Craneware
plc
("Craneware" or the "Company" or the "Group")
FY24 Final
Results
Strong strategic and
financial progress, delivering results above
expectations
3
September 2024 - Craneware
(AIM: CRW.L), the market leader in Value Cycle software solutions
for the US healthcare market, announces its audited results for
the year ended 30 June 2024.
Financial Highlights (US dollars)
·
|
Revenue increased 9% to $189.3m
(FY23: $174.0m)
|
·
|
Adjusted
EBITDA1 increased 6% to $58.3m (FY23:
$54.9m)
|
·
|
Annual Recurring
Revenue2 increased to $172.0m (FY23:
$169.0m), associated Net Revenue Retention3 remains
high at 98% (FY23: 100%)
|
·
|
Statutory Profit before tax
increased 20% to $15.7m (FY23: $13.1m)
|
·
|
Adjusted basic
EPS1 increased 9% to 94.8 cents (FY23: 87.0
cents) and adjusted diluted EPS increased to 93.9 cents (FY23: 86.3
cents)
|
·
|
Basic EPS 33.5 cents (FY23: 26.3
cents) and diluted EPS 33.2 cents (FY23: 26.1 cents)
|
·
|
Robust Operating Cash
Conversion4 at 90% of Adjusted EBITDA (FY23:
92%)
|
·
|
Total Cash and cash equivalents
$34.6m (FY23: $78.5m)
|
·
|
Significant reduction in Total
Bank Debt in the year at $35.4m (FY23: $83.0m), with continued
investment in the Trisus Platform
|
·
|
Proposed final dividend of 16.0p
per share (FY23: 16.0p) giving a total dividend for the year of
29.0p per share (FY23: 28.5p) up 2%
|
·
|
Completed share buyback programme
utilising £5m ($6.3m) allocated
|
1 Certain financial measures are not determined
under IFRS and are alternative performance measures as described in
Note 15
2 Annual Recurring
Revenue "ARR" includes the annual value of subscription license and
related recurring revenues as at 30 June 2024 that are subject to
underlying contracts and where revenue is being recognised at the
reporting date
3 Net Revenue Retention is the percentage of
revenue retained from existing customers over the measurement
period, taking into account both churn and expansion
sales
4 Operating Cash Conversion is cash generated
from operations (as per Note 15), adjusted to exclude cash payments
for exceptional items and movements in cash held on behalf of
customers, divided by adjusted EBITDA
5 When we refer to 'Craneware', or 'The
Craneware Group' or 'Group' in the annual report we mean the group
of companies having Craneware plc as its parent and therefore these
words are used interchangeably
Operational Highlights
·
|
Investments made over recent years
coming to fruition, delivering strong revenue growth and results
above market expectations
|
·
|
US healthcare providers refocusing
on their longer-term strategic priorities, including the delivery
of value-based care, provides an increasingly supportive market
backdrop for Craneware
|
·
|
Strong sales performance, driven
by positive market response to Trisus Optimization Suites and
success of the Trisus Platform Partner programme
|
·
|
Our Shelter platform partner
programme has returned over $250m of additional benefit to
hospitals and is expected to contribute to ARR growth in FY25 and
beyond
|
·
|
Continued high levels of customer
retention, at over 90% across the multiple measures, demonstrating
the value Craneware brings to its customers
|
·
|
A new strategic alliance formed
with Microsoft, enabling a joint go-to-market plan for Trisus
offerings on the Microsoft Azure Marketplace, expanding Craneware's
market reach
|
Outlook
·
|
Increasing opportunity ahead,
including accelerated innovation via the alliance with
Microsoft
|
·
|
Momentum has continued post-year
end, with good levels of trading and customer confidence, providing
the Board with confidence in continued growth momentum for FY25,
delivering on current expectations and the sustainable return to
double digit growth rates
|
Keith Neilson, CEO of Craneware plc
commented:
"The strong financial results during the year demonstrates
the strength of the Trisus platform, our increasing platform
partnership successes and the role we play in helping healthcare
providers drive for better value in the US healthcare
market.
We see increased opportunity ahead. Our alliance with
Microsoft will allow us to accelerate innovation and explore new
AI-based applications in an efficient manner which, alongside the
breadth of the Trisus platform, our unique data assets and our
considerable and extensive customer base provides significant scope
for expansion in the size of our addressable
market.
We approach this opportunity from a position of strength and
resilience, with a strong balance sheet, high levels of recurring
revenue and consistently high customer retention rates. This gives
us the confidence and the ability to continue investing for growth,
to secure our long-term market position.
We have commenced FY25 with a good level of trading, and
remain confident in achieving another positive year ahead, growth
acceleration over the near term, and our ability to create further
long-term value for all stakeholders."
For further information, please contact:
Craneware plc
|
+44 (0)131 550 3100
|
Keith Neilson, CEO
|
|
Craig Preston, CFO
|
|
|
|
Alma Strategic Communications
|
+44 (0)20 3405 0205
|
Caroline Forde, Kinvara
Verdon
|
craneware@almastrategic.com
|
|
|
Peel Hunt (NOMAD and Joint Broker)
|
+44 (0)20 7418 8900
|
Neil Patel, Benjamin
Cryer, Kate Bannatyne
|
|
|
|
Investec Bank PLC (Joint Broker)
|
+44 (0)20 7597 5970
|
Patrick Robb, Henry
Reast, Shalin Bhamra
|
|
|
|
Berenberg (Joint Broker)
|
+44 (0)20 3207 7800
|
Mark Whitmore, Richard
Andrews, Dan Gee-Summons
|
|
About Craneware
The Craneware Group (AIM:CRW.L),
is the market leader in value cycle solutions. For 25 years, we
have collaborated with U.S. healthcare providers to optimize
revenue integrity, pricing intelligence, decision support, labor
productivity, business of pharmacy, and 340B program
management.
Customers choose Trisus®, a
HITRUST and SOC2 Type II-certified, SaaS platform, to achieve
operational and financial excellence in pursuit of their healthcare
mission - delivering quality care to their communities. The
Craneware Group - Transforming the Business of
Healthcare.
Learn more
at www.craneware.com
Chair statement
This has been a year of strategic
and financial progress for Craneware. Investments made over recent
years are coming to fruition, delivering strong revenue growth and
results above market expectations. The Group continues to
demonstrate its ability to innovate and meet the needs of its
healthcare customers, while retaining a strong financial
foundation. Through its Trisus platform and the associated platform
partnership programme, Craneware is uniquely positioned to be a
leading player in the digitalization of US healthcare, supporting
its customers in the drive towards value-based care.
Strong financial results, above market
expectations
The year has seen the Group
deliver on its commitment to increase its rate of growth, while
maintaining strong profit margins and reducing bank
debt.
Group revenues increased 9% to
$189.3m (FY23: $174.0m). Adjusted EBITDA increased 6% to $58.3m
(FY23: $54.9m), maintaining the Group's target EBITDA margin above
30%.
The healthy sales performance and
continued high levels of customer retention have delivered growth
in ARR to $172m (30 June 2023: $169m), with further sales and
platform partner revenue expected to convert to ARR in future
years.
The Group's continued high levels
of cash generation and revenue visibility have enabled it to invest
in the strengthening and ongoing innovation of the Trisus platform,
continue our progressive dividend policy and complete our share
buyback programme, whilst reducing total bank debt, at an
accelerated rate, to $35.4m (30 June 2023: $83.0m). The strength of
the Group's balance sheet allows the Board to continue to invest
organically as well as review appropriate acquisition opportunities
aligned with its growth strategy.
Leading market position & building momentum
Over the course of the financial
year we have seen US healthcare providers emerge from the
high-pressure environment of the COVID-19 pandemic into a more
settled state, allowing them to re-focus on other strategic
priorities. First in these priorities is the desire to deliver
first class, value-based care to their communities against the
challenging backdrop that includes increasing drug costs,
increasing wage bills and an aging population putting more strain
on the healthcare system. These challenges result in continued
financial pressures they need to understand and actively
manage.
Craneware holds a unique central
position within the US healthcare industry, with Craneware
customers and customer numbers representing approximately 40% of
the total number of registered US hospitals. Craneware customers
include more than 12,000 US hospitals, health systems, affiliated
retail pharmacies and clinics, and our data sets now cover more
than 200 million patient encounters. Craneware's independence
within the US Healthcare ecosystem allows an uncompromised focus
solely on the benefit to its customers.
This positioning has been enhanced
further this year through the growth of the Group's platform
partner programme, leveraging the Group's Trisus platform and data
to bring innovative additional offerings to its customers, as well
as the recently announced alliance with Microsoft, supporting
accelerated innovation and exploration of AI-based
opportunities.
Benefitting society through our Purpose
The driving force of Craneware is
its commitment to its purpose: to transform the business of
healthcare through solutions that streamline and improve the
operational and financial performance of its customers, providing
the strong foundation for them to continue the provision of
high-quality care for their communities. Social responsibility and
delivering a positive contribution to society is paramount to
Craneware and this is seen in the superb dedication of its
team.
The ESG Committee routinely
reviews the Group's sustainability credentials and has introduced
various initiatives in the year to support its communities. Details
about the Group's impact on the communities it serves can be found
in the ESG Statement within the Annual Report.
On behalf of the Board, I would
like to express my gratitude to the team at The Craneware Group for
the hard work and passion they bring every day to serving our
customers.
Board Changes
Following many years' service on
the Board of Directors, Colleen Blye, Senior Non-Executive
Director, and Russ Rudish, Non-Executive Director, have informed
the Board of their intention to not stand for re-election at the
Company's forthcoming Annual General Meeting. On behalf of the
Board, I would like to thank them both for their significant
contributions to Craneware's success to date. Their insight into
the US healthcare industry has been invaluable and we wish them all
the very best. The Board is in the latter stages of reviewing
replacement independent Non-Executive Director candidates and will
provide an update in due course.
Increased opportunity ahead
Craneware's strong sales
performance is testament to the strength of the Trisus platform,
the increasing success of its platform partnership programme, and
the central role the Group plays in enabling its customers to
deliver better value healthcare.
With an increasing opportunity
ahead for Craneware, including accelerated innovation via the
recently announced alliance with Microsoft, the Board is confident
in the Group's ability to further its enviable market position and
deliver successful outcomes for all stakeholders.
Will Whitehorn
Chair
2 September 2024
Strategic Report
Operational Review
Our mission is to transform the
business of US healthcare. Our independent position in the market
means we are uniquely placed to support all US healthcare providers
in this pressing agenda, providing them with the insights they need
to achieve greater value in healthcare. It is this powerful
motivation that drives the whole Craneware team forward. We are
immensely proud of the fantastic support our teams provide to our
growing customer base. Together, our offerings continue to return
in excess of $1.5 billion to our customers each year.
This has been another year of
progress and delivery. We have seen many of the projects that were
put in motion in recent years, such as our Data Foundations work,
collecting and building our extensive proprietary data-sets, the
launch of Trisus Optimization Suites, and our platform partnership
programme, all start to come to fruition this year, as is
evidenced in the increasing revenue growth rate, continued high
levels of customer retention, and the recently announced alliance
with Microsoft.
With this success, the opportunity
ahead of us only continues to grow. Hospital management teams are
increasingly seeking a greater understanding of the revenue and
costs running through their extensive operations as they look to
ensure a sustainable financial future for their facilities. Our
recently introduced Optimization Suites combine different solutions
to directly address some of the key strategic challenges our
customers face today, typically delivering a more than 3x return on
investment within the first year of ownership. Meanwhile our
innovation teams are exploring new applications, including the use
of Generative AI, and we will continue to invest in this area of
the business to capitalise on this unique position gained from our
extensive proprietary data-sets.
As we look to the year ahead, we
do so from a position of increasing strength and resilience. Our
extensive customer base, powerful cloud-based platform, significant
data assets, high levels of recurring revenue and strong balance
sheet provide us with a solid foundation from which to continue our
growth strategy.
Digitalization of US Healthcare
The US healthcare market continues
to experience challenges across three broad areas: clinical,
financial and operational. Examples within these areas include the
opioid epidemic, a mental health crisis, the increasing cost of prescription drugs and the behaviour
of manufacturers in selectively honouring contracted and regulatory
mandated discounts, medical procedures and associated insurance
premiums, the shortage of healthcare professionals and wage
inflation.
The combination of these factors
means our customers are consistently being asked to do more, with
less, while improving patient care. We believe the key to
successfully achieving that is through accurate, accessible and
meaningful data and insights, providing the ability to deliver
enhanced services, improved infrastructure, robust governance and
the ability to make more informed choices around resource
allocation.
However, to make those choices our
customers need to be able to manage and analyse vast amounts of
data, which presents a significant and costly challenge for
hospitals in areas such as scalability, interoperability,
processing costs, security, and compliance.
Our vision is for the Trisus
platform and its applications whether developed by Craneware or
third parties to address these challenges, through connected
technology in the cloud.
Trisus combines revenue integrity,
cost management and decision enablement functions into a
single cloud-based platform. The platform brings together siloed
data from the various existing software systems in a hospital or
healthcare system, normalises that data and applies prescriptive
analytics in order to provide insights to customers to support
informed decision making regarding a hospital's finances and
operations, in one place.
We provide customers with the
ability to build effective strategies
related to revenue, pricing, cost, and compliance to mitigate the
internal and external challenges described above, delivering
real financial returns and freeing up valuable
resources that can be re-invested and re-deployed by healthcare
providers to support the clinical care of their communities and
tackle their clinical challenges.
We believe the digitalization of
healthcare and improvement of processes using data insights will
provide the successful foundation for value-based care and enable
the transformation of the business of US healthcare.
Growth Strategy -
innovation to profoundly impact
US healthcare operations, which will drive demand and expand our
addressable market.
To date, our growth has been
driven through increases in market share and product set
penetration (land & expand). In recent years, we have invested
in the development of the Trisus platform; a sophisticated cloud
delivered data aggregation and intelligence platform which is the
foundation for our future growth.
We are building on top of Trisus
to strengthen our current products, leverage our proprietary data
assets to expand our offering, integrate third party solutions to
the platform and benefit from the scalability of
cloud-technology.
Through our 25 year history in the
US healthcare market, we have collected our own unique and
extensive data set, which we believe contains the insights that
will generate our products of the future. While we have always had
a team analysing this data, the growth in artificial intelligence
("AI") and machine learning ("ML") means it is now easier and
faster to do so, particularly when combined with the large language
training capabilities of our own proprietary data. Meanwhile, we
are also using AI across the organisation for efficiency and
productivity gains.
Two Growth Pillars
Our strategy has two fundamental
growth pillars:
1. Platform enhancements to increase ease
of use and interoperability
With all customers now connected
to, and benefitting from, the Trisus platform, our focus is on
enhancing the attractiveness and value of the platform. This
includes three areas of work:
·
|
the ongoing re-engineering of
existing offerings enhancing cloud-based applications;
|
·
|
the growth of our data sets within
the platform, to support future product expansion; and
|
·
|
our Data Foundations programme
which aims to increase the speed and ease of hospitals' interaction
with the platform and interoperability of applications on the
platform.
|
Existing product improvements
The continual improvement of our
existing offerings is an ongoing process. Combinations of new
technology and their novel applications give speed, productivity
and efficiency gains that benefit the ease of use of our offerings
by our customers.
Growth of our data sets
The depth of our product offering
continues to expand through the mining of the proprietary and
regulatory data that we collect, identifying new ways that data can
illuminate and support decision making within the hospital provider
environment. We now have
data sets covering more than 200 million patient
encounters, providing incredibly valuable
insights for our customers.
Whilst our Revenue Integrity and
340B related software applications utilise different technology
stacks within the Trisus platform, they both supplement and further
enrich our Trisus data sets. Eventually the work we are doing with
our Trisus Data Foundations programme will enable the full
integration of these stacks, making our offerings even more
attractive to customers as the speed and depth of insights
available is increased.
Data Foundations
As part of our Data Foundations
programme of work, we are utilising the advances in AI and ML data
processing to increase the interoperability and connectivity of our
applications, while making the platform's back-end processes more
efficient and effective.
2. Value driven Customer
Expansion
With the first stage of
cloud-based enhancements for existing products now complete, our
focus is now on the development of new applications and the
extension of existing applications, to expand our capabilities and
the benefits derived by our Provider customers. We anticipate our
customers' success will in turn encourage new Providers to visit or
re-visit The Craneware Group's solutions, which will facilitate a
greater level of cross sale and product penetration across our
extensive customer base and the wider US Hospital market over time,
driving further growth in ARR as part of an ongoing cycle of
transforming the business of healthcare and winning new
customers.
Application Adoption and Measured Value
By equipping our internal teams
with proactive indicators of customer engagement, derived from
their usage data from the platform, we help customers maximise the
value they achieve from their Craneware software investment.
Helping customers boost their understanding of what good looks like
enables them to enact meaningful change in their organisations
en-route to sustainable operating model improvements. Increasing
this visibility of shared learnings and success achieves individual
customer value but also serves to connect customers across the
community of Craneware software users.
Growth in ARR
This healthy sales performance and
continued high levels of customer retention in the year have
delivered growth in Annual Recurring Revenue (ARR) to $172m (30
June 2023: $169m), Net Revenue Retention
remains high at 98% for the year, with
additional growth expected in both these metrics as more of the
sales and platform partner success converts to ARR.
We continue to see the opportunity
to accelerate ARR growth over the medium term, both as our initial
platform partners mature and begin generating demonstrable
recurring revenue and we unlock the considerable cross and upsell
opportunities within our enlarged customer base. Customer retention
for the year exceeded 90%, across the multiple measures, which is
testament to the value Craneware brings to its customer
base.
Six Trisus®
Optimization
Suites
The Trisus software applications
and corresponding service offerings have now been grouped into
six Trisus® Optimization
Suites, bringing together the solutions
that address specific strategic and tactical issues facing
healthcare providers and are powered by the same sub-set of
customer data. Through packaging our applications into suites, we
aim to make it easier for our customers to identify which of our
multiple additional applications are likely to unlock immediate
value and address their challenges most effectively, based on their
existing data within the Trisus platform.
The Optimization Suites are:
Trisus Pricing Integrity, Trisus Data Integrity, Trisus Business of
Pharmacy, Trisus Revenue Protection Optimization, Trisus Charge
Capture Optimization and Trisus Value-based Margin &
Productivity.
We have seen a very strong
response from the market to these suites and their ability to
address issues being faced by hospitals at a more strategic level,
providing hospitals with a single vendor rather than multiple point
solutions.
Sales mix
We have seen a significant
increase in the overall level of new sales, further demonstrating the US healthcare industry's returning
focus to strategic priorities after the Healthcare emergency that
ended on 11th May 2023. The
proportion of sales coming from each segment remained broadly
consistent with the prior year.
Expansion sales to existing
customers represents 83% of our total 'new' sales in the year
(FY23: 81%), demonstrating the positive response of our customers
to the increased ROI derived from the uptake of our partner
programme, our additional cloud applications and the packaging of
applications and services into our Optimization Suites.
Whilst overall Sales to new
customers have increased in real terms, as a percentage of our
total new sales it is 17% (FY23: 19%), reflecting the success of
our Platform partner programme and other new sales to existing
customers.
Growing Platform partnership programme
Our growing Platform partnership
programme further enables us to leverage the strength of our data,
platform and customer numbers to generate additional, highly
scalable, Platform Revenue streams. It is an umbrella term that
encompasses any revenue that is generated in association with third
parties and is typically net of any third party outlays. This can
be through the use of the data assets within Trisus to directly
support our customers in their ability to leverage third parties or
through hosting third party applications on the
platform.
Our customers will benefit from
increased breadth of solutions to deliver value from the platform
partnership solutions, available in an efficient and secure manner
through the Trisus platform. The application and service providers
can benefit from access to our unique positioning, data sets and
extensive customer base, and we can benefit from new revenue
opportunities and additional business models. This work also
creates important distinction and strong competitive
differentiation between our holistic Trisus platform offerings and
other Revenue Integrity and 340B potential competitors.
We will seek to transition the
majority of this income into recurring revenue models, adding to
our ARR, although the nature of the offering may be such that this
is not applicable. These revenues from the platform, are initially
categorised as 'Platform Revenues - non-recurring', until a
repeatable pattern can be established.
We now have our initial programmes
successfully generating revenue, and there is a building pipeline
of additional programme opportunities, which will be rigorously
assessed prior to launch.
Microsoft Alliance
We were delighted to announce in
early July 2024 that we had formed an alliance with Microsoft to
further transform the business of healthcare. As part of this,
Craneware was named a Microsoft Global Partner Solution provider
and we are in the process of finalising our joint go-to-market plan
for our Trisus offerings on the Microsoft Azure Marketplace. The
collaboration will see the delivery of differentiated offerings and
increased value to customers through the application of industry
leading data analytics, AI, and modern platform technology. As part
of the agreement, we signed a Microsoft Azure Consumption
Commitment (MACC) agreement, bringing predictability to our cloud
spending, budget optimisation, and enhanced financial planning,
thus driving cost efficiency.
A key factor of the agreement is
the Microsoft Unified Support Commitment, which provides for
additional resilience and cyber protection to us and our customers,
with a guaranteed response time and prioritisation of technical
resources were there to be any outages irrespective of the
cause.
Craneware teams have begun
co-innovation with Microsoft's AI experts to accelerate the
application of AI enhancements to existing Trisus offerings and the
exploration of new AI-based applications. Craneware's long heritage
in the US healthcare industry, as well as more than 200 million
unique patient encounters within its datasets, mean it is uniquely
positioned to provide powerful, actionable insights to participants
across the healthcare industry. These insights support better
operational and strategic decisions, enabling further efficiencies
in provider performance so they can focus on serving their
communities and healthcare missions, transforming the business of
healthcare.
The first of the Trisus
applications to be made available on the Microsoft Azure
Marketplace will be Trisus Chargemaster, Trisus Decision Support,
and Trisus Labor Productivity. These offerings, supported by joint
go-to-market initiatives and other activities will help expand The
Craneware Group's market reach via the Microsoft partner
ecosystem.
To drive the success of both this
and the platform partner programme, we have created a new role, SVP
of Strategic Partnerships. The role will
serve as the lead liaison between The Craneware Group and its
partners, working closely with internal and external
cross-functional teams to identify new opportunities and negotiate
mutually beneficial agreements that drive success for our
customers, engender customer loyalty, produce both direct and
indirect new revenue opportunities for the Group and expand The
Craneware Group's reach.
M&A
While organic growth across our
portfolio remains the priority, we continue to evaluate the market
for suitable M&A opportunities and will continue to pursue
strategically aligned companies that will accelerate our growth
strategy. We maintain the same four key acquisition criteria of
which target companies must fit into at least one, being: the
addition of relevant data sets; the extension of the customer base;
the expansion of expertise; and the addition of applications
suitable for the US hospital market. We view our platform
partnering programme as a potential source of future M&A
activity, provided this would deliver mutual benefits to all
parties.
Our People and Community
Our three focus areas of
Community, People and Environment continue to guide our ESG
efforts. Central to our purpose is that our solutions benefit
society. Our solutions deliver value for our customers, through the
provision of accurate financial data, insight and analytics, that
can be reinvested to support our customers in the provision of care
to their communities. In addition, our 340B pharmacy solutions
enable our customers to generate cost savings which go directly to
the provision of care for the underserved in their communities. The
Craneware Group is also directly involved with the 340B Matters
initiative, which aims to educate the market regarding the
importance of the 340B program for the non-profit healthcare
facilities that provide accessible and affordable care within their
communities.
Our customers have seen more than
$1.5bn in benefit from utilising our solutions this year, helping
to stretch scarce federal resources, to reach more eligible
patients and provide more comprehensive services.
Extending the considerable support
provided for many years, we continue to develop programmes and
opportunities to positively and directly impact our communities;
this complements our purpose and reflects the causes which are
important to our employees. This is achieved through initiatives
driven by our employees through Craneware Cares and the Craneware
Cares Foundation. During the year, employees have supported several
causes and charitable organisations including our quarterly
Spotlight Charity and Community Outreach Program.
Our team provides valuable support
to our customers and the achievements of the Group are due to the
efforts, experience and dedication of our people. Our team is a
talented mix of employees from diverse backgrounds, which
contributes to high levels of innovation and collaboration. We
believe in the importance of fostering a team environment while
also celebrating the individuals within the team.
We continue to invest in our team,
our facilities and working practices and we welcome feedback and
suggestions for improvements through a range of employee engagement
mechanisms. During the year we have held sessions under our
Craneware Spaces diversity, equity and inclusion programme and
relaunched our Employee Advisory Group which is helping to support
some of our diversity, equity and inclusion efforts, along with
other initiatives such as sustainability.
We continue to progress actions
that help to support our environmental focus area. During FY24 we
reduced our rented office facility footprint in the US thereby
assisting with lowering our energy consumption and corresponding
emission reductions. This process involved the closure of our
Atlanta office and we relocated our office within Deerfield Beach
which provided the opportunity to configure improved collaboration
spaces in the new office facility. In FY24 we also extended our
climate scenario analysis and risk assessment process and continue
to develop the gathering of emissions data in support of compiling
appropriate metrics and KPIs to guide our efforts towards our
pathway to net zero.
Financial Review
This has been a positive year for
The Craneware Group, where we have seen our end market of US
Healthcare return its focus to its longer-term strategic
priorities. We have also seen many of the investments we have made
over recent years begin to deliver the expected financial returns,
including the acceleration of our platform partnership programme.
For the year ended 30 June 2024, we are reporting revenue of
$189.3m (FY23: $174.0m) representing accelerated and strong revenue
growth of 9%.
We continue to invest in our
future while delivering an Adjusted EBITDA for the year of $58.3m,
6% ahead of the prior year (FY23: $54.9m), representing an Adjusted
EBITDA margin of 31% (FY23:
32%).
The Group continues to be highly
cash generative with a strong balance sheet. Our continued high
levels of cash generation allowed us to reduce bank debt by $48m to
$35.4m, pay dividends of $12.8m, reduce interest costs, and to
commit a total of $6.3m to a share buyback programme. The Group has
maintained its Revolving Credit Facility ("RCF") and strong banking
relationships, hence has considerable financial resources at its
disposal.
As a result of all of the above,
our Adjusted Basic Earnings per Share increased 9% to 94.8 cents
(FY23: 87.0 cents).
Underlying Business Model and Revenue Mix
The contracts we sign with our
hospital customers provide a license for that customer to access a
specified product or suite of products throughout their
subscription license period. At the end of an existing subscription
license period, or at a mutually agreed earlier date, we look to
renew these contracts with customers. We recognise software
subscription license revenue and any minimum payments due from any
'other long term' contracts evenly over the life of the underlying
contract term.
In addition to the subscription
license fees, we provide contracted transactional services, which
are highly dependable, and recurring, but can occasionally see some
variation year to year based on volume of transactions.
Transactional services are recognised as we provide the service and
include our contracts with our 340B customers that enable them to
engage with their network of contract pharmacies.
We also provide professional and
consulting services to our customers. Where these services are
provided over an extended contract period, usually alongside the
multi-year software license as part of one of our Trisus
Optimization Suites, or where they relate to a complex
implementation integral to the use of the software, the revenue is
recognised evenly over the life of the underlying contract or
project term.
The combination of these two
software revenue models plus our recurring professional services
represent the recurring platform revenues of the business, which
for the current year have increased to $168.3m (FY23:
$163.7m).
Shorter professional or consulting
services engagements are also provided, usually taking less than
one year to complete. These revenues are usually recognised as we
deliver the service to the customer, on a percentage of completion
basis. In the year, despite increasing underlying sales, these
engagements have delivered $7.2m of revenue (FY23: $9.2m), which
reflects the timing and resource available to complete the
engagements during the year. However, a building backlog of these
projects has been generated and associated revenues will be
recognised during FY25.
We continue to look for new and
innovative ways to leverage the Trisus platform and the significant
data assets within it. Our Platform partnership programme aims to
deliver meaningful benefit to our customers and derive new revenue
opportunities and additional business models for the Group. These
revenues are recognised at the point we are able to invoice our
customers. As initially, it is often too early to establish a
pattern of what would become recurring, they are shown separately
as "Platform Revenues - non-recurring", however once proven we
expect many of these revenue opportunities to deliver future annual
recurring revenue.
In the year, we are reporting
Platform Revenues - non-recurring of $13.8m (FY23:
$1.1m).
Annual Recurring Revenue
We define ARR as
the annual value of subscription license and
related recurring revenues as at the Balance Sheet date that are
subject to underlying contracts and where revenue is being
recognised at the reporting date.
ARR at 30 June 2024 increased to
$172.0m (at 30 June 2023: $169.0m) with Net Revenue Retention
remaining high at 98% (FY23: 100%) and customer retention for the
year, again, exceeding 90%, all combining to provide a resilient
foundation for the future growth of the Group. These metrics are a
testament to the value Craneware brings to its customer
base.
Gross Margins
Our gross profit margin is
calculated after taking account of the incremental costs we incur
to obtain the underlying contracts, including sales commission
contract costs which are charged in line with the associated
revenue recognition and the direct costs of professional services
employees who deliver the services required to meet our contractual
obligations.
The gross profit for FY24
increased 9% to $162.2m (FY23: $148.4m). This represents a gross
margin percentage of 86% (FY23: 85%) which is in line with the
expected gross margin of the Group.
Operating Expenses
Net operating expenses (to
Adjusted EBITDA) increased 11% to $103.9m (FY23: $93.5m), which
continues to reflect our investment approach of assessing, priority
ranking then approving investment expenditure as we have clear
evidence of the revenue growth that will support our commitment to
deliver an Adjusted EBITDA margin of +30%. We continue to ensure
prudent cost control and leverage our ability to balance our
investment between the US and the UK (and the associated Sterling
exchange rate).
Product innovation and enhancement
continue to be core to this future and our ability to achieve our
potential. We continue to pursue our buy, build, or partner
strategy to build out the Trisus platform and its portfolio of
products. As we are highly cash generative, we are able to use our
cash reserves to further "build" alongside the partner activities
in the year and therefore continue to invest significant resource
in R&D.
The total cost of development in
the year was $52.1m (FY23: $50.6m). We continue to capitalise only
the costs that relate to projects that have yet to be released to
the market and will deliver new "future economic benefit" to the
Group. With the total amount capitalised in the year, being $15.8m
(FY23: $15.0m) representing 30% of total R&D spend in FY24
(FY23: 30%), which represents a reduction to our historical run
rates of 35% to 40% of total R&D spend.
We continue to believe this
investment is an efficient and cost-effective way to further build
out our growth strategy alongside any acquisition and Platform
partner strategy. As specific products and enhancements are made
available to relevant customers, the associated development costs
capitalised are amortised and charged to the Group's income
statement over their estimated useful economic life, thereby
correctly matching costs to the resulting revenues.
Net Impairment (charge) / reversal on financial and contract
assets
In the prior year, the culmination
of efforts since the acquisition of Sentry Data Systems, Inc.
("Sentry") and associated improvements to ongoing relationships
with customers resulted in a benefit to FY23 of $2.1m. For the
current year we have seen a more normalised bad debt provision in
the current year of $1.1m.
Adjusted EBITDA and Profit before taxation
To supplement the financial
measures defined under IFRS the Group presents certain non-GAAP
(alternative) performance measures as detailed in Note 15. We
believe the use and calculation of these measures are consistent
with other similar listed companies and are frequently used by
analysts, investors and other interested parties in their
research.
The Group uses these adjusted
measures in its operational and financial decision-making as it
excludes certain one-off items, allowing focus on what the Group
regards as a more reliable indicator of the underlying operating
performance.
Adjusted earnings represent
operating profits, excluding costs incurred as a result of
acquisition (if applicable in the year), integration and share
related activities (if applicable in the year), share related costs
including IFRS 2 share-based payments charge, interest,
depreciation and amortisation ("Adjusted EBITDA").
In the year, total costs of $0.7m
(FY23: $0.5m) have been identified as exceptional. These relate
primarily to the one-off costs associated with the later stages of
the back-office systems integration of Sentry. As such, these costs
were adjusted from earnings in presenting Adjusted
EBITDA.
Adjusted EBITDA has grown in the
year to $58.3m (FY23: $54.9m) an increase of 6%. This reflects an
Adjusted EBITDA margin of 31% (FY23: 32%), confirming we continue
to meet our target of a combined Group adjusted EBITDA margin of
30+%.
Following the amortisation charge
on acquired intangible assets relating to the Sentry acquisition of
$20.9m (FY23: $20.9m), and the reduction in our net Finance expense
to $4.0m (FY23: $6.1m) through the success of our treasury
management, profit before taxation reported in the year has
increased 20% to $15.7m (FY23: $13.1m).
Taxation
The Group generates profits in
both the UK and the US. The Group's effective tax rate is primarily
dependent on the applicable tax rates in these respective
jurisdictions. Following the Sentry acquisition, whose profits are
solely generated in the US, the Group now generates a higher
proportion of its profits there.
Other factors impacting the
effective tax rate include tax deductibility of amortisation of
acquired intangibles, tax losses brought forward and the number of
share options exercised and associated tax treatment.
Reconciliation of the tax charge for the year can be seen in Note
5. As a result, the effective tax rate for the year ended 30 June
2024 is 26% (FY23: 29%).
EPS
The Group presents an Alternative
Performance Measure of Adjusted EPS, to provide consistency to
other listed companies. Both Basic and Diluted Adjusted EPS are
calculated excluding costs incurred as a result of acquisition and
share related activities, being $0.5m (tax adjusted) in the year
(FY23: $0.4m) and amortisation of acquired intangibles of $20.9m
(FY23: $20.9m).
Adjusted basic EPS, continues to
move back in line with the increased levels of Adjusted EBITDA and
has increased 9% to $0.948 (FY23: $0.870) and adjusted diluted EPS
has increased to $0.939 (FY23: $0.863). Basic EPS in the year
increased to $0.335 (FY23: $0.263) and Diluted EPS increased to
$0.332 (FY23: $0.261).
Cash and Bank Facilities
Cash generation and a strong
balance sheet have always been a focus of the Group. Our business
model, based on recurring revenues and our ongoing efforts to
maintain high levels of customer retention, provide the basis for
high levels of cash generation. We always monitor the quality of
our earnings through Operating Cash Conversion, this being our
ability to convert our Adjusted EBITDA to "cash generated from
operations" (as detailed in the consolidated cash flow
statement).
In the year, having made the
necessary improvements to Sentry's cash management processes,
bringing them into line with the rest of the Group's operations, we
continue to deliver high levels of Operating Cash Conversion across
the combined Group at 90% in the year (FY23: 92%).
We continually review our capital
allocation approach, ensuring we balance investing in our future
with returning funds to our shareholder base and reducing our
external bank debt. We have returned funds to our shareholders
during the year via our normal progressive dividend policy,
returning $12.8m in the current year (FY23: $12.1m), and our share
buyback.
In the prior year (on 12 April
2023), the Group commenced a share buyback programme of up to £5
million. The shares purchased through this programme are held in
treasury and will be used to satisfy employee share plan awards.
The Programme was undertaken using a phased approach. The Programme
was operated under the authority granted to the Company by
shareholders at the Company's Annual General Meetings in 2022 and
in 2023, and within the regulatory guidance on the quantity of
shares the Company may purchase on any single day.
This programme completed during
the year utilising the balance of the allocated £5 million ($6.3
million) (FY23: £3.09 million ($3.87 million)). Through the
programme the Company purchased a total of 332,531 Ordinary Shares
(FY23: 223,632) at an average price of £15.03 per share. At 30 June
2024 the Company's share price was £23.10. These shares represent
0.94% (FY23: 0.63%) of the Company's issued Ordinary Shares and are
held in treasury. During the year 99,646 shares (FY23: 9,621
shares) were issued from treasury to satisfy exercises under the
existing employee share plan awards as a result at the Balance
sheet date, 223,264 Ordinary Shares (FY23: 214,011 Ordinary Shares)
are held in treasury.
In regard to the bank debt, the
facility entered into for the acquisition of Sentry comprised a
term loan of $40m, which continues to be repaid at $2m per quarter,
and a Revolving Credit Facility of up to $100m. During the year,
$8m (FY23: $8m) of the term loan has been repaid on schedule, and a
further $40m of the Group's cash reserves have been offset against
the Revolving Credit Facility in line with our current Treasury
Management Policy. The RCF balance has reduced from $60m to $20m,
which provides further available facility of $80m.
All covenants continue to be met,
the facilities currently expire in June 2026 and we have already
had early stage discussions in regards to their extension beyond
this date. We thank our banking partners, alongside our
shareholders, for their continued support of our growth
strategy.
As a result, Cash reserves at the
year-end were $34.6m (FY23: $78.5m) and total bank debt outstanding
of $35.4m (FY23: $83m) giving the Group both significant liquidity
and a strong balance sheet.
Balance sheet
Within the balance sheet, deferred
income levels reflect the amounts of the revenue under contract
that we have invoiced but have yet to recognise as revenue and
therefore are subject to timing. This balance is a subset of the
future performance obligations detailed in Note 3.
Deferred income, accrued income,
and the prepayment of sales commissions all arise as a result of
our SaaS business model described above and we will always expect
them to be part of our balance sheet. They arise where the cash
profile of our contracts does not exactly match how revenue and
related expenses are recognised in the Statement of Comprehensive
Income. Overall, levels of deferred income are significantly more
than any accrued income and the prepayment of sales commissions, we
therefore remain cash flow positive in regard to how we account for
our contracts.
Currency
The functional currency for the
Group, debt and cash reserves, is US dollars. Whilst the majority
of our cost base is US-located and therefore US dollar denominated,
we have approximately twenty percent of the cost base situated in
the UK, relating primarily to our UK employees which is therefore
denominated in Sterling. As a result, we continue to closely
monitor the Sterling to US dollar exchange rate and where
appropriate, consider hedging strategies. The average exchange rate
throughout the year was $1.2595 as compared to $1.2043 in the prior
year. The exchange rate at the Balance Sheet date was $1.2645
(FY23: $1.2619).
Dividend
In proposing a final dividend, the
Board has carefully considered a number of factors including the
prevailing macro-economic climate, the Group's trading performance,
our current and future cash generation and our continued desire to
recognise the support our shareholders provide. After carefully
weighing up these factors, the Board proposes a final dividend of
16.0p (20.23 cents) per share giving a total dividend for the year
of 29p (36.67 cents) per share (FY23: 28.5p (35.95 cents) per
share), an increase of 2%. Subject to approval at the Annual
General Meeting, the final dividend will be paid on 18 December
2024 to shareholders on the register as at 29 November 2024, with a
corresponding ex-Dividend date of 28 November 2024.
The final dividend of 16.0p per
share is capable of being paid in US dollars subject to a
shareholder having registered to receive their dividend in US
dollars under the Company's Dividend Currency Election, or who
register to do so by the close of business on 29 November 2024. The
exact amount to be paid will be calculated by reference to the
exchange rate to be announced on 29 November 2024. The final
dividend referred to above in US dollars of 20.23 cents is given as
an example only using the Balance Sheet date exchange rate of
$1.2645/£1 and may differ from that finally announced.
Outlook
The strong financial results
during the year demonstrates the strength of the Trisus platform,
our increasing platform partnership successes and the role we play
in helping healthcare providers drive for better value in the US
healthcare market.
We see increased opportunity
ahead. Our alliance with Microsoft will allow us to accelerate
innovation and explore new AI-based applications in an efficient
manner which, alongside the breadth of the Trisus platform, our
unique data assets and our considerable and extensive customer base
provides significant scope for expansion in the size of our
addressable market.
We approach this opportunity from
a position of strength and resilience, with a strong balance sheet,
high levels of recurring revenue and consistently high customer
retention rates. This gives us the confidence and the ability to
continue investing for growth, to secure our long-term market
position.
We have commenced FY25 with a good
level of trading, and remain confident in achieving another
positive year ahead, growth acceleration over the near term, and
our ability to create further long-term value for all
stakeholders.
Keith Neilson
CEO Craneware plc
2 September 2024
|
Craig Preston
CFO Craneware plc
2 September 2024
|
Consolidated Statement of Comprehensive
Income
For the year ended 30 June 2024
|
|
Total
|
Total
|
|
|
2024
|
2023
|
|
Notes
|
$'000
|
$'000
|
Continuing operations:
|
|
|
|
Revenue from contracts with customers
|
3
|
189,268
|
174,018
|
Cost of sales
|
|
(27,072)
|
(25,576)
|
Gross profit
|
|
162,196
|
148,442
|
Other income
|
|
(398)
|
600
|
Operating expenses
|
4
|
(140,953)
|
(131,876)
|
Net impairment (charge)/ reversal on
financial and contract assets
|
4
|
(1,111)
|
2,062
|
Operating profit
|
4
|
19,734
|
19,228
|
|
|
|
|
Analysed as:
|
|
|
|
|
|
|
|
Adjusted
EBITDA1
|
|
58,279
|
54,892
|
Share-based payments
|
|
(4,487)
|
(2,992)
|
Depreciation of property, plant and
equipment
|
|
(3,293)
|
(3,451)
|
Exceptional
Costs2
|
4
|
(675)
|
(510)
|
Amortisation of intangible assets -
other
|
8
|
(9,169)
|
(7,781)
|
Amortisation of intangible assets -
acquired intangibles
|
8
|
(20,921)
|
(20,930)
|
|
|
|
|
Finance income
|
|
1,143
|
214
|
Finance expense
|
|
(5,130)
|
(6,357)
|
Profit before taxation
|
|
15,747
|
13,085
|
Tax on profit on ordinary
activities
|
5
|
(4,044)
|
(3,853)
|
Profit for the year attributable to owners of the
parent
|
|
11,703
|
9,232
|
Total comprehensive income attributable to owners of the
parent
|
|
11,703
|
9,232
|
|
|
|
|
1. See Note 15 for
explanation of Alternative Performance Measures.
2.
Exceptional
items relate to integration costs associated with the purchase of
Sentry Data Systems, Inc. ("Sentry")
Earnings per share for the year attributable to equity
holders
|
Notes
|
2024
|
2023
|
Basic ($ per share)
|
7
|
0.335
|
0.263
|
*Adjusted Basic ($ per
share)
|
7
|
0.948
|
0.870
|
|
|
|
|
Diluted ($ per share)
|
7
|
0.332
|
0.261
|
*Adjusted Diluted ($ per
share)
|
7
|
0.939
|
0.863
|
*
Adjusted Earnings per share calculations allow for the tax adjusted
acquisition costs and share related transactions (if applicable in
the year) together with amortisation on acquired intangible
assets.
Statement of Changes in Equity for the year ended 30 June
2024
|
|
Share
|
|
Capital
|
|
|
|
|
|
Share
|
Premium
|
Treasury
|
Redemption
|
Merger
|
Other
|
Retained
|
Total
|
|
Capital
|
Account
|
Shares
|
Reserve
|
Reserve
|
Reserves
|
Earnings
|
Equity
|
|
$'000
|
$'000
|
$'000
|
$'000
|
$'000
|
$'000
|
$'000
|
$'000
|
At 1 July 2022
|
659
|
97,204
|
-
|
9
|
186,981
|
5,933
|
42,236
|
333,022
|
Total comprehensive income
- profit for the year
|
-
|
-
|
-
|
-
|
-
|
-
|
9,232
|
9,232
|
Transactions with owners:
|
|
|
|
|
|
|
|
|
Share-based payments
|
-
|
-
|
-
|
-
|
-
|
3,231
|
-
|
3,231
|
Purchase of own shares through
EBT
|
-
|
-
|
-
|
-
|
-
|
-
|
(179)
|
(179)
|
Purchase of own shares through share
buyback
|
-
|
-
|
(3,865)
|
-
|
-
|
-
|
-
|
(3,865)
|
Deferred tax taken directly to
equity
|
-
|
-
|
-
|
-
|
-
|
-
|
(1,004)
|
(1,004)
|
Impact of share options and awards
exercised/lapsed
|
-
|
-
|
128
|
-
|
-
|
(2,324)
|
1,719
|
(477)
|
Dividends (Note 6)
|
-
|
-
|
-
|
-
|
-
|
-
|
(12,119)
|
(12,119)
|
At 30 June 2023
|
659
|
97,204
|
(3,737)
|
9
|
186,981
|
6,840
|
39,885
|
327,841
|
Total comprehensive income
- profit for the year
|
-
|
-
|
-
|
-
|
-
|
-
|
11,703
|
11,703
|
Transactions with owners:
|
|
|
|
|
|
|
|
|
Share-based payments
|
-
|
-
|
-
|
-
|
-
|
4,127
|
-
|
4,127
|
Purchase of own shares through
EBT
|
-
|
-
|
-
|
-
|
-
|
-
|
(863)
|
(863)
|
Purchase of own shares through share
buyback
|
-
|
-
|
(2,435)
|
-
|
-
|
-
|
-
|
(2,435)
|
Deferred tax taken directly to
equity
|
-
|
-
|
-
|
-
|
-
|
-
|
1,893
|
1,893
|
Impact of share options and awards
exercised/lapsed
|
-
|
-
|
1,680
|
-
|
-
|
(2,077)
|
(479)
|
(876)
|
Dividends (Note 6)
|
-
|
-
|
-
|
-
|
-
|
-
|
(12,798)
|
(12,798)
|
At
30 June 2024
|
659
|
97,204
|
(4,492)
|
9
|
186,981
|
8,890
|
39,341
|
328,592
|
Consolidated Balance Sheet as at 30 June 2024
|
Notes
|
2024
|
2023
|
|
|
$'000
|
$'000
|
ASSETS
|
|
|
|
Non-Current Assets
|
|
|
|
Property, plant and
equipment
|
|
8,592
|
8,464
|
Intangible assets -
goodwill
|
8
|
235,236
|
235,236
|
Intangible assets - acquired
intangibles
|
8
|
145,406
|
166,327
|
Intangible assets -
other
|
8
|
56,827
|
50,230
|
Trade and other
receivables
|
9
|
3,634
|
2,758
|
Deferred tax
|
10
|
733
|
-
|
|
|
450,428
|
463,015
|
|
|
|
|
Current Assets
|
|
|
|
Trade and other
receivables
|
9
|
58,638
|
35,424
|
Cash and cash
equivalents
|
|
34,589
|
78,537
|
|
|
93,227
|
113,961
|
Total Assets
|
|
543,655
|
576,976
|
|
|
|
|
EQUITY AND LIABILITIES
|
|
|
|
Non-Current Liabilities
|
|
|
|
Borrowings
|
12
|
27,372
|
75,033
|
Deferred income
|
|
958
|
2,875
|
Leased property
|
|
3,823
|
2,224
|
Hire purchase equipment
|
|
-
|
44
|
Deferred tax
|
10
|
33,441
|
41,337
|
Other provisions
|
|
708
|
243
|
|
|
66,302
|
121,756
|
|
|
|
|
Current Liabilities
|
|
|
|
Borrowings
|
12
|
8,000
|
8,000
|
Deferred income
|
|
65,859
|
49,643
|
Amounts held on behalf of
customers
|
|
53,390
|
51,220
|
Tax payable
|
|
4,278
|
2,565
|
Trade and other
payables
|
13
|
17,234
|
15,951
|
|
|
148,761
|
127,379
|
Total Liabilities
|
|
215,063
|
249,135
|
|
|
|
|
Equity
|
|
|
|
Share capital
|
|
659
|
659
|
Share premium account
|
|
97,204
|
97,204
|
Treasury shares
|
|
(4,492)
|
(3,737)
|
Capital redemption
reserve
|
|
9
|
9
|
Merger reserve
|
|
186,981
|
186,981
|
Other reserves
|
|
8,890
|
6,840
|
Retained earnings
|
|
39,341
|
39,885
|
Total Equity
|
|
328,592
|
327,841
|
Total Equity and Liabilities
|
|
543,655
|
576,976
|
Consolidated Statement of Cash Flows for the year ended 30
June
2024
|
Notes
|
2024
|
2023
|
|
|
$'000
|
$'000
|
|
|
|
|
Cash flows from operating activities
|
|
|
|
Cash generated from
operations
|
11
|
53,703
|
100,591
|
Tax paid
|
|
(11,841)
|
(1,843)
|
Net cash
generated from operating activities
|
|
41,862
|
98,748
|
|
|
|
|
Cash flows from investing activities
|
|
|
|
Purchase of property, plant
and equipment
|
|
(1,191)
|
(520)
|
Capitalised intangible
assets
|
8
|
(15,766)
|
(15,031)
|
Interest received
|
|
1,143
|
214
|
Net cash used in
investing activities
|
|
(15,814)
|
(15,337)
|
|
|
|
|
Cash flows from financing activities
|
|
|
|
Dividends paid to company
shareholders
|
6
|
(12,798)
|
(12,119)
|
Proceeds from issuance of
treasury shares
|
|
276
|
138
|
Loan arrangement
fees
|
|
-
|
(252)
|
Repayment of
borrowings
|
12
|
(48,000)
|
(28,000)
|
Interest on
borrowings
|
|
(4,624)
|
(6,503)
|
Purchase of own shares by
EBT
|
|
(863)
|
(179)
|
Share buyback
programme
|
|
(2,485)
|
(3,815)
|
Payment of lease
liabilities
|
|
(1,502)
|
(2,552)
|
Net cash used in
financing activities
|
|
(69,996)
|
(53,282)
|
|
|
|
|
Net
(decrease) / increase in cash and cash
equivalents
|
|
(43,948)
|
30,129
|
Cash and cash equivalents at the
start of the year
|
|
78,537
|
48,408
|
Cash and cash equivalents at the end of the
year
|
|
34,589
|
78,537
|
Notes to the Financial Statements
General Information
Craneware plc ("the Company") is a
public limited company incorporated and domiciled in Scotland. The
Company has a primary listing on the Alternative Investment Market
('AIM') of the London Stock Exchange. The principal activity of the
Company continues to be the development, licensing and ongoing
support of computer software for the US healthcare
industry.
Basis of preparation
The financial statements of the
Group and the Company are prepared in accordance with UK adopted
international accounting standards (International Financial
Reporting Standards ("IFRS")) and the applicable legal requirements
of the Companies Act 2006.
The Group and the Company financial
statements have been prepared under the historic cost convention
and prepared on a going concern basis. The Strategic Report
contains information regarding the Group's activities and an
overview of the development of its products, services and the
environment in which it operates. The Group's revenue, operating
results, cash flows and balance sheet are detailed in the financial
statements and explained in the Financial Review.
The Group is profitable and there
is a reasonable expectation that this will continue to be the case.
Our business model is delivering high levels of recurring revenue,
supported by long term underlying contracts, that deliver high
levels of cash generation. In addition, the Group has cash and cash
equivalents of $34.6m as well as a committed but undrawn facility
available to it of $80m.
The directors have prepared cash
flow forecasts covering a period of over twelve months from the
date of approval of these financial statements. These forecasts
include consideration of severe but plausible downsides, should
these events occur, the Group would have sufficient funds to meet
its liabilities as they fall due for that period. These scenarios
anticipate a zero-growth scenario, such that the only sales made by
the Group would be to replace losses of existing long-term
contracts. Under this basis, with minor but appropriate rebalancing
of the cost base, the Group remained in compliance with its
covenants and had no need to draw upon the committed undrawn
facility.
Based on this assessment, the
Directors have determined that the Group has adequate resources to
continue in business for the foreseeable future and that it is
therefore appropriate to adopt the going concern basis in preparing
the consolidated and the Company financial statements.
The applicable accounting policies
are set out below, together with an explanation of where changes
have been made to previous policies on the adoption of new
accounting standards in the year, if relevant.
The preparation of financial
statements in conformity with IFRS requires the use of estimates
and assumptions that affect the reported amounts of assets and
liabilities at the date of the financial statements and the
reported amounts of revenues and expenses during the reporting
year. Although these estimates are based on management's best
knowledge of the amount, event or actions, actual results
ultimately may differ from those estimates.
The Company and its subsidiary
undertakings are referred to in this report as the
Group.
1. Selected principal accounting
policies
The principal accounting policies
adopted in the preparation of these financial statements are set
out below. These policies have been consistently applied, unless
otherwise stated.
Reporting currency
The Directors consider that, as the
Group's revenues are primarily denominated in US dollars, the
Company's functional currency is the US dollar. The Group's
financial statements are therefore prepared in US
dollars.
Currency translation
Transactions denominated in
currencies other than US dollars are translated into US dollars at
the rate of exchange ruling at the date of the transaction. The
average exchange rate during the course of the year was $1.2595/£1
(FY23: $1.2043/£1). Monetary assets and liabilities expressed in
foreign currencies are translated into US dollars at rates of
exchange ruling at the Balance Sheet date $1.2645/£1 (FY23:
$1.2619/£1). Exchange gains or losses arising upon subsequent
settlement of the transactions and from translation at the Balance
Sheet date, are included within the related category of expense
where separately identifiable, or administrative
expenses.
Revenue from contracts with customers
The Group follows the principles of
IFRS 15, 'Revenue from Contracts with Customers'; accordingly,
revenue is recognised using the five-step model:
1.
Identify the contract;
2.
Identify the performance obligations in the contract;
3.
Determine the transaction price;
4.
Allocate the transaction price to the performance obligations in
the contract; and
5.
Recognise revenue when or as performance obligations are
satisfied.
Revenue is recognised either when
the performance obligation in the contract has been performed
(point in time recognition) or over time as control of the
performance obligation is transferred to the
customer.
Revenue is derived from sales of
software licenses and professional services including training and
consultancy and transactional fees.
Revenue from software
licenses
Revenue from both on premise and
cloud-based software licensed products is recognised from the point
at which the customer gains control and the right to use our
software. The following key judgements have been made in relation
to revenue recognition of software license:
•
This is right of use software due to the integral
updates provided on a regular basis to keep the software relevant
and, as a result, the licensed software revenue will be recognised
over time rather than at a point in time;
•
The software license together with installation,
regular updates and access to support services form a single
performance obligation;
•
The transaction price is allocated to each
distinct one year license period with annual increases being
recognised in the year they apply; and
•
Discounts in relation to software licenses are
recognised over the life of the contract.
This policy is consistent with the
Company's products providing customers with a service through the
delivery of, and access to, software solutions
(Software-as-a-Service ("SaaS")), and results in revenue being
recognised over the period that these services are delivered to
customers.
Incremental costs directly
attributable in securing the contract are charged equally over the
life of the contract and as a consequence are matched to revenue
recognised. Any deferred contract costs are included in both
current and non-current trade and other receivables.
Revenue from professional
services
Revenue from all professional
services, including training and consulting services, is recognised
when the performance obligation has been fulfilled and the services
are provided. These services could be provided by a third party and
are therefore considered to be separate performance obligations.
Where professional services engagements contain material
obligations, revenue is recognised when all the obligations under
the engagement have been fulfilled. Where professional services
engagements are provided on a fixed price basis, revenue is
recognised based on the percentage complete of the relevant
engagement. Percentage completion is estimated based on the total
number of hours performed on the project compared to the total
number of hours expected to complete the project.
'White-labelling' or other 'paid
for development work' is generally provided on a fixed price basis
and as such revenue is recognised based on the percentage
completion or delivery of the relevant project. Where percentage
completion is used it is estimated based on the total number of
hours performed on the project compared to the total number of
hours expected to complete the project. Where contracts underlying
these projects contain material obligations, revenue is deferred
and only recognised when all the obligations under the engagement
have been fulfilled.
Revenue from transactional
services
Transactional service fees are
recognised at the point in time when the service is
provided.
Should any contracts contain
non-standard clauses, revenue recognition will be in accordance
with the underlying contractual terms which will normally result in
recognition of revenue being deferred until all material
obligations are satisfied. The Group does not have any contracts
where a financing component exists within the contract.
The excess of amounts invoiced over
revenue recognised are included in deferred income. If the amount
of revenue recognised exceeds the amount invoiced the excess is
included within accrued income.
Contract assets include sales
commissions and prepaid royalties. Contract liabilities include
unpaid sales commissions on contracts sold and deferred income
relating to license fees billed in advance and recognised over
time.
Exceptional items
The Group defines exceptional items
as transactions (including costs incurred by the Group) which
relate to non-recurring events. These are disclosed separately
where it is considered it provides additional useful information to
the users of the financial statements.
Taxation
The charge for taxation is based on
the profit for the year as adjusted for items which are
non-assessable or disallowable. It is calculated using taxation
rates that have been enacted or substantively enacted by the
Balance Sheet date.
Deferred taxation is computed using
the liability method. Under this method, deferred tax assets and
liabilities are determined based on temporary differences between
the financial reporting and tax bases of assets and liabilities.
They are measured using enacted rates and laws that will be in
effect when the differences are expected to reverse. Deferred tax
is not accounted for if it arises from initial recognition of an
asset or liability in a transaction that at the time of the
transaction does not affect accounting or taxable profit or loss.
Deferred tax assets are recognised to the extent that it is
probable that future taxable profits will arise against which the
temporary differences will be utilised.
Deferred tax is provided on
temporary differences arising on investments in subsidiaries except
where the timing of the reversal of the temporary difference is
controlled by the Group and it is probable that the temporary
difference will not reverse in the foreseeable future. Deferred tax
assets and liabilities arising in the same tax jurisdiction are
offset.
In the UK and the US, the Group is
entitled to a tax deduction for amounts treated as compensation on
exercise of certain employee share options and on the vesting of
conditional share awards under each jurisdiction's tax rules.
"Share-based payments" are recorded in the Group's Consolidated
Statement of Comprehensive Income over the period from the grant
date to the vesting date of the relevant options and conditional
share awards. As there is a temporary difference between the
accounting and tax bases a deferred tax asset is recorded. The
deferred tax asset arising is calculated by comparing the estimated
amount of tax deduction to be obtained in the future (based on the
Company's share price at the Balance Sheet date) with the
cumulative amount of the compensation expense recorded in the
Consolidated Statement of Comprehensive Income. If the amount of
estimated future tax deduction exceeds the cumulative amount of the
remuneration expense at the statutory rate, the excess is recorded
directly in equity against retained earnings.
Intangible Assets
(a) Goodwill
Goodwill arising on consolidation
represents the excess of the cost of acquisition over the fair
value of the identifiable assets and liabilities of a subsidiary at
the date of acquisition. Goodwill is recognised as a non-current
asset in accordance with IFRS 3 and is not
amortised.
After initial recognition, goodwill
is stated at cost less any accumulated impairment losses. It is
tested at least annually for impairment. Any impairment loss is
recognised in the Consolidated Statement of Comprehensive
Income.
Goodwill is allocated to cash
generating units for the purpose of impairment testing. The
allocation is made to those cash-generating units that are expected
to benefit from the business combination in which the goodwill
arose.
(b) Proprietary software
Proprietary software acquired in a
business combination is recognised at fair value at the acquisition
date. Proprietary software has a finite useful economic life and is
carried at cost less accumulated amortisation. Amortisation is
calculated using the straight-line method to allocate the
associated costs over their estimated useful lives of five
years.
(c) Customer relationships
Contractual customer relationships
acquired in a business combination are recognised at fair value at
the acquisition date. The contractual customer relationships have a
finite useful economic life and are carried at cost less
accumulated amortisation. Amortisation is calculated using the
straight-line method over the expected life of the customer
relationship which has been assessed as up to fifteen
years.
(d) Development costs
Expenditure associated with
developing and maintaining the Group's software products is
recognised as incurred.
Development expenditure is
capitalised where new product development projects
•
are technically feasible;
•
production and sale is intended;
•
a market exists;
•
expenditure can be measured reliably; and
•
sufficient resources are available to complete such
projects.
Costs are capitalised until initial
commercialisation of the product, and thereafter amortised on a
straight-line basis over its estimated useful life, which has been
assessed as between five and ten years. Expenditure not meeting the
above criteria is expensed as incurred.
Employee costs and specific third
party costs involved with the development of the software are
included within amounts capitalised.
(e) Computer software
Costs associated with acquiring
computer software and licensed to use technology are capitalised as
incurred, except cloud computing software where the Group does not
have control of the software which is expensed as incurred. They
are amortised on a straight-line basis over their useful economic
life which is typically three to five years.
(f) Trademarks
Trademarks acquired in a business
combination are initially measured at fair value at the acquisition
date. Trademarks have a finite useful economic life and are carried
at cost less accumulated amortisation. Amortisation is calculated
using the straight-line method to allocate the associated costs
over their estimated useful lives of up to ten years.
Impairment of non-financial assets
At each reporting date the Group
considers the carrying amount of its tangible and intangible assets
including goodwill to determine whether there is any indication
that those assets have suffered an impairment loss. If there is
such an indication, the recoverable amount of the asset is
estimated in order to determine the extent of the impairment loss
(if any) through determining the value in use of the cash
generating unit that the asset relates to.
Where it is not possible to
estimate the recoverable amount of an individual asset, the Group
estimates the recoverable amount of the cash generating unit to
which the asset belongs.
If the recoverable amount of an
asset is estimated to be less than its carrying amount, the
impairment loss is recognised as an expense.
Where an impairment loss
subsequently reverses, the carrying amount of the asset is
increased to the revised estimate of its recoverable amount, but so
that the increased carrying amount does not exceed the carrying
amount that would have been determined had no impairment loss been
recognised for the asset. A reversal of an impairment loss is
recognised as income immediately. Impairment losses relating to
goodwill are not reversed.
2. Critical accounting estimates and
judgements
The preparation of financial
statements in accordance with IFRS requires the Directors to make
critical accounting estimates and judgements that affect the
amounts reported in the financial statements and accompanying
notes. The estimates and assumptions that have a significant risk
of causing material adjustment to the carrying value of assets and
liabilities within the next financial year are discussed
below:
Critical Estimates
·
Impairment
assessment: the Group tests annually
whether Goodwill has suffered any impairment and for other assets
including acquired intangibles at any point where there are
indications of impairment. This requires an estimation of the
recoverable amount of the applicable cash generating unit to which
the Goodwill and other assets relate. Estimating the recoverable
amount requires the Group to make an estimate of the expected
future cash flows from the specific cash generating unit using
certain key assumptions including growth rates and a discount rate.
These assumptions result in no impairment in Goodwill.
Other Estimates
·
Useful lives of
intangible assets: in assessing
useful life, the Group uses careful judgement based on past
experience, advances in product development and also best practice.
The Group amortises intangible assets over a period of up to 15
years.
Judgements
·
Capitalisation of
development expenditure: the Group
capitalises development costs provided the aforementioned
conditions have been met. Consequently, the Directors require to
continually assess the commercial potential of each product in
development and its useful life following launch.
·
Provisions for
income taxes: the Group is subject
to tax in the UK and US and this requires the Directors to
regularly assess the appropriateness of its transfer pricing
policy.
·
Revenue
recognition: in determining the
amount of revenue and related balance sheet items to be recognised
in the year, management is required to make a number of judgements
and assumptions. These are detailed in Note 1 Revenue from
contracts with customers.
3. Revenue
The chief operating decision maker
has been identified as the Board of Directors. The Group revenue is
derived almost entirely from the sale of software licenses and
professional services (including installation) to hospitals and
health systems within the US. Consequently, the Board has
determined that Group supplies only one geographical market place
and as such revenue is presented in line with management
information without the need for additional segmental analysis. All
of the Group assets are located in the United States of America
with the exception of the Parent Company's, the net assets of which
are disclosed separately on the Company Balance Sheet and are
located in the United Kingdom.
|
2024
|
2023
|
|
$'000
|
$'000
|
Software licensing
|
138,687
|
143,125
|
Professional services -
recurring
|
4,907
|
4,533
|
Transactional revenue
|
24,708
|
16,018
|
Contracted recurring revenue
|
168,302
|
163,676
|
Professional services -
non-recurring
|
7,174
|
9,208
|
Platform revenues -
non-recurring
|
13,792
|
1,134
|
Total revenue
|
189,268
|
174,018
|
Contract assets
The Group has recognised the
following assets related to contracts with customers:
|
2024
|
2023
|
|
$'000
|
$'000
|
Prepaid commissions and royalties
< 1 year
|
2,485
|
2,206
|
Prepaid commissions and royalties
> 1 year
|
3,235
|
2,758
|
Total contract assets
|
5,720
|
4,964
|
Contract assets are included
within deferred contract costs and prepayments in the Balance
Sheet. Costs recognised during the year in relation to assets at 30
June 2023 were $2.2m.
Contract liabilities
The following table shows the
total contract liabilities from software license and professional
service contracts:
|
2024
|
2023
|
|
$'000
|
$'000
|
Software licensing
|
56,759
|
47,037
|
Professional services
|
10,058
|
5,481
|
Total contract
liabilities
|
66,817
|
52,518
|
Contract liabilities are included
within deferred income in the Balance Sheet.
Revenue of $49.4m was recognised
during the year in relation to contract liabilities as of 30 June
2023.
The following table shows the
aggregate transaction price allocated to performance obligations
that are partially or fully unsatisfied from software license and
professional service contracts.
|
Total
unsatisfied
|
Expected
recognition
|
|
performance
obligations
|
< 1
year
|
1 to 2
years
|
2 to 3
years
|
> 3
years
|
Revenue expected to be recognised
|
$'000
|
$'000
|
$'000
|
$'000
|
$'000
|
At
30 June 2024
|
|
|
|
|
|
-
Software
|
301,215
|
119,167
|
93,304
|
57,086
|
31,658
|
-
Professional
services
|
19,493
|
12,947
|
3,309
|
1,847
|
1,390
|
Total at 30 June 2024
|
320,708
|
132,114
|
96,613
|
58,933
|
33,048
|
|
|
|
|
|
|
At 30 June 2023
|
|
|
|
|
|
-
Software
|
348,919
|
124,279
|
99,613
|
67,757
|
57,270
|
-
Professional services
|
14,376
|
8,313
|
3,207
|
1,981
|
875
|
Total at 30 June 2023
|
363,295
|
132,592
|
102,820
|
69,738
|
58,145
|
Revenue of $132.6m was recognised
during the year in relation to unsatisfied performance obligations
as of 30 June 2023.
The majority of these performance
obligations are unbilled at the Balance Sheet date and therefore
not reflected in these financial statements.
4. Operating profit
The following items have been
included in arriving at operating profit:
|
2024
|
2023
|
|
$'000
|
$'000
|
Employee costs
|
92,496
|
87,755
|
Employee costs
capitalised
|
(9,811)
|
(10,261)
|
Depreciation of property, plant and
equipment
|
3,293
|
3,451
|
Amortisation of intangible assets -
other
|
9,169
|
7,781
|
Amortisation of intangible assets -
acquired intangibles
|
20,921
|
20,930
|
Impairment of trade
receivables
|
1,822
|
463
|
Exceptional items*
|
675
|
510
|
Operating lease rents for
premises
|
12
|
-
|
* Exceptional items relate to
integration costs associated with the purchase of Sentry Data
Systems, Inc. ("Sentry")
Included in reaching operating
profit is the movement in the provision for impairment of trade
receivables during the year of a $1,164,000 charge, plus $53,000
net impairment credit for trade receivables recognised directly in
operating costs.
5. Tax on profit on ordinary
activities
|
2024
|
2023
|
|
$'000
|
$'000
|
Profit on ordinary activities
before tax
|
15,747
|
13,085
|
Current tax
|
|
|
Corporation tax on profits of the
year
|
10,715
|
5,596
|
Adjustments for prior
years
|
65
|
1,080
|
Total current tax
charge
|
10,780
|
6,676
|
Deferred tax
|
|
|
Deferred tax for current
year
|
(6,097)
|
(3,324)
|
Adjustments for prior
years
|
(630)
|
485
|
Change in UK tax rate
|
(9)
|
16
|
Total deferred tax
credit
|
(6,736)
|
(2,823)
|
Tax on profit on ordinary
activities
|
4,044
|
3,853
|
The difference between the current
tax charge on ordinary activities for the year, reported in the
Consolidated Statement of Comprehensive Income, and the current tax
charge that would result from applying a relevant standard rate of
tax to the profit on ordinary activities before tax, is explained
as follows:
|
|
|
|
Profit on ordinary activities at
the UK tax rate 25% (FY23 20.5%)
|
3,937
|
2,682
|
Effects of:
|
|
|
Adjustment for prior
years
|
(565)
|
1,566
|
Change in tax rate on opening
deferred tax balance
|
(9)
|
23
|
Additional US taxes on profits 25%
(FY23: 25%)
|
229
|
392
|
Internally developed
software
|
(235)
|
628
|
Expenses not deductible for tax
purposes
|
656
|
246
|
Income not taxable in the
year
|
(748)
|
(1,004)
|
Spot rate remeasurement
|
(27)
|
240
|
Movement in/ (use of) tax
losses
|
1,018
|
(427)
|
(Deduction)/expense on share plan
charges
|
(271)
|
(535)
|
Other
|
59
|
42
|
Total tax charge
|
4,044
|
3,853
|
6. Dividends
The dividends paid during the year
were as follows:-
|
2024
|
2023
|
|
$'000
|
$'000
|
Final dividend, re 30 June 2023 -
20.19 cents (16.0 pence)/share
|
7,046
|
6,645
|
Interim dividend, re 30 June 2024 -
16.51 cents (13.0 pence)/share
|
5,752
|
5,474
|
Total dividends paid to Company
shareholders in the year
|
12,798
|
12,119
|
Prior year:
Final dividend 18.80 cents (15.5
pence)/share
Interim dividend 15.13 cents (12.5
pence)/share
The proposed final dividend 20.23
cents (16 pence), as noted in the Financial Review section of the
Strategic Report, for the year ended 30 June 2024 is subject to
approval by the shareholders at the Annual General Meeting and has
not been included as a liability in these financial
statements.
7. Earnings per share
The calculation of basic and
diluted earnings per share is based on the following
data:
Weighted average number of shares
|
2024
|
2023
|
|
No. of
Shares
|
No. of
Shares
|
|
000s
|
000s
|
Weighted average number of Ordinary Shares for the purpose of
basic earnings per share (excluding own shares
held)
|
34,957
|
35,146
|
Effect of dilutive potential
Ordinary Shares: share options and LTIPs
|
335
|
289
|
Weighted average number of Ordinary Shares for the purpose of
diluted earnings per share
|
35,292
|
35,435
|
The Group has one category of
dilutive potential Ordinary shares, being those granted to
Directors and employees under the employee share plans.
Shares held by the Employee
Benefit Trust and Treasury Shares held directly by the Company are
excluded from the weighted average number of Ordinary shares for
the purposes of basic earnings per share.
Profit for year
|
2024
|
2023
|
|
$'000
|
$'000
|
Profit for the year attributable to equity holders of the
parent
|
11,703
|
9,232
|
Acquisition integration costs (tax
adjusted)
|
507
|
405
|
Amortisation of acquired intangibles
(tax adjusted)
|
20,921
|
20,930
|
Adjusted profit for the year attributable to equity holders
of the parent
|
33,131
|
30,567
|
Basic earnings per share are
calculated by dividing the profit attributable to equity holders of
the Company by the weighted average number of shares in issue
during the year.
For diluted earnings per share, the
weighted average number of Ordinary shares calculated above is
adjusted to assume conversion of all dilutive potential Ordinary
shares.
Earnings per share
|
2024
|
2023
|
|
cents
|
cents
|
Basic EPS
|
33.5
|
26.3
|
Diluted EPS
|
33.2
|
26.1
|
Adjusted basic EPS
|
94.8
|
87.0
|
Adjusted diluted EPS
|
93.9
|
86.3
|
8. Intangible assets
|
Goodwill
|
Customer
|
Proprietary
|
|
Development
|
Computer
|
|
|
|
Relationships
|
Software
|
Trademarks
|
Costs
|
Software
|
Total
|
|
$'000
|
$'000
|
$'000
|
$'000
|
$'000
|
$'000
|
$'000
|
Cost
|
|
|
|
|
|
|
|
At 1 July 2023
|
235,486
|
153,964
|
52,724
|
5,000
|
71,056
|
4,461
|
522,691
|
Additions
|
-
|
-
|
-
|
-
|
15,761
|
5
|
15,766
|
Disposals
|
-
|
-
|
-
|
-
|
-
|
(220)
|
(220)
|
At
30 June 2024
|
235,486
|
153,964
|
52,724
|
5,000
|
86,817
|
4,246
|
538,237
|
|
|
|
|
|
|
|
|
Accumulated amortisation and impairment
|
|
|
|
|
|
|
At 1 July 2023
|
250
|
22,773
|
21,494
|
1,094
|
22,084
|
3,203
|
70,898
|
Charge for the year
|
-
|
10,066
|
10,300
|
555
|
8,061
|
1,108
|
30,090
|
Amortisation on disposal
|
-
|
-
|
-
|
-
|
-
|
(220)
|
(220)
|
At
30 June 2024
|
250
|
32,839
|
31,794
|
1,649
|
30,145
|
4,091
|
100,768
|
Net
Book Value at 30 June 2024
|
235,236
|
121,125
|
20,930
|
3,351
|
56,672
|
155
|
437,469
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost
|
|
|
|
|
|
|
|
At 1 July 2022
|
235,486
|
153,964
|
52,724
|
5,000
|
56,096
|
4,840
|
508,110
|
Additions
|
-
|
-
|
-
|
-
|
14,960
|
71
|
15,031
|
Reclassification
|
-
|
-
|
-
|
-
|
-
|
(450)
|
(450)
|
At 30 June 2023
|
235,486
|
153,964
|
52,724
|
5,000
|
71,056
|
4,461
|
522,691
|
|
|
|
|
|
|
|
|
Accumulated amortisation and impairment
|
|
|
|
|
|
|
At 1 July 2022
|
250
|
12,706
|
11,187
|
538
|
15,607
|
1,899
|
42,187
|
Charge for the year
|
-
|
10,067
|
10,307
|
556
|
6,477
|
1,304
|
28,711
|
At 30 June 2023
|
250
|
22,773
|
21,494
|
1,094
|
22,084
|
3,203
|
70,898
|
Net Book Value at 30 June
2023
|
235,236
|
131,191
|
31,230
|
3,906
|
48,972
|
1,258
|
451,793
|
|
|
|
|
|
|
|
|
|
| |
In accordance with the Group's
accounting policy, the carrying values of Goodwill and other
intangible assets are reviewed for impairment annually or more
frequently if events or changes in circumstances indicate that the
asset might be impaired. Goodwill arose on the acquisition of
subsidiaries and is split into the following CGUs:
|
2024
|
2023
|
|
$'000
|
$'000
|
Craneware InSight
|
11,188
|
11,188
|
Sentry
|
224,048
|
224,048
|
Total Goodwill
|
235,236
|
235,236
|
Craneware
InSight
The carrying values are assessed
for impairment purposes by calculating the value in use of the core
Craneware business cash generating unit. This is the lowest level
of which there are separately identifiable cash flows to assess the
Goodwill acquired as part of the Craneware InSight, Inc.
purchase.
Sentry
The carrying values are assessed
for impairment purposes by calculating the value in use of the
Sentry business cash generating unit. This is the lowest level of
which there are separately identifiable cash flows to assess the
Goodwill acquired as part of the Sentry acquisition.
The key assumptions in assessing
value in use for the CGU's are:
|
Growth
rate in perpetuity
|
Post-tax discount rate
|
|
2024
|
2023
|
2024
|
2023
|
Craneware InSight
|
2.0%
|
2.0%
|
9.0%
|
9.0%
|
Sentry
|
2.0%
|
2.0%
|
9.0%
|
9.0%
|
After the initial term of 5 years,
the Group applied a growth rate for each CGU. These take into
consideration the customer bases and expected revenue commitments
from it, anticipated additional sales to both existing and new
customers and market trends currently seen and those expected in
the future.
The Group has assessed events and
circumstances in the year and the assets and liabilities of the
business cash-generating unit; this assessment has confirmed that
no significant events or circumstances occurred in the year and
that the assets and liabilities showed no significant change from
last year.
After review of future forecasts,
the Group confirmed the growth forecast for the next five years
showed that the recoverable amounts would continue to exceed the
carrying values. There are no reasonable possible changes in
assumptions that would result in an impairment in the Craneware CGU
and certain disclosures, including sensitivities, relating to
goodwill have not been made for this CGU given the significant
headroom on impairment testing. For the Sentry CGU the impairment
test was most sensitive to the discount rate assumption. There is
no impairment, with all other assumptions remaining the same, with
a discount rate up to 17%. There are no reasonable possible changes
in any of the other assumptions for this CGU that would result in
an impairment.
9. Trade and other receivables
|
2024
|
2023
|
|
$'000
|
$'000
|
Trade receivables
|
48,007
|
27,594
|
Less: provision for impairment of
trade receivables
|
(2,763)
|
(3,421)
|
Net trade receivables
|
45,244
|
24,173
|
Other receivables
|
1,862
|
1,024
|
Current tax receivable
|
1,921
|
-
|
Prepayments and accrued
income
|
7,787
|
8,270
|
Deferred contract costs
|
5,458
|
4,715
|
|
62,272
|
38,182
|
Less non-current
receivables:
|
|
|
Other debtors
|
(399)
|
-
|
Deferred contract costs
|
(3,235)
|
(2,758)
|
Current portion
|
58,638
|
35,424
|
10. Deferred tax
Deferred tax is calculated in full
on the temporary differences under the liability method using a
rate of tax of 25% (FY23: 25%) in the UK and 25% (FY23: 25%) in the
US including a provision for state taxes.
|
2024
|
2023
|
|
$'000
|
$'000
|
At 1 July
|
(41,337)
|
(44,417)
|
Credit to comprehensive
income
|
10,522
|
4,084
|
Transfer direct to equity
|
(1,893)
|
(1,004)
|
At 30 June
|
(32,708)
|
(41,337)
|
The movements in deferred tax
assets and liabilities during the year are shown below. Deferred
tax assets and liabilities are only offset where there is a legally
enforceable right of offset and there is an intention to settle the
balances net. The balances for the Group are analysed as
follows:
|
2024
|
2023
|
|
$'000
|
$'000
|
Net deferred tax asset
|
733
|
-
|
Net deferred tax
liability
|
(33,441)
|
(41,337)
|
At 30 June
|
(32,708)
|
(41,337)
|
Deferred tax assets - recognised
|
Short term timing
differences
$'000
|
Losses
$'000
|
Share
options
$'000
|
Total
$'000
|
A 1 July 2023
|
4,511
|
428
|
2,357
|
7,296
|
(Charged)/ credited to comprehensive
income
|
(1,901)
|
(38)
|
4,050
|
2,111
|
Charged to equity
|
-
|
-
|
(1,893)
|
(1,893)
|
Total provided at 30 June 2024
|
2,610
|
390
|
4,514
|
7,514
|
At 1 July 2022
|
3,926
|
293
|
3,201
|
7,420
|
Credited to comprehensive
income
|
585
|
135
|
160
|
880
|
Charged to equity
|
-
|
-
|
(1,004)
|
(1,004)
|
Total provided at 30 June
2023
|
4,511
|
428
|
2,357
|
7,296
|
Deferred tax liabilities - recognised
|
|
Long term timing
differences
$'000
|
Accelerated tax
depreciation
$'000
|
Total
$'000
|
A 1 July 2023
|
|
(44,378)
|
(4,255)
|
(48,633)
|
Credited to comprehensive
income
|
|
6,399
|
2,012
|
8,411
|
Total provided at 30 June 2024
|
|
(37,979)
|
(2,243)
|
(40,222)
|
At 1 July 2022
|
|
(47,921)
|
(3,916)
|
(51,837)
|
Credited/ (charged) to comprehensive
income
|
|
3,543
|
(339)
|
3,204
|
Total provided at 30 June
2023
|
|
(44,378)
|
(4,255)
|
(48,633)
|
The
analysis of the deferred tax assets and liabilities is as
follows:
|
2024
|
2023
|
|
$'000
|
$'000
|
Deferred tax assets:
|
|
|
Deferred tax assets to be recovered
after more than 1 year
|
7,124
|
6,867
|
Deferred tax assets to be recovered
within 1 year
|
390
|
429
|
|
7,514
|
7,296
|
Deferred tax liabilities:
|
|
|
Deferred tax liabilities to be
recovered after more than 1 year
|
(40,222)
|
(43,633)
|
Deferred tax liabilities to be
recovered within 1 year
|
-
|
(5,000)
|
|
(40,222)
|
(48,633)
|
Net deferred tax
liability
|
(32,708)
|
(41,337)
|
11. Cash generated from
operations
Reconciliation of profit before
taxation to net cash generated from operations
|
|
2024
|
2023
|
|
$'000
|
$'000
|
Profit before tax
|
15,747
|
13,085
|
Finance income
|
(1,143)
|
(214)
|
Finance expense
|
5,130
|
6,357
|
Depreciation on property, plant and
equipment
|
3,293
|
3,451
|
Amortisation on intangible assets -
other
|
9,169
|
7,781
|
Amortisation on intangible assets -
acquired intangibles
|
20,921
|
20,930
|
Loss on disposals
|
113
|
7
|
Share-based payments
|
4,487
|
2,992
|
Movements in working capital:
|
|
|
(Increase)/ decrease in trade and
other receivables
|
(21,183)
|
1,116
|
Increase/ (decrease) in trade and
other payables
|
14,999
|
(5,462)
|
Increase in amounts held on behalf
of customers
|
2,170
|
50,548
|
Cash generated from
operations
|
53,703
|
100,591
|
12. Borrowings
The debt facility comprises a term
loan of $16m (FY23: $24m) which is repayable in quarterly
instalments over 5 years up to 30 June 2026, and a revolving loan
facility of $100m of which $20m (FY23: $60m) is drawn down and
which expires on 7 June 2026. During the year, $8m (FY23: $8m) was
repaid on the term loan and the amount drawn down on the revolving
credit facility was reduced by $40m (FY23: $20m).
Interest is charged on the facility
on a daily basis at margin and compounded reference rate. The
margin is related to the leverage of the Group as defined in the
loan agreement. As the leverage of the Group strengthens, the
applicable margin reduces.
The facility is secured by a Scots
law floating charge granted by the Company, an English law
debenture granted by the Company and a New York law security
agreement to which the Company and certain of its subsidiaries are
parties. The securities granted by the Company and the relevant
subsidiaries provide security over all assets of the Company and
specified assets of the Group.
|
2024
|
2023
|
|
$'000
|
$'000
|
Current interest bearing
borrowings
|
8,000
|
8,000
|
Non current interest bearing
borrowings
|
27,372
|
75,033
|
Total
|
35,372
|
83,033
|
Arrangement fees paid in advance of
the setting up of the facility are being recognised over the life
of the facility in operating costs. The remaining balance of
unamortised fees and interest at 30 June 2024 is $0.67m (FY23:
$0.97m).
See Note 15 for a reconciliation
between borrowings, cash and net borrowings.
Loan covenants
Under the facilities the Group is
required to meet quarterly covenants tests in respect
of:
a) Adjusted
leverage which is the ratio of total net debt on the last day of
the relevant period to adjusted EBITDA.
b) Cash flow
cover which is the ratio of cashflow to net finance charges in
respect of the relevant period.
The Group complied with these
ratios throughout the reporting period.
Financing arrangements
The Group's undrawn borrowing
facilities were as follows:
|
2024
|
2023
|
|
$'000
|
$'000
|
Revolving facility
|
80,000
|
40,000
|
Undrawn borrowing facilities
|
80,000
|
40,000
|
13. Trade and other payables
|
2024
|
2023
|
|
$'000
|
$'000
|
Trade payables
|
3,725
|
4,005
|
Lease creditor due < 1
year
|
952
|
1,389
|
Other provisions < 1
year
|
512
|
420
|
Social security and PAYE
|
2,268
|
1,299
|
Other creditors
|
156
|
237
|
Accruals
|
9,367
|
8,466
|
Advanced payments
|
254
|
135
|
Trade and other payables
|
17,234
|
15,951
|
Other provisions relate to employer
taxes due in relation to employee share plan awards of $512,000
(FY23: $59,000 for 2007 Share Option Plan only). There is a
corresponding receivable of $218,000 included in other debtors
(FY23: nil). Timing of the use of this provision is entirely
dependent on employees requesting to exercise share awards. The
provision for potential sales tax due in relation to audits in
respect of Sentry for periods prior to the acquisition from the
prior year has been utilised in full during the year (FY23:
$362,000).
14. Subsequent
events
On 23rd August 2024 the
Company's wholly owned subsidiary, Craneware US Holdings, Inc.
declared a dividend of $18m payable to the Company with a resulting
increase of $18m to the Company's retained earnings.
15. Alternative performance measures
The Group's performance is assessed
using a number of financial measures which are not defined under
IFRS and are therefore non-GAAP (alternative) performance
measures.
The Directors believe these
measures enable the reader to focus on what the Group regard as a
more reliable indicator of the underlying performance of the Group
since they exclude items which are not reflective of the normal
course of business, accounting estimates and non-cash items. The
adjustments made are consistent and comparable with other similar
companies. Alternative performance measures may be viewed as having
limitations due to certain items being excluded that would be
included in GAAP measures.
Adjusted EBITDA
Adjusted EBITDA refers to earnings
before interest, tax, depreciation, amortisation, exceptional items
and share based payments.
|
|
2024
|
2023
|
|
|
$'000
|
$'000
|
Operating profit
|
|
19,734
|
19,228
|
Depreciation of property, plant
and equipment
|
|
3,293
|
3,451
|
Amortisation of intangible assets
- other
|
|
9,169
|
7,781
|
Amortisation of intangible assets
- acquired intangibles
|
|
20,921
|
20,930
|
Share based payments
|
|
4,487
|
2,992
|
Exceptional items - integration
costs
|
|
675
|
510
|
Adjusted EBITDA
|
|
58,279
|
54,892
|
Adjusted earnings per share (EPS)
Adjusted earnings per share (EPS)
calculations allow for the tax adjusted acquisition costs and share
related transactions together with amortisation on acquired
intangibles via business combinations. See Note 7 for the
calculation.
Operating Cash Conversion
Operating Cash Conversion
is calculated as cash generated from operations
(as per Note 11), adjusted to exclude cash payments for exceptional
items and movements in cash held on behalf
of customers, divided by adjusted EBITDA.
|
|
2024
|
2023
|
|
|
$'000
|
$'000
|
Cash generated from operations
(Note 11)
|
|
53,703
|
100,591
|
Total exceptional items
|
|
675
|
510
|
Movement in amounts held on behalf
of customers (Note 11)
|
|
(2,170)
|
(50,548)
|
Accrued exceptional items at the
start of the year paid in the current year
|
|
92
|
60
|
Accrued exceptional items at the
end of the year
|
|
-
|
(92)
|
Trade payable exceptional items at
the start of the year paid in the current year
|
|
-
|
12
|
Cash generated from operations before exceptional
items
|
|
52,300
|
50,533
|
|
|
|
|
Adjusted EBITDA
|
|
58,279
|
54,892
|
|
|
|
|
Operating Cash Conversion
|
|
89.7%
|
92.1%
|
Adjusted PBT
Adjusted PBT refers to profit
before tax adjusted for exceptional items and amortisation of
acquired intangibles.
|
|
2024
|
2023
|
|
|
$'000
|
$'000
|
Profit before taxation
|
|
15,747
|
13,085
|
Amortisation of intangible assets
- acquired intangibles
|
|
20,921
|
20,930
|
Exceptional items - integration
costs
|
|
675
|
510
|
Adjusted PBT
|
|
37,343
|
34,525
|
Net Borrowings
Net Borrowings refers to net balance of short term borrowings, long term
borrowings and cash and cash equivalents.
|
|
2024
|
2023
|
|
|
$'000
|
$'000
|
Cash and cash
equivalents
|
|
34,589
|
78,537
|
Borrowings (Note 12)
|
|
(35,372)
|
(83,033)
|
Net Borrowings
|
|
(783)
|
(4,496)
|
Lease liabilities are excluded from
borrowings for the purpose of net borrowings.
Total Sales
Total Sales refer to the total
value of contracts signed in the year, consisting of New Sales and
Renewals.
New Sales
New Sales refer to the total value
of contracts with new customers or new products to existing
customers at some time in their underlying contract.
Annual Recurring Revenue
Annual Recurring Revenue is the
annual value of subscription license and related recurring revenues
as at 30 June 2024 that are subject to underlying contracts and
where revenue is being recognised at the reporting date.
Net Revenue Retention
Net Revenue Retention is the
percentage of revenue retained from existing customers over the
measurement period, taking into account both churn and expansion
sales.
Revenue Growth
Revenue Growth is the increase in
Revenue in the current year compared to the prior year expressed as
a percentage of the previous year Revenue.