30
July 2024
Pod Point Group Holdings PLC
(Symbol: PODP)
(the
"Company", the
"Group" or "Pod
Point")
Half-year results for the six
months ended 30 June 2024
Good progress against
operational milestones and FY24 guidance
confirmed
Pod Point Group Holdings PLC, a
leading provider of Electric Vehicle ("EV") charging solutions in the UK, is
pleased to announce its interim results for 2024, in line with
expectations. The Group is making good progress against its
Powering Up strategic initiatives, particularly with the Home
segment returning to growth, cost restructuring actions and the
development of Energy Flex. 2024 guidance has been maintained
despite the more challenging EV market backdrop.
Melanie Lane, Chief Executive Officer of Pod Point,
said:
"Since joining Pod Point in May this
year, I have been pleased to see continued strong progress against
the Powering Up strategy and in our Energy Flex business in
particular. We remain on track to deliver against all of our
nine key operational milestones as well as our financial targets
for the current year, with our performance contrasting the weaker
than expected private EV demand so far in 2024."
Key
Financials
|
Six months to
30.06.24
|
Six months to
30.06.23
|
Period on period
change
|
Revenue
|
£28.1m
|
£30.6m
|
(8.2)%
|
Adjusted EBITDA(1)
|
£(8.8)m
|
£(6.8)m
|
(29.4)%
|
Loss Before Tax
|
£(18.7)m
|
£(32.8)m
|
43.0%
|
Closing cash and cash equivalents
|
£29.0m
|
£58.8m
|
£(29.8)m
|
(1) See Note 5 for definition of Adjusted EBITDA
Group Highlights
·
Installed base of communicating devices rose to
242k units, up 14% compared to H1 2023. Pod Point maintains
its leading position at scale in the UK
·
Revenue declined by 8% with planned reduction in
non-core activities within the UK Commercial segment more than
offsetting growth across our core segments
·
Return to growth in the Home segment with revenues
up 6.5% for H1 2024 vs. H1 2023, continuing the positive momentum
for this core segment despite a challenging 2024 market
·
Following maiden Energy Flex revenues in Q4 2023,
£0.2m revenue generated in H1 2024 (H1 2023: £nil) and on track to
deliver 2024 FY guidance of £0.3m
·
Gross margin of 32%, up 200 bps compared to H1
2023 driven by pricing, operational efficiency and mix
·
Adjusted EBITDA loss of £8.8m (H1 2023: loss of
£6.8m) driven by higher legacy overheads in advance of the benefits
from the cost reduction programmes in H2 2024, as well as some
investment in the new growth areas of Energy Flex and
International
·
H1 2024 Loss Before Tax of £18.7m (H1 2023:
£32.8m) including no further non-cash impairment charges required
in H1 2024 (H1 2023: £18.6m), and exceptional charges of £2.6m
relating to the restructuring programme in 2023, and £1.7m
provision relating to a supplier in administration
·
Healthy cash position of £29.0m (FY 2023: £48.7m)
and fully undrawn £30m EDF credit facility, providing the Group
with a robust liquidity position
·
Brand trust of our customers remains high, with
improved TrustPilot score to 4.4 (2023: 4.3)
·
The Group has now delivered six of its nine
Operational KPIs for the year and remains on track to deliver all
targets during 2024
Focus on UK Home and Workplace, plus Capital Light
International
·
Successful launch of the Solo 3S (Arch 5), our new
OCPP-compliant chargepoint , delivering a key 2024
objective
·
Continued growth in average revenue per install,
up 2% to £815 following 7% growth in H1 2023
·
New contract wins including Rentokil, Speedwell
Group and Avery Dennison Group, and renewals with Zenith Leasing
and TSB
·
On track to launch in two international markets in
2024 with units now successfully certified and in active testing in
Spain and France
Drive Energy Flex Value and Recurring
Revenue
·
Hosted Energy Flex Capital Markets Event, replay
available at www.investors.pod-point.com
·
Signed key contracts with EDF and Centrica to
enable access to wholesale markets for Energy Flex
trading
·
Delivered £211,000 of Energy Flex revenues from
local DSO markets, the smallest of the Energy Flex market
segments
·
Launch of consumer proposition on track for end of
2024
Cost Out
·
Restructuring programme on track, with first and
second phase complete and on course to deliver £6m of annualised
savings
·
Gross margin up 200bps in H1 2024 (vs H1 2023) on
pricing, improved BOM and mix
·
ROI discipline embedded with increasing focus on
Customer Lifetime Value
Financial Summary
|
Six months to
30.06.24
£m1
|
Six months to
30.06.23
£m
|
Period on period
change
|
|
|
|
|
Total revenue
|
28.1
|
30.6
|
(8.2)%
|
Home
|
13.2
|
12.4
|
6.5%
|
UK Commercial
|
7.5
|
10.7
|
(29.9)%
|
UK Distribution
|
3.1
|
3.4
|
(8.8)%
|
Owned Assets
|
4.0
|
4.1
|
(2.4)%
|
Energy Flex
|
0.2
|
-
|
n.m.
|
Gross profit
|
9.0
|
9.2
|
(2.2)%
|
Gross margin
|
32%
|
30%
|
2ppts
|
Adjusted EBITDA
|
(8.8)
|
(6.8)
|
(29.4)%
|
Loss before tax
|
(18.7)
|
(32.8)
|
43.0%
|
Closing cash and cash equivalents
|
29.0
|
58.8
|
£(29.8)m
|
1This table presents revenue in £m by segment and in total, and
does not cast due to rounding differences
Headline KPIs
|
Six months to
30.06.24
|
Six months to
30.06.23
|
Period on period
change
|
|
|
|
|
CO2e avoided through the use of Pod
Point's chargepoints (ktonnes)
|
238
|
1911
|
24.6%
|
Home units installed
|
16,215
|
15,525
|
4.4%
|
Average revenue per Home chargepoint
(£)
|
815
|
801
|
1.7%
|
Total Home chargepoints installed
and able to communicate at period end
|
213,298
|
188,158
|
13.4%
|
Total Commercial units installed and
able to communicate at period end
|
28,442
|
23,771
|
19.6%
|
Total chargepoint units installed
and able to communicate at period end
|
241,740
|
211,929
|
14.1%
|
Energy transferred across our
Network (GWh)
|
259
|
215
|
20.5%
|
1Restated to conform to the FY23 methodology
Current trading and outlook
The Group continues to trade in line
with expectations, despite private plug-in vehicle demand remaining
weak. The Group is making good progress against all nine of
its operational targets set at the Capital Markets Day in November
2023.
2024 is a transitional year for the
Group, as we execute our restructuring plan and exit non-strategic
business activities. Overall, our guidance for full year 2024
revenue and adjusted EBITDA is unchanged. Revenues are
expected to be around £60m, with the Group exiting mid-single-digit
million pounds of non-core revenues. Adjusted EBITDA losses
are expected to be around £14m in 2024. We will deliver
growth in our core Home segment for the second half and expect to
see significant positive momentum in our Energy Flex segment as set
out in the Energy Flex Capital Market Event earlier this
month.
We maintain our guidance on cash,
and expect to end 2024 with around £15m of cash and to remain
undrawn on our £30m credit facility.
Webcast presentation
There will be a webcast presentation
for investors and analysts this morning at 09:00am. Please
contact podpoint@teneo.com
if you would like to attend.
Enquiries:
Pod
Point Plc
Melanie Lane, Chief Executive
Officer
David Wolffe, Chief Financial
Officer
Phil Clark, Investor
Relations
|
phil.clark@pod-point.com
|
Panmure Liberum (Joint Corporate
Broker)
Edward Mansfield, Amrit
Mahbubani
|
+44 (0)20 3100 2000
|
Canaccord (Joint Corporate Broker)
Bobbie Hilliam, Harry
Pardoe
|
+44 (0)20 7523 8150
|
Media
Matt Low / Arthur Rogers
(Teneo)
|
+44 (0)20 7353 4200 4200
PodPoint@teneo.com
|
About Pod Point Group Holdings plc
Pod Point was founded in 2009.
Driven by a belief that driving shouldn't cost the earth, Pod Point
is building the infrastructure needed to enable the mass adoption
of electric vehicles and to make living with an EV easy and
affordable for everyone. As at 30 June 2024 the company has shipped
more than 240k charge points on its network in the UK and is an
official charge point supplier for major car brands.
Pod Point works with a broad range
of organisations and customers to offer home and commercial
charging solutions.
Pod Point is admitted to trading on
the London Stock Exchange under the ticker symbol
"PODP."
Chief Executive Officer's
statement
I am pleased to present my first
report as Chief Executive Officer of Pod Point. Having
admired and respected Pod Point for a long time, with its scaled
charging network, reputation of great customer service, diverse
distribution relations and strong brand, I was delighted to join
the business on 1 May. I would like to thank Andy for all his
hard work and effort as interim CEO and look forward to working
closely with him in his role of Chair. Andy and the team did
a huge amount of work in the last 12 months in the formulation of
the Powering Up strategy, and we have already started to see real
progress in delivering on our targets in a difficult EV
market.
After a challenging period for the
business, there are clear signs of stabilisation and progress
evident in our performance during the first half of 2024.
This set of results marks the fourth update in a row from Pod Point
where we have maintained or upgraded our financial targets.
While our financial performance today clearly does not represent
the potential of Pod Point, we are steadily building momentum and
embedding a culture of performance.
Our transformation plan is built on
three interconnected priorities: focusing on our core strengths and
leveraging them into adjacent markets; driving customer lifetime
value through grid load management services or "Energy Flex" and
recurring revenues; and implementing our cost optimisation
programme to ensure the Group's operating model is set up for
success. This new strategy has received strong support from EDF,
our largest shareholder and a key partner in our international
expansion.
I would like to thank all my new
colleagues for their warm welcome, their hard work and their
dedication to making Pod Point a great place to work. Collectively,
we have made great progress in the first half of the year, and I am
confident we can make further progress in the months
ahead.
Review of H1 2024
We are in the early stage of our
transformation and our financial performance in H1 2024 was in line
with our expectations. The delivery of our strategy will
create significant value over the long term, as we move towards
both adjusted EBITDA profitability and positive cash flows. As we
laid out at the 2023 Capital Markets Day, 2024 will be a year of
transition as we exit some non-core parts of our business and
adjust our cost base; however, in the first half, we have delivered
underlying growth in our core Home segment and delivered
significant positive momentum in our Energy Flex
segment.
Powering Up, Pod Point's
transformation plan, builds on the Group's core strengths in its
brand, leading market share and broad partnerships. This
strategy prioritises the Home and Workplace segments and developing
an Energy Flex recurring revenue stream to build customer lifetime
value, combined with a significant cost out programme.
We have further enhanced our core
strengths during the first half. Our installed base of connected
chargepoints is now over 240,000; our excellent Trust Pilot scores
have improved, and we have launched our new OCPP-compliant Solo 3S
chargepoint in market.
Powering Up: our strategy to deliver significant growth and
value
We aim to power up 1 million
customers from our current base of over 240,000 and help make
living with an EV easy and affordable for
everyone. Through our Powering
Up strategy, we are committed to achieving sustainable leadership
in the Home and Workplace markets; bringing our UK strengths into
European markets; and driving customer lifetime value through
Energy Flex and recurring revenues. Our financial performance
will be enhanced by improving our cost position. We have made
good progress on all fronts.
Looking ahead
The market has remained soft so far
in 2024 and is likely to remain so for the balance of the year with
ongoing consumer uncertainty in anticipation of potential changes
to UK Government policy and ongoing volatility in private new EV
demand. However, the long-term structural demand drivers and need
for electrification remain in place; the UK market should see
significant tailwinds from the zero-emission vehicle ("ZEV")
Mandate legislation that requires automotive manufacturers to
materially increase their ZEV sales mix materially, from 22% in
2024 to 38% by 2027 and 80% by 2030.
Pod Point will focus on the
operational execution of our Powering Up strategy, which will
include the orderly exit of some non-core parts of our existing
business. 2024 will be a transition year for the Group, reflecting
the impact of these exits and only a part-year of the anticipated
£6m of annualised cost savings.
I am pleased to confirm that we are
maintaining our guidance for 2024 and remain on track to deliver
all nine of our operational KPIs.
Melanie Lane
Chief Executive Officer
Chief Financial Officer's statement
2024 has been a year in which we
have focused on executing against the Powering Up strategy
communicated at our Capital Markets Events in November 2023.
Our trading and financial performance reflects a combination of
planned exits from some non-core activities and growth in
core. We are very encouraged with the progress made in our
transformation and strong delivery against our 9 key operational
milestones.
While our overall revenues were down
8% from £30.6 million to £28.1 million, we saw our Home business
return to growth with revenues increasing by over 6% from £12.4
million to £13.2 million. This was offset by a 30% reduction
in our Commercial revenues from £10.7 million to £7.5 million,
however, this was a planned decline as we move away some commercial
activities and refocus the core of the business on Home.
Following our maiden revenues from Energy Flex in H2 2023, we
continue to make strong progress in this segment and delivered
revenues of £0.2 million in H1 2024.
While revenues declined, our overall
gross profit was only down by 2% from £9.2 million to £9.0 million
with gross margin improvements largely offsetting the revenue
decline. Our gross margin percentage improved by a further
2ppts year-on-year from 30% to 32% as we continue to see the
benefits of our operational efficiency, price optimisation and the
strategic focus on higher margin business units.
Business Segment Review:
In the Home business
segment:
·
Revenue of £13.2 million was 6.5% up compared to
of £12.4 million in H1 2023.
·
The number of Pod Point Home units installed
increased to 16,215 versus 15,525 in H1 2023.
·
The higher revenue growth drove total gross margin
in H1 2024 to £3.5 million, from £3.4 million in H1
2023.
·
Percentage gross margin in H1 2024 decreased by
120 basis points to 26.5% compared to H1 2022 at 27.7%, driven
by the IFRS15 deferral of £0.5m of income related to 5 year
warranties offered free of charge to customers as an acquisition
incentive.
In the Commercial business
segment:
·
Due to the planned exit of non-core customer
activities, revenue decreased by 30% to £7.5 million from £10.7
million in 2023
·
Total gross margin in H1 2024 reduced to £2.0
million, compared to H1 2023 at £2.6 million, a decrease of
23%.
·
Percentage gross margin increased by 310 basis
points to 27.0% in H1 2024 from 23.9% in H1 2023, due to a shift
in the mix of installations toward higher margin direct sale
units.
In the Distribution business
segment:
·
Revenue decreased by 9% to £3.1 million from £3.4
million in H1 2023, reflecting a reduction in volumes via our
Housebuilder channel due lower housing completions.
·
Total gross margin in H1 2024 of
£1.9 million, compared to H1 2023 at £2.0 million, a
decrease of 5%, less than the decline in line with revenue as
margins improved.
·
Percentage gross margin increased slightly by 30
basis points to 59.5% in H1 2024 from 59.2% in H1 2023
In the Owned Asset business
segment:
·
Following the completed roll-out of the Tesco
network, we delivered consistent revenues of £4.0 million in H1
2024 compared to H1 2023 of £4.1million.
·
Gross margin in H1 2023 to £1.4 million compared
to H1 2022 at £1.2 million, an increase of 17%.
·
Percentage gross margin in H1 2024 increased by
530 bps to 35.4% compared to H1 2022 of 30.1% due to revenue
mix.
In the Energy Flex business
segment:
·
Revenues of £0.2 million in H1 2024 (H1 2023:
£nil) which flowed directly to gross margin as there are no
associated costs of goods sold
Our overhead costs (excluding
depreciation and amortisation, share-based payment charges and
exceptional items) were up 10% on last year at £18.4 million, but
this does not reflect the benefit of the significant restructuring
and cost reduction initiatives which took place in H1 2024 and will
benefit H2 2024 and into 2025. Indeed, to support new growth
initiatives such as International and Energy Flex there was some
overheads investment in the period.
Overall, the business generated an
adjusted EBITDA loss of £8.8 million in H1 2024 (H1 2023: £6.8
million loss).
Administrative expenses excluding
impairment charges increased by £4.4 million from £24.3 million in
H1 2023 to £28.7 million in H1 2024.
The key factor driving this increase
of 18% was an increase of £3.9 million in exceptional charges, to
£4.3 million in H1 2024 from £0.4 million in H1 2023, reflecting
the restructuring exercise communicated in FY23 (£2.6 million) and
a provision of £1.7 million for the carrying value of stock and for
maintenance obligations arising from Tritium, a supplier in
administration.
During April 2024, Tritium DCFC
Limited, the parent entity of a supplier of rapid charging units to
the Group, entered administration. The uncertainty
caused by this situation has led to customers of the Group delaying
installation of Tritium products. There is also
uncertainty among customers as to the timely satisfaction of
warranty obligations in respect of installed
units.
The Group has therefore recognised
provisions for:
i)
The carrying value of Tritium stock on hand which does not have a
committed order (£0.4 million);
ii)
£1.3 million relating to the expected future costs of maintenance
and repair services due under existing warranty commitments, which
the Group currently expects to have to
fulfil.
We saw a £0.9 million increase in
depreciation and amortisation, reflecting additional investment in
the Group's technology.
Share-based payment charges reduced
from £2.2 million in H1 2023 to £nil in H1 2024, reflecting
significant credits arising from lapses on employees leaving the
Group.
Unadjusted losses after tax reduced
to £18.8 million in H1 2024 (H1 2023: £33.0 million, including
goodwill impairment charges of £18.6 million). Depreciation
and amortisation costs of £6.0 million were incurred in H1 2024 (H1
2023: £5.1 million), while net financing income was £0.5 million,
slightly up from £0.3 million in H1 2023.
Our balance sheet remains strong.
Working capital movements have been limited in H1 2024 across trade
and other receivables, inventory and trade and other payables.
Fixed assets grew as we continue to build the software platforms
that will drive future growth.
After further capital investment of
£5.9 million, including £5.7 million in software and product
development, and exceptional cash charges of £2.6 million, 2023
year-end cash and cash equivalents were £29.0 million compared to
£48.7 million at the end of 2023.
Closing cash and cash equivalents
were £29.0 million at 30 June 2024 (31 December 2023: £48.7
million). Closing net assets were £83.6 million (31 December 2023:
£102.3 million).
The £30 million credit facility available from EDF remains
undrawn.
Cash outflow from operating
activities in H1 2024 increased by £3.8 million to £12.8 million
(H1 2023: £9.0 million). This was primarily due to administrative
expenses as described above.
Cash flow from investing activities
had outflows of £5.2 million (H1 2023: £6.3 million). In both
periods the primary factor was investment in capitalised software
development to drive future recurring revenues.
Cash flow from financing activities
were an outflow of £1.7 million (H1 2023: £0.1
million). H1 2023 included inflows of £1.5 million
relating to loans funding the owned asset
portfolio.
During H1 2023, transactions with
related parties included sale of goods of £0.1 million (H1 2023:
£0.1 million) and purchase of goods of £0.4 million (H1 2023: £0.1
million). These transactions were undertaken with the shareholders
EDF Energy Customers Limited and its subsidiaries and related
parties.
Principal Risks and Uncertainties
Effective risk management is
essential to the achievement of our strategic objectives and
driving sustainable business growth. We aim to maintain an
appropriate balance between protecting the company against specific
risks while being able to encourage appropriate and monitored
risk-taking and innovation that allows us to take advantage of
business opportunities.
The Board, as part of its half year
processes, considered reports from management reviewing the
principal risks and uncertainties and how these might evolve during
the second half of 2024.
Following this review the Board is
satisfied that the Group's principal risks remain unchanged
from those contained in our 2023 Annual Report to bring to your
attention. These are listed below:
1. Dependency on
the continuing adoption of and demand for EVs
2. Competition in
the industry and market segments in which we operate
3. Delays to
Product Development and a failure to innovate
4. High lead times
for specific commodities or loss of a major supplier
5. Government and
regulatory initiatives with unknown outcomes
6. Health and
safety risks related to our products, installation, maintenance and
operation of electrical equipment
7. Potential
undetected defects, errors or bugs in our hardware or
software
8. Disruptions to
our network and IT systems, including from malware, viruses,
hacking, phishing attacks and spamming
9. Ability to hire
and retain key management and other skilled employees
10. Delay or disruption to
execution of our international expansion and Energy Flex plans
during a period of cost-optimisation and transformation
11. Value from energy
flexibility services could be impacted by regulatory developments
or unexpected changes in customer demand or behaviour
Further details of the Group's
principal risks and uncertainties can be found on pages 76-89 of
the 2023 Annual Report, which is available on
https://investors.pod-point.com/
Prospects and outlook
Trading in 2024 has been affected by
the slower than expected progress in EV adoption, especially in the
private BEV segment with these customers fully exposed to the cost
of living crisis. There has also been uncertainty around
government policy and the regulatory landscape which may resolve
following the recent election.
Despite these headwinds, the Group
maintains its overall guidance for 2024 with revenue expected to be
around £60 million, adjusted EBITDA around £14 million, and year
end cash position around £15 million with the EDF credit facility
remaining undrawn.
Directors' Responsibilities Statement
We confirm that to the best of our
knowledge:
a) The condensed consolidated
interim set of financial statements has been using accounting
policies consistent with IFRS as adopted by the UK and in
accordance with IAS 34 "Interim Financial Reporting".
b) The interim management report
includes a fair review of the information required by DTR 4.2.7R
(indication of important events during the first six months and
description of principal risk and uncertainties for the remaining
six months of the year); and
c) The interim management report
includes a fair review of the information required by DTR 4.2.8R
(disclosure of related party transactions and changes
therein).
By order of the Board
D Wolffe
Director
29 July 2024
Basis of Preparation and General Information
The condensed consolidated interim
financial statements for Pod Point Group Holdings Plc (the Company) and its subsidiaries (together,
the Group) have been
prepared using accounting policies consistent with IFRS as adopted
by the UK and in accordance with IAS 34 "Interim Financial Reporting".
The same accounting policies and
methods of computation are followed in this set of condensed
consolidated interim financial statements as compared with the most
recent Annual Report. A copy of the statutory accounts for the year
ended 31 December 2023 has been delivered to the Registrar of
Companies.
The auditor's report on those accounts was not
qualified, did not draw attention to any matters by way of emphasis
and did not contain statements under Section 498(2) or (3) of the
Companies Act 2006.
The condensed consolidated interim
financial statements do not constitute the full financial
statements prepared in accordance with
International Financial Reporting Standards (IFRS)
as adopted by the UK and have been prepared on a
going concern basis.
The condensed consolidated interim
financial statements were approved
by the Board of directors on 29 July
2024
Condensed Consolidated Income Statement
|
Notes
|
Six months ended
30 June
2024
|
Six months ended 30 June 2023 as
restated1
|
Year ended
31
December
2023
|
|
|
£'000
|
£'000
|
£'000
|
Revenue
|
|
28,084
|
30,614
|
63,756
|
Cost of sales
|
|
(19,048)
|
(21,375)
|
(44,516)
|
Gross profit
|
|
9,036
|
9,239
|
19,240
|
Other income
|
|
484
|
600
|
1,000
|
Administrative expenses excluding
impairment charges....................
|
|
(28,701)
|
(24,346)
|
(51,439)
|
Operating loss before impairment of intangible
assets
|
|
(19,181)
|
(14,507)
|
(31,199)
|
Impairment charges relating to
intangible assets
|
|
-
|
(18,645)
|
(53,154)
|
Operating loss
|
|
(19,181)
|
(33,152)
|
(84,353)
|
Finance
income
|
|
710
|
542
|
1,586
|
Finance costs
|
|
(204)
|
(205)
|
(418)
|
Loss before tax
|
|
(18,675)
|
(32,815)
|
(83,185)
|
Income tax expense
|
|
(144)
|
(138)
|
(229)
|
Loss after tax
|
|
(18,819)
|
(32,953)
|
(83,414)
|
Basic and diluted loss per ordinary share
|
7
|
£(0.12)
|
£(0.22)
|
£(0.54)
|
All amounts relate to continuing
activities.
All realised gains and losses are
recognised in the consolidated income statement and there is no
other comprehensive income. Therefore, no separate statement
of other comprehensive income is presented.
The notes set out below form part of
the condensed consolidated interim financial statements.
1The income statement for the six months ended 30 June 2023 has
been re-presented to conform with the 31 December 2023 and 30
June 2024 presentation
Condensed Consolidated Statement of Financial
Position
|
Notes
|
As at
30 June
2024
|
As at
30 June
2023 restated1
|
As at
31 December
2023
|
|
|
£'000
|
£'000
|
£'000
|
Non-current assets
|
|
|
|
|
Goodwill
|
9
|
34,365
|
58,994
|
34,365
|
Intangible
assets
|
9
|
27,907
|
35,231
|
26,735
|
Property, plant and
equipment
|
|
4,520
|
5,619
|
4,957
|
Right of use
assets
|
|
2,364
|
2,949
|
2,379
|
|
|
69,156
|
102,793
|
68,436
|
Current assets
|
|
|
|
|
Inventories
|
|
4,336
|
6,686
|
4,524
|
Trade and other
receivables
|
|
21,178
|
16,370
|
16,809
|
Contract assets - accrued
income
|
|
7,093
|
7,714
|
6,730
|
Cash and cash
equivalents
|
|
29,000
|
58,766
|
48,743
|
|
|
61,607
|
89,536
|
76,806
|
Total assets
|
|
130,763
|
192,329
|
145,242
|
Current liabilities
|
|
|
|
|
Trade and other
payables
|
|
(25,482)
|
(18,803)
|
(22,835)
|
Contract liabilities - deferred
income
|
|
(14,838)
|
(12,959)
|
(13,398)
|
Loans and
borrowings
|
|
(1,159)
|
(1,271)
|
(1,272)
|
Lease liabilities
|
|
(908)
|
(1,466)
|
(1,095)
|
Provisions
|
|
(127)
|
(290)
|
(530)
|
|
|
(42,514)
|
(34,789)
|
(39,130)
|
Net
current assets
|
|
19,093
|
54,747
|
37,676
|
Total assets less current
liabilities
|
|
88,249
|
157,540
|
106,112
|
Non-current liabilities
|
|
|
|
|
Loans and
borrowings
|
|
(1,565)
|
(2,821)
|
(2,140)
|
Lease liabilities
|
|
(1,547)
|
(1,700)
|
(1,406)
|
Provisions
|
|
(1,534)
|
(302)
|
(219)
|
|
|
(4,646)
|
(4,823)
|
(3,765)
|
Total liabilities
|
|
(47,160)
|
(39,612)
|
(42,895)
|
Net
assets
|
|
83,603
|
152,717
|
102,347
|
Equity
|
|
|
|
|
Share capital
|
|
156
|
154
|
154
|
Share premium
|
|
139,887
|
139,887
|
139,887
|
Shared-based payment
reserve
|
|
4,874
|
8,236
|
8,327
|
ESOP reserve
|
|
(1,318)
|
(1,318)
|
(1,318)
|
Retained earnings
|
|
(59,996)
|
5,758
|
(44,703)
|
|
|
83,603
|
152,717
|
102,347
|
1See note 10
Company registration number
12431376
Condensed Consolidated Statement of Changes in
Equity
|
Share
capital
|
Share
premium
|
Share-based payment
reserve
|
ESOP
reserve
|
Retained
earnings
|
Total
equity
|
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
Balance at 1 January 2022 as
previously reported
|
154
|
140,057
|
2,264
|
(1,318)
|
58,678
|
199,835
|
Restatements1
|
-
|
(158)
|
-
|
-
|
86
|
(72)
|
Balance at 1 January 2022 as
restated
|
154
|
139,899
|
2,264
|
(1,318)
|
58,764
|
199,763
|
Loss after tax
|
|
|
|
-
|
(20,211)
|
(20,211)
|
Issue of shares during the year as
restated
|
|
|
(158)
|
|
158
|
-
|
Equity-settled share-based
payments
|
|
-
|
4,545
|
|
|
4,545
|
Share issuance costs
|
-
|
(12)
|
-
|
-
|
-
|
(12)
|
Balance at 31 December 2022 as
restated
|
154
|
139,887
|
6,651
|
(1,318)
|
38,711
|
184,085
|
Loss after tax for H1 23
|
|
|
|
-
|
(32,953)
|
(32,953)
|
Share-based payments for H1
23
|
|
-
|
1,585
|
|
-
|
1,585
|
Balance at 30 June 2023 as
restated
|
154
|
139,887
|
8,236
|
(1,318)
|
5,758
|
152,717
|
Loss after tax for H2 23
|
|
|
|
-
|
(50,461)
|
(50,461)
|
Share-based payments for H2
23
|
|
-
|
91
|
|
-
|
91
|
Balance at 31 December
2023
|
154
|
139,887
|
8,327
|
(1,318)
|
(44,703)
|
102,347
|
|
|
|
|
|
|
|
Loss after tax for H1 24
|
|
|
|
-
|
(18,819)
|
(18,819)
|
Share-based payments for H1
24
|
2
|
-
|
(3,453)
|
-
|
3,526
|
75
|
Balance at 30 June 2024
|
156
|
139,887
|
4,874
|
(1,318)
|
(59,996)
|
83,603
|
1See note 10 for details of the restatement
Condensed Consolidated Statement of Cash
Flows
|
Notes
|
Six months
ended 30 June
2024
|
Six months ended
30 June
2023 as restated1
|
Year
ended
31
December 2023
|
|
|
£'000
|
£'000
|
£'000
|
Cash flows from operating activities
|
|
|
|
|
Loss for the period
|
|
(18,819)
|
(32,953)
|
(83,414)
|
Adjustment for non-cash items:
|
|
|
|
|
Amortisation of intangible
assets
|
|
4,517
|
3,792
|
8,138
|
Impairment of customer relationship
intangibles
|
|
|
-
|
9,880
|
Impairment of goodwill
|
|
|
18,645
|
43,274
|
Impairment of internally generated
intangibles
|
|
-
|
235
|
-
|
Depreciation of tangible
assets
|
|
664
|
656
|
1,338
|
Depreciation of right of use
assets
|
|
825
|
679
|
1,378
|
Share based payment
charges
|
|
75
|
1,683
|
1,676
|
Tax expense
|
|
144
|
138
|
229
|
Interest received
|
|
(710)
|
(542)
|
(1,586)
|
Interest paid
|
|
204
|
205
|
418
|
Tax paid
|
|
(144)
|
(138)
|
(229)
|
Operating cash outflow before changes in working
capital
|
|
(13,244)
|
(7,600)
|
(18,898)
|
Changes in working capital
|
|
|
|
|
Movement in inventories
|
|
188
|
(1,046)
|
1,116
|
Movement in trade and other
receivables
|
|
(4,370)
|
284
|
(155)
|
Movement in contract assets -
accrued income
|
|
(363)
|
(1,487)
|
(503)
|
Movement in trade and other
payables
|
|
2,642
|
(1,265)
|
2,866
|
Movement in contract liabilities -
deferred income
|
|
1,440
|
2,126
|
2,565
|
Movement in provisions
|
|
911
|
25
|
183
|
Net
cash flow used in operating activities
|
|
(12,796)
|
(8,963)
|
(12,826)
|
Cash flows from investing
activities
|
|
|
|
|
Purchase of tangible
assets
|
|
(242)
|
(777)
|
(797)
|
Development expenditure
capitalised
|
|
(5,689)
|
(6,023)
|
(11,518)
|
Interest
received
|
|
710
|
542
|
1,586
|
Net
cash flow used in investing activities
|
|
(5,221)
|
(6,258)
|
(10,729)
|
Cash flows from financing
activities
|
|
|
|
|
Proceeds from new
borrowings
|
|
-
|
1,466
|
1,466
|
Loan repayment of
principal
|
|
(690)
|
(666)
|
(1,401)
|
Loan repayment of
interest
|
|
(84)
|
(84)
|
(166)
|
Payment of principal of lease
liabilities
|
|
(846)
|
(711)
|
(1,481)
|
Payment of lease
interest
|
|
(106)
|
(121)
|
(223)
|
Net
cash flows used in financing activities
|
|
(1,726)
|
(116)
|
(1,805)
|
Net
decrease in cash and cash equivalents
|
|
(19,743)
|
(15,337)
|
(25,360)
|
Cash and cash equivalents at beginning of the
period
|
|
48,743
|
74,103
|
74,103
|
Closing cash and cash equivalents
|
|
29,000
|
58,766
|
48,743
|
1For details of the restatement see note 10
Consolidated Notes to the condensed financial
statements
1.
General information
Pod Point Group Holdings plc
(referred to as the "Company") is a public limited company
incorporated in the United Kingdom under the Companies Act 2006 and
registered in England. Its registration number is 12431376. The
registered address is 222 Gray's Inn Road, London WC1X
8HB.
The principal activity of the
Company and its subsidiary undertakings (the "Group") during the
periods presented is that of development and supply of equipment
and systems for recharging electric vehicles. The entire issued
share capital of the Company is admitted to trading on the Main
Market of the London Stock Exchange.
All figures presented in these
condensed consolidated interim financial statements are in £
sterling.
These interim financial statements
for the six months ended 30 June 2024 have been prepared in
accordance with IAS 34 Interim Financial Reporting, and should be
read in conjunction with the Group's last annual consolidated
financial statements as at and for the year ended 31 December 2023
("last annual financial statements"). They do not
include all of the information required for a complete set of
financial statements prepared in accordance with UK-adopted
international accounting standards ("UK-adopted IFRS") accounting
standards. However, selected explanatory notes are
included to explain events and transactions that are significant to
an understanding of the changes in the Group's financial
position and performance since the last annual financial
statements.
These condensed consolidated
financial statements do not comprise statutory accounts within the
meaning of Section 434 of the Companies Act 2006. Statutory
accounts for the year ended 31 December 2023 have been
delivered to the Registrar of Companies. The auditor has reported
on those accounts and their opinion was (i) unqualified, (ii) did
not include any matters to which the auditor drew attention by way
of emphasis of matter without modifying their opinion, and (iii)
did not contain a statement under section 498(2) or (3) of the
Companies Act 2006. These condensed consolidated financial
statements have been reviewed by the Group's auditors pursuant to
the Auditing Practices Board guidance on the Review of Interim
Financial Information (although the comparative figures were not
subject to review by the Group's auditor).
2.
Going concern
In adopting a going concern basis
for the preparation of the condensed consolidated interim financial
statements, the Directors have made appropriate enquiries and have
considered the Group's business activities, cash flows and
liquidity position, and the Group's principal risks and
uncertainties, in particular economic and competitive
risks.
The Directors have taken into
account reasonably possible future economic factors in preparing
and reviewing trading and cash flow forecasts covering the period
to 31 July 2025 (the assessment period), being at least over 12
months from the date of approval of these condensed consolidated
interim financial statements. This assessment has recognised the
significant loss and cash outflow in FY2023 and in H1 24, and the
actions management has taken and has planned in FY2024 to implement
the Group's change in strategy as set out above.
The Group is expected to continue to
experience negative cash flows in 2024 and 2025, before becoming
cash generative in 2027. The Directors are of the view that the
plans in place are realistic and achievable.
This assessment has taken into
consideration sensitivity analysis as set out below and the steps
which could be taken to further mitigate costs if required.
Mitigations which are available and entirely within the control of
the Group include a reduction in investment in brand marketing
expenditure, delays in investment in new technology not expected to
be in use during the assessment period, and reductions in
expenditure on the Group's support functions to match any
reductions in demand levels. Since the Group's commitments to
carbon emission reductions do not have a significant cost
implication, the impact of climate change has not had a significant
effect on the forecasts considered.
In satisfying themselves that the
going concern basis is appropriate, the Directors have considered
the following key sensitivities to the base case forecast listed
below. In assessing the impact of a reasonably possible downside
scenario, the Directors have modelled the combined impact of those
sensitivities set out below.
The Directors consider a scenario
where these sensitivities occur in combination is unlikely, but not
remote. A scenario where some of these sensitivities occur, but not
others, would therefore be upsides against the scenario
considered.
i) A sensitivity related to economic
risk factors, reflecting a general reduction in economic confidence
or reduction in willingness of individual and corporate customers
to incur discretionary cost, or reduction in expected rates of
adoption of EVs. This sensitivity results in a fall in forecast
revenues of 5% resulting from a decrease in UK installations
resulting from lower than expected market demand for
EVs.
ii) A reduction of 1% in revenue
during the assessment period due to a reduction in the Group's
ability to apply inflationary price increases.
iii) In addition to sensitivity (i),
a further fall in forecast revenues of 5% resulting from a decrease
in
UK installations resulting from
lower than expected market share performance by the Group, due
to
realisation of risks arising from
competitive pressures or to the Group's own execution
performance.
iv) A sensitivity to supply chain
risk, with an increase of 1% in total cost of sales due to supplier
cost
increases which cannot be passed on
to customers.
v) A sensitivity reflecting an
increase in forecast cashflow outflow during the assessment period
due to a six-month delay in scaling the Energy Flex business and
the International business resulting in a 2% decrease in revenue
through the assessment period
Mitigating actions available to the
Group have been considered as follows, resulting in a 22%
overall
reduction in the sensitised cash
outflow, arising from actions to delay or reduce:
i) investment in new product
technology (8%);
ii) investment in internal systems
(4%); and
iii) to reduce overhead costs
including discretionary bonuses (10%).
The severe but plausible downside
scenario considered shows, prior to mitigating actions, a minimal
but positive cash position at the end of the assessment period. The
effect of mitigating actions leaves the Group with positive
liquidity throughout the assessment period, without the need for
borrowing to maintain a positive cash position.
In the event of a further downside
beyond the severe but plausible scenario considered, or to offset
mitigating actions which may prove ineffective, the EDF facility is
also available to provide £30m of further liquidity headroom to the
Group. The Board has received assurances that EDF Energy
Customers Limited would not seek repayment of the facility within
the assessment period, if doing so would cause the Group liquidity
issues.
Given the Group's cash position at
30 June 2024 of £29.0m, and mitigations available in a downside
scenario, the Group expects to maintain a position of sufficient
liquidity throughout the forecast period to at least 31 July 2025.
The level of liquidity available, along with the facility provided
by EDF, means that the Group has the flexibility to address any
reasonably possible change in costs, and the Group does not
anticipate the need to seek further sources of finance during the
assessment period. The Directors will re-assess whether the EDF
facility would be required in a severe but plausible downside
scenario at the 2024 year end reporting date based on the Group's
H2 24 performance.
In light of the Group's current
liquidity and the results of the sensitivity testing conducted, the
Directors are satisfied that the Company, and the Group as a whole,
has sufficient funds to continue to meet its liabilities as they
fall due for at least twelve months from the date of approval of
the financial statements and consequently have
prepared the condensed consolidated interim financial statements on
a going concern basis.
3. Accounting
policies
The accounting policies and methods
of computation followed in these condensed consolidated financial
statements are consistent with those applied during the year ended
31 December 2023.
There is no significant seasonality
or cyclicality of interim operations as presented. The
Group's Energy Flex business is expected to generate additional
returns in Winter compared to Summer, when demand on the energy
grid is higher, however the activity within this segment is not
significant in the periods presented.
Except as set out below, these
policies are consistent with those applied in the six-month period
ended 30 June 2023 as previously reported.
A number of new accounting standards
and amendments to accounting standards are effective for annual
periods beginning after 1 January 2024, and early adoption is
permitted. The Group has not adopted early any of the
forthcoming new or amended accounting standards in preparing these
condensed consolidated interim financial statements. No
significant impact on the Group's reported results or financial
position is currently expected in respect of these forthcoming new
or amended accounting standards.
3.1 Revenue - commercial
installation projects
The Group offers a commercial
installation service, whereby units are delivered to and installed
at a
specific customer site as agreed on
a case-by-case basis.
During the year ended 31st December
2023, management identified that the previous policy for
recognition of revenue arising from commercial installation
contracts did not faithfully reflect the transfer of control of
goods and services to the customer. The Group concluded that the
previous policy did not fully align to the requirements of IFRS 15.
The update to the accounting policy to comply with IFRS 15 is set
out below and the application of the updated policy has resulted in
the correction of previously misstated balances, as set out in note
10.
Previous accounting policy
Previously, costs associated with
commercial installation contracts, being both the cost of units
purchased and installation costs, were presented in inventory as
work-in-progress. This work-in- progress balance did not reflect an
asset controlled by the Group, since the installation projects take
place on a customer site, with transfer of control of the installed
units to the customer over time as work is completed.
Previously, revenue was not
recognised until invoice for the majority of projects. For a
limited number of larger projects, revenue was accrued based on
customer agreement that key project milestones had been
reached.
Under the revised accounting policy,
revenue is recognised at the point of delivery to customer site,
for units sold, and over time for installation services, as these
services are provided. Where work takes place ahead of invoicing,
this leads to recognition of a contract asset in the form of
accrued income.
Current accounting policy
The Group has re-assessed that these
installation contracts include two separate performance obligations
that are distinct under IFRS 15, the first being the delivery to
the customer of the chargepoint units, and the second being the
service of installation of those units.
In arriving at the assessment that
sale of units and installation of units represents two separate
performance obligations, the Group has considered the fact that the
Group sells units as a stand- alone product, with the customer
either installing themselves or separately contracting for
installation with a third party.
The transaction price is allocated
to each performance obligation based on the stand-alone selling
prices. Where such stand-alone selling prices are not directly
observable, these are estimated based on expected cost-plus margin.
The Group has assessed that control of units passes to the customer
upon delivery of units to the customer site. Therefore, revenue
associated with the units is recognised at a point in time, upon
delivery.
The installation work performed by
the Group under commercial installation contracts has no
alternative use. Under these contracts, the Group has an
enforceable right to payment for work done, including if a contract
is cancelled part-way through by a customer.
The installation service is
recognised as it is provided over time, with revenue accrued on an
input basis using the costs incurred to date as a ratio of total
expected costs. This approach gives rise to a contract asset in the
form of accrued income, until the relevant amounts are
invoiced.
Under this method, actual costs are
compared with the total estimated costs to measure progress towards
complete satisfaction of the performance obligation. To measure the
relevant proportion of revenue to recognise, the Group is required
to estimate the margin on contracts in progress at each reporting
date. This estimation is performed on a portfolio basis.
The effect of the change in policy
on the results as previously stated is set out in note
10.
3.2
Taxation
The income tax charge in H1 24
relates to the accrued RDEC tax credit income for the
period.
There
is no deferred tax charge for the period, since deferred tax assets
are recognised only up to the level of deferred tax liabilities
arising. Since these assets and liabilities arise only in the UK,
and since they therefore relate to income taxes levied by the same
tax authority on the same group of entities, and since there is an
expectation that the tax assets and liabilities will be realised
simultaneously, these assets and liabilities are netted off in the
balance sheets presented.
3.3 Exceptional
items
Exceptional items represent amounts
which result from unusual transactions or circumstances, and which
in management's view need to be separately disclosed by virtue of
their nature and significance.
In the annual report and accounts
for the year ended 31 December 2023, items that met this definition
included large corporate transactions and restructuring
costs.
For these condensed consolidated
financial statements, the Directors have assessed those
transactions which should be considered exceptional in providing
more relevant and reliable information and in the period ended 30
June 2024 have included certain warranty and stock provisions
related to the administration of a key
supplier.
For clarity going forward, items
requiring separate disclosure will be summarised under the
term 'exceptional
items'.
The identification of these items is
judgemental, and this judgement is made at Board level. We believe
that adjusting for such items presents an alternative perspective
which can improve comparability period on period and which
therefore can represent more relevant and reliable information in
understanding the Group's financial performance. These
amounts are adjusted from alternative performance measures for this
reason.
4.
Critical accounting judgements and key source of estimation
uncertainty
In the application of the
Group's accounting policies, management is required to make
judgements, estimates and assumptions about the carrying amounts of
assets and liabilities that are not readily apparent from other
sources. The estimates and associated assumptions are based on
historical experience and other factors that are considered to be
relevant. Actual results may differ from these
estimates.
The estimates and underlying
assumptions are reviewed on an ongoing basis. Revisions to
accounting estimates are recognised in the period in which the
estimate is revised if the revision affects only the period or in
the period of the revision and future periods if the revision
affects both current and future periods.
Critical judgements in applying accounting
policies
(i)
Capitalisation of development costs
Development costs are capitalised
where they relate to a qualifying project and where the relevant
costs can be separately identified. The capitalised development
costs are based on management judgements taking into
account:
• the technical feasibility to
complete the product or system so that it will be available for
use
• management intends to complete the
product or system and use or sell it
• the ability to use or sell the
product or system
• the availability
of adequate technical, financial and other resources to complete
the development
In determining the development costs
to be capitalised, the Group estimates the expected future economic
benefits of the respective product or system that is the result of
a development project. Management also make judgements regarding
the level of purchased services which are directly attributable to
the work to develop the capitalised projects and therefore are
included within the overall project costs.
The overall cost of this team is
material and a significant change in this estimate could have a
significant effect on the value of costs capitalised. The impact of
a change to this estimate could result, at the most extreme, i.e.
in a scenario where either no development team costs are
capitalised, or where they are capitalised in full, in a decrease
of £1.3m or increase of £5.7m in administrative expenses in the
current period.
(ii) Revenue recognition
Contracts are accounted for in
accordance with IFRS 15 'Revenue from Contracts with
Customers'. Revenue
is recognised as, and when, identified performance obligations are
satisfied. Identifying the performance obligations, and the
relevant method to faithfully reflect the timing of transfer of
control of services to customer, for some contracts, may require
management to exercise judgement.
Performance obligations identified in
contracts
In the year ended 31 December 2023,
the Group identified that there are separate performance
obligations in respect of Commercial installation contracts, for
the supply of units and the installation of those units. In the
year ended 31 December 2023, the revenue recognition approach to
these contracts has changed in two respects. Firstly, to split the
delivery of units to customer site from the work done to install
those units into two performance obligations, as set out above.
Secondly, to recognise contract assets in the form of accrued
income prior to invoicing, based on the percentage of the total
installation project which has been completed. Revenue accrued also
includes the relevant proportion of expected margin to be earned on
the overall project as set out below. If the Group cannot reliably
measure progress of installation services, the Group restricts
revenue recognition to the level of costs incurred. Costs are taken
to the income statement as incurred.
Transfer of control to customers
In the year ended 31 December 2023,
management identified that the previous policy for recognition of
revenue arising from commercial installation contracts did not
appropriately reflect the transfer of control of the installation
of the asset to the customer. Previously, including in the six
months ended 30 June 2023 as previously reported, revenue derived
from funded development and large programmes was recognised as
milestone obligations were completed in full. Since many projects
did not contain such milestones, for many projects, this resulted
in point-in-time recognition, at the end of an installation. A
work-in-progress inventory asset was recognised on the balance
sheet prior to completion of milestones or invoicing, reflecting
costs incurred by the Group but not margin. This work-in-progress
balance did not reflect an asset controlled by the Group, since the
project was on a customer site.
Under the revised method, actual
costs are compared with the total estimated costs to measure
progress towards complete satisfaction of the performance
obligation. To measure the relevant proportion of revenue to
recognise, the Group is required to estimate the margin on
contracts in progress at each reporting date. This estimation is
performed on a portfolio basis.
The changes described above resulted
in a new contract asset, accrued income, and the derecognition of a
previously presented asset, work in progress. The revised approach
therefore results in earlier recognition of revenue and of cost of
sales. The effect of the change on the prior period is set out
within note 9.
Key
source of estimation uncertainty
The following are the key
assumptions concerning the future, and other key sources of
estimation uncertainty at the end of the reporting period that may
have a significant risk of causing a material adjustment to the
carrying amounts of assets and liabilities within the next
financial year.
(i)
Impairment of goodwill and other intangibles
During the year ended 31 December
2023, the Group performed a value-in-use assessment of the carrying
value of goodwill arising on acquisition
and concluded that an impairment of £53.2m was required, primarily
relating to goodwill allocated to the UK
Commercial CGU.
At 30 June 2024, the remaining
carrying value of goodwill and other intangibles arising on
acquisition has been re-assessed, using a fair value less costs of
disposal ("FVLCOD")
approach. The Directors are required to consider the
recoverable amount, being the higher of FVLCOD and value in use at
each reporting date. The Directors consider the FVLCOD approach
gives rise to a higher recoverable value at 30 June
2024.
FVLCOD reflects market inputs or
inputs based on market evidence if readily available. If these
inputs are not readily available, the fair value is estimated by
discounting future cash flows modified for market
participants' views.
Since observable market inputs or
inputs based on market evidence are not readily available,
management have used a discounted cash flow model to estimate the FVLCOD of each CGU. The discounted
cash flows represent a Level 3 valuation as defined by IFRS 13 Fair
Value Measurement.
The Directors have assessed the
appropriate basis to determine the recoverable amount including the
growth in adoption of battery electric vehicles
("BEVs") after
2030, which was the terminal period applied at 31 December
2023. The Directors consider that an assessment on a FVLCOD
basis is a more useful representation of the recoverable amount
when considering the future strategy of the business, including the
impact of continued adoption of BEVs in the UK market over the
medium term.
Management has projected cash flows
using Board-approved budgets and forecasts to 2030.
Management has then, for the assessment at 30 June 2024, estimated
a growth rate for the period from 2030 to 2035 of 5.9%, reflecting
a further period of strong growth arising from adoption of
BEVs.
This change to include a period
longer than 5 years is considered appropriate given the growth in
electric vehicles is expected to increase significantly beyond 5
years, driven by Government policy initiatives to decarbonise most
transport and increased demand for electric vehicles.
The Group's forecasts have
been updated in light of trading in H1 24 and latest
expectations.
The key assumptions in the model
remain in line with the Group's November
2023 strategic plan, and include:
i) 15% CAGR in the addressable
residential home charging market between 2024 and 2030, and
a
40% CAGR growth in the Workplace
market over the same period;
ii) 20% cumulative annual growth
rate in revenue between 1 January 2024 and 31 December
2027;
iii) A 5 percentage point
improvement in gross margin by 2025 and sustained throughout
the
plan period;
iv) A £6m annualised reduction in
overhead costs by 2025, offset in later years by investment in
brand
marketing and international
expansion; and
v) The Group to become cash
generative from 2027.
As well as estimates on future
trading performance, key estimation inputs include the weighted
average cost of capital used to discount the estimated cash flows,
and the terminal growth rate applied to cash flows beyond the
specific assessment period. Changes in these assumptions could have
led to an additional impairment charge.
5.
Operating segments, revenue and alternative performance
measure
During the second
half of the year ended 31 December 2023, the Group undertook
a strategic review, which resulted in a change in the operating
segments reviewed by the Chief Operating Decision Maker
("CODM"). The
Group now has six operating segments, five of which are as set out
in the table below.
The results for the six months ended
30 June 2023 have been re-presented according to the revised
segments.
In future, the Group also expects to
report activity within an International segment. However, for all
periods presented, trading, assets and liabilities and cash flows
for this segment is immaterial.
Reportable Segment
|
Operations
|
UK Home
|
Activities generated by the sale of
chargepoints for installation at homes in the UK.
|
UK Commercial
|
Activities generated by the sale and
installation of chargepoints in
commercial settings such as
destinations and workplace parking in the UK, as well as the
recurring revenue generated on chargepoints, relating to fees
charged from the ongoing use of the Pod Point software and
information
generated from the management
information system.
|
UK Distribution
|
Activities generated by the sale of
chargepoints to commercial customers such as housebuilders and
wholesale channels in the UK
|
Owned Assets
|
Operating activities relating to
customer contracts, in which Pod Point owns the chargepoint assets
but charges a fee for provision of media screens on the
chargepoints for advertising purposes, and charges end customers
for the use of these assets.
|
Energy Flex
|
Activities relating to provision of
a flexibility service, to arrange access to Pod Point's installed
base of domestic charging units, distributor network operators and
distribution system operators to manage energy usage in
geographically designated areas over time to match production
capacity.
|
There are no transactions with a
single external customer amounting to 10 per cent. or more of
the Group's revenues.
Revenue in all periods presented
arises materially all in the United Kingdom.
Costs have been attributed to
segments on a specific basis where possible, and on an activity
basis where necessary.
Information relating to assets,
liabilities and capital expenditure information is presented to the
CODM in aggregate. Materially all assets and liabilities were
UK based in all periods presented.
Alternative performance measures
The Group makes use of an
alternative performance measure, adjusted EBITDA, in assessing the
performance of the business. The definition and relevance of this
measure is set out below. The Group believes that this measure,
which is not considered to be a substitute for or superior to IFRS
measures, provides stakeholders with helpful additional information
on the performance of the Group.
Adjusted EBITDA
Definition
Profit or loss from operating
activities, adding back depreciation, amortisation, impairment
charges, share-based payment charges and exceptional
items.
Relevance to strategy
The adjusted measure is considered
relevant to assessing the performance of the Group against
its
strategy and plans.
The rationale for excluding certain
items is as follows:
• Depreciation: a
non-cash item which fluctuates depending on the timing of capital
investment. We
believe that a measure which removes
this volatility improves comparability of the Group's results period on
period.
• Amortisation: a
non-cash item which varies depending on the timing of and nature of
acquisitions,
and on the timing of and extent of
investment in the internally generated intangibles arising
from
development of the
Group's products. We
believe that a measure which removes this
volatility
improves comparability of the
Group's results period on
period. Where applicable, impairment of
intangible assets
is also excluded as an exceptional
item.
• Share-based
payment charges: a non-cash item which varies significantly
depending on the share
price at the date of grants under
the Group's share
option schemes, and depending on the
assumptions used in valuing these
awards as they are granted. We believe that a measure
which
removes this volatility improves
comparability of the Group's results period on period and also improves comparability with other companies that do not
operate similar share-based
payment schemes.
• Exceptional
items: these items represent amounts which result from unusual
transactions or circumstances and of a significance which warrants
individual disclosure to provide reliable and more relevant
information on financial performance. We believe that adjusting for
such items improves comparability period on
period.
Other income represents grant income
relating to the R&D expenditure credit for relief on the
Group's research and
development costs.
Segmental Analysis for the six months ended 30 June
2024:
|
UK
Home
£'000
|
UK
Commercial
£'000
|
UK
Distribution
£'000
|
Owned Assets
£'000
|
Energy Flex
£'000
|
Total Group
£'000
|
Installation services
provided to Commercial
customers
|
-
|
5,593
|
-
|
-
|
-
|
5,593
|
Other services provided to customers
over time
|
130
|
1,503
|
-
|
4,009
|
-
|
5,642
|
Wholesale and Supply
only sales to Commercial customers
at point in time
|
-
|
409
|
3,143
|
-
|
-
|
3,552
|
Sale and installation of
chargepoints to residential
customers at point in time
|
13,086
|
-
|
-
|
-
|
-
|
13,086
|
Energy flex revenues
|
-
|
-
|
-
|
-
|
211
|
211
|
Revenue
|
13,216
|
7,505
|
3,143
|
4,009
|
211
|
28,084
|
Cost of sales
|
(9,711)
|
(5,476)
|
(1,272)
|
(2,589)
|
-
|
(19,048)
|
Gross margin
|
3,505
|
2,029
|
1,871
|
1,420
|
211
|
9,036
|
Gross margin %
|
26.5%
|
27.0%
|
59.5%
|
35.4%
|
100%
|
32.2%
|
Other income
|
268
|
149
|
63
|
-
|
4
|
484
|
Administrative expenses
excluding impairment
charges
|
(14,721)
|
(9,770)
|
(3,425)
|
(574)
|
(211)
|
(28,701)
|
Impairment charges
|
-
|
-
|
-
|
-
|
-
|
-
|
Operating (loss)/profit
|
(10,948)
|
(7,592)
|
(1,491)
|
846
|
4
|
(19,181)
|
Finance income
|
397
|
218
|
87
|
-
|
8
|
710
|
Finance costs
|
(59)
|
(35)
|
(15)
|
(94)
|
(1)
|
(204)
|
(Loss)/profit before tax
|
(10,610)
|
(7,409)
|
(1,419)
|
752
|
11
|
(18,675)
|
Reconciliation of operating loss to adjusted EBITDA for the
six months ended 30 June 2024
|
UK
Home
£'000
|
UK
Commercial
£'000
|
UK
Distribution
£'000
|
Owned Assets
£'000
|
Energy Flex
£'000
|
Total Group
£'000
|
Operating (loss)/profit
|
(10,948)
|
(7,592)
|
(1,491)
|
846
|
4
|
(19,181)
|
Depreciation and
amortisation
|
3,191
|
1,637
|
667
|
465
|
46
|
6,006
|
Impairment charges
|
-
|
-
|
-
|
-
|
-
|
-
|
Share-based payments
charge
|
(5)
|
(4)
|
(2)
|
-
|
-
|
(11)
|
Exceptional items
|
2,207
|
1,421
|
694
|
-
|
21
|
4,343
|
Adjusted EBITDA
|
(5,555)
|
(4,538)
|
(132)
|
1,311
|
71
|
(8,843)
|
Segmental Analysis for the six months ended 30 June
2023:
|
UK
Home
£'000
|
UK
Commercial
£'000
|
UK
Distribution
£'000
|
Owned Assets
£'000
|
Energy Flex
£'000
|
Total Group
£'000
|
Installation services
provided to Commercial
customers
|
-
|
9,180
|
-
|
-
|
-
|
9,180
|
Other services provided to customers
over time
|
48
|
1,549
|
-
|
4,052
|
-
|
5,649
|
Wholesale and Supply
only sales to Commercial customers
at point in time
|
-
|
-
|
3,399
|
-
|
-
|
3,399
|
Sale and installation of
chargepoints to residential
customers at point in time
|
12,386
|
-
|
-
|
-
|
-
|
12,386
|
Energy flex revenues
|
-
|
-
|
-
|
-
|
-
|
-
|
Revenue
|
12,434
|
10,729
|
3,399
|
4,052
|
-
|
30,614
|
Cost of sales
|
(8,989)
|
(8,165)
|
(1,387)
|
(2,834)
|
-
|
(21,375)
|
Gross margin
|
3,445
|
2,564
|
2,012
|
1,218
|
-
|
9,239
|
Gross margin %
|
27.7%
|
23.9%
|
59.2%
|
30.1%
|
-
|
30.2%
|
Other income
|
370
|
191
|
39
|
-
|
-
|
600
|
Administrative expenses excluding
impairment charges
|
(14,641)
|
(7,558)
|
(1,530)
|
(617)
|
-
|
(24,346)
|
Impairment charges
|
-
|
(18,645)
|
-
|
-
|
-
|
(18,645)
|
Operating (loss)/profit
|
(10,826)
|
(23,448)
|
521
|
601
|
-
|
(33,152)
|
Finance income
|
334
|
173
|
35
|
-
|
-
|
542
|
Finance costs
|
(74)
|
(39)
|
(8)
|
(84)
|
-
|
(205)
|
(Loss)/profit before tax
|
(10,566)
|
(23,314)
|
548
|
517
|
-
|
(32,815)
|
Reconciliation of operating loss to adjusted EBITDA for the
six months ended 30 June 2023
|
UK
Home
£'000
|
UK
Commercial
£'000
|
UK
Distribution
£'000
|
Owned Assets
£'000
|
Energy Flex
£'000
|
Total Group
£'000
|
Operating (loss)/profit
|
(10,826)
|
(23,448)
|
521
|
601
|
-
|
(33,152)
|
Depreciation and
amortisation
|
2,871
|
1,483
|
300
|
472
|
-
|
5,126
|
Impairment charges
|
-
|
18,645
|
-
|
-
|
-
|
18,645
|
Share-based payments
charge
|
1,384
|
715
|
145
|
-
|
-
|
2,244
|
Exceptional items
|
222
|
114
|
23
|
-
|
-
|
359
|
Adjusted EBITDA
|
(6,349)
|
(2,491)
|
989
|
1,073
|
--
|
(6,778)
|
Segmental Analysis for the year ended 31 December
2023:
|
UK
Home
£'000
|
UK
Commercial
£'000
|
UK
Distribution
£'000
|
Owned Assets
£'000
|
Energy Flex
£'000
|
Total Group
£'000
|
Installation services
provided to Commercial
customers
|
-
|
19,835
|
-
|
-
|
-
|
19.835
|
Other services provided to customers
over time
|
135
|
3,162
|
-
|
8,348
|
-
|
11,645
|
Wholesale and Supply
only sales to Commercial customers
at point in time
|
-
|
-
|
5,400
|
-
|
-
|
5,400
|
Sale and installation of
chargepoints to residential
customers at point in time
|
26,837
|
-
|
-
|
-
|
-
|
26.837
|
Energy flex revenues
|
-
|
-
|
-
|
-
|
39
|
39
|
Revenue
|
26,972
|
22,997
|
5,400
|
8,348
|
39
|
63,756
|
Cost of sales
|
(19,406)
|
(16,943)
|
(2,281)
|
(5,886)
|
-
|
(44,516)
|
Gross margin
|
7,566
|
6,054
|
3,119
|
2,462
|
39
|
19,240
|
Gross margin %
|
28.1%
|
26.3%
|
57.8%
|
29.5%
|
100%
|
30.2%
|
Other income
|
617
|
319
|
64
|
-
|
-
|
1,000
|
Administrative expenses
excluding impairment
charges
|
(30,863)
|
(16,094)
|
(3,225)
|
(1,235)
|
(22)
|
(51,439)
|
Impairment charges
|
-
|
(47,396)
|
(5,758)
|
-
|
-
|
(53,154)
|
Operating (loss)/profit
|
(22,680)
|
(57,117)
|
(5,800)
|
1,227
|
17
|
(84,353)
|
Finance income
|
979
|
505
|
102
|
-
|
-
|
1,586
|
Finance costs
|
(136)
|
(70)
|
(14)
|
(198)
|
-
|
(418)
|
(Loss)/profit before tax
|
(21,837)
|
(56,682)
|
(5,712)
|
1,029
|
17
|
(83,185)
|
Reconciliation of operating loss to adjusted EBITDA for the
year ended 31st December 2023
|
UK
Home
£'000
|
UK
Commercial
£'000
|
UK
Distribution
£'000
|
Owned Assets
£'000
|
Energy Flex
£'000
|
Total Group
£'000
|
Operating (loss)/profit
|
(22,680)
|
(57,117)
|
(5,800)
|
1,227
|
17
|
(84,353)
|
Depreciation and
amortisation
|
6,106
|
3,150
|
638
|
960
|
-
|
10,854
|
Impairment charges
|
-
|
47,396
|
5,758
|
-
|
-
|
53,154
|
Share-based payments
charge
|
1,403
|
724
|
146
|
-
|
-
|
2,273
|
Exceptional items
|
1,729
|
892
|
181
|
-
|
-
|
2,802
|
Adjusted EBITDA
|
(13,442)
|
(4,955)
|
923
|
2,187
|
17
|
(15,270)
|
6.
Exceptional items
Exceptional items, for the purposes
of presenting non-IFRS measure of adjusted EBITDA are as
follows:
|
Six months ended
30 June
2024
|
Six months ended
30 June
2023
|
Year
Ended
31 December
2023
|
|
£'000
|
£'000
|
£'000
|
Supplier-related costs
|
1,712
|
-
|
-
|
Restructuring costs
|
2,631
|
359
|
2,802
|
|
4,343
|
359
|
2,802
|
In FY 23, £2,802k of restructuring
costs were incurred, representing professional fees associated with
the strategic review exercise undertaken in during 2023 and the
staff costs arising from executing this restructuring activity.
£346k of these costs related to amounts paid to the former CEO
after he had left his role and associated professional
fees.
Included within this amount was a
provision of £326k which was recognised at 31st December 2023, to
cover the expected costs of staff exits in 2024 resulting from the
strategic review exercise which had been communicated to those
affected by the year end. At 30 June 2024, this amount had
been spent in full.
A further £2,631k of restructuring
costs were incurred in H1 24, in line with previously communicated
expectations, representing further actions arising from the
strategic review undertaken in 2023, and forming part of the same
overall restructuring exercise. These included additional staff
exit costs, and professional fees and other costs associated with
the exit of non-core segments.
During April 2024, Tritium DCFC
Limited, the parent entity of a supplier of rapid charging units to
the Group, entered administration. The uncertainty
caused by this situation has led to customers of the Group delaying
installation of Tritium products. There is also
uncertainty among customers as to the timely satisfaction of
warranty obligations in respect of installed
units.
The Group has therefore recognised
provisions for:
i)
The carrying value of Tritium stock on hand which does not have a
committed order (£428k);
ii)
The expected future costs of maintenance and repair services due
under existing warranty commitments, which the Group currently
expects to have to fulfil in place of Tritium if Tritium is unable
to fulfil these as would normally be the case
(£1,284k).
Restructuring costs in 2023 related
to changes within the senior management team.
7.
Loss per share
Basic earnings per share is
calculated by dividing the loss attributable to the equity holders
of the Group by the weighted average number of shares in issue
during the year.
The Group has potentially dilutive
ordinary shares in the form of share options granted to employees.
However, as the Group has incurred a loss in all periods presented,
the loss per share is not increased for potentially dilutive
shares.
|
Six months ended
30 June
2024
|
Six months ended
30 June
2023
|
Year
ended
31 December
2023
|
Loss for the period attributable to
equity holders (£'000)
|
18,819
|
32,953
|
83,414
|
Weighted average number of shares in
issue
|
155,275,651
|
153,473,724
|
154,104,570
|
Loss per share (Basic and Diluted)
(£)
|
(0.12)
|
(0.22)
|
(0.54)
|
8. Related
Parties
Transactions with Shareholders
During the six months ended 30 June
2024, the Group had the following transactions with entities which
were part of the EDF Group:
Group Company
|
Sales of
goods
£'000
|
Purchase
of goods
£'000
|
EDF
Energy Limited
|
106
|
-
|
EDF
Energy Customers Limited
|
-
|
391
|
During the six months ended 30 June
2023, the Group had the following transactions with entities which
were part of the EDF Group:
Group Company
|
Sales of
goods
£'000
|
Purchase
of goods
£'000
|
EDF Energy Limited
|
138
|
-
|
EDF Energy Customers
Limited
|
-
|
143
|
During the year ending 31 December
2023, the Group had the following transactions with entities which
were part of the EDF Group:
Group Company
|
Sales of
goods
£'000
|
Purchase
of goods
£'000
|
EDF Energy Limited
|
-
|
488
|
EDF Energy Customers
Limited
|
3
|
-
|
Transactions with related parties who are not members of the
Group
During H1 2024, the Group had the
following transactions with a related party who is not a member of
the Group. Imtech Inviron Limited is a related party by virtue of
their ultimate parent and controlling party being
Electricite de France S.A.:
• Sale of
goods of £nil million (H1 2023: £0.2 million, year ended 31
December 2023: £0.2 million)
9. Intangible
assets
|
Development £'000
|
Brand £'000
|
Customer relationships £'000
|
Goodwill £'000
|
Total £'000
|
Cost:
|
|
|
|
|
|
At 1 January 2024
|
27,981
|
13,940
|
13,371
|
77,639
|
132,931
|
Additions - H1 24
|
5,689
|
-
|
-
|
-
|
5,689
|
At
30 June 2024
|
33,670
|
13,940
|
13,371
|
77,639
|
138,620
|
Accumulated amortisation and
impairment charges:
|
|
|
|
|
|
At 1 January 2024
|
(12,456)
|
(2,730)
|
(13,371)
|
(43,274)
|
(71,831)
|
Amortisation - H1 24
|
(4,168)
|
(349)
|
-
|
-
|
(4,517)
|
At
30 June 2024
|
(16,624)
|
(3,079)
|
(13,371)
|
(43,274)
|
(76,348)
|
Carrying amounts:
|
|
|
|
|
|
At
30 June 2024
|
17,046
|
10,861
|
-
|
34,365
|
62,272
|
|
Development £'000
|
Brand £'000
|
Customer relationships £'000
|
Goodwill £'000
|
Total £'000
|
Cost:
|
|
|
|
|
|
At 1 January 2023
|
20,702
|
13,940
|
13,371
|
77,639
|
125,652
|
Additions - H1 23
|
6,023
|
-
|
-
|
-
|
6,023
|
At 30 June 2023
|
26,725
|
13,940
|
13,371
|
77,639
|
131,675
|
Accumulated amortisation and
impairment charges:
|
|
|
|
|
|
At 1 January 2023
|
(10,146)
|
(2,033)
|
(2,599)
|
-
|
(14,778)
|
Amortisation - H1 23
|
(2,997)
|
(349)
|
(446)
|
-
|
(3,792)
|
Impairment - H1 23
|
(235)
|
-
|
-
|
(18,645)
|
(18,880)
|
At 30 June 2023
|
(13,378)
|
(2,382)
|
(3,045)
|
(18,645)
|
(37,450)
|
Carrying amounts:
|
|
|
|
|
|
At 30 June 2023
|
13,347
|
11,558
|
10,326
|
58,994
|
94,225
|
|
Development £'000
|
Brand £'000
|
Customer relationships £'000
|
Goodwill £'000
|
Total £'000
|
Cost:
|
|
|
|
|
|
At 1 January 2023
|
20,702
|
13,940
|
13,371
|
77,639
|
125,652
|
Additions - 2023
|
11,518
|
-
|
-
|
-
|
11,518
|
Disposals - 2023
|
(4,239)
|
|
|
|
(4,239)
|
At 31 December 2023
|
27,981
|
13,940
|
13,371
|
77,639
|
132,931
|
Accumulated amortisation and
impairment charges:
|
|
|
|
|
|
At 1 January 2023
|
(10,146)
|
(2,033)
|
(2,599)
|
-
|
(14,778)
|
Amortisation - 2023
|
(6,549)
|
(697)
|
(892)
|
-
|
(8,138)
|
Impairment - 2023
|
-
|
-
|
(9,880)
|
(43,274)
|
(53,154)
|
Disposals - 2023
|
4,239
|
-
|
-
|
-
|
4,239
|
At 31 December 2023
|
(12,456)
|
(2,730)
|
(13,371)
|
(43,274)
|
(71,831)
|
Carrying amounts:
|
|
|
|
|
|
At 31 December 2023
|
15,525
|
11,210
|
-
|
34,365
|
61,100
|
Impairment review exercise
undertaken in 2023
Following the Group's announcement of a change to its
strategic priorities in November 2023, the Group operates reporting
segments which are aligned to those priorities, as set out in note
5. Goodwill and other intangible assets arising on
acquisition were re-allocated from the previous segments to the new
segments during 2023. The goodwill previously allocated to the
Commercial Recurring and Commercial Non-Recurring segments was
split between the UK Commercial and UK Distribution segments based
on the 2023 revenue associated with those segments under the new
reporting structure.
As a result of the re-allocation
exercise, there was no re-allocation to or from Home from other
segments. No intangible assets were allocated to the Owned
Assets segment, or to the new Energy Flex or International
segments.
As a result of the November 2023
strategy change, the Group is exiting certain commercial
markets,
such as Fleet Depot and Public
Charging, to focus on Home and Workplace charging going
forward.
During 2023 the Customer
Relationships asset was re-assessed in light of the Group's
strategy for its UK Commercial business and the updated cash flows
expected from those customer relationships
identified at initial recognition in
2020. The Directors assessed that the recoverable value of
this
asset on an individual basis at 31st
December 2023 was nil and its carrying value at 31st December 2023
of £9,880k was impaired in full.
For the 2023 annual impairment
review of goodwill, CGUs were identified in line with the new
segments. The recoverable amount of each CGU was estimated on a
value-in-use basis, using a discounted cash flow
model.
The recoverable amount determined
through this value-in-use test identified impairments in the UK
Commercial and UK Distribution segments, totalling £53.2m. This
amount was charged to the income statement within administrative
expenses.
Of this amount, £18.6m had been
identified at 30 June 2023 and charged within administrative
expenses at that date. The Directors are of the view
that this charge related entirely to goodwill within the UK
Commercial segment.
Impairment review exercise as
at 30 June 2024
At 30 June 2024, the remaining
carrying value of goodwill and other intangibles arising on
acquisition has been re-assessed, using a fair value less costs of
disposal ("FVLCOD")
approach. The Directors are required to consider the
recoverable amount, being the higher of FVLCOD and value in use at
each reporting date. The Directors consider the FVLCOD approach
gives rise to a higher recoverable value at 30 June
2024.
FVLCOD reflects market inputs or
inputs based on market evidence if readily available. If these
inputs are not readily available, the fair value is estimated by
discounting future cash flows modified for market participants'
views.
Since observable market inputs or
inputs based on market evidence are not readily available,
management have used a discounted cash flow model to estimate the FVLCOD of each CGU. The discounted
cash flows represent a Level 3 valuation as defined by IFRS 13 Fair
Value Measurement.
The Directors have assessed the
appropriate basis to determine the recoverable amount including the
growth in adoption of battery electric vehicles
("BEVs") after
2030, which was the terminal period applied at 31 December
2023. The Directors consider that an assessment on a FVLCOD
basis is a more useful representation of the recoverable amount
when considering the future strategy of the business, including the
impact of continued adoption of BEVs in the UK market over
the medium term.
Management has projected cash flows
using Board-approved budgets and forecasts to 2030.
Management has then, for the assessment at 30 June 2024, estimated
a growth rate for the period from 2030 to 2035 of 5.9%, reflecting
a further period of strong growth arising from adoption of
BEVs.
This change to include a period
longer than 5 years is considered appropriate given the growth in
electric vehicles is expected to increase significantly beyond 5
years, driven by Government policy initiatives to decarbonise most
transport and increased demand for electric vehicles.
The Group's forecasts have
been updated in light of trading in H1 24 and latest
expectations.
Key assumptions in the model remain
in line with the strategic plan presented at the Group's
Capital Markets Day in November 2023. These assumptions include
future trading estimates which include the size of the UK market
for new charging points, and the Group's forecast market
share. The Group's forecast takes into account its principal
risks that may impact the cash flows, including macroeconomic
factors, and has been determined using input from external advisors
as part of the strategic review.
The forecasts are based on
management's assessment of future market prospects, informed by
publicly available data published by the UK Government and
Euromonitor as well as proprietary insight from external advisors.
The cashflow forecasts have been informed by the Group's
actual trading performance in H1 24, management's assessment of
current and likely future market conditions, and expectations on
future cashflows arising from the Group's refocused
Commercial activities following strategic review. The forecasts run
to 31st December 2030.
Key assumptions include:
i) 15% CAGR in the addressable
residential home charging market between 2024 and 2030, and
a
40% CAGR growth in the Workplace
market over the same period;
ii) 20% cumulative annual growth
rate in revenue between 1st January 2024 and 31st December
2027;
iii) A 5 percentage point
improvement on 2023 gross margin by 2025 and sustained throughout
the
plan period;
iv) A £6m annualised reduction in
overhead costs by 2025, offset in later years by investment in
brand marketing and international expansion; and
v) The Group to become cash
generative from 2027.
The Group's Scope 1 and Scope 2 emissions
targets for 2026 are not expected to have a material impact on the
future cash flows of the Group.
A post-tax weighted-average cost of
capital ("WACC") of 14.3% (2023: 12.7%) was used to
discount
forecast cash flows, along with a
terminal growth rate of 1.7% (2023: 1.7%), based on UK GDP
forecasts, to extrapolate cash flows beyond the forecast
period.
The WACC of 14.3% is equivalent to a
pre-tax discount rate of 19.1% (2023: 17.0%). Management
considers that the inputs into the
WACC model appropriately consider recent increases to
risk-free
rates and the estimated optimal
long-term capital structure based on a market participant's
view.
Based on the
Directors' assessment of
the risks associated with each business segment, a
single
WACC for each segment has been
considered appropriate.
The value in use of each of the CGUs
is in excess of its carrying value at 30 June
2024.
Sensitivities
Home CGU
The headroom of recoverable value
over carrying value of intangible assets in the Home CGU is £21.5
million at 30 June 2024. A decrease in forecast revenue CAGR of 23%
over the period to 31 December 2030 would be required to cause the
carrying value of the intangible assets within the Home segment to
exceed its recoverable value. A reduction in the expected growth
rate between 2030 and 2035 to 1.7% in line with the long term
growth rate would reduce the headroom to £14.1m. A reduction
in terminal growth rate to 1.0% from 2035 would reduce the headroom
to £19.8 million.
UK
Commercial CGU
The headroom of recoverable value
over carrying value of intangible assets in the UK Commercial CGU
is £0.9 million at 30 June 2024. A decrease in forecast revenue
CAGR of 3% over the period to 31 December 2030 would be required to
cause the carrying value of the intangible assets within the UK
Commercial segment to exceed its recoverable value. A reduction in
the expected growth rate between 2030 and 2035 to 1.7% in line with
the long term growth rate would cause an impairment of £1.7m.
A reduction in terminal growth rate from 2035 to 1.0% would reduce
the headroom to £0.3 million.
A decrease in forecast revenue CAGR
of 55% over the period to 31 December 2030, or an increase in
pre-tax discount rate to 27.0%, would be required to cause the
carrying amount of the intangibles assets within the UK Commercial
segment to become zero.
UK
Distribution CGU
The headroom of recoverable value
over carrying value of intangible assets in the UK Distribution CGU
is £0.3 million at 30 June 2024. A decrease in forecast revenue
CAGR of 1% over the period to 31 December 2030 would be required to
cause the carrying value of the intangible assets within the UK
Distribution segment to exceed its recoverable value. A reduction
in the expected growth rate between 2030 and 2035 to 1.7% in line
with the long term growth rate would cause an impairment of £1.3m.
A reduction in terminal growth rate to 1.0% from 2035 would cause
an impairment of £0.1 million.
A decrease in forecast revenue CAGR
of 44% over the period to 31 December 2030, or an increase in
pre-tax discount rate to 25.4%, would be required to cause the
carrying amount of the intangibles assets within the UK
Distribution segment to become zero.
The Directors have assessed the
market capitalisation of the Group as an indicator of impairment
in
the context of the appropriateness
of the assumptions applied.
10.
Prior period restatement
Commercial revenue accounting
In order to reflect the change in
approach to commercial revenue recognition as set out in the
accounting policies note 3 above, costs and revenue relating to the
installation work which had been completed by 31 December 2022 and
30 June 2023 have been recognised.
The adjustment has resulted in
commercial installation projects previously presented as work in
progress as at 31 December 2022 and 30 June 2023 being
de-recognised from the balance sheet, and presented within cost of
goods sold. To reflect revenue, accrued income, inclusive of
applicable expected margin, has been recognised as a contract
asset, where work had been performed in advance of
invoicing.
At 31 December 2022, WIP has been
reduced by £1,702k, accrued income increased by £1,032k and
deferred income reduced by £598k.
At 30 June 2023, WIP has been
reduced by £1,326k, accrued income increased by £974k and deferred
income reduced by £280k.
No income statement amounts have
been re‑presented
in the six months to 30 June 2023, as the effects on revenue, cost
of sales, and gross margin are not significant for the six month
period ended 30 June 2023 or the full year ended 31 December
2023.
Balance sheet representation
Presentation of contract assets and contract
liabilities
Management have also presented
previously existing accrued income and deferred income balances at
31 December 2022 and 30 June 2023 as separate contract assets and
liabilities, outside of trade and other receivables and trade and
other payables respectively.
The effect at 31 December 2022 was
to reduce trade payables by £11,431k and present the equivalent
balance in deferred income, and to reduce trade receivables by
£5,195k and present the equivalent balance as accrued
income.
The effect at 30 June 2023 was to
reduce trade payables by £13,239k and present the equivalent
balance in deferred income, and to reduce trade receivables by
£6,740k and present the equivalent balance as accrued
income.
Gross up adjustment
Management have identified a gross
up adjustment made as at 30 June 2023 as previously reported of
£5,471k, which increased the reported amounts of trade and other
receivables and trade and other payables respectively. This
adjustment was not appropriate, and has been reversed in the
restated figures for 30 June 2023.
The table below sets out the effect
of these changes. No income statement amounts have been
re‑presented in the six months to 30
June 2023, as the effects on revenue, cost of sales, and
gross
margin are not significant for the
six month period ended 30 June 2023 or the full year ended 31
December 2023.
These restatements have also
resulted in changes to the prior year cashflow statement relating
to
working capital movements. The net
cashflow from operating activities remains unchanged.
Presentation of deferred tax assets and
liabilities
Historically the Group has presented
deferred tax liabilities and assets on the face of the
balance
sheet. Deferred tax assets have been
recognised only up to the level of deferred tax liabilities
arising.
Since these assets and liabilities
arise only in the UK, and since they therefore relate to income
taxes
levied by the same tax authority on
the same group of entities, and since there is an expectation that
the tax assets and liabilities will be realised simultaneously,
these have been netted off at H1 24 and
in the comparative balance sheets
presented, including at 30 June 2023 which has therefore been
restated.
Reserves reclassification
During the year ended 31 December
2023, management identified that on exercise of share-based awards
in FY2022 and FY2021, a transfer of share-based payment charge had
been incorrectly made to credit the share premium account. This
transfer should have been made to credit retained earnings, and a
correction has been made as at 31st December 2022.
|
As previously reported at 30 June
2023
£'000
|
Restatement - commercial revenue
accounting
£'000
|
Restatement - presentation of
contracts assets and liabilities
£'000
|
Restatement - gross up
adjustment
£'000
|
Restatement - deferred
tax
£'000
|
Restatement - reserves
reclassification
£'000
|
As restated at 30 June
2023
£'000
|
Commercial revenue accounting
|
|
|
|
|
|
|
|
Current assets
|
|
|
|
|
|
|
|
Inventories
|
8,012
|
(1,326)
|
-
|
-
|
-
|
|
6,686
|
Contract assets - accrued
income
|
-
|
974
|
6,740
|
-
|
-
|
|
7,714
|
Trade and other
receivables
|
28,572
|
-
|
(6,740)
|
(5,462)
|
-
|
|
16,370
|
Total impact on current assets
|
|
(352)
|
-
|
(5,462)
|
-
|
|
(5,814)
|
Current liabilities
|
|
|
|
|
|
|
|
Contract liabilities - deferred
income
|
-
|
280
|
(13,239)
|
-
|
-
|
|
(12,959)
|
Trade and other payables
|
(37,504)
|
-
|
13,239
|
5,462
|
-
|
|
(18,803)
|
Total impact on current liabilities
|
|
280
|
-
|
5,462
|
-
|
|
5,534
|
Total impact on net assets
|
|
(72)
|
-
|
-
|
-
|
|
(72)
|
Reserves reclassification
|
|
|
|
|
|
|
|
Share premium
|
140,203
|
|
-
|
-
|
-
|
(316)
|
139,887
|
Impact of restatements on retained
earnings at 30 June 2023
|
5,514
|
(72)
|
-
|
-
|
-
|
316
|
5,758
|
Presentation of deferred tax
|
|
|
|
|
|
|
|
Non-current assets - deferred
tax
|
5,471
|
-
|
-
|
-
|
(5,471)
|
|
-
|
Non-current liabilities-deferred
tax
|
(5,471)
|
-
|
-
|
-
|
5,471
|
|
-
|
10. Post
balance sheet events
There are no post balance sheet
events requiring disclosure.
Capital commitments approved by the
Board and existing at 30 June 2024 amounted to £310k in respect of
a software implementation project (30 June 2023: £nil, 31st
December 2023 £nil).
11.
Ultimate parent undertaking and controlling party
The immediate parent company of the
Company and its subsidiaries is EDF Energy Customers Limited, a
company registered in the United Kingdom.
The immediate parent company of EDF
Energy Customers Limited is EDF Energy Limited, a company
registered in the United Kingdom.
In all periods presented,
Electricite de France SA, a company incorporated in France, is
regarded by the Directors as the Company's ultimate parent company
and controlling party. This is the largest group for which
consolidated financial statements are prepared. Copies of that
company's consolidated financial statements may be obtained from
the registered office at Electricite de France SA, 22-30 Avenue de
Wagram, 75382, Paris, Cedex 08, France.
INDEPENDENT REVIEW REPORT TO POD POINT GROUP HOLDINGS
PLC
Conclusion
We have been engaged by Pod Point
Group Holdings plc ("the Company")
to review the condensed set of financial statements in the
half-yearly financial report for the six months ended 30 June
2024 which comprises Condensed Consolidated
Income Statement, Condensed Consolidated Statement of Financial
Position, Condensed Consolidated Statement of Changes in Equity,
Condensed Consolidated Statement of Cash Flows and the related
explanatory notes.
Based on our review, nothing has
come to our attention that causes us to believe that the condensed
set of financial statements in the half-yearly financial report for
the six months ended 30 June 2024 is not prepared, in all material
respects, in accordance with IAS 34 Interim Financial Reporting as adopted
for use in the UK and the Disclosure Guidance and Transparency
Rules ("the
DTR") of the UK's
Financial Conduct Authority ("the UK FCA").
Basis for conclusion
We conducted our review in
accordance with International Standard on Review Engagements (UK)
2410 Review of Interim Financial
Information Performed by the Independent Auditor of the
Entity ("ISRE (UK) 2410") issued for use in the UK. A review of interim
financial information consists of making enquiries, primarily of
persons responsible for financial and accounting matters, and
applying analytical and other review procedures. We read the
other information contained in the half-yearly financial report and
consider whether it contains any apparent misstatements or material
inconsistencies with the information in the condensed set of
financial statements.
A review is substantially less in
scope than an audit conducted in accordance with International
Standards on Auditing (UK) and consequently does not enable us to
obtain assurance that we would become aware of all significant
matters that might be identified in an audit. Accordingly, we
do not express an audit opinion.
Whilst the company has previously
produced a half-yearly report containing a condensed set of
financial statements, those financial statements have not
previously been subject to a review by an independent auditor. As a
consequence, the review procedures set out above have not been
performed in respect of the comparative period for the six months
ended 30 June 2023.
Conclusions relating to going concern
Based on our review procedures,
which are less extensive than those performed in an audit as
described in the Basis for conclusion section of this report,
nothing has come to our attention that causes us to believe that
the directors have inappropriately adopted the going concern basis
of accounting, or that the directors have identified material
uncertainties relating to going concern that have not been
appropriately disclosed.
This conclusion is based on the
review procedures performed in accordance with ISRE (UK) 2410.
However, future events or conditions may cause the Group to cease
to continue as a going concern, and the above conclusions are not a
guarantee that the Group will continue in operation.
Directors' responsibilities
The half-yearly financial report is
the responsibility of, and has been approved by, the
directors. The directors are responsible for preparing the
half-yearly financial report in accordance with the DTR of the UK
FCA.
The annual financial statements of
the Group are prepared in accordance with UK-adopted international
accounting standards.
The directors are responsible for
preparing the condensed set of financial statements included in the
half-yearly financial report in accordance with IAS 34 as adopted
for use in the UK.
In preparing the condensed set of
financial statements, the directors are responsible for assessing
the Group's
ability to continue as a going concern, disclosing, as applicable,
matters related to going concern and using the going concern basis
of accounting unless the directors either intend to liquidate the
Group or to cease operations, or have no realistic alternative but
to do so.
Our
responsibility
Our responsibility is to express to
the Company a conclusion on the condensed set of financial
statements in the half-yearly financial report based on our
review. Our conclusion, including our conclusions relating to
going concern, are based on procedures that are less extensive than
audit procedures, as described in the Basis for conclusion section
of this report.
The
purpose of our review work and to whom we owe our
responsibilities
This report is made solely to the
Company in accordance with the terms of our engagement to assist
the Company in meeting the requirements of the DTR of the UK
FCA. Our review has been undertaken so that we might state to
the Company those matters we are required to state to it in this
report and for no other purpose. To the fullest extent
permitted by law, we do not accept or assume responsibility to
anyone other than the Company for our review work, for this report,
or for the conclusions we have reached.
Mark Wrigglesworth
for
and on behalf of KPMG LLP
Chartered Accountants
15 Canada Square
London
E14 5GL
29 July 2024