Croma Security Solutions Group
PLC
("CSSG", "Croma", the "Company", or the
"Group")
Final Results
Croma (AIM:CSSG), the AIM listed innovation and service-focused
security solutions provider, is pleased to announce its final
results for the twelve months to 30 June 2024 ("FY24" or the
"Year").
Group Highlights
· Group revenue for the Period of £8.74
million, up 8.9% (FY 23: £8.03 million)
· First year of new business operating under
new strategy has delivered, with revenues up on a like for like basis by
6.3%
· EBITDA on continuing operations of £1.06
million (FY23: £0.95 million) up 12%
· EBITDA margin on continuing operations of
12.1 %, (FY23:11.6%)
· Acquired two locksmith businesses in
Peterborough and Worthing with revenues of £0.21 million, taking
total number of Croma security centres to 16
· Strong balance sheet with cash and
cash equivalents of £2.14 million (FY23: £2.14 million) and on 6
July 2024, a further £1.76 million including interest was received
in relation to the sale of Vigilant and a further £0.45 million in
September 2024.
· Proposed final dividend of 2.3 p per share
(FY2023: 2.2 p)
Outlook
· FY25 trading has started well with good
demand from commercial customers and consumers looking to increase
their security, underlined by recent events over the
summer
· To date, the Company has received £3.6m of
the £6.5m of proceeds from the Vigilant sale with the balance due
over the next 7 quarters
· Strong acquisition pipeline and ambition
to acquire 3-5 security centres per year, with a ROI target per
annum on each store acquired of at least 15%
Croma Chairman, Jo Haigh
commented:
"We have had a very successful twelve
months, focusing on driving the Croma Locksmiths business and Fire
and Security business forward through delivering high levels of
innovation and service as well as seeking to increase our share of
customer spend with a broader range of security services. We have
considerable financial resources, and our acquisition pipeline is
extremely promising. We therefore have a significant opportunity to
add value to acquired business given our expertise and
experience. I have no doubt that the next twelve months will
be pivotal in further transforming the Group into an established
and trusted name in security solutions.
I would like to take this opportunity to
thank Roberto and his team for their dedication and hard work over
the last year."
For further information visit
www.cssgplc.com or contact:
Croma Security Solutions Group
Plc
Tel: +44 (0)1489 566 166
Roberto
Fiorentino, CEO
Teo
Andreeva, CFO
Zeus
Tel: +44 (0)203 829 5000
(Nominated
Adviser and Broker)
Mike
Coe
Sarah
Mather
Novella
Tel: +44 (0)203 151 7008
Tim
Robertson
Claire de
Groot
Safia
Colebrook
Chairman's Statement
The 12
months to the 30 June 2024 marks the end of my first financial year
as non-executive Chairman of Croma, as well as the completion of
the first year of operating the business under our new strategy: to
refocus on our core businesses - Croma Locksmiths and Croma Fire
& Security - and to expand our security centres into a national
network through new store acquisitions.
I am
delighted to say that it has been a successful trading year for the
business as we have delivered on management expectations,
repositioned the Company following the successful disposal of the
lower margin man guarding Vigilant division for a total
consideration of £6.5 million plus intercompany balances of just
over £1 million, and expanded our network of security
centres.
Our
priority is to continue our good progress and create significant
further value for our shareholders, through:
· Pursuing a strategy of reinvesting the
proceeds from the sale of Vigilant into generating a higher return
by growing Croma into a national security brand;
·
This will be achieved
primarily through an acquisition-led roll-out of the Group's
security centre network;
· The Board aim to acquire modestly valued,
independent locksmith stores, and add value by converting them to
security centres with a broader product range, securing cost
savings and thus delivering significantly greater earnings
potential;
·
The acquisition and
conversion model is well-established with a good pipeline of
opportunities ahead and an annual ROI target of at least
15%.
The civil
unrest which has dominated news headlines over the summer, while
extremely undesirable, served as a reminder to all of the
importance of good security for individuals, their homes and their
businesses. Criminality is constantly evolving and so, therefore,
must security. Technology is critical to keeping pace with change
and it is a key driver to our ambition to establish a nationwide
security brand. Currently, there is no such national security brand
in the UK.
In the
12-month period under review, we acquired two locksmith businesses
in Peterborough and Worthing, with a combined revenue of £0.21
million since 2 January 2024, taking our total number of Croma
security centres to 16. Both acquisitions have bedded down well and
are performing according to plan. We have a strong pipeline to
support our aim of acquiring 3-5 additional locksmith businesses to
our network per annum. We are confident of achieving this target
and as the Group currently has a strong cash position and no
borrowings, we are well-placed to fund the Group's
expansion.
I am
pleased to report that the Group will maintain the same level of
ESG disclosure reporting as begun in the past year. This is despite
our requirements significantly reducing following the sale of
Vigilant. We continue to monitor our greenhouse gas emissions,
energy consumption and energy efficiency actions
closely.
Trading in
FY25 has begun well and I am hopeful we can complete further
acquisitions in the coming months. Demand from consumer and
commercial customers is steady and perhaps underpinned by a sense
of the need for good security given the summer unrest. Overall,
Croma is in a very strong financial position, backed by a solid
asset base with no bank borrowings, and a clear and proven strategy
to expand our UK security network.
The Board
is pleased to recommend a final dividend to shareholders of 2.3p
per share and subject to approval at the Annual General Meeting to
be held on 4 December 2024, the final dividend will be paid on 18
December 2024 to all shareholders on the register at the close of
business on 6 December 2024. The shares will be marked ex-dividend
on 5 December 2024.
J Haigh -
Chairman
1 November 2024
CEO'S Statement and Operational
Review
I am
pleased to present the Group's FY24 results. This was a good
trading period and represents the successful completion of our
first year following the sale of Vigilant and the transition of the
Group to being focused on the higher margin Croma Locksmiths and
Croma Fire and Security divisions.
Revenue in
FY24 increased by 8.9% to £8.74 million (FY23: £8.03 million) with
consistently solid growth across both of our business divisions.
The underlying business performance was strong, with EBITDA for the
Group 11% up to £1.06 million (FY23: £0.95 million). We have
maintained the EBITDA margin at 12%. The Group have ended FY24 with
a strong cash position of £2.14 million (FY23: £2.14 million). Our
financial strength has since been enhanced by further payments from
Vigilant of £1.76 million at the beginning of July 2024 and a
further payment of £0.45 million on 30 September 2024.
From an
operational perspective, the business has developed well during the
course of FY24 through key new business wins with the likes of NHS
Trust security contracts, the addition of new security technology
such as AJAX systems and the expansion of our security centre
network.
Acquisition led growth
strategy
Our
strategy to expand our Locksmiths business is founded on our
ability to acquire modestly valued locksmiths retail stores and
transform them into modern security centres. We are able to deliver
material sales synergies between our two businesses as outlined
above, as well as within our network of locksmiths, where an
expanded product range across a wider network can provide
innovation and an enhanced range of client solutions. These
cross-selling opportunities, coupled with central cost synergies
and shared expertise mean that returns are typically improved, and
we aim for a minimum ROI on acquisitions of 15% per
annum.
There is no
shortage of potential acquisitions. Whilst there are 6,500
Locksmiths in the UK, many of them are sole traders from home and
we are focused on the independent retail locksmith stores in the
UK. The market is highly fragmented, and made up largely of small,
family-run operations. Using a strict criteria and our decades of
industry experience, we have collected an attractive pipeline of
opportunities. This pipeline is researched on a frequent basis and
is larger than at the beginning of FY24, therefore our focus is now
on converting these opportunities.
Our target
is to complete 3-5 acquisitions per annum. We are seeking to
acquire independent stores operating on low single digit EBITDA
margins. Through transforming them into modern security centres
with a significantly broadened product range and Croma's inbuilt
advantages in terms of software, central purchasing and cost
duplication elimination, the Group is aiming to lift these EBITDA
margins to those currently achieved by the Group.
In our
opinion, Croma is now more than ever ideally positioned to develop
its profile and brand as a leading nationwide UK security
business.
Roberto
Fiorentino - CEO
1 November 2024
Financial and Operational
Review
The
Directors present the Group Strategic Report for Croma Security
Solutions Group plc and its subsidiary companies for the year ended
30 June 2024.
Group sales
were up 8.9% to £8.74 million, (FY23 £8.03 million), reflecting
acquisitions made during the year as well as strong organic growth
within the core businesses of 6.3%.
Gross
margins on continuing businesses marginally reduced by 0.9% to
45.8% (FY23: 46.7%). EBITDA on the trading businesses before
central costs for the Period was £1.73 million (FY23: £1.60
million), an increase of 8%. Adjusting for central Group overheads,
EBITDA was up 11.6% at £1.06 million (FY23: £0.95
million).
Group
net profit from
continuing operations for the
year was £0.54 million (FY23: £0.17 million) and EPS from
continuing operations was 3.95p (FY23: 1.11p).
Over the
year, we invested £0.07 million on acquisitions of two locksmith
centres and one freehold property in Peterborough for £0.36
million. These investments reflect our long-term belief in the
prospects of our security centre network.
The
solid underlying cash generation enabled us to end the year
ungeared, with cash and cash equivalents of £2.14 million (FY23:
£2.14 million). A further £1.76 million due from Vigilant was
received at the beginning of July 2024, bringing our cash balances
to over £4 million as per the publication date of these accounts,
despite the further investments in acquisitions and capital
expenditure. Our
cash position and no bank debt allows us to continue our stated
strategy of acquiring locksmiths and building out our security
centres network where there is scope to enhance the offering and
deliver synergies.
Croma Locksmiths
The Croma
Locksmiths business delivers one-stop-shop security solutions to
both commercial and residential customers and now comprises 16
security centres across the UK.
The
division recorded a good trading period with sales up 8.5% to £5.10
million (FY23: £4.70 million), while EBITDA of £1 million was up
3.2% from £0.97 million.
The
security centres are all former locksmith stores and have been
converted into a network servicing not only local communities but
also national accounts. Larger commercial customers within this
division encompass a broad spread of industries including Travel,
Utilities, Housing Associations and Student Housing, Healthcare
and Defence.
The
individual security centres generally have very loyal customer
bases and good recurring revenues. This is partly due to locks
being a very reliable product with very low fail rates which tends
to build customer trust. Alongside this, providing master key
services, a significant source of revenue, requires long-term
support as changing a master key set-up is costly and time
consuming. This enables the centres to build long-term
relationships with commercial customers and enjoy repeat
custom.
In the
student housing market, sales of the innovative mobile phone
powered door lock called ILOQ, continue to grow and the pipeline
for the current year looks promising. Croma is the preferred
supplier of ILOQ in the UK and it is an excellent example of a
modern technology solution improving security.
Building on the strong relationships and
customer confidence in the security centres, the Group seeks to
introduce to these customers additional services provided by the
Fire and Security business. Importantly, spend on locksmithing
services usually forms a small part of any overall corporate
security budget, typically 10% - 20%, so there is a much bigger
potential share of the locksmith customer wallet to tap into for
our Fire and Security business.
Croma Fire and Security
Croma Fire
and Security provides a full range of electronic security solutions
and services to commercial and individual customers and has strong
commercial relationships across the public health and hospitality
sectors.
Croma Fire
and Security recorded sales for the Period of £3.80 million (FY23:
£3.48 million) up 9.2%. EBITDA for the period was up 16% to £0.73
million (FY23: £0.63 million).
Operating
out of Southampton and Bury (Manchester), an experienced team of
specialist engineers supports a range of commercial and domestic
customers.
This
business also boasts a loyal base of clients. In the Entertainment
sector, Croma has long-standing relationships and a constant flow
of work across a national network of entertainment venues. The
healthcare sector is also key for the business, with both existing
and new customers. A key win during the year was securing an access
control upgrade order worth £0.4 million. Alongside this, we
successfully retained an additional three-year NHS Trust contract.
The healthcare sector is a key area of future opportunity which we
hope to develop alongside the Group's geographical
expansion.
Technology
is at the forefront for innovators in this market. Today, the
majority of alarm systems continue to focus on internal activation,
whereas Croma's solutions focus on a combination of externally and
internally activated alarms, thereby seeking to prevent threats
from even entering a property. In September 2023, Croma became an
approved agent of the market-leading AJAX systems. Fast to install,
providing accurate external sensors able to differentiate between a
human and another objects, and operating from a single app - this
system represents a strong driver of future revenues.
In May
2024, the Company entered into new a partnership with bSafe Group
to bring to the UK market the Croma bSafe personal security App.
Already a success in its domestic market, Norway, as well as in the
US, the personal protection App offers round-the-clock protection
and voice activated technology, a market-first security solution
available to the UK public.
Proceeds from Vigilant sale
In June
2023, the Group sold its manned guarding business Vigilant for £6.5
million, in order to focus on the Group's core businesses, Croma
Locksmiths and Croma Fire & Security. The proceeds from the
Vigilant sale are staggered over 10 quarterly instalments from 31
March 2024. By 30 June 2024 the Company had received £1.5 million
as part of the consideration for the sale. The 30 June 2024 payment
for £1.7 million arrived in the first week of July 2024, and then
at the end of September 2024 a further £0.43 million was
received.
As of the
date of these accounts, from the total £6.5 million consideration,
£3.6 million has been received with a further £2.9 million to be
received over the next 7 quarters.
|
|
|
|
|
|
|
|
Group financials
|
|
|
|
|
FY2024
|
|
FY2023
|
|
|
|
|
|
Continuing
operations
|
|
Continuing
operations
|
|
|
|
|
|
|
|
(as
restated)
|
Revenue
|
|
|
|
|
£8,737k
|
|
£8,025k
|
Gross profit
|
|
|
|
|
£3,999k
|
|
£3,749k
|
Gross margin %
|
|
|
|
|
45.8%
|
|
46.7%
|
Administrative expenses
|
|
|
|
|
£3,395k
|
|
£3,325k
|
EBITDA
|
|
|
|
|
£1,061k
|
|
£954k
|
Operating profit
|
|
|
|
|
£607k
|
|
£427k
|
Profit for the year from continuing
operations
|
|
|
|
£543k
|
|
£166k
|
Earnings per share from continuing
operations
|
|
|
|
3.95p
|
|
1.11p
|
Net assets
|
|
|
|
|
£15,224k
|
|
£15,151k
|
Cash generated from
operations
|
|
|
|
|
£723k
|
|
£1,274k
|
Cash and cash equivalents
|
|
|
|
|
£2,142k
|
|
£2,144k
|
Dividends per share in relation to
the year
|
|
|
|
|
2.3p
|
|
2.2p
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Croma
Locksmiths
|
|
Croma Fire &
Security
|
|
Group
|
|
Total
|
|
£000s
|
|
£000s
|
|
£000s
|
|
£000s
|
EBITDA
|
999
|
|
728
|
|
(666)
|
|
1,061
|
|
|
|
|
|
|
|
|
CONSOLIDATED STATEMENT OF
COMPREHENSIVE INCOME FOR THE YEAR ENDED JUNE 2024
|
Notes
|
2024
|
|
2023
|
|
|
|
|
|
(as
restated)
|
|
|
£000s
|
£000s
|
|
£000s
|
£000s
|
Revenue
|
|
|
8,737
|
|
|
8,025
|
Cost of sales
|
|
|
(4,738)
|
|
|
(4,276)
|
Gross profit
|
|
|
3,999
|
|
|
3,749
|
Administrative expenses
|
|
|
(3,395)
|
|
|
(3,325)
|
Other operating income
|
|
|
3
|
|
|
3
|
Operating profit
|
|
|
607
|
|
|
427
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Analysed as:
|
|
|
|
|
|
|
Earnings before interest, tax,
depreciation and amortisation (EBITDA)
|
|
1,061
|
|
|
954
|
|
Amortisation of intangible
assets
|
|
(62)
|
|
|
(60)
|
|
Depreciation
|
|
(392)
|
|
|
(467)
|
|
|
|
607
|
|
|
427
|
|
|
|
|
|
|
|
|
Financial expenses
|
|
|
(27)
|
|
|
(24)
|
Interest receivable
|
|
|
217
|
|
|
-
|
|
|
|
|
|
|
|
Profit before tax
|
|
|
797
|
|
|
403
|
Tax
|
5
|
|
(254)
|
|
|
(237)
|
Profit for the year from continuing
operations
|
|
|
543
|
|
|
166
|
|
|
|
|
|
|
|
Discontinued operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Profit after tax for the year from
discontinued operations
|
|
|
-
|
|
|
3,534
|
|
|
|
|
|
|
|
Profit after tax and total other comprehensive
income
|
|
|
543
|
|
|
3,700
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per share
|
|
|
|
|
|
|
Basic and diluted earnings per share
(pence) from
|
6
|
|
3.95
|
|
|
1.11
|
continuing operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic and diluted earnings per share
(pence) from
|
6
|
|
-
|
|
|
23.71
|
discontinued operations
|
|
|
|
|
|
|
CONSOLIDATED STATEMENT OF FINANCIAL
POSITION FOR THE YEAR ENDED JUNE 2024
|
2024
|
|
2023
|
|
£000s
|
|
£000s
|
Assets
|
|
|
|
|
|
|
|
Non-current assets
|
|
|
|
Goodwill
|
5,042
|
|
5,042
|
Other intangible assets
|
85
|
|
147
|
Property, plant and
equipment
|
2,576
|
|
1,950
|
Right-of-use assets
|
552
|
|
656
|
Other receivables
|
1,651
|
|
3,122
|
|
9,906
|
|
10,917
|
Current assets
|
|
|
|
Inventories
|
1,203
|
|
1,106
|
Trade and other
receivables
|
4,818
|
|
3,551
|
Cash and cash equivalents
|
2,142
|
|
2,144
|
|
8,163
|
|
6,801
|
|
|
|
|
Total assets
|
18,069
|
|
17,718
|
|
|
|
|
Liabilities
|
|
|
|
|
|
|
|
Current liabilities
|
|
|
|
Trade and other payables
|
(1,876)
|
|
(1,564)
|
Lease liabilities
|
(114)
|
|
(114)
|
|
(1,990)
|
|
(1,678)
|
|
|
|
|
Non-current liabilities
|
|
|
|
Provisions
|
(161)
|
|
(190)
|
Deferred tax
|
(217)
|
|
(154)
|
Lease liabilities
|
(477)
|
|
(545)
|
|
(855)
|
|
(889)
|
|
|
|
|
Total liabilities
|
(2,845)
|
|
(2,567)
|
|
|
|
|
Net
assets
|
15,224
|
|
15,151
|
|
|
|
|
Issued capital and reserves attributable to owners of the
parent
|
|
|
|
Share capital
|
794
|
|
794
|
Treasury shares
|
(946)
|
|
(778)
|
Share premium
|
6,133
|
|
6,133
|
Merger reserves
|
2,139
|
|
2,139
|
Capital redemption
reserve
|
51
|
|
51
|
Retained earnings
|
7,053
|
|
6,812
|
Total equity
|
15,224
|
|
15,151
|
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED JUNE 2024
|
2024
|
|
2023
|
|
£000s
|
|
£000s
|
Cash flows from operating activities
|
|
|
|
|
|
|
|
Profit before taxation
|
797
|
|
3,937
|
Depreciation, amortisation and
impairment losses
|
454
|
|
527
|
(Profit) on sale of discontinued
operations
|
-
|
|
(3,069)
|
Loss on sale of property, plant and
equipment
|
-
|
|
1
|
Net changes in working
capital
|
(136)
|
|
(78)
|
Interest payable
|
27
|
|
24
|
Interest receivable
|
(217)
|
|
-
|
Corporation tax paid
|
(202)
|
|
(68)
|
Net
cash generated from operations
|
723
|
|
1,274
|
|
|
|
|
Cash flows from investing activities
|
|
|
|
|
|
|
|
Purchase of businesses net of cash
acquired
|
(73)
|
|
(1,226)
|
Purchase of property, plant and
equipment
|
(793)
|
|
(411)
|
Proceeds on disposal of discontinued
operations
|
538
|
|
669
|
Proceeds on disposal of property,
plant and equipment
|
-
|
|
-
|
Net
cash used in investing activities
|
(328)
|
|
(968)
|
|
|
|
|
Cash flows from financing activities
|
|
|
|
Payments to reduce lease
liabilities
|
(117)
|
|
(374)
|
Treasury shares acquired
|
(168)
|
|
-
|
Financial income (net)
|
190
|
|
-
|
Increase/(decrease) in
borrowings
|
-
|
|
(31)
|
Dividends paid
|
(302)
|
|
(313)
|
Net
cash used in financing activities
|
(397)
|
|
(718)
|
|
|
|
|
Net
(decrease) in cash and cash equivalents
|
(2)
|
|
(412)
|
Cash and cash equivalents at
beginning of period
|
2,144
|
|
2,556
|
Cash and cash equivalents at end of period
|
2,142
|
|
2,144
|
NOTES FORMING PART OF THE FINANCIAL
STATEMENTS FOR THE YEAR ENDED JUNE 2024
1.
Basis of preparation
The Group financial statements have
been prepared under the historical cost convention and approved by
the Directors in accordance with UK-adopted international
accounting standards.
While the financial information
included in this preliminary announcement has been computed in
accordance with Adopted IFRSs, this announcement does not itself
contain sufficient information to comply with Adopted
IFRSs.
This announcement does not
constitute statutory accounts of the Group for the years ended 30
June 2023 or 30 June 2024.
The financial information has been
extracted from the statutory accounts of the Company for the year
ended 30 June 2024. The auditors reported on those accounts; their
reports were unqualified and did not include references to any
matters to which the auditors drew attention by way of emphasis
without qualifying their report and did not contain a statement
under either Section 498 (2) or Section 498 (3) of the Companies
Act 2006.
The accounts for the year ended 30
June 2023 have been delivered to the Registrar of Companies,
whereas those for the year ended 30 June 2024 will be delivered to
the Registrar of Companies following the Company's Annual General
Meeting.
The Annual Report will be posted to
all shareholders who have requested a copy on shortly and will be
available on request from Unit 7 & 8 Fulcrum 4, Solent Way,
Whiteley, Hampshire PO15 7FT and on the Company website at
http://www.cssgplc.com/investors/. The Annual Report contains full
details of the principal accounting policies adopted in the
preparation of these financial statements.
2.
Accounting policies
The accounting policies applied by
the Group in this report are the same as those applied by the Group
in the consolidated financial statements for the year ended 30 June
2024 and the year ended 30 June 2023. The directors expect similar
accounting policies for the year ended 30 June 2025.
3.
Segmental reporting
|
|
Croma Vigilant
(Guarding)
|
|
Croma Fire and
Security
|
|
Croma Locksmiths
(Locks)
|
|
Central
|
|
Total
|
|
|
£000s
|
|
£000s
|
|
£000s
|
|
£000s
|
|
£000s
|
2024 Business Segments
|
|
|
|
|
|
|
|
|
|
|
Segment revenues
|
|
-
|
|
3,799
|
|
5,095
|
|
-
|
|
8,894
|
Inter-segment revenue
|
|
-
|
|
(81)
|
|
(76)
|
|
-
|
|
(157)
|
Revenue from external
customers
|
|
-
|
|
3,718
|
|
5,019
|
|
-
|
|
8,737
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit
|
|
-
|
|
1,998
|
|
2,072
|
|
-
|
|
4,070
|
|
|
|
|
|
|
|
|
|
|
|
Administrative expenses
|
|
-
|
|
(1,270)
|
|
(1,076)
|
|
(666)
|
|
(3,012)
|
Amortisation
|
|
-
|
|
-
|
|
(60)
|
|
(2)
|
|
(62)
|
Depreciation
|
|
-
|
|
(174)
|
|
(218)
|
|
-
|
|
(392)
|
Other operating income
|
|
-
|
|
-
|
|
3
|
|
-
|
|
3
|
|
|
|
|
|
|
|
|
|
|
|
Operating profit/(loss) before
impairment
|
|
-
|
|
554
|
|
721
|
|
(668)
|
|
607
|
|
|
|
|
|
|
|
|
|
|
|
Profit/(loss) on disposal
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
Operating profit/(loss) before
impairment
|
|
-
|
|
554
|
|
721
|
|
(668)
|
|
607
|
|
|
|
|
|
|
|
|
|
|
|
EBITDA
|
|
-
|
|
728
|
|
999
|
|
(666)
|
|
1,061
|
|
|
|
|
|
|
|
|
|
|
|
Segment assets
|
|
-
|
|
2,740
|
|
6,037
|
|
9,292
|
|
18,069
|
Segment (liabilities)
|
|
-
|
|
(1,003)
|
|
(1,131)
|
|
(711)
|
|
(2,845)
|
|
|
|
|
|
|
|
|
|
|
|
Segment net assets
|
|
-
|
|
1,737
|
|
4,906
|
|
8,580
|
|
15,224
|
|
|
|
|
|
|
|
|
|
|
|
Additions to non-current
assets
|
|
-
|
|
239
|
|
668
|
|
7
|
|
914
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Croma Vigilant
(Guarding)
|
|
Croma Fire and
Security
|
|
Croma Locksmiths
(Locks)
|
|
Central
|
|
Total
|
|
|
(as
restated)
|
|
(as
restated)
|
|
(as
restated)
|
|
(as
restated)
|
|
(as
restated)
|
|
|
£000s
|
|
£000s
|
|
£000s
|
|
£000s
|
|
£000s
|
2023 Business Segments
|
|
|
|
|
|
|
|
|
|
|
Segment revenues
|
|
-
|
|
3,480
|
|
4,696
|
|
-
|
|
8,176
|
Inter-segment revenue
|
|
-
|
|
(118)
|
|
(33)
|
|
-
|
|
(151)
|
Revenue from external
customers
|
|
-
|
|
3,362
|
|
4,663
|
|
-
|
|
8,025
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit
|
|
-
|
|
1,683
|
|
2,007
|
|
-
|
|
3,690
|
|
|
|
|
|
|
|
|
|
|
|
Administrative expenses
|
|
-
|
|
(1,057)
|
|
(1,043)
|
|
(639)
|
|
(2,739)
|
Amortisation
|
|
-
|
|
-
|
|
(60)
|
|
-
|
|
(60)
|
Depreciation
|
|
-
|
|
(179)
|
|
(288)
|
|
-
|
|
(467)
|
Other operating income
|
|
-
|
|
-
|
|
3
|
|
-
|
|
3
|
|
|
|
|
|
|
|
|
|
|
|
Operating profit/(loss) before
impairment
|
|
-
|
|
447
|
|
619
|
|
(639)
|
|
427
|
|
|
|
|
|
|
|
|
|
|
|
Profit from discontinued
operations
|
|
465
|
|
-
|
|
-
|
|
3,069
|
|
3,534
|
|
|
|
|
|
|
|
|
|
|
|
Operating profit/(loss) before
impairment
|
|
465
|
|
447
|
|
619
|
|
2,430
|
|
3,961
|
|
|
|
|
|
|
|
|
|
|
|
EBITDA from continuing
operations
|
|
-
|
|
630
|
|
970
|
|
(646)
|
|
954
|
|
|
|
|
|
|
|
|
|
|
|
Segment assets
|
|
-
|
|
2,805
|
|
4,201
|
|
10,712
|
|
17,718
|
Segment (liabilities)
|
|
-
|
|
(1,010)
|
|
(1,141)
|
|
(416)
|
|
(2,567)
|
|
|
|
|
|
|
|
|
|
|
|
Segment net assets
|
|
-
|
|
1,795
|
|
3,060
|
|
10,296
|
|
15,151
|
|
|
|
|
|
|
|
|
|
|
|
Additions to non-current
assets
|
|
-
|
|
202
|
|
403
|
|
-
|
|
605
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Vigilant is a discontinued operation
that was disposed of during the year to 30 June 2023.
|
|
|
|
|
4.
Expenses
|
|
|
|
|
2024
|
|
2023
|
|
|
|
|
|
£000s
|
|
£000s
|
Amount of inventory expensed as cost
of sales
|
|
|
|
3,387
|
|
3,359
|
Depreciation - owned
assets
|
|
|
|
|
239
|
|
331
|
Depreciation - right of use
assets
|
|
|
|
|
153
|
|
136
|
Amortisation
|
|
|
|
|
62
|
|
60
|
|
|
|
|
|
|
|
|
Auditors' remuneration:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Audit of parent company and
consolidated financial information
|
|
60
|
|
76
|
|
|
|
|
|
|
|
|
5.
Taxation
|
|
|
|
|
2024
|
|
2023
|
|
|
|
|
|
£000s
|
|
£000s
|
Analysis of the tax charge in the year
|
|
|
|
|
|
|
|
Current year tax charge
|
|
|
|
|
|
|
|
UK corporation tax charge on profit
for the year
|
|
|
|
191
|
|
200
|
Adjustments for prior
periods
|
|
|
|
|
-
|
|
-
|
|
|
|
|
|
|
|
|
Total current tax
|
|
|
|
|
191
|
|
200
|
|
|
|
|
|
|
|
|
Deferred tax
|
|
|
|
|
|
|
|
Current year
|
|
|
|
|
63
|
|
37
|
Adjustments for prior
periods
|
|
|
|
|
-
|
|
-
|
|
|
|
|
|
|
|
|
Total deferred tax
|
|
|
|
|
63
|
|
37
|
|
|
|
|
|
|
|
|
Tax
on profit on ordinary activities
|
|
|
|
|
254
|
|
237
|
|
|
|
|
|
2024
|
|
2023
|
|
|
|
|
|
|
|
(as
restated)
|
|
|
|
|
|
£000s
|
|
£000s
|
Profit before taxation
|
|
|
|
|
797
|
|
403
|
|
|
|
|
|
|
|
|
Profit multiplied by the standard
rate of corporation tax of 25% (2023: 25%)
|
|
199
|
|
101
|
|
|
|
|
|
|
|
|
Effects of:
|
|
|
|
|
|
|
|
Expenses not deductible for tax
purposes
|
|
|
|
|
55
|
|
136
|
|
|
|
|
|
|
|
|
Total tax charge for the year
|
|
|
|
|
254
|
|
237
|
|
|
|
|
|
|
|
|
6.
Earnings per share
The calculation of basic earnings per share is based
on the profit attributable to ordinary shareholders, from
continuing operations, divided by the weighted average number of
shares in issue during the year, calculated on a daily basis.
The calculation of diluted earnings per share is
based on the basic earnings per share adjusted to allow for the
issue of shares and the post-tax effect of dividends and interest
on the assumed conversion of all other dilutive options and other
potential ordinary shares.
Continued and discontinued
operations
|
|
|
|
|
2024
|
|
2023
|
|
|
|
|
|
£000s
|
|
£000s
|
Numerator
|
|
|
|
|
|
|
|
Earnings for the year used in
basic and diluted EPS
|
|
|
|
543
|
|
3,700
|
|
|
|
|
|
|
|
|
Denominator
|
|
|
|
|
|
|
|
Weighted average number of shares
used in basic and diluted EPS (000s)
|
|
13,766
|
|
14,902
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pence
|
|
Pence
|
|
|
|
|
|
|
|
|
Basic and diluted earnings per
share
|
|
|
|
|
3.95
|
|
24.83
|
|
|
|
|
|
|
|
|
Continued operations
|
|
|
|
|
2024
|
|
2023
|
|
|
|
|
|
|
|
(as
restated)
|
|
|
|
|
|
£000s
|
|
£000s
|
Numerator
|
|
|
|
|
|
|
|
Earnings for the year on continuing
operations and used in basic and diluted EPS
|
543
|
|
166
|
|
|
|
|
|
|
|
|
Denominator
|
|
|
|
|
|
|
|
Weighted average number of shares
used in basic and diluted EPS (000s)
|
|
13,766
|
|
14,902
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pence
|
|
Pence
|
|
|
|
|
|
|
|
|
Basic and diluted earnings / (loss)
per share
|
|
|
|
|
3.95
|
|
1.11
|
|
|
|
|
|
|
|
|
Discontinued operations
|
|
|
|
|
2024
|
|
2023
|
|
|
|
|
|
|
|
(as
restated)
|
|
|
|
|
|
£000s
|
|
£000s
|
Numerator
|
|
|
|
|
|
|
|
Earnings for the year on
discontinuing operations and used in basic and diluted
EPS
|
-
|
|
3,534
|
|
|
|
|
|
|
|
|
Denominator
|
|
|
|
|
|
|
|
Weighted average number of shares
used in basic and diluted EPS (000s)
|
|
13,766
|
|
14,902
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pence
|
|
Pence
|
|
|
|
|
|
|
|
|
Basic and diluted earnings / (loss)
per share
|
|
|
|
|
-
|
|
23.71
|
|
|
|
|
|
|
|
|
7.Business combinations (acquisitions)
As part of the Groups continuing
strategy to expand the network of security centres, on 2 January
2024 Croma Locksmiths and Security Solutions Limited acquired a
business comprising 100% of the share capital of City Locks
Limited, a business trading out of Peterborough.
The fair value of net assets
acquired is set out below:
|
|
|
|
|
|
£000s
|
|
|
|
|
|
|
|
|
Purchase consideration (satisfied
entirely by cash)
|
|
|
|
|
|
30
|
|
|
|
|
|
|
|
|
Less: The fair value of assets
acquired
|
|
|
|
|
|
|
|
Property, plant and
equipment
|
|
|
|
|
|
|
43
|
Inventories
|
|
|
|
|
|
|
20
|
Trade and other
receivables
|
|
|
|
|
|
|
16
|
Cash and cash equivalents
|
|
|
|
|
|
|
-
|
|
|
|
|
|
|
|
|
Add: the fair value of
liabilities
|
|
|
|
|
|
|
|
Trade and other payables
|
|
|
|
|
|
|
(49)
|
|
|
|
|
|
|
|
|
Goodwill
|
|
|
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
-
|
|
|
|
|
|
|
|
|
Transaction costs of 15k relating to
the acquisition of City Locks Limited have been recognised as an
expense and included within administrative expenses in the
statement of profit or loss.
City Locks Limited contributed £139k
to the Group's revenue and £35k to the Group's profit before tax
for the period from the date of acquisition to the year-end date.
If the acquisition of City Locks Limited had been completed
on the first day of the financial year, this would have added £281k
to the Group's revenue and £56k to the Group's profit before
tax.
The book values of the assets and
liabilities acquired at the acquisition date were considered to be
approximate of their fair values.
In addition to the above
acquisition, on 2 January 24, the Group acquired the assets and
customer relationships of Attle Locksmiths, a partnership operating
out of Worthing for the value of £43,000.
The fair value of net assets
acquired is set out below:
|
|
|
|
|
|
£000s
|
|
|
|
|
|
|
|
|
Purchase consideration (satisfied
entirely by cash)
|
|
|
|
|
|
43
|
|
|
|
|
|
|
|
|
Less: the fair value of assets
acquired
|
|
|
|
|
|
|
|
Property, plant and
equipment
|
|
|
|
|
|
|
28
|
Vehicles
|
|
|
|
|
|
|
1
|
Inventories
|
|
|
|
|
|
|
14
|
|
|
|
|
|
|
|
|
Goodwill
|
|
|
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
-
|
|
|
|
|
|
|
|
|
Transaction costs of £1k relating to
the business purchase of Attle Locksmiths have been recognised as
an expense and included within administrative expenses in the
statement of profit or loss.
This addition contributed £71k to
the Group's revenue and £6k to the Group's profit before tax for
the period from the date of acquisition to the year-end date.
If the acquisition of Attle Locksmiths had been completed on
the first day of the financial year, this would have added £142k to
the Group's revenue and £12k to the Group's profit before
tax.
The book values of the assets and
liabilities acquired at the acquisition date were considered to be
approximate of their fair values.