TIDMBAR
RNS Number : 1348N
Brand Architekts Group PLC
28 September 2021
Brand Architekts Group plc
("Brand Architekts" or the "Group")
Full Year Results
Brand Architekts Group plc, a challenger British Beauty brand
business, is pleased to announce its Full Year Results for the year
ended 30 June 2021.
Business highlights:
-- This financial year has been one of consolidation, transition and
putting in place the strategic building blocks to achieve the Project
50 goal.
-- Focus on four strategic tenets: optimising the portfolio, channel
development, operational efficiency and being a responsible business.
-- Number of live brands decreased from 22 to 13 in line with our focus
on productivity. The Solution launched and 7 brands repositioned
for relaunch in 2021/22.
-- Multiple distribution gains & new listings across Waitrose, Morrisons,
Tesco, Douglas, Carrefour and Wal Mart.
-- Super Facialist TV campaign contributed to an annual net sales growth
+30%.
-- DTC silo sites grew by 100% to GBP0.6m. New 5-year agreement with
THG Ingenuity for the launch of our own marketplace www.theunexpektedstore.com.
Financial Highlights:
2021 2020
-------------------------------------------- ----------------------- ----------------------
Reported results from continuing operations
Revenue GBP15.9m GBP16.3m
Underlying operating (loss)/profit GBP(0.3)m GBP0.1m
Loss before taxation GBP(1.9)m GBP(4.3)m
----------------------- ----------------------
Basic (loss)/earnings per share (13.1)p 12.9p
Net cash GBP19.0m GBP18.0m
-------------------------------------------- ----------------------- ----------------------
-- Resilient business performance, with FY revenue down 2.3% to GBP15.9m
(2020: GBP16.3m), supported by H2 revenue increasing 10% on the
prior year, nearly offsetting on a full year basis a 10% decline
in H1 revenue.
-- Improved underlying gross profit margins up 170 bps to 36.9% (2020:
35.2%) driven by lower product discount expenditure in the year
and higher margin product mix.
-- Underlying operating loss of (GBP0.3m), GBP0.4m lower than the prior
year (2020: GBP0.1m), absorbing the investment in the Group's first
ever brand advertising campaign for key skin care brand, Super Facialist
in H2.
-- Net cash up GBP1m to GBP19.0m (2020: GBP18.0m) from working capital
efficiencies due to improved inventory planning as well as brand
and product line optimisation. Repayment of outstanding term loans
(GBP2.1m) and commercial invoice discounting facility (GBP1.1m)
leaving the Group debt free.
Quentin Higham, Chief Executive, commented:
"Throughout the period we have been focused on building the
foundations, in line with our strategic pillars, to ultimately
enable the Group to reach our Project 50 goal. We have spent time
implementing a root & branch change program, which will result
in a stronger business in the mid-term. In response to market
dynamics, we have also relaunched seven brands at the same time.
Notwithstanding the challenging environment in which we have
operated in over the past 12 months, pleasingly the Group also
delivered a resilient financial performance.
We now have an excellent platform on which to build future
success. We are confident that our brand reach and brand
development strategies will enable us to compete successfully in
the future as retailers will need to offer an omnichannel solution,
as consumers will not be constrained in how they shop beauty &
personal care products.
We remain conscious of the challenges faced by traditional
retail and whilst we continue to build our own e-commerce platform
it will take time and investment before this channel is material.
Given the above we are taking a cautious view for the year in
prospect but remain confident in our strategy and future growth
prospects."
For further information please contact :
Brand Architekts Group PLC via Alma
Quentin Higham / Tom Carter
Singer Capital Markets (Nominated adviser and
Shaun Dobson / Jen Boorer broker) 0207496 3000
Alma PR
Josh Royston / Sam Modlin 0203 405 0205
Chairman's Statement
Notwithstanding the challenges posed by the pandemic our
business has made excellent progress towards our strategic goals
and achieved solid operating results including positive cash
generation. The management team and all our colleagues have worked
hard and adapted well.
The Group delivered a resilient financial performance, with
turnover of GBP15.9 million, down 2.3% on the prior year, whilst
improving its cash balance by GBP1m to GBP19.0m.
As previously indicated, during the year under review we always
intended to strengthen our business disciplines and build on our
strategic pillars. Considerable progress has been made here. The
senior team have tackled the workload with vigour and have created
the platform on which to build towards our Project 50 ambition, a
program to deliver annual net sales of GBP50 million within five
years. The activity has centred around four strategic pillars,
namely: optimising the portfolio; channel development; operational
efficiency, and; being a responsible business. I am pleased with
the solid progress that has been made.
We have worked to optimise the portfolio by reducing the number
of brands and products. In doing so we will focus on brands with
greater growth potential and those product ranges that best meet
consumer needs, concentrating our new product development in these
areas. Within the rationalised portfolio, we revitalised seven
brands, all of which will be relaunched in store by the end of
calendar year 2021. In May and June, we launched our first
advertising campaign across both television and digital channels to
support key skin care brand Super Facialist, the Group's stand out
performer and will look to invest in further campaigns in the
future.
A significant amount of work has also been done on channel
development through expanding our routes to market. Previously, the
Group had limited reach direct to consumers. This reflected the
genesis of Brand Architekts, which relied on the strengths of its
relationships with a number of key retailers. As the pandemic
accelerated a change in consumer shopping behaviour and offline
retailers reduced space for non-essential categories, it became
extremely important to invest in our own direct to consumer site.
Our agreement with THG Ingenuity, will see the launch, later this
calendar year of our new marketplace, theunexpektedstore.com. This
development will accelerate our sales growth in 2022 and beyond.
Our International sales grew during the year despite the pandemic
and we expect further progress as the sales team focus on building
key international relationships.
From an operational efficiency perspective, the Group
implemented customer and consumer shopping data dashboards,
providing insight into brand performance, informing both portfolio
optimisation and its new product development programme. Next year
will bring the integration of its demand planning and business
intelligence platforms, underpinning customer service levels and
robust financial management.
Both consumers and investors alike are demanding greater
responsibility from the companies they endorse and at Brand
Architekts it is a task that we take seriously and readily accept.
From the raw materials we use to the packaging of our end products
we have made a commitment to improve. We have made a great start
this year with a large number of our products now using a minimum
of 30% post-consumer recycled material but there is much more that
we can and will do.
Further information of the development of our strategic pillars
into next year can be found in the CEO's statement.
We are conscious of the board structure and will be actively
reviewing the diversity and relevance of its composition.
On behalf of the Board I would like to extend my sincere thanks
to our staff. They have had to contend with a vast amount of
change, including to the leadership team and the trading
environment as a result of the pandemic. They have done so with
great endeavour and application and it is of great credit to them
all.
Finally, I look forward to a year of significant progress
towards our long-term goals.
CEO Statement
In September 2020 we launched "Project 50", which is our vision
to grow the business to GBP50m net sales within the next five
years. Project 50 deployed four strategic four pillars, namely:
optimising the portfolio; channel development; operational
efficiency and being a responsible business. As we lived and
breathed this within our team, discussing and developing both at a
Board and senior management level, alongside input from key service
providers, two things became apparent. Firstly, the increasing
importance of our marketplace, theunexpectedstore.com, not only as
channel development initiative but also as a strategic initiative
that will inform our culture and way of thinking, our products and
our engagement with our consumers. Secondly, operational efficiency
changed from being an individual strategic pillar focused on
specific operational improvements into the ongoing foundation of
how we approach and develop all our strategic initiatives now and
in the future.
Consequently, the transformative strategies have now evolved
into the following four pillars and associated initiatives:
1. Brand Development
-- Productivity
Over the last year we have rationalised our brand count from 22
to 13, whilst also halving our number of products. The business
remains focussed on rationalising underperforming products to
improve productivity. This will result in stronger selling products
on shelf or online, affording opportunities both in shelf position,
ranking online, as well as purchasing efficiencies.
-- NPD - consumer insights & trends
As a business we have invested in consumer data dashboards to
help analyse trends and performance. Coupled with industry insights
and our inherent understanding of the beauty & personal care
market, NPD (new product development) lies at the heart of our
organisation. In the last financial year we needed to reinvigorate
our portfolio, which resulted in the planned relaunch of seven
brands and the launch of one new brand. Our new brand, The
Solution, launched into Superdrug in August 2020 and Tesco Ireland
in June 2021. The seven relaunches were originally planned for the
end of the last financial year, but due to covid related reasons,
offline retailers delayed their instore range builds until
September & October 2021. We are excited to be rolling out to
our UK & International customers, new designs for Dr Salts+,
SenSpa, Argan+, Happy Naturals, Kind Natured, Beautopia and Root
Perfect. Going forward we will continue to launch new and exciting
products and we have a 3-year NPD program in place, which takes
into consideration trends, consumer insights and change in consumer
behaviour. This will allow us to add in-demand products to either
existing brand portfolios, or as part of the creation of new
brands.
-- Digital first
In line with our DTC (direct-to-consumer) strategy of launching
a new direct-to-consumer marketplace (as further detailed in our
DTC strategy below), our strategic focus is to become a "digital
first" business. This will allow us to launch new products or
brands online first, thereby enabling us to launch outside the
constraints of offline category range builds. It will also allow us
to use our own DTC channel as a "test & play" environment,
whereby we can get feedback from consumers, as well as being able
to provide offline retailers with empirical success. Becoming
digital first means that we will always ensure that a brand has
extensive digital assets, always communicating to consumers through
digital/social channels and investing advertising monies in the
digital medium. We are changing the way we invest all our resources
(financial, as well as human), so that digital first is at the
heart of our business.
-- Advertising & Promotion
The business has historically focussed on product development
and offline retailer exclusivity & promotion. To support our
omnichannel approach, we have started to invest in consumer
advertising & marketing activities. Last year's Super Facialist
Advertising campaign was the first example of our investment into a
brand. The campaign objectives were to improve consumer engagement,
drive brand awareness, stimulate trial and secure distribution
gains. On the back of the campaign we secured new distribution in
Tesco and Morrisons. As our brands achieve a certain level of
scale, we will start to invest in advertising and promotion
(A&P) to accelerate sales and return on investment (ROI).
-- Portfolio management M&A
The Project 50 vision requires an acquisition plan that will
complement our strategic pillars. We are constantly evaluating
opportunities and although it is difficult to predict an exact
timeline, over the next few years we are confident that we will be
investing in additions that will be accretive to our portfolio. Key
considerations will be the fit to our existing portfolio, NPD
programme and culture.
2. Brand Reach
-- UK omnichannel
As part our omnichannel strategy, we successfully negotiated
with retailers to secure non-exclusivity for Dirty Works; Happy
Naturals; Beautopia; Kind Natured; Argan+ and SenSpa. As a result,
we can now implement an online and offline distribution drive for
these brands alongside the rest of our portfolio to secure new and
incremental listings. The success of an omnichannel approach, can
be seen in the growth of Super Facialist, which has come from
securing new distribution in Amazon, Waitrose, Morrisons and more
recently Tesco.
-- DTC
Reflecting the change in consumer behaviour, the creation of a
new integrated marketplace has been our number one priority. Since
January 2021 we have been working with THG Ingenuity to create a
new marketplace called theunexpektedstore.com. We are taking
advantage of THG Ingenuity's world leading ecommerce platform-
including trading and marketing services - and its sophisticated
logistics and warehouse facilities to do this.
The marketplace is expected to launch by the end of this
calendar year. Theunexpektedstore will not only sell all our brands
and products, but we are very excited about creating a community,
whereby our mission is to break the mould of everyday beauty. The
unexpektedstore will be a community-driven platform that fuels
positivity, inclusivity and exceeds the expectations of everyday
beauty. We will be investing in a robust marketing program to drive
traffic to the site, initially around our better-known brands, to
secure customer acquisition, before we start to invest in
theunexpektedstore brand.
-- International
Our brands and products are sold in 34 countries, which has
helped raise awareness and contribute to our annual volumes and
sales results. Despite the pandemic, last year we were able to grow
our International business and achieve listings in some key
retailers around the world, notably in Ireland (Tesco, Dunnes,
Macauley, Lloyds Pharmacy), Mexico (Walmart), Qatar (Carrefour) and
across Europe on douglas.com. A key strategic focus going forward
will be to prioritise time and effort in establishing some direct
key international retailer relationships, whereby the retailer has
a dominant share of a market; driving several strong distributor
markets, whereby the distributor has the proven track record and
desire to market at least three of our brands into multiple
retailers; whilst maintaining support for all the smaller markets.
The International focus will centre on a "fewer, bigger, better"
approach, from both a customer and brand perspective.
3. Environmental & societal responsibility
-- Sustainability pledge - packaging and ingredients environmental footprint
In line with our sustainability pledge, we are working towards
ensuring that all our plastic and packaging is 100% recyclable,
reusable or bio-sourced by 2025. We will work with suppliers that
are committed to building long term partnerships to meet or exceed
government and EU targets for plastic reduction. Last year the
number of products using a minimum of 30% PCR (post-consumer
recycled material) increased from 0 to 87.
-- Employee development
One benefit of the pandemic was that it showed us how employees
can benefit from working from home, whilst also highlighting the
need for an office. As a result of listening to our employees we
have changed all employee contracts to reflect a new hybrid way of
working, whilst also upgrading our London office to become a hot
desk hub that encourages creativity, collaboration and training. We
have also ensured that everyone now benefits from bi-annual PDR
(Performance & Development review) and PDPs (Personal
development plan); onsite and offsite training; fortnightly
Townhalls; employee recognition awards and quarterly company
newsletters. The Project 50 vision requires our employee culture to
evolve so that employees are empowered and excited to take
ownership.
4. theunexpekted
Over the next few years, we expect theunexpekted to become our
culture and way of life, a mantra that we live by as a company. Our
goal is to challenge the expectations of ourselves and the market
we exist in, unconstrained by conventional thinking or ways of
working. Our focus to deliver this will be on the quality and
performance of the product, our editorial content and
how-to-videos, and how we respond and react to user generated
content and recommendations. If the business lives by theunexpekted
mantra, we should be in a position for our brands to flourish and
challenge.
Given the pandemic's adverse impact on the last financial year,
in particular with regards to the retailer-led delays of a number
of key brand launches, we have extended Project 50's end date by a
further year, but we remain confident that this ambitious goal is
achievable. Although the last year was challenging, good
improvements have been implemented. Distribution gains and market
penetration both domestically and internationally are the priority
for our brands, whereas driving traffic, customer acquisition,
increasing conversion and average order value will be the focus of
our new DTC business. We believe that we have in place the right
strategies to deliver Project 50 and therefore increase earnings
and shareholder value.
Outlook
The required transformation of the business has taken longer
than originally anticipated, undoubtedly exacerbated by COVID and
the changing patterns and behaviours of offline retailers. We have,
however, taken advantage of the market disruption, conducting a
root and branch change program, taking significant action which
will result in a stronger business in the medium term. Certain
actions, particularly around brand relaunch, were deliberately
brought forward although we were conscious that this would have a
negative short-term effect. The result is an excellent platform on
which to build future success. We are conscious of the challenges
faced by traditional retail and whilst our own e-commerce platform
is close to readiness it will take time and investment before this
channel is material. Given the above we are taking a cautious view
for the year in prospect but remain confident in our strategy and
future growth prospects.
Finance Review
To measure and monitor our progress against our growth strategy,
we track our performance against a set of ambitious targets and
milestones. The goals we set are closely assessed to ensure we
focus our efforts to deliver both in the short term and long term.
A summary of the financial measures used are:
2021 2020
------------------------------------------------------------- ----------------------- ----------------------
Reported results from continuing operations
Revenue (Note 2 of the financial statements) GBP15.9m GBP16.3m
----------------------- ----------------------
Underlying operating (loss)/profit(1) GBP(0.3)m GBP0.1m
----------------------- ----------------------
Loss before taxation GBP(1.9)m GBP(4.3)m
------------------------------------------------------------- ----------------------- ----------------------
Reported results from continuing and discontinued operations
Revenue (Note 2 of the financial statements) GBP15.9m GBP23.7m
----------------------- ----------------------
Underlying operating loss(1) GBP(0.3)m GBP(0.8)m
----------------------- ----------------------
(Loss)/Profit before taxation GBP(1.9)m GBP2.2m
----------------------- ----------------------
Basic (loss)/earnings per share (13.1)p 12.9p
----------------------- ----------------------
Net cash GBP19.0m GBP18.0m
------------------------------------------------------------- ----------------------- ----------------------
1 Underlying operating (loss)/profit is calculated before
exceptional items, share-based payments and amortisation of
acquisition-related intangibles.
A reconciliation of underlying operating profit to operating is
shown below:
2021 2021 2021 2020 2020 2020
Continuing Discontinued Total Continuing Discontinued Total
------------------------------------- ----------- ------------- ------- ----------- ------------- -------
Underlying (loss)/profit from
operations (273) - (273) 121 (909) (788)
----------- ------------- ------- ----------- ------------- -------
Exceptional cost of sales 488 - 488 (2,535) - (2,535)
Amortisation of acquisition-related
intangibles (240) - (240) (260) - (260)
Charge for share-based payments (38) - (38) (4) - (4)
Other exceptional items (1,600) - (1,600) (1,444) 7,460 6,016
-------------------------------------
Operating (loss)/profit (1,663) - (1,663) (4,122) 6,551 2,429
----------- ------------- ------- ----------- ------------- -------
The Group implements a number of non-statutory measures which
are summarised in the tables above and in more detail within the
segmental income statement (Note 2 of the financial statements).
Exceptional items are also explained further in Note 3 of the
financial statements. These measures are used to illustrate the
impact of non-recurring and non-trading items on the Group's
financial results.
In addition to the financial key performance measures, a range
of operational non-financial key performance indicators are also
monitored at a management level covering, amongst others, new
product development and innovation. The Board receives an overview
of these as part of its Board management report.
Statement of comprehensive income
Group statutory revenue at GBP15.9m from continuing operations
was down 2.3% against prior year, reflecting continued adverse
impact of Covid-19 lockdowns in the UK and internationally on our
customers, in particular High Street retailers. This particularly
affected H1 sales which declined by 10% on the prior year to
GBP9.0m (H1 2020: GBP10.0m on an adjusted basis), including a
GBP0.6m reduction in Christmas gift sales as customers reduced
their Christmas ranges in store. Sales of male grooming products
also declined in line with consumer usage during the national
lockdowns. This was nearly offset on a FY basis by a 10% increase
in H2 sales to GBP6.9m (H2 2020: GBP6.3m on an adjusted basis) as
footfall in stores improved. The shift in consumer purchasing
during the pandemic to online could only be partly captured by our
current DTC proposition and e-tail sales channel, underlining our
strategic need to invest in our new marketplace.
From a brands performance perspective, Super Facialist continued
to excel with a 30% improvement vs the prior year, while other
brands declined. This was foreseen at the start of the year and
supported the time and resource spent by the team on preparing a
relaunch of 7 of our brands. The impact of these relaunches,
however, was delayed as our customers postponed implementation of
their range changes in store to later in this calendar year.
Underlying gross profit margin, which excludes exceptional
adjustments improved to 36.9% (2020: 35.2%). The improvement in
margin was mainly driven by lower promotional spend in High Street
stores from lower footfall as well as product and channel mix,
offsetting the emerging threat of cost pressures and volatility
from our supply chain towards the end of H2, in particular with
respect to packaging materials and logistics costs. On a statutory
basis, gross profit margin was 40.0% (2020: 19.6%), which included
a GBP0.4m partial reversal of prior year exceptional inventory
provisioning as the Group managed a better sell down of aged
inventory lines as the brand relaunches were delayed and a
lower-than-expected settlement of prior year supplier liabilities
(further detail in Segmental Analysis Note 2 of the financial
statements).
The Group made an underlying operating loss of GBP0.3m (2020:
underlying operating profit GBP0.1m on a continuing operations
basis), which is shown before acquisition related amortisation of
intangibles, exceptional costs and charges for share-based
payments. This result absorbed the increase in costs relating to
the Super Facialist above the line marketing campaign in May / June
2021, as well as the NPD programme resources required for the brand
relaunches. These investments exemplified our intention to invest
further in our Brand Development strategic pillar, through
advertising and promotion of key brands and development of new
brands and products for our existing ranges.
The Group made a loss before tax of GBP1.9m which included other
exceptional items of GBP1.6m from the partial impairment of the
intangible value of male styling brand, Fish. The impairment
review, under IAS 36, reflected the impact of a reduction in
consumer usage and habits that have affected the Male Grooming
category in the UK (further detail in Intangible Assets Note 13 of
the financial statements).
Financing costs were GBP0.2m (2020: GBP0.3m) relating to the
defined benefit pension plan notional finance charge.
The effective tax rate for the period was negative 17% (2020:
negative 1%) of pre-tax profits. The effective rate is below the
statutory rate of 19% due to the losses in the period and the
non-recognition of deferred tax assets in relation to taxable
losses carried forward. The current year tax charge reflects
standard UK rates of taxation.
Financial position and cash flow
The Group's net cash position at the year ended June 2021 was
GBP19.0m (2020: net cash GBP18.0m). The GBP1m improvement in cash
was due to an improvement in working capital, in particular from a
strong reduction in inventory levels to GBP2.3m (2020: GBP3.7m). As
part of our operational efficiency strategy, full focus was made
during the year to dissipation of aged inventory across our sales
channels, as well as implementing a robust demand planning system
for efficient purchasing while maintaining good product
availability. The inventory sell down was managed within the
provisioning set by the Group in FY20, with no further provisions
required in the year.
It was decided in H1 to repay all outstanding term loans
(GBP2.1m) as well as the commercial invoice discounting facility
(GBP1.1m) to leave the Group debt free. The strong net cash balance
is planned primarily to drive the M&A agenda of the Group over
the next few years as we identify assets that are complementary to
our portfolio and Project 50 strategy.
The Group also did not utilise any government furlough or loans
scheme in the period.
Defined benefit pension plan
The defined benefit pension plan underwent its last triennial
valuation on 5 April 2020. The actuarial deficit, taking into
account market conditions up to 31 March 2021, was GBP15.1m. The
Group entered a revised deficit recovery plan and schedule of
contributions in July 2021. Under this there was a commitment to
make a one-off deficit reduction payment of GBP1m by 31 July 2021,
GBP318k payment per annum for four years followed by GBP791k for a
further thirteen years, and to pay certain administration costs and
the PPF levy for the life of the plan. This commitment will be
reassessed at the next triennial valuation at 5 April 2023.
The April 2020 timing of the last triennial valuation increased
the pension deficit significantly, as the start of the pandemic
depressed the valuation of scheme assets while lower discount rates
linked to bond yields increased estimated scheme liabilities.
Extensive reviews were held with the Trustee to balance the
assurance needed by the pension scheme in light of the increased
deficit, while aligning with Project 50's objective of investing
cash reserves in the business to the long-term benefit of all
stakeholders, including the pension scheme.
Accounting standards require the discount rate used for
valuations under IAS 19 'Employee Benefits' to be based on yields
on high quality (usually AA-rated) corporate bonds of appropriate
currency, taking into account the term of the relevant pension
plan's liabilities. Corporate bond indices are used as a proxy to
determine the discount rate. At the reporting date, the yields on
bonds of all types were higher than they were at 30 June 2020. This
has resulted in higher discount rates being adopted for accounting
purposes compared to last year. This has decreased the fair value
of the plan liabilities as measured under IAS 19, which combined
with an improvement in the fair value of the scheme's assets, has
translated into a decreased liability under the IAS 19 methodology.
For accounting purposes at 30 June 2021, the Group recognised under
IAS 19, a net liability of GBP10.4m (2020: GBP13.2m).
Going concern
As part of its normal business practice, the Group prepares
annual and longer-term plans and, in reviewing this information the
directors have a reasonable expectation that the Company and Group
have adequate resources to continue in operational existence for
the foreseeable future. The Group has significant cash reserves of
GBP19.0m. Accordingly, we continue to adopt the going concern basis
in preparing the Annual Report and Accounts.
Group Statement of Comprehensive Income
For the period ended 30 June 2021 and 52 weeks ended 27 June
2020
2021 2020
Notes GBP'000 GBP'000
Revenue 2 15,875 16,250
Cost of sales (including Exceptional credits /(costs)) 3 (9,530) (13,069)
--------------------------------------------------------------------- ------ -------- ---------
Gross profit 6,345 3,181
Commercial and administrative costs (6,408) (5,859)
--------------------------------------------------------------------- ------ -------- ---------
Operating loss before other exceptional items (63) (2,678)
Other exceptional items 3 (1,600) (1,444)
--------------------------------------------------------------------- ------ -------- ---------
Operating loss (1,663) (4,122)
--------------------------------------------------------------------- ------ -------- ---------
Finance income 2 77
Finance expense (224) (301)
--------------------------------------------------------------------- ------ -------- ---------
Loss before taxation 4 (1,885) (4,346)
Taxation 5 (314) 55
--------------------------------------------------------------------- ------ -------- ---------
Loss for the year (2,199) (4,291)
--------------------------------------------------------------------- ------ -------- ---------
Profit on Discontinued Operations after taxation 8 - 6,529
--------------------------------------------------------------------- ------ -------- ---------
(Loss) / Profit for the year (2,199) 2,238
===================================================================== ====== ======== =========
Other comprehensive income/(loss):
Items that will not be reclassified subsequently to profit or loss:
Re-measurement of defined benefit liability 2,786 (4,086)
Items that will be reclassified subsequently to profit or loss:
Exchange differences on translating foreign operations - (49)
Other comprehensive income / (loss) for the year 2,786 (4,135)
--------------------------------------------------------------------- ------ -------- ---------
Total comprehensive income / (loss) for the year 587 (1,897)
===================================================================== ====== ======== =========
(Loss) / profit attributable to:
--------------------------------------------------------------------- ------ -------- ---------
Equity shareholders (2,253) 2,217
--------------------------------------------------------------------- ------ -------- ---------
Non-controlling interests 54 21
Total comprehensive income / (loss) attributable to:
--------------------------------------------------------------------- ------ -------- ---------
Equity shareholders 533 (1,918)
--------------------------------------------------------------------- ------ -------- ---------
Non-controlling interests 54 21
Earnings per share 6
- basic (13.1)p 12.9p
- diluted (13.1)p 12.9p
Dividends
Paid in year (GBP'000) Nil 745
Paid in year (pence per share) Nil 4.35p
Proposed (GBP'000) Nil Nil
Proposed (pence per share) Nil Nil
Group Statement of Financial Position
For the period ended 30 June 2021, and 52 weeks ended 27 June
2020
2021 2020
Notes GBP'000 GBP'000
ASSETS
Non-current assets
Property, plant and equipment including right of use assets 67 142
Intangible assets 10,118 11,714
Deferred tax assets 2,605 2,515
Total non-current assets 12,790 14,371
Current assets
Inventories 2,299 3,724
Trade and other receivables 3,651 3,969
Cash and cash equivalents 7 19,018 21,240
Current tax receivable 432 836
------------------------------------------------------------- ------ -------- ---------
Total current assets 25,400 29,769
------------------------------------------------------------- ------ -------- ---------
Total assets 38,190 44,140
------------------------------------------------------------- ------ -------- ---------
LIABILITIES
Current liabilities
Trade and other payables 2,602 4,503
Interest-bearing loans and borrowings - 1,029
Total current liabilities 2,602 5,532
------------------------------------------------------------- ------ -------- ---------
Non-current liabilities
Interest-bearing loans and borrowings - 1,066
Post-retirement benefit obligations 10,418 13,237
Lease liabilities - 81
Deferred tax liabilities 1,475 1,154
Total non-current liabilities 11,893 15,538
------------------------------------------------------------- ------ -------- ---------
Total liabilities 14,495 21,070
------------------------------------------------------------- ------ -------- ---------
Net assets 23,695 23,070
------------------------------------------------------------- ------ -------- ---------
EQUITY
Share capital 862 862
Share premium 11,987 11,987
Revaluation of investment reserve - -
Exchange reserve - -
Pension re-measurement reserve (7,802) (10,588)
Retained earnings 18,496 20,711
------------------------------------------------------------- ------ -------- ---------
Equity attributable to holders of the parent 23,543 22,972
------------------------------------------------------------- ------ -------- ---------
Non-controlling interest 152 98
------------------------------------------------------------- ------ -------- ---------
Total equity 23,695 23,070
------------------------------------------------------------- ------ -------- ---------
Group Statement of Changes in Equity
For the period ended 30 June 2021 and 52 weeks ending 27 June
2020
Share Share Revaluation Exchange Pension Retained Non-controlling Total
Capital Premium of Reserve re-measurement Earnings interest Equity
investment reserve
reserve
Group GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
----------------- -------- -------- ------------ --------- --------------- --------- ---------------- --------
Balance as at
June 2020 862 11,987 - - (10,588) 20,711 98 23,070
----------------- -------- -------- ------------ --------- --------------- --------- ---------------- --------
Non-controlling
interest - - - - - - 54 54
Share based
payments - - - - - 38 - 38
Transactions
with owners - - - - - 38 54 92
----------------- -------- -------- ------------ --------- --------------- --------- ---------------- --------
Loss for the
year
attributable to
equity
shareholders - - - - - (2,253) - (2,253)
Other
comprehensive
income:
Re-measurement
of defined
benefit
liability - - - - 2,786 - - 2,786
Total
comprehensive
income for the
year - - - - 2,786 (2,253) - 533
----------------- -------- -------- ------------ --------- --------------- --------- ---------------- --------
Balance as at
June 2021 862 11,987 - - (7,802) 18,496 152 23,695
----------------- -------- -------- ------------ --------- --------------- --------- ---------------- --------
Share Share Revaluation Exchange Pension Retained Non-controlling Total
Capital Premium of Reserve re-measurement Earnings interest Equity
investment reserve
reserve
Group GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
----------------- -------- -------- ------------ --------- --------------- --------- ---------------- --------
Balance as at
June 2019 857 11,987 1,241 (147) (6,502) 18,160 145 25,741
----------------- -------- -------- ------------ --------- --------------- --------- ---------------- --------
Dividends - - - - - (745) (68) (813)
Issue of new
shares 5 - - - - - - 5
Non-controlling
interest - - - - - - 21 21
Share based
payments charge - - - - - (162) - (162)
Realisation of
exchange
differences on
sale of
subsidiary - - - 196 - - - 196
Transactions
with owners 5 - - 196 - (907) (47) (753)
----------------- -------- -------- ------------ --------- --------------- --------- ---------------- --------
Profit for the
year
attributable to
equity
shareholders - - - - - 2,217 - 2,217
Other
comprehensive
income:
Re-measurement
of defined
benefit
liability - - - - (4,086) - - (4,086)
Exchange
difference on
translating
foreign
operations - - - (49) - - - (49)
Realised profit
on asset sold - - (1,241) - - 1,241 - -
Total
comprehensive
income for the
year - - (1,241) (49) (4,086) 3.458 - (1,918)
----------------- -------- -------- ------------ --------- --------------- --------- ---------------- --------
Balance as at
June 2020 862 11,987 - - (10,588) 20,711 98 23,070
----------------- -------- -------- ------------ --------- --------------- --------- ---------------- --------
Cash Flow Statement
For the period ended 30 June 2021 and 52 weeks ending 27 June
2020
Group Company
2021 2020 2021 2020
GBP'000 GBP'000 GBP'000 GBP'000
Cash flow from operating activities
(Loss) / profit before taxation (1,885) 2,183 (3,116) 5,627
Depreciation 7 93 - -
Amortisation / Impairment 1,880 1,204 1,678 1,020
Gain on disposal of subsidiaries - (8,922) - (9,015)
Change in value of assets held for resale prior to sale in period - (3,225) - (3,681)
Finance income (2) (77) (2) (149)
Finance cost 224 324 221 278
Decrease in inventories 1,425 1,487 - -
Decrease /(Increase) in trade and other receivables 318 (494) 227 (214)
(Decrease) / increase in trade and other payables (687) 923 (799) (1,562)
Share based payment expense / (credit) 38 (124) 36 (124)
Contributions to defined benefit plans (318) (318) (318) (318)
Cash generated from operations 1,000 (6,946) (2,073) (8,138)
------------------------------------------------------------------- -------- -------- -------- --------
Finance expense paid (28) (128) (25) (82)
Taxation received / (paid) 381 (773) 373 (50)
------------------------------------------------------------------- -------- -------- -------- --------
Net cash flow from operating activities 1,353 (7,847) (1,725) (8,270)
------------------------------------------------------------------- -------- -------- -------- --------
Cash flow from investing activities
Purchase of property, plant and equipment (66) (28) - -
Purchase of intangible assets (284) (101) - -
Proceeds from the sale of subsidiaries - 35,255 - 35,255
Cost associated with disposal of subsidiaries - (1,315) - (1,315)
Net cash flow from investing activities (350) 33,811 - 33,940
------------------------------------------------------------------- -------- -------- -------- --------
Cash flow from financing activities
Repayment of / Movements in invoice discounting facility (1,132) (3,187) - (3,592)
Finance income received 2 77 2 149
Repayment of loans (2,095) (1,135) (2,095) (1,135)
Lease payments - (52) - -
Issue of new shares - 5 - 5
Dividends paid - (813) - (745)
------------------------------------------------------------------- -------- -------- -------- --------
Net cash flow from financing activities (3,225) (5,105) (2,093) (5,318)
------------------------------------------------------------------- -------- -------- -------- --------
Net (decrease) / increase in cash and cash equivalents (2,222) 20,859 (3,818) 20,352
Cash and cash equivalents at beginning of year 21,240 381 20,499 147
------------------------------------------------------------------- -------- -------- -------- --------
Cash and cash equivalents at end of year 19,018 21,240 16,681 20,499
------------------------------------------------------------------- -------- -------- -------- --------
Notes to the Accounts
Note 1 Significant accounting policies
Statutory accounts
The financial information does not constitute statutory accounts
as defined in section 435 of the Companies Act 2006, but has been
extracted from the statutory accounts for the period ended June
2021 on which an unqualified audit report has been issued and which
will be delivered to the Registrar following their adoption at the
Annual General Meeting. The statutory accounts for the 52 week year
ended June 2020 have been delivered to the Registrar of Companies
with an unqualified audit report and did not contain a statement
under section 498 of the Companies Act 2006. Copies of the 2021
Annual Report and Accounts with the notice of Annual General
Meeting will be sent to shareholders via their elected channel.
Further copies may be obtained by contacting the Company Secretary
at Brand Architekts Group plc, 8 Waldegrave Rd, Teddington, TW11
8GT. An electronic copy will be available on the Group's web site
(www.brandarchitektsplc.com)
General Information
The Group have moved to a traditional 12 month calendar year and
as such have drawn the accounts to 30 June 2021. In prior years,
the accounts were prepared on a 52 week year basis.
Basis of preparation
The Group has prepared its consolidated financial statements in
accordance with International Financial Reporting Standards (IFRS)
in conformity with the requirements of the Companies Act 2006 and
also in accordance with IFRS issued by the International Accounting
Standards Board. These financial statements have been prepared
under the historical cost convention, modified to include the
revaluation of certain non-current assets and financial
instruments.
The Directors have considered trading and cash flow forecasts
prepared for the Group, and based on these, and the level of cash
held, are satisfied that the Group will continue to be able to meet
its liabilities as they fall due for at least one year from the
date of signing of these accounts. On this basis, they consider it
appropriate to adopt the going concern basis in the preparation of
these accounts.
The consolidated financial statements are presented in sterling
and all values are rounded to the nearest thousand (GBP'000) except
where otherwise indicated.
Discontinued Activities
As a result of the disposal of the manufacturing business
(completed 23 August 2019), these operations have been disclosed as
discontinued within the comparative information. No operations have
been classified as discontinued in the period to 30 June 2021.
Basis of consolidation
The Group financial statements consolidate the financial
statements of the Company and its subsidiary undertakings. The
results and net assets of undertakings acquired or disposed of
during a financial year are included in the Group Statement of
Comprehensive Income and Group Statement of Financial Position from
the effective date of acquisition or to the effective date of
disposal. Subsidiary undertakings have been consolidated using the
purchase method of accounting. In accordance with the exemptions
given by section 408 of the Companies Act 2006, the Company has not
presented its own Statement of Comprehensive Income. The Company's
loss after tax for the year to June 2021 was GBP2.852m (2020:
profit after tax GBP5.518m).
The Group financial statements consolidate those of the parent
company and all of its subsidiaries as of 30 June 2021. The parent
controls a subsidiary if it is exposed, or has rights, to variable
returns from its involvement with the subsidiary and has the
ability to affect those returns through its power over the
subsidiary. All subsidiaries have a reporting date of 30 June.
All transactions and balances between Group companies are
eliminated on consolidation, including unrealised gains and losses
on transactions between Group companies. Amounts reported in the
financial statements of subsidiaries have been adjusted where
necessary to ensure consistency with the accounting policies
adopted by the Group.
Profit or loss and other comprehensive income of subsidiaries
acquired or disposed of during the year are recognised from the
effective date of acquisition, or up to the effective date of
disposal, as applicable.
Note 2 Segmental Analysis
During the year, there were only two reportable segments of the
Group (three in the comparative period), the reportable segments of
the Group were aggregated as follows:
-- Brands - we leverage our skilled resources to develop and
market a growing portfolio of Brand Architekts Group owned and
managed Brands. These include those organically developed plus the
acquisitions of the portfolio of Brands included in The Brand
Architekts acquisition (in 2016) and the Fish brand acquired during
2018.
-- Manufacturing - the contracted development, formulation and
production of quality products for many of the world's leading
personal care and beauty Brands. Disposal of the manufacturing
business completed on the 23 August 2019.
-- Eliminations and Central Costs. Other Group-wide activities
and expenses, including defined benefit pension costs, share-based
payment expenses / (credits), amortisation of acquisition-related
intangibles, interest, taxation and eliminations of intersegment
items, are presented within 'Eliminations and central costs'.
This is the basis on which the Group presents its operating
results to the Directors, which is considered to be the Chief
Operating Decision Maker (CODM) for the purposes of IFRS 8.
Comparative full year numbers have been presented on the same
basis.
IFRS15 requires the disaggregation of revenue into categories
that depict how the nature, timing, amount and uncertainty of
revenue and cash flows are affected by economic factors. The
Directors have considered how the Group's revenue might be
disaggregated in order to meet the requirements of IFRS15 and has
concluded that the activity and geographical segmentation
disclosures set out below represent the most appropriate categories
of disaggregation.
a) Principal measures of profit and loss - Income Statement
segmental information for period ended 30 June 2021 and 52 weeks
ending 27 June 2020:
Period ended 30 June Brands Eliminations Total 2020
2021 and Central
Costs
Total
GBP'000 GBP'000 GBP'000 GBP'000
--------------------- ------------------------------ --------------------------------- --------------------------------- -----------------------------
UK revenue 13,447 - 13,447 18,637
International
revenue 2,428 - 2,428 5,093
--------------------- ------------------------------ --------------------------------- --------------------------------- -----------------------------
Revenue - External 15,875 - 15,875 23,730
Revenue - Internal - - - -
--------------------- ------------------------------ --------------------------------- --------------------------------- -----------------------------
Total Revenue 15,875 - 15,875 23,730
--------------------- ------------------------------ --------------------------------- --------------------------------- -----------------------------
Discontinued
Operation - - - (7,480)
--------------------- ------------------------------ --------------------------------- --------------------------------- -----------------------------
Total Revenue
Continuing
Operations 15,875 - 15,875 16,250
--------------------- ------------------------------ --------------------------------- --------------------------------- -----------------------------
Underlying profit /
(loss)
from operations* 917 (1,190) (273) (788)
--------------------- ------------------------------ --------------------------------- --------------------------------- -----------------------------
Charge for
share-based
payments (6) (32) (38) (4)
Amortisation of
acquisition-related
intangibles - (240) (240) (260)
Exceptional items
included
in cost of sales
(Note
3) 488 - 488 (2,535)
Other Exceptional
items
(Note 3) - (1,600) (1,600) 6,016
Net borrowing costs (4) (218) (222) (246)
Segment Profit
included
in Discontinued
Operations - - - (6,529)
--------------------- ------------------------------ --------------------------------- --------------------------------- -----------------------------
Profit / (Loss)
before
taxation 1,395 (3,280) (1,885) (4,346)
--------------------- ------------------------------ --------------------------------- --------------------------------- -----------------------------
Tax (charge) /
credit (259) (55) (314) 55
--------------------- ------------------------------ --------------------------------- --------------------------------- -----------------------------
Profit for the
period from
continuing
activities 1,136 (3,335) (2,199) (4,291)
--------------------- ------------------------------ --------------------------------- --------------------------------- -----------------------------
52 weeks ended 27 Eliminations and 2019
June 2020 Brands Manufacturing Central Costs Total Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
--------------------- ------------------------ --------------------- -------------------- ------------------------ ------------------------
UK revenue 13,796 4,841 - 18,637 52,144
International
revenue 2,454 2,639 - 5,093 25,194
--------------------- ------------------------ --------------------- -------------------- ------------------------ ------------------------
Revenue - External 16,250 7,480 - 23,730 77,338
Revenue - Internal 5 444 (449) - -
--------------------- ------------------------ --------------------- -------------------- ------------------------ ------------------------
Total revenue 16,255 7,924 (449) 23,730 77,338
--------------------- ------------------------ --------------------- -------------------- ------------------------ ------------------------
Discontinued
Operation - (7,924) 444 (7,480) (57,662)
--------------------- ------------------------ --------------------- -------------------- ------------------------ ------------------------
Total Revenue
Continuing
Operations 16,255 - (5) 16,250 19,676
--------------------- ------------------------ --------------------- -------------------- ------------------------ ------------------------
Underlying profit
from operations* 1,204 (909) (1,083) (788) 4,428
--------------------- ------------------------ --------------------- -------------------- ------------------------ ------------------------
Charge for
share-based
payments - - (4) (4) (115)
Amortisation of
acquisition-related
intangibles - - (260) (260) (260)
Exception items
included in cost of
sales (Note 3) (2,535) - - (2,535) -
Other Exceptional
items (Note 3) (176) 7,460 (1,268) 6,016 (717)
Net borrowing costs (46) (22) (178) (246) 757
--------------------- ------------------------ --------------------- -------------------- ------------------------ ------------------------
Tax charge on
discontinued
operations - - - - (255)
--------------------- ------------------------ --------------------- -------------------- ------------------------ ------------------------
Segment Profit
included in
Discontinued
Operations - (6,529) - (6,529) (2,050)
--------------------- ------------------------ --------------------- -------------------- ------------------------ ------------------------
Profit/ (Loss)
before taxation (1,553) - (2,793) (4,346) 1,788
--------------------- ------------------------ --------------------- -------------------- ------------------------ ------------------------
Tax credit/ (charge) 328 - (273) 55 (198)
--------------------- ------------------------ --------------------- -------------------- ------------------------ ------------------------
Profit for the
period from
continuing
activities (1,225) - (3,066) (4,291) 1,590
--------------------- ------------------------ --------------------- -------------------- ------------------------ ------------------------
*The underlying result is calculated net of eliminations.
The underlying result in the period to 30 June 2021 is derived
wholly from continuing activities. For the 52 week period ended 27
June 2020 underlying result was split between continuing and
discontinued activities as follows:
Continuing Discontinued Total
operations operations
- Brands - Manufacturing
GBP'000 GBP'000 GBP'000
Underlying profit / (loss) from
operations - operating segments 1,204 (909) 295
Eliminations and central costs (1,083) - (1,083)
------------ ----------------- --------
Underlying profit / (loss) from
operations 121 (909) (788)
The segmental Income Statement disclosures are measured in
accordance with the Group's accounting policies as set out in note
1.
Inter segment revenue earned by Manufacturing from sales to
Brands is determined on commercial trading terms as if Brands were
a third-party customer, prior to disposal.
All defined benefit pension costs and share-based payment
expenses are recognised for internal reporting to the CODM as part
of Group-wide activities and are included within 'Eliminations and
central costs' above. Other costs, such as Group insurance and
auditors' remuneration which are incurred on a Group-wide basis are
recharged by the head office to segments on a reasonable and
consistent basis for all periods presented, and are included within
segment results above.
b) Other Income Statement segmental information
The following additional items are included in the measures of
underlying profit and loss reported to the CODM and are included
within (a) above:
Period ended 30 June 2021 Eliminations and
Brands Manufacturing Central Costs Total
GBP'000 GBP'000 GBP'000 GBP'000
-------------------------- --------------- ---------------------- ------------------------ -----------------
Depreciation 7 - - 7
Amortisation /
impairment* 280 - 1,600 1,880
52 weeks ended 27 June Eliminations and
2020 Brands Manufacturing Central Costs Total
GBP'000 GBP'000 GBP'000 GBP'000
-------------------------- --------------- ---------------------- ------------------------ -----------------
Depreciation 93 - - 93
Amortisation/ impairment* 16 - 1,188 1,204
* Impairment losses of GBP1.6m (2020: GBP0.9m) in Central Costs is included in Exceptional
Items
c) Principal measures of assets and liabilities
The Groups assets and liabilities are managed centrally by the
CODM and consequently there is no reconciliation between the
Group's assets per the statement of financial position and the
segment assets. All assets and liabilities in relation to the
contract manufacturing division were sold during the period.
d) Additional entity-wide disclosures
The distribution of the Group's external revenue by destination
is shown below:
Geographical segments 52 weeks ended 52 weeks ended
30 June 2021 27 June 2020
GBP'000 GBP'000
--------------- ---------------
UK 13,447 18,637
Other European Union countries 970 2,683
Rest of the World 1,458 2,410
--------------- ---------------
15,875 23,730
--------------- ---------------
Geographical segments - Continuing Operations 52 weeks ended 52 weeks ended
30 June 2021 27 June 2020
GBP'000 GBP'000
--------------- ---------------
UK 13,447 13,796
Other European Union countries 970 541
Rest of the World 1,458 1,913
--------------- ---------------
15,875 16,250
--------------- ---------------
In the period ended 30 June 2021, the Group had one customer
that exceeded 10% of total revenues, being 24%. In the 52 weeks
ended 27 June 2020, the Group had three customers from Continuing
Operations (being the Brands business) that exceeded 10% of total
revenues, being 26%, 13% and 11% respectively.
Note 3 Exceptional Items
Exceptional charges / (credits) from Continuing
Operations: Period ended 52 weeks ended
30 June 2021 27 June 2020
GBP'000 GBP'000
------------- ---------------
Included within Cost of sales:
Inventory related (488) 2,535
------------- ---------------
Other exceptional items:
Impairment of intangible assets 1,600 928
Severance costs (including social
security costs) - 311
Consultancy fees - 205
1,600 1,444
------------- ---------------
Total exceptional items from Continuing
Operations 1,112 3,979
------------- ---------------
Exceptional cost of sales includes a partial write back of prior
year provision relating to inventory (GBP0.5m), where the
corresponding cost in the comparative period was treated as
exceptional. Other Exceptional items include GBP1.6m impairment of
the Fish brand.
The comparative period exceptional items charge represents a
provision of GBP2.5m for payments due to manufacturers for
inventory not expected to be utilised and changes in estimates
surrounding the valuation of inventory. Other exceptional items
included GBP0.9m impairment of the RSC brand, GBP0.3m cost in
relation to the departure of the former Chief Executive Officer and
GBP0.2m exceptional consultancy fees following the reorganisation
of the group.
Exceptional charges / (credits) from Discontinued Period
Operations (note 27): ended 52 weeks ended
30 June 2021 27 June 2020
GBP'000 GBP'000
-------------- ---------------
Other exceptional items: -
Profit on disposal of the manufacturing
division - (8,922)
Bonus payments - 1,116
Inventory write offs and disposal
costs - 346
- (7,460)
------------------------------------------------------------------ ---------------
Note 4 Loss before taxation
2021 2020
GBP'000 GBP'000
(a) This is stated after charging/ (crediting)
Depreciation of property, plant and equipment of purchased assets 7 93
Amortisation of intangible assets 280 276
Impairment of intangible assets (classified as exceptional - Note 3) 1,600 928
Research - 177
Foreign exchange (gains) / losses 21 3
Gain on disposal of subsidiaries - 8,922
Amounts expensed for short term and low value leases 59 5
(b) Auditors' remuneration
Audit services:
Audit of the Company financial statements 28 41
Audit of subsidiary undertakings 12 11
Audit related services:
Interim review 2 7
Other non-audit services:
Corporate finance advice - 9
Note 5 Taxation
2021 2020
(a) Analysis of tax charge in the year GBP'000 GBP'000
UK corporation tax:
- on profit for the year - 14
- adjustment in respect of previous years (1) (323)
Total current tax (credit)/charge (1) (309)
-------- --------
Deferred tax:
-current year (credit) (36) (283)
-prior year charge/(credit) - 115
-effect of tax rate change on opening balance 351 (122)
-non-recognition of deferred tax asset for losses 544
Total deferred tax charge 315 254
-------- --------
Tax charge/(credit) 314 (55)
-------- --------
(b) Factors affecting total tax charge for the year
The tax assessed on the profit before taxation for the year is
at the standard rate of UK corporation tax of 19.00% (2020:
19.00%). The differences are reconciled below:
2021 2020
GBP'000 GBP'000
(Loss) / profit before taxation (from continuing and discontinued activities) (1,885) 2,183
-------- --------
Tax at the applicable rate of 19.00% (2020: 19.00%) (358) 415
Effect of:
Adjustment in respect of previous years (1) (208)
Expenses not deductible for tax purposes 6 -
Income not taxable for tax purposes (3) (806)
Deferred tax asset not recognised on taxable losses 319 -
Remeasurement of deferred tax for changes in tax rates 351 544
Actual tax charge 314 (55)
-------- --------
The group has tax losses of GBP4.9m (2020: GBP2.9m) which have
not been recognised as there is no certainty that they can be
utilised.
Note 6 Earnings per share
2021 2020
Basic and Diluted
(Loss)/Profit for the year attributable to equity holders (GBP'000) (2,253) 2,217
(Loss) / Profit for the year (GBP'000) continuing operations attributable to equity
holders (2,253) (4,312)
Basic weighted average number of ordinary shares in issue during the year 17,230,702 17,143,646
Diluted number of shares 17,319,702 17,143,646
------------- -------------
Basic earnings / (loss) per share (13.1)p 12.9p
------------- -------------
Diluted earnings / (loss) per share (13.1)p 12.9p
------------- -------------
Basic (loss) / earnings per share continuing operations (13.1)p (25.2)p
------------- -------------
Diluted (loss) / earnings per share continuing operations (13.1)p (25.2)p
------------- -------------
Basic earnings per share has been calculated by dividing the
profit for each financial year by the weighted average number of
ordinary shares in issue at 30 June 2021 and 27 June 2020
respectively.
Note 7 Notes to Cash Flow Statement
GROUP
2021 2020
GBP'000 GBP'000
(Decrease) / Increase in cash and cash equivalents (2,222) 20,859
Net cash outflow from decrease in borrowings 3,227 4,322
------------- ----------
Change in net cash / (debt) 1,005 25,181
Opening net (debt) 18,013 (7,168)
------------- ----------
Closing net cash / (debt) 19,018 18,013
------------- ----------
(b) Analysis of net cash / (debt): Closing 2020 Cash Flow Closing 2021
GBP'000 GBP'000 GBP'000
Cash at bank and in hand 21,240 (2,222) 19,018
CID facility (1,132) 1,132 -
Borrowings due within one year (1,029) 1,029 -
Borrowings due after one year (1,066) 1,066 -
------------- ---------- -------------
18,013 1,005 19,018
------------- ---------- -------------
COMPANY
2021 2020
GBP'000 GBP'000
Increase / (Decrease) in cash and cash equivalents (3,818) 20,352
Net cash outflow from in borrowings 2,095 4,727
------------- ----------
Change in net cash / (debt) (1,723) 25,079
Opening net cash / (debt) 18,404 (6,675)
------------- ----------
Closing net cash / (debt) 16,681 18,404
(b) Analysis of net cash / (debt): Closing 2020 Cash Flow Closing 2021
GBP'000 GBP'000 GBP'000
Cash at bank and in hand 20,499 (3,818) 16,681
Borrowings due within one year (1,029) 1,029 -
Borrowings due after one year (1,066) 1,066 -
------------- ---------- -------------
18,404 (1,723) 16,681
------------- ---------- -------------
Note 8 Discontinued Operations
On 23 August 2019, the Group sold its 100% interest in Curzon
Supplies Ltd for consideration of GBP35,255,000 (completing the
disposal of the manufacturing division) which is the only operation
presented as discontinued operations in 2020. Curzon Supplies Ltd
was incorporated in March 2019. Assets relating to the
manufacturing division, along with the related investments in
Swallowfield Consumer Products Limited, Swallowfield SARL,
Swallowfield s.r.o. and Swallowfield Inc, were transferred to
Curzon Supplies Ltd prior to its disposal.
Profit on disposal Group
At Disposal
23 August
2019
GBP'000
Property, plant and equipment 11,338
Intangible fixed assets 695
Equity instruments held at fair
value 1,558
Inventories 9,724
Trade and other receivables 13,196
Trade and other payables (10,025)
Deferred tax liability (561)
Post-retirement pension obligations
* (1,103)
Realisation of exchange differences 196
25,018
------------
Deal costs 1,315
Profit on disposal ** 8,922
Satisfied by:
Cash consideration 35,255
* Post-retirement pension scheme obligations figure of GBP1,103,000
in this table relates to reassessment of annual uprating of pension
liabilities.
** Profit on disposal increased by GBP161,000 vs the interim accounts
owing mainly to recovery of VAT on deal related costs and changes
in consideration following agreement on the final completion accounts.
Result of discontinued operations 2021 2020
GBP'000 GBP'000
Revenue - 7,480
Expenses other than finance costs - (8,389)
(Finance Costs) / Investment Income - (22)
Exceptional costs - (1,462)
Profit on disposal of manufacturing
business - 8,922
Tax expense -
Profit for the year - 6,529
------------ --------
Included in 2020 Exceptional costs in discontinued operations
are GBP1.1m employee bonuses paid out following disposal of the
manufacturing business and GBP0.3m relating to specific branded
inventory write offs that were intrinsically linked to the manufacturing
division.
No tax charge has been allocated to discontinued operations as
the division was loss making, excluding the profit on disposal,
in the period from 30 June 2019 to disposal. These taxable losses
were transferred with the trade.
Earnings per share from discontinued
operations: 2021 2020
GBP GBP
Basic earnings per share - 38.1
Diluted earnings per share - 38.1
Cashflow in respect of discontinued
activities 2021 2020
GBP000 GBP000
Operating cash flows - (5,761)
Investing cash flows - 32,255
Financing cash flows - (3,592)
-------- --------
Total cash flows - 25,902
-------- --------
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