Share Name Share Symbol Market Type Share ISIN Share Description
Globaldata Plc LSE:DATA London Ordinary Share GB00B87ZTG26 ORD 1/14P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  +0.00p +0.00% 830.00p 820.00p 840.00p 830.00p 830.00p 830.00p 1,060 08:00:00
Industry Sector Turnover (m) Profit (m) EPS - Basic PE Ratio Market Cap (m)
Media 157.6 -7.7 -11.0 - 849

GlobalData PLC Final Results For The Year Ended 31 December 2018

25/02/2019 7:01am

UK Regulatory (RNS & others)


Globaldata (LSE:DATA)
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1 Year : From Oct 2018 to Oct 2019

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RNS Number : 9354Q

GlobalData PLC

25 February 2019

25 February 2019

GlobalData Plc

Final Results For The Year Ended 31 December 2018

"A transformational year"

Operational Highlights

   --      Continued strong organic revenue growth of 9% 
   --      Increased revenue visibility 

-- Good progress on the integration of MEED and Research Views Limited ("RVL"), with both businesses performing well

-- New integrated user platform launched, incorporating new sectors, further improved user interface, industry insights and real-time technology

   --      Group management and operational capability further strengthened 

Financial Highlights

   --      Group revenue increased by 33% to GBP157.6m (2017: GBP118.6m) 
   --      Underlying organic revenue growth of 9%, on a constant currency basis 
   --      Invoiced forward revenue(3)  increased by 34% to GBP81.4m (2017: GBP60.6m) 
   --      Adjusted EBITDA(1) increased by 38% to GBP32.2m (2017: GBP23.4m) 
   --      Improved Adjusted EBITDA margin (1) of 20.5% (2017: 19.7%) 
   --      Cash generated from operations of GBP25.1m (2017: GBP14.2m) 

-- Final Dividend of 7.5 pence per share (2017: 5.0 pence); total dividend of 11.0 pence per share, up 38% from the previous year (2017: 8.0 pence)

-- Statutory loss before tax of GBP7.7m (2017: loss of GBP0.8m), which is inclusive of non-cash charges of GBP20.4m from amortisation of acquired intangibles, GBP5.7m share based payments and GBP1.4m of unrealised operating foreign exchange losses.

   --      Net debt(2) of GBP64.1m (2017: GBP43.0m) 

Bernard Cragg, Executive Chairman of GlobalData Plc, commented:

"GlobalData is positioned to help thousands of companies, organisations and industry professionals across the world's largest industries profit from faster, more informed decisions. Within each industry sector our proprietary data, human insight, and innovative technologies create trusted, actionable, and forward-looking intelligence. With comprehensive coverage, we can access multiple selling points within a client and around the world. This means that our ambitions are not constrained by demand."

Note 1: Adjusted EBITDA: Earnings before interest, tax, depreciation and amortisation, unrealised operating exchange rate movements, impairment, share based payments, adjusted for costs associated with derivatives, acquisitions and restructuring of the Group. Adjusted EBITDA margin is defined as: Adjusted EBITDA as a percentage of revenue.

Note 2: Net Debt: Short and long-term borrowings less cash and cash equivalents.

Note 3: Invoiced forward revenue: Invoiced forward revenue relates to amounts that are invoiced to clients at the balance sheet date, which relate to future revenue to be recognised over the course of the following 12 months.

 
 ENQUIRIES 
 
  GlobalData Plc                              0207 936 6400 
 Bernard Cragg, Executive Chairman 
  Mike Danson, Chief Executive 
  Graham Lilley, Chief Financial Officer 
 
 N+1 Singer                                   0207 496 3000 
 James Maxwell 
 James White 
 
 Hudson Sandler                               0207 796 4133 
 Nick Lyon 
 

EXECUTIVE CHAIRMAN'S STATEMENT

It has been another transformative year for GlobalData, with significant acquisitions in addition to driving strong underlying organic revenue growth of 9% and overall Adjusted EBITDA growth of 38%.

During April we concluded the acquisition of Research Views Limited which significantly expanded on our existing breadth of coverage by adding comprehensive capabilities across multiple industry sectors.

GlobalData is positioned to help thousands of companies, organisations and industry professionals across the world's largest industries profit from faster, more informed decisions. Within each industry sector our proprietary data, human insight, and innovative technologies create trusted, actionable, and forward-looking intelligence. With comprehensive coverage, we can access multiple selling points within a client and around the world. This means that our ambitions are not constrained by demand.

Our content and expert insights are tailored to serving our clients' major value creating activities and become embedded into key workflows and decision making processes. With around 75% of our revenues derived from annual subscription contracts, we have created a long-term business partnership with our clients and within our target markets.

The 2018 results are encouraging. We concluded some significant acquisitions and continued our strong organic revenue growth and exit the year with significant invoiced forward revenue for 2019. Our overall financial performance, our high proportion of quality subscription revenues and our scalable proposition means that we enter 2019 confident that we will continue to deliver against our objectives. Whilst the Group made a statutory loss for the year of GBP7.7m (2017: GBP0.8m loss), the bulk of the loss is represented by non-cash accounting charges for amortisation of acquired intangible assets, brought in as part of our significant M&A activity in this and in previous years, and our share option scheme. The Adjusted PBT, which we believe to be a fair measure of the Group's underlying performance grew from GBP19.0m to GBP27.8m.

Our Mission

We are helping our clients to decode the future, enabling them to be more successful and innovative. Our aim is to provide our clients with innovative solutions to complex issues delivered through a single online platform, which leverages our unique data and expert analysis across multiple markets and geographies. We help our clients with their strategic planning, market intelligence, innovation & new product development and sales & channel management, together with insight into latest developments in their markets and views of leading opinion formers.

Looking Forward

We are an ambitious and highly innovative business which challenges itself on a daily basis to continually be better at what we do. We provide our clients with world-class products and client service, with an ambition to exceed their expectations at every interaction. For our employees, we aim to be an employer of choice providing an enriching and rewarding environment to work in and for our shareholders we aim to provide returns which reflect our reported earnings and long-term prospects.

To deliver increased shareholder returns over the medium to long term the Group aims to:

-- Exceed client expectations, to achieve strong repeatable organic growth: We have significant headroom to grow across all our markets. We will continue to create world-class solutions, and explore new opportunities, leveraging our sales capability to target the right opportunity, at the right time, with the right proposition.

-- Make acquisitions that are strategic and earnings accretive: We look for acquisitions that are strategic in nature and which over a reasonable time frame, increase total returns. We also, from time to time, make small bolt-on acquisitions that either broaden our offering or extend our client reach in an existing market. Our acquisition process is robust and diligent and is supervised by the Board. We look to leverage our infrastructure with unique content which will deliver good margin.

-- Maintain a progressive dividend policy: Our business is focused on revenue growth, management of costs, working capital and increased cash generation. We believe we can invest in the business, achieve growth in profits and service a progressive dividend policy that reflects our growth and long-term prospects. This year is a good example.

There continues to be significant uncertainty following the UK's vote to leave the European Union, ('Brexit'). As a Board, we have carried out a detailed assessment to understand both the risks and the opportunities that Brexit poses for the Group. We believe that our data and analytics business model currently limits the direct impact of a "no-deal" scenario (such as tariffs on goods and cross border trade of goods).

However, we continue to monitor key aspects applicable to us, such as access to workforce and implications that each scenario may have to colleagues within our Group.

Our Employees

Our employees once again have made vast contributions in what has been another significant year of progress and challenge for the Group. The quality, talent and commitment of our colleagues around the world, not only delivered a good set of results, but has also delivered substantial corporate projects such as the acquisition and successful integration of both Research Views (completed April 2018) and MEED (completed December 2017).

I am pleased these results have been confirmed by the Audit and Remuneration Committees to fulfil the performance condition for the exercisability of 2.1m employee share options.

Dividend

Having regard to the performance and prospects for the Group and the cash requirements of the business for the year ahead, the Board is pleased to announce a final dividend of 7.5 pence per share (2017: 5.0 pence). The proposed final dividend will be paid on 26 April 2019 to shareholders on the register at the close of business on 22 March 2019. The ex-dividend date will be on 21 March 2019. The proposed final dividend increases the total dividend for the year to 11.0 pence per share (2017: 8.0 pence), an increase of 38%.

Current Trading and Outlook

We enter 2019 with good fundamentals including strong invoiced forward revenue for 2019 and a visible renewal base. We ended 2018 strongly and have begun 2019 positively and we remain confident that we will make further progress.

Bernard Cragg

Executive Chairman

24 February 2019

CHIEF EXECUTIVE'S REVIEW

2018 was a year of further progression for the Group. We again strengthened the Group via our selective M&A activity, whilst continuing to organically grow and have improved our Adjusted EBITDA margin.

Our focus remains on achieving our stated objective to become the leading provider of premium subscription based data & analytics and insights across the world's largest industries. We are consistent in our approach to achieving our objective and we have made strong operational progress towards it.

The acquisition of Research Views was not only strategically important because it further broadened our sector coverage but significantly, also had the important attributes common to our strategy. As the world becomes more complex, uncertain, and fast-moving than ever before, our clients face unprecedented opportunities and challenges. Our proprietary data, human expertise, and innovative technologies create the trusted, actionable, and forward-looking insight they need to make faster, more informed decisions.

The quality of our content is underpinned by our powerful Intelligence Centre platform, which delivers our data and analysis through a dynamic and intuitive user interface. We are continually innovating and the platform has seen significant development over the last three years, as we have sought to leverage our scale and ensure world class delivery in all of our industry sectors.

Key Achievements

-- Revenues of GBP157.6 million: Group revenue has grown by 33% including the benefit of our acquisitions in the year. Our underlying organic revenue growth was 9%.

-- Invoiced forward revenue of GBP81.4m: Invoiced forward revenue has grown by 34% and organically by 9%. This gives the Group strong visibility over its revenues for the forthcoming year.

-- Acquisition of Research Views: The acquisition of Research Views enhances the Group's breadth of industry coverage.

-- Strengthened business infrastructure and commercial scale: In addition to the acquisition of MEED, which adds further scale to our business, we have also improved our Group infrastructure and sales capability. We now have significant sales operations across Asia Pacific and in the US.

-- Restructuring of organisation: We made good progress towards eliminating duplicate cost resulting from our M&A activity.

Key Performance Indicators

The key performance indicators selected are used by the Executive Directors to monitor the Group's performance and progress.

 
               Revenue   Adjusted EBITDA   Adjusted EBITDA margin   Net Debt(1) 
 
 2018        GBP157.6m          GBP32.2m                    20.5%      GBP64.1m 
 2017        GBP118.6m          GBP23.4m                    19.7%      GBP43.0m 
----------  ----------  ----------------  -----------------------  ------------ 
 % growth          33%               38%                   0.8p.p           49% 
 

Note 1: Net debt: Short and long-term borrowings less cash and cash equivalents.

Group revenue has grown by 33% including the benefit of our acquisitions in the year. Our organic revenue growth was 9%.

Our Strategic Priorities

We continue to pursue our four strategic priorities:

   --      World Class Products 
   --      Sales Excellence 
   --      Operational Agility 
   --      Client Centric 

World Class Products

Our content is data driven and analyst led and provides our clients with strategic and tactical insights for the markets that they operate in. We fully integrate our unique data, expert analysis, and innovative solutions into our digital platform. This gives our clients real-time access to deep, sector-specific intelligence, and powerful analytics, and workflow tools.

Over the past few years we have been focused on ensuring the taxonomy of our data is consistent across all of our data sets, enabling consistent categorisation and dynamic search functionality for our clients. A key operation during 2018 was bringing the acquisitions into this data framework, content management system and delivering through our single client platform, which is now largely complete.

We have launched a number of analysis tools and functionalities across our platform, which now give our clients a significantly more powerful and enhanced product, with insight into global trends.

Sales Excellence

Our priority has been to ensure that all of our sales staff fully understand their market and the value proposition of our products, helping them to find the right opportunity, at the right time. Whilst managing a global sales team remains challenging, our globalised product means that our proposition is consistent across regions and as a result we can apply consistent training, commission structures and selling material.

We now have a global data and analytics sales force and we have made good progress across all regions. We have increased our sales operations in the US and Asia Pacific. Whilst the largest contributors of our revenues are still in UK and Europe (43%), our presence in the Americas continues to grow and represents 34% of our Group revenues. We have worked hard to improve the depth and breadth of our cross-sector data and in conjunction with continued innovation, the group is well placed to increase its focus on selling our world-leading product.

Operational Agility

Our business model is a relatively simple one: create the content once and leverage sales from that content across multiple formats (subscriptions, reports, bespoke research engagements and events) and geographies. In doing so costs remain relatively fixed thereby allowing for a higher percentage of the sales value achieved to translate to profit. Acquisitions tend to suppress this structural benefit as they often bring a duplication of both processes and infrastructure which have to be rationalised.

Following our recent acquisitions and the relative speed that we have put the Group together over the past three years, we have performed a strategic review of our cost base to ensure investment funds are directed into the right areas of the business. As a result of this, we are more confident that we can significantly invest in our products and people without significantly increasing our overall cost base. This operational agility will keep us at the forefront of product development for our clients, whilst delivering progressive margins.

Our medium term Adjusted EBITDA margin target remains circa 25% and we are confident of achieving this over the medium term and further expanding our margin over the longer term. Consistent with our objective, our margins have increased by 0.8 percentage points to 20.5%.

Client Centric

Outstanding client service is a critical component in delivering client satisfaction and improved retention. Our aim is to deliver best in class client service at every point of interaction. We have increased resources focused on first-line response significantly, and continue to explore and adopt new technologies.

The progress we have made since we reformed as GlobalData in 2016 has been made possible because of the hard work and commitment of our employees and I would like to express my own and my fellow Board members' appreciation to all our colleagues across the globe.

Today we are a transformed business focused on the provision of world-leading data and analytics to global markets, all of which present opportunities for long-term profitable growth. We have made a positive start to the year and continue to look forward with confidence.

Mike Danson

Chief Executive Officer

24 February 2019

CHIEF FINANCIAL OFFICER'S REPORT

 
 
                                                       2018      2017     Movement 
 Continuing operations                              GBP000s   GBP000s 
 
 Income statement 
-------------------------------------------------  --------  --------  ----------- 
 Revenue                                            157,553   118,649          33% 
 
 Statutory loss before tax                          (7,664)     (795) 
 Depreciation                                           742       829 
 Amortisation of software                             1,165     2,126 
 Amortisation of acquired intangible assets          20,422    11,962 
 Finance costs                                        2,487     1,444 
-------------------------------------------------  --------  --------  ----------- 
 EBITDA(2)                                           17,152    15,566          10% 
 Restructuring costs                                  3,661     2,436 
 Revaluation of short and long-term derivatives       1,150   (1,266) 
 Share based payments charge                          5,679     5,323 
 Unrealised operating foreign exchange loss           1,407       417 
 M&A costs                                            3,181       911 
 Adjusted EBITDA(1)                                  32,230    23,387          38% 
                                                   --------  -------- 
 Adjusted EBITDA margin(1)                            20.5%     19.7% 
-------------------------------------------------  --------  --------  ----------- 
 
 Cash flow 
-------------------------------------------------  --------  --------  ----------- 
 Cash flow generated from operations                 25,058    14,196          77% 
 Adjusted operating cash flow (3)                    30,542    19,669          55% 
-------------------------------------------------  --------  --------  ----------- 
 Underlying cash flow conversion %(3)                   95%       84% 
-------------------------------------------------  --------  --------  ----------- 
 
 Adjusted earnings performance 
-------------------------------------------------  --------  --------  ----------- 
 Adjusted EBITDA(1)                                  32,230    23,387 
 Depreciation                                         (742)     (829) 
 Amortisation of software                           (1,165)   (2,126) 
 Finance costs                                      (2,487)   (1,444) 
-------------------------------------------------  --------  --------  ----------- 
 Adjusted Profit Before Tax                          27,836    18,988          47% 
-------------------------------------------------  --------  --------  ----------- 
 Tax charge (as charged to the Income Statement)    (3,408)   (1,371) 
-------------------------------------------------  --------  --------  ----------- 
 Adjusted Profit After Tax                           24,428    17,617          39% 
-------------------------------------------------  --------  --------  ----------- 
 
 Basic Shares                                       113,319   102,346 
 Diluted Shares                                     124,128   112,968 
 
 Basic loss per share (pence)                        (9.87)    (2.12) 
 Adjusted earnings per share (pence)                  21.56     17.21          25% 
 Adjusted diluted earnings per share (pence)          19.68     15.59          26% 
-------------------------------------------------  --------  --------  ----------- 
 
 

The Group's performance this year

   1.    Revenue 

Revenues increased by 33% to GBP157.6m (2017: GBP118.6m), which reflects both good underlying organic growth (9%) and the benefit of the Research Views and MEED acquisitions. The acquired businesses are performing well and in line with our expectations.

   2.    Invoiced forward revenue 

Invoiced forward revenue (previously described as deferred revenue prior to the impact of IFRS 15) at 31 December 2018 increased by 34% to GBP81.4m (2017: GBP60.6m) which is inclusive of growth as a result of the Research Views acquisition, but also includes underlying organic growth of 9%.

   3.    Adjusted EBITDA(1) 

Adjusted EBITDA increased by 38% to GBP32.2m (2017: GBP23.4m). Our Adjusted EBITDA margin increased by 0.8 percentage points to 20.5% (2017: 19.7%) as we continue to integrate a relatively fixed cost base after significant M&A and corporate development activity over the past 3 years.

   4.    Non-recurring and non-cash charges 

The Group made a statutory loss from continuing operations of GBP7.7m (2017: loss of GBP0.8m).

The reason for the Group reporting a statutory loss is that we incurred non-cash charges relating to amortisation of acquired intangibles of GBP20.4m (2017: GBP12.0m) reflecting our M&A activity over recent years, GBP5.7m of share based payments charge (2017: GBP5.3m) reflecting the accounting charge for our long term incentive plan, restructuring and M&A costs of GBP6.8m (2017: GBP3.3m) and revaluation loss on derivatives (currency forward contracts) of GBP1.2m (2017: gain of GBP1.3m).

Once the above adjusting items have been taken into consideration, the Adjusted Profit Before Tax grew to GBP27.8m (2017: GBP19.0m).

   5.    Cash Generation 

The operating cash flow was GBP25.1m (2017: GBP14.2m). Excluding the cash costs associated with M&A, restructuring and other exceptional costs (GBP5.4m) the adjusted operating cash flow was GBP30.5m, which is 95% of Adjusted EBITDA.

The Group repaid debt of GBP6.0m and paid dividends of GBP9.1m. The Group also paid for acquisitions of GBP4.6m, which were funded under facilities agreed in the previous year.

Capital expenditure was GBP1.6m in 2018 (GBP1.8m in 2017). This includes GBP0.9m on software (GBP1.1m in 2017).

   6.    Foreign exchange impact on results 

The Group derives around 60% of revenues in currencies other than Sterling. The impact of currency movements in the year had a negative impact on revenues of around GBP2m, which was offset in the income statement by approximately GBP2m of benefit in the Group costs, meaning that currency had minimal impact on the overall profitability. The main driver for the movement was the movements of pound sterling in comparison to US dollar. In 2017 the average rate through the year was 1.29 compared to a stronger pound, on average, in 2018 of 1.34.

   7.    Net Debt: 

Net Debt increased to GBP64.1m as at 31 December 2017 (2017: GBP43.0m). This increase principally reflects GBP4.6m spent on M&A activity and GBP16.9m on the purchase of own shares in order to satisfy the Group's long term incentive plan.

   8.    Loss per share 

Basic loss per share from continuing operations was 9.87 pence per share (2017: loss of 2.12 pence per share). Fully diluted loss per share from continuing operations was 9.87 pence per share (2017: loss of 2.12 pence per share).

On an adjusted basis, the adjusted earnings per share grew from 17.21 pence per share to 21.56 pence, representing 25% growth.

   9.    Share based payments 

The share based payments charge for 2017 has increased from GBP5.3m to GBP5.7m. The key driver for this increase is because of the share price performance during 2018 compared with previous awards.

Currency rate and market risk

The Group's primary objective in managing foreign currency risk is to protect against the risk that the eventual Sterling net cash flows will be affected by changes in foreign currency exchange rates. To do this, the Group enters into foreign exchange contracts that limit the risk from movements in US Dollar, Euro and Indian Rupee exchange rates with Sterling. Whilst commercially and from a cash flow perspective this hedges the Group's currency exposures, it does not meet the requirements for hedge accounting and accordingly any movements in the fair value of the foreign exchange contracts are recognised in the income statement.

Whilst the longer-term implications of the United Kingdom's vote to leave the European Union are unknown, we do know, in the absence of other relevant factors, that a sustained weakening of Sterling should be of benefit as we derive the majority of our revenues in currencies other than Sterling (principally US Dollar and Euro) and have a more limited exposure to non-Sterling costs. The exchange rate movements have had a largely neutral impact on our 2018 results.

As a data and analytics company, we are not currently impacted by cross border tariffs and we do not currently expect the re-negotiation of tariffs to materially impact our business.

Interest rate risk

Interest rate risk is the impact that fluctuations in market interest rates can have on the value of the Group's interest-bearing assets and liabilities and on the interest charge recognised in the income statement. The Group does not manage this risk with the use of derivatives.

Liquidity risk and going concern

The Group's approach to managing liquidity risk is to ensure, as far as possible, that it has sufficient liquidity to meet its liabilities as they fall due with surplus facilities to cope with any unexpected variances in timing of cash flows. The Group meets its day-to-day working capital requirements through free cash flow.

Based on cash flow projections, the Group considers the existing financing facilities to be adequate to meet short-term commitments. The Directors have a reasonable expectation that there are no material uncertainties that cast significant doubt about the Group's ability to continue as a going concern.

Graham Lilley

Chief Financial Officer

24 February 2019

 
 Note 1: Adjusted EBITDA: Earnings before interest, tax, depreciation and amortisation, impairment, 
  share based payments, adjusted for costs associated with derivatives, acquisitions, unrealised 
  operating exchange rate movements and restructuring of the Group. Adjusted EBITDA margin is 
  defined as: Adjusted EBITDA as a percentage of revenue. 
 
  Note 2: EBITDA: Earnings before interest, tax, depreciation, amortisation and impairment. 
  Includes a non-cash charge of GBP5.7 million for share based payments (2017: GBP5.3 million). 
 
  Note 3: Adjusted operating cash flow: Adjusted operating cash flow is cash generated from 
  operations adjusted for exceptional cash items. Underlying cash flow conversion is Adjusted 
  operating cash flow divided by Adjusted EBITDA. 
 

Consolidated Income Statement

 
                                                     Notes   Year ended 31 December 2018   Year ended 31 December 2017 
                                                                                                              Restated 
                                                                                 GBP000s                       GBP000s 
 Continuing operations 
 Revenue                                               3                         157,553                       118,649 
 Cost of sales                                                                  (98,153)                      (75,882) 
--------------------------------------------------  ------  ----------------------------  ---------------------------- 
 Gross profit                                                                     59,400                        42,767 
 Administrative costs                                                           (29,077)                      (22,335) 
 Other expenses                                        5                        (35,500)                      (19,783) 
--------------------------------------------------  ------  ----------------------------  ---------------------------- 
 Operating (loss)/ profit                                                        (5,177)                           649 
 
 Analysed as: 
 Adjusted EBITDA(1)                                                               32,230                        23,387 
    Items associated with acquisitions and 
     restructure of the Group                          5                         (6,842)                       (3,347) 
    Other adjusting items                              5                         (8,236)                       (4,474) 
--------------------------------------------------  ------  ----------------------------  ---------------------------- 
 EBITDA(2)                                                                        17,152                        15,566 
 Amortisation                                                                   (21,587)                      (14,088) 
 Depreciation                                                                      (742)                         (829) 
--------------------------------------------------  ------  ----------------------------  ---------------------------- 
 Operating (loss)/ profit                                                        (5,177)                           649 
--------------------------------------------------  ------  ----------------------------  ---------------------------- 
 
 Finance costs                                                                   (2,487)                       (1,444) 
 Loss before tax from continuing operations                                      (7,664)                         (795) 
 Income tax expense                                                              (3,408)                       (1,371) 
--------------------------------------------------  ------  ----------------------------  ---------------------------- 
 Loss for the year from continuing operations                                   (11,072)                       (2,166) 
 (Loss)/ profit for the year from discontinued 
  operations                                          12                         (1,255)                            10 
--------------------------------------------------  ------  ----------------------------  ---------------------------- 
 Loss for the year                                                              (12,327)                       (2,156) 
 
 Attributable to: 
 Equity holders of the parent                                                   (12,434)                       (2,156) 
 Non-controlling interest                                                            107                             - 
 
 Loss per share attributable to equity holders 
  from continuing operations:                          6 
 Basic loss per share (pence)                                                     (9.87)                        (2.12) 
 Diluted loss per share (pence)                                                   (9.87)                        (2.12) 
 (Loss)/ earnings per share attributable to equity 
 holders from discontinued operations: 
 Basic (loss)/ earnings per share (pence)                                         (1.11)                          0.01 
 Diluted (loss)/ earnings per share (pence)                                       (1.11)                          0.01 
 Total basic loss per share (pence)                                              (10.97)                        (2.11) 
 Total diluted loss per share (pence)                                            (10.97)                        (2.11) 
--------------------------------------------------  ------  ----------------------------  ---------------------------- 
 

The accompanying notes form an integral part of this financial report.

(1) We define Adjusted EBITDA as EBITDA adjusted for costs associated with acquisition, restructuring of the Group, share based payments, impairment, unrealised operating exchange rate movements and impact of foreign exchange contracts. See note 5 of the preliminary financial statements for further details. We present Adjusted EBITDA as additional information because we understand that it is a measure used by certain investors and because it is used as the measure of Group profit or loss. However, other companies may present Adjusted EBITDA differently. EBITDA and Adjusted EBITDA are not measures of financial performance under IFRS and should not be considered as an alternative to operating profit or as a measure of liquidity or an alternative to net income as indicators of our operating performance or any other measure of performance derived in accordance with IFRS.

(2) EBITDA is defined as earnings before interest, tax, depreciation, amortisation and impairment.

Consolidated Statement of Comprehensive Income

 
 
                                                  Year ended     Year ended 
                                                 31 December    31 December 
                                                        2018           2017 
                                                     GBP000s        GBP000s 
 Loss for the year                                  (12,327)        (2,156) 
 Other comprehensive income 
 Items that will be classified subsequently 
  to profit or loss: 
 Net exchange gains/ (losses) on translation 
  of foreign entities                                    988          (117) 
 Other comprehensive gain/ (loss), net of 
  tax                                                    988          (117) 
---------------------------------------------  -------------  ------------- 
 Total comprehensive loss for the year              (11,339)        (2,273) 
---------------------------------------------  -------------  ------------- 
 
 
 Attributable to: 
 Equity holders of the parent     (11,446)   (2,273) 
 Non-controlling interest              107         - 
 
 

The accompanying notes form an integral part of this financial report.

Consolidated Statement of Financial Position

 
 
                                                  Notes     31 December 2018     31 December 2017     31 December 2016 
                                                                                         Restated             Restated 
                                                                     GBP000s              GBP000s              GBP000s 
 Non-current assets 
 Property, plant and equipment                                         1,314                1,243                1,353 
 Intangible assets                                 7                 258,492              150,548              133,506 
 Trade and other receivables                                           2,775                3,700                4,625 
 Deferred tax assets                                                   6,709                4,947                4,137 
---------------------------------------------  --------  -------------------  -------------------  ------------------- 
                                                                     269,290              160,438              143,621 
---------------------------------------------  --------  -------------------  -------------------  ------------------- 
 Current assets 
 Inventories                                                               -                    6                    - 
 Current tax receivable                                                    -                    -                  639 
 Trade and other receivables                                          51,324               42,421               32,851 
 Short-term derivative assets                                            529                  369                   94 
 Cash and cash equivalents                                             6,268                2,952                6,447 
---------------------------------------------  --------  -------------------  -------------------  ------------------- 
                                                                      58,121               45,748               40,031 
---------------------------------------------  --------  -------------------  -------------------  ------------------- 
 Total assets                                                        327,411              206,186              183,652 
---------------------------------------------  --------  -------------------  -------------------  ------------------- 
 Current liabilities 
 Trade and other payables                                           (92,660)             (69,537)             (55,018) 
 Short-term borrowings                             8                 (6,000)              (6,000)              (5,737) 
 Current tax payable                                                 (5,204)              (2,990)                    - 
 Short-term derivative liabilities                                   (1,408)                 (98)              (1,089) 
 Short-term provisions                                                 (364)                (160)              (1,364) 
---------------------------------------------  --------  -------------------  -------------------  ------------------- 
                                                                   (105,636)             (78,785)             (63,208) 
---------------------------------------------  --------  -------------------  -------------------  ------------------- 
 Non-current liabilities 
 Long-term provisions                                                  (437)                (441)                (223) 
 Deferred tax liabilities                                            (6,571)              (3,014)              (4,655) 
 Long-term borrowings                              8                (64,341)             (39,955)             (26,162) 
---------------------------------------------  --------  -------------------  -------------------  ------------------- 
                                                                    (71,349)             (43,410)             (31,040) 
---------------------------------------------  --------  -------------------  -------------------  ------------------- 
 Total liabilities                                                 (176,985)            (122,195)             (94,248) 
---------------------------------------------  --------  -------------------  -------------------  ------------------- 
 Net assets                                                          150,426               83,991               89,404 
---------------------------------------------  --------  -------------------  -------------------  ------------------- 
 Equity 
 Share capital                                     9                     184                  173                  173 
 Share premium account                                                   200                  200                  200 
 Treasury reserve                                                   (19,142)              (2,289)                (960) 
 Other reserve                                                      (37,128)             (37,128)             (37,128) 
 Merger reserve                                                      163,810               66,481               66,481 
 Foreign currency translation reserve                                    798                (190)                 (73) 
 Retained profit                                                      41,704               56,744               60,711 
---------------------------------------------  --------  -------------------  -------------------  ------------------- 
 Equity attributable to equity holders of the 
  parent                                                             150,426               83,991               89,404 
---------------------------------------------  --------  -------------------  -------------------  ------------------- 
 

These financial statements were approved by the board of directors on 24 February 2019 and signed on its behalf by:

Bernard Cragg Mike Danson

Executive Chairman Chief Executive

Company Number 03925319

The accompanying notes form an integral part of this financial report.

Consolidated Statement of Changes in Equity

 
                         Share     Share                 Other     Merger      Foreign     Retained      Equity      Non-controlling    Total 
                        capital   premium    Treasury   reserve    reserve    currency      profit    attributable      interest        equity 
                                  account    reserve                         translation               to equity 
                                                                               reserve                 holders of 
                                                                                                       the parent 
                        GBP000s   GBP000s    GBP000s    GBP000s    GBP000s     GBP000s     GBP000s      GBP000s          GBP000s       GBP000s 
---------------------  --------  --------  ----------  ---------  --------  ------------  ---------  -------------  ----------------  --------- 
 Balance at 1 January 
  2017                      173       200       (960)   (37,128)    66,481          (73)     60,711         89,404                 -     89,404 
---------------------  --------  --------  ----------  ---------  --------  ------------  ---------  -------------  ----------------  --------- 
 Loss for the year            -         -           -          -         -             -    (2,156)        (2,156)                 -    (2,156) 
 Other comprehensive 
 income: 
 Net exchange loss on 
  translation of 
  foreign entities            -         -           -          -         -         (117)          -          (117)                 -      (117) 
---------------------  --------  --------  ----------  ---------  --------  ------------  ---------  -------------  ----------------  --------- 
 Total comprehensive 
  loss for the year           -         -           -          -         -         (117)    (2,156)        (2,273)                 -    (2,273) 
---------------------  --------  --------  ----------  ---------  --------  ------------  ---------  -------------  ----------------  --------- 
 Transactions with 
 owners: 
     Dividends                -         -           -          -         -             -    (7,134)        (7,134)                 -    (7,134) 
     Share buy back           -         -     (1,329)          -         -             -          -        (1,329)                 -    (1,329) 
     Share based 
      payments charge         -         -           -          -         -             -      5,323          5,323                 -      5,323 
 Balance at 31 
  December 2017             173       200     (2,289)   (37,128)    66,481         (190)     56,744         83,991                 -     83,991 
 (Loss)/ profit for 
  the year                    -         -           -          -         -             -   (12,434)       (12,434)               107   (12,327) 
 Other comprehensive 
 income: 
 Net exchange loss on 
  translation of 
  foreign entities            -         -           -          -         -           988          -            988                 -        988 
---------------------  --------  --------  ----------  ---------  --------  ------------  ---------  -------------  ----------------  --------- 
 Total comprehensive 
  loss for the year           -         -           -          -         -           988   (12,434)       (11,446)               107   (11,339) 
---------------------  --------  --------  ----------  ---------  --------  ------------  ---------  -------------  ----------------  --------- 
 Transactions with 
 owners: 
     Acquisition of 
      entity with 
      non-controlling 
      interest                -         -           -          -         -             -          -              -               546        546 
     Acquisition of 
      non-controlling 
      interest                -         -           -          -         -             -      (579)          (579)             (653)    (1,232) 
     Issue of share 
      capital                11         -           -          -    97,329             -          -         97,340                 -     97,340 
     Dividends                -         -           -          -         -             -    (9,110)        (9,110)                 -    (9,110) 
     Share buy back           -         -    (16,853)          -         -             -          -       (16,853)                 -   (16,853) 
     Share based 
      payments charge         -         -           -          -         -             -      5,679          5,679                 -      5,679 
     Excess deferred 
      tax on share 
      based payments          -         -           -          -         -             -      1,404          1,404                 -      1,404 
 Balance at 31 
  December 2018             184       200    (19,142)   (37,128)   163,810           798     41,704        150,426                 -    150,426 
---------------------  --------  --------  ----------  ---------  --------  ------------  ---------  -------------  ----------------  --------- 
 

The accompanying notes form an integral part of this financial report.

Consolidated Statement of Cash Flows

 
                                                        Year ended     Year ended 
                                                       31 December    31 December 
                                                              2018           2017 
                                                                         Restated 
 Continuing operations                                     GBP000s        GBP000s 
 
 Cash flows from operating activities 
 Loss for the year from continuing operations             (11,072)        (2,166) 
 Adjustments for: 
 Depreciation                                                  742            829 
 Amortisation                                               21,587         14,088 
 Finance costs                                               2,487          1,444 
 Taxation recognised in profit or loss                       3,408          1,371 
 Non-trading foreign exchange gain                               -          (274) 
 Share based payments charge                                 5,679          5,323 
 Increase/ (decrease) in trade and other 
  receivables                                                1,606        (1,147) 
 Increase in inventories                                      (26)              - 
 Decrease in trade payables                                  (703)        (3,020) 
 Revaluation of short and long-term derivatives              1,150        (1,266) 
 Movement in provisions                                        200          (986) 
---------------------------------------------------  -------------  ------------- 
 Cash generated from continuing operations                  25,058         14,196 
 Interest paid (continuing operations)                     (2,173)        (1,412) 
 Income taxes paid (continuing operations)                 (2,255)           (70) 
---------------------------------------------------  -------------  ------------- 
 Net cash from operating activities (continuing 
  operations)                                               20,630         12,714 
 Net (decrease)/ increase in cash and cash 
  equivalents from discontinued operations                   (912)            267 
---------------------------------------------------  -------------  ------------- 
 Total cash flows from operating activities                 19,718         12,981 
---------------------------------------------------  -------------  ------------- 
 Cash flows from investing activities (continuing 
  operations) 
 Acquisitions                                              (4,607)       (20,338) 
 Purchase of property, plant and equipment                   (724)          (612) 
 Purchase of intangible assets                               (890)        (1,184) 
---------------------------------------------------  -------------  ------------- 
 Net cash used in investing activities (continuing 
  operations)                                              (6,221)       (22,134) 
 Net decrease in cash and cash equivalents                   (235)              - 
  from discontinued operations 
---------------------------------------------------  -------------  ------------- 
 Total cash flows used in investing activities             (6,456)       (22,134) 
---------------------------------------------------  -------------  ------------- 
 Cash flows from financing activities (continuing 
  operations) 
 Repayment of short-term borrowings                        (6,000)        (7,356) 
 Proceeds from long-term borrowings                         30,473         51,100 
 Loan fees                                                   (285)              - 
 Settlement of long-term borrowings                        (8,408)       (29,520) 
 Dividends paid                                            (9,110)        (7,134) 
 Share buy back                                           (16,853)        (1,329) 
---------------------------------------------------  -------------  ------------- 
 Net cash (used in)/ from financing activities 
  (continuing operations)                                 (10,183)          5,761 
 Net decrease in cash and cash equivalents                       -              - 
  from discontinued operations 
---------------------------------------------------  -------------  ------------- 
 Total cash flows (used in)/ from financing 
  activities                                              (10,183)          5,761 
---------------------------------------------------  -------------  ------------- 
 Net increase/ (decrease) in cash and cash 
  equivalents                                                3,079        (3,392) 
 Cash and cash equivalents at beginning 
  of year                                                    2,952          6,447 
 Effects of currency translation on cash 
  and cash equivalents                                         237          (103) 
---------------------------------------------------  -------------  ------------- 
 Cash and cash equivalents at end of year                    6,268          2,952 
---------------------------------------------------  -------------  ------------- 
 

The accompanying notes form an integral part of this financial report.

Notes to the Consolidated Financial Statements

   1.             General information 

Nature of operations

The principal activity of GlobalData Plc and its subsidiaries (together 'the Group') is to provide business information in the form of high quality proprietary data and analytics to clients in multiple sectors.

GlobalData Plc ('the Company') is a company incorporated in the United Kingdom and listed on the Alternative Investment Market (AIM). The registered office of the Company is John Carpenter House, John Carpenter Street, London, EC4Y 0AN. The registered number of the Company is 03925319.

Basis of preparation

The financial statements have been prepared under the historical cost convention as modified by the revaluation of derivative financial instruments. These condensed financial statements are for the year ended 31 December 2018 and should be read in conjunction with the Annual Report and Accounts for the year ended 31 December 2018 that is available on the Company's website. These financial statements are presented in Pounds Sterling (GBP).

This preliminary announcement does not constitute the Group's full financial statements for the year ended 31 December

2018. The auditors have reported on the Group's statutory accounts for the year ended 31 December 2018 under s495 of the Companies Act 2006, which do not contain statements under s498(2) or s498(3) of the Companies Act 2006 and are unqualified. The statutory accounts for the year ended 31 December 2018 will be filed with the Registrar of companies in due course.

The 2017 comparatives have been adjusted for the effect of discontinued operations to give a fair comparison of balance sheet and income statement line items. Details of the discontinued operations are disclosed in note 12.

Critical accounting estimates and judgements

The Group makes estimates and assumptions regarding the future. Estimates and judgements are continually evaluated based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

In the future, actual experience may deviate from these estimates and assumptions. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year relate to valuation of acquired intangible assets, recoverability of deferred tax assets, provisions for share based payments, provision for doubtful debts, carrying value of goodwill and other intangibles.

Key sources of estimation of uncertainty

Valuation of acquired intangibles

Management identified and valued acquired intangible assets on acquisitions that were made during the periods disclosed in the financial statements. Management has applied judgements in identifying and valuing intangible assets separate from goodwill that consist of assessing the value of software, brands, intellectual property rights and customer relationships. The Board have a policy of engaging professional advisors on acquisitions with a purchase price greater than GBP10 million to advise and assist in calculating intangible asset values. The Group consistently applies the following methodologies for each class of identified intangible:

   --      Customer relationships - Net present value of future cash flows 
   --      Intellectual Property - Cost to recreate the asset 
   --      Brands - Royalty relief method 

Assumptions are made on the useful life of an intangible and if shortened, would increase the amortisation charge recognised in the income statement. The identified intangibles are set out in note 7.

There are a number of assumptions in estimating the present value of future cash flows including management's expectation of future revenue, renewal rates for subscription customers, costs, timing and quantum of future capital expenditure, long-term growth rates and discount rates.

Recoverability of deferred tax assets

The Group has recognised a deferred income tax asset in its financial statements, which requires judgement for determining the extent of its recoverability at each balance sheet date. The Group assesses recoverability with reference to Board approved forecasts of future taxable profits. These forecasts require the use of assumptions and estimates. Where the temporary differences are related to losses, relevant tax law is considered to determine the availability of the losses to offset against the future taxable profits. A deferred tax asset additionally exists in relation to the temporary tax and accounting difference in relation to the share based payment scheme. Additional disclosures on the calculation of share based payments are provided in note 10.

Share based payments

The Group operates a share based compensation plan under which the entity receives services from employees as consideration for equity instruments (options) of the Group. The fair value of the employee services received in exchange for the grant of the options and awards is recognised as an expense. The total amount to be expensed is determined by reference to the fair value of the options granted, excluding the impact of any non-market service and performance vesting conditions (for example, profitability, sales growth targets and remaining an employee of the entity over a specified time period). Non-market vesting conditions are included in assumptions about the number of options and awards that are expected to vest. The total amount expensed is recognised over the vesting period, which is the period over which all of the specified existing conditions are to be satisfied. At each reporting date, the entity revises its estimates of the number of options and awards that are expected to vest based on the non-market vesting conditions. It recognises the impact of the revision to original estimates, if any, in the income statement, with a corresponding adjustment to equity. The significant judgements involved in calculating the share based payments charge are the fair value at the date of grant which is determined by using the Black-Scholes model, the senior management retention rate which is determined with reference to historical churn and the estimated vesting periods which are determined with reference to the Group's forecasts. Additional disclosures on the calculation of share based payments are provided in note 10.

Provision for doubtful debts

The Group is required to judge when there is sufficient objective evidence to require the impairment of individual trade receivables. It does this on the basis of the age of the relevant receivables, external evidence of the credit status of the customer entity and the status of any disputed amounts. The Group will also review the previous payment profile of the customer and liaise with the customers' management team before concluding on whether a provision is required.

Carrying value of goodwill and other intangibles

The carrying value of goodwill and other intangibles is assessed at least annually to ensure that there is no need for impairment. Performing this assessment requires management to estimate future cash flows to be generated by the related cash generating unit, which entails making judgements including the expected rate of growth of sales, margins expected to be achieved, the level of future capital expenditure required to support these outcomes and the appropriate discount rate to apply when valuing future cash flows. See note 7 for further details on intangibles and goodwill.

Critical accounting judgements

Segmental reporting

IFRS 8 "Operating Segments" requires the segment information presented in the financial statements to be that which is used internally by the chief operating decision maker to evaluate the performance of the business and to decide how to allocate resources. The Group has identified the Executive Directors as its chief operating decision maker. Business information is provided to customers through one single brand via multiple channels by a dedicated content team that is centrally managed by Research Directors who report directly to the Executive Directors. Business information is therefore considered to be the operating segment of the Group.

Acquisition accounting

Management has determined it is most appropriate to follow the principles of IFRS 3 "Business Combinations", and apply acquisition accounting for acquisitions of entities under common control. As the Group paid over and above the book value of Research Views Limited, this allows for the recognition of these intangibles and reflects the fact that the rights of the minority interest shareholders have been affected. Irrespective of both Globaldata Plc and Research Views Limited being under common control, management's judgement is that the transaction was a combination of two businesses and the Group is expected to benefit from the synergies of combining the two businesses.

Defined benefit pension asset

As part of the acquisition of Research Views Limited and its subsidiaries, the Group acquired a defined benefit pension scheme. As at 31 December 2018 the scheme is in surplus, however management's judgement is that the surplus should not be recognised on the balance sheet. IFRIC14 came into effect on 1 January 2018 and applies to pension schemes reporting under IAS19. Under IFRIC14, recognition of a surplus should be considered in the context of whether a scheme sponsor has a future unconditional right to a refund of a scheme surplus that may arise. Management have considered the scheme rules which state that receipt of any refund would be conditional on how the trustees determine the overall surplus should be distributed. Management have therefore taken the view that the Group does not an unconditional right to a refund and as such have not recognised the surplus as an asset.

Going concern

The Group meets its day-to-day working capital requirements through free cash flow. Based on cash flow projections the Group considers the existing financing facilities to be adequate to meet short-term commitments.

The finance facilities were issued with debt covenants which are measured on a quarterly basis. Management have reviewed forecasted cash flows and there is no indication that there will be any breach in the next 12 months.

The Directors have a reasonable expectation that there are no material uncertainties that cast significant doubt about the Group's ability to continue as a going concern. Accordingly, the Group has prepared the annual report and financial statements on a going concern basis

   2.             Accounting policies 

This report has been prepared based on the accounting policies detailed in the Group's financial statements for the year ended 31 December 2018.

   3.             Segmental analysis 

The principal activity of GlobalData Plc and its subsidiaries (together 'the Group') is to provide business information in the form of high quality proprietary data and analytics to clients in multiple sectors.

IFRS 8 "Operating Segments" requires the segment information presented in the financial statements to be that which is used internally by the chief operating decision maker to evaluate the performance of the business and to decide how to allocate resources. The Group has identified the Executive Directors as its chief operating decision maker.

Business information is provided to customers through multiple channels by a dedicated content team that is centrally managed by Research Directors who report directly to the Executive Directors. Business information is therefore considered to be the operating segment of the Group. The Group profit or loss is reported to the Executive Directors on a monthly basis and consists of earnings before interest, tax, depreciation, amortisation, central overheads and other adjusting items. The Executive Directors also monitor revenue within the operating segment.

A reconciliation of Adjusted EBITDA to loss before tax from continuing operations is set out below:

 
                                                                                           Year ended 31 December 2017 
                                                             Year ended 31 December 2018                      Restated 
                                                                                 GBP000s                       GBP000s 
 Business Information                                                            157,553                       118,649 
 Total Revenue                                                                   157,553                       118,649 
 
 Adjusted EBITDA                                                                  32,230                        23,387 
 Other expenses (see note 5)                                                    (35,500)                      (19,783) 
 Depreciation                                                                      (742)                         (829) 
 Amortisation (excluding amortisation of acquired 
  intangible assets)                                                             (1,165)                       (2,126) 
 Finance costs                                                                   (2,487)                       (1,444) 
 Loss before tax from continuing operations                                      (7,664)                         (795) 
----------------------------------------------------------  ----------------------------  ---------------------------- 
 

Geographical analysis

Our primary geographical markets are serviced by our global sales teams which are organised into European Key Accounts, Global Business Development, US and Asia Pacific. The below disaggregated revenue is derived from the geographical location of our customer rather than the team structure we are organised by.

From continuing operations

 
 Year ended 31 December 2018             UK    Europe   Americas(1)   Asia Pacific   MENA(2)   Rest of World     Total 
                                    GBP000s   GBP000s       GBP000s        GBP000s   GBP'000         GBP000s   GBP000s 
 Revenue from external customers     25,322    42,848        54,263         14,967    14,662           5,491   157,553 
---------------------------------  --------  --------  ------------  -------------  --------  --------------  -------- 
 
 
 Year ended 31 December 2017             UK    Europe   Americas(1)   Asia Pacific   MENA(2)   Rest of World     Total 
 (Restated) 
                                    GBP000s   GBP000s       GBP000s        GBP000s   GBP'000         GBP000s   GBP000s 
 Revenue from external customers     20,847    33,381        45,067         12,428     3,544           3,382   118,649 
---------------------------------  --------  --------  ------------  -------------  --------  --------------  -------- 
 
   1.     Americas includes revenue to the United States of America of GBP51.4m (2017: GBP42.4.7m) 
   2.     Middle East & North Africa 

Intangible assets held in the US and Canada were GBP23.2 million (2017: GBP13.1 million), of which GBP18.1 million related to Goodwill (2017: GBP11.6 million). Intangible assets held in the UAE were GBP17.5m (2017: GBP18.1 million) of which GBP11.4m related to Goodwill (2017: GBP10.3 million). All other non-current assets are held in the UK. The largest customer represented less than 2% of the Group's consolidated revenue.

The Group generates revenue from services provided over a period of time such as recurring subscription and other services which are deliverable at a point in time such as reports, events and custom research.

Subscription income for online services, data and analytics (typically 12 month) is normally received at the beginning of the services and is therefore recognised as a contract liability, "invoiced forward revenues", on the balance sheet. Revenue is recognised evenly over the period of the contractual term as the performance obligations are satisfied evenly over the term of subscription.

The revenue on services delivered at a point in time is recognised when our contractual obligation is satisfied, such as delivery of a static report or delivery of an event. The obligation on these types of contracts is a discreet obligation, which once met satisfies the group performance obligation under the terms of the contract.

Any invoiced contracted amounts which are still subject to performance obligations and where the payment has been received or is contractually due, is recognised within invoiced forward revenue at the statement of financial position date. Typically, the Group receives settlement of cash at the start of each contract and standard terms are zero days.

 
                            Revenue recognised in Consolidated Income      Invoiced Forward Revenue recognised within 
                                            Statement                            the Consolidated Balance Sheet 
                                  Year ended 31           Year ended 31      As at 31 December       As at 31 December 
                                  December 2018           December 2017                   2018                    2017 
                                        GBP000s                 GBP000s                GBP000s                 GBP000s 
 Services transferred: 
   Over a period of 
    time                                116,807                  83,021                 55,490                  38,706 
   Immediately on 
    delivery                             40,746                  35,628                 11,670                  13,587 
-----------------------  ----------------------  ----------------------  ---------------------  ---------------------- 
 Total                                  157,553                 118,649                 67,160                  52,293 
 

The impact of IFRS 15 reduced the invoiced forward revenue balance at 31 December 2018 for services transferred over a period of time from GBP69,760,000 to GBP55,490,000 which was a result of reducing the balance for contracted amounts whereby the service has not started and the payment is not contractually due. All service obligations are due within 1 year.

At 31 Dec 2018, total 2019 revenue already invoiced totalled GBP81,429,000 (2017: GBP60,598,000) comprising the above amounts due and additional amounts not recognised in the statement of financial position which are contracted for receipt later in 2019.

On a like for like basis the underlying growth of invoiced 2019 revenue (excluding the IFRS 15 adjustment) was 9%, with the additional amounts being added through businesses acquired in the year.

The Group determines each contract value in negotiation with each client depending on the list price of each service and number and type of licence or delivery. The Group's sales team are compensated in part by fixed salary and part by commission compensation based upon sales performance, the commission cost is recognised in full at the point of sale and is for contracts no longer than 1 year in length.

   4.             Restatement 

IFRS 15 came into effective from 1 January 2018 and following an assessment of the financial impact of the changes required from the adoption of this new standard, there is no material change to the Consolidated Income Statement of the Group. The change only affects the recognition of bespoke research revenue, where we are no longer able to recognise revenue over the course of a contract on a completion basis, but instead must recognise revenue once performance obligations have been delivered. Materially, the delivery on a completion basis was very much aligned to delivery of key obligation milestone within our contracts and therefore does not differ in materially when compared with the provisions of the new standard.

The Consolidated Statement of Financial Position has been adjusted by the requirement to net down deferred income against trade receivables for amounts that have been invoiced but the service had not started at the 31 December 2018 and are not yet due. This adjustment has not affected the net assets of the Group.

Effect on Statement of Financial Position as at 31 December 2018

 
 
                                         31 December 2018     IFRS 15 Adjustments      31 December 2018 excluding IFRS 
                                              As reported                Net down                               15 adj 
                                                  GBP000s                 GBP000s                              GBP000s 
 Non-current assets 
 Property, plant and equipment                      1,314                       -                                1,314 
 Intangible assets                                258,492                       -                              258,492 
 Trade and other receivables                        2,775                       -                                2,775 
 Deferred tax assets                                6,709                       -                                6,709 
------------------------------------  -------------------  ----------------------  ----------------------------------- 
                                                  269,290                       -                              269,290 
------------------------------------  -------------------  ----------------------  ----------------------------------- 
 Current assets 
 Trade and other receivables                       51,324                (14,269)                               65,593 
 Short-term derivative assets                         529                       -                                  529 
 Cash and cash equivalents                          6,268                       -                                6,268 
------------------------------------  -------------------  ----------------------  ----------------------------------- 
                                                   58,121                (14,269)                               72,390 
------------------------------------  -------------------  ----------------------  ----------------------------------- 
 Total assets                                     327,411                (14,269)                              341,680 
------------------------------------  -------------------  ----------------------  ----------------------------------- 
 Current liabilities 
 Trade and other payables                        (92,660)                  14,269                            (106,929) 
 Short-term borrowings                            (6,000)                       -                              (6,000) 
 Current tax payable                              (5,204)                       -                              (5,204) 
 Short-term derivative liabilities                (1,408)                       -                              (1,408) 
 Short-term provisions                              (364)                       -                                (364) 
------------------------------------  -------------------  ----------------------  ----------------------------------- 
                                                (105,636)                  14,269                            (119,905) 
------------------------------------  -------------------  ----------------------  ----------------------------------- 
 Non-current liabilities 
 Long-term provisions                               (437)                       -                                (437) 
 Deferred tax liabilities                         (6,571)                       -                              (6,571) 
 Long-term borrowings                            (64,341)                       -                             (64,341) 
------------------------------------  -------------------  ----------------------  ----------------------------------- 
                                                 (71,349)                       -                             (71,349) 
------------------------------------  -------------------  ----------------------  ----------------------------------- 
 Total liabilities                              (176,985)                  14,269                            (191,254) 
------------------------------------  -------------------  ----------------------  ----------------------------------- 
 Net assets                                       150,426                       -                              150,426 
------------------------------------  -------------------  ----------------------  ----------------------------------- 
 Equity 
 Share capital                                        184                       -                                  184 
 Share premium account                                200                       -                                  200 
 Treasury reserve                                (19,142)                       -                             (19,142) 
 Other reserve                                   (37,128)                       -                             (37,128) 
 Merger reserve                                   163,810                       -                              163,810 
 Foreign currency translation 
  reserve                                             798                       -                                  798 
 Retained profit                                   41,704                       -                               41,704 
------------------------------------  -------------------  ----------------------  ----------------------------------- 
 Equity attributable to equity 
  holders of the parent                           150,426                       -                              150,426 
------------------------------------  -------------------  ----------------------  ----------------------------------- 
 

The Group has adopted IFRS 15 on 1 January 2018 using the full retrospective approach. As a result, the Consolidated Statement of Financial Position at 31 December 2017 has been restated as detailed in the table below.

 
 
                                                    31 December 2017     IFRS 15 Adjustments          31 December 2017 
                                                         As reported                Net down     excluding IFRS 15 adj 
                                                             GBP000s                 GBP000s                   GBP000s 
 Non-current assets 
 Property, plant and equipment                                 1,243                       -                     1,243 
 Intangible assets                                           150,548                       -                   150,548 
 Trade and other receivables                                   3,700                       -                     3,700 
 Deferred tax assets                                           4,947                       -                     4,947 
-----------------------------------------------  -------------------  ----------------------  ------------------------ 
                                                             160,438                       -                   160,438 
-----------------------------------------------  -------------------  ----------------------  ------------------------ 
 Current assets 
 Inventories                                                       6                       -                         6 
 Trade and other receivables                                  42,421                 (8,305)                    50,726 
 Short-term derivative assets                                    369                       -                       369 
 Cash and cash equivalents                                     2,952                       -                     2,952 
-----------------------------------------------  -------------------  ----------------------  ------------------------ 
                                                              45,748                 (8,305)                    54,053 
-----------------------------------------------  -------------------  ----------------------  ------------------------ 
 Total assets                                                206,186                 (8,305)                   214,491 
-----------------------------------------------  -------------------  ----------------------  ------------------------ 
 Current liabilities 
 Trade and other payables                                   (69,537)                   8,305                  (77,842) 
 Short-term borrowings                                       (6,000)                       -                   (6,000) 
 Current tax payable                                         (2,990)                       -                   (2,990) 
 Short-term derivative liabilities                              (98)                       -                      (98) 
 Short-term provisions                                         (160)                       -                     (160) 
-----------------------------------------------  -------------------  ----------------------  ------------------------ 
                                                            (78,785)                   8,305                  (87,090) 
-----------------------------------------------  -------------------  ----------------------  ------------------------ 
 Non-current liabilities 
 Long-term provisions                                          (441)                       -                     (441) 
 Deferred tax liabilities                                    (3,014)                       -                   (3,014) 
 Long-term borrowings                                       (39,955)                       -                  (39,955) 
-----------------------------------------------  -------------------  ----------------------  ------------------------ 
                                                            (43,410)                       -                  (43,410) 
-----------------------------------------------  -------------------  ----------------------  ------------------------ 
 Total liabilities                                         (122,195)                   8,305                 (130,500) 
-----------------------------------------------  -------------------  ----------------------  ------------------------ 
 Net assets                                                   83,991                       -                    83,991 
-----------------------------------------------  -------------------  ----------------------  ------------------------ 
 Equity 
 Share capital                                                   173                       -                       173 
 Share premium account                                           200                       -                       200 
 Treasury reserve                                            (2,289)                       -                   (2,289) 
 Other reserve                                              (37,128)                       -                  (37,128) 
 Merger reserve                                               66,481                       -                    66,481 
 Foreign currency translation reserve                          (190)                       -                     (190) 
 Retained profit                                              56,744                       -                    56,744 
-----------------------------------------------  -------------------  ----------------------  ------------------------ 
 Equity attributable to equity holders of the 
  parent                                                      83,991                       -                    83,991 
-----------------------------------------------  -------------------  ----------------------  ------------------------ 
 

Additionally, the Consolidated Income Statement for the year ending 31 December 2017 has been restated to reflect the discontinued operations (see note 12).

   5.             Other expenses 
 
                                                             Year ended 31 December 2018   Year ended 31 December 2017 
                                                                                 GBP000s                       GBP000s 
 Restructuring costs                                                               3,661                         2,436 
 M&A costs                                                                         3,181                           911 
 Items associated with acquisitions and restructure of the 
  Group                                                                            6,842                         3,347 
 Share based payments charge                                                       5,679                         5,323 
 Revaluation of short and long-term derivatives                                    1,150                       (1,266) 
 Unrealised operating foreign exchange loss                                        1,407                           417 
 Amortisation of acquired intangibles                                             20,422                        11,962 
 Total other expenses                                                             35,500                        19,783 
----------------------------------------------------------  ----------------------------  ---------------------------- 
 

During the year the Group has undergone significant M&A activity, particularly the acquisition of Research Views Limited therefore costs associated with the M&A has been adjusted from Adjusted EBITDA.

Furthermore, the Group's M&A and expansion over the past three years meant the Group underwent some significant restructuring, principally as a result of the Research Views Limited, but also to remove duplicated costs from prior acquisitions and to align the Group's cost base to its strategy and needs going forward.

The adjustments made are as follows:

   --              The M&A costs relate to due diligence and corporate finance activity. 
   --              Restructuring costs relates to redundancies and other restructuring. 
   --              The share based payments charge relates to the share option scheme (see note 10). 

-- The revaluation of short and long-term derivatives relates to movement in the fair value of the short and long-term derivatives.

-- Unrealised operating foreign exchange losses relate to non-cash exchange losses made on operating items.

   6.             Earnings per share 

The calculation of the basic earnings per share is based on the earnings attributable to ordinary shareholders of the parent company divided by the weighted average number of shares in issue during the year. The Group also has a share options scheme in place and therefore the Group has calculated the dilutive effect of these options. The below table shows earnings per share for both continuing and discontinued operations:

 
 
                                                                     Year ended 31 December   Year ended 31 December 
                                                                                                            Restated 
                                                                                       2018                     2017 
 Continuing operations 
 Basic 
 Loss for the period attributable to ordinary shareholders 
  (GBP000s)                                                                        (11,072)                  (2,166) 
 Less: non-controlling interest                                                         107                        - 
 Loss for the period attributable to ordinary shareholders of the 
  parent company (GBP000s)                                                         (11,179)                  (2,166) 
 Weighted average number of shares (000s)                                           113,319                  102,346 
 Basic loss per share (pence)                                                        (9.87)                   (2.12) 
 Diluted 
 Loss for the period attributable to ordinary shareholders 
  (GBP000s)                                                                        (11,072)                  (2,166) 
 Less: non-controlling interest                                                         107                        - 
 Loss for the period attributable to ordinary shareholders of the 
  parent company (GBP000s)                                                         (11,179)                  (2,166) 
 Weighted average number of shares* (000s)                                          113,319                  102,346 
 Diluted loss per share (pence)                                                      (9.87)                   (2.12) 
 Discontinued operations 
 Basic 
 (Loss)/ profit for the year attributable to ordinary shareholders 
  of the parent company (GBP000s)                                                   (1,255)                       10 
 Weighted average number of shares (000s)                                           113,319                  102,346 
 Basic (loss)/ profit per share (pence)                                              (1.11)                     0.01 
 Diluted 
 (Loss)/ profit for the year attributable to ordinary shareholders 
  of the parent company (GBP000s)                                                   (1,255)                       10 
 Weighted average number of shares* (000s)                                          113,319                  112,968 
 Diluted (loss)/ profit per share (pence)                                            (1.11)                     0.01 
------------------------------------------------------------------  -----------------------  ----------------------- 
 Total 
 Basic 
 Loss for the period attributable to ordinary shareholders 
  (GBP000s)                                                                        (12,327)                  (2,156) 
 Less: non-controlling interest                                                         107                        - 
 Loss for the period attributable to ordinary shareholders of the 
  parent company (GBP000s)                                                         (12,434)                  (2,156) 
 Weighted average number of shares (000s)                                           113,319                  102,346 
 Basic loss per share (pence)                                                       (10.97)                   (2.11) 
 Diluted 
 Loss for the period attributable to ordinary shareholders 
  (GBP000s)                                                                        (12,327)                  (2,156) 
 Less: non-controlling interest                                                         107                        - 
 Loss for the period attributable to ordinary shareholders of the 
  parent company (GBP000s)                                                         (12,434)                  (2,156) 
 Weighted average number of shares* (000s)                                          113,319                  102,346 
 Diluted loss per share (pence)                                                     (10.97)                   (2.11) 
------------------------------------------------------------------  -----------------------  ----------------------- 
 

Reconciliation of basic weighted average number of shares to the diluted weighted average number of shares:

 
                                              31 December   31 December 
                                                     2018          2017 
                                                  No'000s       No'000s 
 Basic weighted average number of shares          113,319       102,346 
 Share options in issue at end of year             10,809        10,622 
-------------------------------------------  ------------  ------------ 
 Diluted weighted average number of shares        124,128       112,968 
-------------------------------------------  ------------  ------------ 
 

* Where the share options in issue are anti-dilutive in respect of the diluted loss per share calculation in 2018 and 2017, the options have not been included in the calculation.

   7.             Intangible assets 
 
                            Software   Customer relationships    Brands   IP rights and Database   Goodwill      Total 
                             GBP000s                  GBP000s   GBP000s                  GBP000s    GBP000s    GBP000s 
 Cost 
 As at 1 January 2017          7,577                   25,575    10,695                   22,529    111,455    177,831 
 Additions: Business 
  Combinations                   117                    7,180     1,596                    4,356     16,779     30,028 
 Additions: Separately 
  Acquired                     1,036                        -       148                        -          -      1,184 
 Foreign currency 
  retranslation                 (47)                        -         -                        -          -       (47) 
 Disposals                       (1)                        -         -                        -          -        (1) 
 As at 31 December 2017        8,682                   32,755    12,439                   26,885    128,234    208,995 
 Additions: Business 
  Combinations                   371                    9,921     3,268                   21,465     94,120    129,145 
 Additions: Separately 
  Acquired                       890                        -         -                        -          -        890 
 Fair value adjustment         (177)                     (65)         -                        -        406        164 
 Foreign currency 
  retranslation                    7                        -         -                        -          -          7 
 Disposals                      (48)                        -         -                  (1,287)          -    (1,335) 
 As at 31 December 2018        9,725                   42,611    15,707                   47,063    222,760    337,866 
-------------------------  ---------  -----------------------  --------  -----------------------  ---------  --------- 
 
 Amortisation 
 As at 1 January 2017        (5,716)                 (13,559)   (2,597)                 (13,093)    (9,360)   (44,325) 
 Additions: Business 
  Combinations                  (73)                        -         -                        -          -       (73) 
 Charge for the year         (1,118)                  (3,097)   (1,290)                  (8,583)          -   (14,088) 
 Foreign currency 
  retranslation                   38                        -         -                        -          -         38 
 Disposals                         1                        -         -                        -          -          1 
-------------------------  ---------  -----------------------  --------  -----------------------  ---------  --------- 
 As at 31 December 2017      (6,868)                 (16,656)   (3,887)                 (21,676)    (9,360)   (58,447) 
 Additions: Business 
  Combinations                 (199)                        -         -                        -          -      (199) 
 Charge for the year         (1,115)                  (4,197)   (4,280)                 (11,343)      (652)   (21,587) 
 Impairment of goodwill            -                        -         -                        -      (535)      (535) 
 Fair value adjustment            85                        -         -                        -          -         85 
 Foreign currency 
  retranslation                 (14)                      (2)       (6)                      (4)          -       (26) 
 Disposals                        48                        -         -                    1,287          -      1,335 
 As at 31 December 2018      (8,063)                 (20,855)   (8,173)                 (31,736)   (10,547)   (79,374) 
-------------------------  ---------  -----------------------  --------  -----------------------  ---------  --------- 
 
 Net book value 
 As at 31 December 2018        1,662                   21,756     7,534                   15,327    212,213    258,492 
 As at 31 December 2017        1,814                   16,099     8,552                    5,209    118,874    150,548 
-------------------------  ---------  -----------------------  --------  -----------------------  ---------  --------- 
 

Additions as a result of business combinations in the year have been disclosed in further detail in note 11.

   8.             Borrowings 
 
                              31 December   31 December 
                                     2018          2017 
                                  GBP000s       GBP000s 
 Current 
 Loans due within one year          6,000         6,000 
---------------------------  ------------  ------------ 
 
 Non-current 
 Long-term loans                   64,341        39,955 
---------------------------  ------------  ------------ 
 

Term loan and RCF

In April 2017, the Group refinanced its debt position. The facility consists of a GBP30.0 million term loan to replace the previous facilities held with The Royal Bank of Scotland. This is repayable in quarterly instalments over 5 years, with total repayments due in the next 12 months of GBP6.0 million. The outstanding balance as at 31 December 2018 was GBP19.5 million.

In addition to the term loan, the Group also has a revolving capital facility (RCF) of GBP70.0 million. As at 31 December 2018, the Group had a total draw down against the RCF facilities of GBP51.6 million.

These facilities have been provided by The Royal Bank of Scotland, HSBC and Bank of Ireland.

Interest is charged on the term loan and drawn down RCF at a rate of 2.5% over the London Interbank Offered Rate.

Borrowings can be reconciled as follows:

 
                                              31 December   31 December 
                                                     2018          2017 
                                                  GBP000s       GBP000s 
 
 Term loan                                         19,500        25,500 
 RCF                                               51,573        21,100 
 Capitalised fees, net of amortised amount          (732)         (645) 
-------------------------------------------  ------------  ------------ 
                                                   70,341        45,955 
-------------------------------------------  ------------  ------------ 
 
   9.             Equity 

Share capital

Allotted, called up and fully paid:

 
                                                                31 December 2018         31 December 2017 
                                                              No'000      GBP000s       No'000     GBP000s 
 
Ordinary shares at 1 January (1/14(th) pence)                102,346           73      102,346          73 
Issue of shares: Consideration Research Views Limited         15,957           11            -           - 
Ordinary shares c/f 31 December (1/14(th) pence)             118,303           84      102,346          73 
 
Deferred shares of GBP1.00 each                                  100          100          100         100 
------------------------------------------------------  ------------  -----------  -----------  ---------- 
                                                             118,403          184      102,446         173 
------------------------------------------------------  ------------  -----------  -----------  ---------- 
 

Share Buyback

During the year the Group purchased an aggregate amount of 2,869,289 shares at a total market value of GBP16,853,000. The purchased shares will be held in the Group's Employee Benefit Trust for the purpose of satisfying the exercise of share options under the Company's Employee Share Option Plan.

Capital management

The Group's capital management objectives are:

   --      To ensure the Group's ability to continue as a going concern 

-- To fund future growth and provide an adequate return to shareholders and, when appropriate, distribute dividends

The capital structure of the Group consists of net debt, which includes borrowings (note 8) and cash and cash equivalents, and equity.

The Company has two classes of shares. The ordinary shares carry no right to fixed income and each share carries the right to one vote at general meetings of the Company.

The deferred shares do not confer upon the holders the right to receive any dividend, distribution or other participation in the profits of the Company. The deferred shares do not entitle the holders to receive notice of or to attend and speak or vote at any general meeting of the Company. On distribution of assets on liquidation or otherwise, the surplus assets of the Company remaining after payments of its liabilities shall be applied first in repaying to holders of the deferred shares the nominal amounts and any premiums paid up or credited as paid up on such shares, and second the balance of such assets shall belong to and be distributed among the holders of the ordinary shares in proportion to the nominal amounts paid up on the ordinary shares held by them respectively.

There are no specific restrictions on the size of a holding nor on the transfer of shares, which are both governed by the general provisions of the Articles of Association and prevailing legislation. The Directors are not aware of any agreements between holders of the Company's shares that may result in restrictions on the transfer of securities or on voting rights.

No person has any special rights of control over the Company's share capital and all its issued shares are fully paid.

With regard to the appointment and replacement of Directors, the Company is governed by its Articles of Association, the Companies Act and related legislation. The Articles themselves may be amended by special resolution of the shareholders. The powers of Directors are described in the Board Terms of Reference, copies of which are available on request.

Dividends

The final dividend for 2017 was 5.0p per share and was paid in April 2018. The total dividend for the current year was 11.0 pence per share, with an interim dividend of 3.5 pence per share paid on 3 October 2018 to shareholders on the register at the close of business on 31 August 2018 and a final dividend of 7.5 pence per share will be paid on 26 April 2019 to shareholders on the register at the close of business on 22 March 2019. The ex-dividend date will be on 21 March 2019.

Merger reserve

The merger reserve was created to account for the premium on the shares issued in consideration for the purchase of GlobalData Holding Limited in 2016. The premium on the shares issued in consideration for the purchase of Research Views Limited and its subsidiaries (note 11) of GBP97.3 million was recognised in the merger reserve in the period ending 30 June 2018.

Treasury reserve

The treasury reserve contains shares held in treasury by the Group and in the Group's Employee Benefit Trust for the purpose of satisfying the exercise of share options under the Company's Employee Share Option Plan.

Other reserve

Other reserves consist of a reserve created upon the reverse acquisition of the TMN Group Plc in 2009. The parent company reserve differs from this due to the restatement of consolidated reserves at the time of the reverse acquisition. The parent company other reserve was generated in 2008 upon the issue of shares to fund acquisitions.

The disclosures above are for both the Group and the Company.

Foreign currency translation reserve

The foreign currency translation reserve contains the translation differences that arise upon translating the results of subsidiaries with a functional currency other than Sterling. Such exchange differences are recognised in the income statement in the period in which a foreign operation is disposed of.

During the year, there is a reclassification of GBP1.4m, which debits the corporation tax charge in the year ended 31 December 2018 and credits Retained Earnings within equity, in relation to deferred tax on share based payments. Further information is given in note 10.

   10.          Share based payments 

The Group created a share option scheme during the year ended 31 December 2010 and granted the first options under the scheme on 1 January 2011 to certain senior employees. Each option granted converts to one ordinary share on exercise. A participant may exercise their options (subject to employment conditions) at any time during a prescribed period from the vesting date to the date the option lapses. For these options to be exercised the Group's earnings before interest, taxation, depreciation and amortisation, as adjusted by the Remuneration Committee for significant or one-off occurrences, must exceed certain targets. The fair values of options granted were determined using the Black-Scholes model. The inputs used in the model were:

   --      share price at date of grant 
   --      exercise price 
   --      time to maturity 
   --      annual risk-free interest rate and; 
   --      annualised volatility 

The following assumptions were used in the valuation:

 
 Award Tranche         Grant Date     Fair Value                  Estimated        Weighted 
                                        of Share     Exercise    Forfeiture         Average 
                                        Price at        Price     rate p.a.    of Remaining 
                                      Grant Date      (Pence)                   Contractual 
                                                                               Life (Years) 
---------------  ----------------  -------------  -----------  ------------  -------------- 
 
 Award 1           1 January 2011        GBP1.09      0.0714p          7.5%             1.3 
 Award 3               1 May 2012        GBP1.87      0.0714p           10%             1.4 
 Award 4             7 March 2014        GBP2.55      0.0714p           10%             1.4 
                     22 September 
 Award 6                     2014       GBP2.525      0.0714p            0%             1.3 
                       9 December 
 Award 7                     2014       GBP2.075      0.0714p           10%             1.5 
                      31 December 
 Award 8                     2014       GBP2.025      0.0714p           10%             1.5 
 Award 9            21 April 2015       GBP2.040      0.0714p           10%             1.5 
                     28 September 
 Award 10                    2015       GBP2.490      0.0714p           10%             1.3 
 Award 11           17 March 2016       GBP2.064      0.0714p            0%             2.0 
 Award 12           17 March 2016       GBP2.064      0.0714p           10%             1.6 
                       21 October 
 Award 13                    2016       GBP4.425      0.0714p           10%             1.6 
 Award 14           21 March 2017       GBP5.465      0.0714p           20%             1.6 
 Award 15           21 March 2017       GBP5.465      0.0714p           20%             1.7 
 Award 16           21 March 2017       GBP5.465      0.0714p           20%             1.3 
                     21 September 
 Award 17                    2017       GBP5.740      0.0714p           20%             1.8 
 Award 18           20 March 2018       GBP3.070      0.0714p           20%             1.8 
 Award 19           20 March 2018       GBP3.070      0.0714p           20%             2.0 
                       23 October 
 Award 20                    2018       GBP2.720      0.0714p           20%             1,7 
                       23 October 
 Award 21                    2018       GBP2.720      0.0714p           20%             1.7 
                       23 October 
 Award 22                    2018       GBP2.720      0.0714p            0%             1.3 
 

Awards 2 and 5 have been fully forfeited.

The estimated forfeiture rate assumption is based upon management's expectation of the number of options that will lapse over the vesting period. The assumptions were determined when the scheme was set up in 2011 and are reviewed annually. Management believe the current assumptions to be reasonable based upon the rate of lapsed options.

The risk free interest rate and annualised volatility for awards granted in October 2018 were 1.2% and 17% respectively. The risk free interest rate and annualised volatility for awards granted in March 2018 were 1.4% and 23% respectively.

Each of the awards are subject to the vesting criteria set by the Remuneration Committee. In order for the remaining options to be exercised, the Group's earnings before interest, taxation, depreciation and amortisation, as adjusted by the Remuneration Committee for significant or one-off occurrences, must exceed targets of GBP32 million, GBP41million and GBP52 million respectively (2017: GBP28 million and GBP39 million respectively). The targets were revised during 2018 following the acquisition of Research Views Limited and MEED (2017: revised following the acquisition of the Pharmsource and Infinata businesses).

 
 
                                                                      Group 
                                               Group Achieves        Achieves 
               Group Achieves GBP10m EBITDA    GBP32m EBITDA      GBP41m EBITDA      Group Achieves GBP52m EBITDA 
------------  -----------------------------  -----------------  -----------------  ------------------------------- 
 Award 1-4               20% Vest                 25% Vest          25% Vest                   50% Vest 
 Award 6                   N/a                    25% Vest          25% Vest                   50% Vest 
 Award 7                   N/a                    20% Vest          20% Vest                   60% Vest 
 Award 8                   N/a                    20% Vest          20% Vest                   60% Vest 
 Award 9                   N/a                    20% Vest          20% Vest                   60% Vest 
 Award 10                  N/a                    25% Vest          25% Vest                   50% Vest 
 Award 12                  N/a                    18% Vest          18% Vest                   64% Vest 
 Award 13                  N/a                    18% Vest          18% Vest                   64% Vest 
 Award 14                  N/a                    18% Vest          18% Vest                   64% Vest 
 Award 15                  N/a                    13% Vest          13% Vest                   74% Vest 
 Award 16                  N/a                    25% Vest          25% Vest                   50% Vest 
 Award 17                  N/a                    10% Vest          10% Vest                   80% Vest 
 Award 18                  N/a                    10% Vest          10% Vest                   80% Vest 
 Award 19                  N/a                    0% Vest            0% Vest                  100% Vest 
 Award 20                  N/a                    10% Vest          10% Vest                   80% Vest 
 Award 21                  N/a                    10% Vest          10% Vest                   80% Vest 
 Award 22                  N/a                    25% Vest          25% Vest                   50% Vest 
 
 
 

Award 11 relates to options awarded to Executive Chairman, Bernard Cragg during 2016. The options will vest on 31 January 2019 and 31 January 2021 in equal tranches.

The total charge recognised for the scheme during the twelve months to 31 December 2018 was GBP5,679,000 (2017: GBP5,323,000). The awards of the scheme are settled with ordinary shares of the Company.

During the period the Group purchased an aggregate amount of 2,869,289 shares at a total market value of GBP16,853,000. The purchased shares will be held in treasury and in the Group's Employee Benefit Trust for the purpose of satisfying the exercise of share options under the Company's Employee Share Option Plan.

Reconciliation of movement in the number of options is provided below.

 
                      Option price     Number of 
                           (pence)       options 
 
 31 December 2017           1/14th    10,621,857 
 Granted                    1/14th     1,428,400 
 Forfeited                  1/14th   (1,241,396) 
------------------  --------------  ------------ 
 31 December 2018           1/14th    10,808,861 
------------------  --------------  ------------ 
 

The following table summarises the Group's share options outstanding at each year end:

 
                          Options   Option price       Remaining 
   Reporting date     outstanding        (pence)    life (years) 
 
 31 December 2011       5,004,300         1/14th             3.7 
 31 December 2012       4,931,150         1/14th             4.3 
 31 December 2013       4,775,050         1/14th             3.3 
 31 December 2014       8,358,880         1/14th             2.5 
 31 December 2015       7,557,840         1/14th             2.5 
 31 December 2016       9,450,183         1/14th             3.2 
 31 December 2017      10,621,857       1/14(th)             2.2 
 31 December 2018      10,808,861       1/14(th)             1.4 
------------------  -------------  -------------  -------------- 
 

During 2018 the Group identified that in years prior to 2017 the share based Payment charge in the Group profit and loss account had been overstated by an aggregate GBP3.6m, as the charge had not been appropriately trued up each year for leavers. Because the annual charge is reversed each year in the Retained profit reserve, there has been no annual or cumulative misstatement of the Groups net assets or reserves. The error in 2017 was immaterial and accordingly the share based payment charge for that year has not been restated. The basis of calculation of the charge has been corrected for 2018 and future years.

The impact of the above has meant that there is a reclassification of GBP1.4m, which debits the corporation tax charge in the year ended 31 December 2018 and credits Retained Earnings within equity, in relation to deferred tax on share based payments.

   11.          Acquisitions 

Research Views Limited

On 28 March 2018, the Group took control of the entire share capital of Research Views Limited. Although the acquisition was subject to shareholder vote at a general meeting on 24th April, HMRC had approved the commercial aspects of the transaction and Mike Danson (68.6% majority shareholder at the time) had signed an irrevocable undertaking to vote in favour of the acquisition. Therefore, at this stage the Group was certain the deal would be approved and started to integrate and manage the acquired business.

The transaction was effected by a share for share exchange, in which GlobalData Plc issued 15,957,447 shares to the shareholders of Research Views Limited. Based on GlobalData's share price of GBP6.10 on 28 March 2018 (the date of transfer of control), the acquisition value was GBP97.3 million.

The amounts recognised for each class of assets and liabilities at the acquisition date were as follows:

 
                                                      Carrying Value   Fair Value Adjustments 
                                                                                                  Fair Value 
                                                             GBP000s                  GBP000s        GBP000s 
 Intangible assets consisting of: 
            Brand                                                  -                    3,089          3,089 
            Customer relationships                                 -                    9,319          9,319 
            Intellectual property and content                      -                   20,430         20,430 
 Net liabilities acquired consisting of: 
            Property, plant and equipment                         95                        -             95 
            Intangible assets                                  3,187                  (3,028)            159 
            Cash and cash equivalents                            585                        -            585 
            Trade and other receivables                        4,159                    (151)          4,008 
            Trade and other payables                        (25,454)                    (261)       (25,715) 
            Corporation tax payable                            (161)                        -          (161) 
            Deferred tax                                         373                  (4,821)        (4,448) 
 Fair value of net (liabilities)/ assets acquired           (17,216)                   24,577          7,361 
---------------------------------------------------  ---------------  -----------------------  ------------- 
 
 
 Attributable to: 
 Equity holders of the parent       6,815 
 Non-controlling interest             546 
 
 

The goodwill recognised in relation to the acquisition is as follows:

 
                                                            Fair Value 
                                                               GBP000s 
 Consideration                                                  97,340 
 Less net assets acquired (equity holders of the parent)       (6,815) 
------------------------------------------------------------  -------- 
 Goodwill                                                       90,525 
------------------------------------------------------------  -------- 
 

In line with the provision of IFRS 3, further fair value adjustments may be required within the 12-month period from the date of acquisition. Any fair value adjustments will result in an adjustment to the goodwill balance reported above.

The goodwill that arose on the combination can be attributed to the assembled workforce, know-how and expertise. The intangible asset valuations are provisional as at the interim reporting date.

The Group incurred legal and professional costs of GBP1.2 million in relation to the acquisition, which were recognised in other expenses. The group additionally incurred GBP0.5 million of stamp duty payable upon the acquisition which was recognised within other expenses.

In the year ended 31 December 2017 the trade of Research Views Limited and its subsidiaries generated revenues of GBP26.0 million and EBITDA of GBP2.7 million. The business has generated revenues of GBP19.9 million from the period from acquisition to 31 December 2018. If the acquisition had occurred on 1 January 2018, the Group revenue for 2018 would have been GBP163.0 million and the Group loss before tax from continuing operations would have been GBP5.0 million.

Research Views Limited and its subsidiaries were entities under common control at the time of acquisition, by virtue of being controlled by Mike Danson. IFRS 3 scopes out combinations of entities under common control. The Group has therefore applied IAS 8 'Accounting Policies, Changes in Accounting Estimates and Errors' and used management judgement in developing and applying an accounting policy that results in information which is reliable and relevant. Management have determined it is most appropriate to follow the principles of IFRS3, and apply acquisition accounting for acquisitions of entities under common control.

Sportcal Global Communications Limited, an indirect subsidiary of Research Views Limited, has a minority shareholder owning 26% of the shares of the Company. As such, the Group has allocated a portion of the acquisition date values to non-controlling interests and recognised non-controlling interest in relation to the Company's profit for the period. The Group took control of the remaining part of the share capital on 24 December 2018 when the Minority Interest exercised a put option for us to acquire the remaining shares for GBP1.2m. The exercise notice was irrevocable and the Group had the obligation to purchase. As a result, the Group considered the acquisition of the remaining 24% of share capital on 24 December 2018. The consideration was paid on 28 January 2019 and was when the share transfer legally took place.

Other acquisitions

The Group also made three small acquisitions in the period for a total consideration of GBP4.4 million, on which goodwill of GBP2.8 million has been recognised. The goodwill that arose on the combinations can be attributed to the assembled workforce, know-how and research methodology which the Group is now utilising across all of our data and analytics products.

The Group incurred legal and professional costs of GBP112,000 in relation to the acquisitions, which were recognised in other expenses.

Cash Cost of Acquisitions

The cash cost of acquisitions comprises:

 
                                                          Year ended     Year ended 
                                                         31 December    31 December 
                                                                2018           2017 
                                                             GBP000s        GBP000s 
 Acquisition of CHM Research Limited                         (1,499)              - 
 Acquisition of Competenet                                     (869)              - 
  Acquisition of Research Views Limited: 
  Cash acquired as part of opening balance sheet                 585              - 
 Acquisition of Global Ad Source                             (2,037)              - 
 Acquisition of Ascential Jersey Holdings: 
      Cash consideration                                       (787)       (13,158) 
      Cash acquired as part of opening balance sheet               -            524 
 Acquisition of Infinata                                           -        (7,704) 
                                                             (4,607)       (20,338) 
-----------------------------------------------------  -------------  ------------- 
 
   12.          Discontinued operations 

On 1 October 2018 the Group sold Dewberry Redpoint Limited, a wholly owned indirect subsidiary of GlobalData Plc. As part of our strategy to become a world leading data and analytics provider, over the past 2-3 years, the Group has discontinued and disposed of several non-core assets, which were mainly focused on lower margin print and web media that traditionally have a more transactional revenue base. The disposal of Dewberry Redpoint Limited is a continuation of this strategy. The principal activity of Dewberry Redpoint Limited was the publication of trade journals and the production and organisation of trade events and conferences.

The results of the discontinued operations are as follows;

 
                                                                        Year ended          Year ended 
                                                                  31 December 2018    31 December 2017 
                                                                           GBP000s             GBP000s 
 Discontinued operations 
 Revenue                                                                     1,933               3,029 
 Cost of sales                                                             (1,976)             (1,776) 
----------------------------------------------------------  ----------------------  ------------------ 
 Gross (loss)/ profit                                                         (43)               1,253 
 
   Distribution costs                                                            -                (65) 
 Administrative costs                                                      (1,381)             (1,178) 
 (Loss)/ profit before tax from discontinued operations                    (1,424)                  10 
 Income tax                                                                    169                   - 
--------------------------------------------------------   ---  ------------------  ------------------ 
 Loss/ profit for the year from discontinued operations                    (1,255)                  10 
----------------------------------------------------------      ------------------  ------------------ 
 
 
   a)    (Loss)/ profit before tax 
 
                                                 Year ended             Year ended 
                                           31 December 2018            31 December 
                                                                              2017 
 This is arrived at after charging:                 GBP000s                GBP000s 
 Impairment                                             535                      - 
-----------------------------------      ------------------  --------------------- 
 
   b)    Cash flows from discontinued operations 
 
                                                         Year ended          Year ended 
                                                        31 December    31 December 2017 
                                                               2018 
                                                            GBP000s             GBP000s 
 Cash outflows from operating activities                        912                 267 
 Total cash outflows from discontinued operations               912                 267 
 

Dewberry Redpoint Limited was sold for consideration of GBP75,000, settled in cash amounts of GBP30,000 and deferred payment of GBP45,000. The Group made a loss on disposal of GBP1.1m

   13.          Related party transactions 

Mike Danson, GlobalData Plc's Chief Executive, owns 68.6% of the Company's ordinary shares as at 24 February 2019. Mike Danson owns a number of businesses that interact with GlobalData Plc. The principal transactions, which are all conducted on an arm's length basis, are as follows:

Accommodation

GlobalData Plc occupies buildings which are owned by Estel Property Investments Limited, a company wholly owned by Mike Danson. The total rental expense, including service and management fees, in relation to the buildings owned by Estel Property Investments for the year ended 31 December 2018 was GBP2,551,900 (2017: GBP2,061,600).

Corporate support services

Corporate support services are provided to and from other companies owned by Mike Danson, principally finance, human resources, IT and facilities management. These are recharged to companies that consume these services based on specific drivers of costs, such as proportional occupancy of buildings for facilities management, headcount for human resources services, revenue or gross profit for finance services and headcount for IT services. The net recharge made from GlobalData Plc to these companies for the year ended 31 December 2018 was GBP490,400 (2017: GBP874,600).

Loan to Progressive Trade Media Limited

As part of the 2016 disposal of non-core B2B print businesses to a related party, the Group agreed to issue a loan to Progressive Trade Media Limited to fund the purchase consideration. This loan is for GBP4.5m and repayable in 5 instalments, with the next instalment due in January 2019. Interest of 2.25% above LIBOR is charged on the loan, with GBP117,000 charged in the year ended 31 December 2018 (2017: GBP112,000).

Directors and Key Management Personnel

The remuneration of Directors is discussed within the Directors' Remuneration Report in the Annual Report and Accounts for the year ended 31 December 2018.

Acquisitions

As detailed in note 11, Research Views Limited and its subsidiaries were acquired during the period. The entities were under common control at the time of acquisition, by virtue of being controlled by Mike Danson. Refer to note 11 for further details.

Amounts outstanding

The Group has taken advantage of the exemptions contained within IAS 24 - Related Party Disclosures from the requirement to disclose transactions between Group companies as these have been eliminated on consolidation. The amounts outstanding for other related parties were:

Non-Trading Balances

Amounts due in greater than one year:

 
                                    31 December 2018   31 December 2017 
                                             GBP000s            GBP000s 
 Progressive Trade Media Limited               2,775              3,700 
                                               2,775              3,700 
---------------------------------  -----------------  ----------------- 
 

Amounts due within one year:

 
                                    31 December 2018   31 December 2017 
                                             GBP000s            GBP000s 
 Progressive Trade Media Limited                 925                925 
                                                 925                925 
---------------------------------  -----------------  ----------------- 
 

Trading Balances

Amounts due within one year:

 
                                                  31 December 2018   31 December 2017 
                                                           GBP000s            GBP000s 
 Estel Property Group Limited                                    -              (523) 
 Progressive Media Ventures (and subsidiaries)                   -                 94 
 Compelo Group (and subsidiaries)                              (1)                 71 
 Research Views Group (and subsidiaries)                         -                360 
                                                               (1)                  2 
-----------------------------------------------  -----------------  ----------------- 
 

In addition, the Group has a related party relationship with 3KSC, a Company owned by a Director of a subsidiary of the Group. At 31 December 2018 the Group had a loan balance due to 3KSC of GBP86,000. The loan was repaid in January 2019 and the Director is no longer a Director of the subsidiary Company.

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

END

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