Interim Results

Aquis Exchange PLC
21 September 2023
 

21 September 2023

Aquis Exchange PLC

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

 

Interim results for the six months ended 30 June 2023

Continued momentum with increased revenue across all divisions

 

Aquis Exchange PLC (AQX.L), the creator and facilitator of next-generation financial markets, is pleased to announce its unaudited results for the six months ended 30 June 2023.

 

Highlights:

 

·     

Net revenue up 17% to £9.7m (H122: £8.3m)

·     

EBITDA up 26% to £1.7m (H122: £1.3m)

·     

Profit before tax up 64% to £1.1m (H122: £0.7m)

·     

Basic earnings per share 3.8p (H122: 2.5p)

·     

Cash and cash equivalents of £13.9m (H122: £13.3m)

·     

All four divisions were profitable in the period:


Aquis Markets - Further diversification of the product suite, with addition of Dark to Lit Sweep


Aquis Technologies - Contract pipeline continues to develop in line with expectations


Aquis Data - Revenues up 34%; significant progress towards an EU consolidated tape


Aquis Stock Exchange - Welcomed five new listings despite tough market conditions and low admissions throughout the market

 

Post-period highlights:

 

·     

Change to Aquis' proprietary trading rule announced, further enhancing range of execution options available to members

·     

Investment in OptimX Markets adds additional connectivity to Aquis Matching Pool (AMP) and provides clients with ability to cross large blocks

 

Aquis CEO, Alasdair Haynes said:

 

"2023 so far has been a year of continued momentum for Aquis, with revenues continuing to increase across all divisions.

 

"Following the successful integration of the Aquis Matching Pool in 2022, Aquis Markets has seen increased revenues. We have also worked to further diversify the products that will be made available to members, adding block trading via OptimX Markets and changing our proprietary trading rule to give members greater execution choice along with best execution outcomes.  These changes are laying the foundations for future growth in market share over the medium-term.

 

"Our technology contract pipeline has continued to develop as expected, with a renewal and an extension over the period demonstrating the long-term nature of these relationships.

 

"Within Aquis Data, we were pleased to see significant progress towards an EU consolidated tape during the period, which is likely to disproportionately benefit Aquis.

 

"And finally despite challenging market conditions, we remain positive on the long-term potential of the Aquis Stock Exchange, which remains profitable.

 

"With economic uncertainty continuing to affect all market participants, we are pleased to be delivering continued growth, strategic progress and value for shareholders. We have had a positive start to 2023, with continued revenue growth across all divisions and trading remains in line with Board expectations for the full year."

 

An overview of the results from Alasdair Haynes is available to view on this link.

 

The Group will be hosting webinars for analysts and retail investors today at 9.30 and 16.00 respectively.

 

If you would like to register for the analyst webinar, please contact aquis@almapr.co.uk. Investors who would like to attend the retail investor webinar can sign up to Investor Meet Company for free and add themselves to the meeting via https://www.investormeetcompany.com/aquis-exchange-plc/register-investor. Investors who have already registered will be automatically invited.

 

 

Enquiries:

 

Aquis Exchange PLC

Tel: +44 (0)20 3597 6321

Alasdair Haynes, CEO


Richard Fisher, CFO

Adele Gilbert, Head of Marketing

 

Tel: +44 (0)20 3597 6329

Investec Bank plc (Nominated Adviser and Broker)

Tel: +44 (0)20 7597 4000

David Anderson


Bruce Garrow


Lydia Zychowska

St John Hunter

 

Canaccord Genuity Limited (Joint Broker)

Emma Gabriel

George Grainger

 

VSA Capital Limited (AQSE Corporate Adviser)

Andrew Raca

 

 

 

 

Tel: +44 (0) 20 7523 8000

 

 

 

Tel: +44(0)20 3005 5000

 

 

Alma PR (Financial PR Adviser)

Tel: +44 (0)20 3405 0209

Josh Royston

Rebecca Sanders-Hewett

aquis@almapr.co.uk

Kieran Breheny

 

 

Notes to editors:

 

About Aquis Exchange PLC

Aquis Exchange PLC ("Aquis") is a creator and facilitator of next-generation financial markets, through the provision of accessible, simple and efficient stock exchanges, trading venues and technology.

 

Aquis consists of four divisions:

 

Aquis Markets operates lit and dark order books, covering 16 European markets. For its lit books, Aquis uses a subscription pricing model which works by charging users according to the message traffic they generate, rather than a percentage of the value of each stock that they trade.

 

Aquis Technologies is the software and technology division of Aquis. It focuses on building better markets via the creation and licensing of cutting-edge, cost-effective exchange infrastructure technology and services, including matching engine and trade surveillance solutions.

 

Aquis Stock Exchange (AQSE) is a stock market providing primary and secondary markets for equity and debt products. It is authorised as a Recognised Investment Exchange, which allows it to operate a regulated listings venue. The AQSE Growth Market is divided into two segments 'Access' and 'Apex'; the Access market focuses on earlier stage growth companies, while Apex is the intended market for larger, more established businesses.

 

Aquis Data generates revenue from the sale of data derived from Aquis Markets and Aquis Stock Exchange to non-Member market participants.

Aquis is authorised and regulated by the UK Financial Conduct Authority and France's Autorité de contrôle prudentiel et de résolution and L'Autorité des marchés financiers to operate Multilateral Trading Facility businesses in the UK & Switzerland markets and in EU27 markets respectively. Aquis Exchange PLC is quoted on the Aquis Stock Exchange and on the AIM Market (AIM) of the LSE. For more information, please go to www.aquis.eu.

 

 



 

Interim Report

 

The six months to 30 June 2023 has been another strong period of profitable growth as revenues increase across all divisions, as we build on our achievements in 2022. Alongside this, we have continued to make good operational progress in all areas to expand our market opportunity. Achieving this despite challenging economic circumstances reflects our strong operational resilience and the continued demand for our offering across all three divisions.

 

Operational Review

 

We have continued our planned investment in key business areas such as growing our technology development team. These investments enable us to maintain our internally used Aquis technology set and support the ongoing growth in our technology licencing business.

 

The performance of Aquis Markets has progressed well. Exchange revenue increased by £0.8m (14%) from £5.1m to £5.9m. Since Aquis Matching Pool (AMP) was launched in 2022, trading volumes have increased with a closing 0.76% market share by 30 June 2023 (0.84% at 30 December 2022) demonstrating the resilience of the Aquis platform despite difficult market conditions. 

 

The Aquis Technologies contract pipeline has developed in line with expectations, and multiple renewals and/or extensions over the period continues to demonstrate customer loyalty and stickiness of revenue. The average maturity of a technology contract has increased further to 3.4 years.

 

On Aquis Stock Exchange, issuer revenue increased by 29%, reaching £0.8m as the number of admissions continues to grow despite a generally challenging economic climate for raising finance and a reduction in new issues. There are currently 104 securities on AQSE.

 

Aquis Markets

Continued revenue growth in the core business; ongoing success of AMP despite challenging market conditions; foundations laid for future market share gains through additional products and innovative rule change

 

Aquis Markets is the Group's pan-European secondary trading equities market. It comprises the UK MTF (AQXE) and the French MTF serving EU markets (AQEU). Aquis Markets currently offers over 2,100 stocks and ETFs across 16 European markets. A significant proportion of Markets activity is now being executed on AQEU, the Group's French MTF serving EU markets.

 

Average market share in 1H23 was 5.1% (5.0% 1H22). Market conditions remain challenging with lower lit market volumes across the board, but in the period Aquis has continued to grow its product offering with the introduction of our Dark to Lit Order Sweep functionality and also seen strong growth in our Auction on Demand (AoD) product.

 

Aquis Matching Pool: Following the acquisition of the business assets comprising the UBS MTF, Aquis has seen pleasing levels of activity with the number of members and levels of trading experienced to date growing from those seen at acquisition, with Management confident of future opportunities to grow.

  

Post-period end, Aquis Markets announced a change to the proprietary trading rule on its UK and EU trading platforms. In response to member demand, the rule change will allow liquidity providers the option to choose if they wish to interact with aggressive non-client proprietary trading or not; providing members with greater choice and immediacy of execution. We expect this to positively contribute to our growth in market share over the medium term.

 

Aquis Technologies

Progress made on a number of projects with continuing revenues from existing relationships

 

Aquis licenses its leading exchange-related technology through its Aquis Technologies division. Aquis Technologies creates and licenses technology for high volume, low latency trading platforms, complex connectivity solutions and real-time trade monitoring and surveillance systems for banks, brokers, investment firms and exchanges.

 

Aquis recognises license revenue on completion of project delivery in accordance with IFRS accounting standards, which can lead to lumpy revenue recognition, period on period. Despite the financial reporting requirements under revenue recognition standards, these contracts provide consistent long-term cash inflows for the business.

 

During 1H23, significant progress was made on several projects, namely where regulatory work had been completed on behalf of one customer and additional licences were provided to another existing customer. The work undertaken by the technologies team will pave the way for further offerings in the future. As a result, net revenues in the technology division have remained steady at £1.1m in 1H23 (£1.1m in 1H22).

 

In Q1 2023 Aquis Equinox, the world's first 24/7, no downtime, matching engine was launched, and the division continues to make exciting progress in its cloud services offering which will not only lead to future synergies within the Group's trading platforms, but also for new and existing technology licencing customers.

 

Aquis Technologies currently has seven contracts, on which five have recognised revenue. Management expects that revenue will be recognised on one of the two remaining contracts in H2 2023.

 

Aquis Data

 

Aquis generates revenue from the sale of data derived from Aquis Markets (AQXE & AQEU) and Aquis Stock Exchange to non-Member market participants. The total number of market data customers by 30 June 2023 was 85.

 

Revenue from market data vendors increased significantly by £0.5m (34%) to £1.8m for the six-month period compared to the 2022 equivalent, with continued growth in both terminal use and non-display licences across the period.

 

The creation of a consolidated tape in both the UK and EU presents opportunity for future revenue. There was progress made on the EU consolidated tape during the period, with administrative process to follow. The advent of an equities consolidated tape in either jurisdiction would disproportionately benefit Aquis.

 

Aquis Stock Exchange (AQSE)

Momentum building despite wider slowdown in market activity

 

Aquis Stock Exchange is a modern market for modern businesses, bringing positive disruption and competition to the listed SME sector. As one of the only two existing options for growing SMEs looking to IPO in the UK, Aquis' vision is for Aquis Stock Exchange to become the home for quality growth businesses, applying core Aquis values such as transparency and innovation.

 

Five admissions were completed during 1H23 (six at our principal competitor) compared to 12 during 1H22. This was reflective of a general slowdown in IPO activity across the market due to challenging economic conditions.

 

All Aquis Stock Exchange IPOs were well supported and there is a very strong pipeline of high growth and 'new economy' businesses.

 

Having achieved profitability ahead of forecasts in 2022, it is good to see the resilience of earnings with profitability maintained despite challenging IPO market conditions.

 

Financial Review

 

Net revenue increased 17% to £9.7m (1H22: £8.3m) and the EBITDA profit for the half year was £1.7m, a 26% increase on the EBITDA profit of £1.4m generated in 1H22. This EBITDA profit and the profit before tax of £1.1m includes £0.3m of income recognised from an impairment credit per IFRS 9 consistent with the 1H22 impairment credit.

 

 

Divisional revenue:

 


6 months to
June 2023 (£'000s)

6 months to
June 2022 (£'000s)

Markets

5,869

5,112

Technologies

1,132

1,087

Data

1,840

1,376

Aquis Stock Exchange

832

699


9,673

8,274

 

 

EBITDA has improved with revenue growth ahead of the controlled increase in costs during 1H 2023 and the back end of last year as the Group continued to invest in personnel and technological resources. The Group will continue to invest in the future to maintain the business's growth momentum.

 

Operating costs have increased by 15% to £8.0m (H1 2022: £6.9m) reflecting primarily increased headcount in the period as well as inflation on both staff cost and data centre costs and increased data costs. Aquis continues to seek and be able to recruit top talent. A focus continues to be recruitment in the development team, where a broadly stable proportion of costs is capitalised and then amortised over three years reflecting the ongoing value derived from these activity sets. Physical hardware acquired is capitalised and depreciated over a three year useful economic life. Other costs are recognised as operating in nature and reflected in the P&L as incurred.

 

The Group continues to maintain a strong balance sheet and cash equivalents at 30 June 2023 were £13.9m (30 June 2022: £13.3m). The Group continues to generate cash above operational requirement which has allowed the ongoing transfer of funds to the Group Trusts which have purchased shares in support of the Group share schemes.

 

 

Summary and Outlook

 

2023 so far has been a year of continued momentum for Aquis, with revenues continuing to increase across all divisions.

 

Following the successful integration of the Aquis Matching Pool in 2022, Aquis Markets has seen increased revenues. We have also worked to further diversify the products that will be made available to members, adding block trading via OptimX Markets and changing our proprietary trading rule to give members greater execution choice along with best execution outcomes.  These changes are laying the foundations for future growth in market share over the medium-term.

 

Our technology contract pipeline has continued to develop as expected, with a renewal and an extension over the period demonstrating the long-term nature of these relationships.

 

Within Aquis Data, we were pleased to see here was significant progress towards an EU consolidated tape during the period, which is likely to disproportionately benefit Aquis.

 

And finally, despite challenging market conditions, we remain positive on the long-term potential of the Aquis Stock Exchange, which remains profitable.

 

With economic uncertainty continuing to affect all market participants, we are pleased to be delivering continued growth, strategic progress and value for shareholders. We have had a positive start to 2023, with continued revenue growth across all divisions and trading remains in line with Board expectations for the full year.

AQUIS EXCHANGE PLC

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE SIX MONTHS ENDED 30 JUNE 2023

 




6 months ended 30/06/2023

 

Year ended 31/12/2022

 

6 months ended 30/06/2022

 

Note

 

£'000

 

£'000

 

£'000

Income Statement

 


 

 




Revenue

3

 

9,342


19,930


7,849

Impairment credit/(charge) on contract assets

4

 

331


132


425

Impairment credit / (charge) on trade and other receivables

4


-


(13)


26

Administrative expenses



(7,976)


(14,239)


(6,956)

Operating profit

 


1,697


5,810


1,344

Investment income

5

 

169


29


4

Depreciation and amortisation

7,8

 

(672)


(1,259)


(627)

Net finance costs

19

 

(49)


(53)


(22)

Profit before taxation

 


1,145


4,527


699

Income tax (charge)/credit

11


(99)


157


-

Profit after taxation

 


1,046


4,684


699









Other comprehensive income

 







Items that may be reclassified subsequently to profit or loss:








Foreign exchange differences on translation of foreign operations, net of tax

18

 

(37)


181


(42)

Other comprehensive loss for the year


(37)


181


(42)









Total comprehensive profit for the year

 

1,009


4,865


657









Earnings per share (pence)

 

 






Basic

 







Ordinary shares

6


3.8


17.0


2.5

Diluted

 







Ordinary shares

6


3.6


16.5


2.5

 

The consolidated statement of comprehensive income has been prepared on the basis that all operations are continuing operations.

 


 

AQUIS EXCHANGE PLC

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2023

 




6 months ended 30/06/2023

 

Year ended 31/12/2022

 

6 months ended 30/06/2022

 

Note

 

£'000

 

£'000

 

£'000

Assets

 







Non-current assets

 







Goodwill

7

 

83


83


83

Intangible assets

7

 

1,253


1,032


772

Property, plant and equipment

8

 

3,829


4,156


4,263

Deferred tax asset

10

 

1,594


1,594


1,292

Trade and other receivables

9

 

5,938


5,352


4,714




12,697

 

12,217

 

11,124

Current assets

 







Trade and other receivables

9

 

4,970


4,135


2,786

Cash and cash equivalents



13,905


14,171


13,320




18,875

 

18,306

 

16,106

Total assets

 


31,572

 

30,523

 

27,230

Liabilities

 







Current liabilities

 







Trade and other payables

12

 

4,495


4,268


4,453

Non-current liabilities

 







Lease liabilities

19

 

2,667


2,875


3,214

Total liabilities

 


7,162

 

7,143

 

7,667

 








Net assets

 


24,410

 

23,380

 

19,563

 








Equity

 







Called up share capital

13

 

2,752


2,751


2,751

Share premium account

14

 

11,810


11,785


11,780

Other reserves

15

 

2,320


1,813


1,860

Treasury shares

17

 

(3,798)


(3,350)


(3,001)

Retained earnings

16

 

11,363


10,317


6,332

Foreign currency translation reserve

17

 

(37)


64


(159)

Total equity

 


24,410

 

23,380

 

19,563

 

 

 

The notes to the financial statements on pages 10 to 22 form an integral part of these financial statements. The interim financial statements were approved by the board of directors and authorised for issue on 21 September 2023 and are signed on its behalf by:

 

 

R Fisher

Director

 

A Haynes

Director



AQUIS EXCHANGE PLC

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE SIX MONTHS ENDED 30 JUNE 2023

 


Note

Share Capital

 

Share Premium

 

Other Reserves

 

Treasury Shares

 

Retained Earnings

 

Foreign Currency Translation Reserve

 

   Total

 


£'000

 

£'000

 

£'000

 

£'000

 

£'000

 

£'000

 

£'000

 















Balance at 1 January 2022

 

2,751


11,771


1,118


(1,527)


5,633


(117)


19,629

 















Profit for the 6-month period ended 30/06/2022







 

 


699




699

Issue of new shares




9










9

Movement in share option reserve





742








742

Movement in treasury shares







(1,474)






(1,474)

Foreign exchange differences

on translation of

foreign operations











(42)


(42)

Balance at 30 June 2022

2,751


11,780


1,860


(3,001)


6,332


(159)


19,563

Profit for the 6 month period ended

31/12/2022






3,985




4,180

Issue of new shares




5










5

Movement in share option

Reserve




(47)








(47)

Movement in treasury shares






(349)






(349)

Foreign exchange differences

on translation of foreign

operations










223


28

Balance at 31 December 2022

2,751


11,785


1,813


(3,350)


10,317


64



23,380

Profit for the 6-month period ended

30/06/2023






1,046




1,046

Issue of new shares

13,14

1


25










26

Movement in share option reserve

15

 



 

 

507








507

Movement in treasury shares

17

 






(448)






(448)

Foreign exchange differences on translation of foreign operations

18











(101)


(101)

Balance at 30 June 2023

 

2,752


11,810


2,320


(3,798)


11,363


(37)


24,410



 

AQUIS EXCHANGE PLC

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE SIX MONTHS ENDED 30 JUNE 2023

 




Note

6 months ended 30/06/2023

 

Year ended 31/12/2022

 

6 months ended 30/06/2022

 




£'000


£'000


£'000

Cash flows from operating activities

 







Cash generated/absorbed by operations

20

1,101


3,962


1,082


Overseas tax paid



(219)


-


-


Finance expense on lease liabilities

19

49


53


22


Net cash inflow from operating activities

931

 

4,015

 

1,104

 









Investing Activities

 








Recognition of intangible assets

7

(509)


(778)


(282)


Purchase of property, plant and equipment

8

(57)


(769)


(480)


Interest received


5

169


35


4


Net cash used in / generated by investing activities

(397)

 

(1,512)

 

(758)

 









Financing Activities

 








Proceeds from share issue

13,14

26


14


9


Purchase of treasury shares

17

(448)


(1,956)


(1,000)


Principal portion of lease liability

19

(257)


(301)


(39)


Net cash (used in)/ generated by financing activities

(679)

 

(2,243)

 

(1,030)

 









Net increase/(decrease) in cash and cash equivalents

(145)

 

260

 

(684)

Cash and cash equivalents at the beginning of the period

14,171


14,046


14,046

Effect of exchange rate changes on cash and cash equivalents

(121)


(135)


(42)

Cash and cash equivalents at the end of the period

13,905

 

14,171

 

13,320

 



 

AQUIS EXCHANGE PLC

NOTES TO THE FINANCIAL STATEMENTS

 

1.     Basis of preparation of half-year report

This condensed consolidated interim financial report for the half-year reporting period beginning 1 January 2023 and ending 30 June 2023 ("interim period") has been prepared in accordance with Accounting Standard IAS 34 Interim Financial Reporting.

The interim report does not include all the notes of the type normally included in an annual financial report. Accordingly, this report is to be read in conjunction with the annual report for the year ended 31 December 2022 and any public announcements made by Aquis Exchange PLC ("Aquis" or the "Company") during the interim reporting period.

The accounting policies adopted are consistent with those of the previous financial year and corresponding interim reporting period.

 

2.     Significant post balance sheet events

On 7 August 2023 Aquis Exchange PLC acquired a minority stake in OptimX Markets Inc. (OptimX), a US-based financial services start-up focused on the block trading market (the "Investment"). The investment is split into two tranches: Aquis will subscribe US$0.75m out of a total first tranche of US$3.0m payable in cash, followed by a second tranche in 12 months of a further US$0.75m out of a total $3.0m payable in cash. It is expected that Jonathan Clelland, COO of Aquis, will join the board of OptimX as a Non-Executive Director in due course.  OptimX is a new venture and so has not yet generated any profits or losses.

 

3.     Revenue

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


6 months ended 30/06/2023

 

Year ended 31/12/2022

 

6 months ended 30/06/2022

 

£'000

 

£'000

 

£'000

Exchange Fees

6,154


10,869


5,387

Licence Fees

801


5,035


662

Issuer Fees

547


1,023


424

Data Vendor Fees

1,840


3,003


1,376


9,342

 

19,930

 

7,849

AQUIS EXCHANGE PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

 

4.     Expected credit loss

The expected credit loss on licensing contract assets has been calculated in accordance with IFRS 9: 


 

£'000

 



As at 31/12/2021

 

1,478

Expected credit loss reversal for the period


(425)

As at 30/06/2022

 

       1,053

Expected credit loss charge for the period


293

As at 31/12/2022

 

1,346

Expected credit loss reversal for the period


(331)

As at 30/06/2023

 

       1,015

 

The expected credit loss on trade receivables has been calculated in accordance with IFRS 9: 


 

£'000

 



As at 31/12/2021

 

46

Expected credit loss reversal for the period


27

As at 30/06/2022

 

       73

Expected credit loss charge for the period


(14)

As at 31/12/2022

 

59

Expected credit loss reversal for the period


-

As at 30/06/2023

 

       59

 

AQUIS EXCHANGE PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

 

 

5.     Investment income


 

6 months ended 30/06/2023

 

Year ended 31/12/2022

 

6 months ended 30/06/2022

 

 

£'000

 

£'000

 

£'000

Interest income on bank deposits

 

169

 

29

 

4

 

 

 

6.     Earnings per share


6 months ended 30/06/2023

 

Year ended 31/12/2022

 

6 months ended 30/06/2022

 






Number of Shares ('000)

 





Weighted average number of ordinary shares for basic earnings per share

27,510


27,509


27,509

Weighted average number of ordinary shares for diluted earnings per share

28,796


28,425


28,431

Earnings (£'000)

 





Profit for the period from continued operations

1,046


4,684


699

Basic and diluted earnings per share (pence)

 





Basic earnings per ordinary share

3.8


17.0


2.5

Diluted earnings per ordinary share

3.6


16.5


2.5

AQUIS EXCHANGE PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

 

 

7.     Intangible assets


 

Group Developed Trading Platforms

 

Other Intangibles

 

 

Goodwill

 

 

 

£'000

£'000

 

£'000

Cost

 

 

 

As at 31/12/2021

3,011

37

83

Additions

282

-

-

As at 30/06/2022

3,293

37

83

Additions

324

172

-

As at 31/12/2022

3,617

209

83

Additions

468

41

-

As at 30/06/2023

4,085

250

83

 




Accumulated amortisation and impairment

 

 

 





As at 31/12/2021

2,286

8

-

Charge for the period

258

6

-

As at 30/06/2022

2,544

14

-

Charge for the period

228

8

-

As at 31/12/2022

2,772

22

-

Charge for the period

268

20

-

As at 30/06/2023

3,040

42

-

 




Carrying amount

 

 

 

As at 31/12/2021

725

29

83

As at 30/06/2022

749

23

83

As at 31/12/2022

845

187

83

As at 30/06/2023

1,045

208

83

AQUIS EXCHANGE PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

 

8.     Property, plant and equipment


Fixtures, fittings and equipment

 

Computer Equipment

 

Right of Use Asset

 

Total

 

£'000

 

£'000

 

£'000

 

£'000

Cost

 







As at 31/12/2021

324


2,389


4,239


6,952

Additions & disposals

168


312


-


480

As at 30/06/2022

492


2,701


4,239


7,432

Additions & disposals

-


290


-


290

As at 31/12/2022

492


2,991


4,239


7,722

Additions & disposals

-


44


13


57

As at 30/06/2023

492

 

3,035

 

4,252

 

7,779

 








Accumulated depreciation and impairment

 







As at 31/12/2021

230


2,075


501


2,806

Charge for the period

38


152


173


363

As at 30/06/2022

268


2,227


674


3,169

Charge for the period

27


146


224


397

As at 31/12/2022

295


2,373


898


3,566

Charge for the period

30


160


194


384

As at 30/06/2023

325

 

2,533

 

1092

 

3,950

 








Carrying amount

 







As at 31/12/2021

94


314


3,738


4,146

As at 30/06/2022

224


474


3,565


4,263

As at 31/12/2022

197


618


3,341


4,156

As at 30/06/2023

167

 

502

 

3,160

 

3,829

 

 

AQUIS EXCHANGE PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

 

 

9.     Trade and other receivables


Current

 

As at 30/06/2023


As at 31/12/2022


As at 30/06/2022

 

£'000

 

£'000

 

£'000

Trade receivables net of impairment

4,042


3,421


2,096

Prepayments

810


636


683

Other receivables

129


78


7


4,981

 

4,135

 

2,786

 







Non-Current

 

As at 30/06/2023


As at 31/12/2022


As at 30/06/2022

 

£'000

 

£'000

 

£'000

Trade receivables net of impairment

5,588


5,010


4,079

Other receivables

339


342


635


5,927

 

5,352

 

4,714

 

Trade receivables are stated net of any credit impairment provision as set out previously in Note 3 in accordance with IFRS 9, as illustrated below:


As at 30/06/2023


As at 31/12/2022


As at 30/06/2022

 

 

£'000

 

£'000

 

£'000

Gross trade receivables

10,704


9,837


7,319

Expected credit losses on contract assets

(1,015)


(1,347)


(1,055)

Provisions against trade receivables

(59)

 

(59)


(73)

Trade receivables net of impairment

9,630

 

8,431

 

6,175

 

Impairment includes the expected credit loss on licencing contract assets stated in Note 4.

AQUIS EXCHANGE PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

 

10.   Deferred tax asset

A deferred tax asset was initially recognised in the year ended 31 December 2020, due to the Group becoming profitable for the first time. The Group is expected to continue to be profitable in future years, with the value of the deferred tax asset to be reassessed annually at year end. 


As at 30/06/2023


As at 31/12/2022


As at 30/06/2022

 

£'000

 

£'000

 

£'000

Deferred tax asset

1,594


1,594


1,292

 

11.   Income tax

The income tax charge/(credit) can be reconciled to the result per the Statement of Comprehensive Income as follows:

 




 

6 months to 30/06/2023

 

Year ended 31/12/2022

 

6 months to 30/06/2022

 




£'000


£'000


£'000

     Current tax

 







UK Corporation tax charge

 

-


-


-


Overseas tax charges on foreign operations



99


144


-


Total tax charge

99

 

144

 

-

 









     Deferred tax

 








Origination and reversal of timing differences

 

-


(229)


-


Effect of changes in tax rates

 

-


(72)


-


Total deferred tax (credit)

-

 

(301)

 

-

 

 

 








 

 


6 months to 30/06/2023


Year ended 31/12/2022


6 months to 30/06/2022

 

 


£'000


£'000


£'000

 

 







    Profit before tax

 


1,145


4,527


699


Expected tax charge based on a corporation tax charge of 19%

 

195


860


100


Expected tax charge based on effective overseas rates of 25%

 

99


177


61


Fixed asset differences

 

(182)


(40)


(111)


Expenses not deductible for tax purposes

 

87


109


53


Other differences

 

(7)


(89)


(46)


Remeasurement of deferred tax for changes in tax rates

 

(93)


(72)


(57)


Movement in deferred tax not recognised

 

-


(1,069)


-


Movement in deferred tax not recognised at overseas rates

 

-


(33)


-


Tax charge/(credit) for the period

99

 

(157)

 

(1,030)

 

AQUIS EXCHANGE PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

 

12.   Trade and other payables


As at 30/06/2023


As at 31/12/2022


As at 30/06/2022

 

Trade payables

244


510


499


Accruals

1,035


1,509


1,076


Social security and other taxation

663


221


755


Deferred revenue

1,959


1,358


1,604


Short term lease liabilities

527


523


434


Overseas corporation tax payable

23


144


-


Derivatives

40


-


-


Other payables

 

4


3


85



4,495

 

4,268

 

4,453




In January 2023 forward contracts were taken by the Company in order to economically hedge against foreign exchange movements in contract asset balances denominated in US Dollars (see note 9). These derivatives are remeasured at each reporting sheet date with the movement recognised in Profit and Loss. The year to date loss on these items is £40k.

 

13.   Called up share capital


As at 30/06/2023


As at 31/12/2022


As at 30/06/2022

 

£'000

 

£'000

 

£'000

Ordinary share capital

 





Issued and fully paid

 





27,149,559 Ordinary shares of 10p each

2,751


2,751


2,751

Issue of new shares following exercise of 3,999 EMI share options

-


-


-

Issue of new shares following exercise of 7,333 EMI share options

1


-


-

Ordinary share capital

2,752

 

2,751

 

2,751

AQUIS EXCHANGE PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

 

14.   Share premium account


As at 30/06/2023


As at 31/12/2022


As at 30/06/2022

 

£'000

 

£'000

 

£'000

Share premium






At beginning of year

11,785


11,771


11,771

Issue of new shares following exercise of 3,999 EMI share options

-


14


9

Issue of new shares following exercise of 7,333 EMI share options

25


-


-

Share premium

11,810

 

11,785

 

11,780

 

15.   Other Reserves


£'000

 


As at 31/12/2021

1,118

Share-based payment expense for the 6-month period ended 30/06/2022

742

As at 30/06/2022

1,860

Share-based payment expense for the 6-month period ended 31/12/2022

(47)

As at 31/12/2022

1,813

Share-based payment expense for the 6-month period ended 30/06/2023

507

As at 30/06/2023

2,320

 

The reserves relating to share-based payments reflects the estimated value of the approved employee share option schemes, which include the EMI, CSOP, PPO and Restricted Share options. The valuation of the options granted is estimated using a US binomial or Black Scholes model. Also included in the share-based payment reserve are the treasury shares purchased by the Trust under the Share Incentive Plan.

 



 

AQUIS EXCHANGE PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

 

16.   Retained earnings


£'000

 


As at 31/12/2021

5,633

Profit for the 6-month period ended 30/06/2022

699

As at 30/06/2022

6,332

Profit for the 6-month period ended 31/12/2022

3,985

As at 31/12/2022

10,317

Profit for the 6-month period ended 30/06/2023

1,046

As at 30/06/2023

11,363


 

17.   Treasury shares

Treasury shares are purchased by the Trusts under the Employee Share Plans. The Trusts are consolidated within the Group financial statements and the value of the shares held at the balance sheet date is shown below.


As at 30/06/2023


As at 31/12/2022


As at 30/06/2022

 

£'000

 

£'000

 

£'000

 






At beginning of period

3,350


1,527


1,527

Purchase of treasury shares

448


1,823


1,474

Treasury shares at close of period

3,798

 

3,350

 

3,001

 

18.   Foreign currency translation reserve

The translation of the European subsidiary into the functional currency of the group results in foreign exchange differences that have been recognised in Other Comprehensive Income ('OCI') for the group which have been accumulated in a separate component of equity as illustrated below.


6 months ended 30/06/2023

 

Year ended 31/12/2022

 

6 months ended 30/06/2022

 

£'000

 

£'000

 

£'000

At the beginning of the year/period

64


(159)


(117)

Foreign exchange differences on translation of foreign operations recognised in OCI

(101)


223


(42)

At the end of the year/period

(37)

 

64

 

(159)

 

 

 

 

AQUIS EXCHANGE PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

 

19.   IFRS 16 Leases

 

 







The impact on the Group's assets and liabilities, and the related effects on profit and loss, of the Group's leasing activities

(the Group as a lessee) are detailed below.









Right of Use Asset

 















Property


£'000

Carrying amount at 1 January 2022

3,738

Depreciation for the period

(173)

Carrying amount at 30 June 2022

3,565

Depreciation for the period

(225)

Carrying amount at 31 December 2022

3,340

Remeasurement of lease

13

Depreciation for the period

(194)

Carrying amount at 30 June 2023

3,159

















 

Rent deposit asset

 

 

 


Rent deposit asset


£'000

Carrying amount at 1 January 2022

616

Finance income on rent deposit asset for the period

11

Carrying amount at 30 June 2022

627

Finance income on rent deposit asset for the period

4

Recovery of rent deposit

(274)

Carrying amount at 31 December 2022

357

Remeasurement of lease

(12)

Finance income on rent deposit asset for the period

5

Carrying amount at 30 June 2023

350





 

AQUIS EXCHANGE PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

 

Lease liability

 















Lease liability


£'000

Carrying amount at 1 January 2022

3,630

Finance expense on lease liability for the period

33

Lease payments made during the period

(39)

Carrying amount at 30 June 2022

3,629

Finance expense on lease liability for the period

35

Lease payments made during the period

(262)

Carrying amount at 31 December 2022

3,397

Finance expense on lease liability for the period

54

Lease payments made during the period

(257)

Carrying amount at 30 June 2023

3,194

Of which are:


Current

527

Non-current

2,667


3,194








 

 

Net finance expense on leases

 





 


6 months ended 30/06/2023

Year ended 31/12/2022

6 months ended 30/06/2022

 

£'000

£'000

£'000

Finance expense on lease liability

54

68

33

Finance income on rent deposit asset

(5)

(15)

(11)

Net finance expense relating to leases

49

53

22

 

 

The finance income and finance expense arising from the Group's leasing activities as a lessee have been shown net where applicable

 as is permitted by IAS 32 where criteria for offsetting have been met.









Amounts recognised in profit and loss

 





 


6 months ended 30/06/2023

Year ended 31/12/2022

6 months ended 30/06/2022

 

£'000

£'000

£'000

Depreciation expense on right-of-use assets

(194)

(397)

(173)

Finance expense on lease liability

(54)

(68)

(33)

Finance income on rent deposit asset

5

15

11

Net impact of leases on profit or loss

(243)

(450)

(195)

 

The total cash outflow for leases amounted to £217k in the 6 months to 30 June 2023.

 

 








 

 

AQUIS EXCHANGE PLC

NOTES TO THE FINANCIAL STATEMENTS (continued)

 

20.   Cash generated from operations


6 months ended 30/06/2023

 

Year ended 31/12/2022

 

6 months ended 30/06/2022

 

 

£'000

 

£'000

 

£'000

 






Profit after tax

1,046


4,684


699







Adjustments for:

 





Income tax

99


144


-

Deferred tax

-


(301)


-

Foreign exchange (gains)/losses

(13)


116


-

Investment revenue

(169)


(29)


(4)

Amortisation and impairment of intangible assets

288


499


264

Depreciation of property, plant and equipment

384


761


363

Equity settled share-based payment expense

507


820


289

Other (gains)/losses

(69)


58


(4)







Movement in working capital:

 











Increase in trade and other receivables

(1,199)


(1,594)


(986)

Increase in trade and other payables

227


(1,196)


461







Cash generated by operations

1,101

 

3,962

 

1,082

 

 

 

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