TIDMDATA
RNS Number : 9433C
GlobalData PLC
28 February 2022
28 February 2022
GlobalData Plc
Final Results For The Year Ended 31 December 2021
"Strong 2021 trading and well positioned for accelerated
growth"
Key performance 2021 2020 Change Organic Underlying
metrics Constant Currency
(4) %
Revenue GBP189.3m GBP178.4m +6% +8%
Adj. EBITDA (1) GBP64.4m GBP56.7m +14% +14%
Adj. EBITDA margin
(1) 34% 32% +2p.p. +2p.p.
Statutory PBT GBP32.6m GBP28.6m +14% -
Deferred revenue
(2) GBP81.4m GBP74.7m +9% +9%
Invoiced forward
revenue (3) GBP107.7m GBP92.7m +16% +10%
------------------- --------- --------- ------ ------------------
Financial Highlights
-- Organic underlying constant currency (4) revenue growth of
8%, offset with currency headwinds for reported growth of 6%
-- Adjusted EBITDA (1) up 14% to GBP64.4m (2020: GBP56.7m) and
Adjusted EBITDA margin (1) improvement of 2 percentage points to
34%
-- Statutory PBT grew by GBP4.0m to GBP32.6m (2020: GBP28.6m)
-- Deferred revenue (2) up 9% to GBP81.4m (2020: GBP74.7m) and
Invoiced forward revenue (3) up 16% to GBP107.7m (2020: GBP92.7m),
with organic underlying constant currency growth of 10%
-- Final dividend of 13.2p, up 14% (2020: 11.6p); total dividend
of 19.3p, up 14% (2020: 17.0p)
Operational Highlights
-- Continued investment in Growth Optimisation Plan and progress
across strategic priorities, with Customer Obsession our number-one
priority.
-- Set strong foundations for accelerated growth through One
Platform enhancements and investment in B2B industry websites
-- Completion of two strategic acquisitions
-- Customer focused initiatives have driven growth and further deepening of our relationships
Mike Danson, CEO of GlobalData Plc, commented:
" In 2021 we continued to invest across our Growth Optimisation
Plan, including increased focus on our customers. Key customer
focused initiatives, together with investment in our product
capabilities, have further strengthened customer relationships. Our
underlying revenue performance was strong and importantly, we exit
the year with improved forward revenue visibility. The greater
visibility, driven by our organic growth performance and the two
completed acquisitions, together with our disciplined approach to
costs gives the Group a strong foundation for accelerated growth
and further margin expansion."
Note 1: Adjusted EBITDA: Earnings before interest, tax,
depreciation and amortisation, adjusted to exclude costs associated
with acquisitions, restructuring of the Group, share-based
payments, impairment, unrealised operating exchange rate movements
and the impact of foreign exchange contracts. Adjusted EBITDA
margin is defined as: Adjusted EBITDA as a percentage of revenue.
This is reconciled to the statutory operating profit on page 7.
Note 2: Deferred revenue: Deferred revenue relates to amounts
that are invoiced to clients at the statement of financial position
date, which relate to future revenue to be recognised. This is
adjusted for amounts that are not yet due for payment and the
service has not yet commenced. This is reconciled to invoiced
forward revenue on page 10.
Note 3: Invoiced forward revenue: Invoiced forward revenue
relates to amounts that are invoiced to clients at the statement of
financial position date, which relate to future revenue to be
recognised. This is reconciled to deferred revenue on page 10.
Note 4: Organic underlying constant currency: Defined as growth
in business (excluding acquisitions) excluding impact of movement
in exchange rates. This is reconciled to the reported change on
page 10.
ENQUIRIES
GlobalData Plc 0207 936 6400
Mike Danson (Chief Executive Officer), Graham
Lilley (Chief Financial Officer)
Brokers
Bill Hutchings/ Mose Adigun - J.P. Morgan Cazenove
(Nomad and Joint Broker) 0207 742 4000
Erik Anderson/ Alina Vaskina - Panmure Gordon
(Joint Broker) 0207 886 2500
Hudson Sandler 0207 796 4133
Nick Lyon
Notes to Editors
GlobalData Plc
GlobalData Plc (AIM: DATA) is a leading data, insights, and
analytics platform for the world's largest industries. Our mission
is to help our clients decode the future, make better decisions,
and reach more customers.
One Platform Model
GlobalData's One Platform model is the foundation of our
business and is the result of years of continuous capital
investment, targeted acquisitions, and organic development. This
model governs everything we do, from how we develop and manage our
products, to our approach to sales and customer success, and
supporting business operations. At its core, this approach
integrates our unique data, expert analysis, and innovative
solutions into an integrated suite of client solutions and digital
community platforms, designed to serve a broad range of industry
markets and customer needs on a global basis. The operational
leverage this provides means we can respond rapidly to changing
customer needs and market opportunities, and continuously manage
and develop products quickly, at scale, with limited capital
investment as well as providing unique integration opportunities
for M&A.
Strategic Priorities
GlobalData's four strategic priorities are: Customer Obsession,
World-Class Products, Sales Excellence, and Operational
Agility.
Growth Optimisation Plan
GlobalData's Growth Optimisation Plan is a set of initiatives
designed to drive revenue growth and profitability. The Plan's
initiatives operate across GlobalData's operations and are
organised around the strategic priorities noted above.
CHIEF EXECUTIVE'S REVIEW
We have continued to expand our position as a leading
intelligence platform within the growing Information Services
market, both through our organic progress and the two M&A
transactions completed near the end of the year.
In 2021 we continued to invest across our Growth Optimisation
Plan, with increasing focus on Customer Obsession, our number one
strategic priority. Our organic underlying constant currency
revenue performance was strong, and, importantly, we exit the year
with improved forward revenue visibility. The greater visibility,
driven by our organic growth performance and the two completed
acquisitions, together with our disciplined approach to costs gives
the Group a strong foundation for accelerated growth and further
margin expansion.
The Group has delivered a strong set of results and has
continued to deliver and execute against its strategy. Our 8%
organic underlying constant currency revenue growth (6% reported
revenue growth) and margin expansion, together with our
strengthening visibility on deferred revenues, demonstrate clear
progress against our two financial targets of achieving at least
10% annual organic growth and an Adjusted EBITDA margin of between
35%-40%.
Our business model and the sector we are in, give us a great
platform for growth and significant resilience against wider
macro-economic factors. As a trusted intelligence provider, our
products and services, historically benefit from increased usage
and demand, as our customers look to successfully navigate periods
of uncertainty. As a result, our subscription renewal rates have
been consistently strong over the past two years and the heritage
assets that we have consolidated in our One Platform, have a
long-standing history of growth during economic cycles. We are
confident that our deep customer relationships, diverse market
coverage and continued investment in must-have intelligence will
maintain this position of strength and resilience.
Growth Optimisation Plan
We launched our Growth Optimisation Plan in 2020, and our clear
focus is on sustainable growth delivered through four key pillars:
Customer Obsession, World-Class Product, Sales Excellence and
Operational Agility. The key word in this plan is "optimisation",
and what we mean by this is that we are not reliant on a single
area of growth to be successful. We have multiple levers for
growth, both in our organic business and through M&A
opportunities.
-- Organic growth: We have a clear strategy for organic growth
and our multiple levers mean we are not reliant on a single area of
growth. Our key levers for growth are:
-- Increase volume renewal rates;
-- Price increases;
-- Selling more licences within the organisations we already serve;
-- Product cross-sell opportunities within our existing client base; and
-- Selling to new clients. We have +4,600 clients in an overall
immediate addressable market of 125,000 companies.
We have made progress against our ambition of reaching annual
10% organic growth, achieving organic underlying constant currency
revenue growth of 8% and growth in organic underlying constant
currency invoiced forward revenues of 10%. The latter provides a
strong foundation for growth in the current year.
-- M&A: During the fourth quarter we completed two
acquisitions: the Life Sciences business, which adds drug pricing
data, as well as other critical Life Sciences data and analysis to
our existing world-class pharmaceuticals intelligence; and the LMC
Automotive and Agribusiness information businesses (together
"LMC"). The integration processes are ongoing and on track.
Both acquisitions represent strategic bolt-ons of data assets,
which are reflective of our M&A strategy and our capability to
integrate assets into our One Platform model efficiently.
We assess potential acquisitions based upon our investment
criteria of:
-- Quality product/service that meets the definition of "gold
standard" (demonstrated by strong renewal rates);
-- Adds depth to an existing vertical or gives us access to a
new vertical/horizontal data sets that complements our current
coverage;
-- Recurring revenue and operating gearing;
-- Synergy opportunities; and
-- Global and scalable product.
We continue to have a strong pipeline of potential M&A
targets, which we are actively progressing.
The four pillars of our Growth Optimisation Plan:
Customer Obsession
Customer Obsession is central to our strategy. It runs through
everything we do and we continue to focus on client needs and on
providing unique and innovative solutions.
We have several ongoing initiatives aimed at giving our clients
world-class solutions delivered with exceptional levels of
service.
-- Focused on our top tier clients: We have initiated an ongoing
project to deepen our relationships and further embed our products
within our top tier clients. This initiative is based on the
enhanced collaboration of our sales teams, analysts, custom
research consultants and relationship/client services to truly put
our clients first. Aided by our in-house proprietary technology
platform Customer360, which pulls together external intelligence
with internal metrics on usage, the team has been tasked to
increase our understanding of our clients and demonstrate how our
varied solutions can help our clients with the challenges they are
facing and help them better succeed in their markets.
-- Use of client focused technology: We have also developed a
proprietary technology tool, 'Intelligraph', which gathers data on
all our clients and delivers key insights into their business needs
and product requirements. This allows us to better serve all our
clients and provide timely solutions to the matters of highest
priority to our clients.
-- Increased investment in customer service: Over the past 18
months we have significantly increased the size of our customer
success and relationship management teams. Since June 2020, we have
nearly doubled the size of this team to 111, demonstrating our
commitment to service excellence.
World-Class Products
The core value to our clients is the unique and proprietary
"gold standard" data. We continue to develop our capabilities
within each individual vertical, to maintain quality and enhance
existing data sets.
We continued to enhance our cross-vertical use of business
fundamentals (e.g. Companies, Deals, News, Macroeconomics),
proprietary thematic and ESG intelligence, and expand our
innovative horizontal "Alternative" data and analytics. As part of
the integration of the Life Sciences and LMC businesses, these
valuable insight tools will be integrated into their core offering
as part of our One Platform to enrich the existing gold standard
data consumed by their client base. These integrated capabilities
help to differentiate our products in the marketplace by providing
our clients with a richer and more complete intelligence
offering.
We have also increased our focus on our free-to-access B2B
industry websites and are using our platform and data to enhance
our network of sites at speed and scale. Our proprietary data and
insights give us the unique platform to create differentiated
editorial content and data journalism. As a result of this, we have
developed a global audience of engaged professionals, with many of
our sites now in the Top-3 within their segment for traffic, which
is key for increasing our overall brand awareness.
We have increased our focus on our custom solutions offering to
drive additional engagement and deliver additional, high-value
solutions for our clients which complement the subscription
service. We can now see some early demonstrable success within this
team, with revenue growth of 16% compared to 2020. We see custom
solutions as a key driver towards greater penetration within our
existing clients, which will help us increase value of existing
clients creating larger accounts.
Sales Excellence
Our sales teams have performed well during 2021 with good growth
momentum demonstrated in the closing invoiced forward revenue and
deferred revenue numbers (10% and 9% in organic underlying constant
currency growth, respectively).
The key focuses for the sales team in 2021 have been to deepen
the relationships with our top clients and execute upsell and
cross-sell opportunities, increase the number of Multi-year Deals
and penetrate new client opportunities.
As a business, we are continually focusing on making our sales
efforts as efficient as possible. During 2021, we started to embed
automation into our sales processes, and while this is only in its
infancy for the business, it presents a real opportunity for growth
going forward. This includes automated and client-friendly renewal
processes as well as developing a sustained inbound lead
pipeline.
Operational Agility
We have delivered strong organic growth and executed well on
M&A during 2021 within our existing cost structure. Our ability
to maintain a relatively fixed cost base, while having the agility
to allocate resources for growth and product development is a core
asset of our business model. This is demonstrated by the margin
progression from 32% to 34%.
In addition to our existing solutions, our One Platform approach
to our product offering places us in a relatively unique position
for potential M&A. Our proprietary platform allows us to review
M&A opportunities with the confidence that we can 'plug-in' and
integrate new data sets effectively and execute at speed.
Regardless of whether the acquisition is an enhancement to an
existing vertical sector or represents an expansion into an
adjacent market, the platform software, data taxonomy and
architecture will add significant value to any acquired
business.
Dividend
Having regard to the financial performance in 2021, cash
generation and future prospects, the Board is pleased to propose a
final dividend of 13.2 pence per share (2020: 11.6 pence). The
proposed final dividend will be paid on
29 April 2022 to shareholders on the register at the close of
business on 1 April 2022. The ex-dividend date will be on 31 March
2022. The proposed final dividend increases the total dividend for
the year to 19.3 pence per share (2020: 17.0 pence), an increase of
14%.
Trading Performance
Revenue - Renewal rates remained strong throughout 2021 and have
been consistent across the past three years, which give us
confidence in the defensibility of our product and its resilience
in a tough macro-economic environment.
On an organic underlying constant currency basis, revenue grew
by 8%, which was driven in large part by underlying constant
currency growth in subscriptions of 8% augmented with strong growth
in bespoke solutions as we strengthened our client
relationships.
We had strong sales order momentum in the last quarter of 2021,
resulting in invoiced forward revenue growth of 10% on an organic
underlying constant currency basis (16% reported), meaning that we
start 2022 with significantly enhanced visibility on our
revenues.
Cost base - We have an established cost base, which has a
significant amount of growth and product development investment
embedded. This means that we do not need to incrementally increase
our cost base significantly, in monetary terms, to invest in new
initiatives and growth opportunities. Therefore, our operating
costs grew only 3% to GBP124.9m (2020: GBP121.7m) and resulted in
drop through Adjusted EBITDA margin of 71%.
Net Debt - During the year we have extended our banking
facilities by exercising the GBP75m accordion facility and
extending by a further GBP20m. We have been well supported by our
banks in executing our M&A strategy, in which we have invested
GBP97.7m during 2021. We have also invested GBP46.5m supporting our
Employee Benefit Trust to buy shares for our employee LTIP, in
order to satisfy the upcoming share awards that are due to
vest.
Our current financing facility has further headroom of GBP18m as
at 28 February 2022, in addition to the Group cash reserves of
GBP40m as of the same date. Although the facility expires in the
second quarter of 2023, we are in advanced discussions to refinance
and obtain a new facility which supports the Group's M&A
strategy over the longer term.
Financial Key Performance Indicators
The financial KPI's below are used, in addition to statutory
reporting measures, by the Executive Directors to monitor the
Group's performance and progress.
Revenue Invoiced forward revenue Adjusted EBITDA Adjusted EBITDA margin Net Debt (1)
2021 GBP189.3m GBP107.7m GBP64.4m 34% GBP177.6m
2020 GBP178.4m GBP92.7m GBP56.7m 32% GBP58.1m
------------------- ---------- ------------------------ ---------------- ----------------------- -------------
% reported growth 6% 16% 14% 2p.p. 206%
% organic growth 5% 9% 13% 2p.p. 206%
Note 1: Net Debt: Short- and long-term borrowings (excluding
lease liabilities) less cash and cash equivalents.
We have continued to make strong progress against these
KPIs.
Revenue growth on an organic underlying constant currency basis
was 8%, with immaterial growth from M&A completed in the latter
part of the year. Our revenues were impacted by currency
fluctuations in the year, mainly due to volatility between GBP and
US Dollar.
Overall our revenue visibility has grown, with invoiced forward
revenue growth of 16%. On an organic underlying constant currency
basis, invoiced forward revenue growth was 10%, demonstrating the
strong growth in sales orders towards the end of the financial
year.
Our business model is scalable and benefits from significant
incremental margin benefits. Last year we stated our ambition was
to achieve Adjusted EBITDA margin of between 35% and 40% and we
have made further progress towards this by increasing our margin by
two percentage points to 34% and expect to continue the current
trajectory of margin expansion. The incremental margin on the
revenue growth in 2021 was 71%.
Our disciplined approach to costs and the benefits of our
subscription model give us confidence that we will be in our target
range over the course of the next 12 months.
Our Net Debt has increased during 2021 as a result of investment
in M&A and the purchase of shares for our Employee Benefit
Trust. As at 31 December 2021 the Net Leverage was 2.76 being Net
Debt divided by Adjusted EBITDA (2020: 1.02). The Group targets a
Net Leverage operating range of between 2-3 times, but will also
consider the proforma (pre-acquisition) performance of acquisition
targets and going beyond this target, subject to a strong
de-levering profile thereafter.
Outlook for 2022
We are well positioned as a business to make further progress in
2022. Underpinned by our strong invoiced forward revenue position
of GBP107.7m at the start of the new financial year and largely
fixed cost base driving margin expansion, together with tailwinds
which continue to drive information services sector growth and
further M&A opportunity, we look forward to strong organic
revenue growth and continued margin improvement in 2022.
We acknowledge the continuing economic impact of COVID-19, but
we are confident in our business model and the sector we are in
provides us with both the resilience and the opportunity to excel
in otherwise tough market conditions. We are confident that our
deep customer relationships, diverse market coverage and continued
investment in must-have intelligence will maintain this position of
strength and resilience.
People
The strong set of results that we have delivered are underpinned
by the talent and dedication of the GlobalData team. I want to
thank all my GlobalData colleagues for their efforts during 2021,
and I also would like to welcome the new colleagues who have joined
the Group with the Life Sciences and LMC acquisitions. I look
forward to sharing further successes together during 2022 and
beyond.
I am also delighted that many of our colleagues will be able to
exercise their share options, now that the business has achieved
the final vesting target of GBP52m Adjusted EBITDA (pre-IFRS16), in
our Scheme 1 LTIP. These awards will be settled from existing
shares held in the Group's EBT schemes. J.P. Morgan, Panmure Gordon
and Singer Capital Markets have been appointed to handle any
resulting share sales by the EBT schemes in due course.
Board
As previously noted, Murray Legg was appointed as Non-Executive
Chairman at the Annual General Meeting in April 2021 and we have
also welcomed two new Non-Executives to the Board in 2021.
Catherine Birkett joined the Board on
20 April 2021 and succeeded Murray as the Audit Committee Chair,
and Julien Decot joined the Board on 30 April 2021. As a Board, I
think we have significant strength and capabilities within our
Non-Executive team and I thank them all for their insight, advice
and challenge over the past year and I look forward to their
continued support in 2022.
Financial Review
GBPm Year Ended Year Ended
31 December 2021 31 December 2020
Revenue 189.3 178.4
Operating profit 38.2 33.0
Adjusting items
Depreciation 6.8 7.0
Amortisation of acquired intangible assets 5.6 10.7
Amortisation of software 0.9 1.1
Share-based payments charge 9.2 4.2
Restructuring and refinancing costs 1.4 0.6
Revaluation loss/(gain) on short- and long-term derivatives 0.9 (0.3)
Unrealised operating foreign exchange gains (1.0) (0.3)
M&A costs 2.4 0.7
Adjusted EBITDA 64.4 56.7
----------------------
Adjusted EBITDA margin(1) 34% 32%
-------------------------------------------------------------- ---------------------- --------------------
Statutory Profit Before Tax 32.6 28.6
-------------------------------------------------------------- ---------------------- --------------------
Amortisation of acquired intangible assets 5.6 10.7
Share-based payments charge 9.2 4.2
Restructuring and refinancing costs 1.4 0.6
Revaluation loss/(gain) on short- and long-term derivatives 0.9 (0.3)
Unrealised operating foreign exchange gains (1.0) (0.3)
M&A costs 2.4 0.7
-------------------------------------------------------------- ---------------------- --------------------
Adjusted Profit Before Tax 51.1 44.2
-------------------------------------------------------------- ---------------------- --------------------
Adjusted income tax expense(2) (9.4) (8.4)
-------------------------------------------------------------- ---------------------- --------------------
Adjusted Profit After Tax 41.7 35.8
-------------------------------------------------------------- ---------------------- --------------------
Cash Flow Analysis
------------------------------------------------------------- --- ----------------------------------------
Cash flow generated from operations 60.5 59.8
Cash flow conversion %(3) 94% 105%
----------------------
Earnings Performance
------------------------------------------------------------- ---
Profit After Tax 24.9 22.6
Adjusted Profit After Tax 41.7 35.8
Basic shares (millions) 113.5 116.2
Diluted shares (millions) 123.0 124.8
Attributable to equity holders:
Basic earnings per share (pence) 21.9 19.4
Diluted earnings per share (pence) 20.2 18.1
Adjusted basic earnings per share (pence) 36.7 30.8
Adjusted diluted earnings per share (pence) 33.9 28.7
-------------------------------------------------------------- ---------------------- ------------------
(1) Adjusted EBITDA margin is defined as: Adjusted EBITDA as a
percentage of revenue. Note 2 discloses the rationale for the
adjusting items in detail.
(2) Adjusted income tax expense represents the statutory income
tax expense adjusted for the tax effect on adjusting items. In
addition, the adjusted income tax expense includes the effect of
any tax rate changes.
(3) Cash flow conversion is defined as: Cash flow generated from
operations divided by Adjusted EBITDA.
The financial position and performance of the business are
reflective of the core financial elements of our business model:
visible and recurring revenues, high incremental margins, scalable
opportunity and strong cash flows. The Directors use statutory
profit measures to assess business performance but also believe
that Adjusted EBITDA, Adjusted profit after tax and Adjusted
earnings per share provide additional useful information on the
core operational performance of the Group to shareholders, and we
review the results of the Group using these measures
internally.
The Group's Performance This Year
1. Revenue
Overall revenue grew by 6% to GBP189.3m (2020: GBP178.4m).
Organic underlying constant currency growth was 8%, which was
driven by strong performance in subscriptions, which grew by 8% on
an organic underlying constant currency basis and was augmented by
strong growth in bespoke research solutions. Acquisitions
contributed 1% to the overall growth rate.
Currency volatility reduced underlying constant currency
performance with a 3% headwind, driven in the main by volatility
between GBP and US Dollar, with the pound strengthening on average
by 8% (2021: 1.38; 2020: 1.28).
2. Profit before tax
Profit before tax for the year grew by GBP4.0m to GBP32.6m
(2020: GBP28.6m), which partly reflects the operating leverage
which has driven Adjusted EBITDA to grow by GBP7.7m to GBP64.4m
(2020: GBP56.7m), offset with increases in other operating
costs.
GBPm Year Ended Year Ended Change
31 December 31 December %
2021 2020
------------------------------------- ------------- ------------- -------
Revenue 189.3 178.4 6%
Operating costs (124.9) (121.7) 3%
------------------------------------- ------------- ------------- -------
Adjusted EBITDA 64.4 56.7 14%
Depreciation (6.8) (7.0) (3%)
Amortisation of acquired intangible
assets (5.6) (10.7) (48%)
Amortisation of software (0.9) (1.1) (18%)
Share-based payments charge (9.2) (4.2) 119%
Restructuring and refinancing
costs (1.4) (0.6) 133%
Revaluation (loss)/gain on short-
and long-term derivatives (0.9) 0.3 (400%)
Unrealised operating foreign
exchange gains 1.0 0.3 233%
M&A costs (2.4) (0.7) 243%
Finance costs (5.6) (4.4) 27%
------------------------------------- ------------- ------------- -------
Profit Before Tax 32.6 28.6 14%
Adjusted EBITDA
Adjusted EBITDA increased by 14% to GBP64.4m (2020: GBP56.7m).
The growth in Adjusted EBITDA was driven by our strong revenue
growth and our ability to control what is a relatively fixed cost
base.
We have an established cost base, which has a significant amount
of growth and product development investment embedded. This means
that we do not need to incrementally increase our cost base, in
monetary terms, significantly to invest in new initiatives and
growth opportunities. Therefore, our operating costs grew only 3%
to GBP124.9m (2020: GBP121.7m) and resulted in drop through
Adjusted EBITDA margin of 71%. Our overall margin increased by 2
percentage points to 34% (2020: 32%).
Other operating costs
Other operating costs grew by 13% in total, but there are some
significant individual movements of note:
-- The amortisation charge for acquired intangibles has declined
by GBP5.1m to GBP5.6m (2020: GBP10.7m). This is reflective of
assets becoming fully amortised, along with recent M&A activity
being phased towards the end of the year. The acquisitions made in
the latter part of 2021 had an immaterial effect on 2021's charge
but will increase the charge for 2022 and future years.
-- The share-based payment charge has increased from GBP4.2m to
GBP9.2m in 2021 (an increase of GBP5.0m). This was the result of
vesting forecast changes in 2020, which impacted the spread of
charge and therefore the cost in 2020 was particularly low.
-- M&A costs were minimal in 2020, and 2021 included costs
associated with the acquisitions completed.
-- Financing costs increased by 27%, reflecting the increase in
drawn facility in the year. The drawn facilities were mainly in
relation to the M&A which happened in the latter part of the
year and therefore we expect a full year effect of the increase in
Net Debt to be reflected in the financing cost line in 2022.
Leases
Within our operating costs, depreciation in relation to
right-of-use assets was GBP5.0m (2020: GBP5.6m). Other income, in
relation to sub-let income on right-of-use assets was GBP0.4m
(2020: GBP1.3m). Our net finance costs include interest of GBP1.5m
in relation to lease liabilities (2020: GBP1.7m).
3. Cash generation
Cash generated from operations grew by 1.0% to GBP60.5m (2020:
GBP59.8m), representing 94% of Adjusted EBITDA (2020: 105%). We
would normally expect operating cash flow to be in excess of 100%
of Adjusted EBITDA and if we add back exceptional cash costs in the
year (restructuring, refinancing and M&A), cash flow conversion
is 100%.
Capital expenditure was GBP1.3m in 2021 (2020: GBP5.0m),
including GBP0.5m on software (2020: GBP1.5m). There was an uplift
in capital expenditure in 2020, reflecting significant investment
into the Group's computer hardware and cyber security systems. The
2021 levels (0.7% of revenue) reflect a return to a normalised
state.
Total cash flows from operating activities was GBP52.0m (growth
of GBP1.0m from 2020), which represented 136% of operating profit
(2020: 155%). During the year, the Group paid out GBP20.4m in
dividends (2020: GBP18.0m).
Short- and long-term borrowings increased by GBP124.4m
(inclusive of a GBP5.0m repayment) to GBP200.2m as at 31 December
2021 (2020: GBP75.8m). The debt drawn was focused on two main areas
of expenditure:
-- M&A - The Group purchased the Life Sciences business and
the LMC Automotive and Agribusiness assets for combined cash
consideration of GBP96.7m. In addition, GBP1.0m was paid in
relation to two deferred consideration amounts from prior
acquisitions.
-- Purchase of shares through Employee Benefit Trust - The Group
purchased 2.9m shares for its employee LTIP for net consideration
of GBP46.5m.
4. Net Debt:
Net Debt increased to GBP177.6m as at 31 December 2021 (2020:
GBP58.1m). This increase principally reflects strong operating cash
flows, offset by M&A activity of GBP97.7m, contributions to the
Employee Benefit Trust to buy-back shares of GBP46.5m, dividends of
GBP20.4m and capital expenditure of GBP1.3m.
The Group defines Net Debt as short- and long-term borrowings
(note 8) less cash and cash equivalents. The amount excludes items
related to leases.
GBPm 2021 2020
Short- and long-term borrowings (note 8) 200.2 75.8
Cash (22.6) (17.7)
------------------------------------------ ------- ------
Net Debt 177.6 58.1
5. Invoiced forward revenue
Invoiced forward revenues grew by 16% from the 31 December 2020
balance of GBP92.7m to GBP107.7m, reflecting good momentum on sales
orders in the final quarter of 2021 (organic underlying constant
currency growth of 10%) and the impact of acquisitions. Invoiced
forward revenue is a major component of our significant revenue
visibility for the forthcoming year
GBPm 2021 2020
Deferred revenue 81.4 74.7
Amounts not due/subscription not started at 31 December 26.3 18.0
--------------------------------------------------------- ------ ----
Invoiced forward revenue 107.7 92.7
6. Intangible assets
Intangible assets have increased by GBP105.7m during the year,
from GBP242.0m as at 31 December 2020, to GBP347.7m as at 31
December 2021. The majority of the increase relates to two
acquisitions made during the year of Life Sciences and LMC in which
the Group recognised goodwill and intangibles assets on acquisition
of GBP37.8m and GBP73.8m respectively. Offsetting against these
increases was an amortisation charge for the year of GBP6.5m (2020:
GBP11.8m).
7. Trade receivables
Net trade receivables as at 31 December 2021 were GBP42.3m,
representing a 17% growth compared with the 31 December 2020
balance of GBP36.2m. Of the 2021 balance, GBP1.4m related to LMC
and GBP1.2m related to Life Sciences, therefore organic trade
receivables totalled GBP39.7m, representing organic growth of
10%.
8. Foreign exchange impact on results
The Group derives around 60% of revenues in currencies other
than Sterling, compared with around 40% of its cost base. The
impact of currency movements in the year reduced revenue by GBP5.7m
(2020: positive GBP0.3m), which represented a headwind of around 3%
on growth. The full impact on Adjusted EBITDA was offset by GBP4.8m
of currency benefits on costs, resulting in overall GBP0.9m of
adverse impact on earnings at an Adjusted EBITDA level.
GBPm Revenue Costs Adjusted Margin
EBITDA
As reported 189.3 (124.9) 64.4 34%
----------------------------- -------- -------- --------- --------
Less impact of acquisitions (1.5) 1.1 (0.4)
Add back currency
movements
US Dollar 5.1 (3.5) 1.6
Euro 0.2 - 0.2
Other 0.4 (1.3) (0.9)
Organic underlying
constant currency 193.5 (128.6) 64.9 34%
----------------------------- -------- -------- --------- --------
2020 178.4 (121.7) 56.7 32%
Organic underlying
constant currency
growth 8% 6% 14% 2% p.p.
The main driver for the movement was the fluctuation throughout
the year of pound sterling in comparison to US dollar. In 2021 the
average rate throughout the year was 1.38 compared to an average
rate of 1.28 in 2020.
9. Earnings per share
Basic EPS was 21.9 pence per share (2020: 19.4 pence per share).
Fully diluted profit per share was 20.2 pence per share (2020: 18.1
pence per share).
Adjusted earnings per share grew from 30.8 pence per share to
36.7 pence, representing 19% growth.
10. Dividends
We are pleased to propose a final dividend of 13.2 pence per
share (2020: 11.6 pence). The proposed final dividend will be paid
on 29 April 2022 to shareholders on the register at the close of
business on 1 April 2022. The ex-dividend date will be on 31 March
2022. The proposed final dividend increases the total dividend for
the year to 19.3 pence per share (2020: 17.0 pence), an increase of
14%.
11. Taxation
The Group's effective tax rate for the reporting period is
23.6%. This exceeds the current UK corporation tax rate of 19.0%,
which is broadly due to: the impact of higher tax rates in certain
overseas jurisdictions where the Group operates, specifically the
United States and India; incurring expenses that are non-deductible
for tax purposes; and remeasuring certain deferred tax assets and
liabilities at 25.0% reflecting the change in UK tax rate to be
effective from 1 April 2023.
Key factors that may impact the Group's future tax charge as a
percentage of underlying profits are: the mix of profits and losses
between the jurisdictions in which the Group operates and the
corresponding tax rates in those territories; the impact of
non-deductible expenditure and non-taxable income; and the
utilisation (with a corresponding reduction in cash tax payments)
of previously unrecognised deferred tax assets.
Financial Risk Management
The Group's primary objective in managing foreign currency risk
is to protect against the risk that the eventual Sterling net cash
flows will be affected by changes in foreign currency exchange
rates. To do this, the Group enters into foreign exchange contracts
that limit the risk from movements in US Dollar and Euro exchange
rates with Sterling. Due to the Group's operations in India, the
Group also enters into foreign exchange contracts that limit the
risk from movements in US Dollars with the Indian Rupee exchange
rate. While commercially and from a cash flow perspective this
hedges the Group's currency exposures, the Group elects not to
apply hedge accounting and accordingly any movements in the fair
value of the foreign exchange contracts are recognised in the
income statement.
As a data and analytics company, we are not currently impacted
by cross-border tariffs and we do not currently expect the
renegotiation of tariffs to materially impact our business.
Furthermore, the company is continuing to monitor the Inclusive
Framework Project established by the OECD, including Pillar One
(determining where tax should be paid and on what basis) and Pillar
Two (the design of a system that ensures multinational enterprises
pay a minimum level of tax), which is expected to be in effect from
mid-2023 onwards. However, the application thresholds will be aimed
at the very largest companies, and therefore the rules are unlikely
to impact the Group.
Interest Rate Risk
Interest rate risk is the impact that fluctuations in market
interest rates can have on the value of the Group's
interest-bearing assets and liabilities and on the interest charge
recognised in the income statement. The Group does not manage this
risk with the use of derivatives.
IBOR reform refers to the global reform of interest rate
benchmarks, which includes the replacement of some interbank
offered rates (IBOR) with alternative benchmark rates. The Group
has performed an impact review to assess which balances have been
impacted as a result of IBOR reform, concluding that external
borrowings is the only area affected by the change. During the
year, the Group has agreed with the syndicated loan providers to
rebase the risk-free rate from LIBOR to SONIA. This change has
occurred purely as a result of IBOR reform and has occurred on an
economically equivalent basis, i.e. neither the Group nor the bank
have gained or lost from the amendment to the loan facility
agreement. Due to these circumstances, a practical expedient as
permitted under IFRS 9 "Financial Instruments" has been applied
whereby the change is not classified as a modification, it is
instead accounted for by amending the effective interest rate of
the loan. There have been no changes to the Group's risk management
strategy as a result of this change.
Liquidity Risk and Going Concern
The Group's approach to managing liquidity risk is to ensure, as
far as possible, that it has sufficient liquidity to meet its
liabilities as they fall due, with surplus facilities to cope with
any unexpected variances in timing of cash flows. The Group meets
its day-to-day working capital requirements through free cash flow,
being operations generated cash (with no external financing
required). Although the statement of financial position shows net
current liabilities (current assets less current liabilities),
included in current liabilities is GBP81.4m of deferred revenue
that represents future income earnings. Excluding deferred revenue,
the Group has net current assets of GBP27.8m (2020: GBP28.9m).
Based on cash flow projections, the Group considers the existing
financing facilities to be adequate to meet short-term commitments.
The Directors have a reasonable expectation that there are no
material uncertainties that cast significant doubt about the
Group's ability to continue in operation and meet its liabilities
as they fall due for the foreseeable future, being a period of at
least 12 months from the date of approval of the financial
statements. Accordingly, the Group has prepared the Annual Report
and Accounts on a going concern basis. The Directors have prepared
a Going Concern and Long-Term Viability statement on page 32 within
the Group's Annual Report and Accounts for the year ended 31
December 2021.
Mike Danson
Chief Executive Officer
28 February 2022
Consolidated Income Statement
Notes Year ended Year ended
31 December 31 December
2021 2020
Continuing operations GBPm GBPm
Revenue 3 189.3 178.4
Operating expenses 4 (150.8) (145.4)
Losses on trade receivables (1.2) (1.3)
Other income 0.9 1.3
-------------------------------------- ------ ------------- -------------
Operating profit 38.2 33.0
Net finance costs (5.6) (4.4)
Profit before tax 32.6 28.6
Income tax expense (7.7) (6.0)
-------------------------------------- ------ ------------- -------------
Profit for the year 24.9 22.6
-------------------------------------- ------ ------------- -------------
Attributable to:
Equity holders of the parent 24.9 22.6
Earnings per share attributable to
equity holders:
Basic earnings per share (pence) 6 21.9 19.4
Diluted earnings per share (pence) 6 20.2 18.1
-------------------------------------- ------ ------------- -------------
Reconciliation to Adjusted EBITDA(1)
:
Operating profit 38.2 33.0
Depreciation 6.8 7.0
Amortisation of software 0.9 1.1
Adjusting items 5 18.5 15.6
-------------------------------------- ------ ------------- -------------
Adjusted EBITDA(1) 64.4 56.7
-------------------------------------- ------ ------------- -------------
(1) We define Adjusted EBITDA as EBITDA adjusted to exclude
costs associated with acquisitions, restructuring of the Group,
share-based payments, impairment, unrealised operating exchange
rate movements and the impact of foreign exchange contracts. We
present Adjusted EBITDA as additional information because it is
used internally as a key indicator to assess financial performance.
However, other companies may present Adjusted EBITDA differently.
EBITDA and Adjusted EBITDA are not measures of financial
performance under IFRS and should not be considered as an
alternative to operating profit or as a measure of liquidity or an
alternative to net income as indicators of our operating
performance or any other measure of performance derived in
accordance with IFRS. Adjusted EBITDA margin is defined as:
Adjusted EBITDA as a percentage of revenue.
Consolidated Statement of Comprehensive Income
Year ended 31 December 2021 Year ended 31 December 2020
GBPm GBPm
Profit for the year 24.9 22.6
Other comprehensive income
Items that will be classified subsequently to profit or
loss when specific conditions are
met:
Net exchange losses on translation of foreign entities (0.5) (0.6)
Other comprehensive loss, net of tax (0.5) (0.6)
---------------------------------------------------------- ---------------------------- ----------------------------
Total comprehensive income for the year 24.4 22.0
---------------------------------------------------------- ---------------------------- ----------------------------
Attributable to:
Equity holders of the parent 24.4 22.0
------------------------------ ----- -----
Consolidated Statement of Financial Position
Notes 31 December 31 December
2021 2020
GBPm GBPm
Non-current assets
Property, plant and equipment 35.3 43.5
Intangible assets 7 347.7 242.0
Net investment in sub lease 0.1 -
Trade and other receivables - 0.9
Deferred tax assets 2.1 5.4
----------------------------------- ------ ------------ ------------
385.2 291.8
----------------------------------- ------ ------------ ------------
Current assets
Trade and other receivables 51.2 44.9
Current tax receivable - 1.6
Short-term derivative assets 0.6 1.2
Cash and cash equivalents 22.6 17.7
----------------------------------- ------ ------------ ------------
74.4 65.4
----------------------------------- ------ ------------ ------------
Total assets 459.6 357.2
----------------------------------- ------ ------------ ------------
Current liabilities
Trade and other payables (114.3) (100.2)
Short-term borrowings 8 (5.0) (5.0)
Short-term lease liabilities 8 (4.1) (4.1)
Current tax payable (4.2) (1.6)
Short-term derivative liabilities (0.3) (0.1)
Short-term provisions (0.1) (0.2)
----------------------------------- ------ ------------ ------------
(128.0) (111.2)
----------------------------------- ------ ------------ ------------
Net current liabilities (53.6) (45.8)
----------------------------------- ------ ------------ ------------
Non-current liabilities
Long-term provisions (0.7) (0.5)
Deferred tax liabilities - (1.2)
Long-term derivative liabilities (0.1) -
Long-term lease liabilities 8 (29.3) (35.8)
Long-term borrowings 8 (195.2) (70.8)
----------------------------------- ------ ------------ ------------
(225.3) (108.3)
----------------------------------- ------ ------------ ------------
Total liabilities (353.3) (219.5)
----------------------------------- ------ ------------ ------------
Net assets 106.3 137.7
----------------------------------- ------ ------------ ------------
Equity
Share capital 9 0.2 0.2
Share premium account 9 - 0.7
Treasury reserve 9 (66.6) (21.4)
Other reserve 9 (44.3) (37.1)
Merger reserve 9 - 163.8
Foreign currency translation
reserve 9 (0.3) 0.2
Retained profit 217.3 31.3
----------------------------------- ------ ------------ ------------
Equity attributable to equity
holders of the parent 106.3 137.7
----------------------------------- ------ ------------ ------------
Consolidated Statement of Changes in Equity
Notes Share Foreign Equity
Share premium currency attributable
capital account Treasury Other Merger translation Retained to
reserve reserve reserve reserve profit equity
holders
of
the
parent
GBPm GBPm GBPm GBPm GBPm GBPm GBPm GBPm
----------------- ------ --------- -------- ---------- --------- --------- ------------ ---------- -------------
Balance at 1
January
2020 0.2 0.7 (11.0) (37.1) 163.8 0.8 34.2 151.6
----------------- ------ --------- -------- ---------- --------- --------- ------------ ---------- -------------
Profit for the
year - - - - - - 22.6 22.6
Other
comprehensive
income:
Net exchange
loss
on translation
of
foreign
entities - - - - - (0.6) - (0.6)
----------------- ------ --------- -------- ---------- --------- --------- ------------ ---------- -------------
Total
comprehensive
income for the
year - - - - - (0.6) 22.6 22.0
----------------- ------ --------- -------- ---------- --------- --------- ------------ ---------- -------------
Transactions
with
owners:
Share
buy-back 10 - - (23.7) - - - - (23.7)
Dividends 9 - - - - - - (18.0) (18.0)
Vesting of
share
options 10 - - 13.3 - - - (13.3) -
Share-based
payments
charge 10 - - - - - - 4.2 4.2
Tax on
share-based
payments - - - - - - 1.6 1.6
Balance at 31
December
2020 0.2 0.7 (21.4) (37.1) 163.8 0.2 31.3 137.7
Profit for the
year - - - - - - 24.9 24.9
Other
comprehensive
income:
Net exchange
loss
on translation
of
foreign
entities - - - - - (0.5) - (0.5)
----------------- ------ --------- -------- ---------- --------- --------- ------------ ---------- -------------
Total
comprehensive
income for the
year - - - - - (0.5) 24.9 24.4
----------------- ------ --------- -------- ---------- --------- --------- ------------ ---------- -------------
Transactions
with
owners:
Share
buy-back 10 - - (46.5) - - - - (46.5)
Dividends 9 - - - - - - (20.4) (20.4)
Vesting of
share
options 10 - - 1.3 - - - (1.3) -
Bonus issue
of shares 9 171.0 - - (7.2) (163.8) - - -
Capital
reduction 9 (171.0) (0.7) - - - - 171.7 -
Share-based
payments
charge 10 - - - - - - 9.2 9.2
Tax on
share-based
payments - - - - - - 1.9 1.9
Balance at 31
December
2021 0.2 - (66.6) (44.3) - (0.3) 217.3 106.3
----------------- ------ --------- -------- ---------- --------- --------- ------------ ---------- -------------
Consolidated Statement of Cash Flows
Year ended Year ended
31 December 31 December
Continuing operations 2021 2020
Cash flows from operating activities GBPm GBPm
Profit for the year 24.9 22.6
Adjustments for:
Depreciation 6.8 7.0
Amortisation 6.5 11.8
Gain on disposal of property, plant (0.2) -
and equipment
Impairment 0.4 -
Net finance costs 5.6 4.4
Taxation recognised in profit or
loss 7.7 6.0
Share-based payments charge 9.2 4.2
(Increase)/decrease in trade and
other receivables (3.2) 1.5
Increase in trade and other payables 2.2 2.5
Revaluation of short- and long-term
derivatives 0.9 (0.3)
Movement in provisions (0.3) 0.1
-------------------------------------------- ------------- -------------
Cash generated from operations 60.5 59.8
Interest paid (3.4) (2.4)
Income taxes paid (5.1) (6.4)
-------------------------------------------- ------------- -------------
Total cash flows from operating
activities 52.0 51.0
-------------------------------------------- ------------- -------------
Cash flows from investing activities
Acquisitions (97.7) (1.0)
Cash received from repayment of
loans 0.9 0.9
Proceeds from disposal of property, 0.6 -
plant and equipment
Purchase of property, plant and
equipment (0.8) (3.5)
Purchase of intangible assets (0.5) (1.5)
-------------------------------------------- ------------- -------------
Total cash flows used in investing
activities (97.5) (5.1)
-------------------------------------------- ------------- -------------
Cash flows from financing activities
Repayment of borrowings (5.0) (5.3)
Proceeds from borrowings 129.0 15.0
Loan refinancing fee (0.4) (0.7)
Acquisition of own shares (46.5) (23.7)
Principal elements of lease payments (5.8) (6.1)
Dividends paid (20.4) (18.0)
-------------------------------------------- ------------- -------------
Total cash flows from financing
activities 50.9 (38.8)
-------------------------------------------- ------------- -------------
Net increase in cash and cash equivalents 5.4 7.1
Cash and cash equivalents at beginning
of year 17.7 11.2
Effects of currency translation
on cash and cash equivalents (0.5) (0.6)
-------------------------------------------- ------------- -------------
Cash and cash equivalents at end
of year 22.6 17.7
-------------------------------------------- ------------- -------------
Notes to the Preliminary Results
1. General information
Nature of operations
The principal activity of GlobalData Plc and its subsidiaries
(together 'the Group') is to provide business information in the
form of high quality proprietary data, analytics and insights to
clients in multiple sectors.
GlobalData Plc ('the Company') is a company incorporated in the
United Kingdom (England & Wales) and listed on the Alternative
Investment Market (AIM), therefore is publicly owned and limited by
shares. The registered office of the Company is John Carpenter
House, John Carpenter Street, London, EC4Y 0AN. The registered
number of the Company is 03925319.
Basis of preparation
The condensed financial statements have been prepared on the
historical cost basis, except for derivative financial instruments,
which are measured at fair value. While the information included in
the condensed financial statements has been prepared in accordance
with United Kingdom adopted international accounting standards and
in conformity with the requirements of the Companies Act 2006 and
International Financial Reporting Standards as issued by the IASB,
this announcement does not itself contain sufficient information to
comply with United Kingdom adopted International Accounting
Standards. The condensed financial statements for the year ended 31
December 2021 have been prepared on a consistent basis with the
financial accounting policies set out in the Accounting Policies
section of GlobalData Plc's Annual Report and Accounts for the year
ended 31 December 2021. These condensed financial statements are
presented in Pounds Sterling (GBP).
The financial information for the year ended 31 December 2021
does not constitute statutory accounts as defined in section 434 of
the Companies Act 2006. A copy of the statutory accounts for the
year ended 31 December 2021 will be delivered to the Registrar of
Companies in due course. The independent auditors' report on the
full financial statements for the year ended 31 December 2021 was
unqualified and did not contain an emphasis of matter paragraph or
any statement under section 498 of the Companies Act 2006.
Critical accounting estimates and judgements
The Group makes estimates and assumptions regarding the future.
Estimates and judgements are continually evaluated based on
historical experience and other factors, including expectations of
future events that are believed to be reasonable under the
circumstances.
In the future, actual experience may deviate from these
estimates and assumptions. The estimates and assumptions that have
a significant risk of causing a material adjustment to the carrying
amounts of assets and liabilities within the next financial year
are discussed in detail below.
Key sources of estimation uncertainty
Valuation of acquired intangibles
Management identified and valued acquired intangible assets on
acquisitions that were made during the year. Management has applied
judgements in identifying and valuing intangible assets separate
from goodwill that consist of assessing the value of IP rights and
databases, customer relationships and brands. The Board have a
policy of engaging professional advisers on acquisitions with a
purchase price greater than GBP10 million to advise and assist in
calculating intangible asset values. The Group consistently applies
the following methodologies for each class of identified
intangible:
-- IP rights and database - Cost to recreate the asset;
-- Customer relationships - Net present value of future cash flows; and
-- Brands - Royalty relief method.
Assumptions are made on the useful life of an intangible and if
shortened, would increase the amortisation charge recognised in the
income statement. The identified intangibles are set out in note
7.
There are a number of assumptions in estimating the present
value of future cash flows including management's expectation of
future revenue, renewal rates for subscription customers, costs,
timing and quantum of future capital expenditure, long-term growth
rates and discount rates. For both acquisitions made during 2021,
the Group has engaged professional advisers to calculate the
identified intangibles.
Carrying value of goodwill and other intangibles
The carrying value of goodwill and other intangibles is assessed
annually to ensure that there is no need for impairment. Performing
this assessment requires management to estimate future cash flows
to be generated by the related cash-generating unit, which entails
making judgements including the expected rate of growth of sales,
margins expected to be achieved, the level of future capital
expenditure required to support these outcomes and the appropriate
discount rate to apply when valuing future cash flows. Intangible
assets are set out in note 7.
Management have undertaken sensitivity analysis taking into
consideration the impact on key impairment test assumptions arising
from a range of possible future trading and economic scenarios on
each CGU. The following individual scenarios would need to occur
before impairment is triggered within the Group:
Revenue Growth Discount Rate
Falls By* Rises To
--------------------------- -------------- -------------
Data, Analytics & Insights (13.8%) 42.2%
MEED (2.1%) 11.7%
--------------------------- -------------- -------------
* Percentage points
No indication of impairment was noted from management's review;
there is headroom in each CGU. Management acknowledge the
sensitivity of the assumptions applied to the MEED CGU; however,
management are comfortable with these assumptions and will continue
to monitor performance regularly for any indicators of future
impairment loss.
Critical accounting judgements
Segmental reporting
IFRS8 "Operating Segments" requires the segment information
presented in the financial statements to be that which is used
internally by the chief operating decision maker to evaluate the
performance of the business and to decide how to allocate
resources. The Group has identified the Chief Executive Officer
(CEO) as its chief operating decision maker.
The Group maintains a centralised operating model and single
product platform (One Platform), which is underpinned by a common
taxonomy, shared development resource, and new data science
technologies. The fundamental principle of the GlobalData business
model is to provide our clients subscription access to our
proprietary data, analytics, and insights platform, with the
offering of ancillary services such as consulting, single copy
reports and events. The vast majority of data sold by the Group is
produced by a central research team which produces data for the
Group as a whole. The team reports to one central individual, the
Managing Director of the India operation, who reports to the Group
CEO. Management have therefore made the judgement that 'Data,
Analytics and Insights' is the single operating segment of the
Group. Segmental reporting disclosures are provided in note 3.
The Group profit or loss is reported to the CEO on a monthly
basis and consists of earnings before interest, tax, depreciation,
amortisation, central overheads and other adjusting items (as
detailed in note 5). The CEO also monitors revenue within the
operating segment.
The Group considers the use of a single operating segment to be
appropriate due to:
-- The CEO reviewing profit or loss at the Group level;
-- Utilising a centralised operating model; and
-- Being an integrated solutions based business, rather than a portfolio business.
Identification of Cash-Generating-Units
IAS36 'Impairment of Assets' requires that assets be carried on
the statement of financial position at no more than their
recoverable amount. An asset or cash-generating unit (CGU) is the
smallest identifiable group of assets that generates cash inflows
and is impaired when its carrying amount exceeds its recoverable
amount. As at the date of the impairment review (30 September
2021), Management made the judgement that the Group had two CGUs,
being Data, Analytics & Insights and MEED (a subsidiary based
in the United Arab Emirates). During December 2021, the Group
acquired LMC which has been assessed to be its own CGU. Management
intend to fully integrate the LMC companies into the Data,
Analytics & Insights CGU during 2022.
Going concern
The Group has closing cash of GBP22.6m as at 31 December 2021
and net debt of GBP177.6m (31 December 2020: net debt of GBP58.1m),
being cash and cash equivalents less short- and long-term
borrowings, excluding lease liabilities. The Group has outstanding
loans of GBP200.7m which are syndicated with NatWest Group, HSBC,
Bank of Ireland and Silicon Valley Bank. As at 31 December 2021,
the Group had undrawn RCF of GBP31m and as at 28 February 2022 this
stood at GBP18m. The Group's banking facilities are in place until
April 2023, at which point the Group will be required to renew or
extend its financing arrangements as discussed in the long-term
viability section below. The Group has generated GBP60.5m in cash
from operations during 2021.
The Group meets its day-to-day working capital requirements
through free cash flow. Based on cash flow projections the Group
considers the existing financing facilities to be adequate to meet
short-term commitments.
The finance facilities were issued with debt covenants which are
measured on a quarterly basis. There have been no breaches of
covenants in the year ended 31 December 2021. Management have
reviewed forecast cash flows and there is no indication that there
will be any breach in the next 12 months.
The Directors have modelled a number of worst-case scenarios to
consider their potential impact on the Group's results, cash flow
and loan covenant forecast. Key assumptions built into the
scenarios focus on cost savings and consulting revenue growth. In
addition to performing scenario planning, the Directors have also
conducted stress testing of the Business's forecasts and, taking
into account reasonable downside sensitivities (acknowledging that
such risks and uncertainties exist), the Directors are satisfied
that the business is expected to operate within its facilities.
There remains headroom on the covenants under each scenario.
Through our normal business practices, we are in regular
communication with our lenders and are satisfied they will be in a
position to continue supporting us for the foreseeable future.
The Directors have a reasonable expectation that there are no
material uncertainties that cast significant doubt over the Group's
ability to continue in operation and meet its liabilities as they
fall due for the foreseeable future, being a period of at least 12
months from the date of approval of the financial statements.
Accordingly, the Group has prepared the financial statements on a
going concern basis.
2. Accounting policies
These condensed financial statements have been prepared based on
the accounting policies detailed in the Group's financial
statements for the year ended 31 December 2021 and is consistent
with the policies applied in the previous year, except for the
following new standards. The new standards which are effective
during the year (and have had a minimal impact on the financial
statements) are:
-- Amendments to IFRS16: COVID-19 related Rent Concessions
(effective for periods on or after 1 June 2020); and
-- Amendments to IFRS9, IAS39, IFRS7, IFRS4 and IFRS16: Interest
Rate Benchmark Reform - Phase 2 (effective for periods on or after
1 January 2021).
Pre sentation of non-statutory alternative performance
measures
The Directors believe that Adjusted EBITDA, Adjusted EBITDA
margin, Adjusted profit before tax, Adjusted profit after tax and
Adjusted earnings per share provide additional useful information
on the core operational performance of the Group to shareholders,
and we review the results of the Group using these measures
internally. The term 'adjusted' is not a defined term under IFRS
and may not therefore be comparable with similarly titled profit
measures reported by other companies. It is not intended to be a
substitute for, or superior to, IFRS measures of profit.
Adjustments are made in respect of:
Share-based payments Share-based payment expenses are excluded
from Adjusted EBITDA as they are a non-cash
charge, the awards are equity-settled and
the Directors believe they result in a level
of charge that would distort the user's view
of the core trading performance of the Group.
Restructuring, M&A The Group considers these items of expense
and refinancing as exceptional and excludes them from Adjusted
costs EBITDA where the nature of the item, or its
size, is not related to the core underlying
trading of the Group. This is to assist the
user of the financial statements to better
understand the results of the core operations
of the Group and allow comparability of underlying
results.
-----------------------------------------------------
Amortisation and The amortisation charge for those intangible
impairment of acquired assets recognised on business combinations
intangible assets is excluded from Adjusted EBITDA since they
are non-cash charges arising from historical
investment activities. Any impairment charges
recognised in relation to these intangible
assets are also excluded from Adjusted EBITDA.
This is a common adjustment made by acquisitive
information service businesses and therefore
consistent with peers.
-----------------------------------------------------
Revaluation of short- Gains and losses are recognised within Adjusted
and long-term derivatives EBITDA when they are realised in cash terms
and therefore we exclude non-cash movements
arising from fluctuations in exchange rate
as these may not reflect the underlying performance
of the Group, which better aligns Adjusted
EBITDA with the cash performance of the business.
-----------------------------------------------------
Unrealised operating
foreign exchange
gain/loss
-----------------------------------------------------
3. Segmental analysis
The principal activity of GlobalData Plc and its subsidiaries
(together 'the Group') is to provide business information in the
form of high quality proprietary data, analytics and insights to
clients in multiple sectors.
IFRS8 "Operating Segments" requires the segment information
presented in the financial statements to be that which is used
internally by the chief operating decision maker to evaluate the
performance of the business and to decide how to allocate
resources. The Group has identified the Chief Executive Officer
(CEO) as its chief operating decision maker.
The Group maintains a centralised operating model and single
product platform (One Platform), which is underpinned by a common
taxonomy, shared development resource, and new data science
technologies. The fundamental principle of the GlobalData business
model is to provide our clients subscription access to our
proprietary data, analytics, and insights platform, with the
offering of ancillary services such as consulting, single copy
reports and events. The vast majority of data sold by the Group is
produced by a central research team which produces data for the
Group as a whole. The team reports to one central individual, the
Managing Director of the India operation, who reports to the Group
CEO. 'Data, Analytics and Insights' is therefore considered to be
the operating segment of the Group.
The Group profit or loss is reported to the Chief Executive
Officer on a monthly basis and consists of earnings before
interest, tax, depreciation, amortisation, central overheads and
other adjusting items. The Chief Executive Officer also monitors
revenue within the operating segment.
The Group considers the use of a single operating segment to be
appropriate due to:
-- The CEO reviewing profit or loss at the Group level;
-- Utilising a centralised operating model; and
-- Being an integrated solutions based business, rather than a portfolio business.
A reconciliation of Adjusted EBITDA to profit before tax from
continuing operations is set out below:
Year ended Year ended
31 December 2021 31 December
2020
GBPm
GBPm
Adjusted EBITDA 64.4 56.7
Restructuring costs (1.2) (0.4)
M&A costs (2.4) (0.7)
Refinancing costs (0.2) (0.2)
Share-based payment charge (9.2) (4.2)
Revaluation loss/(gain) on short- and
long-term derivatives (0.9) 0.3
Unrealised operating foreign exchange
gains 1.0 0.3
Amortisation of acquired intangibles (5.6) (10.7)
Depreciation (6.8) (7.0)
Amortisation (excluding amortisation
of acquired intangible assets) (0.9) (1.1)
Finance costs (5.6) (4.4)
Profit before tax 32.6 28.6
--------------------------------------- ------------------ -------------
The Group generates revenue from services provided over a period
of time such as recurring subscriptions and other services which
are deliverable at a point in time such as reports, events and
custom research.
Subscription income for online services, data and analytics
(typically 12 months) is normally received at the beginning of the
services and is therefore recognised as a contract liability,
"deferred revenue", in the statement of financial position. Revenue
is recognised evenly over the period of the contractual term as the
performance obligations are satisfied evenly over the term of
subscription.
The revenue on services delivered at a point in time is
recognised when our contractual obligation is satisfied, such as
delivery of a static report or delivery of an event. The obligation
on these types of contracts is a discrete obligation, which once
met satisfies the Group performance obligation under the terms of
the contract.
Any invoiced contracted amounts which are still subject to
performance obligations and where the payment has been received or
is contractually due are recognised within deferred revenue at the
statement of financial position date. Typically, the Group receives
settlement of cash at the start of each contract and standard terms
are zero days. Similarly, if the Group satisfies a performance
obligation before it receives the consideration or is contractually
due the Group recognises a contract asset within accrued income in
the statement of financial position.
Revenue recognised in the Consolidated Income Deferred Revenue recognised within the
Statement Consolidated Statement of Financial Position
Year ended 31 Year ended 31 As at 31 December As at 31 December
December 2021 December 2020 2021 2020
GBPm GBPm GBPm GBPm
Services transferred:
Over a period of
time 156.9 149.1 73.1 64.2
Immediately on
delivery 32.4 29.3 8.3 10.5
----------------------- ---------------------- ---------------------- --------------------- ----------------------
Total 189.3 178.4 81.4 74.7
As subscriptions are typically for periods of 12 months the
majority of deferred revenue held at 31 December will be recognised
in the income statement in the following year. As at 31 December
2021 GBP0.4m (2020: GBP0.6m) of the deferred revenue balance will
be recognised beyond the next 12 months. In the year ended 31
December 2021 the Group recognised revenue of GBP74.1m (2020:
GBP67.5m) that was included in the deferred revenue balance at the
beginning of the period.
In instances where the Group enters into transactions involving
a range of the Group's services, for example a subscription and
custom research, the total transaction price for a contract is
allocated amongst the various performance obligations based on
their relative stand-alone selling prices.
Geographical analysis
Our primary geographical markets are serviced by our global
sales teams which are organised as Europe, US and Asia Pacific by
virtue of the team location. The below disaggregated revenue is
derived from the geographical location of our customers rather than
the team structure the Group is organised by.
From continuing operations
Year ended 31 December 2021 UK Europe Americas(1) Asia Pacific MENA (2) Rest of World Total
GBPm GBPm GBPm GBPm GBPm GBPm GBPm
Revenue from external customers 27.8 51.8 67.8 21.0 13.9 7.0 189.3
--------------------------------- ----- ------- ------------ ------------- --------- -------------- ------
Year ended 31 December 2020 UK Europe Americas (1) Asia Pacific MENA (2) Rest of World Total
GBPm GBPm GBPm GBPm GBPm GBPm GBPm
Revenue from external customers 26.3 49.7 62.8 19.2 13.1 7.3 178.4
--------------------------------- ----- ------- ------------- ------------- --------- -------------- ------
1. Americas includes revenue from the United States of America of GBP65.7m (2020: GBP59.7m)
2. Middle East & North Africa
Intangible assets held in the US and Canada were GBP34.3m (2020:
GBP21.1m), of which GBP29.1m related to goodwill (2020: GBP19.7m).
Intangible assets held in the UAE were GBP13.6m (2020: GBP14.3m) of
which GBP11.4m related to goodwill (2020: GBP11.4m). All other
non-current assets are held in the UK. The largest customer
represented less than 3% of the Group's consolidated revenue.
4. Operating profit
Operating profit is stated after the following expenses relating
to continuing operations:
Year ended Year ended
31 December 31 December
2021 2020
GBPm GBPm
Cost of sales 101.8 101.0
Administrative costs 49.0 44.4
150.8 145.4
Losses on trade receivables 1.2 1.3
------------------------------ -------------- --------------
Total operating expenses 152.0 146.7
------------------------------ -------------- --------------
5. Adjusting items
Year ended Year ended
31 December 31 December
2021 2020
GBPm GBPm
Restructuring costs 1.2 0.4
M&A costs 2.4 0.7
Refinancing costs 0.2 0.2
Share-based payment charge 9.2 4.2
Revaluation loss/(gain) on short-
and long-term derivatives 0.9 (0.3)
Unrealised operating foreign
exchange gains (1.0) (0.3)
Amortisation of acquired intangibles 5.6 10.7
Total adjusting items 18.5 15.6
--------------------------------------- -------------- --------------
The adjustments made are as follows:
-- Restructuring relates to redundancy payments, professional
fees and impairment charges incurred in relation to group
reorganisation projects.
-- The M&A costs consist of professional fees incurred in
both performing due diligence relating to potential acquisition
targets and performing completion activities in relation to
acquisitions made during the year.
-- The share-based payments charge is in relation to the s
hare-based compensation plans (detailed in note 10) under which the
entity receives services from employees as consideration for equity
instruments (options) of the Group. The fair value of the employee
services received in exchange for the grant of the options and
awards is recognised as an expense in the income statement. The
total amount to be expensed is determined by reference to the fair
value of the options granted (fair value at the date of grant
determined using the Black-Scholes model for scheme 1 and the Monte
Carlo method for scheme 2), excluding the impact of any non-market
service and performance vesting conditions (for example,
profitability, sales growth targets and remaining an employee of
the entity over a specified time period).
-- The revaluation of short and long-term derivatives relates to
movement in the fair value of the short- and long-term
derivatives.
-- Unrealised operating foreign exchange gains relate to
non-cash exchange gains made on operating items.
-- Refinancing costs consist of legal fees incurred in relation
to amendments made to the facilities agreement during the year.
6. Earnings per share
The calculation of the basic earnings per share is based on the
earnings attributable to ordinary shareholders of the parent
company divided by the weighted average number of shares in issue
during the period. The Group also has a share options scheme in
place and therefore the Group has calculated the dilutive effect of
these options.
Year ended Year ended
31 December 2021 31 December 2020
Earnings per share attributable to equity holders from continuing
operations:
Basic
Profit for the period attributable to ordinary shareholders of the parent
company (GBPm) 24.9 22.6
Weighted average number of shares (no' m) 113.5 116.2
Basic earnings per share (pence) 21.9 19.4
Diluted
Profit for the period attributable to ordinary shareholders of the parent
company (GBPm) 24.9 22.6
Weighted average number of shares (no' m) 123.0 124.8
Diluted earnings per share (pence) 20.2 18.1
---------------------------------------------------------------------------- ------------------ ------------------
Reconciliation of basic weighted average number of shares to the
diluted weighted average number of shares:
Year ended
31 December 2021
No' m
Year ended
31 December 2020
No' m
Basic weighted average number of shares, net of shares held in Treasury
reserve 113.5 116.2
Share options in issue at end of period, net of shares not paid up 9.5 8.6
--------------------------------------------------------------------------- ------------------- ------------------
Diluted weighted average number of shares 123.0 124.8
--------------------------------------------------------------------------- ------------------- ------------------
7. Intangible assets
Software Customer relationships Brands IP rights and Database Goodwill Total
GBPm GBPm GBPm GBPm GBPm GBPm
Cost
As at 1 January 2020 10.7 43.6 16.0 48.9 227.3 346.5
Additions: Business
combinations - 0.4 - 1.3 0.4 2.1
Additions: Separately
acquired 1.5 - - - - 1.5
Foreign currency
retranslation - - 0.1 - - 0.1
As at 31 December 2020 12.2 44.0 16.1 50.2 227.7 350.2
Additions: Business
combinations 0.7 11.8 0.1 25.2 75.4 113.2
Additions: Separately
acquired 0.4 - - 0.1 - 0.5
Reclassification to PPE (0.5) - - - - (0.5)
Fair value adjustment - - - - (0.4) (0.4)
As at 31 December 2021 12.8 55.8 16.2 75.5 302.7 463.0
--------------------------- --------- ----------------------- ------- ----------------------- --------- --------
Amortisation
As at 1 January 2020 (8.8) (25.1) (9.6) (42.4) (10.5) (96.4)
Charge for the year (1.1) (3.7) (1.1) (5.9) - (11.8)
As at 31 December 2020 (9.9) (28.8) (10.7) (48.3) (10.5) (108.2)
Additions: Business
combinations (0.5) - - - - (0.5)
Impairment - - - - (0.4) (0.4)
Charge for the year (0.9) (3.8) (0.6) (1.2) - (6.5)
Reclassification to PPE 0.3 - - - - 0.3
As at 31 December 2021 (11.0) (32.6) (11.3) (49.5) (10.9) (115.3)
--------------------------- --------- ----------------------- ------- ----------------------- --------- --------
Net book value
As at 31 December 2021 1.8 23.2 4.9 26.0 291.8 347.7
As at 31 December 2020 2.3 15.2 5.4 1.9 217.2 242.0
--------------------------- --------- ----------------------- ------- ----------------------- --------- --------
Additions as a result of business combinations in the year have
been disclosed in further detail in note 11.
8. Borrowings
31 December 31 December
2021 2020
GBPm GBPm
Short-term lease liabilities 4.1 4.1
Short-term borrowings 5.0 5.0
Current liabilities 9.1 9.1
------------------------------- ------------ ------------
Long-term lease liabilities 29.3 35.8
Long-term borrowings 195.2 70.8
Non-current liabilities 224.5 106.6
------------------------------ ------ ------
The changes in the Group's borrowings can be classified as
follows:
Long-term Short-term Long-term
borrowings lease lease
Short-term liabilities liabilities
borrowings (1) (1) Total
GBPm GBPm GBPm GBPm GBPm
---------------------------------------------------------- ------------ ------------ ------------- ------------ -------
1 January 2020 6.0 60.5 3.9 40.7 111.1
------------------------------------------------------------ ------------ ------------ ------------- ------------ -------
Cash flows:
* Repayment (5.3) - (6.1) - (11.4)
* Proceeds - 15.0 - - 15.0
* Loan fees paid - (0.7) - - (0.7)
Non-cash:
* Loan fee amortisation until modification date - 0.1 - - 0.1
* Fair value adjustments since modification - 0.2 - - 0.2
* Lease additions - - 0.3 - 0.3
* Lease liabilities (2) - - 1.6 (0.5) 1.1
* Reclassification 4.3 (4.3) 4.4 (4.4) -
------------------------------------------------------------ ------------ ------------ ------------- ------------ -------
31 December 2020 5.0 70.8 4.1 35.8 115.7
------------------------------------------------------------ ------------ ------------ ------------- ------------ -------
Cash flows:
* Repayment (5.0) - (5.8) - (10.8)
* Proceeds - 129.0 - - 129.0
* Loan fees paid - (0.4) - - (0.4)
Non-cash:
* Fair value adjustments since modification - 0.8 - - 0.8
* Lease additions - - 2.4 - 2.4
* Lease liabilities (2) - - 0.6 (3.7) (3.1)
* Reclassification 5.0 (5.0) 2.8 (2.8) -
As at 31 December 2021 5.0 195.2 4.1 29.3 233.6
------------------------------------------------------------ ------------ ------------ ------------- ------------ -------
(1) Amounts are net of rental prepayments and accruals
(2) Represents lease interest, dilapidations and movement on lease liability accruals and
prepayments
Term loan and RCF
In May 2020, the Group announced that it had agreed to increase
its current banking facilities with NatWest Group, HSBC and Bank of
Ireland, extending the current maturity to April 2023 (previously
April 2022). The arrangements increased the total committed
facility to GBP145.5m (previously GBP100m), plus a further
uncommitted accordion facility of GBP75m. The committed facility
comprised a term loan of GBP50m and a revolving credit facility
(RCF) of GBP95.5m.
In September 2021, the Group amended and restated its facilities
agreement in order to convert its uncommitted accordion facility of
GBP75m into a committed incremental RCF. Silicon Valley Bank became
an additional lender as part of the syndicate. No other changes to
the repayment terms agreed in May 2020 were made.
In December 2021, the Group made a further amendment and
restatement to its facilities agreement, increasing the RCF to
GBP115.5m (previously GBP95.5m) to support future M&A
activities. No other changes to the repayment terms agreed in May
2020 were made.
The term loan is repayable in quarterly instalments, with total
repayments due in the next 12 months of GBP5.0m. The outstanding
term loan balance as at 31 December 2021 is GBP41.3m, with a fair
value in accordance with IFRS9 of GBP40.9m. As at 31 December 2021,
the Group had drawn down GBP84.5m of the RCF and GBP75.0m of the
incremental RCF (former accordion facility), with a total fair
value in accordance with IFRS9 of GBP159.3m. Interest is currently
charged on the term loan, drawn down RCF and incremental RCF
(former accordion facility) at a rate of 3.25% over the Sterling
Overnight Interbank Average Rate (SONIA).
In accordance with IFRS9, Management has performed a comparison
of the fair value of the new debt with the old debt to determine
whether there has been a substantial modification requiring
de-recognition. The assessment concluded that there has not been a
substantial modification, the difference between the fair value of
the new debt with the old debt was GBP0.0m.
9. Equity
Share capital
Authorised, allotted, called up and fully paid:
31 December 2021 31 December 2020
No'000 GBP000s No'000 GBP000s
Ordinary shares (1/14(th) pence) 118,303 84 118,303 84
Deferred shares of GBP1.00 each 100 100 100 100
----------------------------------------------------- ------------ ----------- ----------- ----------
Total authorised, allotted, called up and fully paid 118,403 184 118,403 184
----------------------------------------------------- ------------ ----------- ----------- ----------
Share Purchases
As detailed in note 10, during the year the Group's Employee
Benefit Trust purchased an aggregate amount of 2,860,648 shares
(representing 2% of the total share capital), each with a nominal
value of 1/14(th) pence, at a total market value of GBP46.5m. The
purchased shares will be held for the purpose of satisfying the
exercise of share options under the Company's Employee Share Option
Plan.
During the year, a total of 125,000 shares (representing 0.11%
of the total share capital), each with a nominal value of 1/14(th)
pence, which were held by the Group's Employee Benefit Trust were
utilised as a result of the vesting of Bernard Cragg's share
options (at a total market value of GBP1.9m), as disclosed in note
10.
The maximum number of shares (each with a nominal value of
1/14(th) pence) held by the Employee Benefit Trust (at any time
during the year ended 31 December 2021) was 4,801,890 (representing
4% of the total share capital).
Capital management
The Group's capital management objectives are:
-- To ensure the Group's ability to continue as a going concern; and
-- To fund future growth and provide an adequate return to
shareholders and, when appropriate, distribute dividends.
The capital structure of the Group consists of net debt, which
includes borrowings (note 8) and cash and cash equivalents, and
equity.
The Company has two classes of shares. The ordinary shares carry
no right to fixed income and each share carries the right to one
vote at general meetings of the Company.
The deferred shares do not confer upon the holders the right to
receive any dividend, distribution or other participation in the
profits of the Company. The deferred shares do not entitle the
holders to receive notice of or to attend and speak or vote at any
general meeting of the Company. On distribution of assets on
liquidation or otherwise, the surplus assets of the Company
remaining after payments of its liabilities shall be applied first
in repaying to holders of the deferred shares the nominal amounts
and any premiums paid up or credited as paid up on such shares, and
second the balance of such assets shall belong to and be
distributed among the holders of the ordinary shares in proportion
to the nominal amounts paid up on the ordinary shares held by them
respectively.
There are no specific restrictions on the size of a holding nor
on the transfer of shares, which are both governed by the general
provisions of the Articles of Association and prevailing
legislation. The Directors are not aware of any agreements between
holders of the Company's shares that may result in restrictions on
the transfer of securities or on voting rights.
No person has any special rights of control over the Company's
share capital and all its issued shares are fully paid.
With regard to the appointment and replacement of Directors, the
Company is governed by its Articles of Association, the Companies
Act and related legislation. The Articles themselves may be amended
by special resolution of the shareholders. The powers of Directors
are described in the Board Terms of Reference, copies of which are
available on request.
Capital Reduction
On 19 May 2021, following the passing of Special Resolutions at
the Group's Annual General Meeting, GlobalData Plc ("the Company")
reduced its merger reserve and other reserve by a total of
GBP171.0m, by way of a bonus issue of shares which were shortly
thereafter cancelled and further resolved to cancel the Company's
share premium account. The share premium account totalled GBP0.7m,
meaning that as a result of these actions, distributable reserves
increased by a total of GBP171.7m. The Directors are permitted to
allot shares and convert the merger reserve and other reserve into
shares under section 551 of the Companies Act 2006.
Merger reserve and other reserve
The merger reserve contained the premium on the shares issued in
consideration for the purchase of GlobalData Holding Limited in
2016 and the premium on the shares issued in consideration for the
purchase of Research Views Limited and its subsidiaries in 2018.
Other reserves consisted of a reserve created upon the reverse
acquisition of TMN Group Plc in 2009. The parent company's reserve
differs from this due to the restatement of consolidated reserves
at the time of the reverse acquisition. The parent company other
reserve was generated in 2008 upon the issue of shares to fund
acquisitions.
In order to utilise the merger reserve and other reserve to
create additional distributable reserves, it was necessary to
capitalise those reserves, totalling GBP171.0m, by way of a bonus
issue of new shares (named the Capital Reduction Shares) and
thereafter cancel the Capital Reduction Shares. At the Annual
General Meeting held on 20 April 2021, the Company's shareholders
approved by way of Special Resolution to carry out the Capital
Reduction Bonus Issue. The Capital Reduction Shares were allotted
and issued on 17 May 2021. The Court confirmed the cancellation of
the Capital Reduction Shares at a Court Hearing held on 19 May
2021.
The Capital Reduction Shares were not admitted to trading on any
regulated market. No share certificates were issued in respect of
the Capital Reduction Shares. The Capital Reduction Shares had
extremely limited rights. In particular, the Capital Reduction
Shares carried no rights to vote, no rights to participate in the
profits of the Company and no rights to participate in the
Company's assets, save on a winding-up in extremely limited
circumstances, such that they have no effective market value.
Share premium account
The share premium account had arisen as a result of the vesting
of share options, held by employees of the Company's group. Under
the Companies Act, the amount credited to the share premium account
constitutes a non-distributable reserve. At the Annual General
Meeting held on 20 April 2021, the Company's shareholders approved
by way of Special Resolution the cancellation of its whole share
premium account. The cancellation was subsequently confirmed by the
Court on 19 May 2021.
Impact of capital reduction
There has been no impact on the nominal value of the ordinary
shares, and there has been no dilution to holders of ordinary
shares. There was also no impact on the Company's cash position or
on its net assets, and the capital reduction did not itself involve
any distribution or repayment of capital or share premium and will
not result in any changes to the Group's existing dividend
policy.
Dividends
The final dividend for 2020 was 11.6 pence per share and was
paid in April 2021. The total dividend for the current year is 19.3
pence per share, with an interim dividend of 6.1 pence per share
paid on 1 October 2021 to shareholders on the register at the close
of business on 3 September 2021, and a final dividend of 13.2 pence
per share will be paid on 29 April 2022 to shareholders on the
register at the close of business on 1 April 2022. The ex-dividend
date will be on 31 March 2022.
Following the 2020 year end, the Directors became aware that the
Company had made unlawful distributions in 2018, 2019 and 2020 on
account of the fact that it had incorrectly included reserves
arising from share-based payments, relating to employees of
subsidiaries, as distributable and had not filed interim accounts
in accordance with section 838 of the Companies Act 2006 to
demonstrate sufficient reserves were available for distribution.
Therefore, during the period from May 2018 through to January 2021,
contributions made to the Employee Benefit Trust, in order to
buy-back shares to satisfy the employee share options plan, and
distributions by way of dividends were unlawful distributions in
accordance with section 838 of the Companies Act 2006.
In order to correct the position, the Company filed interim
(unaudited) accounts with Companies House on 23 March 2021 (in
advance of the Annual General Meeting) to demonstrate it had
sufficient reserves. At the Company's Annual General Meeting, the
Company proposed a resolution to remove any right the Company may
have had to claim from Directors and Shareholders in respect of the
relevant contributions and distributions. The payments deemed to be
unlawful during this period were GBP7.1m in 2018, GBP18.3m in 2019,
GBP34.8m in 2020 and GBP0.3m in January 2021. Upstream dividends
were paid in advance of the interim accounts to create additional
distributable reserves in the Company and the resolutions
regularised the matter. In addition, as disclosed above, the
Company undertook a Capital Reduction and cancelled the Share
Premium account which created additional distributable reserves of
GBP171.7m. Interim (unaudited) accounts were filed on 31 May 2021
to demonstrate sufficient distributable reserves in advance of the
interim dividend being paid.
Treasury reserve
The treasury reserve represents the cost of shares held in the
Group's Employee Benefit Trust for the purpose of satisfying the
exercise of share options under the Company's Employee Share Option
Plan.
Foreign currency translation reserve
The foreign currency translation reserve contains the
translation differences that arise upon translating the results of
subsidiaries with a functional currency other than Sterling. Such
exchange differences are recognised in the income statement in the
period in which a foreign operation is disposed of.
10. Share based payments
Scheme 1
The Group created a share option scheme during the year ended 31
December 2010 and granted the first options under the scheme on 1
January 2011 to certain senior employees. Each option granted
converts to one ordinary share on exercise. A participant may
exercise their options subject to employment conditions and
Adjusted EBITDA targets being met. For these options to be
exercised the Group's earnings before interest, taxation,
depreciation and amortisation, as adjusted by the Remuneration
Committee for significant or one-off occurrences, must exceed
certain targets. The fair values of options granted were determined
using the Black-Scholes model. The inputs used in the model
were:
-- share price at date of grant;
-- exercise price;
-- time to maturity;
-- annual risk-free interest rate; and
-- annualised volatility.
The following assumptions were used in the valuation:
Award Tranche Grant Date Fair Value Estimated Weighted
of Share Exercise Forfeiture Average
Price at Price rate p.a. of Remaining
Grant Date (Pence) Contractual
Life (Years)
--------------- ---------------- ------------- ----------- ------------ --------------
Award 1 1 January 2011 GBP1.089 0.0714p 0% 0.0
Award 3 1 May 2012 GBP1.866 0.0714p 0% 0.0
Award 4 7 March 2014 GBP2.550 0.0714p 0% 0.0
22 September
Award 6 2014 GBP2.525 0.0714p 0% 0.0
9 December
Award 7 2014 GBP2.075 0.0714p 0% 0.0
31 December
Award 8 2014 GBP2.025 0.0714p 0% 0.0
Award 9 21 April 2015 GBP1.980 0.0714p 0% 0.0
28 September
Award 10 2015 GBP2.420 0.0714p 0% 0.0
Award 11 17 March 2016 GBP2.380 0.0714p 0% 0.0
Award 12 17 March 2016 GBP2.380 0.0714p 0% 0.0
21 October
Award 13 2016 GBP4.300 0.0714p 0% 0.0
Award 14 21 March 2017 GBP5.240 0.0714p 0% 0.0
Award 15 21 March 2017 GBP5.240 0.0714p 0% 0.0
Award 16 21 March 2017 GBP5.240 0.0714p 0% 0.0
21 September
Award 17 2017 GBP5.540 0.0714p 0% 0.0
Award 18 20 March 2018 GBP5.910 0.0714p 0% 0.0
Award 19 20 March 2018 GBP5.910 0.0714p 0% 0.0
23 October
Award 20 2018 GBP5.270 0.0714p 0% 0.0
23 October
Award 21 2018 GBP5.270 0.0714p 0% 0.0
23 October
Award 22 2018 GBP5.270 0.0714p 0% 0.0
Award 23 19 March 2019 GBP5.860 0.0714p 0% 0.0
22 October
Award 24 2019 GBP8.189 0.0714p 0% 0.0
14 February
Award 25 2020 GBP12.500 0.0714p 0% 0.0
Award 26 23 March 2020 GBP9.080 0.0714p 0% 0.0
Award 27 23 June 2020 GBP13.910 0.0714p 0% 0.0
22 September
Award 28 2020 GBP14.260 0.0714p 0% 0.0
Award 29 23 March 2021 GBP13.480 0.0714p 0% 0.0
Awards 2 and 5 have been fully forfeited.
The estimated forfeiture rate assumption is based upon
management's expectation of the number of options that will lapse
over the vesting period. The assumptions were determined when the
scheme was set up in 2011 and are reviewed annually. Management
believes the current assumptions to be reasonable based upon the
rate of lapsed options and proximity to the vesting targets.
Each of the awards are subject to the vesting criteria set by
the Remuneration Committee. In order for the remaining options to
be exercised, the Group's earnings before interest, taxation,
depreciation and amortisation, as adjusted by the Remuneration
Committee for significant or one-off occurrences, must exceed the
remaining target of GBP52m in any one year before the end of the
period in which the options are exercisable, which is generally 10
years from the date of the grant (GBP52m target excludes the impact
of IFRS16).
As noted in the Remuneration Report within the Group's Annual
Report and Accounts for the year ended 31 December 2021, the
Remuneration Committee has received notification from the Audit
Committee that the quality of Adjusted EBITDA in 2021 of GBP58.6m
was in excess of the GBP52m performance target and is, therefore,
sufficient to satisfy the final tranche of the Scheme 1 options.
Employees within this scheme will have the opportunity to vest
their options following the publication of our 2021 results (total
of 6.5 million shares). Scheme 1 will then be closed.
Group Group Group Group
Achieves Achieves Achieves Achieves
GBP10m Adjusted GBP32m Adjusted GBP41m Adjusted EBITDA (1) GBP52m Adjusted
EBITDA EBITDA EBITDA (1)
------------- ----------------- ------------------- ------------------------------- --------------------
Awards 1-4 20% Vest 20% Vest 20% Vest 40% Vest
Award 6 N/a 25% Vest 25% Vest 50% Vest
Award 7 N/a 20% Vest 20% Vest 60% Vest
Award 8 N/a 25% Vest 25% Vest 50% Vest
Award 9 N/a 20% Vest 20% Vest 60% Vest
Award 10 N/a N/a N/a 100% Vest
Award 12 N/a 17.5% Vest 17.5% Vest 65% Vest
Award 13 N/a 17.5% Vest 17.5% Vest 65% Vest
Award 14 N/a 17.5% Vest 17.5% Vest 65% Vest
Award 15 N/a 12.5% Vest 12.5% Vest 75% Vest
Award 16 N/a 25% Vest 25% Vest 50% Vest
Award 17 N/a 10% Vest 10% Vest 80% Vest
Award 18 N/a 10% Vest 10% Vest 80% Vest
Award 19 N/a N/a N/a 100% Vest
Award 20 N/a N/a N/a 100% Vest
Award 21 N/a N/a 14% Vest 86% Vest
Award 22 N/a N/a 33% Vest 67% Vest
Award 23 N/a N/a 10% Vest 90% Vest
Award 24 N/a N/a N/a 100% Vest
Award 25 N/a N/a N/a 100% Vest
Award 26 N/a N/a N/a 100% Vest
Award 27 N/a N/a N/a 100% Vest
Award 28 N/a N/a N/a 100% Vest
Award 29 N/a N/a N/a 100% Vest
Note 1: Excluding the impact of IFRS16
Award 11 relates to options awarded to the Group's previous
Chairman, Bernard Cragg, during 2016. These did not carry any
performance obligations and vested at a point in time. 125,000
options vested on 31 January 2019 and the remaining 125,000 vested
on 31 January 2021 and were exercised on 26 April 2021.
The total charge recognised for the scheme during the 12 months
to 31 December 2021 was GBP6.3m (2020: GBP2.8m). The awards of the
scheme are settled with ordinary shares of the Company.
During the year, the Group purchased an aggregate amount of
2,860,648 shares at a total market value of GBP46.5m. The purchased
shares will be held in treasury and in the Group's Employee Benefit
Trust for the purpose of satisfying the exercise of share options
under the Company's Employee Share Option Plan.
Reconciliation of movement in the number of options is provided
below.
Option price Number of
(pence) options
31 December 2020 1/14th 6,940,837
Granted 1/14th 70,000
Exercised 1/14th (125,000)
Forfeited 1/14th (338,280)
------------------ -------------- ----------
31 December 2021 1/14th 6,547,557
------------------ -------------- ----------
The following table summarises the Group's share options
outstanding at each year end:
Options Option price Remaining
Reporting date outstanding (pence) life (years)
31 December 2011 5,004,300 1/14th 3.7
31 December 2012 4,931,150 1/14th 4.3
31 December 2013 4,775,050 1/14th 3.3
31 December 2014 8,358,880 1/14th 2.5
31 December 2015 7,557,840 1/14th 2.5
31 December 2016 9,450,183 1/14th 3.2
31 December 2017 10,621,857 1/14th 2.2
31 December 2018 10,808,861 1/14th 1.4
31 December 2019 8,853,882 1/14th 1.0
31 December 2020 6,940,837 1/14th 1.0
31 December 2021 6,547,557 1/14th 0.0
------------------ ------------- ------------- --------------
Scheme 2 - 2019 scheme
In October 2019 the Group created and announced a new share
option scheme and granted the first options under the scheme on 31
October 2019 to certain senior employees. Each option granted
converts to one ordinary share on exercise. A participant may
exercise their options subject to employment conditions and
performance targets being met. For these options to be exercised,
the Group's share price must reach certain targets. The fair values
of options granted were determined using the Monte Carlo method.
The inputs used in the model were:
-- grant date;
-- vesting date;
-- performance start and end date;
-- expected term;
-- risk-free rate;
-- dividend yield;
-- volatility; and
-- share price at date of grant.
The awards shall vest based upon the following performance
conditions being satisfied:
-- 100% of the shares subject to the award will vest provided
the compounded annual growth in the Group's Total Shareholder
Return (TSR) performance over the 5-year performance period is
equal to or exceeds 16% per annum compounded (the "5-Year TSR
Target").
-- The 5-Year TSR Target will be measured by taking a baseline
price per share of 830p and comparing it to the sum of the average
closing price of a share derived from the 'official list' over the
period 20 trading days commencing on the business day on which the
Group announces its annual results for the period ending 31
December 2024 and all dividends paid during the performance
period.
To the extent that the 5-Year TSR Target has not been met, the
awards will not vest. If any of the events pursuant to the rules
covering 'takeovers and other corporate events' occur during the
performance period or prior to the vesting date, awards shall vest
as follows:
-- Where the 5-Year TSR Target has been met at the date of the
relevant event, 100% of the awards shall vest.
-- Where the 5-Year TSR Target has not been achieved, but a 16%
compound annual TSR has been met over the period from the
commencement of the performance period, awards shall vest on a
pro-rata basis to reflect the proportion of the performance period
which has elapsed, although the Company shall have discretion to
waive such time pro-rating if they consider it appropriate.
The following assumptions were used in the valuation:
Award Tranche Grant Date Fair Value Estimated Weighted
of Share Exercise Forfeiture Average
Price at Price rate p.a. of Remaining
Grant Date (Pence) Contractual
Life (Years)
--------------- -------------------- ------------- ----------- ------------ --------------
31 October
Award 1 2019 GBP2.02 0.0714p 0% 3.0
Award 2 7 May 2020 GBP4.62 0.0714p 0% 3.0
Award 3 25 May 2020 GBP5.50 0.0714p 0% 3.0
Award 4 23 June 2020 GBP6.12 0.0714p 0% 3.0
22 September
Award 5 2020 GBP6.35 0.0714p 0% 3.0
17 November
Award 6 2020 GBP7.12 0.0714p 0% 3.0
Award 7 23 March 2021 GBP5.15 0.0714p 0% 3.0
The estimated forfeiture rate assumption is based upon
management's expectation of the number of options that will lapse
over the vesting period and are reviewed annually. Management
believes the current assumptions to be reasonable.
The total charge recognised for the scheme during the 12 months
to 31 December 2021 was GBP2.9m (2020: GBP1.4m). The awards of the
scheme are settled with ordinary shares of the Company.
Reconciliation of movement in the number of options is provided
below.
Option price Number of
(pence) options
31 December 2020 1/14th 3,025,000
Granted 1/14th 1,040,000
Forfeited 1/14th (405,000)
31 December 2021 1/14th 3,660,000
------------------ -------------- ----------
The following table summarises the Group's share options
outstanding at each year end:
Options Option price Remaining
Reporting date outstanding (pence) life (years)
31 December 2019 1,400,000 1/14th 5.00
31 December 2020 3,025,000 1/14th 4.00
31 December 2021 3,660,000 1/14th 3.00
------------------ ------------- ------------- --------------
11. Acquisitions
Life Sciences
On 1 November 2021, the Group acquired the trade and assets of
the Life Sciences business from IHS Markit for consideration of
US$50.0m. Life Sciences offers comprehensive and independent
coverage of drug pricing, reimbursement and market access trends,
as well as healthcare forecasts and healthcare economic data
microsimulation modelling. These capabilities represent a strategic
bolt-on addition to our existing pharmaceuticals vertical and will
result in a true end-to-end offering with industry-leading breadth
and depth for our clients.
The amounts recognised for each class of assets and liabilities
at the acquisition date were as follows:
Carrying Value Fair Value Adjustments Fair Value
GBPm GBPm GBPm
Intangible assets consisting of:
Customer relationships - 4.3 4.3
IP rights and Database - 10.1 10.1
Net assets acquired consisting of:
Trade and other receivables 1.1 - 1.1
Trade and other payables (2.5) 0.4 (2.1)
Deferred tax - (0.4) (0.4)
Fair value of net (liabilities)/assets acquired (1.4) 14.4 13.0
-------------------------------------------------- ----------------- ------------------------- -------------
The goodwill recognised in relation to the acquisition is as
follows:
Fair Value
GBPm
Consideration 36.4
Less net assets acquired (13.0)
----------------------------- -------
Goodwill 23.4
----------------------------- -------
In line with the provision of IFRS3, fair value adjustments may
be required within the 12-month period from the date of
acquisition. Any fair value adjustments will result in an
adjustment to the goodwill balance reported above. The goodwill
that arose on the combination can be attributed to the assembled
workforce, know-how and research methodology. The fair values of
the identified intangible assets were calculated in line with the
policies detailed on page 78 of the Group's Annual Report and
Accounts for the year ended 31 December 2021.
The Group incurred legal and professional expenses of GBP1.4m in
relation to the acquisition. In the period from the date of
acquisition to 31 December 2021, the trade of Life Sciences
generated revenues of GBP1.0m and contribution of GBP0.3m.
The amount of goodwill which is expected to be deductible for
tax purposes is GBP9.5m.
LMC
On 15 December 2021, the Group acquired 100% of the share
capital of two groups of companies, named LMCA Holdings Limited and
LMCI Holdings Limited, for consideration of GBP72.7m. The companies
within these groups provide data, analytics, and insights of the
Automotive and Agribusiness markets respectively. The acquisitions
add further scale and capabilities to the Group's existing
Automotive intelligence proposition and bring new and unique gold
standard Agribusiness data to broaden and complement the existing
sector coverage.
The amounts recognised for each class of assets and liabilities
at the acquisition date were as follows:
Carrying Value Fair Value Adjustments Fair Value
GBPm GBPm GBPm
Intangible assets consisting of:
Customer relationships - 7.5 7.5
IP rights and Database - 15.2 15.2
Brand - 0.1 0.1
Net assets acquired consisting of:
Property, plant and equipment 0.1 - 0.1
Intangible assets 0.7 - 0.7
Cash and cash equivalents 7.4 - 7.4
Trade and other receivables 2.5 (0.1) 2.4
Trade and other payables (6.2) 0.6 (5.6)
Provisions (0.1) - (0.1)
Corporation tax payable (0.4) - (0.4)
Deferred tax - (5.6) (5.6)
Fair value of net assets acquired 4.0 17.7 21.7
------------------------------------------- ----------------- ------------------------- -------------
The goodwill recognised in relation to the acquisition is as
follows:
Fair Value
GBPm
Consideration 72.7
Less net assets acquired (21.7)
----------------------------- -------
Goodwill 51.0
----------------------------- -------
In line with the provision of IFRS3, fair value adjustments may
be required within the 12-month period from the date of
acquisition. Any fair value adjustments will result in an
adjustment to the goodwill balance reported above. The goodwill
that arose on the combination can be attributed to the assembled
workforce, know-how and research methodology. The fair values of
the identified intangible assets were calculated in line with the
policies detailed on page 78 of the Group's Annual Report and
Accounts for the year ended 31 December 2021.
The Group incurred legal and professional expenses of GBP0.8m in
relation to the acquisition. In the period from the date of
acquisition to 31 December 2021, the trade of LMC generated
revenues of GBP0.5m and profit before tax of GBP0.0m.
The amount of goodwill which is expected to be deductible for
tax purposes is GBPnil.
Cash Cost of Acquisitions
The cash cost of acquisitions comprises:
31 December 2021
GBPm
Acquisition of Life Sciences 35.3
Acquisition of LMC:
Cash consideration 68.8
Cash acquired (7.4)
Deferred consideration payment CHM Research Limited 0.6
Deferred consideration payment Competenet 0.4
97.7
----------------------------------------------------- -----------------
Cash consideration for both Life Sciences and LMC are net of
bonuses which have been borne by the acquiree however will be
settled by the Group post-acquisition.
12. Related party transactions
Mike Danson, GlobalData's Chief Executive Officer, owned 64.1%
of the Company's ordinary shares as at 31 December 2021 and 63.1%
as at 28 February 2022, therefore is the ultimate controlling
party. Mike Danson owns a number of businesses that interact with
GlobalData Plc, largely in part as a result of past M&A
transactions (GlobalData Holdings in 2016 and Research Views
Limited in 2018).
It is the intention of the Board and management to reduce and
eventually eliminate the number of related party transactions and
wind down the service agreements that are currently in place. The
Related Party Transactions Committee, consisting of 4 Non-Executive
directors, oversees related party transactions and reviews to
ensure that the transactions are in the best interest of GlobalData
and its stakeholders, and that the transactions are recorded and
disclosed on an arms-length basis.
Accommodation
During 2021, we have made significant progress towards this
goal. In particular, as at 31 December 2021, the Group now has no
related party landlords, following the sale of the John Carpenter
and Essex Street properties by the Estel Properties Group to third
party landlords, and secondly, the surrender of the Hatton Garden
lease by GlobalData. The surrender of the lease is beneficial to
the Group and removes the liability, which was due to run to 2028,
and a non-cash gain of GBP129,000 has been recognised on disposal
of the lease. This represents the difference between the value of
the lease asset and lease liability under IFRS16 at the date of
surrender.
Prior to the removal of the related party relationship with the
landlord, the Group incurred accommodation charges of GBP0.8m
(2020: GBP2.9m).
In addition, GlobalData Plc sub-leases office space to other
companies owned by Mike Danson. The total sub-lease income for the
year ended 31 December 2021 was GBP0.4m (2020: GBP1.3m).
Corporate Support Services
Corporate support charges of GBP0.2m (2020: GBP0.4m), which
principally consist of shared IT as well as payroll, facilities and
HR support which has now ceased. These have been recharged on a
consistent basis to the previous year and are determined by
specific drivers of cost such as proportional occupancy of building
for facilities and headcount for IT, HR and payroll services.
Loan to Progressive Trade Media Limited
Interest income on the outstanding loan of GBP0.05m was credited
to the income statement (2020: GBP0.1m), based upon a rate of 2.25%
above LIBOR. The initial GBP4.5m loan issued has one further
instalment of GBP0.9m remaining and was repaid in full after the
balance sheet date on 31 January 2022.
Revenue contract containing IP sharing clause
The ongoing data services agreement with NS Media Group Limited
("NSMGL"), a related party by virtue of common ownership, continued
into its second year of the 5-year service contract signed in June
2020. The agreed suite of data services provided to NSMGL have been
contracted on terms equivalent to those that prevail in arm's
length transactions. During the first half of 2021, the content
delivery was modified based upon the client's revised requirements.
Therefore, the revenue arising in the year has reduced compared to
the original contractual terms. In the year ended 31 December 2021,
the total revenue generated from this contract was GBP1.4m and the
net contribution generated was GBP0.8m. Each year's fixed fees are
invoiced quarterly in advance.
In addition to the IP and content, there are other shared costs
such as software development, webinar production, lead generation
and content creation platforms with NSMGL, for which GlobalData
received a net charge of GBP0.01m.
Other
In March 2021, the Group hired 51 employees who at the time were
working for NSMGL. The Related Party Transactions Committee oversaw
the hiring process and all negotiations and contracting was done
directly with the employees themselves. No fees or compensation
were given to NSMGL.
Separately, GlobalData purchased two start-up websites from
NSMGL for GBP55,000. These websites, energymonitor.ai and
investmentmonitor.ai, were new websites with no revenues or sales
contracts attached and low audience figures. The valuation was
conducted on an arms-length basis and benchmarked audience figures
and comparable valuations, as well as using a discounted cash flow
valuation. The Related Party Transactions Committee reviewed the
calculations to ensure a fair and reasonable arms-length basis was
used.
Because of the proximity of the hire of the team from NSMGL and
the purchase of the websites, management reviewed the provisions of
IFRS3: Business Combinations to assess whether the fact pattern met
the requirements of a business combination. Management concluded
that the assets and the team being brought into GlobalData did not
constitute the definition of a business under IFRS3, because the
majority of the inputs that the team will be applying process to
are pre-existing GlobalData assets and there were no outputs
brought into the Group (no revenues, contracts or customer
relationships). Therefore, management concluded that this did not
meet the definition of a business combination under IFRS3.
Balances Outstanding
As at 31 December 2021, the total balance receivable from NSMGL
was GBPnil. There is no specific credit loss provision in place in
relation to this receivable and the total expense recognised during
the period in respect of bad or doubtful debts was GBPnil.
The Group has taken advantage of the exemptions contained within
IAS24: Related Party Disclosures from the requirement to disclose
transactions between Group companies as these have been eliminated
on consolidation. The amounts outstanding for other related parties
were GBP0.9m due within one year owed from Progressive Trade Media
Limited for the outstanding loan (2020: GBP1.9m). There were no
other balances owing to or from related parties.
Directors and Key Management Personnel
The remuneration of Directors is disclosed within the Directors'
Remuneration Report within the Annual Report and Accounts for the
year ended 31 December 2021.
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