TIDMINSE

RNS Number : 3479Y

Inspired PLC

06 September 2022

6 September 2022

Inspired PLC

("Inspired" or the "Group")

Results for the six months ended 30 June 2022

Inspired (AIM: INSE), a leading technology enabled service provider supporting businesses in their drive to reduce energy consumption, deliver net-zero, control energy costs and manage their response to climate change, announces its consolidated, unaudited half year results for the six-month period ended 30 June 2022.

Financial Results

 
                                   H1 2022    H1 2021  % change 
Revenue                          GBP40.45m  GBP32.62m       24% 
Gross profit                     GBP26.81m  GBP24.09m       11% 
Adjusted EBITDA**                 GBP9.67m   GBP8.82m       10% 
Adjusted profit before tax***     GBP6.47m   GBP6.00m        8% 
Underlying cash generated from 
 operations***                    GBP5.77m   GBP1.08m      434% 
Profit before tax                 GBP2.43m   GBP0.94m      159% 
Adjusted Diluted EPS****             0.55p      0.53p        4% 
Diluted Basic EPS                    0.18p      0.07p      157% 
Net Debt                         GBP42.94m  GBP30.17m      -42% 
Interim dividend per share           0.13p      0.12p        8% 
 
 

Highlights

-- H1 performance was in line with Board expectations against an unprecedented backdrop in UK energy markets

-- The Group delivered revenue growth on prior year of 24% in H1, with 3% growth organically in Energy Assurance and 49% organic growth in Energy Optimisation

-- Adjusted EBITDA grew by GBP0.9m (10%) in H1, with Energy Assurance margins maintained; the mix of Energy Optimisation revenues resulted in Group EBITDA margin reducing to 24% (H1 2021: 27%)

-- The Group order book remained consistent with levels seen at the end of 2021 being GBP67.5m at 30 June 2022. The order book is measured in terms of total contract value which, when energy prices are high can be reduced by the timing and duration of renewals of Energy Assurance services

-- Underlying cash generation from operations of GBP5.8m represented a significant improvement over the prior year as operating cash generation moved back towards expected levels

-- The increase in net debt in the period reflects the expected payment of GBP10.2m of contingent consideration in H1. The Group also paid GBP0.6m in initial consideration for the small bolt-on acquisitions completed in the period

-- The interim dividend has been increased to 0.13p (H1 2021: 0.12p) reflecting the Board's continued confidence in the Group's prospects

Current trading and outlook

-- The Group anticipates that current conditions will lead to increased volatility in the Energy Assurance market in the short term, albeit this is not expected to have a material net impact on H2 performance

-- The over-arching necessity for energy efficiency initiatives should support continued strong demand for the value added by Energy Optimisation services in H2

   --      ESG services are expected to make further favourable progress in H2 

-- The Board remains confident in achieving its full year expectations noting it is also mindful of the unprecedented conditions in UK energy markets which are very challenging for the Group's customers

-- The long-term opportunities in the Group's markets have been made even more apparent by the current energy crisis and the Board believes that Inspired's proven strategy will enable it to capitalise on these opportunities as market conditions stabilise

Commenting on the results, Mark Dickinson, CEO of Inspired, said: "We are pleased to have delivered solid financial and operational progress during H1. The elevated volatility in the energy market has made energy procurement challenging for customers, and our staff have gone above and beyond during this time to support them. We have been delighted by the momentum achieved in the Optimisation and ESG divisions, as these offerings become ever more relevant to our customers in the current climate.

"Whilst the economic backdrop continues to present risks, our solid first half performance, strong market position and unique ability to support customers across a wide offering, provide us with confidence for H2 and beyond."

Note

*Adjusted EBITDA is earnings before interest, taxation, depreciation, and amortisation, excluding exceptional items and share-based payments.

**Adjusted profit before tax is earnings before tax, amortisation of intangible assets (excluding internally generated amortisation related to computer software and customer databases), exceptional items, share-based payments, the change in fair value of contingent consideration and foreign exchange gains/(losses) (A reconciliation of Adjusted profit before tax to reported profit before tax can be found in note 3)

***Underlying cash generated from operations is cash generated from operations, as adjusted to remove the impact of restructuring costs and fees associated with acquisitions.

****Adjusted diluted earnings per share represents the diluted earnings per share, as adjusted to remove amortisation of intangible assets (excluding internally generated amortisation related to computer software and customer databases), exceptional items, share-based payments, the change in fair value of contingent consideration and foreign exchange gains/(losses).

For further information, please contact:

 
 Inspired PLC                               www.inspiredplc.co.uk 
 Mark Dickinson, Chief Executive Officer    +44 (0) 1772 689 250 
 Paul Connor, Chief Financial Officer 
 David Cockshott, Chief Commercial 
  Officer 
 
 Shore Capital (Nomad and Joint Broker)     +44 (0) 20 7408 4090 
 Patrick Castle 
  James Thomas 
 Peel Hunt LLP (Joint Broker) 
  Mike Bell 
  Ed Allsopp                                +44 (0) 20 7418 8900 
 Alma PR                                    +44 (0) 20 3405 0205 
 Justine James                              +44 (0) 7525 324431 
  Hannah Campbell                            Inspired@almapr.co.uk 
  Will Ellis Hancock 
 
 

Chairman's Statement

The continued progress made during the period is, of course, placed into context with the on-going global energy crisis, which has seen significant uncertainty across commodity and energy markets, driving record energy price inflation. Whilst this has created market volatility, it has further highlighted the importance of energy management as an essential Board level priority. The Group continues to take every opportunity to help customers mitigate the cost of energy and manage their energy consumption and carbon emissions during these extraordinary times.

The Board is pleased to report a period in which the Group has continued to deliver solid organic growth, in line with its expectations.

Acquisitions

During H1, the Group acquired two trading subsidiaries of Information Prophets Limited, in whom the Group previously held a strategic investment position. The businesses will enable Inspired to continue to strengthen its market leading position in software-enabled services.

Dividend

Since IPO in 2011, Inspired has established a track record of delivering profitable and cash-generative growth, which has facilitated a consistent and progressive dividend policy.

Accordingly, the Board is pleased to announce an interim dividend of 0.13 pence (H1 2021: 0.12 pence) . The dividend aligns with the Board's stated policy of a dividend cover of at least 3x earnings, with the objective of delivering progressive dividend growth over time.

The interim dividend will be paid on 8 December 2022 to all shareholders on the register at close of business on 14 October 2022. The shares will be marked ex-dividend on 13 October 2022.

Staff

On behalf of the Board, I would like to thank our colleagues, who continue to work tirelessly to support our customers through the challenges of these unprecedented times. We continue to invest in our valued team and the business. The Group's priority remains to help customers mitigate the rising cost of energy, manage their energy consumption and continue to reduce carbon emissions.

Richard Logan

Chairman

5 September 2022

Chief Executive Officer's Statement

I am pleased to report on the Group's results for H1 2022, which are in line with the Board's expectations, despite the most challenging energy market conditions that anyone in the industry has experienced.

Volatility in the energy markets increased significantly during 2022. It has been a fast moving and difficult environment in which to operate, and we would, first and foremost, like to pay testament to our teams who have gone above and beyond to support their customers and the business.

Energy markets

As has been well documented in the press, the current energy markets are at unprecedented levels and the energy crisis continues to place pressure on energy suppliers.

We observe energy suppliers struggling to provide proposals to consumers, as they contend with exceptional market price volatility and declining access to credit insurance for the businesses they supply. We are cognisant that these challenges create both risks and opportunities: they have the potential to fundamentally change the operation of the Energy Assurance marketplace and further accelerate the demand for Energy Optimisation Services.

During this period of uncertainty, the Group has continued to work tirelessly to support customers in the face of such challenges. We are of course keeping market developments closely under review, to ensure that the business remains correctly structured to manage any change in market dynamics.

We are pleased to update that further to the Group's announcement of 21 March 2022, relating to the potential financial risks associated with its business relationship with Gazprom Marketing and Trading Retail Limited ("Gazprom"), the parent company of the Gazprom entities in the UK, Gazprom Germania, was taken into public ownership in the immediate term by the German government. As a result, the former UK Gazprom entity under the name SEFE Energy Limited is now operating independently from the Russian state, meaning that the potential risks highlighted in March have now diminished significantly.

Energy Assurance Division

As a result of current energy market conditions, we anticipate changes in customer procurement behaviour in the short term: both increased customer churn and increased new business opportunity. From our experience to date, we do not expect an adverse impact on overall trading of the Energy Assurance Division during FY22.

The primary risk posed by the current environment is that continued energy cost inflation could create a financial viability risk for some of the Group's corporate customers. Our prudent planning assumption is that this may impact organic growth rates in the next 18 months. We are keen to learn of the Government's plans to support our customers in meeting the severe challenges of utility inflation.

Energy Optimisation Services

The benefits of being able to serve a consumer's entire energy cost equation has been highlighted during these unprecedented times and further underlines the strength of the Group's strategy.

Current market prices have transformed the economics of investments in energy reduction for our customers. Combined with the drive for delivering net zero, the Energy Optimisation Services division represents a key opportunity to help UK corporate businesses navigate through the current energy market crisis: we are seeing record interest in optimisation opportunities.

Through the strengthening of the growth drivers, we expect a continuation in the change of Group's revenue mix, through outperformance in Energy Optimisation Services in FY23.

ESG Services

We continue to be delighted by the performance of the ESG Services division, which has developed cost effective market leading solutions for our customers. Whilst still early in its evolution, it continues to perform at the higher end of management's expectations.

The full set of TCFD and ESG disclosures for Inspired PLC can be found on our website:

https://inspiredplc.co.uk/wp-content/uploads/2022/08/Inspired-2021-TCFD-Report.pdf

https://inspiredplc.co.uk/wp-content/uploads/2022/08/Inspired_2021-ESG-Report-1.pdf

These were produced using the same processes we provide to our customers; these processes are increasingly recognised as market leading. Full ESG disclosures have been provided to 33 customers to date, ranging from FTSE 100 to smaller publicly listed and private companies. A range of further ESG services have been provided to 453 customers to date.

Software Solutions

The Software Solutions division continues to deliver on developing its suite of solutions that underpin the delivery of the Group's technology enabled services.

The Unify platform is used to provide valuable data-led services to a growing number of energy advisors, or Third-Party Intermediaries ("TPIs"). In the first half of 2022, the number of TPIs that subscribed to the Unify platform increased from 58 to 64, generating healthy recurring SaaS revenue.

M&A strategy

Our current focus is on continuing to integrate and grow the acquisitions made in earlier years. We do not plan to engage in significant M&A activity in the short term but anticipate further good M&A opportunities in the medium to longer term.

Outlook

We have seen unprecedented conditions in UK energy markets during the first half of 2022, which are anticipated to persist through H2 at the very least. These conditions will continue to present a very challenging backdrop for the Group's customers.

We anticipate this will lead to more volatile conditions in the Energy Assurance market in the short term, which we expect will limit the growth opportunities in the near future, albeit this is not expected to have a material net impact on H2 performance. Conversely, these conditions and the increasingly compelling value represented by energy efficiency initiatives should support continued strong demand for Energy Optimisation services in H2. Although smaller in scale, ESG Services should also see continued progress over the remainder of FY22.

Whilst mindful of the current backdrop, and in particular the risk posed by prolonged inflation in energy costs to our customers, we have entered the second half in a solid position. Our divisions are well aligned with market demands and requirements, and we have a dedicated and hard-working team as well as a strong balance sheet, all of which provides the Board with confidence in achieving its full year expectations.

Market conditions beyond the current year are difficult to predict at this point, including the impact of cost base inflation, but the long-term opportunities for the Group have been made even more apparent by the current energy crisis and the Board believes that Inspired's proven strategy will enable it to capitalise on these as market conditions normalise.

On behalf of the Board, I would like to thank our colleagues, customers and suppliers for their continued support and collaboration during these unprecedented times.

Mark Dickinson

Chief Executive Officer

5 September 2022

Chief Financial Officer's Statement

We have delivered a 24% increase in revenue and a 10% increase in Adjusted EBITDA in H1 2022, as the Group continues to navigate the macro-economic challenges and the global energy crisis.

Divisional performance

Energy Solutions Division

The Energy Solutions Division comprises Energy Assurance Services and Energy Optimisation Services.

Energy Assurance Services

Energy Assurance Services trading in the period remained in line with expectations. Energy Assurance Services generated 45% of total Group revenues in H1 2022 (H1 2021: 55%) being GBP18.4 million (H1 2021: GBP17.9 million) an increase of 3% organically.

Energy Assurance Services contributed adjusted EBITDA of GBP8.3 million (H1 2021: GBP8.3 million). The adjusted EBITDA percentage margin was 45% (H1 2021: 47%).

Energy Optimisation Services

The Group's Energy Optimisation Services division continued to gain momentum throughout H1 2022 with revenues increasing 49% organically, amounting to GBP19.6 million (H1 2021: GBP13.2 million) contributing 49% of total Group revenues in the period (H1 2021: 40%). Energy Optimisation Services contributed adjusted EBITDA of GBP3.1 million, (H1 2021: GBP1.5 million) an increase of 107%. The optimisation services division in H2 2022 delivered Adjusted EBITDA margins of 16% (FY2021: 17%) reflecting the impact of product mix during the period.

Demand for energy optimisation services continues to increase, with strong underlying drivers, including high commodity prices and the drive to net-zero. As a result, the Board expects to see a continued shift in revenue mix towards Energy Optimisation Services.

ESG Solutions Division

The ESG Solutions Division comprises ESG Disclosure Services and ESG Impact Services.

ESG Solutions generated revenues of GBP1.2 million (H1 2021: GBP0.4 million), delivering 215% growth organically, reflective of the growing market for these services. ESG Solutions contributed modestly to Adjusted EBITDA during the period, at GBP0.1 million (H1 2021: GBPnil). The increasing focus of investors and businesses on Net Zero Carbon targets, combined with mandatory requirements for businesses to make ESG disclosures from 2022, provides a favourable backdrop to continued investment in the Inspired ESG division.

Software Solutions Division

The Group's Software Solutions Division delivered revenue of GBP1.2 million (H1 2021: GBP1.2 million), an increase of 5% and generated Adjusted EBITDA of GBP0.9 million (H1 2021: GBP0.9 million), with the division producing a strong sustainable Adjusted EBITDA margin of 74% (FY 2021: 74%).

Group results

PLC costs were GBP2.7 million (6.7% of revenue) (H1 2021: GBP2.0 million; 6.1% of revenue), reflecting the increased investment in central functions, including Marketing and Finance, to support the growth opportunities within the Optimisation and ESG Services Division.

Overall, the Group generated Adjusted EBITDA for the period of GBP9.7 million (H1 2021: GBP8.8 million) an increase of 10%. After deducting charges for depreciation, amortisation of internally generated intangible assets and finance expenditure, the adjusted profit before tax for the period was GBP6.5 million (H1 2021: GBP6.0 million), an increase of 8%.

Under IFRS measures the Group reported a profit before tax for the half-year of GBP2.4 million (H1 2021: GBP0.9 million), with reported profit before tax in the period impacted significantly by charges of GBP3.6 million (2021 H1: GBP1.5 million) for the amortisation of intangible assets as a result of acquisitions, share-based payment charges, fees associated with acquisitions, restructuring costs and the changes in the fair value of contingent consideration.

A full reconciliation of the Group's adjusted profit before tax to its reported profit before tax is included at note 3.

Alternative performance measures

Acquisition activity can significantly distort underlying financial performance from IFRS measures. The Board therefore also reports adjusted metrics, as well as IFRS measures, for the benefit of primary users of the Group's financial statements. Segmental reporting can be found in the Accounting Policies section below. Reconciliations to Adjusted Profit Before Tax and Adjusted Fully Diluted EPS can be found in note 3.

Cash generation

Group cash generated from operations during H1 was GBP5.0 million (H1 2021: cash outflow of GBP0.5 million). Excluding non-recurring fees associated with restructuring costs and deal fees, cash generated from operations was GBP5.8 million (H1 2021: GBP1.1 million). The improved comparative cash generation position reflects in part the abnormal profile of Optimisation Services trading during H1 2021, impacted by COVID restrictions at that time.

Within trade receivables within the Energy Optimisation Services division is an aged balance of GBP2.2 million due from a major public sector Optimisation customer. As noted in the 2021 final results, sustained focus is being applied to ensuring the debt is collected in the most efficient way, noting the Board had expected to make further collections during H1 2022 which have not materialised. The Board believes the commercial view taken to support the client, will further strengthen the relationship with a material customer into the future.

Excluding this exceptional aged debt not collected during the period, cash generated from operations in the period was in line with management expectations, and cash generation is expected to continue to improve during H2 and beyond.

The increase in net debt reflects a period in which the cash generation of the Group was offset by the payment of GBP0.6 million initial cash consideration for I-Prophets Compliance Limited and Digital Energy Limited, and GBP10.2 million of contingent cash consideration to the vendors of Ignite Energy LTD, Businesswise Solutions Ltd and LSI Independent Utilities Brokers Limited.

Exceptional costs

Exceptional costs of GBP0.76 million (H1 2021: GBP1.04 million) were incurred in the period, which includes GBP0.14 million (H1 2021: GBP0.80 million) of deal fees associated with acquisitions completed in the period.

Restructuring costs were GBP0.62 million (H1 2021: GBP0.24 million), related to restructuring programmes associated with the integration of acquisitions.

Change in fair value of contingent consideration

The fair value of contingent consideration at the balance sheet date is a judgement of the contingent consideration which will become payable based on a weighted average range of performance outcomes of the acquired business during the earn out period, which is subsequently discounted for the time value of money and risk.

The Group recognised a GBP0.9 million loss (H1 2021: GBP0.9 million) in the period as a result of changes in the fair value of contingent consideration which was treated as exceptional, which purely related to the unwinding of discount rate.

At 30 June 2022 the Group has deferred contingent consideration of GBP4.2 million from the sale of its SME division in 2020. The primary risk of recovery of this balance is the ability of SME entities to withstand the risks posed by continued energy cost inflation as a result of the energy crisis, along with the possibility of prolonged reduction in energy consumption by SME customers in an effort to reduce costs. We continue to assess the recoverability of this balance as we get greater visibility.

Exceptional costs and changes in fair value of contingent consideration are considered by the Directors to be material in nature and non-recurring; they, therefore, merit separate identification to give a true and fair view of the Group's result for the period.

Financial position and liquidity

At 30 June 2022, the Group's net debt was GBP42.9 million (H1 2021: GBP30.17 million - FY 2021: GBP32.3 million). In addition to cash and cash equivalents of GBP6.4 million on hand, as at 30 June 2022, approximately GBP10.5 million of the Group's GBP60.0 million Revolving Credit Facility is undrawn with an additional GBP25.0 million accordion option available, subject to covenant compliance.

Dividend

The Board is pleased to confirm an interim dividend of 0.13 pence per share (H1 2021: 0.12 pence) in line with the Group's revised policy of paying dividends covered by at least 3.0x earnings.

The interim dividend will be paid on 8 December 2022 to all shareholders on the register at close of business on 14 October 2022. The shares will be marked ex-dividend on 13 October 2022.

Summary

The strategic and financial initiatives delivered in the period have ensured the Group is well placed to deliver our strategic growth plan, whilst managing the additional risks created by the volatility and uncertainty within commodity and energy markets.

Paul Connor

Chief Financial Officer

5 September 2022

Group Statement of Comprehensive Income

For the six months ended 30 June 2022

 
                                                                                   Year ended 
                                                                                  31 December 
                                                                                         2021 
                                           Six months          Six months 
                                             ended 30            ended 30 
                                            June 2022           June 2021 
                                          (unaudited)         (unaudited)           (audited) 
                                               GBP000              GBP000              GBP000 
-------------------------------  -----  -------------  ---  -------------  ---  ------------- 
 
 Revenue                                       40,448              32,616              67,941 
 
 Cost of sales                               (13,635)             (8,525)            (17,249) 
                                        -------------       -------------       ------------- 
 
 Gross profit                                  26,813              24,091              50,692 
 
 Administrative expenses                     (23,184)            (22,562)            (47,823) 
                                        -------------       -------------       ------------- 
 
 Operating profit                               3,629               1,529               2,869 
                                        -------------       -------------       ------------- 
 
 Analysed as: 
 Earnings before exceptional 
  costs, depreciation, 
  amortisation and share-based 
  payment costs                                 9,672               8,819              19,791 
 Fees associated with 
  acquisition                                   (144)               (803)             (1,038) 
 Restructuring costs                            (615)               (238)             (1,393) 
 Change in fair value 
  of contingent consideration                   (943)               (938)             (4,735) 
 Depreciation                                   (936)               (937)             (1,870) 
 Amortisation of acquired 
  intangible assets                           (1,359)             (2,741)             (4,415) 
 Amortisation of internally 
  generated intangible 
  assets                                      (1,331)             (1,069)             (2,554) 
 Share-based payment 
  costs                                         (715)               (564)             (1,030) 
                                        -------------       -------------       ------------- 
                                                3,629               1,529               2,869 
-------------------------------  -----  -------------  ---  -------------  ---  ------------- 
 
 Finance expenditure                          (1,211)               (644)             (1,860) 
 Other financial items                             11                  50                 105 
                                        -------------       -------------       ------------- 
 
 Profit before income 
  tax                                           2,429                 935               1,114 
 
 Income tax (expense)/credit                    (510)               (178)                 524 
                                        -------------       -------------       ------------- 
 
 Profit for the period                          1,919                 757               1,638 
                                        -------------       -------------       ------------- 
 Attributable to: 
 Equity owners of the 
  company                                       1,919                 757               1,638 
                                        -------------       -------------       ------------- 
 
 Other comprehensive 
  income: 
 Exchange differences 
  on translation of 
  foreign operations                              354               (760)               (753) 
                                        -------------       -------------       ------------- 
 
 Total other comprehensive 
  income/ (expense) 
  for the year                                    354               (760)                 885 
                                        =============       =============       ============= 
 Total comprehensive 
  income/(expense) for 
  the year                                      2,273                 (3)                 885 
                                        =============       =============       ============= 
 Attributable to: 
 Equity owners of the 
  company                                       2,273                 (3)                 885 
 
                                  Note 
 Diluted earnings per 
  share attributable 
  to the equity holders 
  of the Company (pence)           3             0.18                0.07                0.16 
 Adjusted diluted earnings 
  per share attributable 
  to the equity holders 
  of the Company (pence)           3             0.55                0.53                0.16 
-------------------------------  -----  -------------  ---  -------------  ---  ------------- 
 

Group Statement of Financial Position

At 30 June 2022

 
                                         Six months     Six months 
                                           ended 30       ended 30        Year ended 
                                          June 2022      June 2021       31 December 
                                        (unaudited)    (unaudited)    2021 (audited) 
                                Note         GBP000         GBP000            GBP000 
-----------------------------  -----  -------------  -------------  ---------------- 
 ASSETS 
 Non-current assets 
 Investments                                  1,137            898             1,461 
 Goodwill                        6           76,895         73,730            76,111 
 Other intangible assets         6           18,247         18,027            18,291 
 Property, plant and 
  equipment                      4            2,743          2,357             2,452 
 Right of use assets             5            1,875          3,142             2,180 
                                            100,897         98,154           100,495 
 Current assets 
 Trade and other receivables     7           36,424         26,608            33,448 
 Deferred contingent 
  consideration                               4,208          6,217             4,529 
 Inventories                                    370            373               300 
 Cash and cash equivalents                    6,410         15,565            12,944 
                                      -------------  -------------  ---------------- 
                                             47,412         48,763            51,221 
 
 Total assets                               148,309        146,917           151,716 
                                      -------------  -------------  ---------------- 
 
 LIABILITIES 
 Current liabilities 
 Trade and other payables        8           10,888          7,948            12,315 
 Lease liabilities                              834            527               860 
 Current tax liability                        2,560          2,497             1,823 
 Contingent consideration                     9,998          7,551            14.586 
                                             24,280         18,523            29,584 
 Non-current liabilities 
 Bank borrowings                             49,346         45,730            45,847 
 Lease liabilities                            1,049          2,207               993 
 Contingent consideration                     2,523         11,005             7,165 
 Deferred tax liability                       1,522          2,032             1,522 
 Interest rate swap                              14             80                25 
                                             54,454         61,054            55,552 
 
 Total liabilities                           78,734         79,577            85,136 
                                      -------------  -------------  ---------------- 
 
 Net assets                                  69,575         67,340            66,580 
                                      =============  =============  ================ 
 
 EQUITY 
 Share capital                                1,219          1,216             1,219 
 Share premium account                       60,930         67,490            60,923 
 Merger relief reserve                       20,995         20,995            20,995 
 Retained earnings                          (9,117)        (9,661)          (11,036) 
 Share based payments 
  reserves                                    7,094          5,913             6,379 
 Investment on own 
  shares                                       (36)        (6,742)              (36) 
 Translation reserve                          (127)          (488)             (481) 
 Reverse acquisition 
  reserve                                  (11,383)       (11,383)          (11,383) 
 
 Total equity                                69,575         67,340            66,580 
 
 

Group Statement of Cash Flows

For the six months ended 30 June 2022

 
                                          Six months    Six months 
                                            ended 30      ended 30       Year ended 
                                           June 2022     June 2021      31 December 
                                         (unaudited)   (unaudited)   2021 (audited) 
                                 Note         GBP000        GBP000           GBP000 
-------------------------------  -----  ------------  ------------  --------------- 
Cash flows from operating 
 activities 
 
Profit before income 
 tax                                           2,429           935            1,114 
 
Adjustments 
Depreciation and impairment                      936           937            1,870 
Amortisation and impairment                    2,690         3,810            6,969 
Share based payment costs                        715           564            1,030 
Finance expenditure                            1,200           594            1,755 
Exchange rate variances                        (449)         (377)              266 
Change in fair value 
 of contingent consideration                     943           938            4,735 
 
Cash flows before changes 
 in working capital                            8,464         7,401           17,739 
 
Movement in working 
 capital 
 Increase in inventories                        (71)         (254)            (180) 
Increase in trade and 
 other receivables                           (2,179)       (6,490)          (9,841) 
(Decrease)/increase in 
 trade and other payables                    (1,207)       (1,165)              185 
Cash generated from 
 operations                                    5,007         (508)            7,903 
                                        ------------  ------------  --------------- 
 
Income taxes paid                              (215)         (313)            (869) 
 
Net cash flows from 
 operating activities                          4,792         (821)            7,034 
 
Cash flows from investing 
 activities 
Purchase of property, 
 plant and equipment                           (646)         (393)            (998) 
Payments to acquire intangible 
 assets                                      (2,742)       (2,242)          (5,866) 
Contingent consideration 
 paid                                       (10,174)         (600)          (1,086) 
Contingent consideration 
 received                                        320           708                - 
Repayment/(provision) 
 of working capital facility 
 to discontinued operation                       125         (300)            (500) 
Sale of investment                               324             -                - 
Acquisition of subsidiary, 
 net of cash                                   (633)       (6,530)          (7,268) 
Net cash flows from 
 investing activities                       (13,426)       (9,357)         (15,718) 
 
Cash flows from financing 
 activities 
New bank loans                                 3,500             -                - 
Finance expenses                               (907)         (764)          (2,069) 
Repayment of lease liabilities                 (546)         (825)          (1,443) 
Proceeds from issue of 
 new shares                                        7           504              645 
Dividends paid                                     -             -          (2,256) 
                                        ------------  ------------  --------------- 
Net cash flows from 
 financing activities                          2,054       (1,085)          (5,123) 
 
Net (decrease)/increase 
 in cash and cash equivalents                (6,580)      (11,263)         (13,807) 
 
Cash and cash equivalents 
 brought forward                              12,944        26,884           26,884 
Exchange differences 
 on cash and cash equivalents                     46          (56)            (133) 
                                        ------------  ------------  --------------- 
 
Cash and cash equivalents 
 carried forward                               6,410        15,565           12,944 
                                        ============  ============  =============== 
 

Group Statement of Changes in Equity

For the six months ended 30 June 2022

 
 
                                Share   Merger  Share-based             Investment                    Reverse          Total 
                       Share  premium   relief      payment  Retained       in own   Translation  acquisition  shareholders' 
                     capital  account  reserve      reserve  earnings       shares       reserve      reserve         equity 
                      GBP000   GBP000   GBP000       GBP000    GBP000       GBP000        GBP000       GBP000         GBP000 
 
Balance at 1 
 January 2021          1,202   67,000   20,995        5,349   (10,418      (6,742)           272     (11,383)         66,275 
                     -------  -------  -------  -----------  --------  -----------  ------------  -----------  ------------- 
Profit for the year        -        -        -            -     1,638            -             -            -          1,638 
Other comprehensive 
 income                    -        -        -            -         -            -         (753)            -          (753) 
Total comprehensive 
 income for the 
 year                      -        -        -            -     1,638            -         (753)            -            885 
Share-based payment 
 cost                      -        -        -        1,030         -            -             -            -          1,030 
Shares issued (8 
 April 2021)              13      376        -            -         -            -             -            -            389 
Shares issued (22 
 June 2021)                1      114        -            -         -            -             -            -            115 
Shares issued (28 
 July 2021)                1       62        -            -         -            -             -            -             63 
Shares issued (15 
 September 2021)           1       53        -            -         -            -             -            -             54 
Shares issued (21 
 December 2021)            1       12        -            -         -            -             -            -             13 
Shares issued to 
 EBT                       -  (6,694)        -            -         -        6,706             -            -             12 
Dividends paid             -        -        -            -   (2,256)            -             -            -        (2,256) 
                     -------  -------  -------  -----------  --------  -----------  ------------  -----------  ------------- 
Total transactions 
 with owners              17  (6,077)        -        1,030     (618)        6,706         (753)            -            305 
                     -------  -------  -------  -----------  --------  -----------  ------------  -----------  ------------- 
Balance at 31 
 December 2021         1,219   60,923   20,995        6,379  (11,036)         (36)         (481)     (11,383)         66,580 
                     ------- 
Profit for the 
 period                    -        -        -            -     1,919            -             -            -          1,919 
Other comprehensive 
 income                    -        -        -            -         -            -           354            -            354 
Total comprehensive 
 income for the 
 period                    -        -        -            -     1,919            -           354            -          2,273 
Share-based payment 
 cost                      -        -        -          715         -            -             -            -            715 
Shares issued (12 
 April 2022)               -        7        -            -         -            -             -            -              7 
Total transactions 
 with owners               -        7        -          715     1,919            -           354            -          2,995 
                     -------  -------  -------  -----------  --------  -----------  ------------  -----------  ------------- 
Balance at 30 June 
 2022                  1,219   60,930   20,995        7,094   (9,117)         (36)         (127)     (11,383)         69,575 
                     -------  -------  -------  -----------  --------  -----------  ------------  -----------  ------------- 
 
   1.     Accounting Policies 

Basis of preparation

The financial information set out in this announcement does not constitute the statutory accounts of the Group for the period ended 30 June 2022. Whilst the financial information included in this interim announcement has been computed in accordance with International Financial Reporting Standards as adopted by the European Union (IFRS). They have been prepared on an accrual basis and under the historical cost convention except for certain financial instruments measured at fair value. This announcement in itself does not contain sufficient information to comply with IFRS.

Details of the accounting policies are those set out in the annual report for the year ended 31 December 2021. The accounting policies in this announcement are consistent with those set out in the annual report for the year ended 31 December 2021.

2. Segmental information

Revenue and segmental reporting

The chief operating decision maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Group's Executive Directors. The Group reports under four reporting segments, namely Assurance, Optimisation, Software and ESG.

 
                                Six months ended 30 June 2022                                 Six months ended 30 June 2021 
                Assurance  Optimisation  Software      ESG      PLC     Total  Assurance  Optimisation  Software     ESG      PLC     Total 
                  GBP000      GBP000       GBP000   GBP000   GBP000    GBP000     GBP000        GBP000    GBP000  GBP000   GBP000    GBP000 
 Revenue           18,378        19,619     1,233    1,218        -    40,448     17,877        13,174     1,179     386        -    32,616 
 Cost of sales    (1,555)      (11,964)      (51)     (65)        -  (13,635)    (1,298)       (7,195)      (32)       -        -   (8,525) 
 -------------  ---------  ------------  --------  -------  -------  --------  ---------  ------------  --------  ------  -------  -------- 
 Gross profit      16,823         7,655     1,182    1,153        -    26,813     16,579         5,979     1,147     386        -    24,091 
 -------------  ---------  ------------  --------  -------  -------  --------  ---------  ------------  --------  ------  -------  -------- 
 Overheads        (8,852)       (4,590)     (270)  (1,080)  (4,766)  (19,558)    (8,467)       (4,495)     (173)   (360)  (4,320)  (17,815) 
 EBITDA             7,971         3,065       912       73  (4,766)     7,255      8,112         1,484       974      26  (4,320)     6,276 
 -------------  ---------  ------------  --------  -------  -------  --------  ---------  ------------  --------  ------  -------  -------- 
 Analysed as: 
 Adjusted 
  EBITDA            8,337         3,069       912       73  (2,719)     9,672      8,321         1,484       974      26  (1,986)     8,819 
 Share-based 
  payments              -             -         -        -    (715)     (715)          -             -         -       -    (564)     (564) 
 Exceptional 
  costs             (366)           (4)         -        -  (1,332)   (1,702)      (209)             -         -       -  (1,770)   (1,979) 
                ---------  ------------                                        ---------  ------------ 
                    7,971         3,065       912       73  (4,766)     7,255      8,112         1,484       974      26  (4,320)     6,276 
                ---------  ------------  --------  -------  -------  --------  ---------  ------------  --------  ------  -------  -------- 
 Depreciation                                                           (936)                                                         (937) 
 
 Amortisation                                                         (2,690)                                                       (3,810) 
 
 Finance 
  expenditure                                                         (1,200)                                                         (644) 
 
 Other 
  financial 
  items                                                                     -                                                            50 
                                                                     --------                                                      -------- 
 Profit before 
  income tax                                                            2,429                                                           935 
                                                                     --------                                                      -------- 
 
   3.     Earnings Per Share 

The earnings per share is based on the net profit for the period attributable to ordinary equity holders divided by the weighted average number of ordinary shares outstanding during the period.

 
                                                                                   Year ended 
                                                                                  31 December 
                                                                                         2021 
                                       Six months          Six months 
                                         ended 30            ended 30 
                                        June 2022           June 2021 
                                      (unaudited)         (unaudited)               (audited) 
                                           GBP000              GBP000                  GBP000 
----------------------------------  -------------  ---  -------------  ---  ----------------- 
 
 Profit/ attributable to equity 
  holders of the Group                      1,919                 757                   1,638 
 Amortisation of acquired 
  intangible assets                         1,359               2,741                   4,415 
 Deferred tax in respect of 
  amortisation                              (258)               (465)                   (783) 
 Changes in fair value of 
  contingent consideration                    943                 938                   4,735 
 Foreign exchange variation                   263               (224)                   (339) 
 Fees associated with acquisition             144                 803                   1,038 
 Share-based payments costs                   715                 564                   1,030 
 Restructuring costs                          615                 238                   1,280 
 Impairment of right of use 
  assets                                        -                   -                     113 
 
 Adjusted profit attributable 
  to equity holders of the 
  Group                                     5,700               5,352                  13,127 
                                    -------------       -------------       ----------------- 
 
 Weighted average number of 
  ordinary shares in issue 
  (000)                                   974,970             966,784                 970,589 
 Dilutive effect of share 
  options (000)                            67,062              44,674                  40,870 
                                    -------------       -------------       ----------------- 
 Diluted weighted average 
  number of ordinary shares 
  in issue (000)                        1,042,032           1,011,458               1,011,459 
                                    -------------       -------------       ----------------- 
 
 Basic earnings per share 
  (pence)                                    0.20                0.08                    0.17 
 Diluted earnings per share 
  (pence)                                    0.18                0.07                    0.16 
 Adjusted basic earnings per 
  share (pence)                              0.58                0.55                    1.35 
 Adjusted diluted earnings 
  per share (pence)                          0.55                0.53                    1.30 
 

The weighted average number of shares in issue for the adjusted diluted earnings per share include the dilutive effect of the share options in issue to senior staff of Inspired.

Adjusted earnings per share represents the earnings per share, as adjusted to remove the effect of the fees associated with acquisition, amortisation of intangible assets (excluding amortisation related to computer software and customer databases), share-based payments and exceptional items which have been expensed to the income statement in the period. Adjusted profit before tax is calculated as follows:

 
                                                                                Year ended 
                                                                               31 December 
                                                                                      2021 
                                        Six months          Six months 
                                          ended 30            ended 30 
                                         June 2022           June 2021 
                                       (unaudited)         (unaudited)           (audited) 
                                            GBP000              GBP000              GBP000 
-----------------------------------  -------------  ---  -------------  ---  ------------- 
 
 Profit before tax                           2,429                 935               1,114 
 Share-based payments costs                    715                 564               1,030 
 Amortisation of acquired 
  intangible assets                          1,359               2,741               4,415 
 Foreign exchange variation                    263               (224)               (339) 
 Exceptional costs: 
  Fees associated with acquisition             144                 803               1,038 
  Restructuring costs                          615                 238               1,280 
  Impairment of right of use 
   assets                                        -                   -                 113 
  Change in fair value of 
   contingent consideration                    943                 938               4,735 
 
 Adjusted profit before tax                  6,468               5,995              13,386 
                                     -------------       -------------       ------------- 
 
 

Acquisitional activity can significantly distort underlying financial performance from IFRS measures and therefore the Board deems it appropriate to report adjusted metrics as well as IFRS measures for the benefit of primary users of the Group financial statements.

   4.     Property, plant and equipment 
 
                       Fixtures and      Motor          Computer         Leasehold           Office 
                           fittings   vehicles         equipment      improvements        equipment    Total 
                             GBP000     GBP000            GBP000            GBP000           GBP000   GBP000 
Cost 
As at 1 January 
 2021                           937        158             2,412               592                -    4,099 
Acquisitions 
 through business 
 combinations                     -          -                 -               222                -      222 
Foreign exchange 
 variances                      (4)        (5)              (11)               (5)                -     (25) 
Additions                        15          -               981                 2                -      998 
Disposals                     (228)       (46)             (378)               (5)                -    (657) 
At 31 December 
 2021                           720        107             3,004               806                -    4,637 
                   ----------------  ---------  ----------------  ----------------  ---------------  ------- 
Reclassification              (426)         42                 -               384                -        - 
                   ----------------  ---------  ----------------  ----------------  ---------------  ------- 
At 31 December 
 2021 (restated)                294        149             3,004             1,190                -    4,637 
                   ----------------  ---------  ----------------  ----------------  ---------------  ------- 
Foreign exchange 
 variances                        2          2                 -                 1              (1)        4 
Additions                         8          -               357                 -              281      646 
Disposals                         -       (38)                 -                 -                -     (38) 
At 30 June 2022                 304        113             3,361             1,191              280    5,249 
                   ----------------  ---------  ----------------  ----------------  ---------------  ------- 
Depreciation 
As at 1 January 
 2021                           743         70               638               326                     1,777 
Charge for the 
 year                            88          4               604               120                       816 
Disposals                     (167)       (36)             (200)               (5)                     (408) 
At 31 December 
 2021                           664         38             1,042               441                     2,185 
Reclassification              (474)         38               391                45                -        - 
                   ----------------  ---------  ----------------  ----------------  ---------------  ------- 
At 31 December 
 2021 (restated)                190         76             1,433               486                -    2,185 
                   ----------------  ---------  ----------------  ----------------  ---------------  ------- 
Charge for the 
 period                          19         36               110                60              124      349 
Foreign exchange 
 variance                         1          6                 1                 -                -        8 
Disposals                         -       (36)                 -                 -                -     (36) 
At 30 June 2022                 210         82             1,544               546              124    2,506 
                   ----------------  ---------  ----------------  ----------------  ---------------  ------- 
Net Book Value 
At 30 June 2022                  94         31             1,817               645              156    2,743 
                   ----------------  ---------  ----------------  ----------------  ---------------  ------- 
At 31 December 
 2021                            56         69             1,962               365                     2,452 
                   ----------------  ---------  ----------------  ----------------  ---------------  ------- 
 
   5.     Right of use assets 
 
                                               Fixtures and fittings  Motor vehicles  Property    Total 
                                                              GBP000          GBP000    GBP000   GBP000 
Cost 
As at 1 January 2021                                             490             314     3,326    4,130 
Acquisitions through business combinations                         -               4        44       48 
Remeasurement of finance lease                                     -               -      (17)     (17) 
Additions                                                        133             106       386      625 
Disposals                                                          -            (71)      (50)    (121) 
At 31 December 2021                                              623             353     3,689    4,665 
Additions                                                        301              54       245      600 
Foreign exchange variances                                         -               -      (14)     (14) 
Disposals                                                      (368)             (5)     (257)    (630) 
At 30 June 2022                                                  556             402     3,663    4,621 
                                               ---------------------  --------------  --------  ------- 
Depreciation 
As at 1 January 2021                                             138              86     1,313    1,537 
Charge for the year                                              144             116       681      941 
Disposals                                                          -            (56)      (50)    (106) 
At 31 December 2021                                              282             146     1,944    2,372 
Charge for the period                                             63             104       420      587 
Disposals                                                      (211)             (5)     (110)    (326) 
At 30 June 2022                                                  134             245     2,254    2,633 
                                               ---------------------  --------------  --------  ------- 
Impairment 
As at 1 January 2021                                               -               -         -        - 
Impairment for the year                                            -               -       113      113 
At 31 December 2021                                                -               -       113      113 
At 30 June 2022                                                    -               -       113      113 
                                               ---------------------  --------------  --------  ------- 
Net Book Value 
At 30 June 2022                                                  422             157     1,296    1,875 
                                               ---------------------  --------------  --------  ------- 
At 31 December 2021                                              341             207     1,632    2,180 
                                               ---------------------  --------------  --------  ------- 
 
   6.     Intangible assets and goodwill 
 
                                                                           Total other 
                    Computer    Trade name      Customer        Customer   intangibles 
                    software        GBP000     contracts   relationships        GBP000  Goodwill     Total 
                      GBP000                      GBP000          GBP000                  GBP000    GBP000 
Cost 
At 1 January 
 2021                 16,315           115        18,076           7,511        42,017    63,776   105,793 
Additions              5,821            45             -               -         5,866         -     5,866 
Acquisitions 
 through 
 business 
 combinations              -             -         3,491               -         3,491    12,494    15,985 
Adjustments 
 to previous 
 business 
 combinations              -             -             8               -             8            -      8 
Disposals              (819)             -             -               -         (819)         -     (819) 
Foreign 
 exchange 
 variances                 -             -             -               -             -     (159)     (159) 
At 31 
 December 
 2021                 21,317           160        21,575           7,511        50,563    76,111   126,674 
Additions              2,742             -             -               -         2,742         -     2,742 
Acquisitions 
 through 
 business 
 combinations              -             -             -               -             -       730       730 
Disposals               (95)             -             -               -          (95)         -      (95) 
Foreign 
 exchange 
 variance                (1)             -             -               -           (1)        54        53 
At 30 June 
 2022                 23,963           160        21,575           7,511        53,209    76,895   130,104 
               -------------  ------------  ------------  --------------  ------------  --------   ------- 
Amortisation 
As at 1 
 January 2021          8,829            30        13,582           3,225        25,666         -    25,666 
Charge for 
 the year              2,933             7         3,214             815         6,969         -     6,969 
Disposals              (363)             -             -               -         (363)         -     (363) 
At 31 
 December 
 2021                 11,399            37        16,796           4,040        32,272         -    32,272 
Charge for 
 the period            1,520             4           775             391         2,690         -     2,690 
At 30 June 
 2022                 12,919            41        17,571           4,431        34,962         -    34,962 
               -------------  ------------  ------------  --------------  ------------  --------   ------- 
Net Book 
Value 
At 30 June 
 2022                 11,044           119         4,004           3,080        18,247    76,895    95,142 
               -------------  ------------  ------------  --------------  ------------  --------   ------- 
At 31 
 December 
 2021                  9,918           123         4,779           3,471        18,291    76,111    94,402 
               -------------  ------------  ------------  --------------  ------------  --------   ------- 
 

Computer software is a combination of assets internally generated and assets acquired through business combinations. Amortisation charged in the period to 30 June 2022 associated with computer software acquired through business combinations is GBP190,000. The additional GBP1,330,000 charged in the period relates to the amortisation of internally generated computer software.

7. Trade and other receivables

 
 
 
                                    30 June    30 June    31 December 
                                       2022       2021           2021 
                                     GBP000     GBP000         GBP000 
----------------------------------  -------  ---------  ------------- 
Trade receivables                    16,351     12,282         16,492 
Other receivables                     1,338        806          1,472 
Deferred contingent consideration     4,208      6,217          4,529 
Prepayments                           4,265      3,620          3,802 
Accrued income                       14,470      9,900         11,682 
----------------------------------  -------  ---------  ------------- 
                                     40,632     32,825         37,997 
----------------------------------  -------  ---------  ------------- 
 

8. Trade and other payables

 
 
 
                                  30 June    30 June    31 December 
                                     2022       2021           2021 
                                   GBP000     GBP000         GBP000 
--------------------------------  -------  ---------  ------------- 
Trade payables                      4,587      2,317          4,154 
Social security and other taxes     2,918      2,626          3,504 
Accruals                            2,303      1,674          1,502 
Deferred income                       526        559          1,268 
Other payables                        554        772          1,887 
--------------------------------  -------  ---------  ------------- 
                                   10,888      7,948         12,315 
--------------------------------  -------  ---------  ------------- 
 
   9.     Availability of this announcement 

This announcement together with the financial statements herein and a presentation in respect of the interim financial results are available on the Group's website, www.inspiredplc.co.uk

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END

IR EANNSESNAEFA

(END) Dow Jones Newswires

September 06, 2022 02:00 ET (06:00 GMT)

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