (EU) No
596/2014 which is part of UK law by virtue of the European Union
(Withdrawal) Act 2018, as amended ("MAR"). Upon the publication of
this announcement via a Regulatory Information Service, this inside
information is now considered to be in the public
domain
Touchstar
plc
Results for the year ended
31 December 2023
Strong operational delivery
in 2023 has resulted in another period of improved financial
performance
The Board of Touchstar
plc ((AIM: TST) "Touchstar", the "Company" or the
"Group"), suppliers of mobile data computing solutions and managed
services to a variety of industrial sectors, is pleased to announce
its results for the twelve months ended 31 December 2023 ("FY23"
and "Period").
Key financials
|
FY23
|
FY22
|
Change
|
Total revenue
|
£7,224,000
|
£6,743,000
|
+7.1%
|
Recurring revenue
|
£2,921,000
|
£2,687,000
|
+8.7%
|
Pre - tax profit
|
£675,000
|
£422,000
|
+60.0%
|
Profit after tax
|
£639,000
|
£558,000
|
+14.5%
|
Basic earnings per share
|
7.63p
|
6.58p
|
+16.0%
|
Total dividend per share
|
2.5p
|
0.0p
|
+2.5p
|
EBITDA
|
£1,336,000
|
£1,334,000
|
+0.15%
|
FY23 financial highlights
· Total revenue up 7.1% driven by recurring revenue growth of
8.7%.
· Pre-tax profits increased by 60% as margins
normalised.
· Profit after tax improved by 14.5% as the Group became tax
paying.
· Earnings per share, enhanced by the share buyback programme,
rose 16% to 7.63p.
· Robust cash position maintained with year-end cash of £3.0m
(FY22: £3.4m) equivalent to 36.6p per share (FY22: 41.0p per
share)
· Return of surplus cash to shareholders by way of dividend and
purchasing 275,000 Ordinary Shares via share buybacks.
· Final dividend of 1.5p per share recommended (FY22: nil),
bringing total dividends for the period to 2.5p per share for FY23
(FY22: nil).
Outlook and strategic progress
· The
Board's expectation for 2024 remains unchanged. 2024 has started to
plan and if it continues sets up another year of:
o growth in revenue;
o recurring revenue growth outpacing total revenue
growth;
o margins at a healthy level;
o cash to be generated by the operations;
o investment in future growth prospects;
o preservation of a solid balance sheet; and
o progressive dividend to shareholders.
· The
Board aim to build upon the foundations of another successful year
to create a meaningful overseas business. Overseas revenue
accounted for 9.8% of total revenue in FY23 (FY22:
1.3%).
· Certified Cyber Essentials Plus has been achieved and we are
working towards ISO 27001.
· The
breakthrough in artificial intelligence ("AI") means we are fast
approaching another time of transition. The Company is working to
position its future solutions to embrace this change and take
advantage of what AI presents in improving our solutions and our
productivity.
· Cross selling product sets to existing customers across the
company.
Ian Martin, Chairman of Touchstar
commented: "2023 has resulted in
another period of improved financial performance. To build on this
progress we remain committed to providing the best customer service
we can to our customers, investing into our products, services and
platforms and continue to work to gain operational efficiency,
aligning our cost structure with our revenue
growth."
For further information, please
contact:
Touchstar plc
|
Ian Martin/ Mark Hardy
|
0161 874 5050
|
WH Ireland - Nominated adviser and
broker
|
Mike Coe/ Sarah Mather
|
0207 220 1666
|
Information on Touchstar plc can
be seen at: www.touchstarplc.com
CHAIRMANS STATEMENT
The progress that Touchstar has
made in the last few years ensures that the business continues to
evolve with a clear strategy to drive organic growth and enhance
our long-term market position. Strong operational delivery in 2023
has resulted in another period of improved financial performance.
To build on this progress we remain committed to three things that
run through the whole business. First, we will maintain the best
customer service we can to our customers. Second, we will invest
into our products, services and platforms to keep Touchstar
relevant into the future. Finally, we will continue to work to gain
operational efficiency, aligning our cost structure with our
revenue growth.
Capital Management - Dividend and Share
Buybacks
The Board recommends a final
ordinary dividend of 1.5p per share (FY22: nil). Together with the
interim dividend of 1.0p (FY22: nil) paid in December 2023, this
makes a total ordinary dividend for the year of 2.5p (FY22:
nil). This is covered just over three times by underlying
basic earnings per share and our aim is to increase the dividend in
line with growth in earnings per share.
Subject to the approval of
shareholders at the Annual General Meeting, the final ordinary
dividend of 1.5p per share will be paid on 19 July 2024 to
shareholders on the register on 21 June 2024. The ex-dividend date
will be 20 June 2024.
The Company intends to continue
purchasing its own shares. The Company has again budgeted for up to
£300,000 for share buybacks in 2024 although the exact level will
be dependent upon availability of shares and the price. The maximum
price payable must not exceed 105% of the average of the closing
middle market price per ordinary share for the previous five
days.
The Board
As previously reported, I
have informed the board of my wish to stand down as a director and
chairman of the Company during 2024. Progress has been made to
identify and recruit the right person to lead the next stage of
development of the Company and to ensure a seamless
transition.
People
It is the people within the
business that are central in the progress we continue to make, and
I would like to thank them not just for their contribution this
year but throughout my time as Chairman. It has been a pleasure and
a privilege.
Looking Ahead
2023 was not a straightforward
year and in some ways that makes it even more satisfying that we
achieved the objectives we set ourselves. It gives us more
confidence that the plans we have put in place will deliver in the
future. Our strategy has clarity, we are in robust financial
health, have good market positioning providing an opportunity for
long term growth.
Business review
The Group's operations remain
focused on the logistics, transport distribution and secure access
control markets. 2023 saw healthy activity levels in the
business areas we operate in. This was largely due to customer
adoption of the latest technologies and a consolidated push into
cross selling between customers of all the products we
supply. The fact that we offer a complete package
within our areas means we can provide cost effective solutions
whilst maintaining our margins.
We had some marked successes in
our strategic plans. Sales outside of the UK showed a marked
improvement over 2022. Sales in this market achieved just
over £712,000, 9.8% of turnover (FY22: £89,000, 1.3% of turnover)
and was all associated with the Proof of Delivery solutions we
supply. The sales were a mix of new and existing
customers. We have a number of export opportunities in 2024
too.
2023 also saw the start of our
planned expansion in the Access Control world. The marketing
and supplying of fire alarm systems, and increased activity in
promoting CCTV systems, helped to secure a large £250,000
installation of a CCTV system in the period at an existing client's
factory. We continue to build on accessing
Government department requirements and have recently signed up to a
government backed portal that provides access to tenders within the
national and local government.
For several years, Touchstar has
adopted AI in its effort to increase capability and
efficiency. Primarily utilised in the marketing department
for content creation and blogging, we are now seeing AI evolving
with big improvements in machine learning to provide a positive
contribution to speedier product development. Whilst AI is
not fool proof and can still produce challenges, it is envisaged
productivity will be increased as it upskills our
developers. The Microsoft engine we are adopting
will allow us to maintain our IPR and operates within the cyber
security of 27001 certification, as it utilises the Azure platform
security policies. Post the period end, Touchstar
independently gained full Cyber Essentials plus certification,
something demanded by customers and imperative for a software
organisation.
Financial results
Touchstar delivered a solid set of
results in 2023. It was a year in which the business continued to
make progress despite a benign economic background. Further
improvement was made in financial performance highlighting the
resilience of the business model our strategy has
developed.
|
FY23
|
FY22
|
Variance
|
Revenue
|
£7,224,000
|
£6,743,000
|
+7.1%
|
Operating profit
|
£599,000
|
£438,000
|
+36.8%
|
Interest and finance
costs
|
Received £76,000
|
Cost (£16,000)
|
+£92,000
|
Profit before tax
|
£675,000
|
£422,000
|
+60%
|
Tax
|
Charge (£36,000)
|
Credit £136,000
|
(£172,000)
|
Profit after tax
|
£639,000
|
£558,000
|
+14.5%
|
Basic earnings per
share
|
7.63p
|
6.58p
|
+16.0%
|
Dividend per share
|
2.5p
|
nil
|
+2.5p
|
Revenue increased 7.1% to
£7,224,000 (FY22: £6,743,000). Growth was driven by new customers
gains and upgrading by the existing customer base. The larger
petrochemical distribution installations were predominately
weighted in the first half of 2023, a change from the prior
year.
|
FY23
|
FY22
|
%
Change
|
Recurring revenue
|
£2,921,000
|
£2,687,000
|
+8.7%
|
Growth in recurring revenue, as
expected, outpaced the overall rate of growth in total sales.
For 2023 recurring revenue represented 40.4% of total sales (FY22:
39.8%). The business strategy is to continue to build the level of
recurring revenues in both absolute terms and in relation to total
sales.
|
H1 23
|
H2 23
|
FY23
|
H1 22
|
H2 22
|
FY22
|
FY23 on FY22 Change
|
Gross margin
|
55.4 %
|
63.6%
|
59.3%
|
59.8%
|
63.3%
|
61.7%
|
(240 basis points)
|
Gross margins regularised in the
second half of 2023 as the distorting effects of the low margin
sale previously reported in H1 23, which flattered revenue in H1 23
but reduced overall margin, worked through the financials. It is
pleasing to report that, as expected, gross margins returned to a
trend of underlying improvement, rising to 63.6% in H2 23 ( H2 22 :
63.3%).
|
FY23
|
FY22
|
%
Change
|
Administrative expenses
|
£3,637,000
|
£3,676,000
|
(1.1%)
|
A tight control was kept on
overheads as the business realised productivity improvement and
managed higher revenues from a lower expense base.
Profitability accelerated in the
second half of 2023 as margins regularised and expenses were
controlled, allowing revenue growth to flow to the bottom line.
Pre-tax profits rose by 60% to £675,000 (FY22:
£422,000).
After a long period of receiving
the benefits of tax credits, Touchstar became a tax paying entity
in 2023. A tax charge of £36,000 (FY22: tax credit £136,000)
resulted in a more modest rise in FY23 post-tax profits of 14.5% to
£639,000 (FY22: £558,000).
Earnings per share rose by 16.0%
to 7.63p in FY23 (FY22: 6.58p) driven by principally by improved
profitability and further enhanced by the positive effects of our
share buyback programme. The Company bought back a total of 275,000
shares in 2023 (FY22: nil) at a total cost of £252,000 (average
cost per share of 91p). The total number of shares with voting
rights was therefore reduced to 8,200,277(FY22:
8,475,277)
EBITDA remained stable in 2023 at
£1,336,000 (FY22: £1,334,000) as the increase in operating profit
of £161,000 was negated by the decrease in depreciation and
amortisation.
|
FY23
|
FY22
|
Change
|
Operating profit before interest
and tax
|
£599,000
|
£438,000
|
+£161,000
|
Amortisation
|
£532,000
|
£677,000
|
(£145,000)
|
Depreciation - owned
assets
|
£46,000
|
£60,000
|
(£14,000)
|
Depreciation - leased
assets
|
£159,000
|
£159,000
|
nil
|
Spend on Research and Development
(R&D)
|
£972,000
|
£1,029,000
|
(£57,000)
|
R & D
Capitalisation
|
£583,000
|
£565,000
|
+£18,000
|
Amortisation and depreciation
release in 2023 was £737,000, a much lower level than the £896,000
in 2022 as historical high CAPEX spend in 2018 on subcontracted
services and in the ERP system has all been fully depreciated.
CAPEX spending on R & D is expected to increase again but not
to return to FY 18 levels.
|
FY23
|
FY22
|
Change
|
Cash net of overdraft
|
£3,005,000
|
£3,476,000
|
(£471,000)
|
Cash per Share
|
36.6p
|
41.0p
|
(4.4p)
|
Cash returned to
shareholders
|
£334,000
|
nil
|
+£334,000
|
The balance sheet remains strong.
Cash and cash per share at year end was lower than the prior year
due to three reasons. First, in 2023 the Company spent
£334,000(FY22: nil) to enhance shareholder value through
share buybacks costing £252,000 and a dividend paid costing
£82,000. Secondly, a delayed customer go-live date deferred until
2024 and therefore delay in recognising recurring revenue, and
thirdly some customer payments received in early January 2024
rather than December 2023.
The order book, which we now
report inclusive of recurring revenues due in the forthcoming year,
stood at £3,611,000 at the year end (FY22: £4,441,000) . This is
made up of contracted recurring revenue due of £2,917,000 (FY22:
£2,823,000) and new orders of £694,000 (FY22: £1,618,000). We have
noticed that customers have returned to more of a "just in time"
behaviour rather than a more aggressive order placement strategy
seen in the period of heightened supply chain concerns.
Current trading and outlook
The Board's expectation for 2024
remains unchanged. The year has started to plan and if it
continues, 2024 should be another year of:
o growth in revenue;
o recurring revenue growth outpacing total revenue
growth;
o margins at a healthy level;
o project sales to be second half weighted;
o cash to be generated by the operations;
o investment in future growth prospects;
o preservation of a solid balance sheet; and
o progressive dividend to shareholders.
In addition, the Board aims to
continue to build its overseas business. Overseas revenue
accounted for 9.8% of total revenue in FY23 (FY22:
1.3%).
Our strong financial position
continues to support our organic growth plans. We will maintain the
discipline that has delivered profitable growth and good capital
returns to date. We remain confident in the future prospects of the
Group.
I
Martin
Chairman
16 April 2024
CEO STRATEGIC REVIEW
Turnover & profitability
A year-on-year steady improvement
in sales & profitability. This bodes well for the future of the
business, with more profitable revenue streams replacing lesser
margin revenue types.
The business sales turnover grew
at 7.1% over 2022. Cash generation also continues to remain
healthy with the Group's year-end cash position a little over £3.0
million, after paying a dividend in the year and transacting share
buy backs. The business made £675,000 profit before tax, a
60% increase over the 2022 pre-tax profit of £422,000. EBITDA
remained at a similar level to 2022, largely due to movement in
depreciation and amortisation.
Turnover, EBITDA &
PBT
|
FY19*
|
FY20
|
FY21
|
FY22
|
FY23
|
Group turnover
|
£6,654,000
|
£5,886,000
|
£6,104,000
|
£6,743,000
|
£7,224,000
|
EBITDA
|
£85,000
|
£854,000
|
£1,072,000
|
£1,334,000
|
£1,336,000
|
Profit before tax
|
£(345,000)
|
£87,000
|
£341,000
|
£558,000
|
£675,000
|
|
|
|
|
|
|
|
(* continuing operations)
Recurring revenue
Recurring revenue is now the
valuable asset we all envisaged, following our strategic review in
2018. 2023 saw total recurring revenue increase by an
additional 9% a continuing and positive trend. This success is
making a positive impact into the performance and underlying value
of the business. In 2023, the Group's recurring revenue equated to
40% of turnover.
Group recurring
revenue
|
FY19
|
FY20
|
FY21
|
FY22
|
FY23
|
|
Group recurring revenue by year
|
£1,918,000
|
£2,037,000
|
£2,322,000
|
£2,688,000
|
£2,921,000
|
% Increase year on year
|
Up 4.2%
|
up 6.2%
|
up 14.0%
|
Up 15.8%
|
up 8.7%
|
|
|
|
|
|
|
|
|
|
|
|
Whilst the Group enjoyed an
increase of 8.7% in total recurring revenue over the previous year,
the predominant impact in growth of this type of profitable revenue
continues to be in the form of software licences, a key strategic
objective. Importantly, it is positive that both forms of
revenue remain steady and growing healthily - the embodiment of a
total managed serviced offering.
Group recurring
revenue
|
FY19
|
FY20
|
FY21
|
FY22
|
FY23
|
Software licences
|
£767,000
|
£863,000
|
£1,040,000
|
£1,361,000
|
£1,495,000
|
Increase year on year
|
Up 16.4%
|
up 12.5%
|
up 20.5%
|
up 30.9%
|
up 9.8%
|
Hardware maintenance
|
£1,151,000
|
£1,174,000
|
£1,282,000
|
£1,327,000
|
£1,426,000
|
Movement year on year
|
down 2.5%
|
Up 2.0%
|
up 9.2%
|
up 3.5%
|
up 7.5%
|
|
|
|
|
|
|
|
Software development and configuration
services
As we embrace in house IPR owned
solutions, the product evolves as we add more customers. This
allows us to control our own direction and develop the product and
modules to be a more powerful product set for the marketplace. The
move to in house development has allowed us to continue increasing
the sales of bespoke software development and support services, as
customers require tweaks and modifications to our standard products
to suit their operation. The chart below illustrates the increases
in chargeable software development and support over previous
years.
Customer requested software
developments
|
FY19
|
FY20
|
FY21
|
FY22
|
FY23
|
Customer requested software developments by
year
|
£128,600
|
£129,200
|
£257,900
|
£341,400
|
£380,200
|
Increase year on year
|
Up 53.5%
|
up 0.5%
|
up 99.6%
|
up 32.4%
|
up 11.4%
|
Gross Margin
The combination of the increases
in recurring and the above software development revenues continues
to provide a healthy gross margin for the Company, of 59.3% % of
Group turnover in FY23 up from a little over 51% five years
ago.
The Group operates under the
Touchstar brand providing consistent brand awareness of the
operating companies which has been successful in promoting a
cohesive and singular business and all can be accessed under one
web site: www.touchstar.co.uk.
Shareholder value
As our stock is openly traded on
the London Stock Exchange, and enhancing shareholder value is a key
element within the Company's strategy. EPS increased to 7.63
pence, up from 6.58 pence in FY22, a continued positive trend from
five years ago when the EPS was in a negative position.
This increasing valuation of the
businesses KPIs, has allowed the Touchstar share price to continue
to outperform its peers on the London Stock Exchange (AIM). The
share price movement during the trading year of FY23 increased a
modest 9% up again from the 13% gain in the previous year. The
price at the end of the year settled at 92.5 pence a share having
peaked at over £1.10 during the year.
Consolidated income statement for the year
ended 31 December 2023
|
|
2023
|
|
2022
|
|
|
£'000
|
|
£'000
|
|
|
|
|
|
|
Revenue
|
|
7,224
|
|
6,743
|
|
Cost of sales
|
|
(2,937)
|
|
(2,583)
|
|
Gross profit
|
|
4,287
|
|
4,160
|
|
Distribution costs
|
|
(51)
|
|
(46)
|
|
Administrative expenses
|
|
(3,637)
|
|
(3,676)
|
|
Operating profit before
share-based payment provision
|
|
658
|
|
490
|
|
Share-based payment provision
included in administrative expenses
|
|
(59)
|
|
(52)
|
|
Operating profit
|
|
599
|
|
438
|
|
Finance income
|
|
85
|
|
-
|
|
Finance costs
|
|
(9)
|
|
(16)
|
|
Profit before income tax
|
|
675
|
|
422
|
|
Income tax
(charge)/credit
|
|
(36)
|
|
136
|
|
Profit for the year attributable
to the owners of the parent
|
|
639
|
|
558
|
|
Earnings per ordinary share
(pence) attributable to owners of the parent during the
year:
|
2023
|
|
2022
|
Basic
|
7.63p
|
|
6.58p
|
Diluted
|
7.58p
|
|
n/
a
|
|
|
|
|
|
The exercise price of all share
options granted at 31 December 2023 were below the average market
share of ordinary shares during the period to 31 December 2023 and
therefore deemed dilutive. During 2022 the exercise price was
higher than the average market share price and therefore deemed to
be anti-dilutive (n/a).
There is no other comprehensive
income or expense in the current year or prior year and
consequently no statement of other comprehensive income or expense
has been presented.
All activity in 2023 relating to
continuing operations.
The Company has elected to take
the exemption under section 408 of the Companies Act 2006 not to
present the parent Company income statement. The profit for the
Company is detailed in the Statement of financial position and the
Company statement of changes in shareholders' equity.
Consolidated statement of changes in equity
for the year ended 31 December 2023
|
|
Share capital
|
Treasury
shares
|
Share premium
account
|
Share based payment
Reserves
|
Retained
earnings
|
Total
|
|
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
At 1 January 2022
|
|
424
|
-
|
1,119
|
6
|
776
|
2,325
|
Cost of capital reduction in
subsidiary
|
|
-
|
-
|
-
|
-
|
(2)
|
(2)
|
Total Comprehensive income (profit
for the year)
|
|
-
|
-
|
-
|
52
|
558
|
610
|
At 31 December 2022
|
|
424
|
-
|
1,119
|
58
|
1,332
|
2,933
|
Dividend
|
|
-
|
-
|
-
|
-
|
(82)
|
(82)
|
Purchase of own shares
|
|
-
|
(252)
|
-
|
-
|
-
|
(252)
|
Cost of capital
reduction
|
|
-
|
-
|
-
|
-
|
(34)
|
(34)
|
Share based payment
charge
|
|
-
|
-
|
-
|
59
|
-
|
59
|
Transactions with shareholders
|
-
|
(252)
|
-
|
59
|
(116)
|
(309)
|
Total Comprehensive income (profit
for the year)
|
|
-
|
-
|
-
|
-
|
639
|
639
|
Capital reduction
|
|
-
|
-
|
(1,119)
|
-
|
1,119
|
-
|
At 31 December 2023
|
|
424
|
(252)
|
-
|
117
|
2,974
|
3,263
|
|
|
|
|
|
|
|
|
|
|
Company statement of changes in equity for
the year ended 31 December 2023
|
|
Share capital
|
Treasury
shares
|
Share premium
account
|
Share based payment
Reserves
|
Retained
earnings
|
Total
|
|
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
At 1 January 2022
|
|
424
|
-
|
1,119
|
6
|
(2,696)
|
(1,147)
|
Total Comprehensive income (profit
for the year)
|
|
-
|
-
|
-
|
52
|
320
|
372
|
At 31 December 2022
|
|
424
|
-
|
1,119
|
58
|
(2,376)
|
(775)
|
Dividend
|
|
-
|
-
|
-
|
-
|
(82)
|
(82)
|
Purchase of own shares
|
|
-
|
(252)
|
-
|
-
|
-
|
(252)
|
Cost of capital
reduction
|
|
-
|
-
|
-
|
-
|
(34)
|
(34)
|
Share based payment
charge
|
|
-
|
-
|
-
|
59
|
-
|
59
|
Transactions with shareholders
|
-
|
(252)
|
-
|
59
|
(116)
|
(309)
|
Total Comprehensive income (profit
for the year)
|
|
-
|
-
|
-
|
-
|
1,591
|
1,591
|
Capital reduction
|
|
-
|
-
|
(1,119)
|
-
|
1,119
|
-
|
At 31 December 2023
|
|
424
|
(252)
|
-
|
117
|
218
|
507
|
|
|
|
|
|
|
|
|
|
|
Consolidated and Company statements of
financial position as at 31 December 2022
|
|
Group
|
|
Company
|
|
|
2023
|
2022
|
|
2023
|
2022
|
|
|
£'000
|
£'000
|
|
£'000
|
£'000
|
Non-current assets
|
|
|
|
|
|
|
Intangible assets
|
|
1,137
|
1,087
|
|
-
|
-
|
Investments
|
|
-
|
-
|
|
95
|
47
|
Property, plant and
equipment
|
|
66
|
94
|
|
-
|
-
|
Right-of-use assets
|
|
225
|
299
|
|
-
|
-
|
Deferred tax assets
|
|
20
|
46
|
|
2
|
3
|
|
|
1,448
|
1,526
|
|
97
|
50
|
Current assets
|
|
|
|
|
|
|
Inventories
|
|
1,153
|
967
|
|
-
|
-
|
Trade and other
receivables
|
|
1,199
|
975
|
|
239
|
415
|
Corporation tax
receivable
|
|
18
|
18
|
|
-
|
-
|
Cash and cash
equivalents
|
|
3,005
|
4,461
|
|
292
|
-
|
|
|
5,375
|
6,421
|
|
531
|
415
|
Total assets
|
|
6,823
|
7,947
|
|
628
|
465
|
|
|
|
|
|
|
|
Current liabilities
|
|
|
|
|
|
|
Trade and other
payables
|
|
1,191
|
1,491
|
|
121
|
255
|
Contract liabilities
|
|
1,938
|
2,022
|
|
-
|
-
|
Borrowings
|
|
-
|
985
|
|
-
|
985
|
Lease liabilities
|
|
149
|
157
|
|
-
|
-
|
|
|
3,278
|
4,655
|
|
121
|
1,240
|
Non-current liabilities
|
|
|
|
|
|
|
Deferred tax
liabilities
|
19
|
90
|
80
|
|
-
|
-
|
Contract liabilities
|
24
|
130
|
144
|
|
-
|
-
|
Lease liabilities
|
26
|
62
|
135
|
|
-
|
-
|
|
|
282
|
359
|
|
-
|
-
|
Total liabilities
|
|
3,560
|
5,014
|
|
121
|
1,240
|
|
|
|
|
|
|
|
Consolidated and Company statement of
financial position as at 31 December 2023 (continued)
|
|
Group
|
|
Company
|
|
|
2023
|
2022
|
|
2023
|
2022
|
|
Note
|
£'000
|
£'000
|
|
£'000
|
£'000
|
Capital and reserves attributable
to owners of the parent
|
|
|
|
|
|
|
Retained earnings
|
|
2,974
|
1,332
|
|
218
|
(2,376)
|
Share capital
|
28
|
424
|
424
|
|
424
|
424
|
Treasury shares
|
27
|
(252)
|
-
|
|
(252)
|
-
|
Share based payment
reserve
|
27
|
117
|
58
|
|
117
|
58
|
Share premium
|
27
|
-
|
1,119
|
|
-
|
1,119
|
Total equity
|
|
3,263
|
2,933
|
|
507
|
(775)
|
Total equity and liabilities
|
|
6,823
|
7,947
|
|
628
|
465
|
Consolidated and Company cash flow statement
for the year ended 31 December 2023
|
|
Group
|
|
Company
|
|
|
2023
£'000
|
2022
£'000
|
|
2023
£'000
|
2022
£'000
|
Operating activities
|
|
|
|
|
|
|
Operating Profit/(loss)
|
|
599
|
438
|
|
(8)
|
(1)
|
Adjustments for:
|
|
|
|
|
|
|
Depreciation
|
|
205
|
218
|
|
-
|
-
|
Amortisation
|
|
532
|
677
|
|
-
|
-
|
Share-based payment
provision
|
|
59
|
52
|
|
11
|
10
|
Movement in:
|
|
|
|
|
|
|
Inventories
|
|
(187)
|
(92)
|
|
-
|
-
|
Trade and other
receivables
|
|
(224)
|
86
|
|
176
|
47
|
Trade and other payables and
contract liabilities
|
|
(398)
|
390
|
|
(134)
|
160
|
Cash generated from/(used in) operations
|
|
586
|
1,769
|
|
45
|
216
|
Interest received
|
|
85
|
-
|
|
-
|
-
|
Interest paid
|
|
(9)
|
(16)
|
|
-
|
(4)
|
Corporation tax
received
|
|
-
|
148
|
|
-
|
-
|
Net cash generated from operating
activities
|
|
662
|
1,901
|
|
45
|
212
|
Investing activities
|
|
|
|
|
|
|
Addition of intangible
assets
|
|
(583)
|
(565)
|
|
-
|
-
|
Purchase of property, plant and
equipment
|
|
(17)
|
(60)
|
|
-
|
-
|
Net cash used in investing activities
|
|
(600)
|
(625)
|
|
-
|
-
|
Financing activities
|
|
|
|
|
|
|
Dividend paid
|
|
(82)
|
-
|
|
(82)
|
-
|
Purchase of own shares
|
|
(252)
|
-
|
|
(252)
|
-
|
Cost of capital
reduction
|
|
(34)
|
(2)
|
|
(34)
|
-
|
Dividend received from
subsidiary
|
|
-
|
-
|
|
1,600
|
326
|
Repayment of business
loan
|
|
-
|
(135)
|
|
-
|
(135)
|
Principal elements of lease
payments
|
|
(165)
|
(178)
|
|
-
|
-
|
Net cash generated from financing
activities
|
|
(533)
|
(315)
|
|
1,232
|
191
|
Net (decrease)/increase in cash and cash
equivalents
|
|
(471)
|
961
|
|
1,277
|
403
|
Cash and cash equivalents at start
of the year
|
|
3,476
|
2,515
|
|
(985)
|
(1,388)
|
Cash and cash equivalents at end of the
year
|
|
3,005
|
3,476
|
|
292
|
(985)
|
|
|
|
|
|
|
|
1
General information
Touchstar plc (the 'Company') and
its subsidiaries (together 'the Group') design and build rugged
mobile computing devices and develop software solutions used in a
wide variety of field-based delivery, logistics and service
applications. The Company is a public company limited by share
capital incorporated and domiciled in the United Kingdom. The
Company has its listing on the AIM. The address of its registered
office is 1 George Square, Glasgow, G2 1AL.
2 Basis
of preparation
The final results for the year
ended 31 December 2023 have been prepared in accordance with the
accounting policies set out in the annual report and the accounts
for the year ended 31 December 2022.
The Group Financial Statements
have been prepared in accordance with the International Financial
Reporting Standards ('IFRS') as adopted by the United Kingdom, IFRS
IC interpretations and the Companies Act 2006 applicable to
companies reporting under IFRSs and the AIM Rules for Companies.
The Group Financial Statements have been prepared under the
historical cost convention.
While the financial information
included in this final announcement has been computed in accordance
with IFRS, this announcement does not itself contain sufficient
information to comply with IFRS. The accounting policies used
in preparation of this final announcement have remained unchanged
from those set out in the Group's 2021 statutory financial
statements other than those described below. They are also
consistent with those in the Group's statutory financial statements
for the year ended 31 December 2023 which have yet to be
published. The final results for the year ended 31 December
2023 were approved by the Board of Directors on 16 April
2024.
The financial information set out
in this final announcement does not constitute the Group's
statutory financial statements for the year ended 31 December 2023
but is derived from those financial statements which were approved
by the Board of Directors on 16 April 2024. The Auditors have
reported on the Group's statutory financial statements and their
report was unqualified and (ii) did not contain a statement under
section 498(2) or 498(3) Companies Act 2006. The statutory
financial statements for the year ended 31 December 2022 have not
yet been delivered to the Registrar of Companies and will be
delivered following the Company's Annual General
Meeting.
The comparative figures are
derived from the Group's statutory financial statements for the
year ended 31 December 2023 which carried an unqualified audit
report, did not contain a statement under section 498(2) or 498(3)
Companies Act 2006 and have been filed with the Registrar of
Companies.
Going Concern
These financial statements have
been prepared on a going concern basis, which assumes that the
Group will be able to meet its liabilities when they fall
due. As of 31 December 2023, the Group held unencumbered cash
of £3,005,000 (2022: £3,476,000), after considering overdraft
balances as presented in note 22. In July 2022 the company fully
repaid Coronavirus Business Interruption Loan as the management
deciding this funding was no longer required. The Group still holds
an undrawn £200,000 on demand overdraft facility as of 31 December
2023 (also £nil in April 2024).
The directors remain confident in
the business, the skillset employed in its dedicated staff, solid
product set and loyal customer base.
External global economic
challenges continue to impact business during 2023, nonetheless,
Group sales increased on 2022 by 7.1%, margins decreased slightly
from 61.7% in 2022 to 59.5%, in 2023 due to product mix, however
the increase in sales along with tight control of costs resulted in
a profit after tax of £639,000 (2022: £558,000).
The Group continues to benefit
from a supportive bank who have provided the borrowing facility
since 2005. The Group has reduced its reliance on the facility
provided by the bank and since early 2023 has an average of
£1,600,000 placed on deposit thereby generating cash via receivable
interest. In assessing the Company's ability to continue as a going
concern, the Board has reviewed the Group's cash flow and profit
forecasts removing completely reliance on any facilities. The
impact of potential risks and related sensitivities to the
forecasts were considered in assessing the likelihood of additional
facilities being required in the future.
The directors have at the time of
approving the financial statements, a reasonable expectation that
the company has adequate resources to continue in operational
existence for the foreseeable future. Thus they continue to adopt
the going concern basis of accounting in preparing the financial
statements.
3
Critical accounting estimates and judgements
The Group and Company makes
estimates and assumptions concerning the future. The resulting
accounting estimates will, by definition, seldom equal the related
actual results. The estimates and assumptions that have a
significant risk of causing a material adjustment to the carrying
amounts of assets and liabilities within the next financial year
are discussed below.
(a) Development expenditure
The Group recognises costs
incurred on development projects as an intangible asset which
satisfies the requirements of IAS 38. The calculation of the costs
incurred includes the percentage of time spent by certain employees
on the development project. The decision whether to
capitalise and how to determine the period of economic benefit of a
development project requires an assessment of the commercial
viability of the project and the prospect of selling the project to
new or existing customers.
(b) Impairment of intangibles
Judgement is required in
determining both the useful economic life of the asset along with
any impairment, notably intangible software development costs.
Useful economic life is based on the life expectancy of software
licences and recoverable amounts are based on a calculation of
expected future cash flows, which require assumptions and estimates
of future performance to be made. Cash flows are discounted to
their present value using pre-tax discount rates based on the
Directors market assessment of risks specific to the
asset.
(c) Stock provisions
Judgement is required in relation
to the appropriate provision to be made for the write down of slow
moving or obsolete inventory. Such provisions are made based on the
assessment of the Group's prospective sale of inventories and their
net realisable value, which are subject to estimation
uncertainty.
(d) Allowance for expected credit losses
The allowance for expected credit
losses assessment requires a degree of estimation and judgement. It
is based on the lifetime expected credit loss, grouped based on
days overdue, and makes assumptions to allocate an overall expected
credit loss rate for each group. These assumptions include recent
sales experience, historical collection rates, the impact of the
Coronavirus (COVID-19) pandemic and forward-looking information
that is available.
After due consideration of the
assumptions detailed above, no credit loss provision was considered
necessary for the year ended 31 December 2023 (2022:
nil).
4
Analysis of revenue
|
2023
|
2022
|
|
£'000
|
£'000
|
Recognised at a point in
time
|
4,303
|
4,055
|
Recognised over time (recurring
revenue)
|
2,921
|
2,688
|
|
7,224
|
6,743
|
5
Share-based employee remuneration
The Touchstar plc EMI Share Option
Plan (Plan) was approved by the shareholders at the Annual 2021 AGM
on 23 June 2021. It is a share-based payment scheme for employee
remuneration which will be settled in equity.
The Plan is part of the
remuneration package for Group employees as selected by the Group's
Remuneration Committee. Options under this Plan will vest if
performance conditions, are met pertaining to
profit after tax and recurring revenue growth as defined in the
Plan.
Participants in this Plan must be
employed until the end of the agreed vesting period unless deemed
as 'good employees' by the Group's Remuneration Committee on
leaving. Upon vesting, each option allows the holder to purchase
each allocated share at the market price determined at the grant
date.
The number of options granted
during the year and outstanding at 31 December 2023:
|
|
Group
|
|
2023
Number
|
2022
Number
|
At 1 January
|
422,000
|
211,000
|
Granted during the year
|
-
|
211,000
|
At 31 December
|
422,000
|
422,000
|
|
|
|
|
On 4 January 2024 the Group issued
a further 211,000 share options.
6.1 Income
tax
|
2023
£'000
|
2022
£'000
|
Corporation tax
|
|
|
Deferred tax
charged/(released)
|
36
|
(136)
|
Corporation tax is calculated at a
hybrid rate of 23.5% (2022: 19%) of the estimated assessable profit
for the year. This is the weighted average tax rate
applicable for the year.
1
6.2 Factors affecting the tax
credit for the year
The charge for the year can be
reconciled to the reported profit as follows:
|
2023
£'000
|
2022
£'000
|
Profit before income tax
|
675
|
422
|
Multiplied by the calculated hybrid rate of corporation tax
in the UK of 23.52% (2022: standard rate 19%)
|
159
|
80
|
Effects of:
|
|
|
Items not deductible for tax
purposes
|
14
|
12
|
Enhanced research and development
deduction
|
(214)
|
(225)
|
Tax losses for current year
unrecognised
|
66
|
-
|
Difference between writing-down
allowances and depreciation
|
(8)
|
20
|
Release of previously unrecognised
tax losses
|
19
|
5
|
Adjustment to deferred tax arising
from changes in tax rate
|
-
|
(28)
|
Total tax credit for the year
|
36
|
(136)
|
Factors affecting the future tax charge
Changes to the UK corporation tax
rates were substantively enacted as part of Finance Bill 2021 (on 2
February 2023). This included the maintaining of the current
corporation tax rate of 19%.
The budget also announced an
increase in rate from 19% to 25% from April 2023. Therefore,
deferred taxes at the balance sheet date have been measured at the
enacted tax rate of 25%.
7
Dividends
During the year an interim
dividend of 1p per share was paid (2022: nil). The board recommends
a final dividend of 1.5p per share (2022: nil). Together with the
interim dividend of 1p, paid in December 2023, gives a total
dividend for the year of 2.5p (2022: nil).
8
Earnings per share
The calculation of earnings per
share is based on profit attributable to owners of the parent and
the weighted average number of ordinary shares in issue 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 potential ordinary shares
arising from share options granted to employees where the exercise
price is less than the market price of the Company's ordinary
shares at the year end.
No options were issued during 2023
(2022: 211,000 options with an exercise price of 77.5p).
|
2023
|
2022
|
Basic
|
7.63p
|
6.58p
|
Diluted
|
7.58p
|
n/a
|
Reconciliations of the earnings
and weighted average number of shares used in the calculation are
set out below:
|
2023
£'000
|
2022
£'000
|
Earnings attributable to owners of the
parent
|
639
|
558
|
|
2023
Number
|
2022
Number
|
Basic weighted average number of
shares, excluding own shares, in issue
|
8,371,477
|
8,475,077
|
Dilutive effect of share
options
|
54,108
|
-
|
Dilutive weighted average number of shares, excluding own
shares, in issue
|
8,425,555
|
8,475,077
|
9
Intangible
assets
|
Group
|
|
Goodwill
£'000
|
Development
expenditure
£'000
|
Total
£'000
|
Cost
|
|
|
|
At 1 January 2022
|
8,591
|
3,083
|
11,674
|
Additions
|
-
|
565
|
565
|
Disposal
|
-
|
(33)
|
(33)
|
At 31 December 2022
|
8,591
|
3,615
|
12,206
|
Additions
|
-
|
583
|
583
|
Disposal
|
-
|
(16)
|
(16)
|
At 31 December 2023
|
8,591
|
4,182
|
12,773
|
|
|
|
|
Accumulated
amortisation
|
|
|
At 1 January 2022
|
8,591
|
1,885
|
10,476
|
Amortisation charge
|
-
|
677
|
677
|
Disposal
|
-
|
(34)
|
(34)
|
At 31 December 2022
|
8,591
|
2,528
|
11,119
|
Amortisation charge
|
-
|
532
|
532
|
Disposal
|
-
|
(15)
|
(15)
|
At 31 December 2023
|
8,591
|
3,045
|
11,636
|
|
|
|
|
Net book value
|
|
|
|
At 31 December 2023
|
-
|
1,137
|
1,137
|
At 31 December 2022
|
-
|
1,087
|
1,087
|
At 1 January 2022
|
-
|
1,198
|
1,198
|
Amortisation of £532,000 (2022:
£677,000) is included within administrative expenses in the income
statement.
Development expenditure
The calculation of the costs
incurred includes third party developers along with the percentage
of time spent by certain employees on hardware and software
development for deployment in business operations. The
decision whether to capitalise and how to determine the period of
economic benefit of a development project requires an assessment of
the commercial viability of the project and the prospect of selling
the project to new or existing customers.
Management determined budgeted
sales growth based on historic performance and its expectations of
market development via each product set's underlying
pipeline.
A review of future cashflows for
each of the product sets did not result in any
impairment.
Development expenditure has been
capitalised on an ongoing basis and therefore has a remaining
useful economic life ranging from 0 to 5 years.
10 Property, plant and
equipment
|
Plant and
machinery
£'000
|
Fixtures, fittings, tools
and equipment
£'000
|
Total
£'000
|
Cost
|
|
|
|
At 1 January 2022
|
265
|
312
|
577
|
Additions
|
29
|
31
|
60
|
Disposals
|
(39)
|
(5)
|
(44)
|
At 31 December 2022
|
255
|
338
|
593
|
Additions
|
9
|
8
|
17
|
Disposals
|
(21)
|
-
|
(21)
|
At 31 December 2023
|
243
|
346
|
589
|
|
|
|
|
Accumulated depreciation
|
|
|
|
At 1 January 2022
|
203
|
280
|
542
|
Charge for the year
|
41
|
19
|
60
|
Disposals
|
(39)
|
(5)
|
(44)
|
At 31 December 2022
|
205
|
294
|
499
|
Charge for the year
|
26
|
20
|
46
|
Disposals
|
(22)
|
-
|
(22)
|
At 31 December 2023
|
209
|
314
|
523
|
|
|
|
|
Net book value
|
|
|
|
At 31 December 2023
|
34
|
32
|
66
|
At 31 December 2022
|
50
|
44
|
94
|
At 1 January 2022
|
62
|
32
|
94
|
Depreciation expenditure of
£46,000 (2022: £60,000) is included within
administrative expenses in the income statement.
11 IFRS 16 Right of use
assets
|
Premises
£'000
|
Motor
vehicles
£'000
|
Total
£'000
|
Cost
|
|
|
|
At 1 January 2022
|
577
|
289
|
866
|
Additions
|
-
|
59
|
59
|
Disposals
|
(67)
|
(38)
|
(38)
|
At 31 December 2022
|
510
|
310
|
820
|
Additions
|
-
|
86
|
86
|
Disposal
|
-
|
(38)
|
(38)
|
At 31 December 2023
|
510
|
358
|
868
|
|
|
|
|
Accumulated depreciation
|
|
|
|
At 1 January 2022
|
312
|
155
|
467
|
Charge for the year
|
82
|
77
|
159
|
Disposal
|
(67)
|
(38)
|
(105)
|
At 31 December 2022
|
327
|
194
|
521
|
Charge for the year
|
82
|
77
|
159
|
Disposal
|
-
|
(37)
|
(37)
|
At 31 December 2023
|
409
|
234
|
643
|
|
|
|
|
Net book value
|
|
|
|
At 31 December 2023
|
101
|
124
|
225
|
At 31 December 2022
|
183
|
116
|
299
|
At 1 January 2022
|
265
|
134
|
399
|
Depreciation expenditure of
£159,000 (2022: £159,000) is included
within administrative expenses in the income statement.
12 Cash and cash
equivalents
|
Group
|
|
Company
|
|
2023
£'000
|
2022
£'000
|
|
2023
£'000
|
2022
£'000
|
Cash at bank and in hand
|
3,005
|
4,461
|
|
292
|
-
|
Less: bank overdraft
|
-
|
(985)
|
|
-
|
(985)
|
|
3,005
|
3,476
|
|
292
|
(985)
|
|
|
|
|
|
|
|
The above balances are not offset
in the Consolidated Statement of Financial Position and are
included for illustrative purposes only.
The Company holds cash on deposit
included as cash and cash equivalents. The amount held on 95-day
notice deposit at 31 December 2023 was £1,563,000 (2022: £nil)
earning interest at a rate of 3.55% per annum over base.
13 Borrowings
|
Group
|
|
Company
|
|
2023
£'000
|
2022
£'000
|
|
2023
£'000
|
2022
£'000
|
Current borrowings:
|
|
|
|
|
|
Bank overdraft
|
-
|
985
|
|
-
|
985
|
The carrying amounts of borrowings
approximate to their fair value due to their short-term maturity,
meaning that the impact of discounting is not significant. The
carrying amounts of the Group's borrowings are denominated solely
in sterling.
The Group bank overdraft facility
is secured by a bond and floating charge over the entire assets of
the Group.
At 31 December 2023, the Group had
total committed undrawn facilities of £200,000 (2022:
£200,000).
The Group now operates within a
£200,000 net overdraft facility which takes into account both the
gross cash position of each Group entity netted off against any
borrowings. As at the 31 December 2023, this represents the
net cash and cash equivalents balance of £3,005,000 (2022:
£3,476,000) in Note 12.
The Company and its subsidiaries
have given a guarantee in relation to the overdraft facilities
extended to The Group.
14 Reserves
i)
The following describes the nature of each reserve within
equity:
Reserve
|
Description and purpose
|
|
Share premium
|
Amount subscribed for share
capital in excess of nominal value.
|
Share-based payment reserve
|
Provision for options granted
under the Group Enterprise Management Incentive Scheme.
|
Retained earnings
|
All other net gains and losses and
transactions with owners (e.g. dividends) not recognised
elsewhere.
|
Treasury shares
|
Weighted average cost of own
shares held in treasury.
|
ii)
The following describes the nature of each transaction within
equity:
Reserve transactions
|
Description and purpose
|
Purchase of own shares
|
During the year the Group
purchased 275,000 of its own shares with a fair value of £252,000,
these are being held in treasury (2022: Nil).
|
Capital reduction
|
On 19 April 2023, under a Capital
Reduction Scheme, the Company by Special Resolution reduced its
share premium account. This resulted in an increase in retained
earnings amounting to £1,119,000. This process was confirmed by
Order of the Board of Touchstar plc and certified by the Registrar
of Companies.
The costs in relation to the
capital reduction amounted to £34,000. These costs have not been
included in the Income statement. Based on CA2006 s641, these costs
have been charged directly to equity via the retained earnings
reserve.
|
|
|
|
15 Share
capital
|
2023
Number
|
2023
£'000
|
|
2022
Number
|
2022
£'000
|
Ordinary shares of 5p
each
|
8,475,077
|
424
|
|
8,475,077
|
424
|
All shares are authorised, issued
and fully paid up.
16 Post balance sheet
event
On 4 January 2024 211,000 share
options were granted with an exercise price of 95p per share. This
is the third part of a four-year plan approved by shareholders at
the AGM held on 23 June 2021.