Mind Gym
PLC
("MindGym", the "Group" or
the "Company")
Final results for the year
ended 31 March 2024
Improvement in performance in
second half with a new strategy for medium term growth and
profitability
MindGym (AIM: MIND), the global
provider of human capital and business improvement solutions,
announces its audited results for the year ended 31 March
2024.
Results
summary
|
12 months to 31 Mar 2024
(FY24)
|
12 months to 31 Mar 2023
(FY23)
|
Change
|
Revenue
|
£44.9m
|
£55.0m
|
-18%
|
Gross profit
margin
|
86.2%
|
88.4%
|
-220
bps
|
Adjusted EBITDA profit/
(loss)
|
£(0.3m)1
|
£5.3m
|
-106.5%
|
Statutory profit/(loss)
before tax
|
£(12.1m)
|
£3.0m
|
-507.2%
|
Diluted EPS
(adjusted)
|
(4.25p)1
|
2.84p
|
-7.09p
|
Diluted EPS
(unadjusted)
|
(10.86p)
|
2.84p
|
-13.7p
|
Cash (used in)/ generated
from operations
|
£(3.1m)
|
£4.4m
|
-£7.5m
|
Cash at
bank
|
£1.4m
|
£7.6m
|
-
£6.2m
|
Capital
expenditure
|
£4.2m
|
£5.1m
|
-18%
|
1 Adjusted results exclude the
impact of £8.9m of exceptional costs incurred in the
period
Financial and Operating
highlights
· Market dynamics resulted in a
challenging FY24, particularly in Q2; revenues of £44.9m were down
18% on FY23 (£55.0m):
o Macroeconomic headwinds
affected confidence in key sectors, including tech (especially in
US) and consumer/manufacturing companies who are dependent on
global supply chains
o Increased caution on HR
budgets has affected the buying cycle, with more client
stakeholders needed to sign off budgets:
§
growing requirements for pilots to establish proof of concept
first
§
fewer big-ticket requests for proposal
o There has been increased
competition for client budgets resulting from unprecedented
investment in HR platforms and technology in recent
years
o The market has seen a material
decline in client spend on DEI, a significant revenue stream for
MindGym, particularly in the US; this contributed to the 32% US
revenue decline vs prior year
o EMEA performance was broadly
flat on prior year
· Significant cost reduction
plan implemented providing greater operating resilience;
profitability was restored in H2:
o Annualised reduction of more
than £11m across operating and capital expenditure implemented in
FY24, notwithstanding some reinvestment in leadership and marketing
capability. This contributed to:
§
Adjusted operating expenditure (excluding exceptional items,
depreciation and amortisation) of £39.1m, down 10% on FY23
(£43.4m)
§
Capital expenditure of £4.2m, down 17.5% on FY23
(£5.1m)
§
Capital expenditure in H2 reduced to £1.2m from £3.0m in H1
(59% half-on-half reduction)
o Return to adjusted EBITDA
profitability in H2:
§
Full year adjusted EBITDA loss of £0.3m (FY23: profit of
£5.3m), was comprised of an H1 loss of £4.1m, largely offset by a
profit in H2 of £3.8m
o Exceptional costs of £8.9m,
comprised the following items:
§
Digital asset impairment - £6.6m
§
Non-cash impairment of lease on US Office - £0.5m
§
Restructuring costs - £1.8m
o Loss before tax of £12.1m
(FY23: profit of £3.0m), driven by reduced revenue and the impact
of the exceptional costs
· MindGym retains sufficient
cash and liquidity:
o At 31 March 2024, the Group
had cash of £1.4m (FY24: £7.6m), which was stable vs December 2023
(£1.2m)
o Entered FY25 with a
significantly reduced run-rate of operating and capital
expenditure
o The Group retains access to a
£2m undrawn loan facility
Board
evolution
· Appointment of Christoffer Ellehuus as CEO as part of planned
succession (joined in January 2024)
· Octavius Black transitioned to Executive Chair with
responsibilities focusing on increasing MindGym's market presence,
further development of thought leadership and building relations
with major clients
New strategy for growth and
profitability making MindGym solutions easy to buy, easy to
deliver, and easy to renew
· New
strategy for growth and profitability outlined in CEO report with a
focus on evolving MindGym from being a provider of individual
behavioural change programmes to becoming a strategic behavioural
change partner for CHROs. The strategy is built on 2
components:
o Short-term: Focus on
commercial execution; laying the foundations for sustained
growth
o Medium-term: Packaging IP,
products, and data to scale the business for accelerated
growth
Current Trading and Outlook
· FY25
will be a year of recalibration as we implement the new strategy
which will return MindGym to its historic performance
levels
· Whilst
it will take time before the full benefit of this new strategy is
realised, the Board expects EBITDA profitability and
cash generation in FY25
· The opportunity for
MindGym in a highly fragmented $80bn Human Capital Advisory market
is as compelling as ever
· In the
medium-term, the Board is therefore confident that the business
will deliver revenue growth in excess of 10% CAGR, with EBITDA
margins between 15% and 20%
Christoffer Ellehuus, Chief
Executive Officer of MindGym, said:
"I believe that we have all the
right foundations for future growth: strong client relationships,
innovative solutions, and a very talented team. I am excited about
leading MindGym forward on a path of profitable, sustainable
growth, profitability making MindGym solutions easy to buy, easy to
deliver, and easy to renew."
The Company will host a
webcast and conference call for analysts and investors at 9:00am
BST today. If you would like to attend the webcast and conference
call, please contact mindgym@mhpgroup.com.
Enquiries
Mind Gym
plc
Christoffer Ellehuus (CEO)
Dominic Neary (CFO)
|
+44 (0) 20 7376 0626
|
|
|
Liberum
(Nominated Adviser and Broker)
Nick How
Edward Mansfield
|
+44 (0) 20 3100 2000
|
|
|
MHP (for
media enquiries)
Reg Hoare
Katie Hunt
Veronica Farah
|
+44 (0) 20 3128 8100
mindgym@mhpgroup.com
|
The information contained within this
announcement is deemed by the Company to constitute inside
information as stipulated by the Market Abuse Regulation EU
no.596/2014, as it forms part of the UK law by virtue of the
European Union (Withdrawal) Act 2018 ("MAR"). Upon the publication
of this announcement via Regulatory Information
Service ("RIS"), this inside information is now
considered to be in the public domain.
About Mind
Gym
Mind Gym is a company that delivers business
improvement solutions using scalable, proprietary products which
are based on behavioural science. The Group operates in three
global markets: business transformation, human capital management
and learning & development.
Mind Gym is listed on the London Stock
Exchange Alternative Investment Market (ticker: MIND) and
headquartered in London. The business has offices in London, New
York and Singapore.
Further information is available at
www.themindgym.com
Statement of the Executive Chair
Over the past 23 years, MindGym has
built a reputation as a global leader, advising many of the world's
most ambitious companies on how to harness the soft power of their
talent to deliver hard business results.
Our research has led the market,
our portfolio of live products has been adopted in c.50 countries
with 4 million people, and our loyal clients stay with us for many
years, consistently accounting for between 80% and 90% of annual
revenue. We have won countless awards for our client partnerships
to deliver lasting impact.
What happened in FY24
Even so, we were unable to escape
the headwinds that have been felt widely across HR services.
Business leaders are giving greater scrutiny to HR investments
which has extended buying cycles and, in some cases, recalibrated
overall spend. For example, during the year we won a number of
large projects only for our HR client to then discover that their
budget had been altered and so the scope needed to be reduced or
the programme postponed.
In addition, unprecedented
investment in HR platforms and technology in recent years has
created a more crowded market for HR services. While clients are
increasingly disenchanted with the low employee take-up and
negligible impact of many of these new platforms, this temporary
growth in new offers increased competition for HR
budgets.
These trends, combined with a
change in priorities, including a significant reduction in DEI
investment, (which particularly impacted our US business), resulted
in a year-on-year revenue reduction of 18%.
We acted swiftly to reset the cost
base of the business in response to the sudden reduction in
revenue. In this context, I am pleased with the improved financial
performance during the second half of FY24, largely mitigating the
losses from the first half and delivering an H2 EBITDA margin
closer to the historic norm.
While the market turbulence and
corresponding client caution may continue into FY25, we are seeing
a return to client demand both for leadership programmes and
integrated solutions with a significant live, both in person and
virtual, element. This plays to MindGym's signature
strengths.
Our investment in
technology
We made a commitment to invest in
new technology, some of which has created new avenues for
growth.
Our new one-to-one coaching
platform, Performa, was chosen by Burberry to replace their
existing coaching platform and went on to win the Brandon Hall
Excellence Award for 'Best Advance in Coaching and
Mentoring'.
Our new diagnostic platform
provides the basis for our emerging diagnostics business with a
number of new clients in the year and significant opportunity for
growth.
In response to the downturn in
revenue, however, several of our other digital product investments
were stopped. This resulted in an impairment of £6.6m in the
period.
Digital revenues, including SaaS
style services, currently account for 10% of revenue. We
continue to explore ways to embed elements of our
existing technologies, as well as AI, into our existing solutions
and create a model that is set up for easier renewal.
A
new era for MindGym
The most significant news this year
is the appointment of a new CEO. In January 2023, I asked the Board
to look for my successor and I'm delighted that we found an
excellent candidate in Christoffer Ellehuus, who joined the company
in January 2024 as CEO Designate and formally became CEO and a
member of the Board in April 2024.
Christoffer comes to MindGym with a
track record of successful commercial, product and digital
leadership in our market, both in leading divisions of major
advisory businesses as well as CEO of a smaller global learning
business. Christoffer has worked and lived in both the US and EMEA
and so understands our core markets well.
The immediate priority is
commercial execution. This requires taking MindGym's remarkable
proprietary IP and unique blend of live, virtual and digital
experiences and data, and making MindGym's proposition easier to
buy, easier to sell and, in due course, easier to renew. The
simplification that Christoffer is leading will help shorten the
buying cycle and demonstrate the commercial value of HR investments
to business leaders.
At the same time, we will build
what we have currently termed the 'Rosetta Stone for behavioural
change'. This will use primary data from MindGym, combined with our
clients' metrics, to advise business leaders on how to invest in
their talent to deliver the greatest impact on business
performance. This will give clients the opportunity to take a much
more integrated and data-driven approach to maximising human
performance, with MindGym at the core.
The Board
Following Christoffer's transition
to the CEO role, I am excited to take on the mantle of Executive
Chair. In this role I will remain fully engaged with the business
with particular focus, beyond chairing the Board, on promoting
MindGym in the market and building our relationships with the
leaders of many of the world's most ambitious companies, I will
also remain involved with identifying emerging market trends and
the development of MindGym's new pioneering human capital
solutions.
As a result of these changes, Ruby
McGregor Smith stepped down from the Board and her role as Chair in
April, slightly ahead of the planned end to her tenure at the AGM
in July. I'm immensely grateful to Ruby for her sterling service as
Chair of MindGym, helping steer us through the external turbulence
of COVID, the uncertainty due to the conflict in Ukraine and the
cost-of-living crisis. She has been a very supportive partner
throughout these challenging times.
The search for a new Independent
Non-Executive Director has now commenced and an update will be
provided in due course.
As previously communicated, Joanne
Cash has continued in her role as Non-Executive Director but is not
seeking reappointment at the AGM in July 2024. I'm profoundly
grateful for Joanne's guidance over the last 15 years and, in
particular, her role as Chair in taking MindGym through its
successful IPO. MindGym would not have become what it is without
her.
ParentGym
MindGym has a strong track record
with all our stakeholders. In 2009, we launched ParentGym, a
programme providing free training to parents of children aged 2-11,
and in FY24 we ran sessions for c.1,200 families with the aim of
helping them to grow the next generation. This was an increase of
over 30% on the number of families we supported in FY23. We also
continued our partnership with the Prison Advice and Care Trust
(PACT), running a bespoke programme to support parents in prison
and their families. In FY25 we aim to further increase the number
of families with support through our six-week programme, in
addition to exploring our digital strategy to reach a wider
audience of parents.
Dividend
No dividend has been paid or
proposed for the year ended 31 March 2024. The Board will continue
to keep the appropriateness of dividend payments under periodic
review and will provide an update at the time of the H1 FY25
interim results announcement.
Outlook
The changes we have made to realign
the cost base mean that we will be profitable and cash generative
in FY25 which will be a year of recalibration as Christoffer
implements his strategy to make it easy to buy, easy to sell and
easy to renew MindGym Solutions.
This will bear fruit in FY26 and
beyond, taking us, in the medium term, back to our historic
double-digit revenue growth and margins.
The opportunity for MindGym in the
highly fragmented Human Capital market is as compelling as
ever. With our new CEO and his focus on both commercial
execution and building the 'Rosetta Stone' for behavioural change,
the business is positioned well to capitalise on its future
opportunities.
Octavius Black
Board Chair
14
June 2024
CEO's
review
FY24 Review
FY24 was a challenging year for
MindGym in common with the vast majority of HR services
providers.
In this market, EMEA revenues
remained flat while US saw significant decline.
The US market has been challenging
for MindGym since COVID. MindGym has a strong offer in DEI which
has been a significant part of US revenue (but less so in
EMEA). There was a slight decline in demand for DEI during
FY23 which was followed by a much more significant drop in
FY24.
MindGym's brand awareness is also
lower in US, which is a larger and more crowded market.
Investments in digital marketing capability and building the right
mix of skills in our US team will position the business for
sustainable future growth, but it will take time for the impact of
these to be seen in higher revenue.
In response to the decline in
revenue, management acted quickly to reset the cost base of the
business and improve cash and liquidity. This resulted in an
annualised reduction of more than £11m in operating and capital
expenditure, which was partially made possible by the investments
in global operations that the business has made over the past 18
months.
The impact of these changes,
coupled with half-on-half revenue growth, was seen in improved
second half performance in FY24. The full year adjusted EBITDA loss
of £0.3m (FY23: profit of £5.3m) was comprised of a loss of £4.1m
during H1 and a profit of £3.8m in H2.
Market opportunity:
The $320bn Learning and
Development market is vast and highly
fragmented. Within this MindGym's
core markets of Leadership and Interpersonal Skills will represent
c. $80bn in 2025.
The increasing speed of
technological developments such as AI, coupled with geo-political
and economic uncertainty, mean that the workplace is changing at a
faster rate than ever before. As a result, CEOs recognise the need
for investment in their leaders, people and culture, to create
adaptable and resilient organisations that can perform during
uncertainty.
Despite the size of the
opportunity, the Learning and Development market remains highly
fragmented, with a high number of suppliers who often provide
overlapping solutions, many of which do not yet deliver promised
utilisation and return on investment for clients.
MindGym's strength in IP, coupled
with our ability to deliver highly engaging learning experiences
using both live and digital components complemented by data and
diagnostics, positions the business well for success.
Building on strong foundations:
Since joining the company in
January 2024, I have had the opportunity to spend time with clients
and our teams in both Europe and the US. My overall impression,
based on my 25 years of experience in this market, is that we have
a strong and loyal client base, competitive IP and products, and an
amazingly competent and passionate team. In short, we have a strong
foundation from which to grow and scale the business, but we need
to focus on commercialisation.
Here are my top observations as it
relates to the strengths and opportunities for the
business:
Clients: I have been hugely
impressed by the loyalty and advocacy of MindGym's client base. Our
client feedback scores remain exceptionally high; 85% of new sales
come from existing or past clients due to the previous positive
experience they had with MindGym solutions and the quality of our
content, and we are deeply committed to customer-centric
innovations that we can package and scale to the broader MindGym
client base.
Our people: I am immensely
grateful to all the highly competent and passionate colleagues at
MindGym. There is no doubt that FY24 was a challenging year for the
organisation with significant headcount reductions and changes.
However, I find at the core of MindGym culture a strong passion for
our mission and an equally strong spirit of ingenuity and
generosity for our clients and each other.
Intellectual Property: MindGym
has market leading IP on culture, leadership, and performance based
on our 23 years of psychology-based research and data analysis.
This is supported by a proven library of more than 700 assets,
tried and tested with more than 4 million business leaders in c.50
countries. To enable the next phase of growth, we have an
opportunity to integrate all this research and data into a simpler
and more holistic model for behaviour change that allows us to tie
our solutions more directly to client business outcomes and expand
client conversations.
Digital Marketing - go-to-market strategy:
MindGym's world-class research insights form a
strong differentiated basis for our market awareness-building
activities through client roundtable discussions, webinars, and
events. However, we lack the digital marketing infrastructure to
tap into a significant pool of previous clients who no longer do
business with us and to expand engagements with existing clients
who often only do one smaller defined project with us
currently.
Commercial effectiveness:
MindGym has built an impressive library of more than 700
tried-and-tested product assets that our team use to create
engaging solutions for clients. However, there is an opportunity to
combine these product assets into market-facing packages that
address common client challenges, which in turn makes it easier to
sell and buy MindGym solutions.
Capability to deliver at scale: MindGym has the ability to deliver both virtually and in
person for clients all around the world. We have a wide network of
certified facilitators and coaches who can deliver our solutions at
scale. However, as many of our clients today also consume Learning
and Development products through human capital and learning
platforms, there's an opportunity for us to further expand our
reach by integrating into partner ecosystems.
Strategy for growth
Based on my observations of the
business and the existing strong foundations, I believe there is a
strategic opportunity to take MindGym from the trusted, but
episodical, training provider it is today to becoming a true
strategic behavioural change partner for the world's leading
organisations. This vision will form the foundation for my strategy
for growth, which will have two distinct phases (as outlined in
greater detail in the business model and strategy section of the
Annual Report and Accounts):
· In the short
term, we will focus on strengthening how we operate - making
MindGym's products easier to buy, easier to deliver, and easier
to renew. This focuses on rebuilding our sales force,
improving commercial effectiveness, and enhancing our digital
marketing capability to drive lead generation with more packaged
go-to market messages and solution sets.
· Over the medium
term, we will be investing in further productising and digitising
our IP and products as well as enhancing our diagnostic offering to
be able to measure the business- performance impact of our
solutions. This will allow us to expand our strategic and
commercial relationship with clients across multiple behavioural
change projects all anchored in a Unified Behavioural Change Model, underpinned
by data.
As we enter FY25, the speed at
which we can deliver on this strategic ambition will of course
depend on our ability to generate profit that allows for
investments needed in the product and marketing capabilities
referenced above.
Outlook:
FY25 will be a year of calibration as it will
take time before the benefits of the new strategy are
realised.
The actions taken during FY24 to reduce the
cost base of the business mean that MindGym enters FY25 in a more
resilient financial and operating position; the Board expects
EBITDA profitability in the year and cash generation in
FY25.
In the medium term, the opportunity for
MindGym in this highly fragmented market is significant. The
strategy I have outlined will set the business up to return to
revenue growth of >10% p.a. and 15% to 20% operating EBITDA
margins over the medium term.
I believe that we have all the
right foundations for future growth potential: strong client
relationships, innovative solutions, and a very talented team. I am
excited about leading MindGym forward on a path of profitable,
sustainable growth.
Christoffer Ellehuus
Chief Executive Officer
14
June 2024
Financial
review
Revenue for the year of £44.9m
represented a year-on-year reduction of 18% (FY23: £55.0m),
reflecting macro headwinds, greater scrutiny of HR investments by
business leaders and increased competition for client budgets from
the unprecedented investment in HR technology and platforms in
recent years. US performance was particularly adversely
impacted by a material decline in client spend on DEI.
Revenue in H2 of £24.0m (FY23 H2:
£28.3m) represented a 15% half-on-half increase from £20.9m in H1
(FY23 H1: £26.8m).
In response to H1 performance,
management reacted to realign the cost base of the business to
ensure that MindGym remains profitable and cash generative. This
involved reducing annualised expenditure by over £11.0m, comprising
a reduction of more than £7m in operating expenditure and a £4m
reduction in capital expenditure.
Circa 50% of the reductions related
to lower volumes, with the remaining cuts being in Technology and
Innovation. This meant that several
of our digital product investments were stopped. We continue to
explore how to embed this technology into our existing
solutions as opposed to focusing on them as standalone
platforms.
These changes resulted in one-off
exceptional charges in the period of £8.9m comprising
of:
- £6.6m
digital asset impairment
- £1.8m staff
restructuring
- £0.5m
impairment of US office operating lease
As a result of both the increase in
revenue and the significant cost reduction programme undertaken
during the period, there was a significant half-on-half improvement
in profitability across the period. In H1 there was an adjusted
EBITDA[1] loss of £4.1m
(FY23 H1: £1.9m profit).
In H2 there was an adjusted EBITDA
profit of £3.8m (FY23 H2: £3.4m) - albeit H2 benefited relatively
by circa £1.2m due to lower bonus accrual costs and bonus accrual
releases. This resulted in an overall adjusted EBITDA loss for the
year of £0.3m (FY23: £5.3m profit).
There was a loss before tax for the
year of £12.1m, impacted by the exceptional charges for the
period. This compared to a profit in FY23 of
£3.0m.
This loss, partially offset by the
resulting tax credit, resulted in an adjusted diluted EPS of
(4.25p) (FY23: 2.84p) and an unadjusted diluted EPS of (10.86p)
(FY23: 2.84p).
The group anticipates cash
generation by the end of FY25 and MindGym retains sufficient and
improving liquidity:
· Cash
at 31st March 2024 was £1.4m (vs. £1.2m at
31st December 2023)
· Liquidity is improving in line with MindGym's 12-month EBITDA;
headroom with the RCF facility will double in H1 FY25 from £2m
today
· MindGym's current facility ends in September 2024, at which
point the business intends to switch to a more cost-effective
overdraft facility of circa £4m
· MindGym's $1m annual US lease ends in February 2025
Revenue
Economic headwinds impacting US
market
The economic headwinds that
impacted performance in the period were most pronounced in the US,
particularly in the technology sector. As a result, revenue for the
US region fell 32% YoY to £21.2m (FY23: £31.3m).
Revenue in EMEA was more resilient,
boosted by the major energy framework, which is receiving strong
positive client feedback, and which continues into FY25.
|
Year to March 31st
2024
|
Year to March 31st
2023
|
Change
|
|
|
|
|
Group
Statutory View
|
44,914
|
55,011
|
-18%
|
EMEA
|
23,729
|
23,742
|
0%
|
US
|
21,185
|
31,269
|
-32%
|
Continued return to in-person
deliveries
Delivery revenues grew
proportionally by 710 bps in the period to comprise 67% of total
revenue for FY24. This movement, which was anticipated in the prior
year annual report, was mostly impacted by commencement of the
Delivery phase of the major energy framework contract.
It also reflected a reduction in the
proportion of Design and Advisory (D&A) revenue in the period.
D&A revenue typically occurs at the commencement of larger
programmes. This component of revenue was impacted by the delays we
have seen to the commencement of new programmes.
Revenue mix by type compared to previous
year
|
FY24
|
FY23
|
% change
|
Delivery
|
67.4%
|
60.3%
|
7.1%
|
Design
|
13.0%
|
17.2%
|
-4.2%
|
Advisory
|
1.5%
|
1.4%
|
0.1%
|
Digital
|
10.2%
|
13.1%
|
-2.9%
|
Licensing and
certification
|
5.0%
|
5.6%
|
-0.6%
|
Other
services
|
2.9%
|
2.4%
|
0.5%
|
Total
|
100%
|
100%
|
|
Year ended 31 March
2024
|
Revenue type
|
EMEA
|
US
|
Global
|
Delivery
|
67.1%
|
67.8%
|
67.4%
|
Design
|
15.0%
|
10.9%
|
13.0%
|
Advisory
|
2.1%
|
0.7%
|
1.5%
|
Digital
|
9.6%
|
10.7%
|
10.2%
|
Licensing and
certification
|
2.2%
|
8.2%
|
5.0%
|
Other
services
|
4.0%
|
1.7%
|
2.9%
|
Total
|
100%
|
100%
|
100%
|
Year ended 31 March
2023
|
Revenue
type
|
EMEA
|
US
|
Global
|
Delivery
|
60.2%
|
60.6%
|
60.3%
|
Design
|
19.0%
|
15.7%
|
17.2%
|
Advisory
|
1.7%
|
1.1%
|
1.4%
|
Digital
|
13.4%
|
12.8%
|
13.1%
|
Licensing and
certification
|
3.3%
|
7.5%
|
5.6%
|
Other
services
|
2.4%
|
2.3%
|
2.4%
|
Total
|
100%
|
100%
|
100%
|
Gross profit
Gross margin of 86.2% represented a
reduction of 2.2% (FY23: 88.4%). This primarily reflected the shift
in product mix, with a reduced proportion of Design and Advisory
work, the costs for which are included within administrative
costs.
The reduction was more marked in
EMEA, where the gross margin declined 3.1% to 85.4% (FY23: 88.5%),
impacted by the increased proportion of in-person delivery revenues
under the major energy framework.
In US, the gross margin of 87.1%
represented a reduction of 1.3% on FY23 (88.4%).
Operating expenditure and
profitability
Adjusted administrative expenses,
excluding depreciation, amortisation and exceptional charges were
£39.1m in the period. This represented a year-on-year reduction of
10% (FY23: £43.4m), primarily reflecting the in-year impact of the
major cost reduction exercise.
This resulted in an Adjusted EBITDA
loss for the period of £0.3m (FY23: £5.3m profit), at margin of
-0.8% (FY23: 9.6%).
The loss before tax for the year
was £12.1m (FY23: profit of £3.0m). This figure was impacted by
£8.9m of one-off exceptional costs, which included £1.8m of
restructuring costs required to deliver the £11.0m of ongoing
expenditure reduction.
Capital expenditure
During the period a major review of
digital product expenditure was undertaken, which resulted in a
decision to focus investment on digital assets that were already
revenue-generating, principally Performa and Diagnostics, and to
pause spend on other products.
A proportion of the features and
underlying technology built in the development of these assets on
which development was paused will be utilised in the integrated
products and solutions MindGym continues to deliver to clients.
However, since it is now not clear that this technology will form
part of discrete and separately identifiable products in line with
IAS38, the directors have taken the decision to fully impair the
carrying value of the impacted products. This resulted in a one-off
impairment charge of £6.6m in the period.
This sharpened product focus
contributed to a 17.5% year-on-year reduction in capital
expenditure to £4.2m (FY23: £5.1m). Within the year, the
reduction was even more marked, with capital expenditure of £3.0m
in H1 reducing to £1.2m in H2.
Taxation
During FY24 MindGym surrendered
losses in relation to R&D tax credits of £8.7m in respect of
FY22 and £4.3m in respect of FY23, in return for cash of
£1.9m.
This resulted in a reduction in the
deferred tax asset of £3.3m, which partially offset the impact of
the tax credit resulting from the loss in the period and the value
of further R&D tax credits relating to FY24.
|
FY24
Reported
|
FY23
Reported
|
|
£'000
|
£'000
|
Profit/(loss)
before tax
|
(12,147)
|
2,964
|
Tax
credit/(charge)
|
1,259
|
(29)
|
PAT
(earnings)
|
(10,888)
|
2,935
|
ETR
%
|
10.36%
|
0.98%
|
This resulted in a full year tax
credit for FY24 of £1.3m (FY23: charge of £0.0m).
At the end of FY24 we recorded a
deferred tax asset of £3.6m in respect of tax losses, predominantly
arising as a result of the impact of the UK R&D regime (FY23:
£5.3m). This is partially offset by a £1.5m deferred tax liability
(FY23: £2.4m) being the timing difference linked to capitalised
development costs
Earnings per share
There was an adjusted diluted loss
per share in the period of 4.25p (FY23: 2.84p profit). The
unadjusted diluted loss per share was 10.86p (FY23: 2.84p
profit).
On an undiluted basis the adjusted
loss per share was 4.25p (FY23: 2.93p profit) and the unadjusted
loss per share was 10.86p (FY23: 2.93p profit).
Dividends
No dividend has been paid or
proposed for the year ended 31 March 2024. The Board will continue
to keep the appropriateness of dividend payments under periodic
review and will next provide an update at the time of the H1 FY25
interim announcement.
Cash flow and balance sheet
Cash and cash equivalents decreased
from £7.6m in FY23 to £1.4m in FY24. This included the impact of
£4.2m of capital expenditure in the period, reduced from £5.1m in
FY23. The run rate on capital expenditure decreased even more
significantly through the year, with £3.0m in H1, reducing to £1.2m
in H2.
Following the improved half-on-half
profitability, the cash position improved slightly during Q4 of
FY24, and management expect cash generation in FY25.
Net trade receivables reduced by
£0.7m from FY23, with the proportion of overdue receivables at 31
March 2024 reducing to 6%, down from 7% in FY23 and 9% in
FY22.
Cash
conversion
|
31 March 2024
|
31 March 2023
|
|
£'000
|
£'000
|
Cash
generated from operations
|
-3,094
|
4,393
|
EBITDA
|
-9,226
|
5,294
|
Add back
non-cash exceptionals*
|
7,121
|
0
|
EBITDA excl
non-cash exceptionals
|
-2,105
|
5,294
|
Cash
conversion (Cash from operations /EBITDA)
|
147%
|
83%
|
|
|
|
*Adjusting for impact of non-cash
exceptional charge in the period in respect of intangible asset and
US office lease impairments.
Cash
conversion
|
31 March 2024
|
31 March 2023
|
|
£'000
|
£'000
|
Overdue
debtors %
|
6%
|
7%
|
Going concern
The Board has reviewed scenario
analyses to help assess their forward-looking assessment of the
viability of the Group. The Directors are confident that the Group
has adequate resources to continue in operational existence for the
foreseeable future. The Board has reviewed scenarios including a
range of revenues and cost-reduction actions that could be taken to
mitigate a downturn. This is supported by strong cash management
and financial controls, reduced expenditure heading into FY25
and sufficient and improving liquidity.
Financial risk management
The Group has a diverse portfolio
in excess of 500 clients across many industrial sectors and
countries. The largest client (our Energy Framework) accounted for
13% of Group revenue in the year; the next client accounts for less
than 5% of group revenue.
The Group has translational foreign
currency exposure arising on the consolidation of overseas company
results into Sterling. Where possible the exposure is naturally
hedged; for example, by matching US Dollar revenues with US Dollar
costs in the US subsidiary. The Group does not currently use
forward exchange contracts or currency options to hedge currency
risk.
Forward-looking statements
Certain statements in this
announcement constitute forward-looking statements. Any statement
in this announcement that is not a statement of historical fact
including, without limitation, those regarding the Company's future
expectations, operations, financial performance, financial
condition and business is a forward-looking statement. Such
forward-looking statements are subject to risks and uncertainties
that may cause actual results to differ materially. These risks and
uncertainties include, among other factors, changing economic,
financial, business or other market conditions. These and other
factors could adversely affect the outcome and financial effects of
the plans and events described in this announcement and the Company
undertakes no obligation to update its view of such risks and
uncertainties or to update the forward-looking statements contained
herein. Nothing in this announcement should be constructed as a
profit forecast.
Dominic Neary
Chief Financial Officer
14
June 2024
MINDGYM
PLC CONSOLIDATED
STATEMENT OF COMPREHENSIVE INCOME
|
|
Year to
31 March 2024
|
Year to
31 March 2023
|
|
Note
|
£'000
|
£'000
|
Continuing operations
|
|
|
|
Revenue
|
3
|
44,914
|
55,011
|
Cost of sales
|
|
(6,194)
|
(6,360)
|
Gross profit
|
|
38,720
|
48,651
|
Administrative expenses
|
|
(50,734)
|
(45,568)
|
Operating (loss)/ profit
|
3,4
|
(12,014)
|
3,083
|
Finance income
|
8
|
30
|
55
|
Finance costs
|
8
|
(163)
|
(174)
|
(Loss)/profit before tax
|
|
(12,147)
|
2,964
|
|
|
|
|
Adjusted loss before tax
|
|
(3,264)
|
-
|
Adjusting items
|
5
|
(8,883)
|
-
|
Total adjustments
|
|
(8,883)
|
-
|
|
|
|
|
(Loss)/profit before tax
|
|
(12,147)
|
2,964
|
Tax on (loss)/profit
|
9
|
1,259
|
(29)
|
(Loss)/profit for the financial
period from continuing operations attributable to owners of the
parent
|
|
(10,888)
|
2,935
|
|
|
|
|
Items that may be reclassified subsequently to profit or
loss
|
|
|
|
Exchange translation differences on
consolidation
|
|
(98)
|
297
|
Other comprehensive (loss)/income
for the period attributable to the owners of the parent
|
|
(98)
|
297
|
Total comprehensive (loss)/income
for the period attributable to the owners of the parent
|
|
(10,986)
|
3,232
|
|
|
|
|
(Loss)/earnings per share
(pence)
|
|
|
|
Basic
|
10
|
(10.86)
|
2.93
|
Diluted
|
|
(10.86)
|
2.84
|
Adjusted (loss)/earnings per share
(pence)
|
|
|
|
Basic
|
10
|
(4.25)
|
2.93
|
Diluted
|
|
(4.25)
|
2.84
|
MINDGYM PLC
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
|
|
31 March
2024
|
31 March
2023
|
|
Note
|
£'000
|
£'000
|
Non-current assets
|
|
|
|
Intangible assets
|
12
|
8,252
|
12,320
|
Property, plant and
equipment
|
13
|
2,100
|
3,691
|
Deferred tax assets
|
9
|
2,281
|
3,229
|
Other receivables
|
15
|
-
|
230
|
|
|
12,633
|
19,470
|
Current assets
|
|
|
|
Inventories
|
14
|
40
|
53
|
Trade and other
receivables
|
15
|
7,787
|
9,527
|
Current tax receivable
|
|
551
|
779
|
Cash and cash equivalents
|
|
1,369
|
7,587
|
|
|
9,747
|
17,946
|
Total assets
|
|
22,380
|
37,416
|
|
|
|
|
Current
liabilities
|
|
|
|
Trade and other payables
|
16
|
8,474
|
11,423
|
Lease liability
|
17
|
980
|
1,121
|
Redeemable preference
shares
|
18
|
50
|
50
|
Current tax payable
|
|
1
|
20
|
|
|
9,505
|
12,614
|
Non-current liabilities
|
|
|
|
Lease liability
|
17
|
1,038
|
1,988
|
|
|
|
|
Total liabilities
|
|
10,543
|
14,602
|
Net
assets
|
|
11,837
|
22,814
|
Equity
|
|
|
|
Share capital
|
21
|
1
|
1
|
Share premium
|
|
258
|
242
|
Share option reserve
|
|
481
|
496
|
Retained earnings
|
|
11,097
|
22,075
|
Equity attributable to owners of the parent
company
|
|
11,837
|
22,814
|
The financial statements were approved and
authorised for issue by the Board of Directors on 14 June 2024 and
were signed on its behalf by:
Dominic Neary
Chief Financial Officer
MINDGYM PLC
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
|
|
Share capital
|
Share premium
|
Share option reserve
|
Retained earnings
|
Total equity
|
|
Note
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
At 1 April 2022
|
|
1
|
213
|
608
|
18,804
|
19,626
|
|
|
|
|
|
|
|
Profit for the period
|
|
-
|
-
|
-
|
2,935
|
2,935
|
Other comprehensive income:
|
|
|
|
|
|
|
Exchange translation differences on
consolidation
|
|
-
|
-
|
-
|
297
|
297
|
Total comprehensive income for the
period
|
|
-
|
-
|
-
|
3,232
|
3,232
|
Exercise of options
|
|
-
|
29
|
(39)
|
39
|
29
|
Credit to equity for share-based
payments
|
22
|
-
|
-
|
(73)
|
-
|
(73)
|
|
|
|
|
|
|
|
At 31 March 2023
|
|
1
|
242
|
496
|
22,075
|
22,814
|
Loss for the period
|
|
-
|
-
|
-
|
(10,888)
|
(10,888)
|
Other comprehensive loss:
|
|
|
|
|
|
|
Exchange translation differences on
consolidation
|
|
-
|
-
|
-
|
(98)
|
(98)
|
Total comprehensive loss for the
period
|
|
-
|
-
|
-
|
(10,986)
|
(10,986)
|
Exercise of options
|
|
-
|
16
|
(8)
|
8
|
16
|
Credit to equity for share-based
payments
|
22
|
-
|
-
|
(7)
|
-
|
(7)
|
|
|
|
|
|
|
|
At 31 March 2024
|
|
1
|
258
|
481
|
11,097
|
11,837
|
MINDGYM PLC
CONSOLIDATED STATEMENT OF CASH FLOWS
|
|
Year to
31 March 2024
|
Year to
31 March 2023
|
|
Note
|
£'000
|
£'000
|
Cash flows from operating
activities
|
|
|
|
(Loss)/Profit for the financial
period
|
|
(10,888)
|
2,935
|
Adjustments for:
|
|
|
|
Amortisation of intangible
assets
|
12
|
1,615
|
743
|
Impairment of intangible
asset
|
12
|
6,604
|
-
|
Depreciation of property, plant and
equipment
|
13
|
1,173
|
1,468
|
Impairment of right of use
asset
|
13
|
517
|
-
|
Net finance costs
|
8
|
133
|
119
|
Taxation (credit)/charge
|
9
|
(1,259)
|
29
|
Decrease/(Increase) in
inventories
|
|
13
|
(46)
|
Decrease in trade and other
receivables
|
|
1,970
|
524
|
(Decrease) in payables and
provisions
|
|
(2,965)
|
(1,306)
|
Share-based payment
(credit)/charge
|
22
|
(7)
|
(73)
|
Cash (used in)/generated from operations
|
|
(3,094)
|
4,393
|
Net tax received/(paid)
|
|
1,363
|
(766)
|
R&D refund on account
|
|
1,066
|
-
|
Net cash (used in)/generated from
operating activities
|
|
(665)
|
3,627
|
Cash flows from investing
activities
|
|
|
|
Purchase of intangible
assets
|
12
|
(4,151)
|
(4,888)
|
Purchase of property, plant and
equipment
|
13
|
(82)
|
(240)
|
Interest received
|
8
|
30
|
54
|
Net cash used in investing
activities
|
|
(4,203)
|
(5,074)
|
Cash flows from financing activities
|
|
|
|
Cash repayment of lease
liabilities
|
|
(1,229)
|
(1,298)
|
Issuance of ordinary
shares
|
|
16
|
29
|
Interest paid
|
|
(47)
|
(52)
|
Net cash used in financing
activities
|
|
(1,260)
|
(1,321)
|
Net decrease in cash and cash
equivalents
|
|
(6,129)
|
(2,768)
|
Cash and cash equivalents at
beginning of period
|
|
7,587
|
10,021
|
Effect of foreign exchange rate
changes
|
|
(90)
|
334
|
Cash and cash equivalents at the end
of period
|
|
1,369
|
7,587
|
Cash and cash equivalents at the end
of period comprise:
|
|
|
|
Cash at bank and in hand
|
|
1,369
|
7,587
|
MINDGYM PLC NOTES
TO THE GROUP FINANCIAL STATEMENTS
1. General information
MindGym plc ('the Company') is a
public limited company incorporated in England and Wales, and its
ordinary shares are traded on the Alternative Investment Market of
the London Stock Exchange ('AIM'). The address of the registered
office is 160 Kensington High Street, London W8 7RG. The group
consists of MindGym plc and its subsidiaries, MindGym (USA) Inc.,
MindGym Performance (Asia) Pte. Ltd, and MindGym (Canada) Inc.
(together 'the Group').
The principal activity of the Group
is to apply behavioural science to transform the performance of
companies and the lives of the people who work in them. The Group
does this primarily through research, strategic advice, management
and employee development, employee communication, digital products
and related services.
2. Summary of material accounting
policies
Basis of preparation
The financial information set out
above does not constitute the Group's statutory accounts for the
years ended 31 March 2024 or 31 March 2023, but is derived from
those accounts. Statutory accounts for 2023 have been delivered to
the registrar of companies, and those for 2024 will be delivered in
due course. The auditor has reported on those accounts; their
reports were (i) unqualified; (ii) did not include a reference to
any matters to which the auditor drew attention by way of emphasis
without qualifying their report; and (iii) did not contain a
statement under section 498 (2) or (3) of the Companies Act
2006.
The financial information included
in this preliminary announcement has been prepared in accordance
with UK-adopted international accounting standards and with the
requirements of the Companies Act 2006 as applicable to companies
reporting under those standards. The Group expects to distribute
full accounts that comply with UK-adopted international accounting
standards and with the requirements of the Companies Act
2006.
The consolidated financial
statements have been prepared on a going concern basis under the
historical cost convention.
The consolidated financial
statements are presented in Pounds Sterling. All values are rounded
to £1,000 except where otherwise indicated.
Going concern
The Group meets its day-to-day
working capital requirements from the cash flows generated by its
trading activities and its available cash resources. As at 31 March
2024, the Group had £1.4 million of cash, £7.8 million of trade and
other receivables, and £2m of lease liabilities.
The Group prepares cash flow
forecasts and re-forecasts regularly as part of the business
planning process. The Directors have reviewed forecasted cash
flows for a period of at least 12 months for the Group from the
date of the approval of the financial statements and consider that
the Group will have sufficient cash resources available to meet its
liabilities as they fall due. These cash flow forecasts have
been analysed in light of inflationary pressure and other
medium-term macro-economic impacts and subjected to stress testing
and scenario modelling which the Directors consider sufficiently
robust. The impact of these inflationary pressures is further
discussed in the Statement of the Board Chair. The scenario
modelling has assessed the impact of various degrees of downturn in
medium-term revenues generated. The Directors note that in a
downturn scenario the Group also has the option to rationalise its
cost base, including cuts to discretionary capital and overhead
expenditure. The Directors consider that the required level of
change to the Group's forecasted cash flows to give rise to a
material risk over going concern is sufficiently
remote. Furthermore, the Directors do not foresee any
covenant compliance issues within the going concern period under
both the base scenario and sensitivity modelling. The last
measurement period for which is 30 June 2024.
As a result of these assessments,
the Group's cash position and its clients predominantly comprising
blue-chip corporates, the Directors have a reasonable expectation
that the Group has adequate resources to continue in operational
existence for the foreseeable future. Accordingly, they
continue to adopt the going concern basis in preparing the Annual
Report and Accounts.
3. Segmental analysis
Operating segments are reported in
a manner consistent with the internal reporting provided to the
chief operating decision-maker, who is responsible for allocating
resources and assessing performance of the business. The chief
operating decision-maker has been identified as the Board. The
Group has two operating segments: EMEA (comprising the United
Kingdom and Singapore) and America (comprising the United States
and Canada).
Both segments derive their revenue
from a single business activity, the provision of human capital and
business improvement solutions.
The Group's business is not highly
seasonal, and the Group's customer base is diversified with no
individually significant customer.
Segment results for the year
ended 31 March 2024
Segment result
|
EMEA
|
America
|
Total
|
|
£'000
|
£'000
|
£'000
|
Revenue
|
23,729
|
21,185
|
44,914
|
Cost of sales
|
(3,465)
|
(2,729)
|
(6,194)
|
Administrative expenses
|
(32,453)
|
(18,281)
|
(50,734)
|
(Loss)/profit before inter-segment
charges
|
(12,189)
|
175
|
(12,014)
|
Inter-segment charges
|
75
|
(75)
|
-
|
Operating (loss)/profit - segment
result
|
(12,114)
|
100
|
(12,014)
|
Finance income
|
|
|
30
|
Finance costs
|
|
|
(163)
|
Loss before taxation
|
|
|
(12,147)
|
Adjusted (loss)/profit before tax
|
EMEA
|
America
|
Total
|
|
£'000
|
£'000
|
£'000
|
Operating (loss)/profit - segment
result
|
(12,114)
|
100
|
(12,014)
|
Adjusting items
|
7,693
|
1,190
|
8,883
|
Adjusted LBIT/EBIT
|
(4,421)
|
1,290
|
(3,131)
|
Finance income
|
|
|
30
|
Finance costs
|
|
|
(163)
|
Loss before taxation
|
|
|
(3,264)
|
Management does not report
segmental assets and liabilities internally and as such an analysis
is not reported.
The mix of revenue for the year
ended 31 March 2024 is set out below.
|
EMEA
|
America
|
Group
|
Delivery
|
67.1%
|
67.8%
|
67.4%
|
Design
|
15.0%
|
10.9%
|
13.0%
|
Digital
|
9.6%
|
10.7%
|
10.2%
|
Licensing and
certification
|
2.2%
|
8.2%
|
5.0%
|
Other
|
4.0%
|
1.7%
|
2.9%
|
Advisory
|
2.1%
|
0.7%
|
1.5%
|
The vast majority of the Group's
contracts are for the delivery of services within the next 12
months. The Group has therefore taken advantage of the practical
expedient in paragraph 121(a) of IFRS 15 not to disclose
information about remaining performance obligations.
Segment results for the year
ended 31 March 2023
Segment result
|
EMEA
|
America
|
Total
|
|
£'000
|
£'000
|
£'000
|
Revenue
|
23,742
|
31,269
|
55,011
|
Cost of sales
|
(2,740)
|
(3,620)
|
(6,360)
|
Administrative expenses
|
(23,092)
|
(22,476)
|
(45,568)
|
(Loss)/profit before inter-segment
charges
|
(2,090)
|
5,173
|
3,083
|
Inter-segment charges
|
5,067
|
(5,067)
|
-
|
Operating profit - segment
result
|
2,977
|
106
|
3,083
|
Finance income
|
|
|
55
|
Finance costs
|
|
|
(174)
|
Profit before taxation
|
|
|
2,964
|
Adjusted profit before tax
|
EMEA
|
America
|
Total
|
|
£'000
|
£'000
|
£'000
|
Operating profit - segment
result
|
2,977
|
106
|
3,083
|
Adjusted EBIT
|
2,977
|
106
|
3,083
|
Finance income
|
|
|
55
|
Finance costs
|
|
|
(174)
|
Profit before taxation
|
|
|
2,964
|
Management does not report
segmental assets and liabilities internally and as such an analysis
is not reported.
The mix of revenue for the year
ended 31 March 2023 is set out below.
|
EMEA
|
America
|
Group
|
Delivery
|
60.2%
|
60.6%
|
60.3%
|
Design
|
19.0%
|
15.7%
|
17.2%
|
Digital
|
13.4%
|
12.8%
|
13.1%
|
Licensing and
certification
|
3.3%
|
7.5%
|
5.6%
|
Other
|
2.4%
|
2.3%
|
2.4%
|
Advisory
|
1.7%
|
1.1%
|
1.4%
|
The vast majority of the Group's
contracts are for the delivery of services within the next 12
months. The Group has therefore taken advantage of the practical
expedient in paragraph 121(a) of IFRS 15 not to disclose
information about remaining performance obligations.
4. Operating (loss)/profit
Operating (loss)/profit is stated
after charging/(crediting):
|
31 March 2024
|
31 March 2023
|
|
£'000
|
£'000
|
External coach costs
|
4,573
|
4,960
|
Staff costs (Note 7)
|
31,789
|
34,962
|
Payroll restructuring costs included
in adjusted items
|
1,722
|
-
|
Other restructuring costs included
in adjusted items
|
40
|
-
|
Amortisation of intangible
assets
|
1,615
|
743
|
Impairment - Digital
Asset
|
6,604
|
-
|
Depreciation of property, plant and
equipment
|
1,173
|
1,468
|
Impairment - Lease
|
517
|
-
|
Short-term and low-value lease
expense
|
14
|
18
|
Impairment/(Write-back) of trade
receivables
|
11
|
(106)
|
5. Adjusting items
|
31 March 2024
|
31 March 2023
|
|
£'000
|
£'000
|
Restructuring costs
|
1,762
|
-
|
Impairment of right of use
asset
|
517
|
-
|
Impairment of intangibles
|
6,604
|
-
|
|
8,883
|
-
|
Restructuring costs in the year
ended 31 March 2024 include redundancy costs and associated legal
costs related to the headcount reduction exercise undertaken to
reduce the cost base.
Impairment of intangible assets are
excluded from the adjusted results of the Group since the costs are
one-off charges. These relate to digital assets not in use that are
no longer being developed.
The Group tested right-of-use
assets for impairment and recognised an impairment loss on a leased
asset.
6. Auditor remuneration
|
31 March 2024
|
31 March 2023
|
|
£'000
|
£'000
|
Fees for audit of the Company and
consolidated financial statements
|
150
|
134
|
Fees for audit of the Company's
subsidiaries pursuant to legislation
|
26
|
24
|
Total audit fees
|
176
|
158
|
Tax compliance services
|
-
|
20
|
Tax advisory services
|
-
|
-
|
Other services
|
18
|
15
|
Total fees payable to the
auditor
|
194
|
193
|
7. Employees
Staff costs were as
follows:
|
31 March 2024
|
31 March 2023
|
|
£'000
|
£'000
|
Wages and salaries
|
28,059
|
31,036
|
Social security costs
|
2,678
|
2,944
|
Pension costs - defined contribution
plans
|
1,059
|
1,055
|
Share-based payments
|
(7)
|
(73)
|
|
31,789
|
34,962
|
Restructuring payroll costs included
in adjusted items
|
1,722
|
-
|
|
33,511
|
34,962
|
The average number of the Group's
employees by function was:
|
31 March 2024
|
31 March 2023
|
Delivery
|
211
|
218
|
Support
|
79
|
79
|
Digital
|
41
|
44
|
|
331
|
341
|
The year-end number of the Group's employees
by function was:
|
31 March 2024
|
31 March 2023
|
Delivery
|
175
|
241
|
Support
|
79
|
86
|
Digital
|
16
|
46
|
|
270
|
373
|
Key management personnel include all Directors
and a number of senior managers across the Group who together have
responsibility and authority for planning, directing and
controlling the activities of the Group. The compensation paid to
key management personnel for services provided to the Group
was:
|
31 March 2024
|
31 March 2023
|
|
£'000
|
£'000
|
Salaries, bonuses and other
short-term employee benefits
|
2,823
|
2,624
|
Post-employment benefits
|
84
|
72
|
Termination benefits
|
20
|
-
|
Share-based payments
|
(3)
|
(109)
|
Total compensation
|
2,924
|
2,587
|
Details of Directors' remuneration and share
options are set out in the Annual Report on
Remuneration.
8. Net finance costs
|
31 March 2024
|
31 March 2023
|
|
£'000
|
£'000
|
Finance income
|
|
|
Bank interest receivable
|
30
|
54
|
Finance lease income
|
-
|
1
|
|
30
|
55
|
Finance costs
|
|
|
Bank interest payable
|
(47)
|
(52)
|
Lease interest
|
(116)
|
(122)
|
|
(163)
|
(174)
|
|
(133)
|
(119)
|
9. Tax
The tax (credit)/charge for the
year comprises:
|
31 March 2024
|
31 March 2023
|
|
£'000
|
£'000
|
UK current tax
|
(463)
|
-
|
UK adjustment in respect of prior
periods
|
(1,864)
|
-
|
Withholding tax
|
2
|
8
|
Foreign current tax
|
16
|
73
|
Foreign adjustment in respect of
prior periods
|
105
|
322
|
Total current tax
(credit)/charge
|
(2,204)
|
403
|
Deferred tax - current
year
|
(2,350)
|
(131)
|
Deferred tax - adjustment in respect
of prior periods (R&D claims)
|
3,295
|
(154)
|
Effect of changes in tax
rates
|
-
|
(89)
|
Total deferred tax
charge/(credit)
|
945
|
(374)
|
Total tax
(credit)/charge
|
(1,259)
|
29
|
During FY24, Management took the decision to
resubmit the UK Corporation Tax returns for FY22 and FY23 to
surrender tax losses for cash. This has resulted in a prior year
adjustment for both current and deferred tax of £1.9m and £3.3m
respectively.
No current or deferred tax has been recognised
in Equity in the years ended 31 March 2023 or 31 March
2024.
The tax (credit)/charge for the year can be
reconciled to accounting (loss)/profit as follows:
|
31 March 2024
|
31 March 2023
|
|
£'000
|
£'000
|
(Loss)/profit before tax
|
(12,147)
|
2,964
|
Expected tax (credit)/charge based
on the standard rate of tax in the UK of 25% (2023: 19%)
|
(3,037)
|
563
|
Differences in overseas tax
rates
|
7
|
11
|
Expenses not deductible for tax
purposes
|
23
|
846
|
Adjustments to tax in respect of
prior periods
|
1,536
|
168
|
Enhanced R&D
deduction
|
(535)
|
(1,466)
|
Tax rate changes
|
-
|
(89)
|
Losses surrendered under SME
regime
|
694
|
-
|
Other tax adjustments
|
53
|
(4)
|
Total tax
(credit)/charge
|
(1,259)
|
29
|
The main categories of deferred tax assets
recognised by the Group are:
|
Tax losses
|
Intangible assets
|
Other
|
Total
|
|
£'000
|
£'000
|
£'000
|
£'000
|
At 1 April 2022
|
4,049
|
(1,526)
|
323
|
2,846
|
Charged to income
|
1,205
|
(848)
|
15
|
372
|
Exchange differences
|
-
|
-
|
11
|
11
|
At 31 March 2023
|
5,254
|
(2,374)
|
349
|
3,229
|
Credited to income
|
(1,704)
|
924
|
(166)
|
(946)
|
Exchange differences
|
-
|
-
|
(2)
|
(2)
|
At 31 March 2024
|
3,550
|
(1,450)
|
181
|
2,281
|
From 1 April 2023 the main corporation tax
rate increased to 25% (2023: 19%). This increase was
substantially enacted at the balance sheet date.
The Group has recognised £3.6 million of
deferred tax assets relating to carried forward tax losses. These
losses have been recognised as it is probable that future taxable
profits will allow these deferred tax assets to be recovered. The
Group has performed a continuing evaluation of its deferred tax
asset valuation allowance on an annual basis to estimate whether
sufficient future taxable income will be generated to permit use of
the existing deferred tax assets.
The Group has recognised a corresponding £1.5
million of deferred tax liabilities relating to timing differences
on intangible assets.
Other deferred tax assets include deferred tax
on shared based payments in the UK and other temporary timing
differences.
10. Earnings per share
Basic earnings per share (EPS) is
calculated by dividing the earnings attributable to shareholders of
the Company by the weighted average number of ordinary shares in
issue during the year. The Company has potentially dilutive shares
in respect of the share-based payment plans (see Note
22).
|
31 March 2024
|
31 March 2023
|
Weighted average number of shares in
issue
|
100,186,450
|
100,143,571
|
Potentially dilutive shares
(weighted average)
|
7,921,037
|
3,141,506
|
Diluted number of shares (weighted
average)
|
108,107,487
|
103,285,077
|
|
|
|
|
31 March 2024
|
31 March 2023
|
|
|
Basic EPS
|
Diluted EPS
|
|
Basic EPS
|
Diluted EPS
|
|
£'000
|
pence
|
Pence
|
£'000
|
pence
|
pence
|
Net (loss)/profit attributable to
shareholders
|
(10,888)
|
(10.86)
|
(10.86)
|
2,935
|
2.93
|
2.84
|
Adjusted (loss)/profit attributable
to shareholders
|
(4,262)
|
(4.25)
|
(4.25)
|
2,935
|
2.93
|
2.84
|
11. Dividends
No dividends have been paid or proposed for
the year ended 31 March 2024 (2023: nil).
12. Intangible assets
|
Patents
|
Development costs
|
Total
|
|
£'000
|
£'000
|
£'000
|
Cost
|
|
|
|
At 1 April 2022
|
63
|
10,384
|
10,447
|
Additions
|
58
|
4,830
|
4,888
|
Disposals
|
-
|
(41)
|
(41)
|
At
31 March 2023
|
121
|
15,173
|
15,294
|
Additions
|
23
|
4,128
|
4,151
|
At
31 March 2024
|
144
|
19,301
|
19,445
|
Amortisation
|
|
|
|
At 1 April 2022
|
63
|
2,209
|
2,272
|
Amortisation charge
|
3
|
740
|
743
|
Disposals
|
-
|
(41)
|
(41)
|
At
31 March 2023
|
66
|
2,908
|
2,974
|
Amortisation charge
|
7
|
1,608
|
1,615
|
Impairment
|
-
|
6,604
|
6,604
|
At
31 March 2024
|
73
|
11,120
|
11,193
|
Net book value
|
|
|
|
At 31 March 2023
|
55
|
12,265
|
12,320
|
At 31 March 2024
|
71
|
8,181
|
8,252
|
Development cost additions in the year to 31
March 2024 include software development costs directly incurred in
the creation of new digital assets.
In October 2023 the Group decided to
significantly reduce the amount invested in development projects.
The decision led to a potential indicator of impairment and
triggered a review of all intangible digital assets. Each cash
generating unit (CGU) was assessed and tested for impairment. The
recoverable amount was estimated based on its value in use.
For digital assets that were not yet complete and where no further
investment is expected, the Directors determined the recoverable
amount of the asset to be nil and therefore the assets were
impaired in full. An impairment charge of £6.6 million was
recognised in the Consolidated Statement of Comprehensive
Income.
At 31 March 2024, unfinished assets were
reviewed for impairment using a detailed net present value ('NPV')
calculation, including sensitivity analysis of 4 scenarios. In all
scenarios, the NPV exceeded the carrying value of the incomplete
assets and therefore the Directors determined that no further
impairment should be recognised.
13. Property, plant and equipment
|
Right-of-use asset
|
Leasehold improvements
|
Fixtures, fittings and
equipment
|
Total
|
|
£'000
|
£'000
|
£'000
|
£'000
|
Cost
|
|
|
|
|
At 1 April 2022
|
4,088
|
519
|
1,509
|
6,116
|
Additions
|
1,937
|
2
|
238
|
2,177
|
Exchange differences
|
164
|
17
|
46
|
227
|
At
31 March 2023
|
6,189
|
538
|
1,793
|
8,520
|
Additions
|
36
|
-
|
82
|
118
|
Disposals
|
-
|
-
|
(517)
|
(517)
|
Exchange differences
|
(57)
|
(6)
|
(17)
|
(80)
|
At
31 March 2024
|
6,168
|
532
|
1,341
|
8,041
|
Depreciation
|
|
|
|
|
At 1 April 2022
|
2,184
|
287
|
830
|
3,301
|
Depreciation charge
|
1,013
|
86
|
369
|
1,468
|
Exchange differences
|
38
|
1
|
21
|
60
|
At
31 March 2023
|
3,235
|
374
|
1,220
|
4,829
|
Depreciation charge
|
772
|
83
|
318
|
1,173
|
Impairment
|
517
|
-
|
-
|
517
|
Disposals
|
-
|
-
|
(517)
|
(517)
|
Exchange differences
|
(47)
|
(1)
|
(13)
|
(61)
|
At
31 March 2024
|
4,477
|
456
|
1,008
|
5,941
|
Net book value
|
|
|
|
|
At 31 March 2023
|
2,954
|
164
|
573
|
3,691
|
At 31 March 2024
|
1,691
|
76
|
333
|
2,100
|
Following the pandemic and with the
move to hybrid working, a significant proportion of the US
workforce work remotely and therefore the Directors deemed it
appropriate to vacate a proportion of the New York office. In doing
this, management considered there to be two lease components for
the right-of-use asset. The lease component that is no longer
accessible and not in use by the business triggered an impairment
review. Accordingly, management estimated the recoverable amount of
the CGU to be nil. This resulted in an impairment of the right of
use asset by £517,000. This was recognised in the Consolidated
Statement of Comprehensive Income.
14. Inventories
|
31 March 2024
|
31 March 2023
|
|
|
£'000
|
Finished goods
|
40
|
53
|
Write-down of inventory amounted to
£1,000 (2023: £32,000).
The cost of inventories recognised
as an expense and included in cost of sales amounted to £558,000
(2023: £392,000).
15. Trade and other receivables
|
31 March 2024
|
31 March 2023
|
|
£'000
|
£'000
|
Non-current
|
|
|
Prepayments in respect of property
deposits
|
-
|
230
|
|
-
|
230
|
Current
|
|
|
Trade receivables
|
6,005
|
6,730
|
Less provision for
impairment
|
(113)
|
(102)
|
Net trade receivables
|
5,892
|
6,628
|
Other receivables
|
27
|
80
|
Prepayments in respect of property
deposits
|
226
|
-
|
Prepayments
|
796
|
1,125
|
Accrued income
|
846
|
1,694
|
|
7,787
|
9,527
|
Trade receivables have been aged
with respect to the payment terms as follows:
|
31 March 2024
|
31 March 2023
|
|
£'000
|
£'000
|
Not past due
|
5,617
|
6,282
|
Past due 0-30 days
|
313
|
336
|
Past due 31-60 days
|
39
|
74
|
Past due 61-90 days
|
35
|
12
|
Past due more than 90
days
|
1
|
26
|
|
6,005
|
6,730
|
The movement in the allowance for
impairment losses was:
|
31 March 2024
|
31 March 2023
|
|
£'000
|
£'000
|
At the beginning of the
period
|
102
|
212
|
Addition/(Write-back)
|
11
|
(110)
|
Utilisation of provision
|
-
|
(5)
|
Foreign exchange
adjustment
|
-
|
5
|
At the end of the period
|
113
|
102
|
The Group
has applied the simplified approach to measuring expected credit
losses, as permitted by IFRS 9, and recognises a loss allowance
based on the lifetime expected credit loss.
16. Trade and other payables
|
31 March 2024
|
31 March 2023
|
|
£'000
|
£'000
|
Trade payables
|
1,172
|
1,257
|
Other taxation and social
security
|
1,525
|
744
|
Other payables
|
323
|
396
|
Accruals
|
3,055
|
4,606
|
Deferred income
|
2,399
|
4,420
|
|
8,474
|
11,423
|
17. Lease liability
The lease liabilities included in
the statement of financial position are:
|
31 March 2024
|
31 March 2023
|
|
£'000
|
£'000
|
Current
|
980
|
1,121
|
Non-current
|
1,038
|
1,988
|
|
2,018
|
3,109
|
The related right-of-use asset is disclosed in
Note 13.
The movements in the lease liability were as
follows:
|
31 March 2024
|
31 March 2023
|
|
£'000
|
£'000
|
At the beginning of the
year
|
3,109
|
2,205
|
Additions
|
41
|
1,948
|
Finance cost
|
116
|
122
|
Lease payments
|
(1,229)
|
(1,298)
|
Exchange differences
|
(19)
|
132
|
At the end of the year
|
2,018
|
3,109
|
The maturity analysis of the contractual
undiscounted cash flows is:
|
31 March 2024
|
31 March 2023
|
|
£'000
|
£'000
|
Less than one year
|
1,045
|
1,227
|
Between one and five
years
|
1,098
|
2,094
|
Total future lease
payments
|
2,143
|
3,321
|
Total future interest
payments
|
(125)
|
(212)
|
Total lease liability
|
2,018
|
3,109
|
18. Redeemable preference shares
The Company allotted and issued 50,000
redeemable preference shares of £1.00 each to Octavius Black in
June 2018. The shares are fully paid up. Under the Articles of
Association, the Company may redeem the preference shares at their
nominal amount at any time specified by either the Directors or the
preference share holder. The preference share capital, however,
counts towards the £50,000 minimum share capital required under the
Companies Act 2006 and cannot therefore be redeemed unless the
Company increases its other share capital. The preference shares
are non-voting, give no rights to dividends or interest and entitle
the holder to the return of the nominal value on a winding
up.
19. Borrowings
The Group entered into a £10 million debt
facility (£6 million Revolving Credit Facility, £4 million
accordion) on 30 September 2021 which matures after three years.
The facility remains undrawn as at 14 June 2024.
20. Financial instruments and financial risk
management
Financial instruments by category
Trade and other receivables
(excluding prepayments), cash and cash equivalents and trade and
other payables are initially measured at fair value and
subsequently held at amortised cost.
|
31 March 2024
|
31 March 2023
|
|
£'000
|
£'000
|
Net trade receivables
|
5,892
|
6,628
|
Other receivables
|
27
|
80
|
Prepayments in respect of property
deposits
|
-
|
230
|
Cash and cash equivalents
|
1,369
|
7,587
|
Financial assets at amortised
cost
|
7,288
|
14,525
|
Trade payables
|
1,172
|
1,257
|
Other payables
|
323
|
396
|
Lease liabilities
|
2,018
|
3,109
|
Financial liabilities at amortised
cost
|
3,513
|
4,762
|
The Group holds no assets or
liabilities that are held at fair value through income statement or
OCI.
As the trade and other receivables
and trade and other payables have a maturity of less than one year,
the notional amount is deemed to reflect the fair value.
Capital risk
management
The Group's objectives when managing capital
are to safeguard the Group's ability to continue as a going
concern, to provide returns for shareholders and benefits for other
stakeholders and to maintain an optimal capital
structure.
The Group's sources of funding currently
comprise cash flows generated from operations, and equity
contributed by shareholders. The Group has no borrowings and is not
subject to any externally imposed capital requirements.
In order to maintain or adjust the capital
structure, the Group may adjust the amount of dividends paid to
shareholders, return capital to shareholders to the extent allowed
by the Company's articles or issue new shares.
Financial
risk management
The Group's risk management is overseen by the
Audit and Risk Committee. The Group is exposed to a variety of
financial risks that result from its operations, including credit
risk, liquidity risk and foreign currency risk. Since the Group has
no debt it is not significantly exposed to interest rate risk. The
Group has not entered into any derivative transactions, such as
interest rate swaps or forward foreign exchange
contracts.
There have been no substantive changes in the
Group's exposure to financial instrument risks, its objectives,
policies and processes for managing those risks, or the methods
used to measure them from previous periods unless otherwise stated
in this note.
Credit
risk
Credit risk arises principally from the
Group's trade receivables from customers and monies on deposit with
financial institutions.
Credit risk on trade receivables is considered
to be relatively low as the Group's customers mainly consist of
large credit-worthy organisations. Credit exposure is spread over a
large number of customers and so there is no significant
concentration of credit risk. Outstanding and overdue balances are
regularly reviewed and resulting actions are put in place on a
timely basis. The Group establishes an allowance for impairment.
This is based on a review of individual balances taking into
account the results of credit control communications and our
knowledge about the customer relationship. See Note 15 Trade and
other receivables for further information on ageing and impairment
of trade receivables.
Credit risk also arises from cash and cash
equivalents and deposits with banks and financial institutions. For
banks and financial institutions, only independently rated parties
are accepted, and management maintain a close relationship with the
Group's banks.
The carrying amount of financial assets
represents the maximum credit exposure. The maximum exposure to
credit risk at the reporting date was:
|
31 March 2024
|
31 March 2023
|
|
£'000
|
£'000
|
Trade receivables
|
5,892
|
6,628
|
Other receivables
|
27
|
80
|
Prepayments in respect of property
deposits
|
-
|
230
|
Cash and cash equivalents
|
1,369
|
7,587
|
At the end of the period
|
7,288
|
14,525
|
Liquidity
risk
The Group ensures, as far as possible, that it
has sufficient funds to meet foreseeable operational expenses. Cash
flow forecasting is performed by Group Finance who monitor rolling
forecasts of the Group's liquidity requirements. Such forecasting
takes into consideration expected cash receipts, regular spending
and payment of taxes such as VAT, payroll and corporate income
tax.
Currently, the Group's liquidity risk is low
as it has a surplus of cash in all entities and the £10 million
debt facility available (set out in Note 19). All Group liabilities
in the current and prior year are due within three months of the
reporting date, apart from lease liabilities. The maturity of the
lease liability is set out in Note 17.
Foreign
currency risk
The Group operates internationally and is
exposed to foreign currency risk on sales and purchases that are
denominated in a currency other than Sterling. The currencies
giving rise to this risk are primarily the US Dollar and the Euro.
Where possible the exposure is mitigated by a natural hedge. For
example, US Dollar revenues are partially matched by US Dollar
costs in the US subsidiary.
The Group holds cash in the UK in Sterling,
Euro and US Dollar bank accounts and in the USA in US Dollar and
Canadian Dollar bank accounts.
Trade receivables and cash and cash
equivalents are analysed by currency as follows:
|
GBP
|
USD
|
EUR
|
Other
|
Total
|
|
£'000
|
£'000
|
£'000
|
£'000
|
£'000
|
At
31 March 2024
|
|
|
|
|
|
Net trade receivables
|
2,884
|
2,324
|
658
|
26
|
5,892
|
Cash and cash equivalents
|
306
|
793
|
241
|
29
|
1,369
|
|
|
|
|
|
|
At
31 March 2023
|
|
|
|
|
|
Net trade receivables
|
2,981
|
3,070
|
351
|
226
|
6,628
|
Cash and cash equivalents
|
4,659
|
2,631
|
136
|
161
|
7,587
|
The Group does not currently use forward
foreign exchange contracts or currency options to hedge currency
risk.
21. Share capital
|
31 March 2024
|
31 March 2024
|
31 March 2023
|
31 March 2023
|
|
|
Cost
|
|
Cost
|
|
Number
|
£'000
|
Number
|
£'000
|
Ordinary shares of £0.00001 at 1
April
|
100,167,584
|
1
|
100,105,660
|
1
|
Issue of shares to satisfy
options
|
30,880
|
-
|
61,924
|
-
|
Ordinary shares of £0.00001 at 31
March
|
100,198,464
|
1
|
100,167,584
|
1
|
An Employee Benefit Trust ('EBT') has been
established in connection with the Group's Share Incentive Plan.
The movements in own shares held by the Employee Benefit Trust and
the market value of the shares held at the year-end are shown
below.
|
31 March 2024
|
31 March 2024
|
31 March 2023
|
31 March 2023
|
|
|
Cost
|
|
Cost
|
|
Number
|
£'000
|
Number
|
£'000
|
As at 1 April
|
111,655
|
-
|
111,655
|
-
|
Issue of new shares to
EBT
|
-
|
-
|
-
|
-
|
Removed from the Trust
|
(21,304)
|
-
|
-
|
-
|
Ordinary shares of £0.00001 at 31
March
|
90,351
|
-
|
111,655
|
-
|
Market value at 31 March
|
|
62
|
|
76
|
22. Share-based payments
The Group awards options to selected employees
under a Long-Term Incentive Share Option Plan ('LTIP'). The options
granted to date vest subject only to remaining employed up to the
vesting date. Unexercised options do not entitle the holder to
dividends or to voting rights.
The Group operates the MindGym plc Share
Incentive Plan (SIP). An initial award of £1,000 of free shares was
granted in October 2018 to all employees at the IPO price of 146
pence. The shares are held in an employee benefit trust and vested
after three years subject only to remaining employed up to the
vesting date. The holder was entitled to dividends over the vesting
period. Many employees elected to leave their shares in the trust
for a further two years for tax purposes.
On 30 September 2019, the Group launched a
Save As You Earn scheme ('SAYE') and an Employee Share Purchase
Plan ('ESPP') for all eligible employees in the UK and USA
respectively. New schemes have been launched annually since
2019.
The total share-based payments expense
was:
|
31 March 2024
|
31 March 2023
|
|
£'000
|
£'000
|
Equity settled share-based
payments
|
(7)
|
(73)
|
23. Controlling party
The Group was controlled by O. Black and J.
Cash by virtue of their joint shareholding in the Company
throughout the period.
There were the following related party
transactions during the year and balances at the end of the
year:
· Key management
compensation as disclosed in Note 7.
24. Events after the reporting period
There were no post-balance sheet
events.