Company Announcements

Interim Results

Source: RNS
RNS Number : 6193L
Inspecs Group PLC
07 September 2023
 

7 September 2023

INSPECS Group plc

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

 

Interim Results

 

INSPECS Group plc, a global eyewear and lens design house and manufacturer, presents its unaudited interim results for the six months ended 30 June 2023. This is the first set of results in the Group's new reporting currency of GBP.  

Financial highlights:

Revenue increased by 6.1% to £111.2m (H1 2022: £104.8m)

On a constant exchange rates basis1, revenue increased by 2.3% to £107.2m (H1 2022: £104.8m)

Operating profit increased by 25.1% to £4.6m (H1 2022: £3.6m)

Gross profit margin 51.4% (H1 2022: 50.5%)

Underlying EBITDA2 increased by 5.4% to £12.1m (H1 2022: £11.4m)

Adjusted Profit Before Tax (PBT)2 of £6.9m (H1 2022: £7.5m)

Adjusted PBT Basic Earnings Per Share (EPS)2 of £0.07 (H1 2022: £0.07)

Reported Profit Before Tax of £3.8m (H1 2022: £0.2m loss3)

Reported basic EPS of £0.02 (H1 2022: £(0.03) 3), with diluted EPS of £0.02 (H1 2022: £(0.03) 3)

Cash generated from operations £11.5m (H1 2022: £8.7m)

Net debt excluding leasing £22.7m (31 December 2022: £27.6m)

 

Operational highlights:

 

6.9m eyewear frames sold in H1 2023, compared to 6.2m in H1 2022

Strong revenue growth in UK (+20%), North America (+9%) and LATAM (+277%)

Substantial growth of low vision aids revenue in North America (+19%) to £5.9m in H1 2023

Construction of the new Vietnam manufacturing facility commenced in May 2023, with scheduled completion in H1 2024

Norville losses reduced substantially compared H1 2022

Renewal completed on key licensed brands; Marco Polo and Ted Baker

Orders received for a key licence brand by a global retailer to be delivered in Q4 2023

Successful launch of a women's Titanflex range in Germany

Significant growth in commercial activity within Skunkworks, the Group's research and development division

Good progress against objectives outlined in our ESG framework

 

1

Constant currency exchange rates: figures at constant currency exchange rates have been calculated using the average exchange rates in effect for the corresponding period in the relevant comparative period (H1 2022).

2

Refer to table "Underlying EBITDA and Adjusted PBT".

3

Comparative figures have been restated throughout to be presented in GBP following a change in presentational currency. See note 2 for further details. In addition, the six-month period to 30 June 2022 has been restated following a retrospective adjustment, see note 11.

 

 

Richard Peck, CEO of INSPECS, said:

"The Group has made steady progress during the period, with an improved trading and cash generation performance.  We remain focused on achieving operational efficiency gains and continue to identify integration opportunities across our global trading platform.

Construction of our new manufacturing facility in Vietnam commenced in May 2023, with expected completion in H1 2024. Once fully operational, this will increase the manufacturing capacity of the Group to circa 12 million units per year.

Trading in the second half to date has been in line with our expectations and our order books remain at a good level. Whilst we remain cautious in relation to global economic and political events, we remain confident with our full year outlook."

For further information please contact:

INSPECS Group plc

Richard Peck (CEO)

Chris Kay (CFO)

 

via FTI Consulting

Tel: +44 (0) 20 3727 1000

Peel Hunt (Nominated Adviser and Broker)

Adrian Trimmings

Andrew Clark

Lalit Bose

 

 

Tel: +44 (0) 20 7418 8900

FTI Consulting (Financial PR)

Alex Beagley

Harriet Jackson

Rafaella de Freitas 

Tel: +44 (0) 20 3727 1000

INSPECS@fticonsulting.com

 

About INSPECS Group plc

INSPECS is a leading provider of eyewear solutions to the global eyewear market. The Group produces a broad range of eyewear frames, low vision aids and lenses, covering optical, sunglasses and safety, which are either "Branded" (either under licence or under the Group's own proprietary brands), or "OEM" (unbranded or private label on behalf of retail customers).

INSPECS is building a global eyewear business through its vertically-integrated business model. Its continued growth is underpinned by six core drivers, including; increasing the penetration of its own-brand portfolio, increasing distribution in Asian Pacific markets, growing its travel retail markets, maximising group synergies, expanding its manufacturing capacity and scaling the research and development department as it develops new and innovative eyewear channels. 

The Group has operations across the globe: with offices and subsidiaries in the UK, Germany, Portugal, Scandinavia, the US and China (including Hong Kong, Macau and Shenzhen), and manufacturing facilities in Vietnam, China, the UK and Italy.

INSPECS customers are global optical and non-optical retailers, global distributors and independent opticians, with its distribution network covering over 80 countries and reaching approximately 75,000 points of sale.

More information is available at: www.INSPECS.com

 

CHIEF EXECUTIVE REVIEW

I am pleased to present our results for the six months ended 30 June 2023. The Group has performed well during the period, achieving record first half revenue of £111.2m (H1 2022: £104.8m) a 6.1% increase. The Group sold 6.9m eyewear units in the period, up 11.3% compared to 6.2m eyewear units sold in H1 2022.

The Group made an Underlying EBITDA of £12.1m compared to £11.4m for the same period in 2022.

On a constant exchange basis, Group revenues increased 2.3% from £104.8m to £107.2m.

The Group's performance at the Underlying EBITDA level in H1 2023 exceeded our previous record performance of H1 2022 by 5.4%. The Group saw good growth in our UK and North American businesses, and a significant reduction in the operational losses at Norville, as a result of our cost saving programme. Our European markets (excluding the UK) remained relatively flat. Our gross profit margin, despite cost inflationary pressures, increased to 51.4% from 50.5%. Administrative expenses in the period of £49.3m (H1 2022: £46.6m) were well controlled, decreasing from 44.4% to 44.3% of revenue.

The Group has made key licence renewals, including Marco Polo and Ted Baker, as well as receiving a significant order from a global retailer for a key licence brand which will be delivered in Q4 2023.

UK

Within the UK market, revenue has increased by 19.5% to £13.6m, driven by increased distribution to major retail chains.

Europe

Revenue in Europe at £52.2m was flat year on year with a strong performance in our key German market offset by a softer performance in other European markets. During the period TitanFlex, a brand designed for comfort, successfully launched a new range for women.

North America

Revenue within North America has increased by £3.0m (8.6%) to £37.4m, with good growth in our frame and low vision operating entities.

Frames and Optics

Our Frames and Optics distribution business increased its external revenue from £93.2m in H1 2022 to £100.2m in H1 2023, an increase of 7.6%. This was driven mainly by a good performance in the UK and North American markets.

Wholesale

In line with our expectations for the first six months, external revenue from the Wholesale business for H1 2023 was £9.0m, compared to £9.9m in H1 2022. We expect to see increased activity in the second half.

Lenses

Our lens manufacturing business has reported external revenue growth of 13.9%, with losses from the division decreasing by £0.9m to £1.2m. We continue to make steady progress, with increased revenue and operational activity, and a drive towards profitability in the future.

Manufacturing

Construction of our new manufacturing facility in Vietnam commenced in May 2023, with expected completion in H1 2024. Once fully operational, this will increase the manufacturing capacity of the Group to circa 12 million units per year.

We continue to evaluate our Portugal manufacturing facility, which would mainly supply our European markets.

Research and development

The research and development division of the business, Skunkworks, has continued to work on the development of innovative eyewear channels, resulting in significant growth in commercial activity during H1 2023.

ESG

Following the establishment of our ESG Committee in 2022, we have been progressing against our ESG goals. During the period the Group donated two water filtration units for local schools in Vietnam and offset over 4,500 TCO2e through renewable energy projects. We continue to assess ways in which we can further integrate ESG into our corporate strategy.

Eyewear market

The eyewear market is projected to grow at a rate of 4.4% per year between 2023 and 2027 (data from Statista.com) providing a resilient base to support our long-term growth strategy.

Outlook

Trading in the second half to date has been in line with our expectations and our order books remain at a good level. Whilst we remain cautious in relation to global economic and political events, we remain confident with our full year outlook.

I would like to thank all our teams across the globe who have contributed to this good performance in H1 2023, and their continuing hard work and dedication in achieving our long-term goal of developing INSPECS Group into one of the world's leading eyewear companies.

Richard Peck

7 September 2023

 

FINANCIAL REVIEW

 

Revenue

Revenue increased to £111.2m from £104.8m in H1 2022, an increase of 6.1%. This was driven by strong growth in our UK and North American markets. On a constant exchange rate1 revenues increased 2.3% from £104.8m (H1 2022) to £107.2m.

 

Gross Profit Margin

The Group's gross profit margin increased from 50.5% in H1 2022 to 51.4% in H1 2023. The Group continues to actively manage its gross profit margin despite cost inflation.

 

Operating Profit

The Group's operating profit increased 25.1% to £4.6m (H1 2022: £3.6m).

 

Underlying EBITDA

The Group's Underlying EBITDA (as calculated in the 'Underlying EBITDA and Adjusted PBT' table below) increased from £11.4m in H1 2022 to £12.1m in H1 2023.

 

Finance Expenses

Our reported net finance costs increased from £1.3m in H1 2022 to £2.0m reflecting the rise in interest rates around the globe. Net finance costs include £0.1m (H1 2022: £0.3m) relating to the amortisation of capitalised loan arrangement fees.

 

Depreciation and amortisation

The increase in depreciation is driven by the renewal of key leases across the Group.


Period ended 30 June 2023 £m

Period ended 30 June 2022

£m

Depreciation

3.4

3.0

Amortisation

3.3

3.4

Total

6.7

6.4

 

Profit/(Loss) Before Tax

Profit before tax for the period was £3.8m (H1 2022: £0.2m loss). The increase of £4.0m is after an increase in finance costs of £0.7m, an increase in amortisation and depreciation of £0.3m and an improvement in exchange adjustments on borrowings of £2.8m.

 

Adjusted Profit Before Tax

The Group's Adjusted Profit Before Tax (PBT) decreased from £7.5m in H1 2022 to £6.9m in H1 2023 as a result of increased net interest costs (excluding amortisation of loan arrangement fees) of £0.9m and an increase in depreciation of £0.4m.

 

Cash Generation

Cash management was a key focus in the period and the Group generated a net cash inflow from operating activities of £8.4m in H1 2023 compared to £4.7m in H1 2022.

 

Cash Position

The Group's cash as of 30 June 2023 was £25.9m compared to £22.2m as at 31 December 2022.

 

Net Debt

The Group has delivered strong cash generation in the first half and as a result, net debt (excluding leases) decreased by £4.9m to £22.7m (31 December 2022: £27.6m). During the period, the Group invested £0.9m on construction of our new manufacturing facility in Vietnam and paid a further £2.2m of deferred and contingent consideration relating to the EGO and BoDe acquisitions.

 

Financing

The Group finances its operation through the following borrowings and facilities.



Expires

Drawn at
30 June 2023
£m

Drawn at
31 December 2022
£m

Group revolving credit facility


October 2024

29.5

30.0

Term loans


October 2024

9.7

10.5

Revolving credit facility USA


1-year rolling

6.7

7.2

Invoice discounting


1-year rolling

2.1

1.5

Other



0.5

0.6

Total



48.5

49.8

 

Leverage (using debt to equity ratio)

The Group's leverage position is shown below:


30 June

2023

Actual ratio

Required ratio

3.00

The Group's leverage is calculated using a twelve-month rolling EBITDA. The Group's performance in the second half of 2022 was weak and resulted in lower reported EBITDA. As a result of the improved trading performance in the first half and our current expectations for the full year, it is expected that, subject to market conditions, the Group's leverage will continue to improve in the second half of 2023.

 

Inventory

Our revenue to inventory ratio has improved compared to 30 June 2022 with increased revenue being delivered from a similar inventory base.


Period ended 30 June 2023

£m

Period ended 30 June 2022

£m

Revenue

111.2

104.8

Inventory

 

42.3

42.4

Revenue to inventory ratio

2.6

2.5

 

Current asset ratio

The current ratio is a liquidity ratio that measures a company's ability to pay short-term obligations, or those due within one year.


Period ended 30 June 2023

£m

Period ended 30 June 2022

£m

Current Assets

106.7

103.3

Current Liabilities

 

69.7

66.4

Ratio

1.5

1.6

 

Quick ratio

The quick ratio is an indicator of a company's short-term liquidity position and measures a company's ability to meet its short-term obligations with its most liquid assets.


Period ended 30 June 2023

£m

Period ended 30 June 2022

£m

Current Assets

106.7

103.3

Less Inventory

(42.3)

(42.4)


64.4

60.9

Current Liabilities

 

69.7

66.4

Ratio

0.9

0.9

 

Earnings per Share

The Group's Basic Adjusted PBT Earnings per Share for the 6 months to 30 June 2023 was £0.07 compared to £0.07 for the 6 months to 30 June 2022.

 

Dividend

As previously announced the Group does not intend to pay a dividend in 2023 and accordingly is not proposing a dividend for the period ended 30 June 2023.

 

Underlying EBITDA and Adjusted PBT

The below table shows how Underlying EBITDA and Adjusted PBT are calculated:

 



 

6 months ended 30 June 2023

 

6 months ended 30 June 2022

Restated 1

 

12 months ended 31 December 2022

Restated 1

 

 

 

 

 

 

 

 

£'000

 

£'000

 

£'000

 

 

 

 

 

 

Revenue


111,199


104,809


200,957



 


Gross Profit


57,147


52,893


98,860



 


Operating expenses


(52,592)


(49,253)


(100,046)



 

 

Operating profit/(loss)

 


4,555

 

3,640

 

(1,186)

 


 


Add back: Amortisation


3,252


3,445


6,893



 


Add back: Depreciation


3,361


2,950


6,744



 

 

EBITDA


11,168

 

10,035

 

12,451



 


Add back: Share based payment expense


526


638


1,398



 


Add back: Earn out on acquisition


366


770


1,544



 


Underlying EBITDA


12,060

 

11,443

 

15,393



 


Add back: Purchase Price Allocation ('PPA') release on inventory through cost of sales


 

-


 

27


132



 


Adjusted Underlying EBITDA


12,060

 

11,470

 

15,525



 


Less: Depreciation


(3,361)


(2,950)


(6,744)



 


Less: Net interest (excluding amortisation of loan arrangement fees)


 

(1,846)


 

(990)


(1,979)



 


Adjusted Profit Before Tax (PBT)


6,853

 

7,530

 

6,802



 




 

 

 

 

 



 


Adjusted PBT earnings per share


 

 

 

 

 

 



 


 


£

 

£

 

£



 


Basic Adjusted PBT Earnings per Share for the period attributable to the equity holders of the parent


 

0.07

 

 

0.07

 

 

0.07

 



 


 

Diluted Adjusted PBT Earnings per Share for the period attributable to the equity holders of the parent


 

 

0.06

 

 

 

0.07


 

 

0.06

 



 

 

 

1         Comparative figures have been restated throughout to be presented in GBP following a change in presentational currency. See note 2 for

further details. In addition, the six-month period to 30 June 2022 has been restated following a retrospective adjustment, see note 11.

 

Underlying EBITDA segmental information

Underlying EBITDA by reportable segment (as defined in note 4) for the six months ended 30 June 2023 is as follows:


   Frames and


Wholesale


Lenses


Total before


Adjustments


   Total


  Optics






adjustments &


& elimination










eliminations






      £'000


              £'000


£'000


£'000


£'000


         £'000

Revenue

102,876


9,922


2,069


114,867


(3,668)


111,199













Operating profit/(loss)

7,272


887


(1,248)


6,911


(2,356)


4,555

 

Add back:












 

Amortisation

2,809


433


10


3,252


-


3,252

 

Depreciation

2,663


347


336


3,346


15


3,361

 

Share based payments

198


161


-


359


167


526

 

Earn out on acquisitions

366


-


-


366


-


366

 

Underlying EBITDA

13,308

 

1,828

 

(902)

 

14,234

 

(2,174)

 

12,060

 

 

 

 

INTERIM CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

For the period ended 30 June 2023

 


Notes

Unaudited
6 months ended
30 June 2023

 

 

Unaudited

6 months ended
30 June 2022

Restated

 

 


            £'000      

 

            £'000      

 

REVENUE

4

111,199


104,809

 

Cost of sales


(54,052)


(51,916)

 






 

GROSS PROFIT

 

57,147


52,893

 

Distribution costs


(3,328)


(2,703)

 

Administrative expenses


(49,264)


(46,550)

 






 

OPERATING PROFIT

 

4,555


3,640

 






 

Non-underlying costs

9

-


(911)

 

Exchange adjustments on borrowings


1,210


(1,585)

 

Share of loss of associates


(4)


(1)

 

Finance costs


(2,103)


(1,371)

 

Finance income


145


39

 






 

PROFIT/(LOSS) BEFORE INCOME TAX

 

3,803


(189)

 

Income tax


(1,720)


(2,685)

 






 

PROFIT/(LOSS) FOR THE PERIOD

 

2,083


(2,874)

 

OTHER COMPREHENSIVE INCOME:

 




 

Exchange adjustment on consolidation


(3,973)


4,272

 






 

TOTAL COMPREHENSIVE (LOSS)/PROFIT FOR THE PERIOD

 

(1,890)


1,398

 

 

Earnings per share

 

 

£                    

 

 

£

 

Basic EPS for the period attributable

  to the equity holders of the parent

5

0.02


(0.03)

 

 

Diluted EPS for the period attributable

  to the equity holders of the parent

5

0.02


(0.03)

 

 

INTERIM CONSOLIDATED STATEMENT OF FINANCIAL POSITION    

As at 30 June 2023


 



Note


Unaudited

As at
30 June 2023

£'000


Unaudited

As at
30 June 2022

Restated

£'000

 

As at
31 December 2022

Restated

£'000

 

ASSETS









 

NON-CURRENT ASSETS









 

Goodwill




55,578


56,206


55,578

 

Intangible assets




32,248


38,523


36,170

 

Property Plant and equipment




33,840


38,598


37,107

 

Investment in associates




105


91


112

 

Net investment - sublease




675


-


-

 

Deferred tax




6,337


8,180


7,007

 





128,783


141,598


135,974

 

CURRENT ASSETS









 

Inventories




42,349


42,402


48,158

 

Trade and other receivables


6


36,647


34,532


31,144

 

Net investment - sublease




110


-


-

 

Tax receivable




1,719


1,233


3,681

 

Cash and cash equivalents




25,862


25,179


22,153

 





106,687


103,346


105,136

 

Assets held for sale




832


-


832

 

TOTAL ASSETS

 

 

 

236,302

 

244,944

 

241,942

 










 

EQUITY









 

SHAREHOLDERS' EQUITY









 

Called up share capital




1,017


1,017


1,017

 

Share premium




89,508


89,508


89,508

 

Foreign currency translation reserve




5,461


7,478


9,434

 

Share option reserve




3,153


2,092


2,703

 

Merger reserve




5,340


5,340


5,340

 

Retained earnings




1,698


4,057


(461)

 

TOTAL EQUITY




106,177


109,492


107,541

 

 









 

LIABILITIES









NON-CURRENT LIABILITIES









 

Financial liabilities - borrowings









 

       Interest bearing loans and borrowings




51,525


53,109


16,548

 

Deferred consideration




652


1,776


1,350

 

Deferred tax




8,203


14,215


9,548

 





60,380


69,100


27,446

 

CURRENT LIABILITIES









 

Trade and other payables


7


38,921


40,175


39,153

 

Right of return liability




11,862


8,885


10,613

 

Financial liabilities - borrowings









 

       Interest bearing loans and borrowings




13,140


13,144


51,746

 

 Invoice discounting




2,089


708


1,490

 

Deferred consideration




1,333


1,304


2,518

 

Tax payable




2,400


2,136


1,435

 





69,745


66,352


106,955

 

TOTAL LIABILITIES




130,125


135,452


134,401

 

TOTAL EQUITY AND LIABILITIES

 

  

 

236,302

 

244,944

 

241,942

 


INTERIM CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

For the period ended 30 June 2023


 


       Called up share capital

Share premium

Foreign currency translation reserve

Share option reserve

Retained earnings

Merger reserve

Total equity


£'000

£'000

£'000

£'000

£'000

£'000

£'000

 








SIX MONTHS ENDED 30 JUNE 2023








Balance at 1 January 2023

1,017

89,508

9,434

2,703

(461)

5,340

107,541

 








Profit for the period

-

-

-

-

2,083

-

2,083

Other comprehensive loss

-

-

(3,973)

-

-

-

(3,973)

Total comprehensive loss

-

-

(3,973)

-

2,083

-

(1,890)

 

 

 

 

 

 

 

 

Share-based payments

-

-

-

526

-

-

526

Share options forfeited

-

-

-

(76)

76

-

-

Balance at 30 June 2023 (unaudited)

1,017

89,508

5,461

3,153

1,698

5,340

106,177

















SIX MONTHS ENDED 30 JUNE 2022








Balance at 1 January 2022 restated

1,017

89,508

3,206

1,454

6,931

5,340

107,456

 

 

 

 

 

 

 

 

Loss for the period

-

-

-

-

(2,874)

-

(2,874)

Other comprehensive income

-

-

4,272

-

-

-

4,272

Total comprehensive profit/(loss)

-

-

4,272

-

(2,874)

-

1,398

 

 

 

 

 

 

 

 

Share-based payments

-

-

-

638

-

-

638

Balance at 30 June 2022

restated (unaudited)

1,017

89,508

7,478

2,092

4,057

5,340

109,492

 

 

 

 

 

 

 

 

 

INTERIM CONSOLIDATED STATEMENT OF CASH FLOW

For the period ended 30 June 2023

 



 

 

 

 

 

Unaudited

6 months ended

30 June 2023

 

Unaudited

6 months ended

30 June 2022

Restated

 




£000

£000

 

Cash flows from operating activities





 

Profit/(loss) before income tax



3,803

(189)

 

Depreciation charges



3,361

2,950

 

Amortisation charges



3,252

3,445

 

Share based payments



526

638

 

Earn out on acquisitions



366

770

 

Exchange adjustments on borrowings



(1,210)

1,585

 

Share of loss from associate



4

1

 

Finance costs



2,103

1,371

 

Finance income



(145)

(39)

 




12,060

10,532

 

Decrease/(increase) in inventories



5,809

(1,203)

 

Increase in trade and other receivables



(5,503)

(3,290)

 

(Decrease)/increase in trade and other payables



(866)

2,688

 

Cash generated from operations



11,500

8,727

 

Interest paid



(1,831)

(1,353)

 

Tax paid



(1,248)

(2,646)

 

Net cash flow from operating activities



8,421

4,728

 






 

Cash flows used in investing activities

 

 

 

 

 

Purchase of intangible fixed assets



(124)

(59)

 

Purchase of property plant and equipment



(1,361)

(1,007)

 

Interest received



145

39

 

Net cash flows used in investing

activities



 

(1,340)

 

(1,027)

 






 

Cash flow from financing activities





 

Bank loan principal repayments in period



(1,010)

(1,112)

 

New loans in the period



-

1,612

 

Movement in invoice discounting facility



599

1,092

 

Loan transaction costs



(70)

(105)

 

Principal payments on leases



(1,999)

(1,548)

 

Net cash flows used in financing

 activities



 

(2,480)

 

(61)

 






 

Net increase in cash and cash

 equivalents



 

4,601

 

3,640

 

Cash and cash equivalents at

 beginning of the period



22,153

22,024

 

Net foreign currency movements



(892)

(485)

 

Cash and cash equivalents

 at end of period

 

 

 

25,862

25,179

 

 

NOTES TO THE INTERIM CONSOLIDATED STATEMENTS

For the period ended 30 June 2023

 

1.      GENERAL INFORMATION

INSPECS Group plc is a public company limited by shares and is incorporated in England and Wales. The address of the Company's principal place of business is Kelso Place, Upper Bristol Road, Bath BA1 3AU.

The principal activity of the Group in the period was that of design, production, sale, marketing and distribution of high fashion eyewear and OEM products worldwide.

2.      ACCOUNTING POLICIES

Going concern

Based on the Group's forecasts, the interim financial statements have been prepared on the going concern basis as the Directors have assessed that there is a reasonable expectation that the Group will be able to continue in operation and meet its commitments as they fall due over the going concern period to 30 September 2024.

The assessment has considered the Group's current financial position as follows:

•      The Group improved its cash position during the period with net debt including leasing dropping from £27.6m at 31 December 2022 to £22.7m at 30 June 2023.

•      Cash generated from operations in the period amounted to £11.5m (2022 H1: £8.7m).

•      The Group balance sheet has net assets of £106.2m and net current assets of £36.9m.

•      The Group's net debt excluding leasing improved by £4.9m in the six months to 30 June 2023.

The assessment has considered the current measures being put in place by the Group to preserve cash and ensure continuity of operations through:

•      Ensuring continuation of its supply chain, building on the benefit of having its own manufacturing sites and by securing alternative third-party supply lines.

•      Maintaining geographical sales diversification, focusing sales to online customers and seeking new revenue streams around the globe.

•      Ability to service both the major global retail chains and significant distribution to the independent eyewear market following the acquisitions completed over recent periods.

•      Retaining cash for investment into the Group by not paying a dividend to shareholders.

 

Basis of preparation

The interim consolidated financial statements for the six months ended 30 June 2023 have been prepared in accordance with IAS 34 Interim Financial Reporting and with accounting policies that are consistent with the Group's Annual Report and Financial Statements for the period ended 31 December 2022.

Effective from 1 January 2023, the reporting currency of the Group was changed to GBP from USD to allow for greater transparency for investors and other stakeholders. Accordingly, comparative information is therefore also restated in GBP.

The comparative financial information for the period ended 30 June 2022 in this interim report does not constitute statutory accounts for that period under 434 of the Companies Act 2006 and is unaudited.

Accounting policies are included in detail within the latest Annual Report.

 

3.     CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

The preparation of the Group's historical information requires management to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and their accompanying disclosures, and the disclosure of contingent liabilities. Uncertainty about these assumptions and estimates could result in outcomes that could require a material adjustment to the carrying amounts of the assets or liabilities in the future.

Estimation uncertainty

In addition to the going concern section of note 2, the key assumptions concerning the future and other key sources of estimation uncertainty at the end of the reporting period, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial period, are described below.

Right of return liability

Management applies assumptions in determining the right of return liability and the associated right of return asset. These assumptions are based on analysis of historical data trends, but require estimation of appropriate time periods and expected return rates. The right of return liability at the period end is £11,862,000 (31 December 2022: £10,613,000) in line with the accounting methodology used as at 31 December 2022.

 

4.      SEGMENT INFORMATION

The Group operates in three operating segments, which upon application of the aggregation criteria set out in IFRS 8 Operating Segments results in three reporting segments:

 

• Frames and Optics product distribution.

• Wholesale - being OEM and manufacturing distribution.

• Lenses - being manufacturing and distribution of lenses.

The criteria applied to identify the operating segments are consistent with the way the Group is managed. In particular, the disclosures are consistent with the information regularly reviewed by the CEO and the CFO in their role as Chief Operating Decision Makers, to make decisions about resources to be allocated to the segments and to assess their performance.

The reportable segments subject to disclosure are consistent with the organisation model adopted by the Group during the six months ended 30 June 2023 are as below:


   Frames and


Wholesale


Lenses


Total before


Adjustments


   Total


  Optics






adjustments &


& elimination










eliminations






      £'000


              £'000


£'000


£'000


£'000


     £'000

Revenue












   External

100,220


9,016


1,963


111,199


-


111,199

 

   Internal

2,656


906


106


3,668


(3,668)


-

 


102,876


9,922


2,069


114,867


(3,668)


111,199

 

Cost of sales

(51,174)


(5,731)


(1,240)


(58,145)


4,093


(54,052)

 













 

Gross profit

51,702


4,191


829


56,722


425


57,147

 













 

Expenses

(44,430)


(3,304)


(2,077)


(49,811)


(2,781)


(52,592)

 

Operating profit/(loss)

7,272


887


(1,248)


6,911


(2,356)


4,555

 

Exchange adjustment

  on borrowings











 

1,210

 

Finance costs











(2,103)

 

Finance income











145

 

Share of loss of associates











(4)

 

Taxation











(1,720)

 

Profit for the period











2,083

 

        

Reported segments relating to the balance sheet as at 30 June 2023 are as follows:


   Frames and


 Wholesale


Lenses


Total before


Adjustments


          Total


  Optics






adjustments &


& elimination










   eliminations






              £'000


               £'000


 

£'000


               £'000


               £'000


 

£'000

 













 

Total assets

325,541


62,385


9,955


397,881


(167,916)


229,965

 

Total liabilities

(177,949)


(6,040)


(13,836)


(197,825)


145,057


(52,768)

 


147,592


56,345


(3,881)


200,056


(22,859)


177,197

 

Deferred tax asset











6,337

 

Deferred tax liability











(8,203)

 

Current tax liability











(2,400)

 

Borrowings











(66,754)

 

Group net assets











106,177

 

 

Total assets are the Group's gross assets excluding deferred tax asset. Total liabilities are the Group's gross liabilities excluding loans and borrowings, and deferred tax liability.

 

 

The reportable segments subject to disclosure are consistent with the organisation model adopted by the Group during the six months ended 30 June 2022 (restated) are as below:


   Frames and


Wholesale


Lenses


Total before


Adjustments


   Total


  Optics






adjustments &


& elimination










eliminations






      £'000


              £'000


£'000


£'000


£'000


     £'000

Revenue












   External

93,166


9,919


1,724


104,809


-


104,809

 

   Internal

2,892


2,352


113


5,357


(5,357)


-

 


96,058


12,271


1,837


110,166


(5,357)


104,809

 

Cost of sales

(48,166)


(6,712)


(1,491)


(56,369)


4,453


(51,916)

 













 

Gross profit

47,892


5,559


346


53,797


(904)


52,893

 













 

Expenses

(42,133)


(3,275)


(2,500)


(47,908)


(1,345)


(49,253)

 

Operating profit/(loss)

5,759


2,284


(2,154)


5,889


(2,249)


3,640

 

Exchange adjustment

  on borrowings











 

(1,585)

 

Non-underlying

    costs











 

(911)

 

Finance costs











(1,371)

 

Finance income











39

 

Share of loss of associates











(1)

 

Taxation











(2,685)

 

Loss for the period











(2,874)

 

        

Reported segments relating to the balance sheet as at 31 December 2022 (restated) are as follows:


   Frames and


 Wholesale


Lenses


Total before


Adjustments


          Total


  Optics






adjustments &


& elimination










   eliminations






              £'000


               £'000


 

£'000


               £'000


               £'000


 

£'000

 













 

Total assets

327,596


70,197


10,470


408,263


(173,328)


234,935

 

Total liabilities

(179,578)


(12,523)


(12,887)


(204,988)


151,354


(53,634)

 


148,018


57,674


(2,417)


203,275


(21,974)


181,301

 

Deferred tax asset











7,007

 

Deferred tax liability











(9,548)

 

Current tax liability











(1,435)

 

Borrowings











(69,784)

 

Group net assets











107,541

 

 

Total assets are the Group's gross assets excluding deferred tax asset. Total liabilities are the Group's gross liabilities excluding loans and borrowings, and deferred tax liability.

 

 

Acquisition costs, finance costs and income, and taxation are not allocated to individual segments as the underlying instruments are managed on a Group basis.

Deferred tax and borrowings are not allocated to individual segments as they are managed on a Group basis.

Adjusted items relate to elimination of all intra-Group items including any profit adjustments on intra-Group revenues that are eliminated on consolidation, along with the profit and loss items of the parent company.

Adjusted items in relation to segmental assets and liabilities relate to the elimination of all intra-Group balances and investments in subsidiaries, and assets and liabilities of the parent company.

The revenue of the Group is attributable to the one principal activity of the Group.

Geographical analysis

The Group's revenue by destination is split in the following geographic areas:




 

Unaudited

6 months ended

30 June 2023


 

Unaudited

6 months ended

30 June 2022

Restated




£'000


£'000

United Kingdom



13,621


11,396

Europe (excluding UK)



52,161


52,278

North America



37,428


34,457

South America



1,315


349

Asia



2,993


3,228

Australia



3,515


3,033

Other



166


68




111,199

 

104,809

 

 

 

 

 

 

5.      EARNINGS PER SHARE

Basic Earnings per Share ("EPS") is calculated by dividing the profit for the period attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during the period.

Diluted EPS is calculated by dividing the profit attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during the period plus the weighted average number of ordinary shares that would be issued on conversion of all the dilutive potential ordinary shares into ordinary shares, to the extent that the inclusion of such shares is not anti-dilutive. During the period to 30 June 2022 the Group made a loss; therefore, diluted EPS is not applicable as the impact of potential ordinary shares is anti-dilutive.

Basic earnings per share is £0.02 (30 June 2022: £(0.03)), with diluted earnings per share of £0.02 (30 June 2022: £(0.03)). The following table reflects the income and share data used in the basic and diluted EPS calculations:

6 months ended 30 June 2023

Basic weighted

average number

of Ordinary

Shares ('000)

 

Total

earnings (£'000)

Earnings per share (£)

 

Basic EPS

101,672


2,083

0.02

 

Diluted EPS

107,492


2,083

0.02

 

Adjusted PBT basic EPS

101,672


6,878

0.07

 

Adjusted PBT diluted EPS

107,492


6,878

0.06

 

 

6 months ended 30 June 2022 (restated)

Basic weighted

average number

of Ordinary

Shares ('000)

 

Total

earnings (£'000)

Earnings per share (£)

Basic EPS

101,672


(2,874)

(0.03)

Diluted EPS

107,028


(2,874)

(0.03)

Adjusted PBT basic EPS

101,672


7,530

0.07

Adjusted PBT diluted EPS

107,028


7,530

0.07

 

 

Within INSPECS Group plc, each Ordinary share carries the right to participate in distributions, as respects dividends and as respects capital on winding up. 

 

 

6.     TRADE AND OTHER RECEIVABLES




 

Unaudited

As at

30 June 2023


 

Unaudited

As at

30 June 2022

Restated


 

As at

31 December

2022

Restated

 

 



             £'000


            £'000


             £'000

Trade receivables



26,298


25,038


22,670

Prepayments



3,381


3,237


2,267

Other receivables



6,968


6,257


6,207












36,647

 

34,532

 

31,144

 

 

7.    TRADE AND OTHER PAYABLES


Unaudited


Unaudited


As at

    31 December

2022

Restated


As at


As at



30 June 2023


30 June 2022

Restated



£'000

 


£'000

 


£'000

Trade payables

23,530


22,460


22,140

Amounts owed to related parties

185


185


198

Other payables

798


483


464

Social security and other taxes

4,723


4,593


4,232

Royalties & provisions

3,216


5,656


4,073

Accruals

6,469


6,798


8,046








38,921


40,175

 

39,153

 

8.    NET DEBT


Unaudited


Unaudited


As at

    31 December

2022


As at


As at



30 June 2023


30 June 2022



£'000

 


£'000

Restated


£'000

Restated

Cash and cash equivalents

25,862


25,179


22,153

Interest bearing borrowings excl. leasing

 

(46,449)


 

(46,081)


 

(48,300)

Invoice discounting

(2,089)


(708)


(1,490)

Net debt excluding leasing

(22,676)

 

(21,610)

 

(27,637)







Lease liability

(18,216)


(20,172)


(19,994)

Net debt including leasing

(40,892)


(41,782)

 

(47,631)

 

 

 


 

 

9.    NON-UNDERLYING COSTS

Non-underlying costs during the six months to 30 June 2022 related to accounting alignment of acquisitions which occurred in 2021 as well as work on ongoing acquisitions and restructuring.

 

10.    SHARE-BASED PAYMENTS

Certain employees of the Group are granted options over the shares in INSPECS Group. The options are granted with a fixed exercise price and have vesting dates of between one and three years after date of grant.

The Group recognises a share-based payment expense based on the fair value of the awards granted, and an equivalent credit directly in equity to share option reserve. On exercise of the shares by the employees, the Group is charged the intrinsic value of the shares by INSPECS Group plc and this amount is treated as a reduction of the capital contribution, and it is recognised directly in equity.

Share options outstanding at the end of the period have the following expiry date and exercise prices:

 

Grant date


Expected life of

options

Exercise price per option £

Number of share options

 

 

11 October 2019


3-5 years

1.01

412,102


27 February 2020


3-5 years

1.95

1,923,110


22 December 2020


3-5 years

2.10

1,290,000


26 February 2021


3-5 years

3.25

641,036


21 June 2021


3-5 years

3.51

90,000


31 August 2021


3-5 years

3.70

275,000


23 December 2021


3-5 years

3.70

414,999


28 February 2022


3-5 years

3.75

641,036


 

11.    RESTATED PROFIT/(LOSS) BEFORE TAX

The 2022 Annual Report and Accounts included restated primary statements for the year to 31 December 2021 relating to a prior year adjustment concerning the treatment of contingent consideration payable on business combinations. The 30 June 2022 comparative primary statements have therefore also been restated within these interims, with the impact on profit before tax for the six months to 30 June 2022 being as follows:


£'000

 

Profit before tax 30 June 2022 (converted to GBP)

581

 

Adjustments relating to earn-out on contingent consideration

(770)

 

Restated loss before tax 30 June 2022

(189)

 


 

 

12.    POST BALANCE SHEET EVENTS

Since the end of the interim period on 30 June 2023 there were no material events that the directors consider material to the users of these interim statements.

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