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Samarkand Group PLC - Interim Results


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Samarkand Group plc · SMK

04/11/2024 07:00

Samarkand Group PLC - Interim Results
RNS Number : 7172K
Samarkand Group PLC
04 November 2024
 

4th November 2024

 

Samarkand Group plc

("Samarkand", the "Company" or together with its subsidiaries the "Group")

 

Interim Results

 

Shift in Strategy to Owned Brands Progressing Well

 

Samarkand Group plc, (AQSE:SMK), the consumer brand owner and cross border eCommerce distribution services group announces its unaudited interim results for the half year ending 30 September 2024 ("H1 2025").

 

As stated in our annual results FY24, our future is as a scale up platform for meaningfully different, high potential, niche brands in the health and healing space, targeted at specific consumer segments with long term growth potential, specifically natural herbal health and beauty and fertility and reproductive health.

 

The Group has made strong progress in shifting its strategy to focus on growing our portfolio of owned brands (Napiers the Herbalists, Zita West, Nature's Greatest Secret and Benatural) and in restructuring our China distribution operations. This is reflected in our first half performance with owned brands growing strongly year over year, particularly in the UK, and China related revenues declining as we focus on a smaller portfolio of third-party brands.

 

Financial Highlights

·     Revenues decreased by 22% to £6.3m (H1 2024: £8.1m)

Brand Ownership revenues up 14% to £4.1m (H1 2024: £3.6m)

Brand Acceleration revenues of third party brands decreased by 57% to £1.8m (H1 2024: £4.1m)

Distribution revenues remained flat at £0.4m (H1 2024: £0.4m)

·     Gross margin decreased 22% to £3.8m (H1 2024: £4.9 m) in line with reduction in revenues

·     Adjusted EBITDA loss* reduced by 10% to £0.6m (H1 2024: £0.7m)

·     Cash and cash equivalents were £0.68m (H1 2024: £1.66m)

 

*adjusted for restructuring costs, impairment on intangible assets, profit on disposal of Brand Asset and share based payments.

 

Operational Highlights

·     Strong growth in owned brand revenues with H1 sales for our portfolio of owned brands Napiers the Herbalists, Zita West, Nature's Greatest Secret and Benatural up 64% in the UK over prior year on a like for like basis

·     Napiers the Herbalists revenue grew over 100% in the UK vs prior year as a result of product innovation, social commerce activities and expansion in the independent sales channel

·     Zita West revenues grew 22% in the UK as a result of new product introductions, upgraded packaging and ongoing investment in education and provision of a high-touch customer experience

·     Performance of recently acquired Optimised Energetics Ltd running ahead of expectations with owned brands Natures Greatest Secret and Benatural growing at over 100% and the flexible manufacturing capacity which is now part of the Group improving our speed to market and ability to respond to fast moving consumer trends

·     Restructuring of China distribution activities and associated costs in the period as we focus on a far smaller portfolio of third-party brands

·     Reduction in Group's adjusted EBITDA losses by 10% vs prior year and good progress made towards goal of monthly breakeven

 

David Hampstead, Chief Executive Officer of Samarkand Group, commented: "Our strategic shift to focus on growing our owned, proprietary brands and taking a more selective approach to distributing 3rd party brands gathered pace in the first half. We are delighted with the growth momentum behind our owned brands and the acquisition of Optimised Energetics has strengthened our portfolio of meaningfully different premium health and healing brands and improved our competitive position with the addition of flexible manufacturing services.

 

Reaching monthly profitability remains our top priority and I'm pleased to report this strategy is bearing fruit with September bringing a profit of c.£40k at adjusted EBITDA level, a material improvement on previous months. This, together with the significant improvement in our owned brands and ongoing restructuring of our China operations, is moving us closer to that goal. I am confident in the future potential of our brands."

 

 

For more information, please contact:

Samarkand Group plc


David Hampstead, Chief Executive Officer

Eva Hang, Chief Financial Officer

http://samarkand.global/

info@samarkand.global



Guild Financial Advisory Limited


Ross Andrews

Tomas Klaassen

+44 (0) 7973839767

+44 (0) 7834458095



 

Notes to Editors 

 

Samarkand is a consumer brand owner and distributor operating a scale up platform for niche, premium, multichannel, health and healing brands. Core owned brands include Napiers the Herbalists, Scotland's oldest natural herbal apothecary and Zita West, a leading specialist supplement line for fertility and reproductive health. Platform services include marketing, sales and channel development with a focus on social commerce, China market entry, international expansion and manufacturing.  In addition, the group works as the exclusive China market partner for a select portfolio of niche luxury skin care brands and connects these brands to the Chinese consumer via cross border eCommerce.

 

Founded in 2016, Samarkand is headquartered in Tonbridge, UK with offices in Shanghai.

 

For further information please visit https://www.samarkand.global/

 

CEO Review

 

Our focus in the first half of this financial year has been on implementing our strategic shift to a scale up platform for niche, differentiated health and healing brands. I am pleased to report strong performance of our owned brand portfolio in the period with Napiers the Herbalists revenues in the UK doubling year over year, Zita West growing at 22% and Nature's Greatest Secret and Benatural growing over 100%.

 

Our owned brand portfolio in the UK is generating profitable growth with gross margins in the range of 70%-80%. The addition of the Nature's Greatest Secret brand to our portfolio has been positive, boosting the overall growth rate of the portfolio.

 

In parallel we have taken steps to restructure and simplify our China distribution operations to concentrate our efforts on a smaller portfolio of our proprietary and third-party brands. Sales of third-party brands in China declined 57% in the period and we have worked hard to adjust costs accordingly. 

 

As a result of growth in our owned brands and reduction in China sales, the Group is now less dependent on the China market with UK and ROW sales accounting for over 60% (H1 2024: 40%) of revenues in the first half- a material step up from the same period last year.

 

We have been successful in reducing adjusted EBITDA losses vs prior year by 11%. We have taken restructuring and cost actions in the period as we reconfigure our resources around our owned brands, which we expect to materialise in terms of improved margins in H2.

 

Losses in H1, on an adjusted basis, have been slightly higher than our initial expectation as a result of restructuring costs and a faster than forecast decline in revenues from the China market as we transition to a smaller portfolio of 3rd party brands in an increasingly competitive operating environment.

 

We remain of the view that the value of the Company, in terms of its assets, capabilities and potential, is not currently reflected in the share price, and are focused on improving the underlying performance of the business, reaching profitability and increasing shareholder value.

 

Outlook

 

Our immediate focus is to continue to grow our portfolio of owned brands profitably, leveraging our platform resources effectively across all our brands.  We are confident in the growth momentum and future potential of our owned brands and will continue to work towards our goal of reaching consistent monthly profitability.

 

Our overall goal is to establish Samarkand as a scale up platform for niche differentiated premium brands, with a shared playbook for growth acceleration and efficient operations. In the future we may explore opportunities to invest at a higher rate behind our current owned brand portfolio and may consider bolt on acquisitions in our health and healing sweet spot.

 

 

David Hampstead

Chief Executive Officer

 

FINANCIAL REVIEW

Overview

During the period the Group's revenues decreased by 22% to £6.3m (H1 2024: £8.1m) as a result of significant reduction in sales of third-party brands in China. Gross profit decreased by 22% to £3.8m (H1 2024: £4.9m) in line with the decrease in revenue, with gross margin maintaining at 61% (H1 2024: 61%).

 

Brand ownership revenue is up 14% to £4.1m (H1 2024: £3.6m), with gross margins improving from 63% to 69%. Brand acceleration revenue is down 57% to £1.8m (H1 2024: £4.1m) with gross margins declining from 59% to 38% as the group restructures the way it operates in China. Revenues from our distribution business remained flat at £0.4m (H1 2024: £0.4m).

 

Adjusted EBITDA loss improved by 10% from £0.7m to £0.6m.

 

Operating expenses

Selling and distribution expenses decreased to 31% (H1 2024: 34%) of revenue, as a result of a change in sales mix and successful cost minimising actions in the last six months.

 

Administrative expenses, excluding one-off costs such as a share-based payment expense and restructuring related costs, increased to 39% (H1 2024: 34%) of revenue as a faster than forecast decline in sales of our third-party brands in China. The number of employees at 30 September 2024 was 56 (30 September 2024: 85), down from 87 at 31 March 2024.

 

Earnings per share

Basic earnings per share was 0.13p (H1 2024: loss 5.19p per share) and diluted earnings per share was 0.12p (H1 2024: loss 5.19p per share).

 

Net debt


Sep-24

Sep-23

Mar-24

Cash and cash equivalents

681,688

1,658,643

867,524

Right-of-use lease liabilities

(885,579)

(418,101)

(716,400)

Borrowings

(1,798,291)

(1,459,278)

(1,496,488)

Net debt

(2,002,182)

(218,736)

(1,345,364)

 

At the period end, the Group's net debt position was £2.0m (H1 2024: £0.2m), excluding the IFRS 16 lease liabilities, net debt was £1.1m (H1 2024: net cash £0.2m).

 

Inventories

The Group reduced gross inventories from £3.1m to £2.1m. Improvements in inventory management and ordering process along with the reduction in inventory held for third party brands has resulted in the Group holding lower inventory levels. To reduce complexity, the Group focused on reducing the breadth of inventory in its UK and bonded warehouses.

 

Depreciation and amortisation

The total depreciation and amortisation costs were £0.1m and £0.1m respectively (H1 2024: £0.2m and £0.4m, respectively).

 

Adjusted EBITDA loss

Adjusted EBITDA loss improved by 10% from £0.7m to £0.6m. The improvements in adjusted EBITDA loss is driven principally by the decrease in staff cost and operating costs as the Group restructures its China distribution business.



 

Condensed Consolidated Statement of Comprehensive Income

For the six-month period ended 30 September 2024

 


 

Period ended 30 September 2024

 

Period ended 30 September 2023

 

Year ended

31 March 2024

 

 

 

(Unaudited)

 

(Unaudited)

 

(Audited)

 

 

Notes

£

 

£

 

£

 

Revenue

3

6,323,275


8,132,309


16,922,669

 

Cost of sales

3

(2,522,939)


(3,208,355)


(6,695,544)

 

Gross profit

 

3,800,336


4,923,954


10,227,125

 

Selling and distribution expenses

 

(1,953,349)


(2,805,574)


(5,715,219)

 

Administrative expenses

4

(1,529,367)


(4,450,721)


(8,135,412)

 

Adjusted EBITDA

 

(597,700)

 

(664,195)

 

(893,366)

 

Restructuring costs

5

(93,127)


(77,292)


(457,594)

 

Impairment on intangible assets

5

-


(1,489,580)


(2,080,746)

 

Profit on disposal of Brand Asset

 

1,083,127


-


-

 

Share-based payment and related expenses

5

(75,680)


(101,274)


(191,800)

 

EBITDA


317,620


(2,332,341)


(3,623,506)

 

Depreciation and amortisation


(185,941)


(627,085)


(989,208)

 

Operating profit/ (loss)


131,679


(2,959,426)


(4,612,714)

 

Finance income


3,801



6,856

 

Finance costs


(108,587)


(106,084)


(261,722)

 

Profit/(loss) before taxation


26,893


(3,063,459)


(4,867,580)

 

Taxation


21,452


13,627


69,520

 

Profit/(loss) after taxation


48,345


(3,049,832)


(4,798,060)

 

Other comprehensive income:







 

Exchange differences on translation of foreign operations







 


(1,349)


(6,034)


(7,227)

 

Items that may be reclassified to profit and loss in subsequent periods





 


(1,349)


(6,034)


(7,227)

 

Total comprehensive profit/(loss) for the period


46,996


(3,055,866)


(4,805,287)

 








 

Profit/(loss) attributable to:







 

Equity holders of the Company


73,430


(3,029,365)


(4,756,999)

 

Non-controlling interests


(25,085)


(20,467)


(41,061)

 



48,345


(3,049,832)


(4,798,060)

 








 

Comprehensive profit/(loss) attributable to:







 

Equity holders of the Company


72,081


(3,035,399)


(4,764,226)

 

Non-controlling interests


(25,085)


(20,467)


(41,061)

 



46,996


(3,055,866)


(4,805,287)

 

Earnings/(loss) per share (basic and diluted)

 






Basic

6

0.0013


(0.0519)


(0.0815)

Diluted

6

0.0012


(0.0519)


(0.0815)



Condensed Consolidated Statement of Financial Position

For the six-month ended 30 September 2024


 

30 September 2024

 

30 September 2023

 

31 March 2024

Restated

 

 

(Unaudited)

 

(Unaudited)

 

(Audited)

 

Notes

£

 

£

 

£

ASSETS

 






Intangible assets

7

5,600,129


5,551,141


4,585,661

Property, plant and equipment

 

247,948


160,291


77,092

Right-of-use assets

 

798,083


352,661


688,628

Deferred Tax Asset

 

217,721


-


179,350

Non-current assets

 

6,863,881

 

6,064,093

 

5,530,731

Inventories

8

1,881,136


2,572,847


2,370,941

Trade receivables

 

1,312,673


1,343,409


1,175,380

Corporation tax recoverable

 

59,377


126,616


59,376

Other receivables and prepayments

 

907,466


540,997


625,248

Cash and cash equivalents

 

681,688


1,658,643


867,524

Held for sale

 

-


-


216,597

Current assets

 

4,842,340

 

6,242,512

 

5,315,066

Total assets

 

11,706,221

 

12,306,605

 

10,845,797

 

 






EQUITY AND LIABILITIES

 






Share capital

9

583,582


583,582


583,582

Share premium

 

22,954,413


22,954,413


22,954,413

Merger relief reserve

 

(2,063,814)


(2,063,814)


(2,063,814)

Accumulated loss

 

(16,801,093)


(15,829,992)


(16,950,203)

Currency translation reserve

 

(87,936)


(85,394)


(86,587)

Total equity attributable to parent

 

4,585,152

 

5,558,795

 

4,437,391

Non-controlling interest

 

(205,388)


(159,709)


(180,303)

Total equity

 

4,379,764


5,399,086


4,257,088

 

 






Right-of-use lease liabilities

 

719,478


107,066


617,819

Borrowings

 

87,176


1,403,516


1,434,895

Deferred tax liability

 

548,653


334,257


492,787

Accrued liabilities

 

430,000


512,441


-

Total non-current liabilities

 

1,785,307


2,357,280


2,545,501

 

 






Trade and other payables

 

3,379,027


3,521,220


3,401,814

Deferred revenue

 

284,906


662,222


480,220

Borrowings

 

1,711,116


55,762


61,593

Right-of-use lease liabilities

 

166,101


311,035


99,581

Total current liabilities

 

5,541,150

 

4,550,239

 

4,043,208

Total liabilities

 

7,326,457

 

6,907,519

 

6,588,709

 

 






Total liabilities and equity

 

11,706,221

 

12,306,605

 

10,845,797

 

 







Condensed Consolidated Statement of Changes in Equity

For the six-month period ended 30 September 2024

 

 

 

Share Capital

Share Premium

Merger relief reserve

Currency Translation reserve

Accumulated Loss (Restated)

Non-controlling interests

Total equity

 

£

£

£

£

£

£

£

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at 1 April 2024 (Restated)

583,582

22,954,413

(2,063,814)

(86,587)

(16,950,203)

(180,303)

4,257,088

 

Profit/(loss) after taxation

-

-

-

-

73,430

(25,085)

48,345

 

Other comprehensive loss

-

-

-

(1,349)

-

-

(1,349)

 

Total comprehensive profit/(loss) for the period

-

-

-

(1,349)

73,430

(25,085)

46,996

 

Share based payments

-

-

-

-

75,680

-

75,680

 

 

-

-

-

-

75,680

-

75,680

 

Balance at 30 September 2024

583,582

22,954,413

(2,063,814)

(87,936)

(16,801,093)

(205,388)

4,379,764

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at 1 April 2023

583,582

22,954,413

(2,063,814)

(79,360)

(12,901,901)

(139,242)

8,353,678

 

Loss after taxation

-

-

-

-

(3,029,365)

(20,467)

(3,049,832)

 

Other comprehensive loss

-

-

-

(6,034)

-

-

(6,034)

 

Total comprehensive loss for the period

-

-

-

(6,034)

(3,029,365)

(20,467)

(3,055,866)

 

Share based payments

-

-

-

-

101,274

-

101,274

 


-

-

-

-

101,274

-

101,274

 

Balance at 30 September 2023

583,582

22,954,413

(2,063,814)

(85,394)

(15,829,992)

(159,709)

5,399,086

 

 








Condensed Consolidated Statement of Cash Flows

For the six-month period ended 30 September 2024

 


30 September 2024


30 September 2023


31 March 2024


(Unaudited)


(Unaudited)


(Audited)


£


£


£

Cash flows from operating activities






Profit/(loss) after taxation

48,345


(3,049,832)


(4,798,060)

Cash flow from operations reconciliation:






Depreciation and amortisation

185,941


627,086


989,208

Impairment on intangible assets

-


1,489,580


2,080,746

Profit on disposal of Brand Asset

(1,113,152)





Finance costs

92,149


48,445


113,225

Finance income

(3,801)


(2,051)


(6,856)

Share option expense

75,680


101,274


191,800

Income tax credit

(21,452)


(13,627)


(69,520)

Working capital adjustments:






Inventories

71,623


(360,620)


(158,714)

Trade and other receivables

228,535


521,999


628,522

Trade and other payables

(459,735)


629,941


187,942

Cash generated (used in) operating activities

(895,867)


(7,805)


(841,707)

Corporation tax (paid)/received

(49,706)


-


224,615

Net cash generated (used in) operating activities

(945,573)


(7,805)


(8,047,840)







Cash flows from investing activities






Purchase of property, plant and equipment

(100,369)


(1,654)


(37,484)

Disposal of property, plant and equipment

1,076


1,565


84,206

Disposal of right of use asset

-


-


(47,813)

Disposal of intangible asset

5,629


-


16,435

Payment of intangible assets

(5,724)


(147,929)


(220,734)

Disposal of Brand Asset

1,279,337


-


-

Acquistion of Subsidiary, net of cash acquired

(576,692)


-


-

Interest received

3,801


2,051


6,856

Net cash (used in) investing activities

607,058


(145,967)


(198,534)







Cash flows from financing activities






Repayment of right-of-use lease liabilities

(55,601)


(164,888)


(283,218)

Proceeds from other loans

297,181


-


31,363

Interest paid

(14,253)


(9,883)


(21,717)

Repayment of borrowings

(72,796)


(30,324)


(54,857)

Net cash (used in)/from financing activities

154,531


(205,095)


(328,429)







Net change in cash and cash equivalents

(183,984)


(358,867)


(1,144,055)

Cash and cash equivalents at beginning of period

867,524


2,017,150


2,017,150

Effect of FX changes on cash and cash equivalents

(1,852)


360


(5,571)

Cash and cash equivalents at end of period

681,688


1,658,643


867,524







 

Notes to the Consolidated Financial Statements
For the period ended 30 September 2024

1.         General information

Samarkand Group plc was incorporated in England and Wales on 12 January 2021. The address of its registered office is Unit 13 Tonbridge Trade Park, Ingot Way, TN9 1GN.

2.         Basis of preparation and measurement

 

(a)       Basis of preparation

The condensed consolidated interim financial statements of Samarkand Group plc and its subsidiaries (together referred to as the "Group"), comprises the results of the Group for the 6 months ended 30 September 2024. These interim financial statements are not audited nor reviewed by independent auditors, were approved by the board of directors on 1 November 2024.

The financial information in this interim report has been prepared in accordance with UK adopted international accounting standards. The accounting policies applied by the Group in this financial information are the same as those applied by the Group in its financial statements for the year ended 31 March 2024 and which will form the basis of the 2024 financial statements.

The financial information for the year ended 31 March 2024 included in these financial statements does not constitute the full statutory accounts for that year. The Annual Report and Financial Statements for 2024 have been filed with the Registrar of Companies. The Independent Auditors' Report on the Annual Report and Financial Statement for 2024 was (i) unqualified, although included an emphasis of matter in respect of material uncertainty around going concern and (ii) did not contain a statement under section 498(2) or (3) of the Companies Act 2006.

Unless otherwise stated, the financial statements are presented in Pounds Sterling (£) which is the currency of the primary economic environment in which the Group operates.

Transactions in foreign currencies are translated into £ at the rate of exchange on the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated at the exchange rate ruling at the reporting date. The resulting gain or loss is reflected in the "Consolidated Statements of Comprehensive Income" within either "Finance income" or "Finance costs".

The financial statements have been prepared under the historical cost convention except for certain financial instruments that have been measured at fair value.

The financial statements have been prepared on the going concern basis, which contemplates the continuity of normal business activity and the realisation of assets and the settlement of liabilities in the normal course of business. The directors of Samarkand Group plc have reviewed the Group's overall position and outlook and are of the opinion that the Group is sufficiently well funded to be able to operate as a going concern for at least the next twelve months from the date of approval of these financial statements.

Going Concern

For the year ended 31 March 2024, the Group continued to face challenging market conditions in China with revenues generated from third-party consumer brands in China falling year on year as a result of increasingly competitive market conditions and higher levels of price and promotional intensity.  This has continued into H1 2025, with the revenues from sale of third-party brands in China declining faster than forecasted. As such, the Group continues to reconfigure and restructure by focusing on fewer third-party brands which have the potential for long term success. This will enable greater attention and focus on development of our own brands in China.

 

The Group's owned brands have performed ahead of expectations in the period, with strong revenue growth and profitable contribution from Napiers, Zita West and newly acquired Natures Greatest Secret and Benatural in the UK.

 

The Directors recognise the importance of moving the Group into profitability and have made significant progress towards this goal, with the month of September generating adjusted EBITDA profit of c£40k.

 

In addition, the Directors are actively exploring additional funding options including trade financing and other strategic opportunities to support the Group's operations and long-term viability. In June 2024, the Group completed the disposal of its Probio7 brand. The proceeds of the disposal have enabled the Group to acquire Optimised Energetics, a premium skincare manufacturer to secure its manufacturing services to Napiers, improving the overall Group's margins and profitability. Proceeds from the disposal will also allow the Group to increase resources to support the growing working capital requirements of Napiers and Zita West.

 

Despite the cost base reduction and ongoing exploration of additional funding, in the event that trading does not proceed as planned and in conjunction with the loan with Global Smollan Holdings becoming due in September 2025, the Group's financial performance and cash flow projections indicate the existence of material uncertainties that may cast significant doubt on the Group's ability to continue as a going concern. Global Smollan Holdings, our largest strategic shareholder has expressed ongoing support for the business and have indicated their willingness to re-negotiate the loan when it falls due.

 

Although there are material uncertainties, several mitigating factors have been considered by the Directors in their assessment of the going concern assumption. These include the steps taken to further reduce costs and the progress made in exploring various strategic options to raise additional funds. The Directors believe that these factors, will enable the Group to overcome the identified challenges and continue its operations.

 

To address the material uncertainties, the Directors will continue to closely monitor the Group's financial performance, cash flow projections, and market conditions. They will continue to proactively manage the Group's cost base, seeking further efficiencies where possible.

 

The Directors are confident in the Group's ability to mitigate the identified risks and uncertainties. As a result, the financial statements have been prepared on a going concern basis, acknowledging the material uncertainties that may cast significant doubt on the Group's ability to continue as a going concern.

 

(b)      Basis of consolidation

The Consolidated Group financial statements comprises the financial statements of Samarkand Group plc and its subsidiaries.

A subsidiary is defined as an entity over which Samarkand Group plc has control. Samarkand Group plc controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from the date that control ceases.

Changes in the Group's interest in a subsidiary that do not result in a loss of control are accounted for as equity transactions. The carrying amounts of the Group's interests and the non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiary. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognised directly in equity and attributed to owners of the Company.

Intra-group transactions, balances and unrealised gains on transactions are eliminated; unrealised losses are also eliminated unless cost cannot be recovered. Where necessary, adjustments are made to the financial statements of subsidiaries to ensure consistency of accounting policies with those of the Group.

The total comprehensive income of non-wholly owned subsidiaries is attributed to owners of the parent and to the non-controlling interests in proportion to their relative ownership interests.

(c)      Restatement of Prior Year Opening Balances

During the period the Group reviewed the classification and presentation of the accruals made in relation to the Bonus Scheme for the financial year ending 31 March 2023. It was determined that following this review, the accrual was made in error, although the Financial and Non-Financial Performance Targets were met, the vesting conditions associated with nominal cost options were not. The opening balances for the year ending 31 March 2024 has therefore been restated, as a result, the Consolidated statement of financial position as at 31 March 2024 has been restated as follows:


As reported 31 March 2024

 

Impact of Restatement

 

Restated

31 March 2024

Consolidated statement of financial position

£

 

£

 

£

 






Trade and other payables

(3,897,739)


495,925


(3,401,814)

Accumulated loss

(17,446,128)


495,925


(16,950,203)

 

3.         Segmental analysis

An analysis of the Group's revenue and cost of sales is as follows:

 


Unaudited

 

Unaudited

 

Audited


30 September 2024

 

30 September 2023

 

31 March 2024

Revenue analysed by class of business:

£

 

£

 

£

 






Brand ownership

4,130,094


3,615,063


7,748,048

Brand acceleration

1,770,107


4,081,351


8,204,409

Distribution

360,463


355,635


740,999

Nomad Checkout

48,203


69,157


149,337

Other

14,408


11,103


79,876

Total revenue

6,323,275

 

8,132,309

 

16,922,669

 

 

 

 

 

 

Cost of sale by business unit:

£

 

£

 

£

 

 

 

 

 

 

Brand ownership

1,272,027

 

1,323,972

 

2,772,796

Brand acceleration

1,101,391

 

1,680,524

 

3,539,317

Distribution

149,520

 

183,627

 

351,413

Nomad Checkout

-

 

20,231

 

31,707

Other

-

 

-

 

311

Total cost of sale

2,522,939

 

3,208,355

 

6,695,544

 

Segment assets:

The non-current assets of the Group are not measured or reported internally on a segmental basis as they are not considered to be attributable to any specific business segment.


Unaudited

 

Unaudited

 

Audited


30 September 2024

 

30 September 2023

 

31 March 2024

Revenue by geographical destination:

£

 

£

 

£

 






UK

3,625,447


3,076,487


6,529,226

China

2,473,549


4,829,173


9,764,724

Rest of the World

224,279


226,649


628,719







Total revenue

6,323,275

 

8,132,309

 

16,922,669

 

4.         Expenses by nature

An analysis of the Group's expenses by nature is as follows:

 


 

Unaudited

 

Unaudited

 

Audited


 

30 September 2024

 

30 September 2023

 

31 March

2024

Administrative expenses:

 

£

 

£

 

£

Property costs


102,142


125,386


246,956

Staff costs


1,747,184


2,039,593


3,932,703

Professional fees


275,405


221,678


476,932

Other


318,956


395,918


748,681

Impairment on intangible assets


-


1,489,580


2,080,746

Restructuring costs


93,127


77,292


457,594

Share based payment charge


75,680


101,274


191,800

Profit on disposal of Brand Asset


(1,083,127)


-


-

Total administrative expenses

 

1,529,367

 

4,450,721

 

8,135,412

 

 

5.         Adjusted EBITDA

 

EBITDA and Adjusted EBITDA are non-GAAP measures and exclude exceptional items, depreciation, and amortisation. Exceptional items are those items the Group considers to be non-recurring or material in nature that may distort an understanding of financial performance or impair comparability.

 

Adjusted EBITDA is stated before exceptional items as follows:


Unaudited

 

Unaudited

 

Audited


30 September 2024

 

30 September 2023

 

31 March

2024

 

£

 

£

 

£

 






Restructuring costs

(93,127)


(77,292)


(457,594)

Share based payment charge

(75,680)


(101,274)


(191,800)

Profit on disposal of Brand Asset

1,083,127





Impairment on intangible assets

-


(1,486,580)


(2,080,746)


914,320

 

(1,665,146)

 

(2,730,140)

 






6.         Earnings per share

 


Unaudited

Unaudited

Audited


30 September 2024

30 September 2023

31 March

2024

 

£

£

£

 




Basic earnings/(loss) per share

0.13 pence

(5.19) pence

(8.15) pence

Diluted earnings/(loss) per share

0.12 pence

(5.19) pence

(8.15) pence





Earnings




Profit/(loss) for the purpose of basic and diluted earnings per share

73,430

(3,029,365)

(4,756,999)





Number of shares




Basic and diluted weighted average number of shares in issue

58,358,201

58,358,201

58,358,201



7.         Intangible assets

 


Development costs

Trademarks

Brands

Goodwill

Website

Total

 

£

£

£

£

£

£

Cost

 






At 1 April 2024

3,587,428

64,988

2,024,175

2,813,283

69,350

8,559,224

Additions

-

1,503

-

-

-

1,503

Disposal

-

(6,454)

-

-

-

(6,454)

Acquisitions

-

-

249,832

840,221

-

1,090,053

At 30 September 2024

3,587,428

60,037

2,274,007

3,653,504

69,350

9,644,326

Amortisation

 






At 1 April 2024

3,587,428

28,225

308,130

10,236

39,544

3,973,563

Amortisation charge

-

3,379

66,312

-

5,486

75,176

Disposal

-

(4,543)

-

-

-

(4,543)

At 30 September 2024

3,587,428

27,061

374,442

10,236

45,030

4,044,197








Net book value

 






At 31 March 2024

-

36,763

1,716,045

2,803,047

29,806

4,585,661

At 30 September 2024

-

32,975

1,899,565

3,643,268

24,320

5,600,129

 


Development costs

Trademarks

Brands

Goodwill

Website

Total

 

£

£

£

£

£

£

Cost

 






At 1 April 2023

3,406,596

118,220

2,484,091

2,829,718

70,980

8,909,605

Additions

142,897

5,032

-

-

-

147,929

At 30 September 2023

3,549,493

123,252

2,484,091

2,829,718

70,980

9,057,534








Amortisation

 






At 1 April 2023

1,066,292

46,611

433,640

-

24,178

1,570,721

Amortisation charge

347,406

8,153

80,980

-

9,553

446,092

Impairment*

1,489,580

-

-

-

-

1,489,580

At 30 September 2023

2,903,278

54,764

514,620

-

33,731

3,506,393








Net book value

 






At 31 March 2023

2,340,304

71,609

2,050,451

2,829,718

46,802

7,338,884

At 30 September 2023

646,215

68,488

1,969,471

2,829,718

37,249

5,551,141

 

8.         Inventories










30 September 2024

 

30 September 2023

 

31 March 2024

 


£

 

£

 

£

 







Finished goods


2,148,220


3,112,475


2,770,112

Provision for obsolescence


(267,084)


(539,628)


(399,171)

Total inventories

 

1,881,136


2,572,847


2,370,941








Cost of inventory recognised in profit and loss

 

2,522,939


3,208,355


6,695,544








 

9.         Share capital



Number of shares

 

Share capital

 


No.

 

£

At 30 September 2023, 31 March 2024 and 30 September 2024


58,358,201

 

583,581

 

10.       Notes to the statements of cash flows

Net debt reconciliation:


Opening balances

Cash flows

Non-cash movements

Closing balances

 

£

£

£

£

Six-month period ended 30 September 2024

 




Cash and cash equivalents

867,524

(183,983)

(1,853)

681,688

Right of use lease liabilities

(716,400)

55,601

(224,780)

(885,579)

Borrowings

(1,496,488)

(224,385)

(77,418)

(1,798,291)

Totals

(1,345,364)

(352,767)

(304,051)

(2,002,182)






Six-month period ended 30 September 2023

 




Cash and cash equivalents

2,017,150

(358,867)

360

1,658,643

Right of use lease liabilities

(573,785)

164,888

(9,204)

(418,101)

Borrowings

(1,453,298)

30,324

(36,304)

(1,459,278)

Totals

(9,933)

(163,655)

(45,148)

(218,736)

 

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