Source - LSE Regulatory
RNS Number : 0561U
Calnex Solutions PLC
21 November 2023
 

21 November 2023

Calnex Solutions plc

 

("Calnex", the "Company" or the "Group")

 

Interim Results

 

Calnex Solutions plc (AIM: CLX), a leading provider of test and measurement solutions for the global telecommunications and cloud computing markets, announces its unaudited results for the six months ended 30 September 2023 ("H1 FY24" or "the Period").

 

Financial Highlights

 

·    Performance impacted by the wider economic environment and resulting deferral of investment in telecommunications market.

·    Revenue decline of 38% to £7.8m (H1 FY23: £12.7m).

·    Gross margin maintained at 74%, broadly in line with the prior period (H1 FY23: 76%).

·    Cost controls implemented, while maintaining key product development and customer engagement to support future growth.

·    Underlying EBITDA1 loss of £0.4m (H1 FY23: profit of £3.5m).

·    Loss before tax of £0.6m (H1 FY23: profit of £3.1m).

·    Basic EPS loss (pence) of (0.42)p (H1 FY23: 2.78p).

·    Closing cash position of £13.5m (H1 FY23: £14.4m, including fixed term deposits), enabling exploitation of growth opportunities across key sectors. Cash levels expected to be maintained for H2.

·    Interim dividend of 0.31 pence per share to be paid in December.

 

Operational Highlights

·    Sales pipeline remains strong with customers committed to delivery of pipeline projects once budgets are released.

·    New products performing well, with first orders for SNE-X and SNE-Ignite and NE-ONE gaining traction in new sectors, such as defence.

·    Ongoing product development programme to support growth and meet the evolving needs of customers.

 

Outlook

·    The Board expects to close the year in line with the current market expectations.

·    Confident in a return to growth in the 12 months to March 2025 ("FY25") through creation of new use cases for existing products, plus the development of new products and expansion into growing sectors.

·    Underlying market drivers, including the increase in network complexity, the build-out of 5G and data centre investment, remain positive.

 

Tommy Cook, Chief Executive Officer, and founder of Calnex, said: "While the results for the first half are disappointing, the strength of our offering, team, and balance sheet, resulting from our consistent delivery in recent years, means we are well positioned to weather the current conditions while continuing to invest in our product roadmap.

 

"We have experienced markets such as these before and are adept at managing the business back to growth.

 

"We believe the fundamental drivers that underpin the build out of the mobile network and the expansion of data centres and cloud computing capacity have not changed, but rather investment put on pause due to the macro-economic climate. We will continue to focus on the deployment of our new product programme as a means to generate additional customer demand and are confident that Calnex will return to growth in FY25."

 

 

1 EBITDA after charging R&D amortisation.

 

 

 

 

For more information, please contact:

Calnex Solutions plc

Via Alma

Tommy Cook, Chief Executive Officer

Ashleigh Greenan, Chief Financial Officer




Cavendish Capital Markets Limited - NOMAD

+44 (0)131 220 6939

Derrick Lee, Peter Lynch


 


Alma

+ 44(0) 20 3405 0213

Caroline Forde, Hannah Campbell, Joe Pederzolli


 

Overview of Calnex

Calnex Solutions designs, produces and markets test and measurement instrumentation and solutions for the telecommunications and cloud computing industries. Calnex's portfolio enables R&D, pre-deployment and in-service testing for network technologies and networked applications, enabling its customers to validate the performance of the critical infrastructure associated with telecommunications and cloud computing networks and the applications that run on it.

 

To date, Calnex has secured and delivered orders in 68 countries across the world. Customers include BT, China Mobile, NTT, Ericsson, Nokia, Intel, Qualcomm, IBM and Meta.

 

Founded in 2006, Calnex is headquartered in Linlithgow, Scotland, with additional locations in Belfast, Northern Ireland, Stevenage, England and California in the US, supported by sales teams in China and India. Calnex has a global network of partners, providing a worldwide distribution capability. 



 

Operational Review

Overview of the Period

Throughout the first half of the financial year, Calnex continued to operate in a challenging economic environment, reflecting the ongoing caution in the wider telecommunications market. Our order inflow remained at the subdued levels we experienced at the outset of the year. The cautiously improving outlook reported widely across the sector earlier in H1 failed to gain the momentum we expected and the typically strong September trading period that we usually experience, following the seasonally quiet July and August, did not materialise. As a result of these factors, the Group achieved HY24 revenue of £7.8m (H1 FY23: £12.7m) and a loss before tax of £0.6m (H1 FY23: profit of £3.1m), below the Board's expectations set at the start of the year.

While the extent of the first half decline in revenues and profits is deeply disappointing for us all, there remain many reasons for optimism over the longer term. We have multiple customer orders that have passed through technical and commercial validation stages and are awaiting budget allocation. Our strong sales pipeline provides confidence, and customers have confirmed they remain committed to the delivery of projects once budgets are released.

Spending within the telecommunications sector is generally led by the large infrastructure projects of the major telecommunications operators, which filter down through the wider ecosystem. These infrastructure projects face macro slowdowns at times, and we are currently experiencing one that is particularly prolonged, reflecting both the high interest rate environment and the increased geopolitical tensions, which have caused network build-out projects to be slowed or delayed. 

Due to our long history in the sector, we have experienced markets such as these before and are adept at managing the business back to growth, delivering historically, low-teens long-term revenue CAGR. We are confident that we can capitalise on the opportunities available to us once market dynamics normalise.

While we are confident that budgets will return in the telecommunications market as the economic backdrop improves, we are not simply waiting for the market to re-open. Our new product programme targeting both telecommunications and non-telecommunications markets, such as cloud computing, data centres and the defence sector, which are less affected by the macroeconomic environment, is more important than ever, as a new product that serves evolving customer needs provides a more compelling reason for customers to buy, even in a downturn.

While order levels were suppressed across all product lines and regions outside of the data centre and cloud and IT markets, we continued to secure sales for both existing and newly released products in the Period. Highlights include the first orders for our newly launched products, SNE-X, SNE-Ignite and NE-ONE, which is gaining traction in new sectors, such as defence.

The business continues to be supported by a healthy balance sheet, with cash at the end of September 2023 of £13.5 million. There was significant investment in inventory during the Period to develop more flexibility in the ability to respond to customer orders plus an element of inventory build-up from material received to support previous order expectations. This cash position enables us to continue to target growth opportunities across our key sectors and maintain relationships with customers as they plan future investment in their projects.

Market drivers

The underlying structural growth drivers in the telecommunications and data centre markets continue to offer long-term growth opportunities for Calnex. Within the telecommunications market, these include the increase in network complexity and the build-out of the mobile infrastructure utilising 5G technology. This will see a long-term transformation of the telecommunications network, creating the need for test and measurement equipment to prove that new systems operate effectively and conform to rigorous international standards. The telecommunications market is still very much only at the start of this build out. In a recent interview with Bloomberg, Pekka Lundmark, Chief Executive Officer, Nokia, is quoted as saying "In Mobile Networks there is still substantial need for operators to invest in 5G globally with only approximately 25% of the potential mid-band 5G base stations so far deployed outside China."

The ongoing investment into data centre capacity and efficiency to support the growth in cloud computing and adoption of AI is also providing Calnex with new opportunities in the areas of network time monitoring (with our recently introduced product 'SyncSense') and data centre efficiency and effectiveness.

 

Product development

 

Innovation is the lifeblood of our business. We have consistently brought highly engineered, high value and differentiated products to market, stimulating customer demand and supporting our growth. Each new platform we develop offers a large number of features and capabilities.  Much of this core capability can be used in a multitude of testing scenarios in a wide range of markets, both within telecommunications and non-telecommunications markets. These core capabilities are then complemented by added features making the platform appropriate for a specific market in which we have identified a verified opportunity. 

 

In this way, previous R&D investment is repurposed for new growth channels, such as the adaptation of our telecommunications network synchronisation offering, Sentinel, for the data centre market, re-named Sentry.

 

We have innovation programmes across all of our product families, adapting them for new customer needs or markets. These include SyncSense, a new product to target network time monitoring in data centres, and SNE-X and SNE-Ignite, targeting high-speed, and high accuracy Network Emulation opportunities across both telecommunications and non-telecommunications markets.  We anticipate the launch of these new products will support our growth in FY25, as well as the demand we are seeing for the newly launched Sentry and the acquired NE-ONE offering in defence.

 

Outlook

The Board expects to see a seasonal increase in H2, closing the year in line with the current market expectations.

During H2, we will remain focused on the deployment of our existing products as well as our new product programme that targets both the telecommunications and non-telecommunication markets, to address unmet customer needs. We are confident that these will enable Calnex to return to growth in FY25. 

 

We believe the fundamental drivers that underpin the build out of the mobile network and the expansion of the data centres and cloud computing capacity have not changed, there is simply a pause caused by the macro-economic climate. Within the telecommunications market, the close relationships we hold with our customers and partners mean we are well positioned to convert the sales pipeline to orders once spending patterns normalise.

Our healthy balance sheet will enable us to weather these uncertainties, providing the Board with confidence in the medium- and long-term future of Calnex and in our ability to deliver for our shareholders.


Financial Review 

 

While the results for the period are disappointing, importantly gross margins have remained robust and we continue to benefit from a healthy cash balance, strong customer relationships and a high quality and productive R&D team, providing us with confidence in a return to a stronger financial performance in future periods.

 

Broadly, the wider economic concerns and reticence in the market had an impact on revenue levels across all product lines and geographies.

 

Amongst our three territories, Rest of World (EMEA, India, South East Asia, Australasia) was the least affected by the slow-down, driven by a resilient performance in EMEA where business is derived from a wide range of sectors. Within North Asia, China remains challenging due to the impact of US restrictions and as a result, an increased focus is being applied to growing business in Taiwan and Japan. The Americas region was most impacted by the telecommunications slow down and therefore increased focus is being applied on Hyperscalers and government opportunities where we see the best chance to close business.

 

Looking at our product lines, Lab Sync (Paragon-Neo and Paragon-X) saw a softened performance in the Period which, given their dominance in the telecommunications market, is directly linked to the wider slowdown in the sector. This is also the case with Sentinel, our telecommunications focused Network Sync product. Sales of Sentry, our Network Sync product aimed at data centres, are continuing as planned.

 

Our Cloud & IT (infrastructure) product, SNE, endured a challenging H1 given its exposure to the US market, but performance is expected to pick up in H2 from the growing sales pipeline for the newly launched SNE-X & SNE-Ignite products. Across Cloud & IT (Applications), NE-ONE, we are on track to achieve our original FY revenue target, with the growth being driven by channel expansion and a strong performance in defence and satellite communications sectors.

 

 

Key performance indicators

 

£000

H1 FY24

H1 FY23

FY23

 

Unaudited

Unaudited

Audited

Revenue

7,847

12,728

27,449

Gross Profit

5,836

9,617

20,472

Gross Margin

74%

76%

75%

Underlying EBITDA 1

(411)

3,466

7,980

Underlying EBITDA %

-5%

27%

29%

Profit before tax

(599)

3,086

7,208

Profit before tax %

-8%

24%

26%

Closing cash including fixed term deposits2

13,478

14,436

19,098

Capitalised R&D

2,554

2,247

4,523

Basic EPS (pence)

(0.42)

2.78

6.75

Diluted EPS (pence)

(0.42)

2.67

6.42

 

1 EBITDA after charging R&D amortisation.

2 The Group places surplus cash balances not required for working capital into notice and fixed term deposit accounts. Under IAS 7 Statement of Cash Flows, cash held on long-term deposits (being deposits with maturity of greater than 95 days, and no more than twelve months) that cannot readily be converted into cash is classified as a fixed term investment. 

 

A reconciliation between the statutory reported income statement and the adjusted income statement is shown in note 22 to the financial statements.

 

Revenue

Revenue recognised in the first half of the year was £7.8m, a 38% decline on H1 FY23 revenue of £12.7m, driven by the subdued level of order volumes experienced through the Period. 

 

Gross Margin

Gross margin in the Period was 74%, in line with the FY23 margin of 75%. (H1 FY23: 76%). This gross margin is net of commissions payable to our channel partners and can fluctuate by 1-2% through the year depending on the mix and timing of the hardware and software bundles shipped.

 

The Group increased pricing in the prior period to negate inflationary direct materials cost increases, which has contributed to the protection of the product margins throughout the Period.   

 

Underlying EBITDA

Underlying EBITDA is stated after charging R&D amortisation.

 

Underlying EBITDA was a £0.4m loss in the Period (H1 FY23: £3.5m), driven by the reduction in revenue volumes. Underlying EBITDA margin was -5% (H1 FY23: 27%). 

 

Administration costs excluding depreciation and amortisation were £4.5m in H1 FY23 (H1 FY22: £4.7m). The Group paused on any further recruitment at the start of the year as a consequence of the slowdown in trading and, as a result, excluding graduate hires, there were no new headcount increases in the Period. 

 

The reduced order levels have resulted in lower commission costs compared to the prior period together with lower recruitment costs and legal fees (non-recurring deal fees for the iTrinegy acquisition were included in administration costs in the prior period). Staff and management profit share accruals have also been reduced compared to the prior year.  These cost savings were offset partially by adverse foreign exchange impacts on overseas salary costs and increased share-based payment charges.

 

£0.1m has been charged to the income statement in the Period to account for the Earn-out Payment in relation to the iTrinegy acquisition, with a further £0.1m to be charged in H2.  If revenue growth targets from the NE-ONE product line are met, the Earn-Out Payment will be paid as a combination of cash and new shares issued in Calnex Solutions plc in early FY25.

 

Whilst cost controls have been implemented across all cost lines and departments, the Group has not implemented any investment reduction programmes as maintaining investment in product development and customer engagement at this point is fundamental to support future growth.

 

Amortisation of R&D costs in H1 FY23 was £1.8m (H1 FY23: £1.6m). The increase on the prior period is due to the impact of the 5 year amortisation profile and growth in capital spend in prior years. Excluding graduate hires (of which there were 5 new hires in the Period), there have been no headcount increases in the R&D team in the Period.

 

Profit before tax

Loss before tax was £0.6m in the Period (H1 FY23: £3.1m profit), with the reduction in trading volumes and predominantly fixed cost base causing a negative operational leverage effect on profit. 

 

Tax

The Group's loss-making position resulted in a tax credit of £0.2m for the Period (H1 FY23: charge of £0.7m), driven predominantly by the proportion of R&D SME enhanced tax credit relief.

 

The weighted average applicable tax rate for FY24 is 25% (FY23: 19%). The difference between the applicable rate of tax and the effective rate of 37% (H1 FY23: 21%) is largely due to the following:

 

·    Availability of R&D SME enhanced deduction at 86% (increasing effective rate by 24%); and

·    A combination of such as prior year adjustments, timing differences, and overseas tax (decreasing effective rate by 12%).

 

We expect the effective tax rate to revert back in line with the weighted average applicable tax rate once the Group returns to profitability in future periods.

 

 

Earnings per share 

Basic earnings per share was a loss of 0.42p in the Period (H1 FY23: 2.78p) and diluted earnings per share was also a loss of 0.42p (H1 FY23: 2.67p), with the movement compared to the prior period attributed to reduced trading volumes.  

 

Cashflows

The Group experienced a cash outflow of £5.6m in the period, reflecting the loss made in the Period and increases in working capital.

 

Working capital in the period increased by £3.3m (H1 FY23: £1.3m) driven predominantly by increased levels of product to increase responsiveness to order intake, plus inventory increases as a result of the tail end effects of supply chain issues coupled with investment in inventory to support the previous order expectations. The inventory will be sufficient to support the remainder of the year and positions the company well to deliver faster turnaround of orders to revenue in H2. 

 

The Group paid £0.8m in tax in the period based on the profit generated in the prior year.  Given the Group's current expectations for profit for FY24, this cash is potentially refundable in FY25 after submission of the FY24 year-end tax return.

 

Cash used in investing activities is principally cash spent on R&D activities which is capitalised and amortised over five years. Investment in R&D in the Period was £2.6m (H1 FY22: £2.5m), reflecting inflationary salary increases and graduate headcount increases. 

 

The Group places surplus cash balances not required for working capital into notice and fixed term deposit accounts. Under IFRS, cash held on long-term deposits (being deposits with maturity of greater than 95 days, and no more than twelve months) that cannot readily be converted into cash is classified as a fixed term investment. This is shown separately on the balance sheet and classed as a cash outflow within investing activities in the consolidated cashflow statement in prior periods. As at 30 September 2023, the Group held surplus cash in notice accounts, but did not hold any on long term deposit.

 

Closing cash at 30 September 2023 was £13.5m (30 September 2022: £14.4m including fixed term deposits; 31 March 2022: £19.1m including fixed term deposits).  Subject to any effects of supply chain issues, we expect this cash balance to be maintained throughout H2.

 

Dividend

The Board retain full confidence in future growth and accordingly has resolved to pay an interim dividend of 0.31 pence per ordinary share (FY23 Interim dividend 0.31p) on 15 December 2023 to those shareholders on the register as at 1 December 2023, the record date. The ex-dividend date is 30 November 2023.

 

 

 

 



Calnex Solutions plc

Consolidated Statement of Comprehensive Income

For the period ended 30 September 2023

 

 

 

6 months to

 

6 months to

 

Year ended

 

 

30 Sep 2023

 

30 Sep 2022

 

31 Mar 2023

 

 

(Unaudited)

 

(Unaudited)

 

(Audited)

 

 

£'000

 

£'000

 

£'000

 

 

 

 

 

 

 

Revenue

5

7,847

 


12,728

 

27,449

Cost of sales

 

(2,011)


(3,111)


(6,977)

Gross profit

 

5,836

 

9,617

 

20,472

Other income

 

111


150


751

Administrative expenses

 

(6,705)


(6,669)


(13,989)

Operating (loss)/profit

 

(758)

 

3,098

 

7,234

 

 






Presented as:

 






EBITDA


1,405

 

5,076

 

11,295

Depreciation and amortisation of non-R&D assets

(347)


(368)


(746)

Amortisation of R&D asset

 

(1,816)


(1,610)


(3,315)

Operating (loss)profit

 

(758)


3,098


7,234

 

 






 






Finance costs

6

(11)


(12)


(26)

Interest received

 

170


-


-

(Loss)/profit before taxation

 

(599)

 

3,086

 

7,208

Taxation

7

223


(656)


(1,297)

(Loss)/profit and total comprehensive income for the year

(376)

 

2,430

 

5,911







Earnings per share (pence)






Basic (loss)/earnings per share

8

(0.42)


2.78


6.75

Diluted (loss)/earnings per share

8

(0.42)


2.67


6.42

 

 


 

Calnex Solutions plc

Consolidated statement of financial position

For the period ended 30 September 2023

 

 

 

6 months to

 

6 months to

 

Year ended

 

 

30 Sep 2023

 

30 Sep 2022

 

31 Mar 2023

 

 

(Unaudited)

 

(Unaudited)

 

(Audited)

 

 

£'000

 

£'000

 

£'000

Non-current assets

 




 


Intangible assets

9

11,168


10,181


10,565

Goodwill

10,11

2,000


1,646


2,000

Plant and equipment

12

434


297


404

Right of use assets

13

409


660


533

Deferred tax asset

14

691


304


272


 

14,702


13,088


13,774

Current assets

 






Inventory

15

3,837


1,532


2,748

Trade and other receivables

16

4,676


6,035


3,130

Corporation tax receivable

 

42


-


-

Cash and cash equivalents

17

13,478


12,936


17,583

Short term investments

17

-


1,500


1,515

 

 

 

22,033


22,003


24,976

 

 






Total assets

 

36,735

 

35,091

 

38,750

 

 






Current liabilities

 






Trade and other payables

18

5,515


6,059


5,988

Corporation tax payable

 

 

-


-


843

Lease liability payable within one year

13

271


192


260

 

 

5,786


6,251


7,091

 

 






Non-current liabilities

 






Trade and other payables

18

1,096


1,965


1,396

Lease liabilities payable later than one year

13

280


566


431

Deferred tax liability

14

2,663


2,253


2,457

Provisions

19

15


15


15

 


4,054


4,799


4,299

 







Total liabilities

 

9,840

 

11,050

 

11,390

 







 







Net assets

 

26,895

 

24,041

 

27,360

 







Equity







Share capital


109


109


109

Share premium


7,495


7,495


7,495

Share option reserve


1,327


764


873

Retained earnings


17,964


15,673


18,883

Total equity

 

26,895

 

24,041

 

27,360








 







 


 

Calnex Solutions plc

Consolidated statement of cashflows

For the period ended 30 September 2023

 

 

6 months to

 

6 months to

 

Year ended

 

 

30 Sep 2023

 

30 Sep 2022

 

31 Mar 2023

 

 

(Unaudited)

 

(Unaudited)

 

(Audited)

 

 

£'000

 

£'000

 

£'000

Cashflow from operating activities

 




 


(Loss)/profit before tax from continuing operations

 

(599)


3,086


7,208

Adjusted for:







Finance costs

 

11


12


26

Interest received

 

(170)


-


(160)

Government grant income


(111)


(96)


(201)

R&D tax credit income

 

-


-


(390)

Movement in provisions


-


(141)


-

Share based payment transactions


450


286


574

Depreciation


211


368


371

Amortisation


1,952


1,610


3,690

Movement in inventories

 

(1,234)


(569)


(1,554)

Movement in obsolescence provision

 

145


109


(122)

Movement in trade and other receivables


(1,546)


(1,054)


1,619

Movement in trade and other payables

 

(649)


239


(329)

Cash (outflow)/inflow generated from operations

 

(1,540)

 

3,850

 

10,732

Movement in provision (overseas tax)

 

-


-


(140)

Corporation and foreign tax payments

 

(843)


-


(70)

Corporation tax receivable

 

(42)


-


-

R&D tax credit cash refunds received

 

-


393


589

Net cash (outflow)/inflow from operating activities

 

(2,425)

 

4,243

 

11,111


 






Investing activities

 






Purchase of intangible assets

 

(2,554)


(2,247)


(4,523)

Purchase of plant and equipment


(117)


(64)


(181)

Purchase of subsidiary: net of cash acquired


-


(2,263)


(2,263)

Short term investment: fixed term deposit

 


1,515


-


(15)

Interest received


170


-


160

Net cash outflow from investing activities

 

(986)

 

(4,574)

 

(6,822)

 







Financing activities







Payment of lease obligations


(151)


(111)


(245)

Dividends paid


(543)


(490)


(761)

Share options proceeds


-


11


11

Government grant income


-


-


432

Net cash outflow from financing activities

 

(694)

 

(590)

 

(563)








Net (decrease)/increase in cash and cash equivalents


(4,105)

 

(921)

 

3,726

 







Cash and cash equivalents at the beginning of the period

17,583


13,857


13,857

 







Cash and cash equivalents at the end of the period


13,478

 

12,936

 

17,583

 

 


 

 

 

Calnex Solutions plc

Consolidated statement of changes in equity

For the period ended 30 September 2023

 


Share

capital

 

Share premium

 

Share option reserve

 

Retained earnings

 

Total

Equity


£'000

 

£'000

 

£'000

 

£'000

 

£'000

 










Balance as at 30 September 2022

109

 

7,495

 

764

 

15,673

 

24,041

 

 

 

 

 

 

 

 

 

 

Transactions with owner in their capacity as owners

 

 

 

 

Share options

-


-


109


-


109

Interim dividend

-


-


-


(271)


(271)


-


-


109


(271)


(162)

 

Profit for period ended 31 March 2023

-


-


-


3,481


3,481











Balance as at 31 March 2023

109

 

7,495

 

873

 

18,883

 

27,360





















Transactions with owner in their capacity as owners










Share options

-


-


454


-


454

Final dividend

-


-


-


(543)


(543)


-


-


454


(543)


(89)











Loss for period ended 30 September 2023

-


-


-


(376)


(376)











Balance at 30 September 2023

109

 

7,495

 

1,327

 

17,964

 

26,895

 

 


 

 

Calnex Solutions plc

Notes to the interim consolidated financial statements

For the period ended 30 September 2023

 

 

1.    General information

The interim consolidated financial statements cover the consolidated entity Calnex Solutions plc and the entities it controlled at the end of, or during, the interim period to 30 September 2023 ("the Group").

 

Calnex Solutions plc ("the Company") is a public limited company and is domiciled and incorporated in Scotland.

 

The registered office is:

Oracle Campus

Linlithgow

West Lothian

EH49 7LR

 

The principal activity of the Group is the design, production and marketing of test instrumentation and solutions for network synchronisation and network emulation enabling its customers to validate the performance of critical infrastructure associated with telecommunications networks, enterprise networks and data centres.

 

The interim consolidated financial statements for the period ended 30 September 2023 are unaudited, and do not constitute statutory accounts as defined in section 434 of the Companies Act 2006. They do not therefore include all the information and disclosures required in annual statutory financial statements and should be read in conjunction with the Group annual report and accounts for the year ended 31 March 2023.

 

The Group annual report and accounts for the year ended 31 March 2023 were approved by the Board of Directors on 22 May 2023 and have been delivered to the Registrar of Companies. The auditor's report on those accounts was unqualified, did not draw attention to any matters by way of emphasis and did not contain a statement made under Section 498(2) or (3) of the Companies Act 2006.

 

The interim consolidated financial statements for the period ended 30 September 2023 were approved by the Board of Directors on 20 November 2023.

 

 

2.    Basis of preparation

The interim consolidated financial statements for the period ended 30 September 2023 have been prepared in accordance with IAS 34 'Interim Financial Reporting' as issued by the International Accounting Standards Board, endorsed by, and adopted for use in, the United Kingdom.

 

The accounting policies and methods of computation adopted are consistent with those applied in the Group's consolidated financial statements for the year ended 31 March 2023 and have been applied consistently to all periods presented.

 

There have been no new standards or amendments to existing standards effective from 1 April 2023 that are applicable to the Group or that has had any material impact on the financial statements and related notes as at 30 September 2023.

 

The Directors do not anticipate that the adoption of any of the new standards and interpretations issued by the IASB and IFRIC with an effective date for the Group after the date of these interim financial statements will have a material impact on the Group's interim financial statements in the period of initial application.

 


 

3.    Going concern

The interim consolidated financial statements have been prepared on the basis that the Group will continue as a going concern.

In adopting the going concern basis, the Directors have considered the principal risks and uncertainties of the group, which remain unchanged from those reported in the Group annual report for the year ended 31 March 2023, a copy of which is available on the Company's website at: https://investors.calnexsol.com. The uncertainties arising from the macro-economic backdrop and inflationary pressures are covered by existing risks, and these continue to be closely monitored.

The Board has reviewed cashflow forecasts and availability of cashflow to fund the ongoing operations of the Group. Based on this review, along with regular oversight of the Group's risk management framework, the Board has concluded the going concern basis to remain appropriate.

4.    Operating segments

Operating segments are based on the internal reports that are reviewed and used by the Board of Directors (who are identified as the Chief Operating Decision Makers) in assessing performance and determining the allocation of resources. As the Group has a central cost structure and a central pool of assets and liabilities, the Board of Directors do not consider segmentation in their review of costs or the balance sheet. The only operating segment information reviewed, and therefore disclosed, are the revenues derived from different geographies.


6 months to

30 Sep 2023

 

6 months to  

30 Sep 2022

 

Year ended 

31 Mar 2023


£'000

 

£'000

 

£'000







Americas

1,893


4,538


9,644

North Asia

1,527


3,168


6,475

Rest of world

4,427


5,022


11,330

Total revenue

7,847


12,728


27,449







 

5.    Revenue


6 months to 

30 Sep 2023

 

6 months to  

30 Sep 2022

 

Year ended 

31 Mar 2023

 


£'000

 

£'000

 

£'000

 







 

Sale of goods

5,981


11,665


24,579

 

Rendering of services

1,866


1,063


2,870

 

Total revenue

7,847


12,728


27,449

 







 




















6.    Finance costs


6 months to 

30 Sep 2023

 

6 months to  

30 Sep 2022

 

Year ended 

31 Mar 2023

 


£'000

 

£'000

 

£'000

 







 

Interest expense on lease liabilities

11


12


26

 

Total finance costs

11


12


26

 







 




















 

 


 

7.    Taxation


6 months to 

30 Sep 2023

 

6 months to  

30 Sep 2022

 

Year ended 

31 Mar 2023

 


£'000

 

£'000

 

£'000

 

Current taxation






 

UK corporation tax on profits for the period

-


413


1,143

 

Foreign current tax expense

46


8


149

 

Adjustments relating to prior years

(42)


-


(4)

 







 

Deferred taxation






 

Origination and reversal of temporary differences

(233)


235


(46)

 

Adjustments relating to prior years

6


-


-

 

Effects of changes in tax rate

-


-


55

 







 

Taxation charge

(223)


656


1,297

 

 






 

(Loss)/profit before tax for the year

(599)


3,086


7,208

 

Effective tax rate

37%


21%


18%












 








 


















The weighted average applicable tax rate for the period ended 30 September 2023 is forecast at 37% (2022: 21%), being the current period tax charge as a percentage of profit/(loss) before tax.

 

The current underlying corporation tax rate is 25% and the movement to the effective tax rate of 37% has been affected by the following factors:

·      UK corporation tax rate:                                                                                                               25%

·      Timing differences/deferred tax movement/ disallowable expenses (12%)

·      Enhanced R&D relief                                                                                                                    24%

 

 

8.    Earnings per share

Basic earnings per share is calculated by dividing the earnings attributable to ordinary shareholders by the weighted average number of Ordinary Shares in issue during the year.

 

Diluted earnings per share is calculated by dividing the earnings attributable to ordinary shareholders by the total of the weighted average number of Ordinary Shares in issue during the year and adjusting for the dilutive potential Ordinary Shares relating to share options.


6 months to 

30 Sep 2023

 

6 months to  

30 Sep 2022

 

Year ended 

31 Mar 2023

 


£'000

 

£'000

 

£'000

 


 

 

 

 

 

 

(Loss)/profit after tax attributable to shareholders

 

(376)


2,430


5,911

 

Weighted average number of shares used in calculation:






 

Basic earnings per share

87,524


87,508


87,520

 

Diluted earnings per share

92,430


91,493


92,070

 







 

(Loss)/earnings per share - basic (pence)

(0.42)


2.78


6.75

 

(Loss)/earnings per share - diluted (pence)

(0.42)


2.67


6.42

 




















 

 


 

 

9.    Intangible Assets        

Included within intangible assets are the following significant items:

·      Intellectual property representing the cost of patent applications and on-going patent maintenance fees.

·      Acquired intellectual property from business combinations.

·      Capitalised development costs representing expenditure relating to technological advancements on the core product base of the Group. These costs meet the requirement of IAS 38 (Intangible Assets) and will be amortised over the future commercial life of the related product. Amortisation is charged to administrative expenses.


Intellectual 

property

 

Development

Costs

 

 

Total


£'000

 

£'000

 

£'000







Cost






At 1 April 2023

3,526


30,395


33,921

Additions

-


2,554


2,554

Disposals

-


-


-

At 30 September 2023

3,526


32,949


36,475







Amortisation






Balance at 1 April 2023

2,482


20,874


23,356

Charge for the period

136


1,816


1,952

Eliminated on disposal

-


-


-

At 30 September 2023

2,618


22,690


25,308







Net book value






31 March 2023

1,044


9,522


10,565

 






30 September 2023

908


10,260


11,168

 

10.  Business combinations

In the prior financial period, on 12 April 2022, Calnex Solutions plc acquired 100 per cent of the issued share capital of iTrinegy Ltd, a leading developer of Software Defined Test Networks technology for the software application and digital transformation testing market. This acquisition was made on a cash free, debt free basis, for an initial cash consideration of £2.5 million, fully funded from Group free cash. An additional £0.5 million was also paid to the vendors in exchange for them leaving all available cash (£0.7m at acquisition date) within the acquired business. Up to a further £1 million consideration is potentially payable subject to the achievement of revenue growth from the NE-ONE product line in the year ended 31 March 2024 (the 'Earn-Out Payment'). This Earn-Out Payment will be realised as a combination of cash and new ordinary shares issued in Calnex Solutions plc. The maximum number of new ordinary shares that may be issued as a result of the Earn-Out Payment targets being met in full is 322,579.

 

As at 30 September 2022, the reported business combination financial impact was provisional on release of the interim financials. In line with the 12 month measurement period afforded within IFRS 3 Business Combinations, the accounting work was finalised ahead of the year end, 31 March 2023. A reconciliation of adjustments processed following the interim reporting period ended 30 September 2022 is detailed below:


 

 

 

 

Goodwill

 


 

 

 

 

£'000

 

 






 

Goodwill reported as at 30 September 2022





1,646

 

 






 

Adjustments reducing net identifiable assets of acquired entity:





 

Recognition of deferred tax liability arising from IP fair value adjustment


311

 

'Other payables' acquisition accounts finalisation adjustment





43

 

Total adjustments





354

 







 

Goodwill reported as at 31 March 2023

 

 

 

 

2,000

 



















All values identified in relation to the acquisition of iTrinegy Ltd were final as at 31 March 2023.

 

 

 

 

11.  Goodwill

The goodwill arising in a business combination is allocated, at acquisition, to the cash generating units that are expected to benefit from the business combination. The Board considers the Group to consist of a single cash generating unit, reflective of not only the manner in which the Board (who operate as the Chief Operating Decision Makers) assesses and reviews performance and resource allocation of the group, but also the centralised cost structure and pooled assets and liabilities which are critical to revenue generation across all platforms. The determination of a single cash generating unit within the Group therefore reflects accurately the way the Group manages its operations and with which goodwill would naturally be associated.


6 months to 

30 Sep 2023

 

6 months to  

30 Sep 2022

 

Year ended 

31 Mar 2023

 


£'000

 

£'000

 

£'000

 

 






 

Cost

2,000


1,646


2,000

 







 







 




















The Group tests goodwill for impairment annually, or more frequently if there are indications that the goodwill has been impaired. The Group has an annual impairment testing date of 31 March. As at 30 September 2023, management has reviewed goodwill for indicators of impairment, and has considered the Group's trading performance, the Group's principal risks and uncertainties, and the other assumptions utilised in the value in use calculation. Management has performed sensitivity analyses on the key assumptions both with other variables held constant and with the other variables simultaneously changed. Management has concluded that there are no reasonable changes in the key assumptions that would cause the carrying amount of goodwill to exceed the value in use for the cash generating unit.

 

No evidence of impairment was found at balance sheet date.

 

12.  Plant & equipment    


 

 

 

 

Plant and 

equipment


 

 

 

 

£'000







Cost






At 1 April 2023





570

Additions





117

Disposals





-

At 30 September 2023





687







Amortisation






Balance at 1 April 2023





166

Charge for the period





87

Eliminated on disposal





-

At 30 September 2023





253







Net book value






31 March 2023





404

 






30 September 2023





434

 


 

13.  Leases

The Group has recognised a right-of use asset and a lease liability for the lease of land and buildings for its head office in Linlithgow, Scotland.

 

The Group leases IT equipment with contract terms ranging between 1 to 2 years.  The Group has recognised right-of use assets and lease liabilities for these leases. 

 

The Group also leases land and buildings in Belfast and one motor vehicle. These leases are low-value, so have been expensed as incurred. The Group has elected not to recognise rightofuse assets and lease liabilities for these leases.

 

Information about the right of use assets and leases for which the Group is a lessee is presented below:


6 months to 

30 Sep 2023

 

6 months to  

30 Sep 2022

 

Year ended 

31 Mar 2023


£'000

 

£'000

 

£'000







Right of use assets






NBV brought forward in the period

533


791


791

Additions to right of use assets for the period

-


-


-

Depreciation charge for the period

(124)


(131)


(258)

NBV carried forward for the period

409


660


533








6 months to


6 months to  


Year ended   


30 Sep 2023


30 Sep 2022


31 Mar 2023


£'000

 

£'000

 

£'000

Lease liabilities






Balance brought forward in the period

691


857


857

Lease additions for the period

-


-


53

Payment of lease expense

(151)


(111)


(245)

Interest on lease expense

11


12


26

Balance carried forward for the period

551

 

758

 

691


 

 

 

 

 

Represented as:

 

 

 

 

 

Due within 1 year

271


192


260

Due in more than 1 year

280


566


431

Total amounts due

551


758


691

 

 


 

14.  Deferred tax

 

Deferred tax asset

6 months to 

30 Sep 2023

 

6 months to  

30 Sep 2022

 

Year ended 

31 Mar 2023


£'000

 

£'000

 

£'000







Opening balance

272


304


304

Recognised in statement of comprehensive income

405


-


(192)

Recognised in equity

14


-


160

Closing balance

691


304


272







Deferred tax assets arise as follows:






Unused losses

321


-


-

Share based remuneration

348


265


250

Other timing differences

22


39


22

Total deferred tax asset

691


304


272


 

 

 

 

 

 

Deferred tax liability

6 months to 

30 Sep 2023

 

6 months to  

30 Sep 2022

 

Year ended 

31 Mar 2023


£'000

 

£'000

 

£'000







Opening balance

2,457


2,017


2,017

Recognised in statement of comprehensive income

206


236


440

Closing balance

2,663


2,253


2,457







Deferred tax liabilities arise as follows:






Deferred tax on acquisition

226


19


260

Timing differences on development costs

2,333


2,151


2,108

Accelerated capital allowances

104


83


89

Total deferred tax liability

2,663


2,253


2,457


 

 

 

 

 

 

 

 

15.  Inventory


6 months to 

30 Sep 2023

 

6 months to  

30 Sep 2022

 

Year ended 

31 Mar 2023


£'000

 

£'000

 

£'000







Finished goods

4,314


2,071


3,055

Provision for obsolescence

(478)


(539)


(307)


3,837


1,532


2,748













 



 

16.  Trade and other receivables

Trade receivables are consistent with trading levels across the Group and are also affected by exchange rate fluctuations.   

No interest is charged on the trade receivables.

The Group has reviewed for estimated irrecoverable amounts in accordance with its accounting policy, and at the balance sheet date, there are no amounts outstanding beyond agreed credit terms.

 


6 months to 

30 Sep 2023

 

6 months to  

30 Sep 2022

 

Year ended 

31 Mar 2023


£'000

 

£'000

 

£'000







Trade receivables

2,675


5,237


2,605

Other receivables

180


468


213

Prepayments and accrued income

1,821


330


312


4,676


6,035


3,130






 

 

The Directors consider that the carrying amount of trade and other receivables approximates their fair value.

 

 

17.  Cash and cash equivalents

Cash and cash equivalent amounts included in the Consolidated Statement of Cashflows comprise the following:


6 months to 

30 Sep 2023

 

6 months to  

30 Sep 2022

 

Year ended 

31 Mar 2023


£'000

 

£'000

 

£'000







Cash at bank

8,222


6,370


12,439

Cash on short term deposit

5,256


6,566


5,144

Total cash and cash equivalents

13,478


12,936


17,583













Short term investment: Fixed term deposit

-


1,500


1,515







 

Short term cash deposits of £5,255,881 are callable on a notice of 95 days.

 

Cash held on long-term deposits (being deposits with maturity of greater than 95 days) that cannot be readily converted into cash have been classified as short term investments in prior periods.

 

The Directors consider that the carrying value of cash and cash equivalents and short term investments approximates their fair value.

 


 

 

18.  Trade and other payables

Trade and other payables are consistent with trading levels across the Group but are also affected by exchange rate fluctuations. Trade payables and accruals principally comprise amounts outstanding for trade purchases and ongoing costs. The Group has financial risk management policies in place to ensure all payables are paid within the agreed credit terms.

 

Deferred income relates to fees received for ongoing services to be recognised over the life of the service rendered.


6 months to 

30 Sep 2023

 

6 months to  

30 Sep 2022

 

Year ended 

31 Mar 2023


£'000

 

£'000

 

£'000







Trade payables

2,038


2,204


1,770

Other taxes and social security

217


183


197

Other payables

84


76


75

Accruals

783


1,818


1.275

Deferred income

2,393


1,778


2,671


5,515


6,059


5,988







Amounts due in more than one year






Deferred income

1,096


1,748


1,166

Other payables

-


217


230


1,096


1,965


1,396







Total amounts due

6,611


8,024


7,384







 

The Directors consider that the carrying amount of trade and other payables approximates their fair value.

 

 

19.  Provisions

Current provisions are recognised in respect of dilapidations on leased assets. No discount is recorded on recognition of the provisions or unwound due to the short-term nature of the expected outflow and the low value and estimable nature of the non-current element.


6 months to 

30 Sep 2023

 

6 months to  

30 Sep 2022

 

Year ended 

31 Mar 2023


£'000

 

£'000

 

£'000

Non-current provisions






Dilapidations

15


15


15

 

 






20.  Dividends paid and proposed

 


6 months to 

30 Sep 2023

 

6 months to  

30 Sep 2022

 

Year ended 

31 Mar 2023


£'000

 

£'000

 

£'000







Proposed but not yet recognised






Interim dividend 2024: 0.31 per share

271


-


-







Declared and paid






Final dividend 2022: 0.56p per share

-


490


490

Interim dividend 2023: 0.31p per share

-


-


271

Final dividend 2023: 0.62p per share

543


-


-













An interim dividend of 0.31 pence per Ordinary Share (FY23 interim dividend:0.31 pence per Ordinary Share) was declared by the board on 21 November 2023, and will be paid to ordinary shareholders on 15 December 2023. The dividend is payable to all shareholders on the Register of Members at the close of business on the 1 December 2023.

 

All dividends are determined and paid in Sterling.


21.  Events after the reporting date

On 5 October 2023, the Company submitted an application to Companies House to strike off iTrinegy Ltd, a 100% owned subsidiary of Calnex Solutions plc. This will finalise the post-acquisition hive up of the iTrinegy entity, with all trade and operations having been transferred to Calnex Solutions plc in the prior financial year.

 

The first Gazette notice was issued on the 17th October 2023, and expectation is the strike off will complete in the current financial year.

 

 

22.  Alternative performance measures ('APMs')

The performance of the Group is assessed using a variety of performance measures, including APMs which are presented to provide users with additional financial information that is regularly reviewed by the Board of Directors. These APMs are not defined under IFRS and therefore may not be directly comparable with similarly identified measures used by other companies.


6 months to 

30 Sep 2023

 

6 months to  

30 Sep 2022

 

Year ended 

31 Mar 2023


£'000

 

£'000

 

£'000







Underlying EBITDA

(411)


3,466


7,980

Underlying EBITDA %

(5%)


27%


29%

Capitalised R&D spend

2,554


2,247


4,523







 

·      Underlying EBITDA: EBITDA including R&D amortisation.

 

 

Reconciliation of statutory figures to alternative performance measures - Income Statement


6 months to 

30 Sep 2023

 

6 months to  

30 Sep 2022

 

Year ended 

31 Mar 2023


£'000

 

£'000

 

£'000







Revenue

7,847

 

12,728

 

27,449

Cost of sales

(2,011)


(3,111)


(6,977)

Gross profit

5,836

 

9,617

 

20,472

Other income

111


150


751

Administrative expenses (excl depreciation and amortisation)

(4,542)


(4,691)


(9,928)

EBITDA

1,405


5,076


11,295

Amortisation of development costs

(1,816)


(1,610)


(3,315)

Underlying EBITDA

(411)

 

3,466

 

7,980

Other depreciation and amortisation

(347)


(368)


(746)

Operating (loss)/ profit

(758)

 

3,098

 

7,234

Finance costs

(11)


(12)


(26)

Interest received

170


-


-

(Loss)/profit before tax

(599)

 

3,086

 

7,208

Tax

223


(656)


(1,297)

(Loss)/profit for the year

(376)

 

2,430

 

5,911

 

 

 

 

23.  Availability of Interim Report

The Company's Interim Report for the six months ended 30 September 2023 will be available to view on the Company's website https://investors.calnexsol.com.

 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

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