TIDMDATA
RNS Number : 6395H
GlobalData PLC
31 July 2023
31 July 2023
GlobalData Plc
Half Year Results
30 June 2023
GlobalData Plc (AIM: DATA), a leading data, analytics, and
insights platform , today publishes its results for the half year
ended 30 June 2023 (HY 2023).
-- Outperforming our Growth Optimisation Plan objectives to
date, driven by high growth and high margin
-- Strong trading performance during HY 2023 with revenue growth
of 21% and underlying growth (1) of 8%
-- Adjusted EBITDA(1) growth of 37% and further margin expansion to 39% (HY 2022: 35%)
-- Statutory profit before tax grew by 59% to GBP23.9m (HY 2022: GBP15.0m)
-- On track to deliver our goal of being a 'Rule of 50' (2) company
-- Expect to deliver results in line with increased market expectations (3) for FY 2023
Highlights
Financial results for the six months ended 30 June 2023.
Key performance metrics HY 2023 HY 2022 Growth Underlying
growth (1)
--------- --------- ------
Revenue GBP135.9m GBP111.9m +21% +8%
Operating profit GBP36.9m GBP24.1m +53%
Adj. EBITDA GBP53.5m GBP39.0m +37% +18%
Adj. EBITDA margin (1) 39% 35% +4pts
Statutory profit before
tax (PBT) GBP23.9m GBP15.0m +59%
Earnings per share (EPS) 2.2p 1.3p(4) +69%
Adj. EPS (1) 3.4p 2.9p(4) +17%
Interim dividend 1.4p 1.1p(4) +27%
Invoiced Forward Revenue
(1) GBP122.9m GBP114.6m +7% +9%
Net bank debt (1) GBP230.8m GBP190.5m +21%
Net bank debt leverage
(1) 2.3x 2.6x -0.3x
------------------------- --------- --------- ------ -----------
Mike Danson, Chief Executive Officer of GlobalData Plc,
commented:
"GlobalData has delivered another period of strong revenue,
profit and margin performance during the first half and we are
outperforming our Growth Optimisation Plan objectives to date.
Comparing to HY 2020, we have effectively doubled our Adjusted
EBITDA and increased margin by 8pts demonstrating significant
progress in that time.
We continue to leverage our proven One Platform and invest in
our proprietary data and technology, and we are particularly
excited by the opportunities we see to leverage our proprietary
datasets and domain expertise with new AI technology. We have a
clear roadmap focused on improving platform usability, driving
greater automation, developing new products, and enhancing our
internal processes.
We have clear visibility on full year revenues and a strong
business model that is delivering sustained growth. We enter the
second half with continued momentum and remain focused on executing
our long-term compounding Growth Optimisation Plan."
Financial Highlights
-- Strong growth in both revenue and Adjusted EBITDA nearing our 'rule of 50' goal
-- Total revenue growth of 21%, supported by acquisitions and
currency tailwinds as well as underlying revenue growth of 8%
-- Invoiced Forward Revenue of GBP122.9m at 30 June 2023
increased by 7% (HY 2022: GBP114.6m) which reflected underlying
growth of 9%, providing confidence for H2
-- Adjusted EBITDA up 37% to GBP53.5m (HY 2022: GBP39.0m)
-- Adjusted EBITDA margin improvement of 4 percentage points to
39% reflecting the operating leverage and fixed cost base inherent
in GlobalData's business model
-- Statutory PBT grew by 59% to GBP23.9m (HY 2022: GBP15.0m)
reflecting strong trading performance
-- Operating cash flow grew by 12% to GBP63.0m (HY 2022:
GBP56.1m) which was 118% of Adjusted EBITDA (HY 2022: 144%)
-- Strong free cash flow(1) generation of GBP43.9m (HY 2022: GBP42.8m)
-- Reduction in net bank debt leverage to 2.3x (FY 2022: 2.9x)
and total net bank debt of GBP230.8m at 30 June 2023 which reflects
a reduction of GBP18.8m in the six months since 31 December
2022
-- Interim dividend of 1.4p, up 27% (HY 2022: 1.1p), based upon
number of shares post-reorganisation share structure which
completed after the balance sheet date on 25 July 2023 (see note
15)
Operational Highlights
-- Continued strong execution of our Growth Optimisation Plan
outperforming our objectives to date. Our four key pillars are:
o Customer Obsession, World-Class Product, Sales Excellence,
Operational Agility
-- Average Client Value (>GBP20k) increased by 4% to
GBP75,800 (HY 2022: GBP73,100) reflecting a combination of more
seats and products taken by clients as well as price increases
-- M&A - Integration and performance of Media Business
Insight (MBI) and TS Lombard on track; maintaining disciplined
approach to acquisition opportunities
-- Clear AI roadmap - continued investment in AI-related
technologies to improve platform usability, drive greater
automation, develop new product and enhance internal processes
including customer insights and sales
Outlook
-- Set to deliver strong and resilient growth as uncertainty
continues to drive demand for our 'gold standard' data, delivered
through our One Platform
-- Following a strong first half performance and continued
momentum into H2 we remain on track to deliver results in line with
increased market expectations for FY 2023. We maintain our ambition
of double-digit underlying revenue growth.
-S-
Note 1: Defined in the explanation of non-IFRS measures on page
13
Note 2: 'Rule of 50': Investment concept which scores businesses
by adding their underlying revenue growth to their Adjusted EBITDA
margin
Note 3: Market expectations: Based upon company compiled
consensus estimates for revenue (range GBP275.8m-GBP279.3m) and
Adjusted EBITDA (range GBP109.6m - GBP114.7m). More detail
https://investors.globaldata.com/shareholder-centre/analyst-consensus
Note 4: The prior period comparatives for reported EPS, adjusted
EPS and dividends have been restated to reflect the impact of the
share-split, which completed after the balance sheet date on 25
July 2023 (see note 15).
ENQUIRIES
GlobalData Plc
Mike Danson, Chief Executive Officer +44(0)207 936 6400
Graham Lilley, Chief Financial Officer
Christian Cowley, Head of Investor
Relations +44(0)7795451635
J.P. Morgan Cazenove (Nomad and
Joint Broker) +44(0)207 742 4000
Bill Hutchings / Mose Adigun
Panmure Gordon (Joint Broker) +44(0)207 886 2500
Rupert Dearden / Dougie McLeod
Numis Securities (Joint Broker)
Nick Westlake / Iqra Amin +44(0)207 260 1000
FTI Consulting LLP (Financial PR) +44(0)203 727 1000
Edward Bridges / Dwight Burden / GlobalData@fticonsulting.com
Emma Hall
Notes to Editors
About GlobalData Plc
GlobalData Plc (AIM: DATA) is a leading data, analytics, and
insights platform for the world's largest industries. Our mission
is to help our clients decode the future, make better decisions,
and reach more customers.
One Platform Model
GlobalData's One Platform model is the foundation of our
business and is the result of years of continuous investment,
targeted acquisitions, and organic development. This model governs
everything we do, from how we develop and manage our products, to
our approach to sales and customer success, and supporting business
operations. At its core, this approach integrates our unique data,
expert analysis, and innovative solutions into an integrated suite
of client solutions and digital community platforms, designed to
serve a broad range of industry markets and customer needs on a
global basis. The operational leverage this provides means we can
respond rapidly to changing customer needs and market
opportunities, and continuously manage and develop products
quickly, at scale, with limited capital investment as well as
providing unique integration opportunities for M&A.
Strategic Priorities
GlobalData's four strategic priorities are: Customer Obsession,
World-Class Product, Sales Excellence and Operational Agility.
Growth Optimisation Plan
GlobalData's Growth Optimisation Plan is a set of initiatives
designed to drive revenue growth and profitability. The Plan's
initiatives operate across all of GlobalData's operations but are
organised around the strategic priorities noted above.
INTRODUCTION
At GlobalData we are on a mission to help our clients to decode
the future, make better decisions, and reach more customers. We
provide services across a wide breadth of industries and functions,
on a global scale via our One Platform. We have a clear philosophy
of owning our own data and intellectual property, as well as
seeking to be a long-term strategic partner to our clients, by
serving their critical activities with our differentiated 'gold
standard' product.
Our mission critical data is a 'must-have' rather than 'nice to
have' for a wide range of blue-chip corporates, and once embedded,
provides all the insight our clients need to navigate a challenging
macro backdrop. We create our intelligence from a deep pool of
experts across the globe, including 2,000 analysts and researchers,
250 data scientists and 100 journalists.
The data and solutions we provide are highly proprietary and
embedded into our customers' workflows, which drives high customer
retention. The Group benefits from significant operating leverage
due to a "build once, sell multiple times" business model, which
drives significant margin expansion.
Our clients typically subscribe for at least 12 months access.
The visible and recurring revenue base creates a resilient business
model, with subscriptions making close to 80% of revenue. The
balance of our revenue is made up of ancillary services such as
bespoke consulting, single copy reports and events, which all
harness our core data and insights.
GlobalData's client base is globally diversified, which reflects
our globally relevant data assets and gives the Group significant
market opportunity.
Growth Optimisation Plan
The Growth Optimisation Plan, launched in 2020, is our framework
to invest for growth with the aim to be the leading data,
analytics, and insights platform. With multiple levers for growth,
supplemented with M&A activity, we are over-delivering on the
Plan via four key pillars:
1. Customer Obsession
2. World-Class Product
3. Sales Excellence
4. Operational Agility
As a responsible business, sustainability sits at the heart of
our plan and, as a team, GlobalData is a firm believer that our
Company can drive positive change and be a force for good through
our critical information and technology innovations.
The Group assesses potential M&A targets and looks for the
same business model characteristics in its targets, such as high
quality product/ services and high volume renewal rates, which
enables greater alignment and integration opportunities. Our
scalable platform is ideally positioned to integrate new datasets
and content into our existing vertical offering or expand our
breadth into new vertical markets.
Our objective is to achieve long-term compounding growth and
maximise shareholder returns. We use an investment concept which
scores the business by adding its underlying revenue growth to its
Adjusted EBITDA margin. Our ambition as set out in our FY 2022
Results is to exceed 50, i.e. 'rule of 50'.
HALF YEAR REVIEW TO 30 JUNE 2023
During the first half we delivered another period of profitable
growth while continuing to invest in a number of initiatives to
secure future growth. Strong organic growth was complemented by the
impact of last year's acquisitions of MBI and TS Lombard, and we
delivered a significant uplift in our margin.
The Group reported revenue of GBP135.9m (HY 2022: GBP111.9m), up
21% of which 8% was underlying growth. Operating profit grew by 53%
to GBP36.9m (HY 2022: GBP24.1m) and Adjusted EBITDA increased by
37% to GBP53.5m (HY 2022: GBP39.0m). The growth in Adjusted EBITDA
was driven by profitable revenue growth, delivering a high
incremental margin as a result of our relatively fixed cost base.
Adjusted EBITDA margin of 39%, reflected a 4 percentage points gain
versus the previous year (HY 2022: 35%). Combining our underlying
revenue growth rate of 8% and the Adjusted EBITDA margin of 39% we
are nearing our goal of achieving the 'rule of 50'.
We maintained our focus on price during the half to better
reflect the increasing value of our data, analytics and insights to
our customers. During the half, Average Client Value of our larger
clients (>GBP20k) increased by 4% to GBP75,800 (HY 2022:
GBP73,100) reflecting a combination of selling additional seats and
products to existing clients, as well as price increases. We see
further opportunities ahead to align our pricing structure to the
increased value we are delivering, especially for our more recently
acquired businesses.
We continue to see strong customer demand for our data,
analytics, and insights as clients navigate both an uncertain macro
environment and disruptive themes such as artificial intelligence,
climate change, regulatory and geo-political change, which is also
reflected in strong new business pipeline.
Our customer proposition is strong and as we continue to embrace
emerging AI-related technologies we are excited about the
opportunity to improve usability and drive even greater customer
engagement.
Our growth was also supported by recent acquisitions, MBI and TS
Lombard, which were acquired in June and August of 2022
respectively. MBI has been fully integrated and TS Lombard is
nearing full integration. Both businesses are trading in line with
our plans.
We continue to pursue strategic M&A for new gold standard
data assets to integrate into our One Platform model. During the
first half no further acquisitions were made but we continue to
assess a pipeline of acquisition opportunities and remain
disciplined in our approach to M&A.
Well positioned to leverage new AI technologies
We have a track record of embracing emerging technology and we
have been consistently investing in Machine Learning and AI
technologies since 2017. Today we have approximately 250 data
scientists globally supporting our 2,000 researchers and analysts
and 100 journalists.
The AI landscape is moving quickly and we are excited about the
opportunities that Generative AI brings when we combine our
proprietary datasets with increasingly powerful technology. By
harnessing the latest AI technologies we are improving usability
for customers, increasing automation and creating efficiencies,
developing new products faster and improving our internal
processes. In particular, by making it easier for customers to use
our proprietary data and insights we expect stronger customer
engagement. Our One Platform model means we are uniquely positioned
to leverage the benefits of Generative AI across all of our
industry coverage. We are using AI to improve our internal
processes through, for example, real-time customer health insights
and more personalised sales processes.
Our deep proprietary data, with rich history and heritage
remains the key barrier to entry for new entrants and cannot be
replicated with just the use of generative AI. Controlling access
to our proprietary data is key and therefore managing the risks
around data management, client usage and cyber security remain a
key priority.
We have a clear AI roadmap focused on the four areas of
usability, automation, new products and internal processes all of
which support our Growth Optimisation Plan.
Delivering our Growth Optimisation Plan
Our Growth Optimisation Plan, launched in 2020, is our framework
to invest for growth with the aim to be the leading data,
analytics, and insights platform for the world's largest
industries. Since we launched our plan we have made excellent
progress and are outperforming our objectives to date. The
following section provides an update on each of the four
pillars.
1) Customer Obsession
Customer Obsession remains our number one priority and is
central to our strategy. It runs through everything we do, and we
continue to focus on client needs and on providing unique and
innovative solutions. We strive to maintain strong customer
relationships and endeavour to build even deeper relationships.
We are committed to ensuring the stages of our customer
lifecycle are seamless and have recently conducted a review of this
key process to further enhance collaboration, onboarding, retention
and growth. We continue to optimise our processes through a mix of
AI, multidisciplinary teams and a consistent framework. Our
customer engagement intelligence is providing us with increasingly
specific recommendations for clients so we can be more targeted
with support and service and strengthen customer loyalty.
2) World-Class Product
We continue to invest in World-Class Product enabling us to
offer our clients 'gold standard' data. Our proprietary data and
insights are generated by more than 800 analysts, 1,200 researchers
and 100 journalists, supported by 250 data scientists across 20
different industries. Our One Platform empowers the world's largest
20 industries and is highly scalable.
During the half we continued to invest in product development
including the use of AI software, workflow enhancements, user
tools, platform development and new content. Enhancements to our
Intelligence Center included:
-- Launch of new Themes proposition across all Intelligence
Centers, including significantly improved macro themes coverage
provided by TS Lombard
-- New global market datasets including energy transition,
Foreign Direct Investments (FDI), ESG and ecommerce
marketplaces
-- Significant expansion of AI coverage
We also launched new tools including Generative AI search
functionality on our Intelligence Center allowing users to ask
natural language questions. In addition, we have also launched a
new Sales Intelligence product to help clients plan, target, create
and engage their customers, as well as a new Competitive
Intelligence tool to better track and compare competitor
activity.
As well as our commitment to continuous organic investment in
our product, the recent acquisitions of Life Sciences, LMC, MBI and
TS Lombard have all added high value data and insights to our
platform.
We continue to expand our routes to market via our multiple
media sites. Our media assets provide limited free-to-access
insight through to high value, paywalled custom products and
continues to prove a powerful go-to-market proposition, driving new
customers up the value curve over time.
3) Sales Excellence
Our sales teams have a clear focus on the key levers for growth.
Linked to our Customer Obsession initiatives, our ambitious target
is to take our volume renewal rate in our larger clients
(>GBP20k) from 83% to over 90%, through increasing client
engagement and enhancing client and user experience.
During the first half, i n addition to selling more seats and
product to existing customers, we had a net increase in the number
of larger clients (>GBP20k) to 2,700 (HY 2022: 2,473), a year on
year increase of 9%. We remain focused on pricing amongst our
smaller clients, as a result the overall number of clients is
broadly consistent with HY 2022, but importantly our value renewal
rate continues to be close to 100%. Our Invoiced Forward Revenue
position and new business pipeline remain healthy, and we are
investing in new sales roles in the second half of the year.
We are increasingly using AI-driven tools across a number of
areas to retain existing clients and grow our partnerships as well
as win new clients. We use AI tools to monitor the health of our
client relationships, to help coach our sales teams, to personalise
the selling process and to increase co-ordination across our
teams.
We continue to see a significant opportunity to add greater
value to our existing clients, including via sales synergies in
acquired businesses. Our addressable market is substantial. We
believe there are 125,000 client opportunities (versus our 4,700
existing customers), with significant latent growth potential in
the US and professional services markets.
4) Operational Agility
Maintaining our entrepreneurial culture and operational agility
is key to achieving our growth potential. While maintaining a
disciplined approach to cost we continue to invest for growth in
areas such as product development and technology.
From an M&A perspective we continue to assess a healthy
pipeline of acquisition opportunities and remain disciplined in our
approach to M&A. GlobalData has a three-year GBP410.0m debt
financing facility (secured in August 2022) which provides the
Group with additional firepower to execute its M&A growth
strategy. This facility matures on 5 August 2025, with an option to
extend further by a year. The debt facility comprises a GBP290.0m
term loan however on 3 April 2023 the Group voluntarily repaid
GBP25.0m resulting in the current term loan drawdown of GBP265.0m.
The term loan was used in part to repay existing indebtedness of
GBP229.2m. The facility also comprises a Revolving Credit Facility
("RCF") of GBP120.0m which is currently undrawn, but will be used
to support long-term growth of the business, including M&A.
Operational Key Performance Indicators
The operational key performance indicators ("KPIs") below are
used by the Directors to monitor the quality of revenue growth and
understand underlying performance. Operational KPIs reference sales
orders rather than revenue and therefore impact both revenue
recognised in the year as well as Invoiced Forward Revenue. As at
30 June 2023, the total number of clients (>GBP5,000 spend) was
4,739 (HY 2022: 4,814). Clients spending more than GBP20,000
represented 2,700 clients (HY 2022: 2,473) and 77% of Group
revenues.
Clients >GBP20,000 Value renewal rate Volume renewal rate Average client value
-------------------- ------------------- ------------------- ---------------------
HY 2023 99% 83% GBP75,800
HY 2022 100% 84% GBP73,100
-------------------- ------------------- ------------------- ---------------------
Movement -1pt -1pt +4%
Robust performance in underlying operational KPIs helped deliver
8% underlying revenue growth and 9% growth in underlying Invoiced
Forward Revenue. Volume renewal rates for clients spending over
GBP20,000 was broadly consistent with HY 2022. The Group continued
to demonstrate strong pricing power, as well as selling more
licences and product to its existing client base. This resulted in
a value renewal rate for clients spending over GBP20,000 of nearly
100%.
The operational KPIs are defined and calculated as:
-- Value renewal rate - this is calculated by dividing the total
subscription sales value closed in the year compared with
subscription value available for renewal (based upon prior year
value).
-- Volume renewal rate - this is calculated by dividing the
total volume of subscription sales closed in the year compared with
subscription volume available for renewal.
-- Average client value - this is calculated using the total
value of sales across our clients and showing an average value.
Outlook
We are well positioned to maintain strong and resilient growth,
as uncertainty continues to drive demand for our 'gold standard'
data. Following a strong first half performance and continued
momentum into H2, we remain on track to deliver results in line
with increased market expectations for FY 2023. We maintain our
ambition of double-digit underlying revenue growth.
FINANCIAL REVIEW
GBPm Unaudited 6 months Unaudited 6
to months to
June 2023 June 2022
Revenue 135.9 111.9
Operating profit 36.9 24.1
Adjusting items
Depreciation 3.2 3.3
Amortisation of acquired intangible
assets 4.7 4.1
Amortisation of software 0.7 0.5
Share-based payments charge 9.7 1.4
Costs relating to share-based 0.1 -
payments scheme
Restructuring and refinancing
costs 0.3 1.0
Revaluation (gain)/loss on short-
and long-term derivatives (1.7) 2.1
Unrealised operating foreign exchange
(gain)/loss (1.7) 0.9
M&A and contingent consideration
costs 1.3 1.6
Adjusted EBITDA 53.5 39.0
-------------------
Adjusted EBITDA margin (1) 39% 35%
--------------------------------------- ------------------- ------------
Statutory profit before tax 23.9 15.0
--------------------------------------- ------------------- ------------
Amortisation of acquired intangible
assets 4.7 4.1
Share-based payments charge 9.7 1.4
Costs relating to share-based 0.1 -
payments scheme
Restructuring and refinancing
costs 0.3 1.0
Revaluation (gain)/loss on short-
and long-term derivatives (1.7) 2.1
Unrealised operating foreign exchange
(gain)/loss (1.7) 0.9
M&A and contingent consideration
costs 1.3 1.6
Borrowings non-cash interest expense - 4.0
Adjusted profit before tax 36.6 30.1
-------------------
Adjusted income tax expense (1) (8.7) (6.9)
--------------------------------------- ------------------- ------------
Adjusted profit after tax 27.9 23.2
--------------------------------------- ------------------- ------------
Cash flow generated from operations 63.0 56.1
--------------------------------------- ------------------- ------------
Interest paid (12.1) (4.4)
--------------------------------------- ------------------- ------------
Income taxes paid (2.7) (4.8)
--------------------------------------- ------------------- ------------
Principal elements of lease payments (2.4) (2.9)
--------------------------------------- ------------------- ------------
Purchase of intangible and tangible
assets (1.9) (1.2)
--------------------------------------- ------------------- ------------
Free cash flow (1) 43.9 42.8
--------------------------------------- ------------------- ------------
Operating cash flow conversion
% (1) 118% 144%
--------------------------------------- ------------------- ------------
Free cash flow conversion % (1) 120% 142%
--------------------------------------- ------------------- ------------
Earnings attributable to equity
holders (restated) (2) :
Basic earnings per share (pence) 2.2 1.3
Diluted earnings per share (pence) 2.2 1.2
Adjusted basic earnings per share
(pence) 3.4 2.9
Adjusted diluted earnings per
share (pence) 3.4 2.6
--------------------------------------- ------------------- ------------
(1) Defined in the explanation of non-IFRS measures on page
13.
(2) The prior period comparatives on basic and diluted earnings
per share on both a reported and an adjusted basis have been
restated to reflect the impact of the share-split, which completed
after the balance sheet date on 25 July 2023 (see note 15).
The financial position and performance of the business are
reflective of the core financial elements of our business model:
visible and recurring revenues, high incremental margins, scalable
opportunity and strong cash flows.
The Directors believe that Adjusted EBITDA, Adjusted EBITDA
margin, Adjusted profit before tax, Adjusted profit after tax and
Adjusted earnings per share provide additional useful information
on the operational performance of the Group to shareholders, and
internally we review the results of the Group using these measures.
The term 'adjusted' is not a defined term under IFRS and may not
therefore be comparable with similarly titled profit measures
reported by other companies. It is not intended to be a substitute
for, or superior to, IFRS measures of profit.
Revenue
Revenue grew by 21% to GBP135.9m driven from underlying growth
of 8% and aided by revenue from recent M&A and the benefit of
currency gains (HY 2022: GBP111.9m). On an underlying basis,
subscriptions (representing 78% of revenue) grew by 8% underpinned
by consistent renewal rates, strong pricing and client contract
growth as well as new business wins.
GBPm HY 2023 HY 2022 Growth
---------------------------------- ------- ------- ------
Revenue 135.9 111.9 +21%
PY results of acquired businesses
(MBI & TSL) - 9.0
Impact of currency (5.1) -
Underlying Revenue 130.8 120.9 +8%
Invoiced Forward Revenue
Invoiced Forward Revenue grew from GBP114.6m as at 30 June 2022
to GBP122.9m as at 30 June 2023. Invoiced Forward Revenue is a
major component of our significant revenue visibility for the
forthcoming period.
GBPm 30 June 2023 30 June 2022
----------------------------------------------------- ------------- ------------
Deferred revenue 117.5 110.9
Amounts not due/subscription not started at 30 June 5.4 3.7
----------------------------------------------------- ------------- ------------
Invoiced Forward Revenue 122.9 114.6
Foreign exchange impact on results
The Group derives around 60% of revenues in currencies other
than Sterling, compared with around 40% of its cost base. The
impact of currency movements in the period increased revenue by
GBP5.1m, which mainly reflected Sterling weakness against US Dollar
(average rate: HY 2023: 1.22, HY 2022: 1.31).
As at the balance sheet date 30 June, Sterling strengthened
versus US Dollar versus its position in the previous year and
therefore its impact reduced Invoiced Forward Revenue by GBP1.9m.
Cost inflation as a result of currency movements offset the gain in
the year and impacted the results by GBP1.4m. The full impact of
currency on Adjusted EBITDA was an increase of GBP3.7m.
GBPm Revenue Net operating Adjusted Adjusted Invoiced
costs EBITDA EBITDA Forward Revenue
(1) Margin
Reported 135.9 (82.4) 53.5 39% 122.9
----------------------------- -------- -------------- --------- --------- -----------------
Add back currency movements
US Dollar (4.8) 1.7 (3.1) 1.6
Euro (0.3) - (0.3) -
Other 0.0 (0.3) (0.3) 0.3
Constant currency 130.8 (81.0) 49.8 38% 124.8
----------------------------- -------- -------------- --------- --------- -----------------
2022 Proforma 120.7 (78.4) 42.3 35% 116.8
Constant currency growth
(2) +8% +3% +18% +3pts +7 (3)
(1) Net operating costs is defined as operating expenses, losses
on trade receivables and other income excluding depreciation,
amortisation of software and adjusting items (see note 6).
(2) Defined in the explanation of non-IFRS measures on page
13.
(3) The underlying growth of Invoiced Forward Revenue was 9%.
Due to timing differences of GBP4m invoicing after the balance
sheet date, the calculated constant currency is 7%.
Profit before tax
Profit before tax for the year grew by GBP8.9m to GBP23.9m (HY
2022: GBP15.0m), which reflects the operating leverage which has
driven an increase in Adjusted EBITDA of GBP14.5m to GBP53.5m (HY
2022: GBP39.0m), partly offset with increases in finance and other
operating costs.
Adjusted EBITDA
Adjusted EBITDA increased by 37% to GBP53.5m (HY 2022:
GBP39.0m). The growth in Adjusted EBITDA was driven by our strong
revenue growth and our ability to control our relatively fixed cost
base. We have an established operating cost base and given the
economics of our platform business, which sees limited incremental
cost of sale, our overall adjusted EBITDA margin increased by 4
percentage points to 39% (HY 2022: 35%).
Finance costs
Net finance costs have increased by GBP3.9m to GBP13.0m (HY
2022: GBP9.1m), including IFRS16 leases interest cost of GBP0.6m
(HY 2022: GBP0.7m). The cash paid in interest in HY 2023 was
GBP12.1m (HY 2022: GBP4.4m).
This reflects the increase in average drawn debt in 2023
compared with 2022, which funded the M&A activity and purchase
of own shares in 2022, in addition to the increase in interest
rates.
Finance costs are calculated on drawn debt based upon on a
margin range of 275-375bps, dependent on Group net leverage, plus
SONIA (Sterling Overnight Index Average rate). The Group recognises
the impact that fluctuations in market interest rates can have on
the value of the Group's interest-bearing assets and liabilities
and on the interest charge recognised in the income statement. On
21 October 2022, GlobalData Plc (the parent company) entered into
an interest rate swap arrangement, to fix the floating element of
the interest rate (based upon SONIA) to a fixed rate of
4.9125%.
The Group has applied hedge accounting in accordance with IFRS9
(Financial Instruments); as such any gains or losses on the
interest rate swap, to the extent that they are effective, are
recognised directly within other comprehensive income of both the
Group and the parent company. Undrawn debt carries interest at one
third of the prevailing margin.
Adjusting items
Adjusting items (detailed in note 6) increased by GBP1.6m in
total. Significant individual movements include:
-- The share-based payment charge has increased from GBP1.4m to
GBP9.7m, which mainly reflects the increased charge as a result of
the modification of the scheme targets from Total Shareholder
Returns ("TSR") to Adjusted EBITDA on 30 November 2022. Details of
this modification can be found in the Annual Report and Accounts
for the year ended 31 December 2022.
-- There were also 12.6m new options granted (based upon
post-reorganisation share structure which completed after the
balance sheet date on 25 July 2023 (see note 15)) in the first half
across both schemes 2 and 4, which increased the H1 charge by
GBP2.2m.
-- Revaluation gain on short- and long-term derivatives and
unrealised operating foreign exchange contributed a total gain in
the first half of GBP3.4m (HY 2022 GBP3.0m loss). This is a result
of fluctuations in currency exchange rates, mainly driven by US
Dollar.
-- Contingent consideration costs of GBP1.0m were incurred in
relation to the acquisition of MBI (HY 2022: GBPnil).
Leases
Within our operating costs, depreciation in relation to
right-of-use assets was GBP2.5m (HY 2022: GBP2.5m). Other income,
in relation to sub-let income on right-of-use assets was GBPnil (HY
2022: GBP0.1m). Our net finance costs include interest of GBP0.6m
in relation to lease liabilities (HY 2022: GBP0.7m).
Taxation
The interim period income tax expense has been calculated using
the forecast effective tax rate that would be applicable to
expected total annual earnings, i.e. the estimated average annual
effective income tax rate applied to the pre-tax income of the
interim period. To the extent practicable, where different income
tax rates apply to different categories of income, a separate rate
has been used for each individual category of interim period
pre-tax income.
Using this approach, the overall annual effective income tax
rate is currently forecast to be 26.5% (HY 2022: 22.2%). This
broadly represents the blended corporation tax rate for FY 2023 in
the UK of 23.5% adjusted for the higher rates of overseas tax in
the jurisdictions where the Group operates (1%) and expenses which
are not deductible for tax purposes (2%).
Post balance sheet event
Pursuant to a capital reorganisation exercise undertaken on 25
July 2023, the Company issued nine ordinary shares to increase the
number of ordinary shares in issue to 118,303,878 (nominal value
GBP0.000714 per share). All existing ordinary shares were then
consolidated, based on 1 consolidated share for every 14 existing
ordinary shares, and subdivided, based on 100 new ordinary shares
for every 1 consolidated share. Post-reorganisation, there were
845,027,700 ordinary shares in issue (nominal value GBP0.0001 per
share) which were admitted to AIM and commenced dealing on 26 July
2023.
Earnings per share
Basic EPS was 2.2 pence per share (HY 2022: 1.3 pence per
share). Diluted EPS was 2.2 pence per share (HY 2022 restated: 1.2
pence per share).
Adjusted EPS grew from 2.9 pence per share to 3.4 pence per
share, representing 17% growth. Adjusted diluted EPS grew from 2.6
pence (restated) per share to 3.4 pence per share, representing 31%
growth.
The prior period comparatives on basic and diluted earnings per
share on both a reported and an adjusted basis have been restated
to reflect the impact of the share-split.
The earnings per share results based upon the
post-reorganisation share structure have been compared against
earnings per share results based on the share structure existing as
at 30 June 2023 below:
Post-reorganisation Share structure
share structure as at 30 June 2023
6 months 6 months 6 months 6 months
to to to to
30 June 30 June 30 June 30 June
2023 2022 2023 2022
Unaudited Unaudited Unaudited Unaudited
Earnings per share attributable
to equity holders from continuing
operations:
------------------------------------ ----------- ----------- ----------- -----------
Basic
Profit for the period attributable
to ordinary shareholders
of the parent company (GBPm) 17.8 10.6 17.8 10.6
Weighted average number of
shares (no' m) 812.9 801.4 113.8 112.2
Basic earnings per share
(pence) 2.2 1.3 15.6 9.4
------------------------------------ ----------- ----------- ----------- -----------
Diluted
Profit for the period attributable
to ordinary shareholders
of the parent company (GBPm) 17.8 10.6 17.8 10.6
Weighted average number of
shares (no' m) 817.8 879.3 114.5 123.1
Diluted earnings per share
(pence) 2.2 1.2 15.5 8.6
Dividends
We are pleased to declare an interim dividend of 1.4 pence per
share (HY 2022 restated: 1.1 pence), an increase of 27%, consistent
with our progressive dividend policy. The interim dividend will be
paid on 6 October 2023 to shareholders on the register at the close
of business on 8 September 2023. The ex-dividend date will be on 7
September 2023.
The dividends per share based upon the post-reorganisation share
structure have been compared against dividends per share based on
the share structure existing as at 30 June 2023 below:
Post-reorganisation Share structure
share structure as at 30 June 2023
--------------------
6 months 6 months 6 months 6 months
to to to to
30 June 30 June 30 June 30 June
2023 2022 2023 2022
Unaudited Unaudited Unaudited Unaudited
-------------------- ----------- ----------- ----------- -----------
Dividend per share 1.4 1.1 10.0 7.7
Reconciliation of net bank debt
The Group defines net bank debt as short- and long-term
borrowings less cash and cash equivalents. The amount excludes
items related to leases.
GBPm 30 June 2023 30 June 2022
Short- and long-term borrowings 258.9 232.0
Cash (28.1) (41.5)
--------------------------------- -------------------------- --------------------------
Net bank debt 230.8 190.5
A reconciliation of cash generated from operations, free cash
flow and opening and closing net bank debt is set out below.
Period ended Period ended
GBPm 30 June 2023 30 June 2022 Growth
Cash flow generated from operations 63.0 56.1 +12%
Interest paid (12.1) (4.4) +175%
Income taxes paid (2.7) (4.8) -44%
Principal elements of lease payments (2.4) (2.9) -17%
Purchase of intangible and tangible assets (1.9) (1.2) +58%
-------------------------------------------- -------------- -------------- -------
Free cash flow 43.9 42.8 +3%
Dividends paid (20.8) (14.8) +41%
Net M&A (0.2) (20.1) -99%
Acquisition of own shares (2.6) (17.7) -85%
Cash received from repayment of loans - 0.9 -100%
Net cash flow 20.3 (8.9) -328%
Opening net bank debt (249.6) (177.6) +41%
Non-cash movement in borrowings (0.3) (4.0) -93%
Currency translation (1.2) - +100%
-------------------------------------------- -------------- -------------- -------
Closing net bank debt (230.8) (190.5) +21%
Last 12 months Adjusted EBITDA (1) 100.9 72.7 +39%
-------------------------------------------- -------------- -------------- -------
Net bank debt leverage 2.3x 2.6x -0.3x
(1) Reflects 12 month rolling Adjusted EBITDA results. GBP100.9m
reconciles as H2 2022 (GBP47.4m) and H1 2023 (GBP53.5m), GBP72.7m
reconciles as H2 2021 (GBP33.7m) and H1 2022 (GBP39.0m).
Cash generated from operations grew by 12% to GBP63.0m (HY 2022:
GBP56.1m), representing 118% of Adjusted EBITDA (HY 2022: 144%). We
typically expect operating cash flow to be in excess of 100% of
Adjusted EBITDA over the full financial year.
Capital expenditure was GBP1.9m during the period (HY 2022:
GBP1.2m). Capital expenditure represented 1.4% of revenue (HY 2022:
1.1%).
After increased interest paid of GBP12.1m (HY 2022: GBP4.4m),
offset by reduced taxes paid in the period, Free Cash Flow
increased by 3% to GBP43.9m which represented 120% of Adjusted
Profit Before Tax (HY 2022: 142%).
Year on year, net bank debt increased to GBP230.8m as at 30 June
2023 (30 June 2022: GBP190.5m). Net bank debt to Adjusted EBITDA
leverage at 30 June 2023 was 2.3x, down from 2.6x last year and
down from 2.9x as at 31 December 2022, demonstrating the Group's
ability to de-lever in the absence of M&A and share buy-backs.
We have a clear capital allocation policy to operate within 2-3x
net bank debt leverage, in relation to Adjusted EBITDA. The Group
reviews leverage on a look forward basis and the high degree of
visibility it has on its revenue and free cash generation gives the
Group comfort in its ability to de-lever reasonably quickly.
Explanation of non-IFRS Measures
Financial measure How we define it Why we use it
------------------ ------------------------------------- ------------------------------------
Adjusted diluted Adjusted profit after tax Provides a useful basis
EPS per diluted share (reconciliation to assess the year on
between statutory profit year operational business
and adjusted profit shown performance.
on page 8). Diluted share
defined as total of basic
weighted average number of
shares (net of shares held
in treasury reserve) and
share options in issue at
end of period (reconciliation
between basic weighted average
number of shares and diluted
weighted average number of
shares in note 15).
------------------ ------------------------------------- ------------------------------------
Adjusted EBITDA Earnings before interest,
tax, depreciation and amortisation,
adjusted to exclude costs
associated with acquisitions,
restructuring of the Group,
share-based payments, impairment,
unrealised operating exchange
rate movements and the impact
of foreign exchange contracts.
This is reconciled to the
statutory operating profit
on page 8.
------------------ ------------------------------------- ------------------------------------
Last 12 months Earnings before interest,
Adjusted EBITDA tax, depreciation and amortisation,
adjusted to exclude costs
associated with acquisitions,
restructuring of the Group,
share-based payments, impairment,
unrealised operating exchange
rate movements and the impact
of foreign exchange contracts
in the 12 months preceding
the period end date
------------------ -------------------------------------
Adjusted EBITDA Adjusted EBITDA as a percentage
margin of revenue.
------------------ -------------------------------------
Adjusted EPS Adjusted profit after tax
per share (reconciliation
between statutory profit
and adjusted profit shown
on page 8).
------------------ -------------------------------------
Adjusted income Represents the statutory
tax expense income tax expense adjusted
for the tax effect on adjusting
items. In addition, the adjusted
income tax expense includes
the effect of any tax rate
changes.
------------------ -------------------------------------
Adjusted profit Statutory profit before tax
before tax adjusted to exclude amortisation
of acquired intangible assets,
costs associated with acquisitions,
restructuring of the Group,
share-based payments, impairment,
unrealised operating exchange
rate movements and the impact
of foreign exchange contracts.
This is reconciled to the
statutory profit before tax
on page 8.
------------------ ------------------------------------- ------------------------------------
Constant currency Underlying growth is calculated To give the reader an
growth by excluding the impact of idea of the growth of
movement in exchange rates the business without the
impact of foreign exchange
fluctuations, which may
add to the transparency
and understanding of the
results.
------------------ -------------------------------------
Free cash flow Cash flow generated from Indicates the extent to
operations less interest which the Group generates
paid, income taxes paid, cash from Adjusted profits.
principal elements of lease
payments and purchase of
intangible and tangible assets.
This is calculated on page
8.
------------------ ------------------------------------- ------------------------------------
Free cash flow Free cash flow divided by
conversion Adjusted profit before tax.
This is calculated on page
8.
------------------ ------------------------------------- ------------------------------------
Invoiced Forward Invoiced Forward Revenue Acts as an indication
Revenue relates to amounts that are of revenue visibility
invoiced to clients at the for the forthcoming period.
statement of financial position
date, which relate to future
revenue to be recognised.
This is reconciled to deferred
revenue on page 9.
------------------ ------------------------------------- ------------------------------------
Net bank debt Short and long-term borrowings Provides an insight into
(excluding lease liabilities) the debt position of the
less cash and cash equivalents. Group, taking into account
This is reconciled on page current cash resources.
12.
------------------ ------------------------------------- ------------------------------------
Net bank debt Net bank debt calculated
leverage as a multiple of the last
12 months Adjusted EBITDA.
Detailed calculation is provided
on page 12.
------------------ ------------------------------------- ------------------------------------
Net cash flow Free cash flow less dividends Indicates the extent to
paid, net M&A costs, acquisition which the Group generates
of own shares and cash received cash from Adjusted profits.
from repayment of loans.
This is calculated on page
8.
------------------ ------------------------------------- ------------------------------------
Operating cash Cash flow generated from Indicates the extent to
flow conversion operations divided by Adjusted which the Group generates
EBITDA. This is calculated cash from Adjusted EBITDA.
on page 8.
------------------ ------------------------------------- ------------------------------------
Underlying growth Underlying growth is calculated The reason we use underlying
by excluding the impact of growth as a metric is
movement in exchange rates to give the reader an
and the results of acquired idea of the growth of
businesses, based upon the the business without the
comparative period prior impact of acquisitions
to acquisition. Underlying and foreign exchange fluctuations,
revenue is reconciled to which may add to the transparency
reported revenue on page and understanding of the
9. results.
------------------ ------------------------------------- ------------------------------------
Responsibility Statement
We confirm that to the best of our knowledge:
a) the consolidated interim financial statements have been
prepared in accordance with the United Kingdom adopted
International Accounting Standard 34, "Interim Financial
Reporting";
b) the consolidated interim financial statements, which have
been prepared in accordance with the applicable set of accounting
standards, give a true and fair view of the assets, liabilities,
financial position and profit or loss of the issuer, or the
undertakings included in the consolidation as a whole as required
by DTR 4.2.4R;
c) the interim management report includes a fair review of the
information required by DTR 4.2.7R, namely;
i. an indication of important events that have occurred during
the first six months of the financial year and their impact on the
consolidated interim financial statements; and
ii. a description of the principal risks and uncertainties for
the remaining six months of the financial year.
d) the interim management report includes, as required by DTR
4.2.8R, a fair review of material related party transactions that
have taken place in the first six months of the financial year and
any material changes in the related-party transactions described in
the Annual Report and Accounts for the year ended 31 December 2022
that could have a material effect on the financial position or
performance of the enterprise in the first six months of the
current financial year.
Approved by the Board on 31 July 2023 and signed on its behalf
by:
Mike Danson
Chief Executive
Independent review report to GlobalData Plc
Conclusion
We have been engaged by the Company to review the condensed set
of financial statements in the half-yearly financial report for the
six months ended 30 June 2023 which comprises the consolidated
income statement, consolidated statement of comprehensive income,
consolidated statement of financial position, the consolidated
statement of changes in equity, the consolidated statement of cash
flows and related notes 1 to 15.
Based on our review, nothing has come to our attention that
causes us to believe that the condensed set of financial statements
in the half-yearly financial report for the six months ended 30
June 2023 is not prepared, in all material respects, in accordance
with United Kingdom adopted International Accounting Standard 34
and the AIM Rules of the London Stock Exchange.
Basis for Conclusion
We conducted our review in accordance with International
Standard on Review Engagements (UK) 2410 "Review of Interim
Financial Information Performed by the Independent Auditor of the
Entity" issued by the Financial Reporting Council for use in the
United Kingdom (ISRE (UK) 2410). A review of interim financial
information consists of making inquiries, primarily of persons
responsible for financial and accounting matters, and applying
analytical and other review procedures. A review is substantially
less in scope than an audit conducted in accordance with
International Standards on Auditing (UK) and consequently does not
enable us to obtain assurance that we would become aware of all
significant matters that might be identified in an audit.
Accordingly, we do not express an audit opinion.
As disclosed in note 1, the annual financial statements of the
group will be prepared in accordance with United Kingdom adopted
international accounting standards. The condensed set of financial
statements included in this half-yearly financial report has been
prepared in accordance with United Kingdom adopted International
Accounting Standard 34, "Interim Financial Reporting".
Conclusion Relating to Going Concern
Based on our review procedures, which are less extensive than
those performed in an audit as described in the Basis for
Conclusion section of this report, nothing has come to our
attention to suggest that the directors have inappropriately
adopted the going concern basis of accounting or that the directors
have identified material uncertainties relating to going concern
that are not appropriately disclosed.
This conclusion is based on the review procedures performed in
accordance with this ISRE (UK) 2410, however future events or
conditions may cause the entity to cease to continue as a going
concern.
Responsibilities of the directors
The directors are responsible for preparing the half-yearly
financial report in accordance with the AIM rules of the London
Stock Exchange.
In preparing the half-yearly financial report, the directors are
responsible for assessing the group's ability to continue as a
going concern, disclosing as applicable, matters related to going
concern and using the going concern basis of accounting unless the
directors either intend to liquidate the company or to cease
operations, or have no realistic alternative but to do so.
Auditor's Responsibilities for the review of the financial
information
In reviewing the half-yearly financial report, we are
responsible for expressing to the group a conclusion on the
condensed set of financial statement in the half-yearly financial
report. Our conclusion, including our Conclusions Relating to Going
Concern, are based on procedures that are less extensive than audit
procedures, as described in the Basis for Conclusion paragraph of
this report.
Use of our report
This report is made solely to the company in accordance with
ISRE (UK) 2410. Our work has been undertaken so that we might state
to the company those matters we are required to state to it in an
independent review report and for no other purpose. To the fullest
extent permitted by law, we do not accept or assume responsibility
to anyone other than the company, for our review work, for this
report, or for the conclusions we have formed.
Deloitte LLP
Statutory Auditor
London, England
31 July 2023
Consolidated Income Statement
6 months 6 months
to 30 to 30
June 2023 June 2022
Notes Unaudited Unaudited
Continuing operations GBPm GBPm
Revenue 4 135.9 111.9
Operating expenses 5 (98.2) (87.8)
Losses on trade receivables 5 (1.3) (0.1)
Other income 0.5 0.1
------------------------------------ ------ ----------- -----------
Operating profit 36.9 24.1
Net finance costs 7 (13.0) (9.1)
Profit before tax 23.9 15.0
Income tax expense (6.1) (4.4)
------------------------------------ ------ ----------- -----------
Profit for the period 17.8 10.6
------------------------------------ ------ ----------- -----------
Attributable to:
Equity holders of the parent 17.8 10.6
Earnings per share attributable to
equity holders (restated):
Basic earnings per share (pence) 8 2.2 1.3
Diluted earnings per share (pence) 8 2.2 1.2
------------------------------------ ------ ----------- -----------
Reconciliation to Adjusted EBITDA:
Operating profit 36.9 24.1
Depreciation 3.2 3.3
Amortisation of software 0.7 0.5
Adjusting items 6 12.7 11.1
------------------------------------ ------ ----------- -----------
Adjusted EBITDA 53.5 39.0
------------------------------------ ------ ----------- -----------
The accompanying notes form an integral part of this financial
report.
The earnings per share prior period comparatives have been
restated to reflect the impact of the share-split, which completed
after the balance sheet date on 25 July 2023 (see note 15) on basic
and diluted earnings per share.
Consolidated Statement of Comprehensive Income
6 months to
6 months to 30 June 2023 30 June 2022
Unaudited Unaudited
GBPm GBPm
Profit for the period 17.8 10.6
Other comprehensive income
Items that will be classified subsequently to profit or loss when
specific conditions are
met:
Cash flow hedge - effective portion of changes in fair value 8.0 -
Cash flow hedge - reclassification to profit or loss 0.4 -
Net exchange losses on translation of foreign entities (1.2) (0.1)
Other comprehensive gains/(losses), net of tax 7.2 (0.1)
------------------------------------------------------------------------- ------------------------- --------------
Total comprehensive income for the period 25.0 10.5
------------------------------------------------------------------------- ------------------------- --------------
Attributable to:
------------------------------------------------------------------------ ------------------------- --------------
Equity holders of the parent 25.0 10.5
The accompanying notes form an integral part of this financial
report.
Consolidated Statement of Financial Position
30 June 31 December
2023 2022
Notes Unaudited Audited
GBPm GBPm
Non-current assets
Property, plant and equipment 28.6 31.0
Intangible assets 9 376.3 380.1
Long-term derivative asset 10 4.5 -
Deferred tax assets 2.2 2.3
-------------------------------------- ------ ----------- ------------
411.6 413.4
-------------------------------------- ------ ----------- ------------
Current assets
Trade and other receivables 59.4 62.7
Current tax receivable - 0.6
Short-term derivative assets 10 1.4 0.9
Cash and cash equivalents 28.1 34.0
-------------------------------------- ------ ----------- ------------
88.9 98.2
-------------------------------------- ------ ----------- ------------
Total assets 500.5 511.6
-------------------------------------- ------ ----------- ------------
Current liabilities
Trade and other payables (144.6) (137.3)
Short-term lease liabilities 11 (4.9) (5.4)
Current tax payable (4.0) (1.7)
Short-term derivative liabilities 10 (0.1) (1.3)
Short-term provisions (0.1) (0.1)
-------------------------------------- ------ ----------- ------------
(153.7) (145.8)
-------------------------------------- ------ ----------- ------------
Net current liabilities (64.8) (47.6)
-------------------------------------- ------ ----------- ------------
Non-current liabilities
Long-term provisions (1.2) (1.3)
Deferred tax liabilities (4.5) (4.1)
Long-term derivative liabilities 10 - (3.9)
Long-term lease liabilities 11 (23.0) (24.6)
Long-term borrowings 11 (258.9) (283.6)
-------------------------------------- ------ ----------- ------------
(287.6) (317.5)
-------------------------------------- ------ ----------- ------------
Total liabilities (441.3) (463.3)
-------------------------------------- ------ ----------- ------------
Net assets 59.2 48.3
-------------------------------------- ------ ----------- ------------
Equity
Share capital 12 0.2 0.2
Treasury reserve 12 (56.9) (70.8)
Other reserve 12 (44.3) (44.3)
Foreign currency translation reserve 12 (1.9) (0.7)
Cash flow hedge reserve 12 4.5 (3.9)
Retained profit 12 157.6 167.8
Equity attributable to equity
holders of the parent 59.2 48.3
-------------------------------------- ------ ----------- ------------
The accompanying notes form an integral part of this financial
report.
Consolidated Statement of Changes in Equity
Equity
attributable
Foreign Cash to equity
currency flow holders
Share Treasury Other translation hedge Retained of the
capital reserve reserve reserve reserve profit parent
GBPm GBPm GBPm GBPm GBPm GBPm GBPm
Balance at 1 January 2022 0.2 (66.6) (44.3) (0.3) - 217.3 106.3
Profit for the six-month
period ended 30 June 2022 - - - - - 10.6 10.6
Other comprehensive
income:
Net exchange loss on
translation
of foreign entities - - - (0.1) - - (0.1)
---------------------------- --------- ----------- --------- ------------- --------- --------- --------------
Total comprehensive income
for the period - - - (0.1) - 10.6 10.5
---------------------------- --------- ----------- --------- ------------- --------- --------- --------------
Transactions with owners:
Share buy-back - (17.7) - - - - (17.7)
Dividend - - - - - (14.8) (14.8)
Share-based payments charge - - - - - 1.4 1.4
Tax on share-based payments - - - - - (2.1) (2.1)
---------------------------- --------- ----------- --------- ------------- --------- --------- --------------
Balance at 30 June 2022 0.2 (84.3) (44.3) (0.4) - 212.4 83.6
Profit for the six-month
period ended 31 December
2022 - - - - - 19.9 19.9
Other comprehensive
income:
Cash flow hedge - effective
portion of changes in fair
value - - - - (3.9) - (3.9)
Net exchange loss on
translation
of foreign entities - - - (0.3) - - (0.3)
---------------------------- --------- ----------- --------- ------------- --------- --------- --------------
Total comprehensive income
for the period - - - (0.3) (3.9) 19.9 15.7
---------------------------- --------- ----------- --------- ------------- --------- --------- --------------
Transactions with owners:
Share buy-back - (48.9) - - - - (48.9)
Dividend - - - - - (8.8) (8.8)
Vesting of share options - 62.4 - - - (62.4) -
Share-based payments charge - - - - - 2.7 2.7
Tax on share-based payments - - - - - 4.0 4.0
Balance at 31 December
2022 0.2 (70.8) (44.3) (0.7) (3.9) 167.8 48.3
Profit for the six-month
period ended 30 June 2023 - - - - - 17.8 17.8
Other comprehensive
income:
Cash flow hedge - effective
portion of changes in fair
value - - - - 8.0 - 8.0
Cash flow hedge -
reclassification
to profit or loss - - - - 0.4 - 0.4
Net exchange loss on
translation
of foreign entities - - - (1.2) - - (1.2)
---------------------------- --------- ----------- --------- ------------- --------- --------- --------------
Total comprehensive income
for the period - - - (1.2) 8.4 17.8 25.0
---------------------------- --------- ----------- --------- ------------- --------- --------- --------------
Transactions with owners:
Share buy-back - (2.6) - - - - (2.6)
Dividend - - - - - (20.8) (20.8)
Vesting of share options - 16.5 - - - (16.5) -
Share-based payments charge - - - - - 9.7 9.7
Tax on share-based payments - - - - - (0.4) (0.4)
Balance at 30 June 2023 0.2 (56.9) (44.3) (1.9) 4.5 157.6 59.2
---------------------------- --------- ----------- --------- ------------- --------- --------- --------------
The accompanying notes form an integral part of this financial
report.
Consolidated Statement of Cash Flows
6 months 6 months
to 30 June to 30 June
2023 2022
Continuing operations Unaudited Unaudited
Cash flows from operating activities GBPm GBPm
Profit for the period 17.8 10.6
Adjustments for:
Depreciation 3.2 3.3
Amortisation 5.4 4.6
Net finance costs 13.0 9.1
Other (gains) and losses (0.5) -
Taxation recognised in profit or
loss 6.1 4.4
Share-based payments charge 9.7 1.4
Decrease/(increase) in trade and
other receivables 3.2 (2.0)
Increase in trade and other payables 6.8 22.9
Revaluation of short- and long-term
derivatives (1.7) 2.1
Movement in provisions - (0.3)
----------------------------------------- ------------ ------------
Cash generated from continuing
operations 63.0 56.1
Interest paid (12.1) (4.4)
Income taxes paid (2.7) (4.8)
----------------------------------------- ------------ ------------
Total cash flows from operating
activities 48.2 46.9
----------------------------------------- ------------ ------------
Cash flows from investing activities
Acquisitions, net of cash acquired (0.2) (20.1)
Cash received from repayment of
loans - 0.9
Purchase of property, plant and
equipment (0.3) (0.6)
Purchase of intangible assets (1.6) (0.6)
----------------------------------------- ------------ ------------
Total cash flows used in investing
activities (2.1) (20.4)
----------------------------------------- ------------ ------------
Cash flows from financing activities
Repayment of borrowings (25.0) (2.5)
Proceeds from borrowings - 31.0
Loan refinancing fee - (0.7)
Acquisition of own shares (2.6) (17.7)
Principal elements of lease payments (2.4) (2.9)
Dividends paid (20.8) (14.8)
----------------------------------------- ------------ ------------
Total cash flows used in financing
activities (50.8) (7.6)
----------------------------------------- ------------ ------------
Net (decrease)/ increase in cash
and cash equivalents (4.7) 18.9
Cash and cash equivalents at beginning
of period 34.0 22.6
Effects of currency translation
on cash and cash equivalents (1.2) -
---------------------------------------- ------------ ------------
Cash and cash equivalents at end
of period 28.1 41.5
----------------------------------------- ------------ ------------
The accompanying notes form an integral part of this financial
report.
Notes to the Interim Financial Statements
1. General information
Nature of operations
The principal activity of GlobalData Plc and its subsidiaries
(together 'the Group') is to provide business information in the
form of high quality proprietary data, analytics, and insights to
clients in multiple sectors.
GlobalData Plc ('the Company') is a company incorporated in the
United Kingdom (England & Wales) and listed on the Alternative
Investment Market (AIM), therefore is publicly owned and limited by
shares. The registered office of the Company is John Carpenter
House, John Carpenter Street, London, EC4Y 0AN. The registered
number of the Company is 03925319.
Basis of preparation
These interim financial statements are for the six months ended
30 June 2023. They have been prepared in accordance with United
Kingdom adopted International Accounting Standard 34, "Interim
Financial Reporting". They do not include all of the information
required for full annual financial statements and should be read in
conjunction with GlobalData Plc's audited financial statements for
the year ended 31 December 2022.
The financial information for the year ended 31 December 2022
set out in this interim report does not constitute statutory
accounts as defined in Section 434 of the Companies Act 2006. The
Group's statutory financial statements for the year ended 31
December 2022 have been filed with the Registrar of Companies and
can be found on the Group's website www.globaldata.com. The
independent auditors' report on the full financial statements for
the year ended 31 December 2022 was unqualified and did not contain
an emphasis of matter paragraph or any statement under section 498
of the Companies Act 2006.
These interim financial statements have been prepared on the
historical cost basis, except for derivative financial instruments,
which are measured at fair value.
The interim financial statements are presented in Pounds
Sterling (GBP), which is also the functional currency of the
Company. These interim financial statements have been approved for
issue by the Board of Directors.
Critical accounting estimates and judgements
When preparing the Interim Financial Statements, the Group makes
a number of estimates, judgements and assumptions regarding the
future. Estimates, judgements and assumptions are frequently
evaluated based on historical experience and other factors,
including expectations of future events that are believed to be
reasonable under the circumstances. In the future, actual
experience may deviate from these estimates and assumptions.
The judgements, estimates and assumptions applied in the Interim
Financial Statements, including the key sources of estimation
uncertainty, were the same as those applied in the Group's last
annual financial statements for the year ended 31 December
2022.
Principal and emerging risks and uncertainties
The Directors consider that the principal and emerging risks and
uncertainties facing the Group as at 30 June 2023, and looking
forwards into H2 2023, are consistent with those reported within
the Strategic Report of the annual financial statements for the
year ended 31 December 2022. The key risks identified were as
follows:
-- Business and strategic risks: Product; People and Succession;
Competition and Clients; Economic and Global Political Changes;
Acquisition and Disposal Risk
-- Operational risks: Financial; Loss, Misuse or Theft of
Proprietary, Employee or Client Data; IT, Cyber and Systems
Failure; Regulatory Compliance
We are a data, analytics, and insights company in which our
products are created and distributed digitally. Our carbon
footprint is considerably smaller than those of many other
companies of our size. Therefore, we have concluded that
environmental factors do not represent a principal risk to our
business.
Going concern
The Group has closing cash of GBP28.1m as at 30 June 2023 (31
December 2022: GBP34.0m) and net bank debt of GBP230.8m (31
December 2022: GBP249.6m), being cash and cash equivalents less
short- and long-term borrowings, excluding lease liabilities. The
Group has an outstanding term loan of GBP265.0m which is syndicated
with 12 lenders. As at 30 June 2023, the Group had an undrawn RCF
of GBP120.0m which is syndicated with 13 lenders. The Group's
banking facilities are in place until August 2025, at which point
the Group will be required to renew or extend its financing
arrangements. The Group has generated GBP63.0m in cash from
operations during the period ended 30 June 2023 (30 June 2022:
GBP56.1m). Based on cash flow projections the Group considers the
existing financing facilities to be adequate to meet short-term
commitments.
The finance facilities were issued with debt covenants which are
measured on a quarterly basis. There have been no breaches of
covenants in the period ended 30 June 2023. Management has reviewed
forecast cash flows and there is no indication that there will be
any breach in the next 12 months.
The Directors have a reasonable expectation that there are no
material uncertainties that cast significant doubt about the
Group's ability to continue in operation and meet its liabilities
as they fall due for the foreseeable future, being a period of at
least 12 months from the date of announcement of the interim
financial statements. The Group has ample headroom in relation to
the financial covenants in place and no breach is forecast. The
Directors have modelled a number of worst-case scenarios to
consider their potential impact on the Group's results, cash flow
and loan covenant forecast. Key assumptions built into the
scenarios focus on revenue growth. In addition to performing
scenario planning, the Directors have also conducted stress testing
of the Group's forecasts and, taking into account reasonable
downside sensitivities (acknowledging that such risks and
uncertainties exist), the Directors are satisfied that the business
is expected to operate within its facilities. The plausible
downside scenarios modelled were as follows: (i) new business
subscription sales being lower than expectation (ii) consulting
revenues being lower than expectation and (iii) both scenarios
combined. There remains headroom on the covenants under each
scenario and cash remained in excess of GBP20.0m in all months.
Through our normal business practices, we are in regular
communication with our lenders and are satisfied they will be in a
position to continue supporting us for the foreseeable future.
The Directors therefore consider the strong balance sheet, with
good cash reserves and working capital along with group financing
arrangements, provide ample liquidity. Accordingly, the Directors
have prepared the interim financial statements on a going concern
basis.
2. Accounting policies
This interim report has been prepared based on the accounting
policies detailed in the Group's financial statements for the year
ended 31 December 2022, which have been applied consistently. The
annual financial statements of the Group are prepared in accordance
with United Kingdom adopted international accounting standards. The
financial statements also comply with International Financial
Reporting Standards (IFRSs) as issued by the IASB.
Presentation of non-statutory alternative performance
measures
The Directors believe that Adjusted EBITDA, Adjusted EBITDA
margin, Adjusted profit before tax, Adjusted profit after tax and
Adjusted earnings per share provide additional useful information
on the operational performance of the Group to shareholders, and we
review the results of the Group using these measures internally.
The term 'adjusted' is not a defined term under IFRS and may not
therefore be comparable with similarly titled profit measures
reported by other companies. It is not intended to be a substitute
for, or superior to, IFRS measures of profit.
Adjustments are made in respect of:
Share-based payments Share-based payment expenses are excluded from
and associated costs Adjusted EBITDA as they are a non-cash charge
and the awards are equity-settled.
Restructuring, M&A The Group excludes these costs from Adjusted
(including contingent EBITDA where the nature of the item, or its size,
consideration) and is not related to the operational performance
refinancing costs of the Group and allows for comparability of
underlying results.
-----------------------------------------------------
Amortisation and The amortisation charge for those intangible
impairment of acquired assets recognised on business combinations is
intangible assets excluded from Adjusted EBITDA since they are
non-cash charges arising from historical investment
activities. Any impairment charges recognised
in relation to these intangible assets are also
excluded from Adjusted EBITDA. This is a common
adjustment made by acquisitive information service
businesses and is therefore consistent with peers.
-----------------------------------------------------
Revaluation of short- Gains and losses are recognised within Adjusted
and long-term derivatives EBITDA when they are realised in cash terms and
therefore we exclude non-cash movements arising
from fluctuations in exchange rates which better
aligns Adjusted EBITDA with the cash performance
of the business.
-----------------------------------------------------
Unrealised operating
foreign exchange
gain/loss
-----------------------------------------------------
3. Taxation
Income tax on the profit or loss for the period comprises
current and deferred tax.
Current tax is the expected tax payable on the taxable income
for the period, using rates substantively enacted at the reporting
date, and any quantifiable adjustments to the tax payable in
respect of previous years.
Deferred taxation is provided in full on temporary differences
between the carrying amount of the assets and liabilities in the
financial statements and the tax base. Deferred tax assets are
recognised only to the extent that it is probable that future
taxable profits will be available against which the temporary
difference can be utilised. Deferred tax is determined using the
tax rates that have been enacted or substantively enacted by the
reporting date and are expected to apply when the deferred tax
liability is settled or the deferred tax asset is realised.
Tax is recognised in the income statement for interim reporting
purposes using the tax rate that would be applicable to expected
total annual earnings, being the estimated average annual effective
income tax rate applied to the pre-tax income of the interim
period. To the extent practicable, a separate estimated average
annual effective income tax rate is determined for each tax
jurisdiction and applied individually to the interim period pre-tax
income of each jurisdiction. Similarly, if different income tax
rates apply to different categories of income (such as capital
gains), to the extent practicable, a separate rate is applied to
each individual category of interim period pre-tax income.
4. Segment analysis
The principal activity of GlobalData Plc and its subsidiaries
(together 'the Group') is to provide business information in the
form of high quality proprietary data, analytics, and insights to
clients in multiple sectors.
IFRS8 "Operating Segments" requires the segment information
presented in the financial statements to be that which is used
internally by the chief operating decision maker to evaluate the
performance of the business and to decide how to allocate
resources. The Group has identified the Chief Executive as its
chief operating decision maker.
The Group maintains a centralised operating model and single
product platform (One Platform), which is underpinned by a common
taxonomy, shared development resource, and new data science
technologies. The fundamental principle of the GlobalData business
model is to provide our clients with subscription access to our
proprietary data, analytics, and insights platform, with the
offering of ancillary services such as consulting, single copy
reports and events. The vast majority of data sold by the Group is
produced by a central research team which produces data for the
Group as a whole. The central research team reports to one central
individual, the Managing Director of the India operation, who
reports to the Group Chief Executive. 'Data, Analytics, and
Insights' is therefore considered to be the operating segment of
the Group.
The Group profit or loss is reported to the Chief Executive on a
monthly basis and consists of earnings before interest, tax,
depreciation, amortisation, central overheads and other adjusting
items. The Chief Executive also monitors revenue within the
operating segment.
The Group considers the use of a single operating segment to be
appropriate due to:
-- The Chief Executive reviewing profit or loss at the Group level;
-- Utilising a centralised operating model;
-- Being an integrated solutions based business, rather than a portfolio business; and
-- The M&A strategy of the Group being to fully integrate within the One Platform.
A reconciliation of Adjusted EBITDA to profit before tax from
continuing operations is set out below:
6 months 6 months
to 30 June to 30 June
2023 2022
Unaudited Unaudited
GBPm GBPm
Adjusted EBITDA 53.5 39.0
Restructuring costs (0.3) (0.8)
M&A costs (0.3) (1.6)
Contingent consideration (1.0) -
Refinancing costs - (0.2)
Share-based payments charge (9.7) (1.4)
Costs relating to share-based payment
schemes (0.1) -
Revaluation gain/(loss) on short- and
long-term derivatives 1.7 (2.1)
Unrealised operating foreign exchange
gain/(loss) 1.7 (0.9)
Amortisation of acquired intangibles (4.7) (4.1)
Depreciation (3.2) (3.3)
Amortisation (excluding amortisation
of acquired intangible assets) (0.7) (0.5)
Finance costs (13.0) (9.1)
Profit before tax 23.9 15.0
---------------------------------------- ------------ ------------
The Group generates revenue from services provided over a period
of time such as recurring subscriptions and other services which
are deliverable at a point in time such as reports, events and
custom research.
Subscription income for online services, data and analytics
(typically 12 months) is normally invoiced at the beginning of the
services and is therefore recognised as a contract liability,
"deferred revenue", in the statement of financial position. Revenue
is recognised evenly over the period of the contractual term as the
performance obligations are satisfied evenly over the term of
subscription.
The revenue on services delivered at a point in time is
recognised when our contractual obligation is satisfied, such as
delivery of a static report or delivery of an event. The obligation
on these types of contracts is a discrete obligation, which once
met satisfies the Group performance obligation under the terms of
the contract.
Any invoiced contracted amounts which are still subject to
performance obligations and where the payment has been received or
is contractually due are recognised within deferred revenue at the
statement of financial position date. Typically, the Group receives
settlement of cash at the start of each contract and standard terms
are zero days. Similarly, if the Group satisfies a performance
obligation before it receives the consideration or is contractually
due the Group recognises a contract asset within accrued income in
the statement of financial position.
Revenue recognised in the Consolidated Income Deferred Revenue recognised within the
Statement Consolidated Statement of Financial Position
Period ended 30 June Period ended 30 June As at 31 December
2023 2022 As at 30 June 2023 2022
Unaudited Unaudited Unaudited Audited
GBPm GBPm GBPm GBPm
Services transferred:
Over a period of
time 105.4 92.4 103.6 91.6
Immediately on
delivery 30.5 19.5 13.9 12.4
----------------------- ---------------------- ---------------------- ---------------------- ---------------------
Total 135.9 111.9 117.5 104.0
As subscriptions are typically for periods of 12 months the
majority of deferred revenue held at the balance sheet date will be
recognised in the income statement in the following 12 months. As
at 30 June 2023, GBP1.0m (31 December 2022: GBP1.1m) of the
deferred revenue balance will be recognised beyond the next 12
months.
In instances where the Group enters into transactions involving
a range of the Group's services, for example a subscription and
custom research, the total transaction price for a contract is
allocated amongst the various performance obligations based on
their relative stand-alone selling prices.
Geographical analysis
Our primary geographical markets are serviced by our global
sales teams which are organised as Europe, US and Asia Pacific by
virtue of the team location. The below disaggregated revenue is
derived from the geographical location of our customers rather than
the team structure the Group is organised by.
From continuing operations
6 months to 30 June 2023
Unaudited UK Europe Americas Asia Pacific MENA (1) Rest of World Total
GBPm GBPm GBPm GBPm GBPm GBPm GBPm
Revenue from external customers 25.7 34.3 43.6 16.4 11.8 4.1 135.9
--------------------------------- ----- ------- --------- ------------- --------- -------------- --------
6 months to 30 June 2022
Unaudited UK Europe Americas Asia Pacific MENA (1) Rest of World Total
GBPm GBPm GBPm GBPm GBPm GBPm GBPm
Revenue from external customers 18.2 29.8 36.6 13.9 8.9 4.5 111.9
--------------------------------- ----- ------- --------- ------------- --------- -------------- ------
1. Middle East & North Africa
5. Operating profit
Operating profit is stated after the following expenses relating
to continuing operations:
6 months to 6 months to
30 June 2023 30 June 2022
Unaudited Unaudited
GBPm GBPm
Cost of sales 67.3 59.9
Administrative costs 30.9 27.9
------------------------------ -------------- --------------
98.2 87.8
Losses on trade receivables 1.3 0.1
Total operating expenses 99.5 87.9
------------------------------ -------------- --------------
6. Adjusting items
6 months to 6 months to
30 June 2023 30 June 2022
Unaudited Unaudited
GBPm GBPm
Share-based payments charge 9.7 1.4
Amortisation of acquired intangibles 4.7 4.1
Revaluation (gain)/loss on short- and long-term derivatives (1.7) 2.1
Unrealised operating foreign exchange (gain)/loss (1.7) 0.9
Contingent consideration 1.0 -
M&A costs 0.3 1.6
Restructuring costs 0.3 0.8
Costs relating to share-based payments scheme 0.1 -
Refinancing costs - 0.2
Total adjusting items 12.7 11.1
------------------------------------------------------------- -------------- --------------
The adjustments made are as follows:
-- The share-based payments charge is in relation to the s
hare-based compensation plans under which the entity receives
services from employees as consideration for equity instruments
(options) of the Group. The fair value of the employee services
received in exchange for the grant of the options and awards is
recognised as an expense in the income statement. The total amount
to be expensed is determined by reference to the fair value of the
options granted. The original fair value on grant date is charged
to the income statement based upon the Monte-Carlo method.
Following modification on 30 November 2022, an additional charge
for the beneficial modification is determined by the Black-Scholes
method.
-- The revaluation of short- and long-term derivatives relates
to movement in the fair value of the short- and long-term
derivatives.
-- Unrealised operating foreign exchange losses and gains relate
to non-cash exchange losses and gains made on operating items.
-- The contingent consideration amounts relate to payments due
to the previous owners of MBI and TS Lombard between 2023 and 2025.
These have been treated as remuneration costs due to their being
contingent upon the former owners remaining as employees of the
Group at the time of payment.
-- The M&A costs incurred during the period consist of
integration costs in relation to recent acquisitions, including
redundancy costs and system migration costs.
-- Restructuring relates to professional fees incurred in
relation to group reorganisation projects.
-- Costs relating to share-based payments scheme consist of
employer taxes borne as a result of the vesting of the final
tranche of Scheme 1 during the period, and professional fees
incurred in advice obtained relating to the restructure of existing
schemes.
-- Refinancing costs during H1 2022 consisted of legal fees
incurred in relation to the extension of the previously held term
loan and RCF by one year (completed during June 2022).
7. Net finance costs
6 months to 6 months to
30 June 2023 30 June 2022
Unaudited Unaudited
GBPm GBPm
Loan interest cost 12.6 8.4
Lease interest cost 0.6 0.7
Other interest income (0.2) -
13.0 9.1
----------------------- -------------- --------------
8. Earnings per share
The calculation of the basic earnings per share is based on the
earnings attributable to ordinary shareholders of the parent
company divided by the weighted average number of shares in issue
during the period . The Group also has a share options scheme in
place and therefore the Group has calculated the dilutive effect of
these options.
Pursuant to a capital reorganisation exercise undertaken on 25
July 2023, the Company's existing 118,303,869 ordinary shares in
issue (nominal value GBP0.000714 per share) were consolidated,
based on 1 consolidated share for every 14 existing ordinary
shares, and then subdivided, based on 100 new ordinary shares for
every 1 consolidated share. Post-reorganisation, there were
845,027,700 ordinary shares in issue (nominal value GBP0.0001 per
share) which were admitted to AIM and commenced dealing on 26 July
2023.
The prior period comparatives have been restated to reflect the
impact of the share-split on basic and diluted earnings per
share.
The earnings per share results based upon the
post-reorganisation share structure have been compared against
earnings per share results based on the share structure existing as
at 30 June 2023 within note 15. The earnings per share presented
below is based upon the post-reorganisation share structure:
6 months to 6 months to
30 June 2023 30 June 2022
Unaudited Unaudited
Earnings per share attributable to equity holders from continuing operations:
-------------------------------------------------------------------------------------- -------------- --------------
Basic
Profit for the period attributable to ordinary shareholders of the parent company
(GBPm) 17.8 10.6
Weighted average number of shares (no' m) 812.9 801.4
Basic earnings per share (pence) 2.2 1.3
-------------------------------------------------------------------------------------- -------------- --------------
Diluted
Profit for the period attributable to ordinary shareholders of the parent company
(GBPm) 17.8 10.6
Weighted average number of shares (no' m) 817.8 879.3
Diluted earnings per share (pence) 2.2 1.2
Reconciliation of basic weighted average number of shares to the
diluted weighted average number of shares:
6 months to 6 months to
30 June 2023 30 June 2022
Unaudited Unaudited
No' m No' m
Basic weighted average number of shares, net of shares held in Treasury reserve 812.9 801.4
Dilutive share options in issue 4.9 77.9
---------------------------------------------------------------------------------- -------------- --------------
Diluted weighted average number of shares 817.8 879.3
---------------------------------------------------------------------------------- -------------- --------------
The diluted earnings per share calculation does not include
performance-related share options where the performance criteria
had not been met in the period, in accordance with IAS 33. The
table below shows the number of share options which could become
dilutive should future performance criteria be met (all in new
money):
Vesting 2023 2024 2025 2026 2027 Total
Schedule No. No. No. No. No. No.
Scheme 2 - 6,535,714 6,535,714 6,535,714 6,535,714 26,142,856
Scheme 4 - - 2,132,857 4,265,714 14,930,000 21,328,571
Total - 6,535,714 8,668,571 10,801,428 21,465,714 47,471,427
---------- ----- ---------- ---------- ----------- ----------- -----------
9. Intangible assets
Customer IP rights
Software relationships Brands and database Goodwill Total
GBPm GBPm GBPm GBPm GBPm GBPm
Cost
As at 1 January
2023 15.4 65.3 26.2 77.9 322.0 506.8
Additions: Separately
acquired 1.6 - - - - 1.6
Foreign currency
retranslation 0.1 - - - - 0.1
As at 30 June
2023 17.1 65.3 26.2 77.9 322.0 508.5
----------------------- --------- --------------- ------- -------------- --------- --------
Amortisation
As at 1 January
2023 (12.9) (37.8) (12.2) (52.9) (10.9) (126.7)
Charge for the
period (0.7) (2.4) (0.6) (1.7) - (5.4)
Foreign currency
retranslation (0.1) - - - - (0.1)
As at 30 June
2023 (13.7) (40.2) (12.8) (54.6) (10.9) (132.2)
----------------------- --------- --------------- ------- -------------- --------- --------
Net book value
As at 30 June
2023 3.4 25.1 13.4 23.3 311.1 376.3
As at 31 December
2022 2.5 27.5 14.0 25.0 311.1 380.1
----------------------- --------- --------------- ------- -------------- --------- --------
10. Derivative assets and liabilities
30 June 2023 31 December 2022
Unaudited Audited
Assets Liabilities Assets Liabilities
GBPm GBPm GBPm GBPm
Cash flow hedges:
- Interest rate swaps 4.5 - - (3.9)
Held-for-trading*:
- Forward foreign currency contracts 1.4 (0.1) 0.9 (1.3)
---------------------------------------- ------- ------------ ------- ------------
Total 5.9 (0.1) 0.9 (5.2)
---------------------------------------- ------- ------------ ------- ------------
Current: 1.4 (0.1) 0.9 (1.3)
Non-current: 4.5 - - (3.9)
---------------------------------------- ------- ------------ ------- ------------
*Derivatives which do not meet the tests for hedge accounting
under IFRS9 or which are not designated as hedging instruments are
referred to as 'held-for-trading'.
As at 30 June 2023, the only financial instruments measured at
fair value were derivative financial assets/liabilities (both
interest rate swaps and forward foreign currency contracts) and
these are classified as Level 2.
The Group uses derivative financial instruments to reduce its
exposure to fluctuations in both interest rates and foreign
currency exchange rates. The Group does not use derivatives for
speculative purposes. All derivatives are undertaken for risk
management purposes. Classification is based on when the
derivatives mature.
The Group entered into an interest rate swap on 21 October 2022,
with an effective date of 30 September 2022 based on a notional
amount of GBP290.0m, which aligned to the initial term loan draw
down. On 3 April 2023, the Group voluntarily repaid GBP25.0m of the
term loan (note 11). On the same date, the swap terms were amended
to match the remaining notional term loan amount of GBP265.0m. No
other amendments to the terms were made. The agreement is to swap,
on a quarterly basis, a floating rate of interest (GBP SONIA) for a
fixed rate of 4.9125%. The fixed interest is payable quarterly on
the last business day of each of March, June, September and
December through to 5 August 2025.
Hedging instrument Carrying value Financial statement Change in fair value Nominal amount of
line item of the hedging hedging instrument
instrument used as
the basis for
recognising hedge
ineffectiveness
for the period
Interest rate swap GBP4.5m asset Long-term derivative N/A - hedge 100% GBP265.0m
(31 December 2022: asset effective
GBP3.9m liability)
----------------------- ----------------------- ---------------------- -----------------------
Given the same interest rate benchmark (GBP SONIA) is used in
the hedging instrument (the swap) and the hedged item (the term
loan), and the payments are settled at the same date each quarter,
there is an effective economic relationship between the hedging
instrument and the hedged item. The total GBP265.0m swap is
designated as a hedge of the total GBP265.0m term loan, therefore,
a 1:1 hedge ratio has been established on a current notional
basis.
The following potential sources of hedge ineffectiveness have
been identified:
-- Credit risk - A change in the credit risk of the Group or the
counterparty to the interest rate swap; and
-- Critical terms - The possibility of changes to the critical
terms of the hedged item such that they no longer match those of
the hedging instrument.
The interest rate swap meets the definition of a derivative in
accordance with IFRS9. Changes in fair value of derivative
financial instruments that are designated, and effective, cash flow
hedges of forecast transactions are recognised in other
comprehensive income and accumulated under the heading of cash flow
hedge reserve, limited to the cumulative change in fair value of
the hedged item from inception of the hedge. The gain or loss
relating to the ineffective portion is recognised immediately in
profit or loss. The cumulative amount recognised in other
comprehensive income and accumulated in equity is reclassified into
the consolidated income statement out of other comprehensive income
in the same period when the hedged item is recognised in profit or
loss. In accordance with IFRS 9, hedge accounting for the GBP25m
element was discontinued prospectively from 3 April 2023 (the date
on which the nominal amount of the hedging instrument was reduced
from GBP290.0m to GBP265.0m). As this is a cashflow hedge and the
future cashflows were no longer expected to occur, the associated
amount accumulated in the cash flow hedge reserve of GBP0.4m was
immediately re-classified to profit or loss, presented within other
comprehensive income. The GBP265.0m hedge has remained effective
for the full period, therefore the Group has recognised the full
fair value movement of GBP8.0m within the statement of other
comprehensive income during the period (30 June 2022: GBPnil).
In accordance with the requirements of IFRS 7, certain
additional information about hedge accounting is disaggregated by
risk type and hedge designation type in the table below:
30 June 2023 31 December 2022
Unaudited Audited
Cash Flow Hedge Reserve - Interest Rate Risk GBPm GBPm
Balance brought forward (3.9) -
Change in fair value of hedging instrument recognised in OCI 8.0 (3.9)
Change in fair value of hedging instrument reclassified to profit or loss 0.4 -
Balance carried forward 4.5 (3.9)
--------------------------------------------------------------------------- ------- ------------ ----------------
Forward foreign currency contracts are not designated as hedges,
therefore changes in fair value are recognised in the income
statement. The movement in relation to forward foreign currency
contracts in the period was a gain of GBP1.7m to the income
statement (30 June 2022: expense of GBP2.1m).
Forward foreign currency contracts have been entered into, which
has committed the amount of currency below to be paid in exchange
for Sterling:
Euro US Dollar
Expiring in the 12 months ending: EURm $m
30 June 2024 10.4 41.9
-------------------------------------- ------ ----------
Forward exchange contracts have been entered into, which has
committed the amount of currency below to be paid in exchange for
Indian Rupees:
US Dollar
Expiring in the 12 months ending: $m
30 June 2024 13.0
-------------------------------------- ----------
11. Borrowings and Lease Liabilities
30 June
2023 31 December
Unaudited 2022 A udited
GBPm GBPm
Short-term lease liabilities 4.9 5.4
Current liabilities 4.9 5.4
------------------------------- ----------- ---------------
30 June 31 December
2023 2022
Unaudited Audited
GBPm GBPm
Long-term lease liabilities 23.0 24.6
Long-term borrowings 258.9 283.6
Non-current liabilities 281.9 308.2
------------------------------ ----------- ------------
Term loan and RCF
During August 2022, the Group completed a new three-year debt
financing facility to give the Group additional funding to support
the long-term growth of the business, including M&A. The debt
facility comprises a GBP290.0m term loan and a RCF of GBP120.0m.
The new facilities were arranged to cover a period of three years.
There are no fixed periodic capital repayments, with the full
balance being due for settlement when the facilities expire in
August 2025. The term loan is syndicated between 12 lenders and the
RCF is syndicated between 13 lenders.
As at 31 December 2022, the Group had fully drawn down the term
loan of GBP290.0m. On 3 April 2023, the Group voluntarily repaid
GBP25.0m of the term loan, resulting in the current term loan
drawdown on 30 June 2023 of GBP265.0m. The Group is yet to draw
down the available RCF facility of GBP120.0m. In accordance with
the provisions of IFRS9 (including offsetting of loan fees paid as
part of the refinancing process), the term loan is held on the
statement of financial position with a value of GBP258.9m (31
December 2022: GBP283.6m).
Interest is currently charged on the term loan at a rate of 3.0%
over the Sterling Overnight Index Average rate (SONIA) and is
payable at the end of each calendar quarter. As disclosed within
note 10, the Group entered into an interest rate swap during
October 2022, with an effective date of 30 September 2022,
initially based on a notional amount of GBP290.0m, which matched
against the initial term loan drawdown. The notional amount of the
swap was amended to GBP265.0m on 3 April 2023 (the same date as the
voluntary repayment noted above), which aligns to the current term
loan draw down. The agreement is to swap, on a calendar quarter
basis, SONIA for a fixed rate of 4.9125%.
Lease payments not recognised as a liability
The Group has elected not to recognise a lease liability for
short term leases (leases with an expected term of 12 months or
less) or for leases of low value assets. Payments made under such
leases are expensed on a straight-line basis. In addition, certain
variable lease payments are not permitted to be recognised as lease
liabilities and are expensed as incurred. The expense relating to
payments not included in the measurement of a lease liability is
GBPnil for the period ended 30 June 2023 (30 June 2022:
GBPnil).
The changes in the Group's borrowings can be classified as
follows:
Short-term lease Long-term
Long-term borrowings liabilities lease liabilities Total
GBPm GBPm GBPm GBPm
As at 1 January 2023 283.6 5.4 24.6 313.6
-------------------------------- --------------------- --------------------------- ------------------- -------
Cash-flows:
* Repayment (25.0) (2.4) - (27.4)
Non-cash:
* Interest expense 0.3 - - 0.3
* Lease additions - 0.8 - 0.8
* Lease liabilities - (0.3) (0.2) (0.5)
* Reclassification - 1.4 (1.4) -
As at 30 June 2023 258.9 4.9 23.0 286.8
-------------------------------- --------------------- --------------------------- ------------------- -------
12. Equity
Share capital
Allotted, called up and fully paid:
30 June 2023 31 December 2022
Unaudited Audited
No'000s GBP000s No'000s GBP000s
(1) (1)
Restated
Ordinary shares (GBP0.0001) 845,028 84 845,028 84
Deferred shares of GBP1.00 each 100 100 100 100
--------------------------------- -------- -------- ---------- --------
Total allotted, called up and
fully paid 845,128 184 845,128 184
--------------------------------- -------- -------- ---------- --------
(1) Reflects post-reorganisation position as detailed below.
Pursuant to a capital reorganisation exercise undertaken on 25
July 2023, the Company issued nine ordinary shares to increase the
number of ordinary shares in issue to 118,303,878 (nominal value
GBP0.000714 per share). All existing ordinary shares were then
consolidated, based on 1 consolidated share for every 14 existing
ordinary shares, and subdivided, based on 100 new ordinary shares
for every 1 consolidated share. Post-reorganisation, there were
845,027,700 ordinary shares in issue (nominal value GBP0.0001 per
share) which were admitted to AIM and commenced dealing on 26 July
2023.
Share Purchases
During the period the Group's Employee Benefit Trust purchased
an aggregate amount of 203,500 shares (which represents 1,453,571
equivalent post restructure shares representing 0.2% of the total
share capital), each with a nominal value of 1/14(th) pence
(nominal value GBP0.0001 equivalent post restructure per share), at
a total market value of GBP2.6m. The purchased shares will be held
for the purpose of satisfying the exercise of share options under
the Company's Employee Share Option Plan.
During the period, a total of 1,303,276 shares (which represents
9,309,114 equivalent post restructure shares representing 1.1% of
the total share capital), each with a nominal value of 1/14(th)
pence (nominal value GBP0.0001 equivalent post restructure per
share), which were held by the Group's Employee Benefit Trust were
utilised as a result of the vesting of the final tranche of Scheme
1 share options (at a total market value of GBP16.6m).
The maximum number of shares held by the Employee Benefit Trust
(at any time during the period ended 30 June 2023) was 5,589,025
(which represents 39,921607 equivalent post restructure shares
representing 4.7% of the total share capital).
The purchase of shares by the trust is to limit the eventual
dilution to existing shareholders. As at 30 June 2023, based upon
the restructured vesting schedules, no dilution is forecast until
2027.
The vesting schedules represents outstanding options, which have
been updated to reflect the capital reorganisation undertaken on 25
July 2023 (see note 15).
Vesting Schedule 2023 2024 2025 2026 2027 Total
No. No. No. No. No. No.
Scheme 1* 4,936,979 - - - - 4,936,979
Scheme 2 - 6,535,714 6,535,714 6,535,714 6,535,714 26,142,856
Scheme 4 - - 2,132,857 4,265,714 14,930,000 21,328,571
Total 4,936,979 6,535,714 8,668,571 10,801,428 21,465,714 52,408,406
Shares held
in trust (4,936,979) (6,535,714) (8,668,571) (10,801,428) (1,007,308) (31,950,000)
Net dilution - - - - 20,458,406 20,458,406
*The remaining share options in Scheme 1 can be exercised
anytime until August 2033 and therefore for the purposes of this
analysis we have assumed they will be exercised within the next
year.
Capital management
The Group's capital management objectives are:
-- To ensure the Group's ability to continue as a going concern; and
-- To fund future growth and provide an adequate return to
shareholders and, when appropriate, distribute dividends.
The capital structure of the Group consists of net bank debt,
which includes borrowings (note 11) and cash and cash equivalents,
and equity.
The Company has two classes of shares. The ordinary shares carry
no right to fixed income and each share carries the right to one
vote at general meetings of the Company.
The deferred shares do not confer upon the holders the right to
receive any dividend, distribution or other participation in the
profits of the Company. The deferred shares do not entitle the
holders to receive notice of or to attend and speak or vote at any
general meeting of the Company. On distribution of assets on
liquidation or otherwise, the surplus assets of the Company
remaining after payments of its liabilities shall be applied first
in repaying to holders of the deferred shares the nominal amounts
and any premiums paid up or credited as paid up on such shares, and
second the balance of such assets shall belong to and be
distributed among the holders of the ordinary shares in proportion
to the nominal amounts paid up on the ordinary shares held by them
respectively.
There are no specific restrictions on the size of a holding nor
on the transfer of shares, which are both governed by the general
provisions of the Articles of Association and prevailing
legislation. The Directors are not aware of any agreements between
holders of the Company's shares that may result in restrictions on
the transfer of securities or on voting rights.
No person has any special rights of control over the Company's
share capital and all its issued shares are fully paid.
With regard to the appointment and replacement of Directors, the
Company is governed by its Articles of Association, the Companies
Act and related legislation. The Articles themselves may be amended
by special resolution of the shareholders. The powers of Directors
are described in the Board Terms of Reference, copies of which are
available on request.
Dividends
The final dividend for 2022 was 18.3 pence per ordinary share
and was paid in April 2023. The Board has announced an interim
dividend of 1.4 pence per ordinary share based on the number of
shares post reorganisation share structure (see note 15). The
interim dividend will be paid on 6 October 2023 to shareholders on
the register at the close of business on 8 September 2023. The
ex-dividend date will be on 7 September 2023.
Treasury reserve
The treasury reserve represents the cost of shares held in the
Group's Employee Benefit Trust for the purpose of satisfying the
exercise of share options under the Company's Employee Share Option
Plan.
Cash flow hedge reserve
The cash flow hedge reserve contains the fair valuation
movements arising from revaluation of interest rate swaps. Changes
in fair value of derivative financial instruments that are
designated, and effective, cash flow hedges of forecast
transactions are recognised in other comprehensive income and
accumulated under the heading of cash flow hedge reserve, limited
to the cumulative change in fair value of the hedged item from
inception of the hedge. The gain or loss relating to the
ineffective portion is recognised immediately in profit or loss.
The cumulative amount recognised in other comprehensive income and
accumulated in equity is reclassified into the consolidated income
statement out of other comprehensive income in the same period when
the hedged item is recognised in profit or loss.
Other reserve
Other reserve consists of a reserve created upon the reverse
acquisition of TMN Group Plc in 2009.
Foreign currency translation reserve
The foreign currency translation reserve contains the
translation differences that arise upon translating the results of
subsidiaries with a functional currency other than Sterling. Such
exchange differences are recognised in the income statement in the
period in which a foreign operation is disposed of.
Share-based payments
Scheme 1
The Group created a share option scheme during the year ended 31
December 2010 and granted the first options under the scheme on 1
January 2011 to certain senior employees. Each option granted
converts to one ordinary share on exercise. A participant may
exercise their options (subject to employment conditions) at any
time during a prescribed period from the vesting date to the date
the option lapses. For these options to be exercised the Group's
earnings before interest, taxation, depreciation and amortisation,
as adjusted by the Remuneration Committee for significant or
one-off occurrences, needed to exceed certain targets. The final
financial target for the colleague share option scheme (scheme 1)
was met with the 2021 results. During the year ended 31 December
2022, the majority of participants chose to exercise their options
(4.5m options), whilst holders of the remaining 2.0m options chose
to defer their exercise, as allowable under the scheme rules.
During the period ended 30 June 2023, 1.3m of the deferred options
were exercised. The remaining 0.7m options can be exercised by
participants at any point before August 2033, subject to compliance
with the Company's Share Dealing Code. LTIP Scheme 1 is now
closed.
Scheme 2
In October 2019 the Group created and announced a new share
option scheme and granted the first options under the scheme on 31
October 2019 to certain senior employees. Each option granted
converts to one ordinary share on exercise. A participant may
exercise their options subject to employment conditions and
performance targets being met. For these options to be exercised
the Group's earnings before interest, taxation, depreciation and
amortisation, as adjusted by the Remuneration Committee for
significant or one-off occurrences, needs to exceed certain targets
between 2023 to 2026.
Scheme 4
In October 2021 the Group created the 2021 share option scheme
(scheme 4). Scheme 4 is targeted at management and senior
colleagues below the Executive Management Committee level. The
EBITDA targets for Scheme 4 are aligned to Scheme 2, however
different proportions of granted options will vest once each target
is reached.
The total charge recognised for these schemes during the six
months to 30 June 2023 was GBP9.7m (30 June 2022: GBP1.4m). The
awards of the schemes are settled with ordinary shares of the
Company.
13. Related party transactions
Mike Danson, GlobalData's Chief Executive Officer, owned 59.94%
of the Company's ordinary shares as at 30 June 2023 and 59.94% as
at 31 July 2023 and is therefore the Company's ultimate controlling
party. Mike Danson owns a number of businesses that interact with
GlobalData Plc, largely in part as a result of past M&A
transactions (GlobalData Holding Limited in 2016 and Research Views
Limited in 2018).
The Board has in place a control framework to ensure related
party transactions are well controlled and managed. Related party
transactions are overseen by a subcommittee of the Board. The
Related Party Transactions Committee, consisting of 4 Non-Executive
Directors and chaired by Murray Legg meets to:
-- Oversee all related party transactions;
-- Ensure transactions are in the best interests of GlobalData and its wider stakeholders; and
-- Ensure all transactions are recorded and disclosed on an arm's length basis.
As noted in the Annual Report and Accounts for the year ended 31
December 2022, it is the intention of the Board and management to
reduce and eventually eliminate related party transactions and wind
down the service agreements that are currently in place. During the
first half of 2023, we have continued the progress made in previous
years and we continue to works towards eliminating all transactions
with related parties.
During the six months to 30 June 2023, the following related
party transactions were entered into by the Group:
Corporate support services
In the six months ending 30 June 2023, net corporate support
charges of GBP0.01m were charged to the Group from NS Media Group
Limited ("NSMGL"), a related party by virtue of common ownership.
The corporate support charges principally consist of shared
management and admin support determined by headcount. In the six
months ending 30 June 2022, the Group charged NSMGL GBP0.12m IT
support and software development costs which included a benchmarked
mark-up.
Accommodation
During 2022 we eliminated all related party sub-let office space
arrangements following the exit of a related party tenant as at 31
December 2022, hence there have been no related party property
transactions in the six months to 30 June 2023. The total sub-lease
income for the six months ended 30 June 2023 was GBPnil (30 June
2022: GBP0.1m). During the six months to 30 June 2023, the Group
utilised a private yacht (owned by Mike Danson) to host a
commercial event. The Group paid disbursements for food, drinks and
staff wages whilst hosting the event, which amounted to GBP34,000
(30 June 2022: GBPnil).
Loan to Progressive Trade Media Limited
The previous outstanding loan was fully repaid on 31 January
2022 and generated interest income in the year ended 31 December
2022 of GBP5,000. Interest was charged throughout the term of the
loan at a rate of 2.25% above LIBOR. The balance at 30 June 2023 is
GBPnil (31 December 2022: GBPnil). The loan was specifically
entered into in relation to the divestment of non-core print and
advertising businesses in 2016 and no further loan relationships
are expected.
Revenue contract containing IP sharing clause
The Group entered into a five-year data services agreement with
NSMGL in June 2020. The agreed suite of data services provided to
NSMGL have been contracted on terms equivalent to those that
prevail in arm's length transactions. The Group mutually agreed
with NSMGL to terminate this agreement on 1 July 2022 in order to
reduce the amount of related party transactions as well as a
different strategic direction in NSMGL. In the six months ending 30
June 2023, the total revenue generated from this contract was
therefore GBPnil (30 June 2022: GBP0.5m) and the net contribution
generated was GBPnil (2022: GBP0.4m). The cancellation was in
accordance with the contracted terms.
Charity Donations
During the six months ending 30 June 2023 the Group paid
donations of GBP0.04m (30 June 2022: GBPnil) to charities in India
which were funded by a related party entity, The Danson Foundation
(charity reference 1121928). This was a pass-through transaction,
with the Group facilitating payment to our charity partners in
India.
Balances Outstanding
As at 30 June 2023, the total balance receivable from NSMGL was
GBPnil. There is no specific credit loss provision in place in
relation to this receivable and the total expense recognised during
the period in respect of bad or doubtful debts was GBPnil.
The Group has taken advantage of the exemptions contained within
IAS24: Related Party Disclosures from the requirement to disclose
transactions between Group companies as these have been eliminated
on consolidation. The amounts outstanding for other related parties
were GBPnil (31 December 2022: GBPnil). There were no other
balances owing to or from related parties.
14. Acquisitions
Cash Cost of Acquisitions
The cash cost of acquisitions comprises:
Period to 30 June 2023 Period to 30 June 2022
Unaudited Unaudited
GBPm GBPm
Acquisition of MBI:
Contingent consideration paid 0.2 -
Cash consideration - 22.9
Cash acquired - (3.5)
Acquisition of LMC: Working capital adjustment - 0.7
0.2 20.1
------------------------------------------------ ----------------------- -----------------------
15. Post Balance Sheet Events
Pursuant to a capital reorganisation exercise undertaken on 25
July 2023, the Company issued nine ordinary shares to increase the
number of ordinary shares in issue to 118,303,878 (nominal value
GBP0.000714 per share). All existing ordinary shares were then
consolidated, based on 1 consolidated share for every 14 existing
ordinary shares, and subdivided, based on 100 new ordinary shares
for every 1 consolidated share. Post-reorganisation, there were
845,027,700 ordinary shares in issue (nominal value GBP0.0001 per
share) which were admitted to AIM and commenced dealing on 26 July
2023.
The prior period comparatives have been restated to reflect the
impact of the share-split on basic and diluted earnings per
share.
The earnings per share results based upon the
post-reorganisation share structure have been compared against
earnings per share results based on the share structure existing as
at 30 June 2023 below:
Post-reorganisation Share structure
share structure as at 30 June 2023
6 months 6 months 6 months 6 months
to to to to
30 June 30 June 30 June 30 June
2023 2022 2023 2022
Unaudited Unaudited Unaudited Unaudited
Earnings per share attributable
to equity holders from continuing
operations:
------------------------------------ ----------- ----------- ----------- -----------
Basic
Profit for the period attributable
to ordinary shareholders
of the parent company (GBPm) 17.8 10.6 17.8 10.6
Weighted average number of
shares (no' m) 812.9 801.4 113.8 112.2
Basic earnings per share
(pence) 2.2 1.3 15.6 9.4
------------------------------------ ----------- ----------- ----------- -----------
Diluted
Profit for the period attributable
to ordinary shareholders
of the parent company (GBPm) 17.8 10.6 17.8 10.6
Weighted average number of
shares (no' m) 817.8 879.3 114.5 123.1
Diluted earnings per share
(pence) 2.2 1.2 15.5 8.6
Post-reorganisation Share structure
share structure as at 30 June 2023
6 months 6 months 6 months 6 months
to to to to
30 June 30 June 30 June 30 June
2023 2022 2023 2022
Unaudited Unaudited Unaudited Unaudited
No' m No' m No' m No' m
Basic weighted average number
of shares, net of shares
held in Treasury reserve 812.9 801.4 113.8 112.2
Dilutive share options in
issue 4.9 77.9 0.7 10.9
------------------------------- ----------- ----------- ----------- -----------
Diluted weighted average
number of shares 817.8 879.3 114.5 123.1
------------------------------- ----------- ----------- ----------- -----------
The dividends per share based upon the post-reorganisation share
structure have been compared against dividends per share based on
the share structure existing as at 30 June 2023 below:
Post-reorganisation Share structure
share structure as at 30 June 2023
--------------------
6 months 6 months 6 months 6 months
to to to to
30 June 30 June 30 June 30 June
2023 2022 2023 2022
Unaudited Unaudited Unaudited Unaudited
-------------------- ----------- ----------- ----------- -----------
Dividend per share 1.4 1.1 10.0 7.7
Advisers
Company Secretary
Bob Hooper
Head Office and Registered Office
John Carpenter House
John Carpenter Street
London
EC4Y 0AN
Tel: + 44 (0) 20 7936 6400
Nominated Adviser and Joint Broker
J.P. Morgan Cazenove
25 Bank Street
Canary Wharf
London
E14 5JP
Joint Broker
Panmure Gordon
One New Change
London
EC4M 9AF
Joint Broker
Numis Securities
45 Gresham Street
London
EC2V 7BF
Financial PR LLP
FTI Consulting
200 Aldersgate
Aldersgate Street
London
EC1A 4HD
Lawyers
Reed Smith
20 Primrose Street
London
EC2A 2RS
Auditor
Deloitte LLP
2 New St Square
London
EC4A 3BZ
Registrars
Link Group
Central Square
29 Wellington Street
Leeds
LS1 4DL
Bankers
NatWest Group
280 Bishopsgate
London
EC2M 4RB
Bankers
HSBC UK Bank Plc
1 Centenary Square
Birmingham
B1 1HQ
Registered number
Company No. 03925319
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