2 May 2024
NAHL Group plc
("NAHL", the "Company" or the "Group")
Final Results
Building on strong foundations to scale the business and outperform the market, growing revenues and further reducing net debt
NAHL, a leading marketing and services business focused on the
Financial Highlights
Year ended 31 December |
FY2023 |
FY2022 |
Change |
Group Revenue |
|
|
2% |
Operating Profit |
|
|
-13% |
Profit Before Tax |
|
|
14% |
Net Debt |
|
|
-27% |
· Group Revenue increased by 2% to |
· National Accident Law (NAL), the Group's fully integrated law firm, collected |
· Delivered a 27% reduction in net debt to lower than anticipated level at |
· Generated |
· Operating profit for the year was |
· Proft before tax was |
· Basic Continuing EPS increased 12.5% to 0.9p (2022: 0.8p). |
Operational Highlights
● |
NAHL continued to make strong progress across the business in 2023, standing the Group in good stead for further success. |
● |
Focused on growing the value of personal injury enquires placed into NAL to grow a more profitable and sustainable business: |
|
o Group placed 8,518 new enquiries into NAL; these were of a higher quality than previous years and it is estimated they will generate o 3,633 claims settled, 92% more than 2022, and at year end NAL was processing 9,983 ongoing claims (31 December 2022: 10,860). o After expensing marketing and processing costs incurred to date, it is anticipated that NAL's book of ongoing claims will generate: future revenues of |
● |
National Accident Helpline generated 35,643 enquiries, up 2% on the prior year (2022: 34,905). TV and social advertising resulted in a 7.5% increase in market share and the National Accident Helpline brand remained the "first choice for people who have had an accident and want legal representation". |
● |
The disposal of non-core Homeward Legal in April 2023 successfully removed a drag on growth and allowed management to refocus on their strategic priorities. |
● |
In Critical Care, the strategy to grow market share by broadening the customer base, extending competencies and specialisms and becoming more efficient is working, and the division delivered double digit growth in 2023. o Cash from operations in Critical Care increased by 61%. o Bush & Co. delivered 11% and 29% growth in revenue and operating profit respectively along with impressive margin expansion to 30%. o Bush & Co. Care Solutions had a strong year with revenues growing by 39% to o A record year for expert witness services, increasing revenues by 37%. The team delivered 1,136 reports to customers, a 17% increase (2022: 974). o Critical Care onboarded 76 new associates in 2023 and grew expert witness and case management associate numbers by 22% and 22% respectively. |
Post year end
· In February 2024, the Group successfully extended its banking facility with Clydesdale Bank/Virgin Money, reducing the
· In March 2024, the
· On 5th April 2024, the Company announced that the Board is evaluating a possible sale of Bush & Co. This remains at a very early stage and there can be no certainty a sale will occur.
James Saralis, CEO of NAHL, commented:
"I am pleased with the solid financial performance that the Group delivered in 2023 and am encouraged that we continued to outperform the market in both Consumer Legal Services and Critical Care while further reducing net debt and building a more sustainable business. I would like to take this opportunity to thank our fantastic team for their continued hard work and commitment, driving our success.
"We demonstrated further improvements in our Personal injury business, which was again profitable and cash generative, and delivered double digit growth in Critical Care. These strong results position us well to maintain our growth and realise the step-change that we have been working towards as our own fully integrated law firm, NAL, matures.
"Building on our strong foundations and proven ability to navigate market conditions, the Board is confident in delivering the growth in profits and reduction in net debt in line with 2024 market expectations."
The Annual Report and notice of Annual General Meeting will be available by the end of May 2024.
Enquiries:
NAHL Group plc James Saralis (CEO) Chris Higham (CFO)
|
via FTI Consulting Tel: +44 (0) 20 3727 1000 |
Allenby Capital (AIM Nominated Adviser & Broker) Jeremy Porter/Liz Kirchner (Corporate Finance) Amrit Nahal/Stefano Aquilino (Sales & Corporate Broking)
|
Tel: +44 (0) 20 3328 5656 |
FTI Consulting (Financial PR) Alex Beagley Eleanor Purdon Amy Goldup
|
Tel: +44 (0) 20 3727 1000 NAHL@fticonsulting.com |
Notes to Editors
NAHL Group plc (AIM: NAH) is a leader in the Consumer Legal Services market. The Group provides services and products to individuals and businesses through its two divisions:
· Consumer Legal Services provides outsourced marketing services to law firms through National Accident Helpline; and claims processing services to individuals through National Accident Law, Law Together and Your Law. In addition, it also provides property searches through Searches
· Critical Care provides a range of specialist services in the catastrophic and serious injury market to both claimants and defendants through Bush & Co.
More information is available at www.nahlgroupplc.co.uk, www.national-accident-helpline.co.uk, www.national-accident-law.co.uk and www.bushco.co.uk.
Throughout this document, references to 'joint venture' law firm relate to our law firms Your Law LLP and Law Together LLP which we operate in partnership with a minority member. The term 'joint venture' does not relate to the
Chair's Report
The Group continued to deliver further progress across the business in 2023. National Accident Law (NAL), our wholly owned law firm, almost doubled the number of cases it settled compared with 2022 and generated
Overall, we completed the year with revenues of
Consumer Legal Services
Revenues in the Consumer Legal Services (CLS) division were marginally lower than last year at
NAL generated
The Personal Injury business has outperformed the market; the volume of enquiries generated by NAL increased by 2%, against a decline in the overall number of claims in the market. Consequently, our market share grew by 8% compared with 2022.
The vast majority of Road Traffic Accident (RTA) claims are directed to NAL and we continue to screen out the lowest value RTA enquiries as they are not profitable to process. We have also directed our marketing efforts to target higher quality claims. This selective approach is contributing to an improvement in the average value of an RTA claim which is now similar to a non-RTA case, with the benefit of a slightly shorter lifecycle. As a result, the average future value of claims going into NAL improved again in 2023.
NAL ended the year processing 9,983 open claims (2022: 10,860) which have a combined future cash value (before future processing costs) of
Currently, most of the enquiries we generate are directed to our panel, delivering cash and profit in the short term. Whilst this model does provide cash flow, the Group continues to believe that a better, but longer-term, return can be made by investing those claims in NAL. We continue to monitor the balance between these two options, as we plan the future for NAL.
Some enquires continue to be directed to our joint venture law firm, Law Together LLP, which provides an important component of our flexible placement model, particularly as the personal injury legal market continues to consolidate reducing the number of panel law firms.
The other component of our Consumer Legal Services division is our searches business. Despite difficult market conditions resulting in transaction volumes falling, Searches
Critical Care
Bush & Co had another strong year with revenues increasing by 11% to
Case management is the most established part of our business and we have a strong reputation for this amongst all the leading law firms in the catastrophic and serious injury market. Whilst revenues were broadly in line with the previous year, the profitability of this work has been enhanced. This was achieved through our investment in technology and back-office processes, which has now been completed.
Our expert witness offering achieved good growth again this year. It has become an increasingly important part of our Critical Care business and now accounts for 45% of Bush & Co.'s turnover (2022: 36%). We expect to see further growth in this segment of the market and are continuing to recruit associate expert witnesses to meet the strong levels of ongoing demand.
Bush & Co. Care Solutions, which was only launched towards the end of 2021, offers nurse led care management solutions in an adjacent market to case management, generally after settlement of the litigation. It has proved to be a successful and profitable initiative and grew its revenues by 39% to
Our previous investments in improving the infrastructure at Bush & Co. and developing our expert witness and care offerings has created a highly profitable business, with a strong record of growth and a platform for future success.
Summary
I would like to thank all our employees for their continued commitment and hard work. Our people and culture are central to our success.
We have made good progress again this year across the Group and delivered a further significant reduction in debt. The personal injury business remains cash generative and profitable and is winning an increasing share of enquiries in the large RTA market. Our own law firm, NAL, has a strong pipeline of value in its book of claims. It has shown what it can achieve and has the potential to become an even more important part of the Personal Injury business in the future. Critical Care has delivered a good return on the investment we have made with another year of revenue and profit growth and an impressive 30% operating profit margin. In view of its strong performance, this could be an attractive opportunity for a buyer and generate immediate value for shareholders. We are, therefore, at an early stage of investigating a potential sale of Bush & Co., but there is no certainty that a sale will happen.
The Group is in a very different place to a few years ago, and even more strongly positioned as a result. Our strategy is producing substantive results, and I am confident that we are on track for further success.
Tim Aspinall
Chair
CEO Report
We are making good progress across the Group, and in 2023 we grew revenues and earnings, and significantly reduced net debt. Our strategy is working, and we are on track to deliver substantial growth as our business matures.
Overview
In 2023, we continued building on the Group's strong foundations.
Despite the ongoing macroeconomic volatility, increasing cost pressures and high inflation, we grew our revenues and underlying earnings and made a significant reduction to our net debt, further strengthening our balance sheet position. We demonstrated further improvements in our Personal Injury business, which was again profitable and cash generative, and delivered double digit growth in our Critical Care business. The disposal of Homeward Legal, our non-core conveyancing business, in April 2023 successfully removed a drag on our growth and allowed us to refocus on our strategic priorities.
These results position us well to continue our growth and realise the step-change in profitability that we have been working towards, as our own fully integrated law firm, National Accident Law (NAL), matures.
Financial performance
Group revenue increased by 2% in the year, to
Operating profit for the year was higher than anticipated at
Profit before tax was
Last year, I said that continuing to reduce borrowing levels whilst balancing investment in both divisions to enable future growth was a strategic priority for the Group, and I'm pleased to report that our results exceeded our expectations. The Group generated
As a result of this strong cash performance, net debt at 31 December 2023 was lower than anticipated at
Divisional performance
Consumer Legal Services
The personal injury market remained subdued in 2023, but our Consumer Legal Services division performed well - growing the number of enquiries that we generated, increasing the value of our book of claims, and improving cash generation.
Revenue in the division reduced by 2% to
The division generated
Personal Injury
The
Our priorities during 2023 were threefold.
1) Firstly, we wanted to grow the number of personal injury accident victims we supported by increasing the number of enquiries we generated. We did this successfully and the results for 2023 showed that National Accident Helpline generated 35,643 enquiries in the year, which was 2% more than the prior year (2022: 34,905). The mix of enquiries generated changed slightly from last year, with RTA making up 25% of the total (2022: 22%), non-RTA 47% (2022: 50%) and specialist enquiries remaining consistent at 28%. In the first half of the year, the business did not have any placement options on its panel for RTA enquiries which meant that all of these were placed into NAL. These were higher quality claims than we anticipated, which will generate a lifetime return akin to non-RTA, but the additional volume limited our capacity to grow our non-RTA book during the year.
Our enquiry generation was achieved with a 2% increase in our direct media marketing spend, including a
Our marketing efforts resulted in an 8% increase in market share during the year and independent research revealed that the National Accident Helpline brand remained the "first choice for people who have had an accident and want legal representation". In RTA claims, NAHL increased its market share to its highest level since the Government's whiplash reforms, growing from 1.5% in December 2022 to 1.9% in December 2023, on a trailing 12-month basis. Our share of the non-RTA market (excluding industrial disease) held broadly level at 17%.
2) Our second priority was to grow the value of personal injury enquiries processed in our own consumer-focused law firm, National Accident Law, which will enable us to create a more profitable and sustainable business over time. Whilst the results show that we placed slightly fewer new claims into NAL in 2023, the value of these claims was substantially higher. Furthermore, as at 31 December 2023, the value of the book of claims that the firm was working on was 24% higher than 12 months prior.
In 2023, the Group placed 8,518 new enquiries into NAL which cost
NAL settled 3,633 claims during the year, which was 92% more than the 1,894 settled in 2022, demonstrating the rapid scale up of operations within the firm. Throughout the year, NAL consistently improved its performance levels, reducing timescales for admissions and settlements, and the team implemented several improvements to processes and systems to help make the firm more efficient.
At 31 December 2023, NAL was processing 9,983 ongoing claims (31 December 2022: 10,860 ongoing claims). These claims represent an embedded value to the business, being the future profits and cash to be generated by processing them through to settlement. In the second half of the year, we conducted a detailed assessment of the book including previous settlement results, which resulted in an upgrade to the value of the book by
3) Our final priority for 2023 was to ensure that the Personal Injury business was self-funding and that we paid for the investment in new enquiries in NAL by leveraging our agile and scalable placement model. This was also achieved as the Personal Injury business generated a net cash flow, after deduction of drawings paid to LLP members, of
NAL collected
Our panel of third-party law firms continued to provide a good service for our customers and an important source of cash flow to support our growth. In total, approximately 24,500 enquiries were placed into our panel, across all enquiry types (2022: approximately 23,500 enquiries).
Our joint-venture law firms performed well during the year. Law Together LLP, which launched in 2019, is mature and received approximately 2,500 new enquiries in the year (2022: approximately 3,000 enquiries). Our first joint-venture, Your Law LLP, is in run off and took no new enquiries in either period. Both of these partnerships are profitable for the Group and they delivered a combined
Residential Property
The division's Residential Property businesses, which comprised Homeward Legal and Searches
As previously announced, Homeward Legal was sold during the year and has been shown in the financial statements as a discontinued operation. The
Searches
Critical Care
In the Group's Critical Care division, Bush & Co. had a very strong year, delivering double-digit growth in revenue and profit, along with impressive margin expansion.
Revenues increased by 11% to
Bush & Co. operates in the catastrophic injury and care markets, with most work arising from injuries suffered in serious RTAs or through medical negligence. Statistics from the Department of Transport show that the number of serious RTAs reduced by 1%1 in 2023 and returned to their pre-pandemic trend of a slow decline. Conversely, data from NHS Resolution shows that the medical negligence market has been growing steadily since 2018/19. Whilst their most recent report shows the number of new claims registered in 2022/23 was down 10% on the prior year, this was still more than each of the preceding eight years, and so the trend remains positive.
In Critical Care, our strategy is to grow market share by broadening our customer base, extending our competencies and specialisms and becoming more efficient at what we do. In 2023, we successfully delivered against each of those objectives.
Expert witness services had its best year ever, continuing its strong growth and increasing revenues by 37%. The team delivered 1,136 reports to customers, an increase of 17% on the prior year (2022: 974), and there was more demand for follow up work.
In case management services, revenues were flat year-on-year. The business delivered 539 initial needs assessment (INA) reports, which was 2% higher than last year. This business is servicing 1,406 ongoing case management clients (2022: 1,354) that generate recurring revenue for the Group through our claimant, defendant and insurer relationships. These services are billed on a regular basis depending on the level of support required.
We grew and strengthened our customer base in the year, leveraging our previous investments in marketing and business development to continue to grow our pipeline of new work. Overall, instruction numbers were up 4%, with expert witness instructions up 9% to 1,142. INA instructions were down 5% to 530 but this is against the backdrop of an exceptional year in 2022 when INA instructions grew by 14%.
Our investment in the recruitment of new associates has proven key to the growth in revenue in this division. We onboarded 76 new associates in the year and grew expert witness and case management associate numbers by 22% and 22% respectively. We ended the year with 158 expert witness associates and 117 case management associates.
We also continued to grow our team of employed case managers, which enables us to process less complex work at a higher utilisation rate, thereby increasing margins. The team increased from seven employees at the start of the year to nine by the end. We will continue to build in this area through 2024.
In 2021, we launched Bush & Co. Care Solutions to complement our case management proposition and expand into the adjacent care market. This initiative has performed well in the year, with revenues growing by 39% to
Over the past couple of years, the business has been investing in new systems and people in order to become more efficient and the benefits of this work became evident in 2023. We previously implemented a new finance system and through 2023 the team have been upgrading the back-office systems and processes to enhance our capabilities. As a result, the team are now able to issue invoices and statements sooner in the month, with less resource, and better analyse the debt owed from customers. As a result, debts continue to be recovered quicker and this contributed to the 61% improvement in cash from operations in the year.
Due to the efficiencies achieved, the team have been able to operate with a lower level of variable costs, resulting in improved operating leverage and the margin expansion noted above.
Our sustainable culture
At NAHL, we are creating a sustainable business for the long-term gain of all our stakeholders. To us, this starts with a focus on maintaining a progressive, inclusive culture so that we can attract and retain the very best people, whilst also being mindful of the planet and local communities. This enables us to provide a great service to our customers, in addition to creating long-term value for our shareholders. The Group's values of Driven, Curious, Passionate and Unified continue to guide how we do things at NAHL.
The Group employed 280 people at 31 December 2023, which was broadly consistent with the prior year (31 December 2022: 283), and we invested across the business, particularly in areas such as litigation, marketing and Bush & Co. Care Solutions. We have embraced the benefits of remote working at NAHL, which provide us with greater access to highly skilled colleagues from across the
Our people are recruited to join our teams from a diverse range of backgrounds and experience as we believe that makes us better able to serve our customers; and we expect our leaders to engender trust with all our stakeholders by demonstrating their ability, integrity and benevolence. When we surveyed our people during the year, 93% said that they believed that everyone in our business is treated fairly regardless of race, gender, ethnicity, disability, sexual orientation or other differences, a result I am very proud of and we remain committed to further improvements in this area.
As at 31 December 2023, the gender split across the Group was 70% female and 30% male, and on the Board it was 20% female and 80% male.
Development of our people is a key part of our employee proposition, and we invested in almost 14,000 hours of training and development across the Group in 2023. This included internally delivered courses on Strengths, Self-Confidence and Imposter Syndrome, as well as our very successful Pathway to Leadership programme for aspiring managers. In 2023, we also launched our new Commercial Leadership Academy which is designed to develop the next generation of leaders for the Group, and we were thrilled with the results that it delivered.
Our employees are passionate about our business and also the communities in which we operate. The Group and its employees raised over
Every year we measure the engagement levels of our people through a survey which is based on the Gallup2 Q12 Survey. I'm proud to report that in 2023, we achieved our highest ever score of 81% engagement (2022: 78%). This is an outstanding result that sets us apart from other employers. According to Gallup2, the average engagement score of other
Extended banking facilities
Since the year-end, the Group has successfully extended its banking facility with Clydesdale Bank/Virgin Money. In February 2024, we reduced our
Current trading and outlook
The Group has demonstrated its ability to scale and outperform its markets in both of its divisions and we have significantly reduced net debt from a peak of over
In Personal Injury, we are growing the value of claims processed through NAL, which will lead to higher future profits and cash as claims mature. In Critical Care, we have created a platform for growth with new systems, a new care proposition and an enhanced business development capability that will enable us to win further share in a fragmented and consolidating market. Our strategy remains to build on these strong foundations, and the Board is confident in delivering the growth in profits and reduction in net debt in line with market expectations.
In March 2024, the
In Q1 2024, we continued to scale NAL and the business has settled 26% more claims than in the equivalent period last year and generated
As a Board, we are pleased with the progress that Bush & Co is making in growing its revenues and profits and continue to believe that there is an exciting opportunity for that business in its market. The Board is always considering strategic options that seek to accelerate growth in value for shareholders and consequently we are currently investigating the potential sale of Bush & Co. As advised in our announcement on 5 April 2024, whilst an adviser has been appointed to support us in this matter, we are at a very early stage and there can be no certainty that a sale of Bush & Co will occur, nor as to the terms or timing of such sale. The Board will provide an update to shareholders as and when appropriate.
Finally, I'd like to pay tribute to our fantastic team of people without whom we could not have delivered these strong results. I'm proud of our achievements in 2023 and I look forward to working together to deliver our future goals in 2024.
James Saralis
Chief Executive Officer
References
2. Gallup state of the workforce report, 2023.
CFO Report
The year saw the Group continue to grow, reduce its net debt further and dispose of the non-core Homeward Legal business. This was despite continued headwinds in the broader personal injury market, which remained subdued.
National Accident Law (NAL) is now approaching maturity on current volume levels being placed and is generating significant cash receipts. Meanwhile the investments made within the Critical Care division are starting to pay back through revenue and margin growth.
Revenue grew by 2% to
Review of income statement
Consumer Legal Services
Revenue in the Consumer Legal Services division fell by 2% to
Enquiry numbers grew by 2% to 35,643 (2022: 34,905) arising from market share gains as the market continued to shrink slightly year on year (-3%). 8,518 enquiries were passed across to NAL during the year (2022: 8,760). This is slightly lower than the previous year but represented a higher value mix of cases following the decision to stop processing tariff only soft tissue cases in early 2022.
By the end of the period, NAL was processing 9,983 open cases (2022: 10,860). These ongoing cases are expected to contribute c.
NAL is moving closer to maturity based on the current volumes being placed each month and this can be seen from the cash being generated from settled cases. Cash receipts from settled cases grew by 73% in the year to
Profit attributable to non-controlling interests fell by 29% in the year to
The Residential Property business generated a positive contribution to profit of
Critical Care
The Critical Care division had a strong year, growing revenues by 11% to
The division continues to benefit from previous investments in business development activity, contributing to a 9% increase in expert witness instructions.
A richer case mix and increased additional work per report led to an increase in the average value of expert witness report revenues, whereas little change has been seen in the average revenues per instruction in case management.
Bush & Co. Care Solutions continued to show growth, delivering revenues of
Shared Services and other items
The costs for the Group's Shared Services functions increased by
Financial expense
Costs relating to the financing of debt increased to
Taxation
The Group's tax charge of
Earnings per share (EPS) and dividend
Basic EPS for the year was 0.8p (2022: 0.8p) and the diluted EPS was 0.8p (2022: 0.8p), reflecting the impact of share options due to vest in future years. Basic EPS for continuing operations was 0.9p (2022: 0.8p)
The Board does not believe it is appropriate to re-instate dividends at this time and the Directors have recommended that no final dividend be paid in respect of 2023 (2022: nil).
Review of the statement of financial position
In reviewing the statement of financial position, I consider the significant items to be working capital, defined as trade and other receivables less trade and other payables, and net debt.
Working Capital
Trade and other receivables less trade and other payables totaled
Also within trade receivables and accrued income, although balances related to the processing of personal injury claims fell slightly to
There remains a significant element of uncertainty in estimating this accrued income. Management review historical case performance to inform the assumptions adopted. The Directors believe that the assumptions adopted are appropriate and based on historical experience of claims processed in our law firms and by our panel. In practice it is rare for accrued income to be downgraded once an admission of liability has been received. These assumptions are updated with actual results as claims settle.
Disbursement receivables increased to
Payables increased slightly from
Net debt and bank facilities
Reducing net debt remains a key focus, particularly within the current high interest cost environment. We managed our cash resources well during the year whilst continuing to add new cases into NAL. As a result, net debt fell from
The borrowings represent a balance on the Group's Revolving Credit Facility with its lender, Yorkshire Bank. The facility has been reduced to
Review of the cash flow statement
The Group's cash and cash equivalents reduced by
Net cash from operating activities increased from
The Group paid
The Group repaid
Free Cash Flow (FCF) is the Group's KPI with regards to cash flow. FCF in 2023 was
The Group also monitors operating cash conversion. This was 217% in the year (2022: 143%), a direct reflection of the movements outlined above.
Conclusion
In conclusion, 2023 has been a positive year towards delivering on our strategic goals. We continue to balance investing in new cases for the law firm as it builds towards maturity whilst continuing to reduce debt. This has been achieved despite continued headwinds in our markets and the wider economy.
Chris Higham
Chief Financial Officer
Alternative performance measures
Management monitors a number of non-statutory, alternative performance measures (APMs) as part of its internal performance monitoring and when assessing the future impact of operating decisions. The APMs allow a year-on-year comparison of the underlying performance of the business by removing the impact of items occurring either outside the normal course of operations or as a result of intermittent activities, such as acquisitions or strategic projects. The Directors have presented these APMs in the Strategic Report because they believe they provide additional useful information for shareholders on underlying business trends and performance. As these APMs are not defined by
Free Cash Flow
Calculated as net cash generated from operating activities less net cash used in investing activities less payments made to partner LLP members and less principal element of lease payments. This measure provides management with an indication of the amount of cash available for discretionary investing or financing after removing material non-recurring expenditure that does not reflect the underlying trading operations.
Operating cash conversion
Calculated as cash generated from operations excluding cash flows relating to exceptional items divided by underlying operating profit. This measure allows management to monitor the conversion of underlying operating profit into operating cash. From 2023, there were no exceptional cash flows.
Net debt
Net debt is defined as cash and cash equivalents less interest-bearing borrowings net of loan arrangement fees. Net debt allows management to monitor the overall level of debt in the business. As stated in the strategic report, managing the level of net debt is a key strategic objective for the Group.
Working capital
Working capital is defined by management as being trade and other receivables less trade and other payables. It allows management to assess the short-term cash flows from movements in the more liquid assets.
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023
|
|
|
2023 |
2022 |
|
|
|
Note |
|
|
|
|
|
|
|
|
|
|
Revenue |
1,2 |
42,193 |
41,421 |
|
|
Cost of sales |
|
(23,480) |
(23,586) |
|
|
Gross profit |
|
18,713 |
17,835 |
|
|
Administrative expenses |
|
(14,595) |
(13,079) |
|
|
Underlying operating profit |
|
4,118 |
4,756 |
|
|
Profit attributable to members' non-controlling interests in LLPs |
2 |
(2,506) |
(3,554) |
|
|
Financial income |
|
158 |
80 |
|
|
Financial expense |
|
(1,121) |
(713) |
|
|
Profit before tax |
|
649 |
569 |
|
|
Taxation |
3 |
(265) |
(184) |
|
|
Profit and total comprehensive income for the year |
|
384 |
385 |
|
|
|
|
|
|
|
|
Profit from continuing operations for the period |
|
433 |
372 |
|
|
Loss from discontinued operations for the period |
|
(49) |
13 |
|
All profits and losses and total comprehensive income are attributable to the owners of the Company.
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AT 31 DECEMBER 2023
|
|
2023 |
2022 |
|
Note |
|
|
Non-current assets |
|
|
|
Goodwill |
|
55,489 |
55,489 |
Other intangible assets |
|
1,784 |
2,714 |
Property, plant and equipment |
|
328 |
392 |
Right of use assets |
|
1,751 |
2,027 |
Deferred tax asset |
|
25 |
50 |
|
|
59,377 |
60,672 |
Current assets |
|
|
|
Trade and other receivables (including |
3 |
30,526 |
32,886 |
Cash and cash equivalents |
|
2,011 |
2,654 |
|
|
32,537 |
35,540 |
Total assets |
|
91,914 |
96,212 |
Current liabilities |
|
|
|
Trade and other payables |
4 |
(16,246) |
(15,847) |
Lease liabilities |
|
(244) |
(263) |
Member capital accounts |
|
(3,692) |
(4,487) |
Current tax liability |
|
(210) |
(162) |
|
|
(20,392) |
(20,759) |
Non-current liabilities |
|
|
|
Lease liabilities |
|
(1,478) |
(1,724) |
Other interest-bearing loans and borrowings |
|
(11,719) |
(15,939) |
Deferred tax liability |
|
(263) |
(470) |
|
|
(13,460) |
(18,133) |
Total liabilities |
|
(33,852) |
(38,892) |
Net assets |
|
58,062 |
57,320 |
Equity |
|
|
|
Share capital |
|
117 |
116 |
Share option reserve |
|
4,985 |
4,628 |
Share premium |
|
14,595 |
14,595 |
Merger reserve |
|
(66,928) |
(66,928) |
Retained earnings |
|
105,293 |
104,909 |
Capital and reserves attributable to the owners of NAHL Group plc |
|
58,062 |
57,320 |
|
|
|
|
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
|
|
|
|
|
|
|
Capital and |
|
|
|
|
|
|
|
|
reserves |
|
|
|
|
Share |
|
|
|
attributable to |
|
|
|
Share |
option |
Share |
Merger |
Retained |
the owners of |
|
|
|
capital |
reserve |
premium |
reserve |
earnings |
NAHL Group plc |
|
|
Note |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 1 January 2022 |
|
116 |
4,312 |
14,595 |
(66,928) |
104,524 |
56,619 |
|
Total comprehensive income for the year |
|
|
|
|
|
|
|
|
Profit for the year |
|
- |
- |
- |
- |
385 |
385 |
|
Total comprehensive income |
|
- |
- |
- |
- |
385 |
385 |
|
Transactions with owners, |
|
|
|
|
|
|
|
|
recorded directly in equity |
|
|
|
|
|
|
|
|
Share-based payments |
|
- |
316 |
- |
- |
- |
316 |
|
Total transactions with owners, recorded |
|
|
|
|
|
|
|
|
directly in equity |
|
- |
316 |
- |
- |
- |
316 |
|
Balance at 31 December 2022 |
|
116 |
4,628 |
14,595 |
(66,928) |
104,909 |
57,320 |
|
Total comprehensive income for the year |
|
|
|
|
|
|
|
||||||
Profit for the year |
|
- |
- |
- |
- |
384 |
384 |
|
|||||
Total comprehensive income |
|
- |
- |
- |
- |
384 |
384 |
|
|||||
Transactions with owners, |
|
|
|
|
|
|
|
|
|||||
recorded directly in equity |
|
|
|
|
|
|
|
|
|||||
Share-based payments |
|
- |
357 |
- |
- |
- |
357 |
|
|||||
Issue of share capital |
|
1 |
- |
- |
- |
- |
1 |
|
|||||
Total transactions with owners, recorded |
|
|
|
|
|
|
|
|
|||||
directly in equity |
|
1 |
357 |
- |
- |
- |
358 |
|
|||||
Balance at 31 December 2023 |
|
117 |
4,985 |
14,595 |
(66,928) |
105,293 |
58,062 |
|
|||||
CONSOLIDATED CASH FLOW STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2023
|
|
2023 |
2022 |
|
|
|
|
|
|
|
|
Cash flows from operating activities |
|
|
|
Profit for the year |
|
384 |
385 |
Adjustments for: |
|
|
|
Profit attributable to members' non-controlling interests in LLPs |
|
2,506 |
3,554 |
Property, plant and equipment Depreciation |
|
126 |
168 |
Right of use asset depreciation |
|
276 |
288 |
Amortisation of intangible assets |
|
1,177 |
1,186 |
Financial income |
|
(158) |
(80) |
Financial expense |
|
1,121 |
713 |
Share-based payments |
|
357 |
316 |
Taxation |
|
265 |
184 |
|
|
6,054 |
6,714 |
Decrease in trade and other receivables |
|
2,297 |
448 |
Increase/(Decrease) in trade and other payables |
|
569 |
(364) |
Cash generated from operations |
|
8,920 |
6,798 |
Interest paid |
|
(1,090) |
(627) |
Interest received |
|
84 |
13 |
Tax paid |
|
(402) |
(165) |
Net cash generated from operating activities |
|
7,512 |
6,019 |
Cash flows from investing activities |
|
|
|
Acquisition of property, plant and equipment |
|
(62) |
(83) |
Acquisition of intangible assets |
|
(247) |
(199) |
Disposal of subsidiary |
|
(30) |
- |
Net cash used in investing activities |
|
(339) |
(282) |
Cash flows from financing activities |
|
|
|
Repayment of borrowings |
|
(4,250) |
(2,000) |
Issue of share capital |
|
1 |
- |
Lease payments |
|
(266) |
(264) |
Drawings paid to LLP members |
|
(3,301) |
(3,277) |
Net cash used in financing activities |
|
(7,816) |
(5,541) |
Net (decrease)/increase in cash and cash equivalents |
|
(643) |
196 |
Cash and cash equivalents at 1 January |
|
2,654 |
2,458 |
Cash and cash equivalents at 31 December |
|
2,011 |
2,654 |
NOTES TO THE FINANCIAL STATEMENTS
1 Accounting policies
Basis of preparation
Consolidated Financial Statements
The preliminary financial statements do not constitute statutory accounts for NAHL Group plc within the meaning of section 434 of the Companies Act 2006 but do represent extracts from those accounts.
The statutory accounts will be delivered to the Registrar of Companies in due course. The auditors' have reported on those accounts. Their report was unqualified. The auditors' report does not contain a statement under either section 498(2) of Companies Act 2006 (accounting records or returns inadequate or accounts not agreeing with records and returns), or section 498(3) of Companies Act 2006 (failure to obtain necessary information and explanations).
The Group's financial statements have been prepared in accordance with
Going Concern
In determining the appropriate basis of preparation of the financial statements, the Directors are required to consider whether the Company and Group can continue in operational existence for the foreseeable future.
The Audit and Risk Committee has reviewed the Going Concern assessment prepared by management. The assessment includes detailed financial forecasts covering the Group's adopted strategy and considers a range of scenarios as discussed below. These forecasts cover the period to the end of June 2025, being approximately 12 months from the date of signing of the 2023 Annual Report and Financial Statements. The going concern assessment focuses on two key areas, being the ability of the Group to meet its debts as they fall due and being able to operate within its banking facility.
The Group refinanced its banking facilities in February 2024 and has access to a
The Group's RCF is subject to quarterly covenant testing and the scenarios modelled suggest that the Group will continue to operate within its covenants for the foreseeable future.
The key inputs to the forecasts that underpin the going concern assessment are the cashflows that are generated during the forecast period. These cash flows allow management to assess whether it can meet its debts as they fall due, can operate within the
The forecasts assume that over the forecast period, a greater proportion of profit and cash is generated from National Accident Law as it now reaches maturity on its current level of enquiries and that Bush continues to operate at an operating cash conversion of over 100%.
Management have then considered scenarios in which Personal Injury profits, and therefore cashflows, are 30% lower than forecast and considers if Critical Care cash collection is 10% lower than forecast. Under both scenarios, there is still sufficient headroom in the covenant tests, and the Group is able to operate within its
Management have not considered any climate-related factors in the assessment of Going Concern as these do not present a material business risk to the Group.
Considering the above, the Directors have a reasonable expectation that the Company and Group have adequate resources to continue in existence for the foreseeable future and have concluded it is appropriate to adopt the going concern basis of accounting in the preparation of the financial statements.
New standards and amendments adopted by the Group
The following new or amended standards are applicable to the Group for the current reporting period:
Amendments to IAS 1 Presentation of Financial Statements and IFRS Practice Statement 2 Making Materiality Judgements: Disclosure of Accounting Policies
Amendments to IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors: Definition of Accounting Estimates
IFRS 17 Insurance Contracts (issued May 2017) and Amendments to IFRS 17 Insurance Contracts (Issued June 2020)
Amendments to IFRS 17 Insurance Contracts: Initial Application of IFRS 17 and IFRS 9 - Comparative Information (Issued December 2021)
Amendments to IAS 12 Income Taxes: Deferred Tax related to Assets and Liabilities arising from a Single Transaction (Issued May 2021)
Amendments to IAS 12 Income Taxes: International Tax Reform - Pillar Two Model Rules (Issued May 2023)
None of the amendments above have had a material effect on the amounts reported or disclosures included in the 2023 financial statements.
New standards, interpretations and amendments not yet effective
There are no new standards, interpretations and amendments that are not yet effective and that would be expected to have a material impact on the Group in the current or future reporting periods and on foreseeable future transactions.
2 Operating segments
|
Consumer |
Critical |
Shared |
Other |
|
|
|
Legal Services |
Care |
Services |
items |
Eliminations2 |
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year ended 31 December 2023 |
|
|
|
|
|
|
Revenue |
27,582 |
14,611 |
- |
- |
- |
42,193 |
Depreciation and amortisation |
(251) |
(154) |
(348) |
(826) |
- |
(1,579) |
Operating profit/(loss) |
2,805 |
4,421 |
(1,924) |
(1,184) |
- |
4,118 |
Profit attributable to non-controlling interest members in LLPs |
(2,506) |
- |
- |
|
- |
(2,506) |
Financial income |
145 |
- |
13 |
- |
- |
158 |
Financial expenses |
- |
(1) |
(1,120) |
- |
- |
(1,121) |
Profit/(Loss) before tax |
444 |
4,420 |
(3,031) |
(1,184) |
- |
649 |
Trade receivables |
2,446 |
5,728 |
- |
- |
- |
8,174 |
Total assets1 |
25,935 |
7,262 |
76,223 |
- |
(17,506) |
91,914 |
Segment liabilities1 |
(17,021) |
(1,479) |
(3,160) |
- |
- |
(21,660) |
Capital expenditure (including intangibles) |
77 |
232 |
- |
- |
- |
309 |
|
|
|
|
|
|
|
Year ended 31 December 2022 |
|
|
|
|
|
|
Revenue |
28,264 |
13,157 |
- |
- |
- |
41,421 |
Depreciation and amortisation |
(257) |
(201) |
(358) |
(826) |
- |
(1,642) |
Operating profit/(loss) |
4,179 |
3,434 |
(1,715) |
(1,142) |
- |
4,756 |
Profit attributable to non-controlling interest members in LLPs |
(3,554) |
- |
- |
|
- |
(3,554) |
Financial income |
77 |
- |
3 |
- |
- |
80 |
Financial expenses |
- |
(5) |
(708) |
- |
- |
(713) |
Profit/(Loss) before tax |
702 |
3,429 |
(2,420) |
(1,142) |
- |
569 |
Trade receivables |
2,632 |
5,610 |
- |
- |
- |
8,242 |
Total assets1 |
29,222 |
6,780 |
77,716 |
- |
(17,506) |
96,212 |
Segment liabilities1 |
(17,874) |
(1,258) |
(3,189) |
- |
- |
(22,321) |
Capital expenditure (including intangibles) |
95 |
187 |
- |
- |
- |
282 |
|
|
|
|
|
|
|
1. Shared services and Other items do not form part of the operating segments of the Group. They include expenses incurred that cannot be attributable to an operating segment.
2. Eliminations represents the difference between the cost of subsidiary investments included in the total assets figure for each segment and the value of goodwill arising on consolidation.
3. Total assets and segment liabilities exclude intercompany loan balances as these are not included in the segment results reviewed by the chief operating decision maker. Segment liabilities comprise trade and other payables (2023: 16,246,000, 2022: 15,847,000), current lease liabilities (2023: 244,000, 2022: 263,000), non-current lease liabilities (2023: 1,478,000, 2022: 1,724,000) and member capital accounts (2023: 3,692,000, 2022:
Significant customers
No customer accounted for 10.0% or more of the total Group revenue (2022: one customer accounted for 10.0% of the total Group revenue).
Geographic information
All revenue and assets of the Group are based in the
Operating segments
The activities of the Group are managed by the Board, which is deemed to be the chief operating decision maker (CODM). The CODM has identified the following segments for the purpose of performance assessment and resource allocation decisions. These segments are split along product lines and are consistent with those reported last year.
Consumer Legal services - Revenue is derived from two divisions being Personal Injury and Residential Property.
Within Personal Injury, revenue is generated from:
a) Marketing services - revenue from the provision of marketing activities to generate enquiries which are panelled to our panel law firms, based on a cost plus margin model.
b) Product Provision - consisting of commissions received from product providers for the sale of additional products by them to the panel law firms.
c) Service provision (legal services) - in the case of our ABS law firms and self- processing operation, National Accident Law, revenue receivable from clients for the provision of legal services.
Within Residential Property, revenue is generated from:
a) Marketing services - up until April 2023, Homeward Legal provided marketing services to generate residential conveyancing and survey enquiries for solicitors and surveyors
b) Expert Reports - Searches
Critical Care - Revenue from the provision of expert witness reports and case management support within the medico-legal framework for multi-track cases.
Shared services - Costs that are incurred in managing Group activities or not specifically related to a product.
Other items - Other items represent share-based payment charges and amortisation charges on intangible assets recognised as part of business combinations.
Disaggregation of revenue
The CODM monitors revenue on a divisional basis. A breakdown of revenue by each division is as follows:
2023 2022
Personal Injury |
24,649 |
23,989 |
Residential Property |
2,933 |
4,275 |
Critical Care |
14,611 |
13,157 |
Total |
42,193 |
41,421 |
3 Taxation
Recognised in the consolidated statement of comprehensive income:
|
2023 |
2022 |
|
|
|
|
|
|
Current tax expense |
|
|
Current tax on income for the year |
462 |
352 |
Adjustments in respect of prior years |
(14) |
14 |
Total current tax |
448 |
366 |
Deferred tax credit |
|
|
Origination and reversal of timing differences |
(183) |
(182) |
Total deferred tax |
(183) |
(182) |
Tax expense in statement of comprehensive income |
265 |
184 |
Total tax charge |
265 |
184 |
Reconciliation of effective tax rate |
|
|
|
2023 |
2022 |
|
|
|
|
|
|
Profit for the year |
384 |
385 |
Total tax expense |
265 |
184 |
Profit before taxation |
649 |
569 |
Tax using the |
161 |
108 |
Non-deductible expenses2 |
154 |
68 |
Adjustments in respect of prior years |
(14) |
14 |
Share scheme deductions |
(56) |
- |
De-recognition of deferred tax asset |
20 |
- |
Short-term timing differences |
- |
(6) |
Total tax charge |
265 |
184 |
1. A tax rate of 19% has been applied to profits apportioned to 31 March 2023 and a tax rate of 25% has been applied to profits apportioned from 1 April 2023.
Changes in tax rates and factors affecting the future tax charge
There are currently no factors that are expected to affect the future tax charge.
|
|
|
|
4 Trade and other receivables |
|
|
|
|
|
2023 |
2022 |
|
|
|
|
|
|
|
|
Trade receivables: receivable in less than one year |
|
6,546 |
7,077 |
Trade receivables: receivable in more than one year |
|
1,628 |
1,165 |
Contract assets: receivable in less than one year |
|
8,706 |
11,137 |
Contract assets: receivable in more than one year |
|
3,684 |
4,147 |
Other receivables |
|
134 |
26 |
Prepayments |
|
798 |
954 |
Recoverable disbursements |
|
9,030 |
8,380 |
Total trade and other receivables |
|
30,526 |
32,886 |
|
|
|
|
A provision against trade receivables and accrued income of
Trade receivables and contract assets receivable in greater than one year are classified as current assets as the Group's working capital cycle is considered to be up to 36 months as extended credit terms are offered as part of commercial agreements.
Contract assets consist of a) balances of
5 Trade and other payables
|
|
|
|
||
Amounts due within one year: |
2023 |
2022 |
|
||
|
|
|
|
||
Trade payables |
1,723 |
1,689 |
|
||
Disbursements payable |
6,559 |
6,620 |
|
||
Other taxation and social security |
1,376 |
1,231 |
|
||
Other payables, accruals and deferred revenue |
6,131 |
5,850 |
|
||
Customer deposits |
457 |
457 |
|
||
Total trade and other payables |
16,246 |
15,847 |
|
||
6 Earnings per share
The calculation of basic earnings per share at 31 December 2023 is based on the profit attributable to ordinary shareholders of the parent company of
Profit attributable to ordinary shareholders
|
|
2023 |
2023 |
|
|
|
|
|
|
Profit for the year from continuing operations |
|
|
433 |
372 |
Profit for the year from discontinued operations |
|
|
(49) |
13 |
Profit for the year attributable to the shareholders |
|
|
384 |
385 |
Weighted average number of ordinary shares |
|
|
|
|
Number |
|
2023 |
2022 |
|
Issued Ordinary Shares at 1 January |
|
46,325,222 |
46,325,222 |
|
Weighted average number of Ordinary Shares at 31 December |
|
46,674,661 |
46,325,222 |
|
Basic Earnings per share (p) |
|
|
|
|
|
|
2023 |
2022 |
|
Group - continuing operations |
|
|
0.9 |
0.8 |
Group - discontinued operations |
|
|
(0.1) |
0.0 |
Group - total |
|
|
0.8 |
0.8 |
The Group has in place share-based payment schemes to reward employees. At 31 December 2023, there were potentially dilutive share options under the Group's share option schemes. The total number of options available for these schemes included in the diluted earnings per share calculation is 2,672,476 (2022: 2,329,951). There are no other diluting items.
Diluted Earnings per share (p)
|
2023 |
2022 |
|
|
|
Group - continuing |
0.9 |
0.8 |
7 Dividends
No dividends were paid in 2023 or 2022.
8 Changes in liabilities arising from financing activities |
|
|
Net debt includes cash and cash equivalents and other interest-bearing loans and borrowings. |
|
|
Set out below is a reconciliation of movements in in interest-bearing loans and borrowings arising from financing activities: |
|
|
|
2023 |
2022 |
|
|
|
Net inflow from decrease in debt and debt financing |
4,250 |
2,000 |
Movement in net borrowings resulting from cash flows |
4,250 |
2,000 |
Non-cash movements - net release of prepaid loan arrangement fees |
(30) |
(29) |
Interest bearing loans and borrowings at beginning of period |
(15,939) |
(17,910) |
Interest bearing loans and borrowings at end of period |
(11,719) |
(15,939) |
Set out below is a reconciliation of movements in lease liabilities arising from financing activities:
|
2023 |
2022 |
|
|
|
|
|
|
Net outflow from decrease in lease liabilities |
312 |
264 |
Movement in lease liabilities resulting from cash flows |
264 |
264 |
Non-cash movements arising from initial recognition of new lease liabilities, revisions and interest charges |
(47) |
(56) |
Lease liabilities at beginning of period |
(1,987) |
(2,195) |
Lease liabilities at end of period |
(1,722) |
(1,987) |
Set out below is a reconciliation of movements in member capital accounts arising from financing activities:
2023 |
2022 |
|
|
Movement in member capital liabilities resulting from cash flows |
3,301 |
3,277 |
Non-cash movements: allocation of profits for the year Member capital liabilities at beginning of period |
(2,506) (4,487) |
(3,554) (4,210) |
Member capital liabilities at end of period |
(3,692) |
(4,487) |
9 Discontinued Operations
On 25 April 2023, the Group announced the sale of its wholly owned subsidiary Homeward Legal Limited. Homeward Legal utilises online marketing to target homebuyers and sellers in
Consideration for the sale was finalised at
At the date of disposal, the carrying amounts of Homeward Legal's net assets were as follows:
|
|
Property, plant and equipment |
- |
Deferred tax asset |
1 |
Trade and other receivables |
255 |
Cash and cash equivalents |
30 |
Total assets |
286 |
Trade and other creditors |
(169) |
Total liabilities |
(169) |
Net assets |
117 |
The gain on disposal is calculated as:
|
|
Consideration received or receivable: |
|
Cash |
117 |
Fair value of contingent consideration |
- |
Total disposal consideration |
117 |
Carrying amount of net assets sold |
(117) |
Gain on sale before income tax |
- |
Income tax expense on gain |
- |
Gain on sale after income tax |
- |
The results of these discontinued operations are included in the 2023 results up to the date of disposal, and are presented as follows:
Consolidated statement of comprehensive income:
|
31 December 2023 |
31 December 2022 |
Revenue |
269 |
1,196 |
Expenses |
(318) |
(1,183) |
(Loss)/profit before taxation |
(49) |
13 |
Taxation |
- |
- |
(Loss)/profit after taxation attributable to owners of the parent company |
(49) |
13 |
Consolidated cash flow statement:
|
31 December 2023 |
31 December 2022 |
Cash flows from operating activities |
23 |
41 |
Cash flows from investing activities |
- |
- |
Cash flows from financing activities |
- |
- |
Net cash inflow |
23 |
41 |
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