Embargoed: 07:00hrs 13 November
2024
Ten Lifestyle Group
plc
("Ten", the "Company" or the
"Group")
Preliminary results for the
year ended 31 August 2024
Ten Lifestyle Group plc (AIM:
TENG) the global concierge platform driving customer loyalty for
global financial institutions and other premium brands, is pleased
to announce its preliminary results for the year ended 31 August
2024.
Financial highlights
·
Net Revenue1 of £62.9m (2023: £63.0m),
£64.4m at constant currency
o corporate revenue2 of £55.3m (2023:
£55.6m)
o supplier revenue3 of £7.6m (2023:
£7.4m)
·
Adjusted EBITDA4 up £0.8m to £12.8m
(2023: £12.0m), £12.6m at constant currency
·
Adjusted EBITDA margin5 increased to
20.3% (2023: 19.1%)
·
Second consecutive year of profit before tax of
£0.5m (2023: £0.9m)
·
Cash and cash equivalents of £9.3m (2023: £8.2m)
and net cash of £3.9m (H1 2024: £1.9m; FY 2023: £3.7m)
Operational highlights
·
Material Contract6 developments
delivered Net Revenue growth at constant currency in H2
2024
·
£12.8m (2023: £13.9m) investment in proprietary
digital platforms, communications, and technologies, of which £6.7m
(2023: £7.3m) was capitalised
o launched "Ten Box Office"; a significant milestone in Ten's
digital roadmap
o launched and enhancing generative AI solutions to improve
service quality and efficiency
·
Number of Active Members7 maintained;
349k (2023: 353k)
·
Maintained a high levels of member
satisfaction8, which drives repeat use and value to
Ten's corporate clients
·
Remained focused on cost and efficiency gains,
supporting EBITDA margin growth
Current Trading and Outlook
We continue to generate revenue by
serving existing Active Members and activating "first time users"
from our existing Eligible Member base. In addition, we have a
healthy pipeline of new partnership opportunities that will further
increase our Eligible Member base.
Our corporate clients pay us to
improve the engagement and retention of their most valuable
customers, which drives their commercial success.
We expect to continue to convert
our strong pipeline of contract opportunities with global financial
institutions and premium brands, with new contract developments
since the start of the financial year expected to deliver revenues
from H2 2025. Since the end of the year, we won a multi-year Extra
Large contract in the USA with an existing global client, initially
worth £5.0m per year in corporate revenue and a Medium contract in
AMEA with a new client. We believe our digital platform is highly
competitive and was a major reason why we won these
contracts.
Since the end of the year, we
successfully raised £5.9m through a secondary placing, to support
growth from new business as well as to strengthen our balance
sheet.
We remain focused on increasing
both Net Revenue and Adjusted EBITDA profitability. We plan to
maintain investment in our proprietary technology (including AI),
communications, and content, which provide competitive advantage.
Our technology roadmap is led by our new CTO, Jon Mullen, who
brings a deep expertise in developing complex platforms and
leveraging AI.
Given our positive trading to
date, healthy sales pipeline producing new contract wins and
contract developments, strengthened balance sheet, strong service
levels, improving profitability, and continued investment to
improve our technology and proposition, we are optimistic, even at
this early stage of the year, that 2025 will be a year of Net
Revenue and profitability growth.
Alex Cheatle, CEO of Ten Lifestyle Group,
said;
"After two years of exceptional growth, Ten has sustained
levels of Net Revenue, whilst achieving record Adjusted EBITDA
profit. We continue to develop an AI-driven digital platform, a
deep competitive moat and a robust sales pipeline for future
growth."
1
Net Revenue includes the direct cost of sales
relating to certain member transactions managed by the
Group.
2
Corporate revenue is Net Revenue from Ten's
corporate clients, including service fees, implementation fees, and
fees for the customisation of the Ten Digital Platform.
3
Supplier revenue is Net Revenue from Ten's
supplier base, such as hotels, airlines, and event promoters which
sometimes pay commission to Ten.
4
Adjusted EBITDA is operating profit/(loss) before
interest, taxation, amortisation, depreciation, share-based payment
expense, and exceptional items.
5
Adjusted EBITDA margin is Adjusted EBITDA as a
percentage of Net Revenue.
6
Ten categorises its corporate client contracts
based on the annualised value paid, or expected to be paid, by the
corporate client for the provision of concierge and related
services by Ten as: Small contracts (below £0.25m); Medium
contracts (between £0.25m and £2m); Large contracts (between £2m
and £5m); and Extra Large contracts (over £5m). This does not
include the revenue generated from suppliers through the provision
of concierge services. Medium, Large, and Extra Large contracts are
collectively Ten's "Material Contracts".
7
Individuals holding an eligible product,
employment, account or card with one of Ten's corporate clients are
"Eligible Members", with access to Ten's platform, configured under
the relevant corporate client's programme, with Eligible Members
who have used the platform in the past twelve months becoming
"Active Members".
8
Ten measures member satisfaction using the Net
Promoter Score (NPS) management tool, which gauges the loyalty of a
firm's member relationships
(https://en.wikipedia.org/wiki/Net_Promoter).
Analyst Presentation
An online analyst presentation
will be held by video link at 9:00am on 13 November
2024.
Investor Webinar
Additionally, an Investor Webinar
tailored for current and prospective investors will be presented at
4:30pm on 25 November 2024, providing participants a deeper insight
into the Group's results and strategic initiatives and a chance to
engage directly with the leadership team.
If you wish to attend either the
Analyst Presentation or the Investor Webinar, kindly email
investorrelations@tengroup.com.
This will ensure that you receive the necessary details and access
information for these events.
For further information please visit
www.tenlifestylegroup.com/
or call:
Ten Lifestyle Group plc
Alex Cheatle, Chief Executive
Officer
Alan Donald, Chief Financial
Officer
|
+44 (0)20 7850 2796
|
Singer Capital Markets Advisory LLP, Nominated Advisor and
Broker Corporate Finance: James
Moat / Oliver Platts
Corporate Broking: Tom Salvesen /
Charles Leigh-Pemberton
|
+44 (0) 20 7496 3000
|
Notes to Editors:
About Ten Lifestyle Group Plc
Ten Lifestyle Group
Plc partners with
financial institutions and other premium brands to attract and
retain wealthy and mass affluent customers.
Millions of members have access to
Ten's services across lifestyle, travel, dining and entertainment
on behalf of over fifty clients including HSBC, Swisscard and Royal
Bank of Canada. Ten's partnerships are based on multi-year
contracts generating revenue through platform-as-a-service and
technology fees.
Ten's operations are underpinned
by an increasingly sophisticated personalisation platform
comprising industry-first, proprietary technology, thousands of
supplier relationships and 25 years of proprietary expertise
delivered from over 20 global offices. Ten was also the first B
Corp-certified company on the AIM market, demonstrating its
commitment to sustainability, social responsibility and ethical
business practices.
Ten is on a mission to become the
most trusted service platform in the world.
For further information about Ten
Lifestyle Group Plc, please go to: www.tenlifestylegroup.com
Chairman's Statement
Introduction
During my first year as Ten's
Chairman, I have been pleased that the step-change in profitability
achieved last year was sustained across this year and that Net
Revenue remained at historically high levels. The global tailwinds
expanding the number and value of the world's affluent individuals
underpin our thesis that the "experience economy" will continue to
grow. I am confident that the actions we have taken in the year to
deliver value to our members, corporate clients, and partners will
continue to demonstrate product-market fit, maintain our
pre-eminent position versus competitors, and provide a platform for
future growth and value realisation.
I am thankful to all my colleagues
at Ten who have continued to take every opportunity to delight our
members, throughout the year. Ten assists our members to discover,
organise, and buy travel, dining, entertainment, events, and luxury
retail. We create value by saving our members time and money or
providing access to in-demand tickets or bookings more efficiently
than they could achieve on their own.
We are proud to be trusted and
valued by our clients. Over 85% of our revenues are sourced from
globally renowned banks, wealth managers, and credit card
organisations. Through serving their customers, our "members", Ten
demonstrates a "return on investment" (ROI) to our corporate
clients by generating improved customer acquisition, retention,
satisfaction, and profitability.
Members, clients, and partners
benefit from improved service levels across the Ten Digital
Platform, member proposition, and consistently high member Net
Promoter Score (NPS) results. Specifically, our continued
investment in digitisation, technology, and generative artificial
intelligence (AI) drives up service quality and personalisation for
members and operational efficiency and insight for our corporate
clients and partners.
We are confident that the
combination of significant global tailwinds and a relentless focus
on value creation for our members and corporate clients, together
with Ten's Growth Engine, creates ideal conditions for Ten to scale
further.
The Board's focus in 2025 will
continue to be on exceptional operational accountability and
execution to achieve further digital transformation and
efficiencies, demonstrating our value to all stakeholders and
enhancing shareholder value and liquidity.
Strategy
Our strategy is to provide
preferred, premium access and seamless organisation of the travel,
dining, entertainment, and other lifestyle needs of the customers
of our corporate clients.
Central to our strategy is the
creation of a tailored customer loyalty proposition for corporate
clients, driving both new and existing corporates to invest in
Ten's increasingly sophisticated personalisation platform. This
investment enhances the profitability and loyalty of their most
valuable customers and gives us the opportunity to fund our
continuous advancements in technology, content, and service
quality. This, in turn, fortifies our unique member proposition and
propels the Growth Engine at the heart of Ten's business
model.
Ten partners with corporate
clients, primarily in the financial services sector, and has
developed a strong track record of growing the value of these
partnerships over time. We also work with premium brands in other
sectors seeking to enhance engagement, retention, and acquisition
of their high-value customers.
Ten's unique member proposition
ensures access to benefits and experiences not generally available
to the public. The combined buying power of Ten's membership and
operational scale enables members to achieve better outcomes than
they could on their own. The member proposition is accessible for
online search and booking through Ten's market-leading proprietary
lifestyle and travel technology platform - the "Ten Digital
Platform" - or by phone, email, live chat, and WhatsApp via our
expert Lifestyle Managers.
We have continued to invest into
Ten's proprietary customer relationship management platform
(TenMAID) and the Ten Digital Platform. This investment, along with
26 years of expertise, enables our Lifestyle Managers to provide
members with 24/7 services in 22 languages (2023: 18). Our
exceptional service levels are reflected in a consistently high
NPS, an indicator of positive member impact for our corporate
clients.
Our technology platforms deliver
superior corporate client outcomes, which in turn drives revenue
from existing corporates by increasing ROI on our client's spend.
These platforms also serve as a key differentiator for Ten, giving
us a competitive edge when bidding for new contracts.
AI and Environmental, Social and
Governance (ESG) considerations have been pivotal in shaping the
Board's decision making and strategy and will remain so in the
future. AI presents significant opportunities for operational
efficiency and member experience.
This year, we launched Experiences
x Ten to provide members with access to exclusive
client-commissioned events sourced and hosted by Ten and Ten Box
Office which gives members exclusive access to premium event
tickets and packages on the Ten Digital Platform; a significant
milestone in Ten's digital roadmap.
Beyond supporting good governance
and global climate change management, ESG offers a substantial
opportunity to enhance our differentiation and value proposition to
our stakeholders. The continuation of our B Corp status underscores
our commitment to this strategy.
The ESG Working Group, established
in 2021, remains under my Chairmanship, focusing on assessing
material ESG risks and opportunities stemming from our business.
Its ongoing efforts aim to deliver on our strategy by developing
internal reporting and transparency, instigating behavioural change
within the business, and ensuring that we offer our members
ESG-friendly choices in their interactions with us.
Board composition and our people
The Group continues to benefit
from a founder-led executive management team, showcasing strength
in leadership, innovation, and resilience to develop the business
over the long term in all regions.
During the year we welcomed Edward
Knapp and Carolyn Jameson as Non-Executive Directors, who bring
significant growth, governance, and subject matter expertise to our
ranks. I am confident that the Board's composition is well equipped
to meet the evolving needs of our business.
Our commitment to developing our
people is evident, in part, through the Ten Academy and Ten's
Global Leadership Programme - a twelve-month internal development
initiative shaping the Group's future leaders on a global scale. An
employee culture rooted in Ten's principles of transparency,
education, promotion, engagement, our Diversity, Equity, and
Inclusion (DEI) Programme, underpinned by our B Corp certification,
supports our diverse, global workforce and helps us attract,
retain, and develop the best talent.
On behalf of the Board, I would
like to thank the entire Ten team for their successes,
professionalism, and commitment throughout the year. Their
contributions are highly valued, and we take great pride in the
teams' dedication to our collective success.
Summary
After two years of exceptional
growth, Ten has sustained levels of Net Revenue, whilst achieving
record Adjusted EBITDA profit and margin. These results demonstrate
the ability of our business model to drive efficiencies whilst
delivering value to our corporate clients, as an integral component
of their customer engagement strategies.
The expanding "experience economy"
coupled with the desire of affluent individuals for convenient,
technology-enabled access to travel, dining and lifestyle
experiences - something Ten excels in providing - offers our
corporate clients a unique opportunity to forge deeper connections
with their most valuable customers, indicating a significant
potential for market growth. The initiatives we have undertaken
this year, along with our plans for 2025, highlight our commitment
to capitalising on these global opportunities.
Following the end of the period,
Ten secured a significant multi-year Extra Large contract in the
USA with an existing global corporate client initially worth
c.£5.0m per year in corporate revenue and a Medium contract in AMEA
with a new client, both of which are expected to transition from
their respective incumbent providers in latter stages of H1 FY
2025. These contract wins underpin our belief in strong revenue and
profit growth in the year ahead.
Given the significant volume of
service requirements of these contracts from launch, operational
and working capital investment will be necessary to support the
transition and ongoing service delivery. To meet these short-term
working capital needs for the launch of this and other new contract
wins, as well as to strengthening our balance sheet, we
successfully raised approximately £5.9m through a secondary placing
with new and existing shareholders and a retail offer to existing
shareholders.
I want to express my gratitude to
our shareholders for their support throughout the year and
beyond.
Jules Pancholi
Non-Executive Chairman
12 November 2024
Chief Executive's statement
Overview
This year served as a period of
consolidation, during which we reinforced Ten's foundations for
future growth, continued profitability, and service
improvements.
The "Growth Engine" at the heart
of our business continues to demonstrate its effectiveness.
Following two years of 35% growth, we maintained Net Revenue
levels. We also sustained the step-change in profitability achieved
in the prior year, whilst continuing to invest into our proprietary
technology, including AI, which will drive our future growth and
profitability.
By delivering high service levels
across our high-touch and digital platforms and continuing to
invest in our digitally enabled service platform, we have developed
a deep competitive moat and a robust sales pipeline for future
growth.
Consolidated Net Revenue and profitability
After two years of 35% growth, we
maintained Net Revenue levels at £62.9m (2023: £63.0m), with a
slight increase to £64.4m in constant currency.
Our pipeline of new business
yielded five new Medium contract wins, including new partnerships
with a Private Bank in AMEA, Emirates NBD and the Global Travel
Collection.
We also achieved significant
contractual developments with existing corporate clients, including
a multi-year extension of an existing Large contract on
renegotiated terms, with options to expand the scope of current
services. However, the same corporate client decided to withdraw
concierge services from its customer engagement strategy, leading
to the loss of a Large contract in the last quarter of the
year.
Since the end of the year, we have
secured significant contract expansions and new business wins. We
won a multi-year Extra Large contract in the USA with an existing
global client, initially worth £5.0m per year in corporate revenue
and a Medium contract in AMEA with a new client, both of which are
expected to transition from their respective incumbent providers in
latter stages of H1 FY 2025. Given that these contracts require us
to take over from incumbent high-touch providers, they will have
high service requirements from launch. We also secured significant
multi-year renewals of two Extra Large contracts with existing
global clients, underpinning our revenue outlook.
We sustained the 145% step-change
in Adjusted EBITDA profitability achieved in the prior year (2023:
£12.0m; 2022: £4.9m), increasing Adjusted EBITDA by 7% to £12.8m.
Adjusted EBITDA margin increased to 20.3% (2023: 19.1%), fuelled by
enhanced efficiencies, driven by advancements in our technology and
growing professionalism of our operational staff. This also
resulted in the second consecutive year of profit before tax of
£0.5m (2023: £0.9m).
Cash generated from operations in
the year increased. The Group ended the year with cash and cash
equivalents totalling £9.3m (2023: £8.2m). Net cash continued to
improve to £3.9m (H1 2024: £1.9m; FY 2023: £3.7m).
We continue to drive our market-leading digital
capability
We invested £12.8m (2023: £13.9m)
in technology, communications, and content in the year to develop
the quality, operational, and competitive advantages of our digital
capability, of which £6.7m (2023: £7.3m) was capitalised. Our focus
on market-leading digital capability clearly differentiates us from
our competitors and is intended to underpin our long-term "Growth
Engine" strategy to become the world's most trusted
service.
The investments across the year
led to significant advances in our digital roadmap. These advances
include improved personalisation and automation, leading to an
improved user experience. One of the key developments was the
launch of Ten Box Office, our proprietary marketplace technology,
which consolidates Ten's ticketing inventory. Clients have
responded to this launch by promoting this functionality,
stimulating new members to become active, driving our impact and
revenues.
Additionally, we have expanded our
service delivery channels to include WhatsApp and chat. These
platforms now feature semi-automated conversations, which are
seamlessly transferred to our Lifestyle Managers once the automated
interaction runs its course. These improvements not only reduce the
time to serve but also deliver a stronger ROI for our corporate
clients' customer loyalty budgets, whilst improving the user/member
experience. This unlocks additional budget to utilise Ten's full
suite of services and increases the stickiness of our
service.
Our early adoption of AI in recent
years, and our plans to continue this into the future, underscores
our commitment to harnessing its potential to turbo-charge our
Growth Engine by using AI to improve operational efficiency and
service quality. We are seeing material results in multiple areas
of the business, from translations to coding and quality assurance
for high touch requests. We continue to develop an AI "co-pilot"
for Lifestyle Managers, who make up the largest group of employees,
to support more efficient and high-quality service.
Our unique "not available on the
internet" assets, such as exclusive tables at top restaurants,
tickets for sold-out shows, exclusive events, and value-add
benefits at hotels, empowered by our AI technology, delivers value
for our members via our digital self-serve and high-touch channels.
This advantage sets us apart from mass-market AI interfaces reliant
on publicly available assets.
Enhanced member proposition, satisfaction, and
engagement
Throughout the year, we have
strengthened our core propositions to deliver a more compelling and
accessible offering to serve existing members and attract new
members.
The attractiveness and
accessibility of our member proposition directly correlates with
engagement, usage, and advocacy among our members. Member
engagement and satisfaction are key to building value for corporate
clients, who want to improve the engagement, retention, and
acquisition of their most valued customers. This, in turn,
justifies increased corporate spending with us and attracts new
corporate clients and new supplier partners to work with
us.
We are delighted to have
maintained another strong year of member satisfaction, consistent
with the high levels of the prior year, as measured by
NPS.
We believe that our high member
satisfaction and strengthened member proposition have played a key
role in broadly maintained the number of Active Members using the
service. These metrics not only highlight the success of our
member-focused initiatives but also serve as compelling evidence of
the ROI for corporate clients continuing to invest in our
service.
Summary
We believe our competitive moat is
deeper than ever, backed by Ten's global reach, market-leading
member proposition and leading technology platforms, which delivers
a strong ROI for our corporate clients. This has been achieved
through our commitment to innovation and continuing to invest in
our technology, AI, content and market expertise and better
pricing, access, benefits, and integration with our supplier
partners, which has enhanced the service to members and corporate
clients.
This strategy recognises the
importance of innovation in building our market position and
improving service levels, whilst continuing to progress from last
year's step-change in Adjusted EBITDA profitability at £12.8m
(2023: £12.0m) and growing Adjusted EBITDA margin up to 20.3%
(2023: 19.1%).
I am proud of how our people
across our offices globally continue to professionally deliver and
innovate high-quality service to our members, paid for by our
corporate clients. I would like to express my thanks also to our
outstanding management team, which continues to drive the business
successfully towards our mission of becoming the world's most
trusted service.
Alex Cheatle
Chief Executive Officer
12 November 2024
Financial Review
Net Revenue was maintained at
£62.9m (2023: £63.0m) and up £1.4m (2.2%) at constant currency.
Adjusted EBITDA of £12.8m (2023: £12.0m), £12.6m at constant
currency, increased by 7% as operational efficiencies delivered an
improved Adjusted EBITDA margin of 20.3% (2023: 19.1%).
Summary P&L
|
2024
|
2023
|
|
£m
|
£m
|
Revenue
|
67.3
|
66.7
|
Corporate revenue
|
55.3
|
55.6
|
Supplier revenue
|
7.6
|
7.4
|
Net
Revenue
|
62.9
|
63.0
|
Operating expenses and other income
|
(50.1)
|
(51.0)
|
Adjusted
EBITDA
|
12.8
|
12.0
|
Adjusted EBITDA %
|
20.3%
|
19.1%
|
|
|
|
Depreciation
|
(3.3)
|
(2.9)
|
Amortisation
|
(5.8)
|
(5.3)
|
Share-based payments
|
(0.9)
|
(0.9)
|
Exceptional items charge
|
(0.7)
|
(1.1)
|
Operating
profit before interest and tax
|
2.1
|
1.8
|
Net finance expense and FX
|
(1.6)
|
(0.9)
|
Profit before
taxation
|
0.5
|
0.9
|
Taxation credit
|
0.5
|
3.6
|
Profit for
the period
|
1.0
|
4.5
|
|
|
|
|
|
|
Net
cash
|
3.9
|
3.7
|
Adjusted EBITDA
Adjusted EBITDA is not a statutory
measure, however, the Board believes it is appropriate to include
this as an additional metric as it is one of the main measures of
performance used by the Board. It reflects the underlying
profitability of our business operations, excluding amortisation of
investment in platform infrastructures, exceptional charges and
share-based payment expenses and related taxes.
Revenue and Net Revenue
Revenue for the twelve months to
31 August 2024 was £67.3m, representing a modest increase from
£66.7m in the prior year. Net Revenue remained consistent with the
previous year at £62.9m (2023: £63.0m) (£64.4m at constant
currency), in line with market expectations. Net Revenue includes
the direct cost of sales related to member transactions where Ten
acts as the principal service provider, capturing the full scope of
member transactions managed by the Group.
Corporate Revenue was stable at
£55.3m (2023: £55.6m), with underlying base business relatively
flat overall. The loss of a Large contract in the last quarter of
the year and FX headwinds were partially offset by new contract
wins during the year. These included Medium contracts with key
corporate clients, such as a private bank in AMEA and Emirates NBD,
which began generating revenue in H2 2024, providing a foundation
for growth in the coming year.
Supplier Revenue increased to
£7.6m from £7.4m, reflecting a consistent demand for
supplier-driven offerings.
The table below provides a
four-year history of Net Revenue.
Net Revenue
|
2024
£m
|
2023
£m
|
2022
£m
|
2021
£m
|
Corporate revenue
|
55.3
|
55.6
|
41.1
|
31.9
|
Supplier revenue
|
7.6
|
7.4
|
5.7
|
2.8
|
|
62.9
|
63.0
|
46.8
|
34.7
|
Contract analysis
The following tables set out an
analysis of our contracts by size and by region. We have analysed
only our Material Contracts. Note, the contract size is based on
the annualised value paid or expected to be paid by the corporate
client for the provision of concierge and related services by Ten.
This does not include the revenue generated from supplier partners
through the provision of these concierge services.
Contract by size
|
2024
|
2023
|
change
|
Extra Large
|
3
|
3
|
-
|
Large
|
6
|
6
|
-
|
Medium
|
20
|
19
|
1
|
|
29
|
28
|
1
|
Contract by region
|
2024
|
2023
|
change
|
Europe
|
8
|
10
|
(2)
|
Americas
|
10
|
11
|
(1)
|
AMEA
|
10
|
6
|
4
|
Global
|
1
|
1
|
-
|
|
29
|
28
|
1
|
During the year, the Group
announced five new Medium contract wins as well as an expansion of
an existing contract from a Medium to a Large and an expansion of
an existing Large contract. Offsetting this, four Medium contracts
did not renew or became Small contracts as well as the loss of a
Large contract in the last quarter of the year. Within the regions,
AMEA saw the most significant growth, adding two new contracts and
growing two more into Material Contracts. Europe saw one Large
contract and one Medium contract loss, whilst the Americas saw a
net decrease of one Medium contract.
Post balance sheet we have
announced a further two contract wins, an Extra Large in the
Americas region and one Medium contract in AMEA, as set out in
tables below.
Contract by size
|
Nov
2024
|
Nov 2023
|
change
|
Extra Large
|
4
|
3
|
1
|
Large
|
6
|
6
|
-
|
Medium
|
21
|
19
|
2
|
|
31
|
28
|
3
|
Contract by region
|
Nov 2024
|
Nov 2023
|
change
|
Europe
|
8
|
10
|
(2)
|
Americas
|
11
|
11
|
-
|
AMEA
|
11
|
6
|
5
|
Global
|
1
|
1
|
-
|
|
31
|
28
|
3
|
Regional analysis
While there is a clear overlap
between the geographic locations of our corporate clients and their
members' requests, members use our concierge services across all
the regions. Net Revenue by region reflects our servicing location,
rather than the location of our corporate clients. This allows us
to track the efficiency and profitability of our operations around
the world and is therefore presented on this basis.
Net Revenue
|
2024
£m
|
2023
£m
|
%
change
|
Europe
|
26.4
|
25.9
|
2%
|
Americas
|
25.0
|
25.8
|
(3%)
|
AMEA
|
11.5
|
11.3
|
2%
|
|
62.9
|
63.0
|
(0%)
|
Net Revenue in Europe saw a modest 2% increase to
£26.4m (2023: £25.9m) (£26.5m at constant currency), supported by
sustained activity across key corporate contracts. This stability
reflects strong member engagement and steady supplier revenue in
the region.
Net Revenue in the Americas decreased slightly by 3% to
£25.0m (2023: £25.8m) (£25.6m at constant currency), primarily due
to shifts in contract sizes and member activity normalising after a
high-growth period in prior years. Some of the slow-down in growth
was due to corporate clients holding back on activity in
anticipation of our digital roll out of Ten Box Office and other
digital enhancements. Nonetheless, strong member demand and
engagement remain across longstanding client relationships in the
region.
Net Revenue in AMEA increased by 2% to £11.5m (2023:
£11.3m) (£12.3m at constant currency). Growth in this region was
supported by increased member demand and new business activity,
particularly in key Middle Eastern markets, which continue to
strengthen the Group's presence and market penetration across the
region with the post period end Extra Large contract win expected
to drive growth in the region in the coming year.
Operating expenses and other
income
Operating expenses and other
income totalled £50.1m (2023: £51.0m), reflecting a slight decrease
of £0.9m. This was largely driven by efficiency gains across the
Group, enabling effective cost management alongside stable revenue
levels. Total full-time equivalent (FTE) employees was 1,145 at the
year end (2023: 1,238), a reduction of 93 FTEs as the Group
continues to invest in technology and infrastructure to optimise
service delivery and enhance profitability.
Regional Adjusted
EBITDA
The Group's Adjusted EBITDA
increased to £12.8m (2023: £12.0m) resulting in an improved
Adjusted EBITDA margin of 20.3% (2023:19.1%) reflecting stable
revenue and continued focus on operational efficiencies. This
figure includes expenses aside from depreciation of £3.3m (2023:
£2.9m), amortisation of £5.8m (2023: £5.3m), exceptional items of
£0.7m (2023: £1.1m), and share-based payments of £0.9m (2023:
£0.9m).
Following the allocation of
central costs, including IT infrastructure, software development,
property, senior management, and other central expenses, the
Adjusted EBITDA by region is presented below:
Adjusted EBITDA
|
2024
|
2023
|
Change
|
£m
|
£m
|
£m
|
Europe
|
10.4
|
9.2
|
1.2
|
Americas
|
0.6
|
1.9
|
(1.3)
|
AMEA
|
1.8
|
0.9
|
0.9
|
Total
|
12.8
|
12.0
|
0.8
|
Europe
Adjusted EBITDA for Europe
increased to £10.4m (2023: £9.2m), growing by £1.2m during the year
both at actual and constant currency. This growth was primarily
driven by stable revenue performance combined with operational
efficiencies, supporting strong regional profitability and
continued growth in supplier revenue.
Americas
Adjusted EBITDA in the Americas
decreased to £0.6m (2023: £1.9m) (£0.2m at constant currency),
reflecting adjustments in contract sizes and cost structures aimed
at maintaining long-term profitability whilst in addition investing
in resources in advance of future contract launches.
AMEA
AMEA's Adjusted EBITDA increased
to £1.8m (2023: £0.9m) (£1.9m at constant currency). with the
region benefiting from enhanced member activity and new business
activity across key markets as well as continuing operational
efficiencies, supporting increased profitability.
Amortisation
Amortisation costs, relating to
the internal platform (TenMAID) and the member-facing platforms,
were £5.8m (2023: £5.3m), reflecting continued investment in
technology to drive improvements in service levels, efficiency, and
competitive advantage. The increase from the prior year is
attributable in part to the realisation of a full year of
amortisation of costs capitalised over the course of the previous
financial year.
Net finance expense
Net finance expense in the year
was £1.6m (2023: £0.9m); the expense included loan interest of
£0.6m (2023: £0.4m), IFRS 16 lease interest expense of £0.4m (2023:
£0.2m) as well as foreign exchange losses on the translation of
inter-company balances in the year of £0.6m (2023:
£0.2m).
Loan interest increased following
an increase in total debt to £5.4m (2023: £4.6m). Since year-end,
the Group has repaid £1.45m of related party loans using the
proceeds from the secondary placing.
The increase in IFRS 16 lease
interest is as a result of leases having been renewed, modified or
entered into over the course of the year.
Share-based payments
The share-based payments expense
in the year was £0.9m (2023: £0.9m). These related to share-based
payments expense reflecting share grants made under management
incentive plans in the year (see note 29), including the extension
of salary sacrifice share options of £0.4m (2023:
£0.2m).
Exceptional items expense
The exceptional items expense was
£0.7m (2023: £1.1m), The expenses incurred principally related to a
specific restructuring programme across the Group. This impacted a
number of functions, both service and support functions as we reset
our cost base and realigned some management structures to better
support the Group going forward.
Profit before tax (PbT)
The Group has a profit before tax
for the second consecutive year, achieving a profit before tax of
£0.5m (2023: £0.9m). The decrease from the prior year is primarily
driven by non-cash items and foreign exchange losses on
inter-company balances.
Taxation
The taxation expense for the year
was a tax credit of £0.5m (2023: £3.6m). The tax credit for the
year was the result of the recognition of deferred tax assets
related to historical losses of £1.7m (2023: £5.3m). This was
partially offset by tax expense in overseas operations and other
deferred tax movements.
Earnings per share (basic, diluted and
underlying)
The profit for the year was £1.0m
(2023: £4.5m), resulting in a basic profit per share (excluding
treasury shares) of 1.2p (2023: 5.4p) and diluted profit per share
of 1.1p (2023: 5.2p).
Underlying earnings per share is
calculated by adjusting the profit / (loss) attributable to equity
shareholders for exceptional items of £0.7m (2023: £1.1m) along
with deferred tax arising from the recognition of historical losses
of £1.7m (2023: £5.3m), resulting in a basic and diluted underlying
EPS of 0.0p (2023: 0.4p).
The Board does not recommend the
payment of a dividend.
Group cash flow
|
|
|
Summary Cash Flow
|
|
|
£m
|
2024
|
2023
|
|
£m
|
£m
|
Profit before tax
|
0.5
|
0.9
|
Net finance
expense
|
1.5
|
0.9
|
Working capital changes
|
(1.0)
|
0.4
|
Non-cash items (share based
payments, depreciation and amortisation charges, exceptional
items)
|
10.0
|
9.3
|
Operating cash flow
|
11.0
|
11.5
|
Capital
expenditure
|
(0.3)
|
(0.5)
|
Investment in
intangibles
|
(6.7)
|
(7.3)
|
Taxation
|
(1.2)
|
(0.8)
|
Cash inflow
|
2.8
|
2.9
|
Cash flows from financing activities
|
|
|
Sale of treasury
shares
|
-
|
0.1
|
Receipts issue of
shares
|
1.1
|
0.6
|
Loan receipts
|
1.1
|
1.2
|
Loan payments
|
(0.3)
|
-
|
Loan receipts - Invoice
Discounting Facility
|
(0.1)
|
0.1
|
Repayment of leases and net
interest
|
(3.7)
|
(3.2)
|
Net cash used in financing activities
|
(1.9)
|
(1.2)
|
Foreign currency
movements
|
0.2
|
(0.1)
|
Net increase in cash and cash equivalents
|
1.1
|
1.6
|
Cash and cash equivalents
|
9.3
|
8.2
|
Net cash
|
3.9
|
3.7
|
Cash generated from operations was
£11.0m (2023: £11.5m). Non-cash items in the year of £10.0m (2023:
£9.3m) was substantially made up of depreciation of £3.3m and
amortisation charges of £5.8m for the year.
The expenditure that was
capitalised on IT equipment and infrastructure, the Ten Digital
Platform ,and TenMAID totalled £7.0m (2023: £7.8m) as we continue
to invest in our technology.
Net cash used in financing
activities is primarily due to IFRS 16 lease payments and interest
of £3.7m (2023: £3.2m). This was offset by loan receipts of £1.1m
(2023: £1.2m) and receipts from the issuance of equity of £1.1m
(2023: £0.6m).
This has led to an overall
increase in cash of £1.1m during the year (2023: £1.6m), with net
cash at £3.9m (2023: £3.7m).
Group balance sheet
Summary balance sheet
|
2024
|
2023
|
|
£'m
|
£'m
|
Intangible
assets
|
16.3
|
15.4
|
Property, plant and
equipment
|
0.6
|
0.9
|
Right-of-use
assets
|
5.5
|
1.9
|
Deferred tax assets
|
5.0
|
4.3
|
Cash
|
9.3
|
8.2
|
Other current
assets
|
12.5
|
12.1
|
Current lease
liabilities
|
(1.2)
|
(1.7)
|
Current
liabilities
|
(19.8)
|
(20.9)
|
Short term
borrowings
|
(4.4)
|
(1.6)
|
Non-current lease
liabilities
|
(4.4)
|
(0.4)
|
Long-term
borrowings
|
(1.0)
|
(3.0)
|
Net assets
|
18.4
|
15.2
|
|
|
|
Share capital/share
premium
|
32.5
|
31.4
|
Reserves
|
(14.1)
|
(16.2)
|
Total equity
|
18.4
|
15.2
|
Net assets were £18.4m (2023:
£15.2m). The growth in the year is driven by increased
profitability in addition to the recognition of a deferred tax
asset of £0.7m related to historical losses for which the Group
expects to be able to utilise against future profits. The Group has
also continued to invest in its digital platforms driving the
increase in intangible assets. This was offset by increases in
borrowing arrangements.
Key Financial Performance Indicators
(KFPIs)
Management accounts are prepared
on a monthly basis and include KPIs covering revenue, Adjusted
EBITDA, cash balances and Material Contracts, and are measured
against both the Group's budget and the previous years' actual
results. The KFPIs for the year are:
|
2024
|
2023
|
2022
|
2021
|
|
|
|
|
|
Net Revenue (£m)
|
62.9
|
63.0
|
46.8
|
34.7
|
Corporate (£m)
|
55.3
|
55.6
|
41.1
|
31.9
|
Supplier (£m)
|
7.6
|
7.4
|
5.7
|
2.8
|
Net Revenue growth %
|
-0%
|
35%
|
35%
|
-21.6%
|
Adjusted EBITDA
|
12.8
|
12.0
|
4.9
|
4.4
|
Adjusted EBITDA Margin %
|
20.3%
|
19.1%
|
10.4%
|
12.8%
|
Net cash (£m)
|
3.9
|
3.7
|
3.2
|
6.7
|
Material Contracts
|
29
|
28
|
28
|
24
|
Each month the Board assesses the
performance of the Group based on these KFPIs, operational
performance indicators, including the number of Active Members,
sales performance, corporate client development and technology
updates. The Group's performance has strengthened since being
previously impacted by COVID-19, achieving records across several
of its KFPIs.
Going concern
The impact of plausible adverse
macroeconomic scenarios on the Group's business still warrants
focus and ongoing management. The Group is particularly exposed to
the adverse impact on variable revenues from these scenarios as
well as the risk of corporate revenue contracts not being
renewed.
The Group has set its budget for
2025 and forecast for the following year which includes the
recently announced contract wins. We recognise that there are
scenarios under which the Group could be impacted by reductions in
the number of member engagements and by prospective corporate
clients failing to renew contracts. From our budget base case, a
stress scenario of 20% reduction in variable revenues was performed
as well as a severe downside scenario of 90% reduction in variable
revenues. In each of these scenarios, if revenue is not in line
with cash flow forecasts, the Directors have identified cost
savings associated with the reduction in revenue and can identify
further cost savings if necessary.
Since the year end, the completion
of the secondary placing of new Ordinary Shares, which raised gross
proceeds of £5.9m, provided further liquidity to ensure the Group
can meet its obligations as they come due.
The Directors have no reason to
believe that corporate revenue and receipts will decline to the
point that the Group no longer has sufficient resources to fund its
operations. However, in the unlikely event this should occur, the
Group will continue to manage its working capital position, as well
as making significant reductions in its fixed costs.
Post Year End events
Since the end of the year, the
Group has:
·
won a significant multi-year
Extra Large contract in the USA with an existing global corporate
client. Ten will transition service from the incumbent high-touch
provider in late H1 FY 2025, with the launch of its digitally
enabled concierge platform scheduled for H2 FY 2025
·
won a Medium contract in AMEA
with a new corporate client, which is expected to transition from
the incumbent provider in late H1 FY 2025
· raised gross proceeds of £5.9m through the secondary placing
of 9,332,853 new Ordinary Shares at 63 pence per share. The funds
raised will support the Group's short-term working capital
requirements for the launch of the two contract wins, as well as
having repaid £1.45m of related party loans, in addition to
strengthening its balance sheet
Alan Donald
Chief Financial Officer
12 November 2024
Consolidated Statement of
Comprehensive Income for the year ended 31 August
2024
|
Note
|
2024
|
2023
|
|
|
£'000
|
£'000
|
Revenue
|
4
|
67,264
|
66,656
|
Cost of sales on principal member
transactions
|
|
(4,361)
|
(3,653)
|
Net revenue
|
4
|
62,903
|
63,003
|
Other cost of sales
|
|
(1,957)
|
(2,032)
|
Gross profit
|
|
60,946
|
60,971
|
Administrative expenses
|
|
(59,601)
|
(60,012)
|
Other income
|
|
731
|
836
|
|
|
|
|
Operating profit before amortisation, depreciation, interest,
share-based payments, exceptional items, and taxation ("Adjusted
EBITDA")
|
|
12,801
|
12,004
|
Depreciation
|
18 &
19
|
(3,332)
|
(2,916)
|
Amortisation
|
17
|
(5,770)
|
(5,287)
|
Share-based payment expense
|
29
|
(900)
|
(908)
|
Exceptional items
|
5
|
(723)
|
(1,098)
|
|
|
|
|
Operating profit
|
6
|
2,076
|
1,795
|
Net finance expense
|
13
|
(1,539)
|
(871)
|
Profit before taxation
|
|
537
|
924
|
Taxation credit
|
14
|
485
|
3,623
|
Profit for the year
|
|
1,022
|
4,547
|
|
|
|
|
Other comprehensive income/(expense):
|
|
|
|
Foreign currency translation
differences
|
|
170
|
(564)
|
Total comprehensive profit for the year
|
|
1,192
|
3,983
|
|
|
|
|
|
|
|
|
Basic profit per ordinary share
|
15
|
1.2p
|
5.4p
|
Diluted profit per ordinary share
|
15
|
1.1p
|
5.2p
|
Basic underlying profit per ordinary share
|
15
|
0.0p
|
0.4p
|
Diluted underlying profit per ordinary
share
|
15
|
0.0p
|
0.4p
|
The consolidated statement of
comprehensive income has been prepared on the basis that all
operations are continuing operations.
Consolidated Statement of
Financial Position as at 31 August 2024
Company
No: 08259177
|
Note
|
2024
|
2023
|
|
|
£'000
|
£'000
|
Non-current assets
|
|
|
|
|
|
|
|
Intangible assets
|
17
|
16,349
|
15,394
|
Property, plant, and
equipment
|
18
|
636
|
912
|
Right of use assets
|
19
|
5,489
|
1,911
|
Deferred tax asset
|
16
|
4,957
|
4,297
|
Total non-current assets
|
|
27,431
|
22,514
|
|
|
|
|
Current assets
|
|
|
|
|
|
|
|
Inventories
|
|
55
|
511
|
Trade and other
receivables
|
21
|
12,408
|
11,608
|
Cash and cash
equivalents
|
23
|
9,267
|
8,229
|
Total current assets
|
|
21,730
|
20,348
|
|
|
|
|
Total assets
|
|
49,161
|
42,862
|
|
|
|
|
Current liabilities
|
|
|
|
|
|
|
|
Trade and other
payables
|
24
|
(19,231)
|
(20,059)
|
Provisions
|
25
|
(598)
|
(931)
|
Lease liabilities
|
27
|
(1,236)
|
(1,738)
|
Borrowings
|
26
|
(4,389)
|
(1,622)
|
Total current liabilities
|
|
(25,454)
|
(24,350)
|
|
|
|
|
Net current liabilities
|
|
(3,724)
|
(4,002)
|
|
|
|
|
Non-current liabilities
|
|
|
|
|
|
|
|
Borrowings
|
26
|
(1,011)
|
(2,950)
|
Lease liabilities
|
27
|
(4,360)
|
(399)
|
Total non-current liabilities
|
|
(5,371)
|
(3,349)
|
|
|
|
|
Total liabilities
|
|
(30,825)
|
(27,699)
|
|
|
|
|
Net assets
|
|
18,336
|
15,163
|
|
|
|
|
Equity
|
|
|
|
|
|
|
|
Called up share capital
|
28
|
87
|
85
|
Share premium account
|
|
32,389
|
31,272
|
Merger relief reserve
|
|
1,993
|
1,993
|
Treasury reserve
|
|
606
|
606
|
Foreign exchange
reserve
|
|
(941)
|
(1,111)
|
Retained deficit
|
|
(15,798)
|
(17,682)
|
Total equity
|
|
18,336
|
15,163
|
Consolidated Statement of
Changes in Equity for the year ended 31 August
2024
|
Note
|
Called up share
capital
|
Share premium
account
|
Merger relief
reserve
|
Foreign exchange
reserve
|
Treasury
reserve
|
Retained
deficit
|
Total
|
|
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
Balance at 31 August 2022
|
|
84
|
30,658
|
1,993
|
(547)
|
513
|
(22,858)
|
9,843
|
Profit for the year
|
|
-
|
-
|
-
|
-
|
-
|
4,547
|
4,547
|
Foreign exchange
|
|
-
|
-
|
-
|
(564)
|
-
|
-
|
(564)
|
Total comprehensive income for the year
|
|
-
|
-
|
-
|
(564)
|
-
|
4,547
|
3,983
|
|
|
|
|
|
|
|
|
|
Employee Benefit Trust (EBT)
costs
|
|
-
|
-
|
-
|
-
|
93
|
-
|
93
|
Equity-settled share-based payments
charge
|
29
|
-
|
-
|
-
|
-
|
-
|
629
|
629
|
Issue of new share
capital
|
|
1
|
614
|
-
|
-
|
-
|
-
|
615
|
Balance at 31 August 2023
|
|
85
|
31,272
|
1,993
|
(1,111)
|
606
|
(17,682)
|
15,163
|
|
|
|
|
|
|
|
|
|
Profit for the year
|
|
-
|
-
|
-
|
-
|
-
|
1,022
|
1,022
|
Foreign exchange
|
|
-
|
-
|
-
|
170
|
-
|
-
|
170
|
Total comprehensive income for the year
|
|
-
|
-
|
-
|
170
|
-
|
1,022
|
1,192
|
|
|
|
|
|
|
|
|
|
Equity-settled share-based payments
charge
|
29
|
-
|
-
|
-
|
-
|
-
|
862
|
862
|
Issue of new share
capital
|
|
2
|
1,117
|
-
|
-
|
-
|
-
|
1,119
|
Balance at 31 August 2024
|
|
87
|
32,389
|
1,993
|
(941)
|
606
|
(15,798)
|
18,336
|
Consolidated Statement of
Cash Flows for the year ended 31 August 2024
|
Note
|
2024
|
2023
|
|
|
£'000
|
£'000
|
Cash flows from operating activities
|
|
|
|
Profit for the year, after
tax
|
|
1,022
|
4,547
|
|
|
|
|
Adjustments for:
|
|
|
|
Taxation credit
|
14
|
(485)
|
(3,623)
|
Net finance expense
|
13
|
1,539
|
871
|
Amortisation of intangible
assets
|
17
|
5,770
|
5,287
|
Depreciation of property, plant,
and equipment
|
18
|
502
|
511
|
Depreciation of right-of-use
asset
|
19
|
2,830
|
2,405
|
Equity-settled share-based payment
expense
|
29
|
862
|
629
|
Exceptional Items
|
5
|
-
|
427
|
|
|
|
|
Movement in working capital:
|
|
|
|
Decrease/(Increase) in
inventories
|
|
456
|
(393)
|
Increase in trade and other
receivables
|
|
(801)
|
(1,222)
|
(Decrease)/Increase in trade and
other payables
|
|
(631)
|
2,106
|
Cash generated from operations
|
|
11,064
|
11,545
|
Tax paid
|
|
(1,175)
|
(826)
|
Net cash from operating activities
|
|
9,889
|
10,719
|
|
|
|
|
|
|
|
|
Cash flows from investing activities
|
|
|
|
|
|
|
|
Purchase of intangible
assets
|
17
|
(6,725)
|
(7,284)
|
Purchase of property, plant, and
equipment
|
18
|
(294)
|
(531)
|
Finance income
|
13
|
6
|
7
|
Net cash used by investing activities
|
|
(7,013)
|
(7,808)
|
|
|
|
|
Cash flows from financing activities
|
|
|
|
|
|
|
|
Lease liability
repayments
|
27
|
(2,801)
|
(2,538)
|
Sale of treasury shares
|
|
-
|
102
|
Net receipts from invoice
discounting
|
26
|
(109)
|
122
|
Interest paid
|
|
(577)
|
(442)
|
Interest paid on IFRS16 lease
liabilities
|
27
|
(408)
|
(216)
|
Cash receipts from issue of share
capital
|
|
1,119
|
615
|
Loan receipts - loan
notes
|
26
|
1,075
|
1,185
|
Loan payments - loan
notes
|
26
|
(300)
|
-
|
Net cash used by financing activities
|
|
(2,001)
|
(1,172)
|
|
|
|
|
Foreign currency cash and cash
equivalents movements
|
|
163
|
(94)
|
|
|
|
|
Net increase in cash and cash equivalents
|
|
1,038
|
1,645
|
|
|
|
|
Cash and cash equivalents at beginning of
period
|
|
8,229
|
6,584
|
|
|
|
|
Cash and cash equivalents at end of period
|
|
|
|
Cash at bank and in
hand
|
|
9,267
|
8,229
|
Cash and cash equivalents
|
|
9,267
|
8,229
|
|
|
|
|
1. Basis of preparation
The financial information set out
in this document does not constitute the Company's statutory
accounts for the years ended 31 August 2024 or 2023. Statutory
accounts for the years ended 31 August 2023 and 31 August 2024,
which were approved by the Directors on 12 November 2024, have been
reported on by the Independent Auditors. The Independent Auditors'
Reports on the Annual Report and Financial Statements for each of
2023 and 2024 were unqualified, did not draw attention to any
matters by way of emphasis, and did not contain a statement under
498(2) or 498(3) of the Companies Act 2006.
Statutory accounts for the year
ended 31 August 2023 have been filed with the Registrar of
Companies. The statutory accounts for the year ended 31 August
2024 will be delivered to the Registrar in due course, and are
available from the Company's registered office at 9th Floor,
Regent's Place, 338 Euston Road, London NW1 3BG and are available
from the Company's website:
https://www.tenlifestylegroup.com/investors.
The financial information set out
in these results has been prepared using the recognition and
measurement principles of UK adopted international accounting
standards and with those parts of the Companies Act 2006 applicable
to companies reporting under IFRS (except as otherwise
stated). The accounting policies adopted in these results have
been consistently applied to all the years presented and are
consistent with the policies used in the preparation of the
financial statements for the year ended 31 August 2023. There are
deemed to be no new standards, amendments and interpretations to
existing standards, which have been adopted by the Group that have
had a material impact on the financial statements.
2. Going concern
The consolidated financial
statements have been prepared on a going concern basis. The ability
of the Company to continue as a going concern is contingent on the
ongoing viability of the Group. The Group meets its day-to-day
working capital requirements through its cash balances and wider
working capital management.
The current economic conditions
continue to create uncertainty, particularly over (a) corporate
members' engagement; and (b) supplier revenue volumes. The Group's
forecasts and projections, taking account of reasonably possible
changes in trading performance, show that the Group expects to be
able to operate within the level of its current cash resources.
Having assessed the principal risks and the other matters discussed
in connection with the going concern statement, the Directors
considered it appropriate to adopt the going concern basis of
accounting in preparing the consolidated financial
statements.
From our budget base case, a
stress scenario of 20% reduction in variable revenues was performed
as well as a severe downside scenario of 90% reduction in variable
revenues. In each of these scenarios, if revenue is not in line
with cash flow forecasts, the Directors have identified cost
savings associated with the reduction in revenue and can identify
further cost savings if necessary. Overall, the Directors have
prepared cash flow forecasts covering a period of at least twelve
months from the date of approval of the financial statements, which
foresee that the Group will be able to operate within its existing
working capital facilities.
The completion of a secondary
placing of new Ordinary Shares after year end raised £5.9m of gross
proceeds. This has provided further liquidity to ensure the Group
is able to meet its obligations as they come due. The funds raised
will support the Group's short-term working capital requirements
for the launch of the two aforementioned contract wins, as well as
having repaid the related party loans outstanding of £1.45m in
addition to strengthening our balance sheet.
Having assessed the principal
risks and other matters discussed in connection with the going
concern statement, the Directors have a reasonable expectation that
the Group has adequate resources to continue in operational
existence for the foreseeable future. For these reasons, they
continue to adopt the going concern basis of accounting in
preparing the financial statements.
3. Segment reporting
The total revenue for the Group
has been derived from its principal activity, the provision of
concierge services. This has been disaggregated appropriately into
operational segment and geographical location.
The Group has three reportable
segments: Europe, Asia-Pacific, the Middle East and Africa (AMEA)
and North and South America ("the Americas"). Each segment is a
strategic business unit and includes businesses with similar
operating characteristics. They are managed separately in similar
time zones to reflect the geographical management
structure.
|
2024
|
2023
|
|
£'000
|
£'000
|
Europe
|
26,379
|
25,914
|
Americas
|
25,006
|
25,834
|
AMEA
|
11,518
|
11,255
|
Net Revenue
|
62,903
|
63,003
|
|
|
|
Add back: cost of sales on
principal transactions
|
4,361
|
3,653
|
Revenue
|
67,264
|
66,656
|
|
|
|
Europe
|
10,444
|
9,207
|
Americas
|
604
|
1,943
|
AMEA
|
1,753
|
854
|
Adjusted EBITDA
|
12,801
|
12,004
|
|
|
|
Amortisation
|
(5,770)
|
(5,287)
|
Depreciation
|
(3,332)
|
(2,916)
|
Share-based payment expense and
national insurance
|
(900)
|
(908)
|
Exceptional items
|
(723)
|
(1,098)
|
Operating profit
|
2,076
|
1,795
|
|
|
|
Foreign exchange loss
|
(507)
|
(220)
|
Other net finance
expense
|
(1,032)
|
(651)
|
Profit before taxation
|
537
|
924
|
Taxation credit
|
485
|
3,623
|
Profit for the year
|
1,022
|
4,547
|
|
|
|
Statutory revenue for the Americas
and AMEA segments is the same as the Net Revenue amounts disclosed
above. Statutory revenue for the Europe segment was £30,740k (2023:
£29,567k).
The Group's statutory revenue from
external corporate clients is generated from commercial
relationships entered into by various Group companies, which, given
the global nature of the Group's service delivery model, may not
reflect the location where the services are delivered, as reflected
in the Net Revenue segmentation noted below.
The Group's statutory revenue is
disaggregated into the following revenue streams. In addition, the
Group disaggregates revenue into services where the Group is
considered agent or principal as below:
Segmental reporting continued
|
2024
|
2023
|
|
£'000
|
£'000
|
Direct concierge service
revenue
|
52,835
|
52,257
|
Offers and benefits
revenue
|
949
|
1,170
|
Indirect concierge service
revenue
|
11,982
|
11,095
|
Digital platform
revenue
|
1,498
|
2,134
|
Gross revenue
|
67,264
|
66,656
|
|
|
|
|
2024
|
2023
|
|
£'000
|
£'000
|
Corporate revenue
|
55,282
|
55,561
|
Supplier revenue
|
11,982
|
11,095
|
Total revenue
|
67,264
|
66,656
|
|
|
|
Supplier revenue (cost of sales on
principal member transactions)
|
(4,361)
|
(3,653)
|
Net Revenue
|
62,903
|
63,003
|
|
|
|
|
2024
|
2023
|
|
£'000
|
£'000
|
Revenue from services as
principal
|
60,640
|
61,416
|
Revenue from services as
agent
|
6,624
|
5,240
|
|
67,264
|
66,656
|
|
|
|
Net Revenue is a non-GAAP Company
measure that includes the direct cost of sales relating to member
transactions managed by the Group, such as the cost of airline
tickets sold under the Group's ATOL licences. Net Revenue is the
measure of the Group's income on which segmental performance is
measured.
Adjusted EBITDA is a non-GAAP
Company specific measure excluding interest, taxation,
amortisation, depreciation,
share-based payment, and
exceptional costs. Adjusted EBITDA is the main measure of
performance used by the CEO, who is considered to be the chief
operating decision maker. Adjusted EBITDA is the principal
operating metric for a segment.
The statement of financial
position is not analysed between reporting segments. Management and
the chief operating decision maker consider the statement of
financial position at Group level.
Three corporate clients (2023:
three) generated more than 10% of total revenue each during the
year ended 31 August 2024. The total combined revenue of these
corporate clients was £24.8m (2023: £23.9m) and was mainly included
in the Europe and Americas segments.
4.
Exceptional items
|
2024
|
2023
|
|
£'000
|
£'000
|
Restructuring costs
|
723
|
995
|
Loss on disposal of subsidiary and
restructuring
|
-
|
18
|
Provision for overseas tax
authority costs
|
-
|
85
|
|
723
|
1,098
|
The Group recognised an
exceptional charge relating to restructuring costs of £723k (2023:
£995k). The cost is made up of redundancy costs incurred during the
year of £723k.
5. Income tax expense
|
2024
|
2023
|
|
£'000
|
£'000
|
Current
tax
|
|
|
Foreign taxes related to current
year
|
966
|
843
|
Prior year adjustments
|
(152)
|
(169)
|
Deferred
tax
|
|
|
Original and reversal of timing
differences
|
439
|
1,009
|
Historical losses
recognised
|
(1,738)
|
(5,306)
|
Total tax
credit
|
(485)
|
(3,623)
|
|
|
|
The tax credit for
the year can be reconciled to the income statement as
follows:
|
|
|
|
2024
|
2023
|
|
£'000
|
£'000
|
Profit before
taxation
|
537
|
924
|
|
|
|
Expected tax
credit based on a corporation tax rate of 25.0% (2023:
21.5%*)
|
134
|
199
|
Effect of expenses
not deductible in determining taxable profit
|
133
|
60
|
Effect of taxes
related to previous years
|
(152)
|
(169)
|
Origination and
reversal of timing differences
|
439
|
1,009
|
Recognition of
historical tax losses
|
(1,738)
|
(5,306)
|
Overseas tax rate
differences
|
699
|
584
|
Taxation credit for the
year
|
(485)
|
(3,623)
|
*A blended rate of 21.5% was used in the prior period
following the change in the corporation tax rate from 19% to 25% on
1 of April 2023
6.
Earnings per share
Basic earnings per share
|
2024
|
2023
|
|
£'000
|
£'000
|
Profit attributable to equity
shareholders of the parent
|
1,022
|
4,547
|
|
|
|
Weighted average number of
ordinary shares in issue (net of treasury)
|
85,850,877
|
83,894,193
|
|
|
|
Basic profit (pence)
|
1.2p
|
5.4p
|
Basic profit per ordinary
share
Basic profit per ordinary share is
calculated by dividing the net result for the year attributable to
shareholders by the weighted number of ordinary shares outstanding
during the year (2023: 5.2p).
Diluted earnings per share
|
2024
|
2023
|
|
£'000
|
£'000
|
Profit attributable to equity
shareholders of the parent
|
1,022
|
4,547
|
|
|
|
Weighted average number of
ordinary shares in issue (net of treasury)
|
89,216,913
|
86,986,163
|
|
|
|
Diluted profit per share
(pence)
|
1.1p
|
5.2p
|
Diluted earnings per ordinary
share
Diluted earnings per share is
calculated as per IAS 33 by adjusting the weighted average number
of ordinary shares outstanding for the dilutive effect of "in the
money" share options, which are the only dilutive potential common
shares for the Group. The net profit attributable to ordinary
shareholders is divided by the adjusted weighted average number of
shares. "Out of the money" share options are excluded from the
calculation as they are non-dilutive. Where the Group has incurred
a loss in the year, the diluted loss per share is the same as the
basic loss per share as the loss has an anti-dilutive
effect.
Underlying earnings per share
|
2024
|
2023
|
|
£'000
|
£'000
|
Profit attributable to equity
shareholders of the parent
|
1,022
|
4,547
|
|
|
|
|
|
|
Excluding exceptional items and
taxes
Exceptional items
|
723
|
1,098
|
Recognition of historical tax
losses
|
(1,738)
|
(5,306)
|
Underlying profit attributable to
equity shareholders of the parent
|
7
|
339
|
|
|
|
Basic weighted average number of
ordinary shares in issue (net of treasury)
|
85,850,877
|
83,894,193
|
|
|
|
Basic underlying profit per share
(pence)
|
0.0p
|
0.4p
|
Diluted weighted average number of
ordinary shares in issue (net of treasury)
|
89,216,913
|
86,986,163
|
Diluted underlying profit per
share (pence)
|
0.0p
|
0.4p
|