The
information contained within this announcement is deemed by
CloudCoCo to constitute inside information pursuant to Article 7 of
EU Regulation 596/2014 as it forms part of UK domestic law by
virtue of the European Union (Withdrawal) Act 2018 as
amended.
27 June 2024
CloudCoCo Group plc
("CloudCoCo", the
"Company" or the "Group")
Interim Results
CloudCoCo (AIM: CLCO), a leading
UK provider of Managed IT services and communications solutions to
private and public sector organisations, is pleased announce its
interim results for the six months ended 31 March 2024 ("H1 2024").
Financial highlights:
·
|
Revenue increased by 11% to £14.3
million (H1 2023: £12.9 million), of which 62% was generated from
Managed Services (H1 2023: 70%)
|
·
|
E-commerce revenues from MoreCoCo
increased 125% to £3.6 million (H1 2023: £1.6 million)
|
·
|
Gross profit remained stable at
£4.3 million (H1 2023: £4.3 million), a reduced margin of 30% (H1
2023: 34%) as a
result of the increase in e-commerce and other one-time revenues
which typically command a lower margin
|
·
|
Continued focus on saving costs
and increasing efficiency, with administrative expenses reduced by
4% to £4.9 million (H1 2023 £5.1 million)
|
·
|
Trading Group EBITDA1
increased by 33% to £1.2 million (H1 2023: £0.9 million)
|
Operational highlights:
·
|
24 new "logo" customers added in
the half (H1 2023: 27), reflecting the continued investment into
the Group's sales and marketing functions
|
·
|
New multi-year customer wins
including Support Warehouse, Allied Services Limited and High
Availability Hosting Limited
|
·
|
Increase in Cyber Security
revenues driven by real-time threat reporting and
management
|
·
|
Strategic partnerships with Ingram
Micro and Solace Global Cyber continue to enhance the Group's
capabilities and create new revenue opportunities
|
·
|
Continued improvement in customer satisfaction
levels currently sitting at 97.8% at June 2024
|
·
|
ISO27001:2022 Accreditation extended across
all Managed Services businesses
|
1 profit or loss before net
finance costs, tax, depreciation, amortisation, plc costs,
exceptional costs and share-based payments
Ian Smith,
consultant to the Board and Interim CEO of the Group's trading
entities, commented:
"These
interim results do not reflect the period of my tenure, but they do
highlight a number of the challenges that the business faces and
which we will work on resolving to ensure the Company can meet its
liabilities and is able to look to the future with
confidence."
Contacts:
CloudCoCo
Group plc Simon Duckworth (Non-Executive
Chair)
Darron Giddens (CFO)
|
Via Alma
|
Allenby
Capital Limited - (Nominated Adviser &
Broker) Jeremy Porter/Daniel
Dearden-Williams (Corporate Finance)
Tony Quirke/Amrit Nahal (Equity Sales)
|
Tel: +44 (0)20 3328 5656
|
Alma -
(Financial PR) David Ison
Kieran Breheny
|
Tel: +44 (0)20 3405 0205
cloudcoco@almastrategic.com
|
About
CloudCoCo
Supported by a team of industry experts and
harnessing a diverse ecosystem of partnerships with blue-chip
technology vendors, CloudCoCo makes it easy for private and public
sector organisations to work smarter, faster and more securely by
providing a single point of purchase for their Connectivity,
Multi-Cloud, Collaboration, Cyber Security, IT Hardware, Licencing,
Support and Professional Services.
CloudCoCo has headquarters in Leeds and
regional offices in Warrington, Sheffield and
Bournemouth.
www.cloudcoco.co.uk
Chairman's Statement
I am pleased to report our interim
results for the period ended 31 March 2024.
During the period under review we
have continued to focus on three key strategic
objectives:
•
to accelerate sales;
•
to maintain excellent support levels; and
•
to drive efficiencies and strengthen our financial
position.
Despite ongoing economic headwinds, we have remained focussed,
delivering growth in revenues and Trading Group EBITDA1.
Further details of trading during the six months ended 31 March
2024 are set out in the Business Review below.
As reported in the 2023 full year
accounts, much of the first six months of FY24 were spent exploring
options to refinance the legacy loan notes, which under the
original terms were due for repayment in October 2024. This was
concluded on 29 April 2024 when we reached agreement with our
existing loan note holder, MXC Guernsey Limited ("MXC"), to extend
the redemption date of the loan notes to 31 August 2026.
At the same time, Mark Halpin
stepped down from the Board and his position as CEO and Ian Smith
(CEO of MXC Capital Limited, the parent of MXC) joined CloudCoCo,
initially as a consultant to the Board, acting as Interim CEO of
the Group's trading entities.
Ian's initial remit is to carry
out a full strategic review of the Group, in order to advise the
Board on where the value sits within the business and how that
value can be maximised to improve the Group's trading performance
and financial position. MXC remains supportive both as a
shareholder and loan note provider. However, it is clear that the
loan notes will not be able to be repaid within the required period
via operating cash flows and so we continue to work with MXC to
find the best solution for the repayment of the loan
notes.
The Group is complex and it is
taking time to analyse all of the data into the four business units
we believe best reflect the services provided, namely Managed
Services, Infrastructure Services, Telecoms and Product. This
analysis will help determine the core and non-core elements of the
Group and will underpin the value maximisation work referred to
above. Going forward, we hope to be able to provide further
reporting in each of these units.
This work is ongoing and we will
update shareholders as we progress. We understand this has been a
prolonged period of uncertainty and want to reassure investors we
are are committed to navigating it with determination and
transparency.
In our daily activities, we are
continuing with a "business as usual" approach, focussing on sales
and pipeline generation across all of the Group's revenue streams.
Despite the challenging economic environment we continue to operate
in, which is impacting the purchasing decisions of certain of our
customers, we had some pleasing new business wins during the period
and continue to build a solid pipeline. Mindful of the
broader economic realities, and to improve our working capital
position, we continue to reduce costs within the business wherever
possible to ensure we are as efficient as we can be.
I would like to thank our staff
for their continued commitment during this transitional period and
their hard work in retaining key clients and delivering high
customer satisfaction levels.
With the continued support of our
staff, customers and suppliers, we look forward to
making continued steady progress in the second half of the
financial year.
Simon Duckworth
Chairman
BUSINESS REVIEW
Organic
Growth
From a sales perspective, we are
pleased to report that we secured 24 new logo customers in the
period (H1 2023: 27) with the majority of these taking multi-year
Managed Services contracts across the breadth of our offering.
We continue to see the effect of
increases in cost of living, energy prices and interest rates in
the UK ripple through the economy. This has been particularly
prevalent in the IT industry, where we have seen unprecedented
vendor price increases. This has put pressure on customers and
Managed Service providers like CloudCoCo which has inevitably led
to increased prices for some services towards the end of H1 2024
and moving into H2 2024. Our recurring contracts allow
us to pass third party price increases on to customers which
has led to some cancellations during the
period but we have managed to increase revenues overall by
leveraging our e-commerce platform.
Whilst demand for remote support, cyber security and cloud-based
services remains buoyant, customers are rationalising physical and
on-premise services where they can. As a result, we have seen a
steady downturn in new connectivity and data centre opportunities
as the services most impacted by supplier price increases. This is
a clear area of focus for our ongoing strategic
review.
Delivering excellent support levels remains key to winning and
retaining customers. We are delighted to report consistently high
customer satisfaction scores for our services, which have been in
excess of 95% during the period and are currently sitting at 97.8%
in June 2024.
In order to differentiate
ourselves, we have been looking for ways to introduce new
technology and drive efficiencies into the services we provide to
our customers. We are also continuing to work with our strategic
partners to identify areas where AI can play an increasing role in
improving the way technology services are
delivered.
People
Our decision to recruit
experienced industry specialists during the first half of the year
delivered new services and successes to the Group in the
multi-cloud and cyber security sectors. We encourage our
specialists to build an expert practice within our business, and
actively engage with our existing customer base. This activity has
led to a number of new multi-year recurring contracts and an
increased pipeline of
orders.
We have made progress in simplifying the structure of the business
and aligning services to better support our customers and this
activity will continue for the remainder of the financial
year.
Results
Revenue increased by 11% to £14.3
million (H1 2023: £12.9 million). Whilst 62% of revenues were
generated from Managed Services (H1 2023: 70%), we continue to see
customers investing in new hardware and technology by purchasing
value-added resales services.
We are seeing an increasing number of these value-added resale
sales being transacted via our e-commerce platform
(morecoco.co.uk), which has seen revenue growth of 125% during this
half-year to £3.6 million (H1 2023: £1.6 million). Whilst the gross
margin on e-commerce sales is lower, this is offset by a lower cost
of operational
delivery.
As a result, gross profit remained
stable in this half year at £4.3 million (H1 2023: £4.3 million),
representing a gross margin of 30% of revenue (H1 2023: 34%). This
reduction reflects the change in the mix of business described
above and the increased ratio of third-party suppliers (such as
Microsoft) in our
solutions.
The internal focus on achieving
cost savings and increasing efficiencies within our operations saw
administrative expenses reduce by 4% to £4.9 million in the period
(H1 2023 £5.1 million), with Trading Group EBITDA1,
increasing to £1.2 million for the half-year (H1 2023: £0.9
million).
In order to fix prices in some of
our data centre locations, we entered into a number of new term
lease agreements with key providers such as Equinix, Pulsant and
Virtus. This allowed us to negotiate new terms and freeze prices
for a period instead of enduring variable prices as a result of
power price fluctuations. These new longer-term leases are
reflected in an increase in the Depreciation of IFRS16 data centre
leases to £0.6 million in this half year period (H1 2023: £0.4
million).
After accounting for these
depreciation costs, together with plc costs of £0.5 million (H1
2023: £0.4 million), exceptional items and share-based payments of
£0.2 million (H1 2023: £0.1 million), amortisation and other
depreciation of £0.6 million (H1 2023: £0.7 million) and accrued
net interest costs of £0.5 million (H1 2023: £0.4 million), the
loss before taxation for the period was £1.2 million (H1 2023: loss
of £1.2 million).
The Group incurred a net cash
outflow during the period of £0.2 million, compared to the balance
reported at 30 September 2023. The main components being:
·
Cash inflow generated from operating activities
of £0.7 million (H1 2023 £0.3
million);
·
Payments of lease liabilities including IFRS16
data centre leases of £0.8 million (H1 2023: £0.5 million);
and
·
Cash outflow from investment in assets, interest
payments and payment of deferred consideration totalling £0.1
million (H1 2023: £0.1 million).
Outlook
We have made some headway in terms of accelerating sales and
delivering excellent customer support levels during the year and
this work will continue. In addition, we have identified a number
of operational efficiencies and savings that have been implemented
that will help to drive down our costs and will in turn improve
cashflow to help strengthen our financial position. We will
continue our efforts to grow and improve the business by building
on the foundations we have created to date.
Darron
Giddens
27 June 2024
1 profit or loss before net finance costs, tax, depreciation,
amortisation, plc costs, exceptional items and share-based
payments.
Consolidated income
statement
for the six-month period ended 31
March 2024
|
|
Unaudited 6 months to 31
March
|
|
Unaudited
6 months to 30 September
|
|
Unaudited
6 months to 31 March
|
|
Audited
Year to
30 September
|
|
|
Note
|
2024
|
|
2023
|
|
2023
|
|
2023
|
|
|
|
£'000
|
|
£'000
|
|
£'000
|
|
£'000
|
Continuing operations
|
|
|
|
|
|
|
|
|
|
Revenue
|
3
|
14,280
|
|
13,030
|
|
12,923
|
|
25,953
|
|
Cost of sales
|
|
(9,966)
|
|
(8,928)
|
|
(8,580)
|
|
(17,508)
|
|
Gross profit
|
|
4,314
|
|
4,102
|
|
4,343
|
|
8,445
|
|
GP%
|
|
30%
|
|
31%
|
|
34%
|
|
33%
|
|
Administrative expenses
|
|
(5,014)
|
|
(5,072)
|
|
(5,130)
|
|
(10,202)
|
|
Trading Group EBITDA1
|
|
1,226
|
|
1,014
|
|
901
|
|
1,915
|
|
Amortisation of intangible
assets
|
6
|
(430)
|
|
(642)
|
|
(643)
|
|
(1,285)
|
|
Plc costs2
|
|
(455)
|
|
(466)
|
|
(397)
|
|
(863)
|
|
Depreciation of IFRS16 data centre
right of use assets
|
|
(650)
|
|
(479)
|
|
(400)
|
|
(879)
|
|
Depreciation of tangible assets and
other right of use assets
|
|
(156)
|
|
(163)
|
|
(86)
|
|
(249)
|
|
Exceptional items
|
4
|
(159)
|
|
(178)
|
|
(99)
|
|
(277)
|
|
Share-based payments
|
|
(76)
|
|
(56)
|
|
(63)
|
|
(119)
|
|
Operating loss
|
|
(700)
|
|
(970)
|
|
(787)
|
|
(1,757)
|
|
Interest receivable
|
|
5
|
|
3
|
|
1
|
|
4
|
|
Interest payable
|
|
(493)
|
|
(375)
|
|
(438)
|
|
(813)
|
|
Loss before taxation
|
|
(1,188)
|
|
(1,342)
|
|
(1,224)
|
|
(2,566)
|
|
Taxation
|
|
107
|
|
314
|
|
161
|
|
475
|
|
Loss and total comprehensive loss for the year attributable to
owners of the parent
|
|
|
|
|
|
|
|
|
|
|
|
(1,081)
|
|
(1,028)
|
|
(1,063)
|
|
(2,091)
|
|
Loss per share
|
|
|
|
|
|
|
|
|
|
Basic and fully diluted
|
5
|
(0.15)p
|
|
(0.15)p
|
|
(0.15)p
|
|
(0.30)p
|
|
1 Profit or loss before net finance
costs, tax, depreciation, amortisation, plc costs, exceptional
items and share-based payments.
2 Plc costs are non-trading
costs relating to the Board of Directors of the Parent Company, its
listing on the AIM Market of the London
Stock Exchange and its associated professional
advisors.
Consolidated statement of
financial position
as at 31 March 2024
|
|
Unaudited
|
Unaudited
|
Audited
|
|
|
31 March
2024
|
31
March
2023
|
30
September 2023
|
|
Note
|
£'000
|
£'000
|
£'000
|
Non-current assets
|
|
|
|
|
Intangible assets
|
6
|
10,865
|
11,937
|
11,295
|
Property, plant and
equipment
|
|
259
|
189
|
312
|
Right of Use assets
|
|
1,429
|
1,147
|
1,530
|
Total non-current assets
|
|
12,553
|
13,273
|
13,137
|
Current assets
|
|
|
|
|
Inventories
|
|
153
|
100
|
76
|
Trade and other
receivables
|
7
|
4,280
|
5,025
|
4,443
|
Contract assets
|
8
|
550
|
740
|
395
|
Cash and cash
equivalents
|
|
606
|
1,275
|
794
|
Total current assets
|
|
5,589
|
7,140
|
5,708
|
Total assets
|
|
18,142
|
20,413
|
18,845
|
Current liabilities
|
|
|
|
|
Trade and other payables
|
9
|
(7,518)
|
(7,406)
|
(6,878)
|
Contract liabilities
|
|
(1,434)
|
(1,767)
|
(1,820)
|
Provision for onerous
contracts
|
|
(130)
|
(148)
|
(148)
|
Borrowings
|
10
|
(69)
|
(69)
|
(69)
|
Lease liability
|
|
(1,082)
|
(676)
|
(1,138)
|
Total current liabilities
|
|
(10,233)
|
(10,066)
|
(10,053)
|
Non-current liabilities
|
|
|
|
|
Contract liabilities
|
|
(310)
|
(542)
|
(311)
|
Provision for onerous
contracts
|
|
(686)
|
(850)
|
(684)
|
Borrowings
|
10
|
(5,629)
|
(5,112)
|
(5,335)
|
Lease liability
|
|
(410)
|
(570)
|
(476)
|
Deferred tax liability
|
|
(844)
|
(1,266)
|
(951)
|
Total non-current
liabilities
|
|
(7,879)
|
(8,340)
|
(7,757)
|
Total liabilities
|
|
(18,112)
|
(18,406)
|
(17,810)
|
Net assets
|
|
30
|
2,007
|
1,035
|
Equity
|
|
|
|
|
Share capital
|
|
7,062
|
7,062
|
7,062
|
Share premium account
|
|
17,630
|
17,630
|
17,630
|
Capital redemption
reserve
|
|
6,489
|
6,489
|
6,489
|
Merger reserve
|
|
1,997
|
1,997
|
1,997
|
Other reserve
|
|
446
|
521
|
370
|
Retained earnings
|
|
(33,594)
|
(31,692)
|
(32,513)
|
Total equity
|
|
30
|
2,007
|
1,035
|
Consolidated statement of changes
in equity
for the six-month period ended 31
March
2024
|
Share
capital
|
Share
premium
|
Capital
redemption reserve
|
Merger
reserve
|
Other
reserve
|
Retained
earnings
|
Total
|
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
At
1 October 2022
|
7,062
|
17,630
|
6,489
|
1,997
|
458
|
(30,629)
|
3,007
|
Loss and total comprehensive loss
for the period
|
-
|
-
|
-
|
-
|
-
|
(1,063)
|
(1,063)
|
Share-based payments
|
-
|
-
|
-
|
-
|
63
|
-
|
63
|
Total movements
|
-
|
-
|
-
|
-
|
63
|
(1,063)
|
(1,000)
|
Equity at 31 March 2023
|
7,062
|
17,630
|
6,489
|
1,997
|
521
|
(31,692)
|
2,007
|
|
|
|
|
|
|
|
|
|
Share
capital
|
Share
premium
|
Capital
redemption reserve
|
Merger
reserve
|
Other
reserve
|
Retained
earnings
|
Total
|
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
At
1 April 2023
|
7,062
|
17,630
|
6,489
|
1,997
|
521
|
(31,692)
|
2,007
|
Loss and total comprehensive loss
for the period
|
-
|
-
|
-
|
-
|
-
|
(1,028)
|
(1,028)
|
Share-based payments
|
-
|
-
|
-
|
-
|
56
|
-
|
56
|
Share options lapsed
|
-
|
-
|
-
|
-
|
(207)
|
207
|
-
|
Total movements
|
-
|
-
|
-
|
-
|
(151)
|
(821)
|
(972)
|
Equity at 30 September 2023
|
7,062
|
17,630
|
6,489
|
1,997
|
370
|
(32,513)
|
1,035
|
|
|
|
|
|
|
|
|
|
Share
capital
|
Share
premium
|
Capital
redemption reserve
|
Merger
reserve
|
Other
reserve
|
Retained
earnings
|
Total
|
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
At
1 October 2023
|
7,062
|
17,630
|
6,489
|
1,997
|
370
|
(32,513)
|
1,035
|
Loss and total comprehensive loss
for the period
|
-
|
-
|
-
|
-
|
-
|
(1,081)
|
(1,081)
|
Share-based payments
|
-
|
-
|
-
|
-
|
76
|
-
|
76
|
Total movements
|
-
|
-
|
-
|
-
|
76
|
(1,081)
|
(1,005)
|
Equity at 31 March 2024
|
7,062
|
17,630
|
6,489
|
1,997
|
446
|
(33,594)
|
30
|
Consolidated statement of cash
flows
for the six-month period ended 31
March 2024
|
Unaudited
6 months to 31 March 2024
|
Unaudited
6 months to 30 September 2023
|
Unaudited
6 months to 31 March 2023
|
Audited
Year to 30 September 2023
|
|
£'000
|
£'000
|
£'000
|
£'000
|
Cash flows from operating activities
|
|
|
|
|
Loss before taxation
|
(1,188)
|
(1,342)
|
(1,224)
|
(2,566)
|
Adjustments for:
|
|
|
|
|
Depreciation - IFRS16 data centre
right of use assets
|
650
|
479
|
400
|
879
|
Depreciation - other right of use
assets
|
77
|
34
|
53
|
87
|
Depreciation - owned
assets
|
79
|
129
|
33
|
162
|
Amortisation
|
430
|
642
|
643
|
1,285
|
Share-based payments
|
76
|
56
|
63
|
119
|
Net finance expense
|
488
|
372
|
437
|
809
|
Movements in provisions
|
(135)
|
(64)
|
(76)
|
(140)
|
Decrease / (increase) in trade and
other receivables
|
163
|
855
|
(441)
|
414
|
(Increase) / decrease in
inventories
|
(77)
|
23
|
65
|
88
|
Increase / (decrease) in trade
payables, accruals and contract liabilities
|
131
|
(671)
|
373
|
(298)
|
Net cash inflow from operating activities before acquisition
costs
|
694
|
513
|
326
|
839
|
Costs relating to
acquisitions
|
-
|
-
|
-
|
-
|
Net cash inflow from operating activities
|
694
|
513
|
326
|
839
|
Cash flows from investing activities
|
|
|
|
|
Purchase of property, plant and
equipment
|
(27)
|
(252)
|
(94)
|
(346)
|
Payment of deferred consideration
relating to acquisitions
|
(25)
|
(25)
|
(25)
|
(50)
|
Interest received
|
5
|
4
|
-
|
4
|
Net cash (outflow) / inflow from
investing activities
|
(47)
|
(273)
|
(119)
|
(392)
|
Cash flows from financing activities
|
|
|
|
|
Repayment of COVID-19 bounce-back
loan
|
(10)
|
(12)
|
(10)
|
(22)
|
Payment of lease
liabilities
|
(813)
|
(700)
|
(418)
|
(1,118)
|
Interest paid
|
(12)
|
(9)
|
(20)
|
(29)
|
Net cash outflow from financing
activities
|
(835)
|
(721)
|
(448)
|
(1,169)
|
Net (decrease) / increase in cash
|
(188)
|
(481)
|
(241)
|
(722)
|
Cash at bank and in hand at
beginning of period
|
794
|
1,275
|
1,516
|
1,516
|
Cash at bank and in hand at end of period
|
606
|
794
|
1,275
|
794
|
Comprising:
|
|
|
|
|
Cash at bank and in hand
|
606
|
794
|
1,275
|
794
|
Notes to the consolidated interim financial
statements
1. General information
CloudCoCo Group plc (the "Group")
is a public limited company incorporated in England and Wales under
the Companies Act 2006. The address of the registered office is 5
Fleet Place, London, EC4M 7RD. The principal activity of the Group
is the provision of IT Services to small and medium-sized
enterprises in the UK. The financial statements are presented in
pounds sterling because that is the currency of the primary
economic environment in which each of the Group's subsidiaries
operates.
2. Basis of Preparation
2.1 Accounting
Policies
The accounting policies used in the presentation of the unaudited
consolidated interim financial statements for the six months ended
31 March 2024 are in accordance with applicable International
Financial Reporting Standards (IFRSs) as applied in accordance with
provisions of the Companies Act 2006. The principal accounting
policies of the Group have been consistently applied to all periods
presented unless otherwise stated.
2.2 Going concern
The Directors have prepared the financial statements on a going
concern basis which assumes that the Group will continue to meet
liabilities as they fall due.
The Directors have reviewed the
forecast sales growth, budgets and cash projections for the period
to 30 June 2025, including sensitivity analysis on the key
assumptions such as the potential impact of reduced sales or slower
cash receipts for the next twelve months and the Directors have
reasonable expectations that the Group and the Company have
adequate resources to continue operations for the period of at
least one year from the date of approval of these unaudited interim
financial statements.
The Directors have not identified any material uncertainties that
may cast doubt over the ability of the Group and Company to
continue as a going concern and the Directors continue to adopt the
going concern basis in preparing these unaudited interim financial
statements.
3.
Segment reporting
The executive directors of the
Company and its subsidiaries review the Group's internal reporting
in order to assess performance and to allocate resources. Profit
performance is principally assessed through adjusted profit
measures consistent with those disclosed in the Annual Report and
Accounts. The Board believes that the Group comprises a single
reporting segment, being the provision of IT managed services to
customers. Whilst the Directors review the revenue streams and
related gross profits of two categories separately (Managed IT
Services and Value added resale), the operating costs and operating
asset base used to derive these revenue streams are the same for
both categories and are presented as such in the Group's internal
reporting.
The segmental analysis
below is shown at a revenue level in line with the internal
assessment based on the following reportable operating
categories:
Managed IT Services
|
-
This category comprises the provision of
recurring IT services which either have an ongoing billing and
support element or utilise the technical expertise of our
people.
|
Value added resale
|
-
This category comprises the resale of one-time
solutions (hardware and software) from our leading technology
partners, including revenues from the MoreCoCo
e-commerce platform.
|
No customer accounts for more than 10% of external revenues in any
reported period.
3.1 Analysis of continuing
results
All revenues from continuing operations are derived from customers
within the UK. In order to simplify our reporting of revenue, we
have taken the decision to condense our reporting segments into two
new categories - Managed IT Services and Value Added Resale. This
analysis is consistent with that used internally by the CODM and,
in the opinion of the Board, reflects the nature of the revenue.
Trading EBITDA is reported as a single
segment.
3.1.1 Revenue
|
|
Unaudited
6 months to
|
Unaudited
6 months
to
|
Unaudited
6 months
to
|
Audited
Year
to
|
|
|
31 March
2024
£'000
|
30
September
2023
£'000
|
31
March
2023
£'000
|
30
September
2023
£'000
|
By
operating segment
|
|
|
|
|
|
Managed IT Services
|
|
8,819
|
8,900
|
9,077
|
17,977
|
Valued Added Resale
|
|
5,461
|
4,130
|
3,846
|
7,976
|
Total revenue
|
|
14,280
|
13,030
|
12,923
|
25,953
|
3.1.2 Revenue
|
|
Unaudited
6 months to
|
Unaudited
6 months
to
|
Unaudited
6 months
to
|
Audited
Year
to
|
|
|
31 March
2024
£'000
|
30
September
2023
£'000
|
31
March
2023
£'000
|
30
September
2023
£'000
|
By
revenue type
|
|
|
|
|
|
Recognised over time
|
|
7,836
|
7,892
|
8,778
|
16,670
|
Recognised at a point in
time
|
|
6,444
|
5,138
|
4,145
|
9,283
|
Total revenue
|
|
14,280
|
13,030
|
12,923
|
25,953
|
4. Exceptional Items
Items which are material and
non-routine in nature are presented as exceptional items in the
Consolidated Income Statement.
|
|
Unaudited
6 months to
|
Unaudited
6 months
to
|
Unaudited
6 months
to
|
Audited
Year
to
|
|
|
31 March
|
30
September
|
31
March
|
30
September
|
|
|
2024
£'000
|
2023
£'000
|
2023
£'000
|
2023
£'000
|
Costs relating to re-finance of the
loan notes
|
|
(30)
|
(28)
|
-
|
(28)
|
Run-off costs relating to
discontinued data centre
services
|
|
(92)
|
(56)
|
(36)
|
(92)
|
Costs relating to onerous contracts
settled in the year
|
|
(27)
|
(54)
|
-
|
(54)
|
Integration and restructure
costs
|
|
(10)
|
(40)
|
(63)
|
(103)
|
Exceptional items
|
|
(159)
|
(178)
|
(99)
|
(277)
|
5. Loss per share
|
Unaudited
6 months to
31 March 2024
|
Unaudited
6 months to
30 September 2023
|
Unaudited
6 months to
31 March
2023
|
Audited
Year to
30 September 2023
|
|
£'000
|
£'000
|
£'000
|
£'000
|
Loss attributable to ordinary
shareholders
|
(1,081)
|
(1,028)
|
(1,063)
|
(2,091)
|
|
|
|
|
|
|
|
|
|
Number
|
Number
|
Number
|
Number
|
Weighted average number of Ordinary
Shares
in issue, basic and diluted
|
706,215,686
|
706,215,686
|
706,215,686
|
706,215,686
|
Basic and diluted loss per
share
|
(0.15)p
|
(0.15)p
|
(0.15)p
|
(0.30)p
|
6. Intangible assets
Intangible assets are non-physical
assets which have been obtained as part of an acquisition or
research and development activities, such as innovations,
introduction and improvement of products and procedures to improve
existing or new products. All intangible assets have an
identifiable future economic benefit to the Group at the point the
costs are incurred. The amortisation expense is recorded in
administrative expenses in the Consolidated Income
Statement
|
Goodwill
|
IT,
billing and website systems
|
Brand
|
Customer
lists
|
Total
|
Intangible assets
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
Cost
|
|
|
|
|
|
At
31 March 2023, 30 September 2023 and
31 March 2024
|
11,281
|
361
|
2,383
|
11,445
|
25,470
|
|
|
|
|
|
|
Accumulated amortisation
|
|
|
|
|
|
At 1 October 2022
|
-
|
(202)
|
(1,155)
|
(5,668)
|
(7,025)
|
Charge for the period
|
-
|
(9)
|
(61)
|
(573)
|
(643)
|
At
31 March 2023
|
-
|
(211)
|
(1,216)
|
(6,241)
|
(7,668)
|
Charge for the period
|
-
|
(9)
|
(61)
|
(572)
|
(642)
|
At
30 September 2023
|
-
|
(220)
|
(1,277)
|
(6,813)
|
(8,310)
|
Charge for the period
|
-
|
(9)
|
(61)
|
(360)
|
(430)
|
At
31 March 2024
|
-
|
(229)
|
(1,338)
|
(7,173)
|
(8,740)
|
|
|
|
|
|
|
Impairment
|
|
|
|
|
|
At
31 March 2023, 30 September 2023 and
31 March 2024
|
(4,447)
|
-
|
(225)
|
(1,193)
|
(5,865)
|
|
|
|
|
|
|
Carrying amount
|
|
|
|
|
|
At
31 March 2024
|
6,834
|
132
|
820
|
3,079
|
10,865
|
At 30 September 2023
|
6,834
|
141
|
881
|
3,439
|
11,295
|
At 31 March 2023
|
6,834
|
150
|
942
|
4,011
|
11,937
|
Average remaining amortisation period
|
|
7.3 years
|
6.7 years
|
4.3 years
|
4.7 years
|
For the purposes
of assessing impairment, assets are grouped at the lowest levels
for which there are independent cash inflows (cash generating
units). Goodwill is allocated to those assets that are expected to
benefit from synergies of the related business combination and
represent the lowest level within the Group at which management
monitors the related cash inflows. The directors concluded that
at 31 March 2024, there were four CGUs being CloudCoCo
Limited, CloudCoCo Connect Limited (formerly IDE Group Connect
Limited), Systems Assurance Limited and More Computers
Limited.
Each year, management prepares the
resulting cash flow projections using a value in use approach to
compare the recoverable amount of the CGU to the carrying value of
goodwill and allocated assets and liabilities. Any material
variance in this calculation results in an impairment charge to the
Consolidated Income Statement.
The calculations used to compute
cash flows for the CGU level are based on the Group's Board
approved budget for the next twelve months, and business plan,
growth rates for the next five years, weighted average cost of
capital ("WACC") and other known variables. The calculations are
sensitive to movements in both WACC and the revenue growth
projections. The impairment calculations were performed using
post-tax cash flows at post-tax WACC of 13.25% (H1 2023: 13.25%)
for each CGU. The pre-tax discount rate (weighted average cost of
capital) was calculated at 18% per annum
(H1 2023:18%) and the revenue growth rate is 5% per annum (H1 2023:
5%) for each CGU for 5 years and a terminal growth rate of 2% (H1
2023: 2%).
Sensitivities have been run on cash flow forecasts for the CGU.
Revenue growth rates are considered to be the most sensitive
assumption in determining future cash flows for each CGU.
Management is satisfied that the key assumptions of revenue growth
rates should be achievable and that reasonably possible changes to
those key assumptions would not lead to the carrying amount
exceeding the recoverable amount. Sensitivity analyses have been
performed and the table below summarises the effects of changing
certain other key assumptions and the resultant excess (or
shortfall) of discounted cash flows against the aggregate of
goodwill and intangible assets.
Sensitivity
analysis £'000
|
CloudCoCo
Limited
|
Systems
Assurance
Limited
|
More
Computers
Limited
|
CloudCoCo
Connect
Limited 1
|
Excess of recoverable amount over carrying
value:
|
|
|
|
|
Base case - headroom
|
723
|
444
|
269
|
5,112
|
Pre-tax discount rate increased by
1% - resulting headroom
|
482
|
407
|
270
|
4,879
|
Revenue growth rate reduced in
years 2 to 5 by 1% per annum - resulting headroom
|
124
|
410
|
237
|
4,784
|
Base case calculations highlight that the impairment review in
respect of CloudCoCo Limited is most sensitive to the discount rate
and growth rate. Headroom was also evident when applying a growth
rate of 2% in years 2 to 5 in each of the CGU's but would trigger
an impairment of £500,000 in CloudCoCo
Limited.
7. Trade and other receivables
|
Unaudited
31
March
2024
£'000
|
Unaudited
31
March
2023
£'000
|
Audited
30 September 2023
£'000
|
Trade receivables
|
2,581
|
3,217
|
2,821
|
Other debtors
|
105
|
207
|
76
|
Prepayments
|
1,594
|
1,601
|
1,546
|
Trade and other
receivables
|
4,280
|
5,025
|
4,443
|
The Group reviews the amount of
expected credit loss associated with its trade receivables and
contract assets under IFRS 9 based on forward looking estimates
that take into account current and forecast credit conditions as
opposed to relying on past historical default rates. In adopting
IFRS 9 the Group applied the Simplified Approach applying a
provision matrix based on number of days past due to measure
lifetime expected credit losses and after taking into account
customers with different credit risk profiles and current and
forecast trading
conditions.
8. Contract assets
|
Unaudited
31
March
2024
£'000
|
Unaudited
31
March
2023
£'000
|
Audited
30 September 2023
£'000
|
Contract assets
|
550
|
740
|
395
|
Contract assets relate to the Group's right to consideration in
respect of goods or services that the Group has transferred to a
customer. Contract assets are linked to recurring Managed IT
services revenues.
9. Trade and other
payables
|
Unaudited
31
March
2024
£'000
|
Unaudited
31
March
2023
£'000
|
Audited
30 September 2023
£'000
|
Trade payables
|
6,047
|
5,325
|
5,655
|
Accruals
|
636
|
1,424
|
512
|
Other taxes and social security
costs
|
835
|
657
|
711
|
Trade and other
payables
|
7,518
|
7,406
|
6,878
|
10. Borrowings
10.1 Current
|
Unaudited
31
March
2024
£'000
|
Unaudited
31
March
2023
£'000
|
Audited
30 September 2023
£'000
|
COVID-19 Bounce-back loan
repayable - short-term element
|
19
|
19
|
19
|
Deferred consideration relating to
the acquisition of CloudCoCo Connect Limited (formerly IDE Group
Connect Limited) - short term element at Fair Value
|
50
|
50
|
50
|
|
69
|
69
|
69
|
10.2
Non-current
|
Unaudited
31
March
2024
£'000
|
Unaudited
31
March
2023
£'000
|
Audited
30 September 2023
£'000
|
Loan notes repayable in August
2026
|
5,498
|
4,932
|
5,242
|
COVID-19 Business Bounce-back loan
repayable - long-term element
|
35
|
54
|
52
|
Deferred consideration relating to
the acquisition of CloudCoCo Connect Limited (formerly IDE Group
Connect Limited) - long term element at Fair Value
|
96
|
126
|
41
|
|
5,629
|
5,112
|
5,335
|
On 29 April 2024, MXC Guernsey
Limited ("MXCG") agreed to extend the redemption date of the loan
notes from
21 October 2024 to 31 August 2026. Interest will
continue to accrue on the loan notes at the current rate until
redemption. All other terms of the loan
notes remain the same.
As consideration for the extension, effective
from 22 October 2024, MXCG will charge the Company a fee of
£550,000 for providing the extension. Payment of this fee will be
deferred until the redemption of the loan notes and it will accrue
interest at the same rate as the loan notes. MXCG will also have the right to appoint a consultant to, or
an Executive Director of, the Company's Board in addition to its
current non-executive representative and will have the right at any
time to increase its loan security in the form of a full debenture
over all Group Companies.
On 10 May 2020, the Company borrowed £50,000 from HSBC Bank UK Plc,
under the COVID-19 Business Bounce-back loan scheme. In accordance
with the UK Government's Business Interruption Payment scheme, the
interest on the loan for the first 12 months is covered by the UK
Government and the Company will repay the loan in 59 equal monthly
instalments, commencing June 2021.
As part of the acquisition of More Computers Limited on 6 September
2021, the Company inherited a COVID-19 Business Bounce-back loan of
£50,000 between More Computers Limited and NatWest Bank Plc. In
accordance with the UK Government's Business Interruption Payment
scheme, the interest on the loan for the first 12 months is covered
by the UK Government and the Company will repay the loan in 59
equal monthly instalments, commencing March 2022.
10.3 Net debt - net debt
comprises:
|
31
March
2024
£'000
|
Cash
movements
£'000
|
Other
movements
£'000
|
31
March
2023
£'000
|
Loan notes
|
5,498
|
-
|
566
|
4,932
|
COVID-19 Bounce-back
loans
|
54
|
(19)
|
-
|
73
|
Deferred consideration relating to
the acquisition of CloudCoCo Connect Limited (formerly IDE Group
Connect Limited) - Fair Value
|
146
|
(50)
|
20
|
176
|
Lease liabilities
|
1,492
|
(1,513)
|
1,759
|
1,246
|
Cash and cash
equivalents
|
(606)
|
669
|
-
|
(1,275)
|
Total
|
6,584
|
(913)
|
2,345
|
5,152
|
END