TIDMMRK

RNS Number : 6254C

Marks Electrical Group plc

14 June 2023

Marks Electrical Group plc

Unaudited preliminary results for the year ended 31 March 2023

Continued revenue growth, robust profitability and positive trading outlook

Marks Electrical Group plc ("Marks Electrical", "the Company" or "the Group"), a fast-growing online electrical retailer, today announces its unaudited preliminary results for the year ended 31 March 2023 ("the year" or "FY23").

Financial highlights

-- Record full-year revenue of GBP97.8m (FY22 GBP80.5m) representing a growth rate of 21.5%

-- Maintained market-leading profitability despite external cost headwinds, resulting in a full year adjusted EBITDA(1) of GBP7.5m (FY22 GBP7.2m) at 7.7% margin and a statutory profit before tax of GBP6.4m (FY22 GBP3.8m)

-- Free cash flow of GBP7.1m (FY22 GBP5.7m), representing a free cash flow margin of 7.3% (FY22 7.1%)

   --            Adjusted EPS of 4.82p(2) (FY22 5.01p), statutory EPS of 4.91p (FY22 3.22p) 

-- Robust, debt-free balance sheet with closing net cash(3) position of GBP10.0m (FY22 GBP3.9m), supporting a proposed final dividend of 0.66p per share and resulting in a total FY23 dividend payout of 0.96p (FY22: 0.67p) reflecting the Group's strong cash position and confidence in its outlook

-- The final dividend will be paid (subject to shareholder approval at the AGM) on 17 August 2023 to shareholders who are on the register at the close of business on 14 July 2023, and shares will be marked ex-dividend on 13 July 2023

Operational highlights

-- Growth in Major Domestic Appliances ("MDA") market share from 2.0% in FY22 to 2.5% in FY23, with our share in the online segment of the market growing from 3.5% to 4.7%(4)

-- Growth in Consumer Electronics ("CE") market share from 0.2% in FY22 to 0.3% in FY23, with our share in the online segment of the market growing from 0.4% to 0.6%(5)

-- Strong performance driven across all categories but particularly in A-rated energy efficient washing machines and tumble dryers, premium range cookers and small appliances, including air fryers and coffee machines

-- Further focus on brand awareness initiatives across key locations, using social media, television, radio and out-of-home advertising drove an improvement in brand awareness in England from 7.0% in May 2022 to 15.0%(6) in May 2023

-- Continued rapid growth in newly formed integrated, gas, electric and television installation services that are now offered on a next-day basis to over 65% of the UK population

-- Maintained industry-leading Trustpilot rating of 4.8, demonstrating the strength of our customer proposition

Current trading and outlook

-- Strong trading momentum in the first two months of FY24, with revenue growth exceeding 30% year-on-year

-- Disciplined approach to margin management, capital allocation and cash conversion demonstrated in FY23, provides the Group with solid foundations to deliver our financial targets and strategic objectives in the year ahead, benefitting from our enhanced scale and operating leverage

Mark Smithson Chief Executive Officer, commented:

"We delivered another strong performance over the year, with revenue growth of 21.5%, which was particularly pleasing when compared to a prior year comparative of 44% and a difficult economic backdrop in which both the Major Domestic Appliances and Consumer Electronics markets have declined year-on-year.

The market share gain we've achieved in the online MDA market from 3.5% to 4.7% has been driven by the strength of our high-quality business model, our people and the attractiveness of our market-leading customer offering. More customers are discovering Marks Electrical and our focus on stocking the right products, at the right price, with the fastest and most convenient delivery & installation options sets us apart from the competition, enabling us to continue to grow, attract talent, strengthen our operational capacity and further develop our service offerings.

During the year we were laser-focused on customer service excellence and maintained our market-leading 4.8 Trustpilot score, whilst also developing our new gas, electric and television installation offering to over 65% of the UK on a next-day basis. This market-leading speed of service delivery is seeing very strong demand, and we are excited about its prospects in FY24 and beyond.

Despite some external cost headwinds in FY23, we were able to continue to achieve a market-leading adjusted EBITDA margin of 7.7%, demonstrating our differentiated operating model and sharp focus on all elements of our value chain, underpinned by our unique and scalable single-site fulfilment and distribution model.

As we look to FY24, w e believe that our current market share continues to provide significant scope and opportunity for growth, regardless of the economic backdrop. W e have been pleased to see continued growth of over 30% in April and May and a very strong start to June. We are focused on maintaining our performance management discipline on revenue, profit and cash in order continue to demonstrate our superior proposition and become the UK's leading premium electrical retailer."

 
                                       Year ended  Year ended 
                                         31 March    31 March 
                                             2023        2022 
Key financial highlights:                  GBP000      GBP000 
-----------------------------------    ----------  ---------- 
Revenue                                    97,754      80,478 
Revenue growth %                            21.5%       43.8% 
Adjusted EBITDA (1)                         7,549       7,247 
Adjusted EBITDA margin                       7.7%        9.0% 
Adjusted EBIT                               6,242       6,386 
Adjusted EBIT margin                         6.4%        7.9% 
Adjusted profit after tax                   5,067       5,255 
Adjusted earnings per share(2)              4.82p       5.01p 
Statutory profit before tax                 6,423       3,765 
Statutory profit after tax                  5,157       3,288 
Statutory earnings per share                4.91p       3.22p 
 
Operating cash flow for conversion          8,886       8,616 
Operating cash conversion                    118%        119% 
Free cash flow                              7,117       5,746 
Free cash flow margin                        7.3%        7.1% 
Net cash (3)                                9,972       3,872 
Return on Capital Employed (7)                41%         57% 
-------------------------------------  ----------  ---------- 
 
 

(Notes)

(1) Adjusted EBITDA (is a non-statutory measure defined as earnings before interest, tax, depreciation, and amortisation and adjusted for exceptional items, share-based payment charges and revaluation of investments.)

(2) Adjusted EPS is (a non-statutory measure of profit after tax, adjusted for exceptional items, share-based payment charges and revaluation of investments, over the total diluted ordinary number of shares in issue.)

(3) Net cash represents cash and cash equivalents less financial liabilities (excluding lease liabilities).

(4) Based on the Group's analysis of GfK Market Intelligence sales tracking GB data, Major Domestic Appliances. During the year GfK reclassified floorcare from major domestic appliances to small domestic appliances. As such the current year 2.5% is on the new definition and the prior year 1.6% has been restated and is now 2.0%.

(5) Based on the Group's analysis of GfK Market Intelligence sales tracking GB data, Consumer Electronics.

(6) All figures, unless otherwise stated, are from YouGov Plc. Total sample size was 3,475 adults. Fieldwork was undertaken between 11 - 22 May 2023. The survey was carried out online. The figures have been weighted and are representative of all England adults (aged 18+).

(7) Return on Capital Employed (ROCE) is defined as Adjusted EBIT / (Total Assets - Current liabilities)

Results presentations

An in-person presentation for sell-side analysts hosted by Mark Smithson, CEO, and Josh Egan, CFO, will take place at 09.00am this morning. Please contact markselectrical@dentonsglobaladvisors.com for further information.

In addition, management will also provide a live online presentation for investors at 2.30pm on 15 June 2023. The online event is open to all existing and potential shareholders and registration is free. Questions can be submitted during the presentation and will be addressed at the end. To register, please go to: link to sign up .

A recording of the presentation will be available shortly after the event at this link: Marks Electrical content page and will be posted onto the investor section of the website .

Enquiries:

Marks Electrical Group plc Via Dentons Global Advisors:

Mark Smithson (CEO) Tel: +44 (0)20 7664 5095

Josh Egan (CFO)

Dentons Global Advisors (Financial PR)

Jonathon Brill / James Styles / Fern Duncan

Tel: +44 (0)20 7664 5095

markselectrical@dentonsglobaladvisors.com

Canaccord Genuity (NOMAD and Broker)

Max Hartley / Patrick Dolaghan

Tel: +44 (0) 207 886 2500

About Marks Electrical

Marks Electrical is a fast growing, highly scalable, technology driven e-commerce electricals retailer which sells, delivers, installs and recycles a wide range of household electrical products. The Group was founded in Leicester in 1987 by Mark Smithson and has scaled into a nationwide online retailer with a compelling growth track record, thanks to its vertically integrated, low-cost, high-quality operating model, supported by the ongoing structural shift of consumers to purchase online. The Group operates within the UK Major Domestic Appliances (MDA) and Consumer Electronics (CE) market, estimated to be worth approximately GBP7 billion.

Primarily through its simple, clear and intuitive website - markselectrical.co.uk - the Group offers over 4,500 products from over 50 leading brands across its main product categories, which include Cooking, Refrigeration, Washers & Dryers, Dishwashers and Audio-Visual. These products are sourced from UK distributors of the brands, with whom the Group maintains strong and direct relationships. Marks Electrical delivers direct to customers in its owned and branded vehicles, operated by the Group's skilled team of delivery drivers, who are also able to offer installation and recycling services.

For further information, visit the Marks Electrical corporate website: https://group.markselectrical.co.uk and its retail website: https://markselectrical.co.uk/ .

Group CEO

Following our second year as a company admitted to trading on AIM, I am not only proud of the overall progress we have made, but even more proud of meeting the targets we set at IPO, to grow our market share profitably and deliver on our expectations for further growth across revenue, profit and cash. We achieved this against a challenging market back-drop and with the online Major Domestic Appliances ("MDA") and Consumer Electronics ("CE") markets being down over 6% during the year.

Our focus on operational excellence, customer service, and improving brand awareness has enabled us to continue to gain share in a very competitive market, where our share has grown from 2.0% to 2.5%(1) of the overall MDA market and from 3.5% to 4.7%(1) in the online segment.

Reflecting on the year and looking forward to the next, I am fortunate to work with such a talented, committed and focussed team of colleagues across all our operations. Without their dedication and hard work, we wouldn't have achieved what we have in the last 12 months and I look forward to continuing our journey together, as one team, in the years ahead.

We continued our growth throughout the year, being up during every calendar month and achieving year-on-year revenue growth of 21.5% from GBP80.5m to GBP97.8m, building on the 44% growth delivered in FY22. Our adjusted EBITDA was GBP7.5m at a 7.7% margin and a statutory profit before tax of GBP6.4m, where we maintained our disciplined approach to cost control, despite multiple external cost headwinds such as wage inflation, national insurance, and fuel and energy cost increases. We delivered a statutory EPS of 4.91p and an adjusted EPS of 4.82p and are recommending a final dividend of 0.66p per share representing a payout ratio of 20% for the year, demonstrating the strength of our balance sheet.

Market share - a small share of a big opportunity

As a business we are predominantly focused on the MDA market and have also been expanding our footprint in the CE market,

primarily in the television category.

During the year, the online market for both MDA and CE was challenging with an overall decline of over 10% in the online MDA market and over 3% in the online CE market. Despite the challenging market dynamics, we have outperformed and grown consistently throughout this period.

It's these statistics that are truly exciting; we have a very small share of an enormous market which has allowed us to be agile and flexible in navigating this challenging period and also provides us with confidence for the future, given the huge runway to grow profitably thanks to our highly efficient and scalable operating model.

Our strategy for growth

Our approach is simple - we put the customer at the heart of everything we do and have four key elements to our strategy for growth:

   --      Customer proposition 
   --      Brand awareness 
   --      Operational capacity 
   --      Financial performance 

Customer proposition

Our operating model is unique across the MDA sector in that we consistently offer free next-day delivery for in-stock items over GBP500, throughout our wide range of products, to over 90% of the UK population. Coupled with this, our newly launched installation

service, now also offers integrated, gas, electric and television installations to over 65% of the UK population on a next-day basis.

This truly unique proposition centres around the vertical integration of our delivery model, with our own fleet, employed drivers and installers, and our centralised single-site distribution centre, maximising efficiency and improving financial returns. During the year we have made substantial progress in developing our customer proposition, including:

   --       Expanding our delivery areas to Cornwall, Glasgow, Edinburgh, and throughout all of Wales; 

-- Developing our range of SKUs across MDA, CE and SDA, whilst starting the development of our computing category;

-- Adding more third-party finance offerings to provide new credit solutions and interest-free options for customers;

-- Developing and launching our new integrated installation offering with our own employed team of Gas Safe installation engineers;

-- Improving our customer service response time and options for interaction, including live chat; and

   --       Maintaining our industry-leading Trustpilot score of 4.8. 

Our strong partnerships with a wide range of premium brands, combined with our focus on high-end products and services,

enables us to deliver not only an exceptional customer offering, but also higher average order value, in turn supporting the superior margin profile of the business. We are committed to providing a market-leading customer service proposition that sets us apart from the competition and allows us to continue to gain profitable market share.

Brand awareness

When we listed in November 2021, we outlined how one of the keys to our success was to grow our brand awareness. During the year we updated our brand awareness study which revealed that 15%(2) of the population in England had heard of Marks Electrical. This was an increase of 8(3) percentage points against the study we carried out at the end of the previous financial year, demonstrating the achievements we have made in broadening our awareness, but also showing the significant opportunity for growth, as more people across the UK come into contact with our brand for the first time.

Our focused brand-building activities across digital, television, out-of-home and social media channels helped us improve awareness, and this, coupled with our expanded delivery areas and newly formed installation offering, will continue to enable us to grow the prominence of Marks Electrical across the UK.

To give further prominence to our brand, we took the decision during the year to revamp our fleet with new, bright and fresh livery, giving our delivery vehicles the true Marks Electrical look. These eye-catching vehicles are now out on the road and representing our brand across the country daily.

During the year, we also launched MRK1, our company mascot, whose mission in life is to seek-out great electrical deals for customers! We've used this creative across multiple media channels and will continue to grow MRK1's prominence in the years ahead as we develop our position as the UK's leading premium electrical retailer.

Operational capacity

We made further improvements to our distribution centre to add additional mezzanine flooring and racking, and raise ceiling heights, allowing for a higher level of capacity. In addition, we have improved inventory days allowing us to make better use of our existing space as we increase throughput to achieve higher revenue levels.

We have moved our operational warehouse teams to a four on / four off shift pattern, allowing us to operate 24/7 and align the shift patterns with our delivery and installation teams. Alongside this we have continued to add roles in our Customer Services, Sales and administrative teams and develop our training plans across the business.

As part of our improvements across our operational capacity, we have developed our own in-house installation team, by recruiting experienced installation engineers, allowing us to bring in-house, integrated, gas and electrical appliance installation services that were historically outsourced. This service offering is now growing rapidly and we are excited about the speed of development we are seeing in this area of the business, which further differentiates us from the competition.

We've expanded our delivery fleet during the year from 45 to 50 vehicles and introduced a new installation vehicle model based on the Mercedes LWB Sprinter platform. Investing across our business in people, processes and equipment will ensure that we retain talent and provide them with the best tools to give customers an excellent service.

Financial performance

The strong competitive activity we saw in pricing and marketing during the first half eased in the second half, allowing us to improve gross margin and this, combined with our disciplined approach to cost control, allowed us to achieve an adjusted EBITDA of GBP7.5m with a margin of 7.7% and a statutory profit before tax of GBP6.4m.

Whilst this was a lower margin than in the prior year, we maintained our focus on cost control to mitigate the impact of external cost headwinds such as wage inflation, temporary national insurance, and fuel and energy cost increases.

We made continued progress on working capital management, reducing inventory days from 90 to 74 and improving terms with

suppliers, allowing us to deliver an operational cash conversion of 118%, demonstrating the highly cash-generative nature of our earnings model. We were also able to finish the year with a net cash position of GBP10.0m and a return on capital employed of 41%.

This strong cash performance means we can reinvest in the growth of the business, whilst remaining debt free, and simultaneously provide returns for shareholders through dividends. We were proud to meet our IPO commitments and pay our maiden dividend in August 2022, declare our first interim dividend for FY23 in December 2022, and are recommending a final dividend of 0.66p per share representing a payout ratio of 20% for FY23, payable in August 2023.

We believe this combination of profitable growth, high return on capital and dividend income provides a compelling proposition to drive attractive long-term shareholder returns.

Outlook - focused on delivering profitable market share growth

We believe that our current share of the UK MDA market of 2.5%(1) and online share of 4.7%(1) , with an even smaller share in consumer electronics, continues to provide significant scope and opportunity for growth, regardless of the economic backdrop. Our market leading customer service and free next-day delivery for items over GBP500, combined with in-house installation expertise, provides a compelling and unique offering, that sets us apart from the competition.

As momentum continues to develop and our brand awareness broadens, our focus on operational excellence and cash flow generation, combined with our strong net cash position, provides us with a robust platform to generate continued profitable market share growth and become the UK's leading premium electrical retailer.

Mark Smithson

Chief Executive Officer

(Notes)

(1) Based on the Group's analysis of GfK Market Intelligence sales tracking GB data, Major Domestic Appliances. During the year GfK reclassified floorcare from major domestic appliances to small domestic appliances. As such the current year 2.5% is on the new definition and the prior year 1.6% has been restated and is now 2.0%.

(2) All figures, unless otherwise stated, are from YouGov Plc. Total sample size was 3,475 adults. Fieldwork was undertaken between 11 - 22 May 2023. The survey was carried out online. The figures have been weighted and are representative of all England adults (aged 18+).

(3) All figures, unless otherwise stated, are from YouGov Plc. Total sample size was 3,728 adults. Fieldwork was undertaken between 25 October - 02 November 2022. The survey was carried out online. The figures have been weighted and are representative of all England adults (aged 18+).

Financial review

Following our second year as an AIM traded company, we continued our trajectory of profitable market share growth in a declining market, whilst also navigating the demanding backdrop of the UK cost of living crisis. We increased salaries and

benefits throughout the workforce to reflect the higher cost of living, with an average pay rise during the year of 9.5%. This,

compounded with higher fuel and energy costs, temporary national insurance rises and the reintroduction of business rates, has required a tight focus on cost control but despite all of this, we are pleased to have achieved a market-leading adjusted EBITDA margin for FY23.

Furthermore, we've also kept a tight control on working capital, improving inventory turn and credit with suppliers, and allocated

capital carefully to improve our operational effectiveness. This cash-focussed approach resulted in a closing net cash position of GBP10.0m and a return on capital employed of 41%.

Statutory measures

The Group's statutory revenue for the year was GBP97.8m, up 21.5% from GBP80.5m in 2022. Gross profit for the year was GBP19.0m, up 19.3% from GBP15.9m in 2022, with a gross margin of 19.4%, down 40 bps from 2022. The key drivers of the fall in gross margin were increased fuel costs, distribution wages and interchange charges.

Statutory operating profit was up 63.4% from GBP3.6m in 2022 to GBP5.9m. The primary reason for the increase in operating profit was the exceptional costs incurred in the prior year, in relation to the IPO.

Statutory profit before tax is up 70.6% from GBP3.8m in 2022 to GBP6.4m, driven by the exceptional costs referenced above, as well as finance income received, and a higher gain on the Group's investment in Combined Independents (Holdings) Limited, the buying group of which the Company is a member.

 
                                   Year        Year 
                                  ended       ended 
                               31 March    31 March 
                                   2023        2022     Change 
                                 GBP000      GBP000      %/bps 
--------------------------   ----------  ----------  --------- 
 Revenue                         97,754      80,478      21.5% 
 Gross profit                    18,962      15,895      19.3% 
 Gross profit margin              19.4%       19.8%    (40)bps 
 Operating profit                 5,938       3,635      63.4% 
 Operating profit margin           6.1%        4.5%     160bps 
 Profit before tax                6,423       3,765      70.6% 
 Profit before tax margin          6.6%        4.7%     190bps 
 Profit after tax                 5,157       3,288      56.8% 
 Profit after tax margin           5.3%        4.1%     120bps 
---------------------------  ----------  ----------  --------- 
 Adjusted EBITDA(1)               7,549       7,247       4.2% 
 Adjusted EBITDA margin            7.7%        9.0%   (130)bps 
 Adjusted EBIT(1)                 6,242       6,386     (2.3)% 
 Adjusted EBIT margin              6.4%        7.9%   (150)bps 
---------------------------  ----------  ----------  --------- 
 

Revenue and gross margin

The Group has enjoyed another strong year with revenue growth of 21.5%, taking total revenue to GBP97.8m (2022: GBP80.5m), an impressive result considering the challenging market back-drop. This continued revenue growth builds confidence in the Group's ability to deliver its strategy and the strength of the business model. Revenue growth was slightly slower in the first half of the year at 15.1%, followed by a strong second half at 27.0%. Economic uncertainty prevailed throughout the year, but with continued focus on out-of-home, online and other offline advertising, the Group saw strong improvements in website traffic and brand awareness, which drove particularly strong growth during peak trading (October to December).

Gross profit margin declined by 40bps against the previous financial year ("2022"), driven by increases in fuel costs, wage

costs and interchange charges. The general market commentary on driver shortages continued in FY23, but despite the pressure in this competitive market, we have expanded our driver base by 30 and continue to successfully build this team to meet increasing demand.

During the year, we took the decision to bring gas and electrical installation services in-house, which was previously outsourced

to third-party suppliers. The key driver behind this move was to gain full control of our outbound distribution network to ensure provide the highest level of service in all aspects of our offering. Since launching, we have been able to offer significantly shorter wait times for installation jobs and we now employ over 30 gas and electrical engineers. We are experiencing ever-increasing demand for installation services and are excited about its potential.

 
                  Year ended  Year ended 
                    31 March    31 March 
                        2023        2022   Change 
                      GBP000      GBP000    %/bps 
--------------    ----------  ----------  ------- 
Revenue               97,754      80,478    21.5% 
Cost of Sales       (78,792)    (64,583)    22.0% 
----------------  ----------  ----------  ------- 
Gross profit          18,962      15,895    19.3% 
----------------  ----------  ----------  ------- 
Gross margin           19.4%       19.8%  (40)bps 
 

Advertising and marketing costs

The Group continued to invest in both online and offline advertising activity during the year, with total spend at 5.0% of revenue in FY23 (2022: 5.0%).

Online marketing spend has been focussed on search engine optimisation, strategic pay-per-click Google and Bing activities, and use of affiliate programmes. We have improved online presence across our SKUs and have improved our search result rankings. In addition, we launched our social campaigns in a more fulsome way, by recruiting a new agency to assist us driving awareness on Facebook, TikTok and Instagram.

We began several out-of-home campaigns during the year to improve brand awareness, including "mega rears" on London buses, digital and poster adverts throughout the Transport for London network, motorway services, major airports, and train stations. The Group also ran several TV adverts during the year in pursuit of increasing aided recall.

The benefits of the investments being made are coming to fruition, with the Group's brand awareness increasing from 7%(2) in FY22 to 15%(3) in FY23. We believe this increased brand awareness has driven sales during the year, particularly during peak trading.

 
                              Year ended  Year ended 
                                31 March    31 March 
                                    2023        2022  Change 
                                  GBP000      GBP000   %/bps 
--------------------------    ----------  ----------  ------ 
Revenue                           97,754      80,478   21.5% 
Advertising and marketing 
 costs                           (4,906)     (4,004)   22.5% 
----------------------------  ----------  ----------  ------ 
Advertising and marketing 
 as % of revenue                    5.0%        5.0%    0bps 
----------------------------  ----------  ----------  ------ 
 

Other operating expenses (excluding depreciation)

Other operating expenses were 6.7% of revenue during FY23 versus 5.8% during FY22. The increase was anticipated and

driven by multiple factors, being a full year of plc related costs, which are unlikely to increase significantly moving forwards; the

Government's retraction of COVID-19 business rate relief, which will now be largely flat other than inflationary increases; and investment in operational and buying teams, ensuring the Group continues to deliver exceptional service, whilst supporting the growth of the business.

As a business, our focus on minimising other operating expenses is key to us driving operating leverage in the future as the business scales.

 
                                        Year ended  Year ended 
                                          31 March    31 March 
                                              2023        2022   Change 
                                            GBP000      GBP000    %/bps 
------------------------------------    ----------  ----------  ------- 
Revenue                                     97,754      80,478    21.5% 
Other operating expenses (excluding 
 depreciation)                             (6,507)     (4,644)    40.1% 
--------------------------------------  ----------  ----------  ------- 
Other operating expenses 
 as % of revenue                              6.7%        5.8%  (90)bps 
--------------------------------------  ----------  ----------  ------- 
 

Adjusted earnings before Interest, tax, depreciation and amortisation ("adjusted EBITDA")

The Group achieved adjusted EBITDA in the year of GBP7.5m, GBP0.3m ahead of FY22. Margin decreased by 130bps to 7.7% from FY22 due to the following aforementioned points:

-- 40bps in gross margin, following an increase in fuel costs, driver wages and interchange charges.

-- 90bps as a result of a full year of plc costs, removal of business rate relief and investment in operational and buying teams.

 
                                  Year ended  Year ended 
                                    31 March    31 March 
                                        2023        2022    Change 
                                      GBP000      GBP000     %/bps 
------------------------------    ----------  ----------  -------- 
Statutory profit after tax             5,157       3,288     56.8% 
Addback: 
Exceptional items                          -       2,125         - 
Underlying profit after tax            5,157       5,413    (4.7)% 
Addback: 
Underlying tax charge                  1,266       1,028     23.2% 
Underlying profit before tax           6,423       6,441    (0.3)% 
Add back: 
Finance costs                             67          65      3.1% 
Finance income                          (71)           -         - 
Share-based payment                      304          75    305.3% 
Fair value gains                       (481)       (195)    146.7% 
--------------------------------  ----------  ----------  -------- 
Adjusted EBIT                          6,242       6,386    (2.3)% 
--------------------------------  ----------  ----------  -------- 
Depreciation and amortisation          1,307         861     51.8% 
Adjusted EBITDA                        7,549       7,247      4.2% 
--------------------------------  ----------  ----------  -------- 
Adjusted EBITDA margin                  7.7%        9.0%  (130)bps 
--------------------------------  ----------  ----------  -------- 
 

Statutory Profit after tax

During the year statutory profit after tax was GBP5.2m, up GBP1.9m versus FY22 at GBP3.3m. This increase is primarily due to

exceptional costs incurred in the prior year.

Share-based payments

The Group issued new awards under its long-term incentive plan during the year to senior and junior management. This, combined with the market value options and free shares awarded in FY22 resulted in a P&L charge of GBP0.3m (2022: GBP0.1m). This charge and related professional fees are removed from adjusted financial performance measures.

Depreciation and amortisation

Depreciation and amortisation increased by GBP0.5m to GBP1.3m during the year (2022: GBP0.9m), primarily due to the addition of 13 new vans, a full year of right-of-use lease depreciation, as well as investment in mezzanine flooring in the warehouse and general site improvements.

Taxation

The tax charge for FY23 is GBP1.3m with an effective tax rate of 19.7%, 0.7% higher than the statutory corporation tax rate. The difference is driven by a deferred tax charge, which was higher than usual in the year due to the Group utilising the 130% super deduction on capital additions, in combination with the increase in future headline corporation tax to 25.0%.

The current tax liability held on balance sheet at the year end is GBP0.3m (2022: GBP0.1m) with a deferred tax liability of GBP0.8m (2022: GBP0.5m).

Earnings per share

Basic earnings per share ("EPS"), which is calculated for both the current and comparative year based upon the weighted average number of shares in the year, is 4.91p per share (2022: 3.22p per share).

Adjusted EPS is 4.82p per share (2022: 5.01p per share), the key driver for the reduction during the year being an increase in the effective tax rate, moving from 16.0% to 19.7%. The table below shows the reconciliation between statutory and adjusted earnings per share. See Note 3 to the financial statements for further details.

 
                                     Year ended  Year ended 
                                       31 March    31 March 
                                           2023        2022  Change 
                                         GBP000      GBP000   %/bps 
---------------------------------    ----------  ----------  ------ 
Statutory profit after tax                5,157       3,288   56.8% 
Addback: 
Exceptional items                             -       2,676       - 
Tax effect of exceptional 
 items                                        -       (551)       - 
-----------------------------------  ----------  ----------  ------ 
Underlying profit for the 
 year                                     5,157       5,413  (4.7)% 
Changes relating to share-based 
 payments net of tax                        271           -       - 
Fair value gains net of tax               (361)       (158)  128.5% 
-----------------------------------  ----------  ----------  ------ 
Adjusted profit after tax                 5,067       5,255  (3.6)% 
-----------------------------------  ----------  ----------  ------ 
Fully diluted number of ordinary 
 shares                                 105,034     104,949    0.1% 
-----------------------------------  ----------  ----------  ------ 
Adjusted earnings per share               4.82p       5.01p  (3.8)% 
-----------------------------------  ----------  ----------  ------ 
 

Adjusted earnings per share for the year ended 31 March 2022 did not exclude the share-based payment charge of GBP75,000, the impact of excluding this charge would have increased adjusted earnings per share to 5.08p. This earnings measure is consistent with other adjusted measures and is disclosed in the definitions on page 21.

Cashflow and statement of financial position

During the year the Group achieved an adjusted cash flow from operating activities of GBP9.9m (2022: GBP9.3m) with an adjusted operating cash flow for conversion of GBP8.9m (2022: GBP8.6m) at 118% (2022: 119%) and free cash flow of GBP7.1m (2022: GBP5.7m), resulting in a closing net cash position of GBP10.0m (2022: GBP3.9m).

The Group invested GBP0.5m in a new mezzanine floor in the distribution centre, along with general site improvements and other equipment. These additions improve the longevity of the current site by improving existing and future inventory capacity and therefore revenue capacity.

Investments were made into the fleet during the year, with the addition of 13 new vans, plus the re-branding of the existing fleet to showcase the Marks Electrical blue and improve brand awareness. The addition of the new vans and modernisation of the fleet totalled GBP0.5m. The Group achieved working capital improvements of GBP2.3m during the year, through improved credit terms with key suppliers leading to a GBP3.5m cash inflow, plus improved inventory days allowing inventory to remain broadly flat whilst delivering higher revenue. This was offset by an increase in receivables GBP1.3m, predominantly driven by increased manufacturer rebates, due to higher revenue levels.

The Group finished the year in a net cash position of GBP10.0m (2022: GBP3.9m) with no debt or long-term lending facilities outside of its finance leases.

 
                                       Year ended  Year ended 
                                         31 March    31 March 
                                             2023        2022    Change 
                                           GBP000      GBP000     %/bps 
-----------------------------------    ----------  ----------  -------- 
Underlying profit before 
 tax                                        6,423       6,441    (0.3)% 
Addback: 
Finance costs                                  67          65      3.1% 
Finance income                               (71)           -         - 
Profit on disposal of fixed 
 assets                                      (41)        (17)    141.2% 
Depreciation and amortisation               1,347         878     53.4% 
Revaluation of investments                  (481)       (195)    146.7% 
LTIP costs                                    304          75    305.3% 
Release of provision                            -       (155)         - 
Decrease/(increase) in inventories            189     (2,957)  (106.4)% 
(Increase)/decrease in receivables        (1,345)         212  (734.4)% 
Increase in payables                        3,461       4,926     29.7% 
-------------------------------------  ----------  ----------  -------- 
Adjusted cash flow from underlying 
 operating activities                       9,853       9,273      6.3% 
-------------------------------------  ----------  ----------  -------- 
Less: 
Outflows for lease payments                 (967)       (657)     47.2% 
-------------------------------------  ----------  ----------  -------- 
Operating cash flow for conversion          8,886       8,616      3.1% 
-------------------------------------  ----------  ----------  -------- 
Operating cash conversion                    118%        119%  (100)bps 
Investing activities                        (918)       (774)     18.6% 
Tax paid                                    (784)     (2,042)   (61.6)% 
Interest paid                                (67)        (54)     24.1% 
Underlying free cash flow                   7,117       5,746     23.9% 
-------------------------------------  ----------  ----------  -------- 
 

Events after the reporting period

There have been no material events to report after the end of the reporting period.

Current trading and outlook

The positive trading momentum delivered in FY23 has continued into the new financial year, with revenue growth of over 30% in April and May. Our disciplined approach to margin management, capital allocation and cash conversion provides the Group with solid foundations to deliver on our financial targets and strategic objectives in the year ahead, as we benefit from our enhanced scale, growing market share and operating leverage.

Dividend

We delivered an adjusted EPS of 4.82p during the year and are recommending a final dividend of 0.66p per share, representing a full year pay-out of 0.96p at a ratio of 20%. For further information on dividends, see Note 5 to the financial statements.

Josh Egan

Chief Financial Officer

(1) Adjusted EBITDA, Adjusted EBIT, operating cash conversion, return on capital employed and adjusted earnings per share are alternative performance measures as defined on page 21.

(2) All figures, unless otherwise stated, are from YouGov Plc. Total sample size was 3,728 adults. Fieldwork was undertaken between 25 October - 02 November 2022. The survey was carried out online. The figures have been weighted and are representative of all England adults (aged 18+).

(3) All figures, unless otherwise stated, are from YouGov Plc. Total sample size was 3,475 adults. Fieldwork was undertaken between 11 - 22 May 2023. The survey was carried out online. The figures have been weighted and are representative of all England adults (aged 18+).

Unaudited Consolidated Statement of comprehensive income

Year ended 31 March 2023

 
                                        Year ended 
                                          31 March 
                                              2023         Year ended 31 March 2022 
 
                                         Statutory  Underlying  Non-underlying    Statutory 
                                Notes       GBP000      GBP000          GBP000       GBP000 
------------------------------  -----  -----------  ----------  --------------  ----------- 
Revenue                                     97,754      80,478               -       80,478 
Cost of Sales                             (78,792)    (64,583)               -     (64,583) 
------------------------------  -----  -----------  ----------  --------------  ----------- 
Gross profit                                18,962      15,895               -       15,895 
------------------------------  -----  -----------  ----------  --------------  ----------- 
Administrative expenses                   (13,024)     (9,584)               -      (9,584) 
Operating exceptional charges                    -           -         (2,676)      (2,676) 
------------------------------  -----  -----------  ----------  --------------  ----------- 
Total Administrative expenses             (13,024)     (9,584)         (2,676)     (12,260) 
------------------------------  -----  -----------  ----------  --------------  ----------- 
Operating profit                             5,938       6,311         (2,676)        3,635 
Finance income                                  71           -               -            - 
Fair value gains                               481         195               -          195 
Finance expenses                              (67)        (65)               -         (65) 
Profit before income tax                     6,423       6,441         (2,676)        3,765 
Tax on profit                              (1,266)     (1,028)             551        (477) 
------------------------------  -----  -----------  ----------  --------------  ----------- 
Profit for the financial 
 year                                        5,157       5,413         (2,125)        3,288 
------------------------------  -----  -----------  ----------  --------------  ----------- 
Total comprehensive income 
 for the period                              5,157       5,413         (2,125)        3,288 
------------------------------  -----  -----------  ----------  --------------  ----------- 
Earnings per share 
Statutory basic and diluted 
 earnings per share                 3        4.91p                                    3.22p 
------------------------------  -----  -----------  ----------  --------------  ----------- 
 

All the results arise from continuing operations.

Unaudited Consolidated Statement of financial position

At 31 March 2023

 
                                                 At          At 
                                           31 March    31 March 
                                               2023        2022 
                                   Notes     GBP000      GBP000 
---------------------------------  -----  ---------  ---------- 
Assets 
Non-current assets 
Property, plant and equipment                 1,559         841 
Right-of-use assets                           1,418       2,328 
Investments                                   1,716       1,293 
                                              4,693       4,462 
---------------------------------  -----  ---------  ---------- 
Current assets 
Inventories                                  14,200      14,389 
Trade and other receivables                   3,982       2,627 
Cash and cash equivalents                     9,972       3,872 
                                             28,154      20,888 
---------------------------------  -----  ---------  ---------- 
Total assets                                 32,847      25,350 
---------------------------------  -----  ---------  ---------- 
Liabilities 
Current liabilities 
Trade and other payables                   (16,545)    (13,067) 
Lease liabilities                             (921)       (938) 
Current tax liabilities                       (302)      _(145) 
                                           (17,768)    (14,150) 
---------------------------------  -----  ---------  ---------- 
Non-current liabilities 
Lease liabilities                             (473)       1,324 
Deferred tax                                  (782)         466 
Total liabilities                          (19,023)    (15,940) 
---------------------------------  -----  ---------  ---------- 
Net assets                                   13,824       9,410 
---------------------------------  -----  ---------  ---------- 
Shareholders' equity 
Called up share capital                6      1,049       1,049 
Share premium                          6      4,694       4,694 
Treasury shares                        6        (4)         (4) 
Merger reserve                         6  (100,000)   (100,000) 
Retained earnings                      6    108,085     103,671 
---------------------------------  -----  ---------  ---------- 
Total equity shareholders' funds             13,824       9,410 
---------------------------------  -----  ---------  ---------- 
 

Unaudited Consolidated Statement of changes in equity

Year ended 31 March 2023

 
                                         Called     Share  Treasury             Revaluation                      Total 
                                       up share   premium    shares     Merger      reserve   Retained   shareholders' 
                                        capital    GBP000    GBP000    reserve       GBP000   earnings          equity 
                               Notes     GBP000                         GBP000                  GBP000          GBP000 
-----------------------------  -----  ---------  --------  --------  ---------  -----------  ---------  -------------- 
At 31 March 2021                        100,000         -         -   (99,994)        1,235      9,132          10,373 
-----------------------------  -----  ---------  --------  --------  ---------  -----------  ---------  -------------- 
Total comprehensive income 
 for the period                               -         -         -          -            -      3,288           3,288 
-----------------------------  -----  ---------  --------  --------  ---------  -----------  ---------  -------------- 
Contributions by and 
distributions 
to owners: 
-Dividends paid                    5          -         -         -          -            -    (3,884)         (3,884) 
-Dividends in specie               5          -         -         -          -            -    (5,175)         (5,175) 
-Issue of shares                             49     4,954       (4)          -            -          -           4,999 
-Costs of share issue                               (260)                                                        (260) 
-Capital reduction                     (99,000)         -         -          -            -     99,000               - 
-Cancellation of E shares                     -         -         -        (6)            -          -             (6) 
-Share based payment charge                   -         -         -          -            -         75              75 
Sale of property                              -         -         -          -      (1,235)      1,235               - 
At 31 March 2022                          1,049     4,694       (4)  (100,000)            -    103,671           9,410 
-----------------------------  -----  ---------  --------  --------  ---------  -----------  ---------  -------------- 
Total comprehensive income 
 for the period                               -         -         -          -            -      5,157           5,157 
Contributions by and 
distributions 
to owners : 
-Dividends paid                    5          -         -         -          -            -    (1,017)         (1,017) 
-Share based payment charge                   -         -         -          -            -        274             274 
At 31 March 2023                          1,049     4,694       (4)  (100,000)            -    108,085          13,824 
-----------------------------  -----  ---------  --------  --------  ---------  -----------  ---------  -------------- 
 

All the results arise from continuing operations.

Unaudited Consolidated Cashflow

Year ended 31 March 2023

 
                                                             Year ended  Year ended 
                                                               31 March    31 March 
                                                                   2023        2022 
                                                      Notes      GBP000      GBP000 
----------------------------------------------------  -----  ----------  ---------- 
Cash flows from operating activities 
Profit for the period                                             5,157       3,288 
Adjustments for non-cash items: 
Depreciation of property, plant and equipment                       326         189 
Depreciation of right-of-use assets                               1,021         689 
Profit on disposal of property, plant and equipment                (41)        (17) 
Fair value gains                                                  (481)       (195) 
Share based payment expense                                         304          75 
Interest (income)/expense                                           (4)          65 
Taxation charged                                                  1,266         477 
Release of provisions                                                 -       (155) 
Movements in working capital: 
Decrease/(increase) in inventories                                  189     (2,957) 
(Increase)/decrease in receivables                              (1,345)         212 
Increase in payables                                              3,461       4,927 
Cash flow generated from operations                               9,853       6,598 
Corporation tax paid                                              (784)     (2,042) 
----------------------------------------------------  -----  ----------  ---------- 
Net cashflow generated from operations                            9,069       4,556 
----------------------------------------------------  -----  ----------  ---------- 
Cash flows from investing activities 
Purchase of property, plant and equipment                       (1,049)       (583) 
Deposits on right-of-use assets                                    (33)       (304) 
Proceeds from sale of property, plant and equipment                  45          65 
Income from investments                                              58          48 
Interest received                                                    61           - 
Net cash used by investing activities                             (918)       (774) 
----------------------------------------------------  -----  ----------  ---------- 
Cash flows from financing activities 
Interest paid                                                         -        (11) 
Issue of ordinary share capital                                       -       4,739 
Repayment of borrowings                                               -     (1,537) 
Interest paid on lease liabilities                                 (67)        (54) 
Principal repayment of lease liabilities                          (967)       (656) 
Equity dividends paid                                     5     (1,017)     (3,884) 
Net cash used by financing activities                           (2,051)     (1,403) 
----------------------------------------------------  -----  ----------  ---------- 
Net increase in cash and cash equivalents                         6,100       2,379 
Cash and cash equivalents at the beginning of 
 the period                                                       3,872       1,493 
Cash and cash equivalents at end of the period                    9,972       3,872 
----------------------------------------------------  -----  ----------  ---------- 
 

Notes to the financial statements

Year ended 31 March 2023

   1       General Information 

The Company is a public limited company incorporated in the United Kingdom under the Companies Act 2006 (registration number 13509635). The Company is domiciled in the United Kingdom and its registered address is 4 Boston Road, Leicester, LE4 1AU. The Company's ordinary shares are listed on the AIM market, of the London Stock Exchange.

The principal activity of the Company and its subsidiaries (the "Group") throughout the period is the supply of domestic electrical appliances and consumer electronics in the United Kingdom.

   2       Accounting policies 
   2.1       Basis of preparation 

This consolidated financial information has been prepared in accordance with UK adopted international accounting standards.

There are no new standards, interpretations and amendments which are not yet effective in these financial statements, expected to have a material effect on the Group's future financial statements.

The financial information has been prepared on a going concern basis under the historical cost convention. The financial information and the notes to the financial information are presented in thousands of pounds sterling ('GBP'000'), the functional and presentation currency of the Group, except where otherwise indicated.

The financial information set out in this unaudited preliminary announcement does not constitute the Group's statutory financial statements for the years ended 31 March 2023 or 31 March 2022 as defined in section 435 of the Companies Act 2006 (CA 2006). The financial information for the year ended 31 March 2023 has been extracted from the Group's unaudited financial statements. Statutory financial statements for the year ended 31 March 2022 have been delivered to the Registrar of Companies, the auditors reported on those accounts; their report was unqualified and did not contain a statement under either Section 498(2) or Section 498(3) of the Companies Act 2006.

   2.2       Going concern 

The Group has traded positively during the year, delivering sales growth of 21.5%, whilst maintaining a 6.1% operating margin and net cashflow of GBP6.1m.

Management have prepared detailed financial projections for the period to 30 June 2024. These projections are based on the Group's detailed annual business plan. Sensitivity analysis has been performed to model the impact of more adverse trends compared to those included in the financial projections in order to estimate the impact of severe but plausible downside risks.

The key sensitivity assumptions applied include:

-- A material slow-down in e-commerce sales;

-- A significant increase in input costs, including goods sold and distribution costs.

Mitigating actions available to the Group were applied and the Board challenged the assumptions used. The Board of Directors has completed a rigorous going concern assessment and taken the following actions to test or enhance the robustness of the Group's liquidity levels for the period to 30 June 2024. As part of its assessment, the Board has considered:

-- The cash flow forecasts and the revenue projections for the Group

-- Reasonably possible changes in trading performance, including severe yet plausible downside scenarios

-- An assessment of historical forecasting accuracy by comparing forecast cash flow to those actually achieved by the Group

-- The Group's robust policy towards liquidity and cash flow management

-- The Group's ability to successfully manage the principal risks outlined in this report

-- The current cost of living crisis

-- Inflation pressures facing the Group and its employees

In total, eight stress tests were performed on the base case with varying severities and multiple combinations, the worst-case scenario referenced above was the only scenario where mitigating action would have been required. In the worst-case scenario revenue was forecast to be 4.6% lower than FY23 levels with a 5.0% reduction in gross margin and a 10% increase in distribution costs. The mitigating responses that would be necessary are, short-term working capital management and short-term reduction in marketing spend, which are not considered to have any long-term impacts on the Group's performance.

After reviewing the forecasts and risk assessments and making other enquiries, the Board has formed the judgement at the time of approving the financial statements that there is a reasonable expectation that the Group has adequate resources to continue in operational existence for at least twelve months from the date of approval of these financial statements.

   2.3       Consolidation 

The Group financial statements include those of the parent company and its subsidiaries, drawn up to 31 March 2023. Subsidiaries are entities over which the Group obtains and exercises control through voting rights. Income, expenditure, unrealised gains and intra-Group balances arising from transactions within the Group are eliminated.

At the time of the IPO, the acquisition of the trading subsidiaries was achieved by way of share for share exchange and the difference between the par value of the shares issued and the fair value of the cost of investment was recorded as an addition to the merger reserve. The parent company statement of financial position shows a merger reserve of GBP59,999,999 and an investment of GBP159,999,998.

On a Group basis, an accounting policy was adopted based on the predecessor method as this is not a business combination but rather a group re-organisation and thus falls outside the scope of IFRS 3. IFRS does not specifically state how group re-organisations are accounted for. Therefore, in accordance with IAS 8, the Directors have considered the accounting for group re-organisations using merger accounting principles, as set out in FRS 102, The Financial Reporting Standard applicable in the UK and Republic of Ireland. Under this method, the financial statements of the parties to the combination are aggregated and presented as though the combining entities had always been part of the same group. The investment by Marks Electrical Group plc in Marks Electrical Limited was eliminated and the difference between the fair value and nominal value of the shares was adjusted through the merger reserve in the Group statement of financial position.

   3.      Earnings per share 
   3.1    Statutory earnings per share 
   (a)   Earnings 
 
 
                      Year ended    Year ended 
                        31 March      31 March 
                            2023          2022 
                          GBP000        GBP000 
-------------------   ----------  ------------ 
Statutory earnings         5,157         3,288 
--------------------  ----------  ------------ 
 
   (b)   Number of shares 
 
 
                                                Year ended    Year ended 
                                                  31 March      31 March 
                                                      2023          2022 
--------------------------------------------   -----------  ------------ 
Basic weighted average number of shares        104,949,050   101,979,620 
Dilutive effect of share options and awards         85,183             - 
Diluted weighted average number of shares      105,034,233   101,979,620 
---------------------------------------------  -----------  ------------ 
 
   (c)   Earnings per share 
 
 
                                        Year ended    Year ended 
                                          31 March      31 March 
                                              2023          2022 
-------------------------------------   ----------  ------------ 
Statutory earnings 
Basic statutory earnings per share           4.91p         3.22p 
Diluted statutory earnings per share         4.91p         3.22p 
--------------------------------------  ----------  ------------ 
 
 
   3.     Earnings per share (continued) 
   3.2    Non-Statutory earnings per share 
   (a)   Earnings 
 
 
                                   Year ended    Year ended 
                                     31 March      31 March 
                                         2023          2022 
                                       GBP000        GBP000 
--------------------------------   ----------  ------------ 
Statutory earnings                      5,157         3,288 
Add: 
Exceptional costs net of tax                -         2,125 
Share based expenses net of tax           271             - 
Less: 
Fair value gains net of tax             (361)         (158) 
---------------------------------  ----------  ------------ 
Adjusted earnings                       5,067         5,255 
---------------------------------  ----------  ------------ 
 
   (b)   Number of shares 
 
 
                                                Year ended    Year ended 
                                                  31 March      31 March 
                                                      2023          2022 
--------------------------------------------   -----------  ------------ 
Basic weighted average number of shares        104,949,050   104,949,050 
Dilutive effect of share options and awards         85,183             - 
Diluted weighted average number of shares      105,034,233   104,949,050 
---------------------------------------------  -----------  ------------ 
 
   (c)   Earnings per share 
 
 
                                       Year ended    Year ended 
                                         31 March      31 March 
                                             2022          2021 
------------------------------------   ----------  ------------ 
Adjusted earnings 
Basic adjusted earnings per share           4.83p         5.01p 
Diluted adjusted earnings per share         4.82p         5.01p 
-------------------------------------  ----------  ------------ 
 

Adjusted earnings per share is a non-statutory measure the Group is using to provide comparability and ease of understanding to the users of the financial statements. This includes adjustments to the earnings and the number of shares.

Adjusted earnings exclude all exceptional items, expenses relating to share-based payments, plus the add back of the revaluation in the investment of the Group's buying group. Adjusted earnings per share for the year ended 31 March 2022 did not exclude the share-based payment charge of GBP75,000, the impact of excluding this charge would have increased adjusted earnings per share to 5.08p. This earnings measure is consistent with other adjusted measures and is disclosed in the definitions on page 21.

The number of ordinary shares as at 5 November 2021 through to 31 March 2022 have been used as the basis for the current and prior periods adjusted earnings per share calculation. The shares in issue since IPO represents an indication of the future weighted average number of ordinary shares for evaluating the performance of the Group.

The number of ordinary shares during the year ended 31 March 2023 have remained constant.

The 85,183 shares that have been treated as potentially dilutive, relate to employee share options. The options are dependent on contingent criteria being met and this tranche had met the criteria at the year end. No further options had met the performance criteria at the year end therefore no further dilution is required.

   4.      Operating segments 

IFRS 8 'Operating Segments' requires the Group to determine its operating segments based on information which is provided internally. Based on the internal reporting information and management structures within the Group, it has been determined that there is only one operating segment, being the Group, as the information reported includes operating results at a consolidated Group level only. There is also considered to be only one reporting segment, which is the Group, the results of which are shown in the consolidated statement of comprehensive income.

Management has determined that there is one operating and reporting segment based on the reports reviewed by senior management which is the chief operating decision-maker. Senior management is made up of Executive Directors and heads of department. Senior management is responsible for the strategic decision-making of the Group.

   5.      Dividends 
 
                                                    Year ended  Year ended 
                                                      31 March    31 March 
                                                          2023        2022 
                                                        GBP000      GBP000 
--------------------------------------------------  ----------  ---------- 
Dividends paid during the year: 
Final dividend for 2022: 0.67p (2021: 3.88p)               703       3,884 
Interim dividend for 2023: 0.30p                           314           - 
Dividend in Specie (1) (2022: 5.18p per share)               -       5,175 
--------------------------------------------------  ----------  ---------- 
Dividends paid (2)                                       1,017       9,059 
--------------------------------------------------  ----------  ---------- 
Final dividend for 2023 (3) : 0.66p (2022: 0.67p)          693         703 
--------------------------------------------------  ----------  ---------- 
 

(1) The dividend in specie in the prior year related to a group restructure prior to Admission, the consideration for the dividend in specie was the transfer of 100% of the share capital of Mavrek Properties Limited (previously an indirect subsidiary of the Group).

(2) Dividends paid and issued during the period totalled GBP1,017,277 (2022: GBP9,059,471). All dividends paid and issued in the prior year, were done so by Marks Electrical Limited not Marks Electrical Group plc and have been disclosed due to first year reporting under merger accounting, refer to the accounting policies for further details.

(3) The Board is recommending a final dividend of 0.66p per share (GBP692,664) that will be subject to final approval by the Board at the 2023 AGM. A dividend payout of 0.96p represents a pay-out ratio of 20%, with the 0.66p being a typical two-third share of the annualised amount. The dividend has not been accrued into the consolidated statement of financial position.

   6.      Share capital and reserves 
 
                                               At 31       At 31         At 31       At 31 
                                               March       March         March       March 
   Allotted, called up and fully paid           2023        2023          2022        2022 
                                                 GBP      Number           GBP      Number 
--------------------------------------  ------------  ----------  ------------  ---------- 
 Ordinary shares of GBP0.01 each         104,949,050   1,049,491   104,949,050   1,049,491 
--------------------------------------  ------------  ----------  ------------  ---------- 
                                         104,949,050   1,049,491   104,949,050   1,049,491 
--------------------------------------  ------------  ----------  ------------  ---------- 
 

Share Capital

Share capital comprises the nominal value of the Company's shares of GBP0.01 each.

Share premium

The share premium reserve is the premium paid on the Company's GBP0.01 Ordinary shares. During the year 4,545,454 shares

were issued for GBP1.10 each, resulting in a net premium of GBP4,694,000, consisting of GBP4,954,000 premium paid less GBP260,000 placing costs.

Merger reserve

The merger reserve relates to the merger relief under section 612 of the Company's Act, on the acquisition of Marks Electrical Limited, a 100% owned subsidiary of the Group.

On 8 October 2021, Marks Electrical Group plc acquired the 100 ordinary shares (100% of the share capital) in Marks Electrical Limited, in return for the issue of 99,999,999 ordinary shares with a nominal value of GBP1.00 each, at a price of GBP1.60 each, bringing the total consideration to GBP160,000,000. This transaction falls under section 612 of the Companies Act and merger relief was applied. On consolidation under the predecessor method a merger reserve of GBP100,000,000 was recognised.

   6.     Share capital and reserves (continued) 

Treasury shares

Treasury reserve relates to shares acquired by the Group's employee benefit trust. At the year end the Group held 403,596 treasury shares (2022: 403,596). Total consideration paid for the treasury shares was GBP4,036.

Retained Earnings

Retained earnings are the accumulated profits and losses of the Group net of dividends and other adjustments.

Definitions

Adjusted measures are included within the financial statements to assist the users of the financial statements to understand underlying performance of the Group.

Earnings per share for the financial year ended 31 March 2022 is calculated on the number of shares in issue post the IPO on 5 November 2021 and is not representative of the number in issue 31 March 2021. See Note 3 to the financial statements for further details.

Adjusted EBITDA is a non-statutory measure defined as earnings before interest, tax, depreciation, and amortisation and adjusted for exceptional items (FY22 only), share-based payment charges and related costs, and revaluation of investments.

Adjusted EBIT is a non-statutory measure defined as earnings before interest, tax, and adjusted for exceptional items (FY22 only), share-based payment charges and related costs, and revaluation of investments.

Adjusted EPS is a non-statutory measure of profit after tax, adjusted for exceptional items (FY22 only), share-based payment charges and related costs, and revaluation of investments, over the total diluted ordinary number of shares in issue.

For the year ended 31 March 2022, the number of ordinary shares as at 5 November 2021 through to 31 March 2022 was used as the basis for the adjusted earnings per share calculation. This gave a more understandable representation of EPS as the share in issue prior to 5 November 2021 did not give an accurate indication of the future weighted average number of ordinary shares for evaluating the performance of the Group.

Operating cash flow for cash conversion is defined as cash generated from operations less outflows for lease payments and exceptional items (FY22 only).

Net cash/(debt) represents cash and cash equivalents less financial liabilities (excluding lease liabilities).

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END

FR NKNBNNBKBPAD

(END) Dow Jones Newswires

June 14, 2023 02:00 ET (06:00 GMT)

Marks Electrical (LSE:MRK)
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