26
March 2024
Empresaria Group plc
("Empresaria" or the
"Group")
Results for the year ended 31
December 2023
Offshore Services
demonstrates strength and resilience despite challenging market
conditions
Empresaria, the global specialist
staffing group, reports its results for the year ended 31 December
2023.
Highlights
|
2023
|
2022
|
%
change
|
% change
(constant currency)2
|
Revenue
|
£250.3m
|
£261.3m
|
-4%
|
-4%
|
Net fee income
|
£57.5m
|
£65.4m
|
-12%
|
-11%
|
Adjusted operating
profit1
|
£5.1m
|
£10.2m
|
-50%
|
-48%
|
Operating profit
|
£1.7m
|
£8.8m
|
-80%
|
|
Adjusted profit before
tax1
|
£3.5m
|
£9.0m
|
-61%
|
|
Profit before tax
|
£0.1m
|
£7.6m
|
-99%
|
|
Adjusted diluted earnings per
share1
|
0.6p
|
8.8p
|
-93%
|
|
Diluted (loss)/earnings per
share
|
(5.9)p
|
6.7p
|
-188%
|
|
·
Challenging market conditions throughout 2023
impacted net fee income
o Reduced by 12% year-on-year to £57.5m
o Permanent placement down 25%
o Temporary and contract down 10%
o Growth of 8% from our resilient offshore services
offering
·
Adjusted operating profit down 50% to £5.1m -
reduction in net fee income partially offset by cost
reductions
·
Adjusted profit before tax down 61% to £3.5m
reflecting increased interest costs
·
Adjusted, diluted earnings per share reduced to
0.6p reflecting relative strength of Offshore Services which has a
28% non-controlling interest
·
Adjusted net debt increased to £11.1m (31 December
2022: £7.9m) with strong headroom of £17.8m
·
Proposed dividend of 1.0p per share (2022: 1.4p)
reflecting the Board's confidence in the Group's medium-term
prospects while acknowledging the lower level of profit in
2023
·
Actions taken to reduce cost, reduce complexity
and sharpen focus on our core sectors
1 Adjusted to
exclude amortisation of intangible assets identified in business
combinations, impairment of goodwill and other intangible assets,
exceptional items, fair value charges on acquisition of
non-controlling shares and, in the case of earnings, any related
tax.
2 The constant
currency movement is calculated by translating the 2022 results at
the 2023 exchange rates.
Chief Executive Officer, Rhona Driggs,
commented:
"We experienced challenging market
conditions throughout 2023 across all our markets and
sectors. In particular, our permanent placement business
declined significantly as client and candidate confidence remained
low. Against this backdrop I am pleased to report that our
Offshore Services operation proved their strength and resilience,
delivering year-on-year growth.
We continue to focus on simplifying
our operations and have made substantial progress in improving our
operating models in our core sectors (Professional, IT, Healthcare)
in order to drive increased productivity and maximise opportunities
with our clients. We believe these changes will be key in driving
long-term value.
Challenging market conditions are
expected to continue throughout the first half of 2024, but I am
confident in our ability to navigate through this environment and
we are well positioned to respond as the market
recovers."
Investor presentation
Management will deliver an online
results presentation open to all existing and potential investors
via the Investor Meet Company platform on Tuesday 26
March 2024 at 4:00pm UK time.
Investors can sign up for free
via: https://www.investormeetcompany.com/empresaria-group-plc/register-investor.
The information contained within
this announcement is deemed by the Company to constitute inside
information as stipulated under the UK version of the EU Market
Abuse Regulation (2014/596) which is part of UK law by virtue of
the European Union (Withdrawal) Act 2018, as amended and
supplemented from time to time.
Enquiries:
Empresaria Group plc Rhona
Driggs, Chief Executive Officer
Tim Anderson, Chief Financial Officer
|
via Alma PR
|
Singer Capital Markets (Nominated Adviser and Joint
Broker) Shaun Dobson / Alex Bond
/ Angus Campbell
|
020 7496 3000
|
Cavendish Capital Markets Limited (Joint
Broker) Katy Birkin (Corporate
Finance)
Michael Johnson / Jasper Berry
(Sales)
|
020 7220 0500
|
Alma Strategic Communications (Financial PR)
Sam Modlin / Rebecca Sanders-Hewett / Will
Merison
|
020 3405 0205
empresaria@almastrategic.com
|
Notes for
editors:
§ Empresaria Group
plc is a global specialist staffing group. We are driven by
our purpose to positively impact the lives of people, while
delivering exceptional talent to our clients globally. We
offer temporary and contract recruitment, permanent recruitment and
offshore services across six sectors: Professional, IT, Healthcare,
Property, Construction & Engineering, Commercial and Offshore
Services.
§
Empresaria is structured in four
regions (UK & Europe, APAC, Americas and Offshore Services) and
operates from locations across the world including the four largest
staffing markets of the US, Japan, UK and Germany along with a
strong presence elsewhere in Asia Pacific and Latin
America.
§ Empresaria is
listed on AIM under ticker EMR. For more information visit
empresaria.com.
Chair's statement
2023 performance
2023 was a challenging year for the
Group with adverse macroeconomic conditions persisting throughout
the year and impacting all our regions. Despite this there were
some positive performances; it was particularly pleasing to see our
Offshore Services operation continue to demonstrate its strength
and resilience, growing both net fee income and profits.
People
As a result of market conditions in
2023, we significantly reduced our costs and, as part of this, our
headcount across the Group.
I want to acknowledge and thank all
of our teams for their hard work and dedication during what has
been a challenging period. Their perseverance and determination
stood out, and it is our people that will enable us to return to
growth and deliver on our potential.
Dividend
The Board has reviewed the dividend in line with the 2023 results
and the current trading environment. For the year ended 31 December
2023 we are proposing a dividend of 1.0p per share, reduced from
1.4p in the prior year. This reflects the Board's confidence in the
Group's medium-term prospects while acknowledging the lower level
of profit in 2023. Subject to shareholder approval at the Annual
General Meeting, the dividend will be paid on 13 June 2024 to
shareholders on the register on 24 May 2024.
Outlook
The challenging economic environment
has continued into 2024 and the outlook remains uncertain. We are,
however, confident that the actions we have taken, and continue to
take, to simplify our leadership and operational structures and
create focus around our core operations, alongside the strength of
our Offshore Services offering, leave us well positioned to benefit
as and when market conditions improve and will enable us to realise
the growth potential of the Group.
Penny Freer
Chair
25 March 2024
Chief Executive's review
2023 performance overview
2023 was a challenging year as
adverse market conditions persisted across the staffing sector and,
as a result, we experienced declining demand across all of our
regions.
The most significant impact was on
permanent recruitment as clients deferred hiring decisions and
candidates were less confident about moving roles. The slowing of
the global IT staffing sector and Healthcare in the US also
affected our temporary and contract business.
Our Offshore Services sector
delivered year-on-year growth despite the challenging market
conditions in the US which was more than offset by demand in
Healthcare in the UK.
I am proud of our team and the
resilience they demonstrated in navigating these difficult market
conditions.
Throughout 2023 we took clear action
to control costs and, as a result, our headcount, excluding
Offshore Services, reduced by 17% over the course of the year. We
are focussed on simplifying how we operate to reduce complexity,
creating greater opportunities for cross selling across our core
sectors. We have streamlined our leadership structure and brought
our core sector businesses under a single leader in key markets
such as the UK and the US. This will allow us to maximise our
opportunities for cross selling across our core sectors and we have
also been able to reduce the size of our senior management team,
without impacting collaboration across the Group.
We also accelerated the roll out of
our '180 operating model', in markets that had not already adopted
it, separating our sales and delivery functions into specialised
teams. This model creates greater focus for both our clients and
candidates and will improve productivity, enhance the candidate and
client experience, and create greater career opportunities for our
staff. This transition is largely complete in our core sectors and
markets.
As part of our focus on core sectors
and markets, we took steps to streamline some of our operations to
offer a more succinct go to market proposition for our clients. We
merged our UK marketing brand into our lead Professional brand
enabling us to offer marketing recruitment services seamlessly
across a wider client base. We also took the decision to close our
loss-making Vietnam operation. We are continuing to review the
sub-sectors and markets in which the Group operates. We have
identified four of our smaller operations, in either markets or
sectors where we do not plan to invest, that we will exit during
2024. These would not have a material impact on the net fee income
or profits of the Group but would continue the process of
simplification and focus.
Delivering on our
strategy
We have been on a transformative
journey, transitioning from a large collection of disconnected
brands to a more cohesive group with a common purpose, strategy,
and values, supported by centralised functions.
Over the past year we have made good
progress on our three key pillars for growth.
Our first pillar is focussed on our
core sectors of Professional, IT and Healthcare in key markets
where we see the greatest opportunity for growth. As mentioned, we
have brought these core sectors under a single leader in each
country to ensure we are positioned to capitalise when the market
recovers. These changes will help accelerate our growth, cross sell
our services more effectively to our existing client base, and
create a greater value proposition for new clients.
Our growth ambition is largely built
on organic activity. We recently launched our lead Professional
recruitment brand in the US enabling us to provide a wider range of
services to our well established client base in IT and Healthcare.
We continue to review acquisition opportunities as they arise but
will only consider future acquisitions in our core sectors and key
markets, and only when timing and circumstances are
right.
In our second pillar we are focussed
on diversifying our service offering to clients, building strategic
partnerships and cross selling our recruitment services to our
client base. We have seen good progress with offering RPO solutions
to our clients in Asia, in particular the Philippines, and in the
UK we became strategic partners to several large MSP programmes for
which we are leveraging our offshore delivery engine.
Our third pillar is to deliver
continued growth in Offshore Services. We are pleased to have
been able to deliver growth in both net fee income and profits in
2023, despite the adverse market conditions. We have also made good
progress in increasing penetration of our clients through our
diversified service offering. Accounting and finance support
services are now 10% of our net fee income and we have had a good
initial response to our marketing solutions offering.
Our strategy is underpinned by
investment in technology, people and process. We have continued to
enhance our technology platforms with all but one of our core
sector businesses now on our global front office system. Our global
database gives our delivery teams access to a wider set of
candidates and allows our sales teams to more effectively identify
cross selling opportunities. In 2023 we piloted a data analytics
tool which will further drive productivity and we rolled this out
across our core sectors at the start of 2024. In addition, our use
of automation to support our candidate communications and
compliance has meant that we have replaced 84,000 hours of manual
tasks, reducing the administrative burden on our consultants while
enhancing the candidate experience.
Our people are our most important
asset, and we continue to invest in their development. Last year we
launched our leadership development programme to equip our leaders
with the skills and knowledge to drive growth and create a more
sustainable business model for the future. We have also expanded
our Top Talent Programme that was launched in Asia in 2022 to
include the UK and Europe and this will be expanded further in
2024.
Update on roadmap to £20m
In October 2022, we laid out the
roadmap to deliver our ambition of achieving £20m of operating
profit in the medium term. Despite the setback from market
conditions in 2023, we continue to believe this is an achievable
goal and we have made good progress on our key pillars for growth.
As we progress through 2024, we will have a clearer picture of how
the market is recovering and will provide updates on our
progress.
Outlook
Market conditions remain challenging
and are expected to continue to be throughout the first half of
2024. We are cautiously optimistic that we will see an improvement
in market sentiment in the second half of the year. We are seeing
some positive movement in overall activity levels with our more
focussed approach to sales and delivery. We are confident that
alongside this, the actions we have taken, and continue to take, to
streamline our operations and focus on our core sectors will enable
us to execute our strategy more quickly and effectively and realise
our growth ambitions.
Rhona Driggs
Chief Executive Officer
25 March 2024
Operating review
UK
& Europe
£m
|
2023
|
2022
|
Revenue
|
116.8
|
124.9
|
Net fee income
|
24.9
|
28.4
|
Adjusted operating profit
|
3.0
|
4.7
|
% of Group net fee income
|
43%
|
43%
|
Average number of staff
|
247
|
272
|
In UK & Europe, revenue reduced
by 6% (8% in constant currency), net fee income reduced by 12% (13%
in constant currency) and adjusted operating profit was down by 36%
(38% in constant currency).
In the UK, net fee income reduced by
21% year-on-year with operating profit down by two-thirds. The fall
in net fee income was primarily driven by a reduction in permanent
hiring, which was down 30%, while temporary and contract net fee
income was down 9%. Our largest sectors in the UK are IT and
Professional and both saw significant reductions in net fee income
with falls in demand seen across our client base. Towards the end
of 2023 we brought our core operations in the UK under a single
leader with a single management structure and we expect this to
deliver significant benefits including through improving efficiency
and increasing cross selling.
In Finland, our Healthcare business
showed some improvements after a challenging 2022 with net fee
income up 12% year on year. The operation recorded a small loss in
the year but this was much reduced from the prior year.
In Germany, where our operations are
focussed on the Commercial sector, we delivered a 2% decrease in
net fee income with profits down 8%. Our best performance came from
our operation that supports maintenance activity for businesses
associated with the automotive industry, which delivered strong
growth in both net fee income and profits. Our logistics operation
delivered 3% growth in net fee income, but a 6% fall in profits
reflecting inflationary pressures on its cost base. Our temporary
staffing business has continued to deliver weaker results with
falls in both net fee income and profits and a significant impact
from strike actions at key clients in the latter part of the
year.
Our operation in Austria is similar
in nature to our temporary business in Germany and delivered solid
results in the year with net fee income down 3%, but profits up
12%.
At the start of 2024 we brought our
Commercial operations in Germany and Austria together under a
single leader. This will create a more efficient structure and
improve our ability to cross sell within and between these
countries.
APAC
£m
|
2023
|
2022
|
Revenue
|
51.9
|
49.9
|
Net fee income
|
13.6
|
15.8
|
Adjusted operating
(loss)/profit
|
(0.8)
|
0.8
|
% of Group net fee income
|
23%
|
24%
|
Average number of staff
|
304
|
292
|
In our APAC region revenue increased
by 4% (9% in constant currency) and net fee income reduced by 14%
(10% in constant currency). Overall, the region delivered a loss of
£0.8m.
Our IT operations were impacted by
the global fall in IT demand and Japan, our largest contributor in
the region, saw net fee income fall by almost a fifth. Reductions
were seen across both permanent, and temporary and contract hiring
with key clients significantly reducing hiring requirements and
contractor headcount at the end of 2022.
In Australia, our operation is
focussed on digital and creative roles within our Professional
sector. Results in 2023 continued to be disappointing after a poor
2022, with further falls in net fee income and an increase in the
level of losses. Further action has been taken on the cost base of
this operation in order to look to eliminate these
losses.
The Philippines performed strongly
in the year delivering net fee income growth of 20%. We achieved a
new record level of net fee income and had ongoing success from our
project RPO offering which accounted for more than 40% of net fee
income in the year. We are looking to replicate this RPO success
across the region.
Our aviation operation, which has
offices in New Zealand, Singapore and Sweden, started to show
improvement in trading, particularly in the second half of the
year, with net fee income up by a third on 2022. We have seen
success in expanding our operation into other roles in the industry
and in growing permanent placements alongside our traditional pilot
leasing offering. Although this operation continues to generate
losses, we are pleased to see these improvements in
trading.
In Thailand, the election in the
year created significant political uncertainty. This led to a
significant drop in demand, particularly from our international
clients, as they adopted a wait and see approach to hiring. As a
result, both net fee income and profits fell significantly compared
to 2022.
In Singapore, which generated a
record level of net fee income in 2022, we had a much more
challenging year. Net fee income was down a quarter with permanent
placement down significantly, partially offset by some promising
improvements in temporary and contract. With the strong 2022
performance, significant investment in headcount had been made in
that year and despite actions taken in 2023, the higher cost base
at the start of the year meant that this operation delivered a
loss.
Elsewhere in the region, Indonesia
and Malaysia saw significant reductions in demand and as a result
net fee income and profits reduced year-on-year. We took the
decision to close our loss-making Vietnam operation in October 2023
in line with our strategy of focussing on markets where we see the
greatest opportunity for growth.
Americas
£m
|
2023
|
2022
|
Revenue
|
55.9
|
62.7
|
Net fee income
|
6.1
|
8.7
|
Adjusted operating
(loss)/profit
|
(0.9)
|
1.5
|
% of Group net fee income
|
10%
|
13%
|
Average number of staff
|
131
|
160
|
In the Americas, revenue fell by 11%
(12% in constant currency) and net fee income fell by 30% (31% in
constant currency). Overall, the region delivered a loss of
£0.9m.
Our US operations were the main
driver of these results with net fee income reducing by half from
2022. In the US we operate primarily in the IT and Healthcare
sectors, both of which saw sharp falls in demand during the year.
In IT we were impacted by a combination of the general decline in
IT staffing demand, particularly for permanent staff, alongside the
collapse of Silicon Valley Bank which impacted a large number of
our clients. While we have made good progress in broadening our
client base and expanding our temporary and contract opportunities,
demand remains extremely subdued. Healthcare demand has also
dropped significantly, with the elevated pay levels seen in the
last few years also dropping back. In August 2023, we launched our
lead Professional brand in the US, targeting our existing client
base, and enabling us to deliver to all of our core sectors in one
of our key markets. It is early days for this new offering and, as
expected, it contributed a loss in its first months of
trading.
Our operations in Chile, which are
focussed on the Commercial sector, had a strong year with net fee
income up by 11% and profits up by a quarter. We have seen good
success in offering multiple services to our clients in order to
increase client penetration.
In Peru, we have seen ongoing
disruption following recent changes to outsourcing laws. As a
result, net fee income and profits fell year-on-year. We are
confident that these have now settled down and that this operation
is well positioned to return to growth.
Offshore Services
£m
|
2023
|
2022
|
Revenue
|
26.9
|
25.3
|
Net fee income
|
14.0
|
13.5
|
Adjusted operating profit
|
7.5
|
7.1
|
% of Group net fee income
|
24%
|
20%
|
Average number of staff
|
2,565
|
2,481
|
Offshore Services had a strong 2023,
delivering year-on-year growth despite the wider market conditions.
Revenue increased by 6% (13% in constant currency), net fee income
increased by 4% (9% in constant currency) and profits were up 6%
(12% in constant currency). Our operations support the
staffing sector, principally in the US and the UK, and provide any
aspect of the end-to-end recruitment process alongside compliance,
finance and accounting, and other services. Clients are
predominantly third-party staffing companies, but this operation
also plays an important role in supporting activity across the
Group. We operate from two locations in India and one in the
Philippines.
In the UK, demand from our
healthcare clients remained strong for the majority of the year,
albeit not showing the significant growth we have seen in the last
two years. Towards the end of 2023 we saw some reduction as clients
adjusted to lower demand from the NHS as it looks to manage its
approach to agency spend.
In the US, in the first half of 2023
we saw a continuation of the reduction in demand that started in
2022. This was driven by the general weakness in US staffing, and
particularly from IT recruiters which are the majority of our US
clients. This stabilised in the second half of the year but has yet
to show significant signs of a return to sustained growth. We
remain confident that as and when conditions improve we will see an
increase in demand and a return to growth.
Sector summary
|
Revenue
|
Net fee
income
|
£m
|
2023
|
2022
|
2023
|
2022
|
Professional
|
59.7
|
56.5
|
14.6
|
18.7
|
IT
|
29.7
|
34.1
|
9.7
|
12.6
|
Healthcare
|
9.2
|
17.6
|
2.1
|
3.2
|
Property, Construction &
Engineering
|
9.4
|
9.2
|
2.0
|
2.2
|
Commercial
|
117.4
|
120.5
|
16.2
|
16.6
|
Offshore Services
|
26.1
|
24.9
|
14.0
|
13.1
|
Intragroup eliminations
|
(1.2)
|
(1.5)
|
(1.1)
|
(1.0)
|
Total
|
250.3
|
261.3
|
57.5
|
65.4
|
Professional saw good growth in
temporary and contract revenue, particularly from our lower margin
aviation contracts, which drove an overall increase in revenue of
6%. The significant fall in permanent placement activity,
particularly across APAC and the UK, meant that overall net fee
income was down 22% year-on-year.
In IT, revenue was down 13% and net
fee income was down 23% reflecting the significant fall in global
IT staffing demand.
Healthcare revenue was down 48%,
with net fee income down 34%, driven by our US Healthcare
operations.
Property, Construction &
Engineering, showed a small improvement in revenue which was up 2%
year-on-year with net fee income down 9%.
Our Commercial sector showed itself
to be fairly resilient with revenue down 3% and net fee income down
2% with a strong performance in Chile partially offsetting weaker
ones elsewhere.
Offshore Services performed strongly
despite the market conditions.
Finance review
Overview
The Group's 2023 results reflect
tough market conditions with revenue down 4%, net fee income down
12% and adjusted operating profit down by 50%. Higher net interest
costs due to the continued increase in base rates during the year
are reflected in a 61% decrease in adjusted profit before tax and,
when combined with a greater weighting of profit towards our
non-controlling interests, a 93% decrease in adjusted, diluted
earnings per share.
Our adjusted net debt has increased
during the year to £11.1m (2022: £7.9m). This increase was driven
by adverse foreign exchange movements, a higher proportion of tax
cash payments reflecting the impact of loss-making subsidiaries,
and cash outflows in other areas such as capital expenditure and
dividends. The reduction in net fee income did not result in a
significant net working capital inflow in 2023 as working capital
is primarily driven by revenue which fell by just 4% and much of
the working capital impact of this reduction was realised at the
end of 2022. The Group continues to have significant headroom in
its financing facilities with £17.8m of headroom (excluding invoice
financing) at 31 December 2023.
Income statement
|
2023
£m
|
2022
£m
|
%
change
|
%
change
constant
currency2
|
Revenue
|
250.3
|
261.3
|
-4%
|
-4%
|
Net fee income
|
57.5
|
65.4
|
-12%
|
-11%
|
Operating profit
|
1.7
|
8.8
|
-80%
|
|
Adjusted operating
profit1
|
5.1
|
10.2
|
-50%
|
-48%
|
Profit before tax
|
0.1
|
7.6
|
-99%
|
|
Adjusted profit before
tax1
|
3.5
|
9.0
|
-61%
|
|
Diluted (loss)/earnings per
share
|
(5.9)p
|
6.7p
|
-188%
|
|
Adjusted, diluted earnings per
share1
|
0.6p
|
8.8p
|
-93%
|
|
1 Adjusted to exclude amortisation of intangible assets
identified in business combinations, impairment of goodwill and
other intangible assets, exceptional items, fair value charges on
acquisition of non-controlling shares and, in the case of earnings,
any related tax. See note 6 for a reconciliation between profit
before tax and adjusted profit before tax.
2 The constant currency movement is calculated by translating
the 2022 results at the 2023 exchange rates.
Revenue decreased by 4% (4% in
constant currency) with net fee income decreasing by 12% (11% in
constant currency). The fall in net fee income reflects the revenue
mix with net fee income from permanent placement down 25% and
temporary and contract down 10% partially offset by a strong
performance in offshore services which grew 8%. Staff productivity
was impacted by the market conditions and although significant
actions were taken to reduce costs, adjusted operating profit was
down 50% from 2022.
A detailed analysis of the results
by region is provided in the operating review. Central costs
reduced slightly to £3.7m (2022: £3.9m).
Adjusted profit before tax decreased
by 61% to £3.5m reflecting the reduction in adjusted operating
profit and an increased net interest cost due to the impact of
higher interest rates. The reported profit before tax of £0.1m
(2022: £7.6m) additionally reflects amortisation of intangible
assets identified in business combinations of £1.2m (2022: £1.4m),
a charge for impairment of goodwill of £1.5m (2022: £nil),
exceptional items of £0.6m (2022: £nil) and a fair value charge on
acquisition of non-controlling shares of £0.1m (2022:
£nil).
The impairment of goodwill was in
our UK & Europe region and reflects recent poor results in our
operations in the Healthcare, and Property, Construction &
Engineering sectors and a more pessimistic view on the time frame
for these to improve. Further details are provided in note
8.
Exceptional items reflect the costs
of closing our Vietnam operation in the second half of 2023
(£0.3m), along with the costs associated with making changes to the
Group's senior management (£0.3m) as discussed in more detail in
the Chief Executive's review.
The total tax charge for the year is
£1.4m (2022: £2.8m) which, due to the low level of profit before
tax, does not result in a meaningful effective tax rate (2022:
37%). On an adjusted basis, the effective rate is 46% (2022: 34%).
The effective tax rate is higher than the underlying tax rates due
to a number of factors, including:
• expenses
not deductible for tax purposes (£0.1m);
•
withholding taxes, dividend taxes, and deferred tax liabilities on
unremitted earnings in respect of our overseas operations (£0.4m);
and
• deferred
tax assets not recognised for certain tax losses around the Group
(£0.9m),
partially offset by:
• expenses
with enhanced deductions for tax purposes (£0.1m); and
• the
recognition of prior year losses (£0.3m).
Adjusted, diluted earnings per share
decreased by 93% to 0.6p. This reflects the decrease in adjusted
profit before tax and an increase in the proportion of profits
allocated to non-controlling interests due to the strong
performance in our Offshore Services operation where there is a 28%
non-controlling interest. Reported diluted earnings per share
decreased to a loss of 5.9p reflecting the above and the impact of
impairment charges and
exceptional items in the
year.
Balance sheet
|
2023
|
2022
|
|
£m
|
£m
|
Goodwill and other intangible
assets
|
36.6
|
40.1
|
Trade and other
receivables
|
44.7
|
46.7
|
Cash and cash equivalents
|
17.1
|
22.3
|
Right-of-use assets
|
6.4
|
7.5
|
Other assets
|
8.1
|
7.2
|
Total assets
|
112.9
|
123.8
|
|
|
|
Trade and other payables
|
(31.5)
|
(33.3)
|
Borrowings
|
(27.9)
|
(29.6)
|
Lease liabilities
|
(6.9)
|
(7.9)
|
Other liabilities
|
(3.7)
|
(4.0)
|
Total liabilities
|
(70.0)
|
(74.8)
|
|
|
|
Net assets
|
42.9
|
49.0
|
Goodwill and other intangible assets
arise from the investments and acquisitions the Group has made. At
31 December 2023 the balance was £36.6m (2022: £40.1m) with the
movement in 2023 due to £1.4m of amortisation of intangible assets
(2022: £1.6m), foreign exchange losses of £1.0m (2022: gains of
£1.8m), impairment charges of £1.5m (2022: £nil) and additions of
£0.4m (2022: £0.1m).
Trade and other receivables include
trade receivables of £31.0m (2022: £33.3m) with the decrease from
2022 reflecting the trading performance and mix. Average debtor
days for the Group in 2023 reduced to 41 (2022: 45), with debtor
days at 31 December 2023 of 41 (2022: 43). The income statement
includes a charge of £0.3m (2022: £nil) in respect of impairment
losses on trade receivables.
Cash and borrowings are discussed in
the financing section below.
Cash flow
The Group is typically highly cash
generative with an historically strong correlation between pre-tax
profits and cash flows. The Group measures its free cash flow as a
key performance indicator and defines this as net cash from
operating activities per the cash flow statement, excluding cash
flows related to pilot bond liabilities (see financing section
below) and after deducting payments made under lease
agreements.
|
2023
|
2022
|
|
£m
|
£m
|
Net cash inflow from operating
activities
per cash flow statement
|
5.5
|
14.7
|
Remove cash flows related to pilot
bonds
|
0.3
|
0.1
|
Deduct payments under lease
agreements
|
(5.4)
|
(5.3)
|
Free cash flow
|
0.4
|
9.5
|
Taxation
|
3.2
|
4.2
|
Free cash flow (pre-tax)
|
3.6
|
13.7
|
Free cash flow in 2023 was
significantly lower than 2022, with the largest drivers being the
reduction in profits and a large working capital inflow of £3.5m in
2022 compared to a £0.1m working capital inflow in 2023 (both
excluding pilot bonds). The Group also presents a pre-tax free cash
flow measure as tax payments in a global business can be
volatile.
The Group utilised its free cash
flow as follows:
|
2023
|
2022
|
|
£m
|
£m
|
Free cash flow
|
0.4
|
9.5
|
Purchase of shares in existing
subsidiaries
|
(0.1)
|
(0.1)
|
Purchase of property, plant and
equipment, and software
|
(1.4)
|
(2.1)
|
Dividends paid to owners of
Empresaria Group plc
|
(0.7)
|
(0.6)
|
Dividends paid to non-controlling
interests
|
(0.9)
|
(0.4)
|
Purchase of own shares in Employee
Benefit Trust
|
(0.3)
|
(0.3)
|
Other items
|
(0.2)
|
0.1
|
(Increase)/decrease in adjusted net
debt
|
(3.2)
|
6.1
|
Purchase of property, plant and
equipment, and software of £1.4m includes ongoing investments in
the office, IT and infrastructure of our Offshore Services
operation. Spend is much reduced from 2022 reflecting the lower
levels of headcount growth. Dividends paid to our shareholders were
£0.7m (2022: £0.6m) reflecting the increased dividend paid in the
year. The Group has continued to purchase Empresaria shares,
transferring these into the Employee Benefit Trust to satisfy
future share option exercises, and these purchases totalled £0.3m
in 2023 (2022: £0.3m). Dividends paid to non-controlling interests
were £0.9m (2022: £0.4m) with the increase reflecting the growth of
Offshore Services.
Financing
The Group's treasury function is
managed centrally and the Group's financial risk management
policies are set out in note 23 of the annual report.
|
2023
|
2022
|
|
£m
|
£m
|
Cash and cash equivalents
|
17.1
|
22.3
|
Pilot bonds
|
(0.3)
|
(0.6)
|
Adjusted cash
|
16.8
|
21.7
|
|
|
|
Overdrafts
|
(15.2)
|
(17.1)
|
Invoice financing
|
(3.2)
|
(3.5)
|
Bank loans
|
(9.5)
|
(9.0)
|
Total borrowings
|
(27.9)
|
(29.6)
|
|
|
|
Adjusted net debt
|
(11.1)
|
(7.9)
|
Adjusted net debt at 31 December
2023 increased to £11.1m (2022: £7.9m) reflecting the cash flows
discussed above. Adjusted net debt excludes cash of £0.3m (2022:
£0.6m) held to match pilot bonds within our aviation business.
Where required by the client, pilot bonds are taken at the start of
the pilot's contract and are repayable to the pilot or the client
during the course of the contract or if it ends early. There is no
legal restriction over this cash, but given the requirement to
repay it over a three-year period and that to hold these is a
client requirement, we exclude cash equal to the amount of the
bonds when calculating our adjusted net debt measure. Movements in
the level of bonds have no impact on our adjusted net debt
measure.
During 2023, the month-end average
adjusted net debt position was £8.3m (2022: £11.0m) with a month
end high of £11.1m at 31 December (2022: £16.1m at 28 February) and
a month end low of £6.2m at 31 January (2022: £7.9m at 31
December).
Our debt to debtors ratio (adjusted
net debt as a percentage of trade receivables) has increased to 36%
(2022: 24%) reflecting the increase in adjusted net debt. We
continue to target a sustained debt to debtors position of
25%.
Total borrowings were £27.9m (2022:
£29.6m) being bank overdrafts of £15.2m (2022: £17.1m), invoice
financing of £3.2m (2022: £3.5m) and bank loans of £9.5m (2022:
£9.0m). The Group's borrowings are principally held to fund working
capital requirements and are mainly due within one year. As at 31
December 2023, £9.2m of borrowings are shown as non-current (2022:
£0.5m) with the increase reflecting the revolving credit facility
which was refinanced in March 2023 (see note 12).
The Group maintains a range of
facilities to manage its working capital and financing
requirements. At 31 December 2023 the Group had facilities
totalling £50.8m (2022: £54.8m).
|
2023
|
2022
|
|
£m
|
£m
|
UK facilities
|
|
|
Overdrafts
|
10.0
|
10.0
|
Revolving credit facility
|
15.0
|
15.0
|
Invoice financing
facility
|
7.5
|
10.0
|
Total UK facilities
|
32.5
|
35.0
|
Continental Europe
facilities
|
12.1
|
12.4
|
APAC facilities
|
1.8
|
2.3
|
Americas facilities
|
4.4
|
5.1
|
|
50.8
|
54.8
|
Undrawn facilities (excluding
invoice financing)
|
17.8
|
17.9
|
Undrawn facilities have remained at
a high level with improved cash efficiency offsetting the increase
in adjusted net debt.
Covenants are tested on a quarterly
basis in respect of the revolving credit facility and all covenants
were met during the year. The covenants, and our performance
against them at 31 December 2023, are as follows:
Covenant
|
Target
|
Actual
|
Net debt: EBITDA
|
<2.5
times
|
1.2
|
Interest cover
|
>4.0
times
|
5.2
|
Management equity
As highlighted in previous annual
reports, the Group has moved away from issuing second generation
equity schemes for incoming subsidiary management and has put in
place appropriate alternative incentive schemes. Existing
shareholdings and commitments remain in place and continue to be
reflected in these accounts.
There is no legal obligation on the
Group to acquire the shares held by management at any time. Further
information is provided in note 27 of the annual report.
During the year the Group acquired
shares from management for total consideration of £0.1m.
Dividend
During the year, the Group paid a
dividend of 1.4p per share in respect of the year ended 31 December
2022. For the year ended 31 December 2023, the Board is proposing a
dividend of 1.0p per share. Subject to shareholder approval at the
Annual General Meeting, the dividend will be paid on 13 June 2024
to shareholders on the register on 24 May 2024.
Going concern
The Board has undertaken a recent
and thorough review of the Group's budget, forecasts and associated
risks and sensitivities. Given the latest forecasts and early
trading performance, the Group is expected to be able to continue
in operational existence for the foreseeable future, being a period
of at least 12 months from the date of approval of these accounts.
As a result, the going concern basis continues to be appropriate in
preparing the financial statements. Further details on going
concern are found in note 1 of the annual report.
Tim
Anderson
Chief Financial Officer
25 March 2024
Consolidated income statement
for the year ended 31 December
2023
|
|
2023
|
2022
|
|
Note
|
£m
|
£m
|
|
|
|
|
Revenue
|
2
|
250.3
|
261.3
|
Cost of sales
|
|
(192.8)
|
(195.9)
|
Net
fee income
|
2
|
57.5
|
65.4
|
Administrative costs
|
|
(52.4)
|
(55.2)
|
Adjusted operating profit
|
2
|
5.1
|
10.2
|
Exceptional items
|
3
|
(0.6)
|
-
|
Fair value on acquisition of
non-controlling shares
|
|
(0.1)
|
-
|
Impairment of goodwill
|
8
|
(1.5)
|
-
|
Amortisation of intangible assets
identified in business combinations
|
9
|
(1.2)
|
(1.4)
|
Operating profit
|
|
1.7
|
8.8
|
Finance income
|
4
|
0.6
|
0.3
|
Finance costs
|
4
|
(2.2)
|
(1.5)
|
Net finance costs
|
4
|
(1.6)
|
(1.2)
|
Profit before tax
|
|
0.1
|
7.6
|
Taxation
|
5
|
(1.4)
|
(2.8)
|
(Loss)/profit for the year
|
|
(1.3)
|
4.8
|
|
|
|
|
Attributable to:
|
|
|
|
Owners of Empresaria Group
plc
|
|
(2.9)
|
3.4
|
Non-controlling interests
|
|
1.6
|
1.4
|
|
|
(1.3)
|
4.8
|
|
|
|
|
|
|
Pence
|
Pence
|
Earnings per share
|
|
|
|
Basic
|
7
|
(5.9)
|
6.9
|
Diluted
|
7
|
(5.9)
|
6.7
|
|
|
|
|
Details of adjusted earnings per
share are shown in note 7.
Consolidated statement of comprehensive
income
for the year ended 31 December
2023
|
2023
|
2022
|
|
£m
|
£m
|
|
|
|
(Loss)/profit for the year
|
(1.3)
|
4.8
|
Other comprehensive income
|
|
|
Items that may be reclassified
subsequently to the income statement:
|
|
|
Exchange differences on translation
of foreign operations
|
(2.2)
|
2.6
|
Items that will not be reclassified
to the income statement:
|
|
|
Exchange differences on translation
of non-controlling interests in foreign operations
|
(0.4)
|
0.3
|
Other comprehensive (loss)/income for the
year
|
(2.6)
|
2.9
|
Total comprehensive (loss)/income for the
year
|
(3.9)
|
7.7
|
|
|
|
Attributable to:
|
|
|
Owners of Empresaria Group
plc
|
(5.1)
|
6.0
|
Non-controlling interests
|
1.2
|
1.7
|
|
(3.9)
|
7.7
|
Consolidated balance sheet
as at 31 December 2023
|
|
2023
|
2022
|
|
Note
|
£m
|
£m
|
Non-current assets
|
|
|
|
Property, plant and
equipment
|
|
2.4
|
2.8
|
Right-of-use assets
|
|
6.4
|
7.5
|
Goodwill
|
8
|
29.7
|
31.9
|
Other intangible assets
|
9
|
6.9
|
8.2
|
Deferred tax assets
|
|
5.7
|
4.4
|
|
|
51.1
|
54.8
|
Current assets
|
|
|
|
Trade and other
receivables
|
10
|
44.7
|
46.7
|
Cash and cash equivalents
|
|
17.1
|
22.3
|
|
|
61.8
|
69.0
|
Total assets
|
|
112.9
|
123.8
|
|
|
|
|
Current liabilities
|
|
|
|
Trade and other payables
|
11
|
31.5
|
33.3
|
Current tax liabilities
|
|
1.3
|
1.5
|
Borrowings
|
12
|
18.7
|
29.1
|
Lease liabilities
|
|
4.3
|
5.3
|
|
|
55.8
|
69.2
|
Non-current liabilities
|
|
|
|
Borrowings
|
12
|
9.2
|
0.5
|
Lease liabilities
|
|
2.6
|
2.6
|
Deferred tax liabilities
|
|
2.4
|
2.5
|
|
|
14.2
|
5.6
|
Total liabilities
|
|
70.0
|
74.8
|
Net
assets
|
|
42.9
|
49.0
|
|
|
|
|
Equity
|
|
|
|
Share capital
|
|
2.5
|
2.5
|
Share premium account
|
|
22.4
|
22.4
|
Merger reserve
|
|
0.9
|
0.9
|
Equity reserve
|
|
(10.2)
|
(10.2)
|
Translation reserve
|
|
1.6
|
3.8
|
Retained earnings
|
|
19.2
|
23.4
|
Equity attributable to owners of Empresaria Group
plc
|
|
36.4
|
42.8
|
Non-controlling interests
|
|
6.5
|
6.2
|
Total equity
|
|
42.9
|
49.0
|
|
|
|
|
Consolidated cash flow statement
for the year ended 31 December
2023
|
2023
|
2022
|
|
£m
|
£m
|
(Loss)/profit for the year
|
(1.3)
|
4.8
|
Adjustments for:
|
|
|
Depreciation of property, plant and
equipment, and software amortisation
|
1.5
|
1.1
|
Depreciation of right-of-use
assets
|
5.4
|
5.4
|
Fair value charge on acquisition of
non-controlling shares
|
0.1
|
-
|
Impairment of goodwill
|
1.5
|
-
|
Amortisation of intangible assets
identified in business combinations
|
1.2
|
1.4
|
Share-based payments
|
(0.3)
|
0.3
|
Net finance costs
|
1.6
|
1.2
|
Taxation
|
1.4
|
2.8
|
|
11.1
|
17.0
|
Decrease in trade and other
receivables
|
0.2
|
6.9
|
Decrease in trade and other payables
(including pilot bonds outflow of £0.3m (2022: outflow of
£0.1m))
|
(0.4)
|
(3.5)
|
Cash generated from operations
|
10.9
|
20.4
|
Finance costs paid
|
(2.2)
|
(1.5)
|
Income taxes paid
|
(3.2)
|
(4.2)
|
Net
cash inflow from operating activities
|
5.5
|
14.7
|
|
|
|
Cash flows from investing activities
|
|
|
Purchase of property, plant and
equipment, and software
|
(1.4)
|
(2.1)
|
Finance income received
|
0.6
|
0.3
|
Net
cash outflow from investing activities
|
(0.8)
|
(1.8)
|
|
|
|
Cash flows from financing activities
|
|
|
Decrease in overdrafts
|
(1.7)
|
(1.8)
|
Proceeds from bank loans
|
1.0
|
-
|
Repayment of bank loans
|
(0.4)
|
(2.7)
|
Decrease in invoice
financing
|
(0.3)
|
(1.2)
|
Payment of obligations under
leases
|
(5.4)
|
(5.3)
|
Purchase of shares in existing
subsidiaries
|
(0.1)
|
(0.1)
|
Purchase of own shares in Employee
Benefit Trust
|
(0.3)
|
(0.3)
|
Dividends paid to owners of
Empresaria Group plc
|
(0.7)
|
(0.6)
|
Dividends paid to non-controlling
interests
|
(0.9)
|
(0.4)
|
Net
cash outflow from financing activities
|
(8.8)
|
(12.4)
|
|
|
|
Net
(decrease)/increase in cash and cash equivalents
|
(4.1)
|
0.5
|
Foreign exchange
movements
|
(1.1)
|
0.7
|
Cash and cash equivalents at
beginning of the year
|
22.3
|
21.1
|
Cash and cash equivalents at end of the year
|
17.1
|
22.3
|
|
|
|
|
2023
|
2022
|
|
£m
|
£m
|
Bank overdrafts at beginning of the year
|
(17.1)
|
(18.2)
|
Decrease in the year
|
1.7
|
1.8
|
Foreign exchange
movements
|
0.2
|
(0.7)
|
Bank overdrafts at end of the year
|
(15.2)
|
(17.1)
|
Cash, cash equivalents and bank overdrafts at end of the
year
|
1.9
|
5.2
|
1 Basis of preparation and general information
The financial information has been
abridged from the audited financial information for the year ended
31 December 2023.
The
financial information set out above does
not constitute the Company's consolidated statutory
accounts for the
years ended 31 December 2023 or 2022,
but is
derived from those
accounts. Statutory
accounts for 2022 have been delivered to
the Registrar of
Companies
and those for 2023
will be delivered
following the Company's Annual General Meeting. The Auditors have reported on
those accounts;
their reports were
unqualified, did not draw attention to any matters by way of emphasis without qualifying
their reports and did not contain statements under s498(2) or (3)
Companies Act 2006 or equivalent preceding
legislation.
Accounting policies have been
applied consistently with those set out in the 2022 financial
statements, as amended when relevant to reflect the adoption of new
standards, amendments and interpretations which became effective in
the year. During 2023 no new standards, amendments or
interpretations had a significant impact on the financial
statements.
In 2023, the Group has chosen to
make some changes to its presentation of the components of equity.
The Group's other reserves (31 December 2022: £(0.3)m, 31 December
2021: £(0.6)m), which included the share-based payment reserve (31
December 2022: £1.0m, 31 December 2021: £0.6m) and the exchange
differences on intercompany amounts treated as a net investment in
foreign operations (31 December 2022: £(1.3)m, 31 December 2021:
£(1.2)m), has been combined into other components of equity. The
share-based payment reserve has been combined into retained
earnings and the foreign exchange element has been combined with
the retranslation reserve into a single translation reserve. The
Group believes this provides a clearer and simpler presentation of
its equity components. These changes have been reflected in the
information presented for 2023, 2022 and 2021.
While the financial information
included in this preliminary announcement has been prepared in
accordance with the recognition and measurement criteria of
UK-adopted international Accounting Standards, this announcement
does not itself contain sufficient financial information to comply
with UK-adopted international Accounting Standards. The Group will
be publishing full financial statements that comply with UK-adopted
international Accounting Standards in April 2024.
2 Segment and revenue
analysis
Information reported to the Group's
Executive Committee, considered to be the chief operating decision
maker of the Group for the purpose of resource allocation and
assessment of segment performance, is based on the Group's four
regions.
The Group has one principal
activity, the provision of staffing and recruitment services,
delivered across a number of service lines, being permanent
placement, temporary and contract placement, and offshore
services.
The analysis of the Group's results
by region is set out below:
|
|
2023
|
2022
|
|
|
Revenue
|
Net fee
income
|
Adjusted operating profit/
(loss)
|
Revenue
|
Net fee
income
|
Adjusted
operating profit/
(loss)
|
UK & Europe
|
116.8
|
24.9
|
3.0
|
124.9
|
28.4
|
4.7
|
APAC
|
51.9
|
13.6
|
(0.8)
|
49.9
|
15.8
|
0.8
|
Americas
|
55.9
|
6.1
|
(0.9)
|
62.7
|
8.7
|
1.5
|
Offshore Services
|
26.9
|
14.0
|
7.5
|
25.3
|
13.5
|
7.1
|
Central costs
|
-
|
-
|
(3.7)
|
-
|
-
|
(3.9)
|
Intragroup eliminations
|
(1.2)
|
(1.1)
|
-
|
(1.5)
|
(1.0)
|
-
|
|
250.3
|
57.5
|
5.1
|
261.3
|
65.4
|
10.2
|
|
|
|
|
|
|
|
| |
3 Exceptional items
Exceptional items are those items
that in the Directors' view are required to be separately disclosed
by virtue of their size, nature or incidence. Adjusted operating
profit, adjusted profit before tax and adjusted earnings per share
are considered to be key measures in understanding the Group's
financial performance and exclude exceptional items.
|
2023
|
2022
|
|
£m
|
£m
|
Closure of Vietnam
Operation
|
0.3
|
-
|
Restructure of senior
management
|
0.3
|
-
|
|
0.6
|
0.3
|
4 Finance income and
costs
|
2023
|
2022
|
|
£m
|
£m
|
Finance income
|
|
|
Bank interest receivable
|
0.6
|
0.3
|
|
0.6
|
0.3
|
Finance costs
|
|
|
Invoice financing
|
(0.3)
|
(0.1)
|
Bank loans and overdrafts
|
(1.6)
|
(1.1)
|
Interest on lease
liabilities
|
(0.3)
|
(0.3)
|
|
(2.2)
|
(1.5)
|
Net
finance costs
|
(1.6)
|
(1.2)
|
|
|
|
5 Taxation
The tax expense for the year is as
follows:
|
2023
|
2022
|
|
£m
|
£m
|
Current tax
|
|
|
Current year income tax
expense
|
2.9
|
3.9
|
Adjustments in respect of prior
years
|
-
|
(0.1)
|
Total current tax expense
|
2.9
|
3.8
|
Deferred tax
|
|
|
On origination and reversal of
temporary differences
|
(1.1)
|
(1.0)
|
Relating to changes in tax
rates
|
(0.1)
|
-
|
Recognition of previously
unrecognised tax losses
|
(0.3)
|
-
|
Total deferred tax credit
|
(1.5)
|
(1.0)
|
Total income tax expense in the income
statement
|
1.4
|
2.8
|
6 Reconciliation of adjusted profit
before tax to profit before tax
|
2023
|
2022
|
|
£m
|
£m
|
Profit before tax
|
0.1
|
7.6
|
Exceptional items
|
0.6
|
-
|
Fair value charge on acquisition of
non-controlling shares
|
0.1
|
-
|
Impairment of goodwill
|
1.5
|
-
|
Amortisation of intangible assets
identified in business combinations
|
1.2
|
1.4
|
Adjusted profit before tax
|
3.5
|
9.0
|
7 Earnings per share
Basic earnings per share is assessed
by dividing the earnings attributable to the owners of Empresaria
Group plc by the weighted average number of shares in issue during
the year. Diluted earnings per share is calculated as for basic
earnings per share but adjusting the weighted average number of
shares for the diluting impact of shares that could potentially be
issued. For 2023 and 2022 these are all related to share options.
Reconciliations between basic and diluted measures are given
below.
The Group also presents adjusted
earnings per share which it considers to be a key measure of the
Group's performance. A reconciliation of earnings to adjusted
earnings is provided below.
|
2023
|
2022
|
|
£m
|
£m
|
Earnings attributable to owners of Empresaria Group
plc
|
(2.9)
|
3.4
|
Adjustments:
|
|
|
Exceptional items
|
0.6
|
-
|
Fair value charge on acquisition of
non-controlling shares
|
0.1
|
-
|
Impairment of goodwill
|
1.5
|
-
|
Amortisation of intangible assets
identified in business combinations
|
1.2
|
1.4
|
Tax on the above
|
(0.2)
|
(0.3)
|
Adjusted earnings
|
0.3
|
4.5
|
|
|
|
Number of shares
|
Millions
|
Millions
|
Weighted average number of shares -
basic
|
49.1
|
49.4
|
Dilution effect of share
options
|
0.7
|
1.5
|
Weighted average number of shares -
diluted
|
49.8
|
50.9
|
|
|
|
Earnings per share
|
Pence
|
Pence
|
Basic
|
(5.9)
|
6.9
|
Dilution effect of share
options
|
-
|
(0.2)
|
Diluted
|
(5.9)
|
6.7
|
|
|
|
Adjusted earnings per share
|
Pence
|
Pence
|
Basic
|
0.6
|
9.1
|
Dilution effect of share
options
|
-
|
(0.3)
|
Diluted
|
0.6
|
8.8
|
|
|
|
In 2023, all share options were
antidilutive for the purpose of assessing diluted earnings per
share in accordance with IAS 33 Earnings Per Share. As such,
diluted earnings per share and basic earnings per share were equal.
As these options are nil-cost options these were reflected as
dilutive in assessing adjusted, diluted earnings per share
presented above.
The weighted average number of
shares (basic) has been calculated as the weighted average number
of shares in issue during the year plus the number of share options
already vested less the weighted average number of shares held by
the Empresaria Employee Benefit Trust. The Trustees have waived
their rights to dividends on the shares held by the Empresaria
Employee Benefit Trust.
8 Goodwill
|
2023
|
2022
|
|
£m
|
£m
|
At 1 January
|
31.9
|
30.5
|
Impairment charge
|
(1.5)
|
-
|
Foreign exchange
movements
|
(0.7)
|
1.4
|
At
31 December
|
29.7
|
31.9
|
Goodwill is reviewed and tested for
impairment on an annual basis or more frequently if there is an
indication that goodwill might be impaired. Goodwill has been
tested for impairment by comparing the carrying amount of the group
of cash-generating units ('CGUs') the goodwill has been allocated
to, with the recoverable amount of those CGUs. The recoverable
amount of each group of CGUs is considered to be its value in use.
The key assumptions in assessing value in use are as
follows:
Operating profit and pre-tax cash flows
The operating profit and pre-tax
cash flows are based on the 2024 budgets approved by the Group's
Board. These budgets are extrapolated using short-term growth rate
forecasts over four years and long-term growth rates and margins
that are consistent with the business plans approved by the Group's
Board. These cash flows are discounted to present value to assess
the value in use.
Discount rates
The pre-tax, country-specific rates
used to discount the forecast cash flows range from 13.0% to 18.5%
(2022: 13.0% to 18.9%) reflecting current local market assessments
of the time value of money and the risks specific to the relevant
business. These discount rates reflect the estimated industry
weighted average cost of capital in each market and are based on
the Group's weighted average cost of capital adjusted for local
factors.
Pre-tax discount rates used by
region are as follows:
UK & Europe:
|
13.0% to 17.9% (2022: 13.0% to
18.0%)
|
APAC:
|
14.8% to 18.5% (2022: 13.8% to
18.9%)
|
Americas:
|
14.4% to 15.5% (2022: 13.3% to
16.0%)
|
Offshore Services:
|
15.1% (2022: 15.8%)
|
Growth rates
The growth rates used to extrapolate
beyond the most recent budgets and forecasts and to determine
terminal values are based upon IMF GDP growth forecasts for the
specific market. Longer-term growth rates ranged from 0.4% to 6.3%.
GDP growth is a key driver of our business and is therefore an
appropriate assumption in developing long-term
forecasts.
Long-term growth rates used by
region are as follows:
UK & Europe:
|
0.9% to 1.6% (2022: 1.3% to
1.5%)
|
APAC:
|
0.4% to 5.0% (2022: 0.4% to
5.1%)
|
Americas:
|
2.1% to 3.0% (2022: 1.9% to
3.0%)
|
Offshore Services:
|
6.3% (2022: 6.2%)
|
In 2023, an impairment charge of
£1.5m was recognised in respect of two businesses in the UK &
Europe region. Both businesses have performed more weakly in recent
years and have not yet recovered to previous performance levels and
as a result impairment charges have been booked. Before the
impairment charge was recognised the carrying value of the goodwill
was £2.5m and the recoverable amount was assessed as
£1.0m.
In 2022, no impairment of goodwill
was recognised.
As part of the impairment review,
reasonably possible changes in the growth rate and discount rate
assumptions have been considered to assess the impact on the
recoverable amount of each business. Were the long-term growth rate
to reduce to nil an impairment charge of £0.7m would be recorded in
respect of two businesses in our Americas region (2022: £0.1m for
one business in our APAC region and £0.1m for one business in our
Americas region). If the discount rate were to increase by 2% an
impairment charge of £0.6m (2022: £0.2m) would be recorded in
respect of two businesses in our Americas region (2022: £0.1m for
one business in our APAC region and £0.1m for one business in our
Americas region).
9 Other intangible
assets
|
Intangible assets identified in business
combinations
|
|
|
2023
|
Customer
relationships
|
Trade
names & marks
|
Sub total
|
Software
|
Total
|
|
£m
|
£m
|
£m
|
£m
|
£m
|
Cost
|
|
|
|
|
|
At 1 January
|
14.9
|
9.3
|
24.2
|
2.0
|
26.2
|
Additions
|
-
|
-
|
-
|
0.4
|
0.4
|
Disposals
|
-
|
-
|
-
|
(0.1)
|
(0.1)
|
Foreign exchange
movements
|
(0.8)
|
(0.4)
|
(1.2)
|
(0.1)
|
(1.3)
|
At 31 December
|
14.1
|
8.9
|
23.0
|
2.2
|
25.2
|
|
|
|
|
|
|
Accumulated amortisation
|
|
|
|
|
|
At 1 January
|
11.9
|
4.7
|
16.6
|
1.4
|
18.0
|
Charge for the year
|
0.6
|
0.6
|
1.2
|
0.2
|
1.4
|
Disposals
|
-
|
-
|
-
|
(0.1)
|
(0.1)
|
Foreign exchange
movements
|
(0.7)
|
(0.3)
|
(1.0)
|
-
|
(1.0)
|
At 31 December
|
11.8
|
5.0
|
16.8
|
1.5
|
18.3
|
|
|
|
|
|
|
Net
book value
|
|
|
|
|
|
At 31 December 2022
|
3.0
|
4.6
|
7.6
|
0.6
|
8.2
|
At
31 December 2023
|
2.3
|
3.9
|
6.2
|
0.7
|
6.9
|
As required under IFRS, the Group
reviewed these assets for indications of impairment as at 31
December 2023. Following this review, no impairment charges have
been reflected.
10 Trade and other
receivables
|
|
2023
|
2022
|
|
|
£m
|
£m
|
Current
|
|
|
|
Gross trade
receivables
|
|
31.8
|
34.1
|
Less provision for impairment of
trade receivables
|
|
(0.8)
|
(0.8)
|
Trade receivables
|
|
31.0
|
33.3
|
Prepayments
|
|
2.0
|
2.4
|
Accrued income
|
|
7.5
|
7.4
|
Corporation tax
receivable
|
|
1.2
|
0.9
|
Other receivables
|
|
3.0
|
2.7
|
|
|
44.7
|
46.7
|
Trade receivables include £18.1m
(2022: £20.1m) on which security has been given under bank
facilities.
11 Trade and other
payables
|
|
2023
|
2022
|
|
|
£m
|
£m
|
Current
|
|
|
|
Trade payables
|
|
2.0
|
2.4
|
Other tax and social
security
|
|
5.7
|
5.1
|
Pilot bonds
|
|
0.3
|
0.6
|
Client deposits
|
|
0.3
|
0.4
|
Temporary recruitment worker
wages
|
|
3.3
|
3.4
|
Other payables
|
|
1.9
|
1.6
|
Accruals
|
|
18.0
|
19.8
|
|
|
31.5
|
33.3
|
Pilot bonds represent unrestricted
funds held by our aviation business at the request of clients that
are repayable to the pilot over the course of a contract, typically
between three and five years. If the pilot terminates their
contract early, the outstanding bond is payable to the client. For
this reason the bonds are shown as a current liability. As at 31
December 2023, if the bonds were to be repaid in line with existing
contracts, £nil (2022: £0.3m) would be repayable in more than one
year.
12 Borrowings
|
2023
|
2022
|
|
£m
|
£m
|
Current
|
|
|
Bank overdrafts
|
15.2
|
17.1
|
Invoice financing
|
3.2
|
3.5
|
Bank loans
|
0.3
|
8.5
|
|
18.7
|
29.1
|
Non-current
|
|
|
Bank loans
|
9.2
|
0.5
|
|
9.2
|
0.5
|
Borrowings
|
27.9
|
29.6
|
The following key bank facilities
are in place at 31 December 2023:
|
|
|
|
Facility
limit
|
Outstanding
|
|
|
|
|
|
2023
|
2022
|
2023
|
2022
|
|
|
Currency
|
Maturity
|
Interest rate
|
£m
|
£m
|
£m
|
£m
|
|
Bank overdrafts
|
|
|
|
|
|
|
|
UK1
|
GBP2
|
On demand with annual
review
|
1% above applicable currency base
rates
|
10.0
|
10.0
|
8.0
|
6.3
|
|
Germany
|
EUR
|
On demand with annual
review
|
EURIBOR + 3.0%
|
11.3
|
11.5
|
5.5
|
8.7
|
|
USA
|
USD
|
On demand with annual
review
|
LIBOR + 2%
|
1.6
|
1.7
|
-
|
-
|
|
New Zealand
|
NZD
|
On demand with annual
review
|
New Zealand Base Lending Rate +
2%
|
0.5
|
0.5
|
-
|
-
|
|
|
|
|
|
|
|
|
|
|
Invoice financing
|
|
|
|
|
|
|
|
UK
|
GBP
|
On demand with annual
review
|
UK base rate + 1.47%
|
7.5
|
10.0
|
2.0
|
2.0
|
|
Chile
|
CLP
|
On demand with annual
review
|
Weighted average rate 12.8% (2022:
15.7%)
|
2.4
|
2.9
|
1.2
|
1.5
|
|
|
|
|
|
|
|
|
|
|
Bank loans
|
|
|
|
|
|
|
|
UK - Revolving Credit
Facility
|
GBP
|
2026
|
SONIA + 2% to 2.75%
|
15.0
|
15.0
|
9.0
|
8.0
|
|
Japan
|
JPY
|
2025-2028
|
Weighted average rate 0.6% (2022:
0.6%)
|
0.4
|
0.7
|
0.4
|
0.7
|
|
1 The UK overdraft is a net
overdraft arrangement across a number of UK entities. For facility
utilisation purposes these amounts are presented net in the table
above, but for accounting purposes cash and overdrawn balances are
presented gross in the balance sheet. The utilisation amount in the
table is net of £1.5m of cash shown within cash and cash
equivalents in the balance sheet (2022: £1.9m).
2 The UK overdraft can be drawn in a
number of different currencies with the overall facility limit
expressed in GBP.
The UK revolving credit facility is
secured by a first fixed charge over all book and other debts given
by the Company and certain of its UK, German, US and New Zealand
subsidiaries. It is also subject to financial covenants and these
are disclosed in the finance review. The UK invoice financing
facility is also secured by a fixed and floating charge over trade
receivables.
The UK revolving credit facility was
refinanced in March 2023 for three years with the same facility
limit of £15.0m.
13 Net debt
a) Net debt
|
2023
|
2022
|
|
£m
|
£m
|
Cash and cash equivalents
|
17.1
|
22.3
|
Borrowings
|
(27.9)
|
(29.6)
|
Net
debt
|
(10.8)
|
(7.3)
|
b) Adjusted net debt
|
2023
|
2022
|
|
£m
|
£m
|
Cash and cash equivalents
|
17.1
|
22.3
|
Less cash held in respect of pilot
bonds
|
(0.3)
|
(0.6)
|
Adjusted cash
|
16.8
|
21.7
|
Borrowings
|
(27.9)
|
(29.6)
|
Adjusted net debt
|
(11.1)
|
(7.9)
|
The Group presents adjusted net debt
as its principal debt measure. Adjusted net debt is equal to net
debt excluding cash held in respect of pilot bonds within our
aviation business. Where required by the client, pilot bonds are
taken at the start of the pilot's contract and are repayable to the
pilot or the client during the course of the contract or if it ends
early. There is no legal restriction over this cash, but given the
requirement to repay it over a three-year period, and that to hold
these is a client requirement, cash equal to the amount of the
bonds is excluded in calculating adjusted net debt.
c) Movement in adjusted net
debt
|
2023
|
2022
|
|
£m
|
£m
|
At 1 January
|
(7.9)
|
(14.0)
|
Net (decrease)/increase in cash and
cash equivalents per consolidated cash flow statement
|
(4.1)
|
0.5
|
Net decrease in overdrafts and
loans
|
1.1
|
4.5
|
Decrease in invoice
financing
|
0.3
|
1.2
|
Foreign exchange movement
|
(0.8)
|
(0.2)
|
Adjusted for decrease in cash held
in respect of pilot bonds
|
0.3
|
0.1
|
At 31 December
|
(11.1)
|
(7.9)
|
14 Dividends
|
2023
|
2022
|
|
£m
|
£m
|
Amount recognised as distribution to
equity holders in the year:
|
|
|
Final dividend for the year ended 31
December 2022 of 1.4p (2021: 1.2p) per share
|
0.7
|
0.6
|
|
|
|
Proposed final dividend for the year
ended 31 December 2023 of 1.0p (2022: 1.4p) per share
|
0.5
|
0.7
|
The proposed final dividend for the
year ended 31 December 2023 is subject to approval by shareholders
at the Annual General Meeting and has not been included as a
liability in these financial statements.