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GEAR4MUSIC (HOLDINGS) PLC
Interim / Quarterly Report • Nov 19, 2024
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Interim / Quarterly Report
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National Storage Mechanism | Additional information 
RNS Number : 6898M
Gear4music (Holdings) PLC
19 November 2024
19 November 2024
Gear4music (Holdings) plc
Interim results for the six months ended 30 September 2024
"Return to growth in Q2 demonstrates early progress in executing Growth strategy"
Gear4music (Holdings) plc, ("Gear4music" or "the Group") (LSE: G4M), the largest UK based online retailer of musical instruments and music equipment, today announces its unaudited financial results for the six months ended 30 September 2024 ("the Period").
| £m | 6-months ended 30 Sept 2024 ('FY25 H1') | 6-months ended 30 Sept 2023 ('FY24 H1') | Change on FY24 H1 |
| UK Revenues | 38.7 | 36.5 | +6% |
| European & Rest of World revenues | 23.0 | 26.1 | (12%) |
| Total revenues | 61.7 | 62.6 | (1%) |
| Gross profit | 16.5 | 17.0 | (3%) |
| Gross margin | 26.7% | 27.1% | -40bps |
| EBITDA* | 2.9 | 2.4 | 0.5m |
| Operating loss | (0.5) | (0.9) | 0.4m |
| Loss before tax | (1.2) | (1.9) | 0.7m |
* EBITDA is defined as 'Earnings before interest, tax, depreciation and amortisation'. In FY24 H1 adjusted EBITDA of £2.9m excluded £0.5m one-off exceptional redundancy costs.
FY25 H1 Highlights:
- Results reflect early progress in starting to deliver our refreshed Growth Strategy:
o A return to revenue growth in FY25 Q2 (+1%) following a 4% decrease in FY25 Q1
o Disciplined cost control resulted in £1.0m reduction in Admin expenses
o Reported EBITDA improved by £0.5m
o Loss before tax improved by £0.7m
- Net bank debt of £14.4m was £3.7m lower than last year (30 September 2023: £18.1m), and includes the normal build of inventory ahead of the peak trading period.
- Gross margin of 26.7% (FY24 H1: 27.1%; FY23 H1: 26.3%), reflecting early-stage challenges with the implementation of a new outsourced AI-based marketing system impacting own-brand revenues which are now resolved.
Trading Outlook:
- 5% revenue growth achieved during FY25 H2 trading to date, in what continues to be a challenging consumer environment, particularly in our European markets
- Well-positioned and prepared for the upcoming peak seasonal trading period
- Full-year outlook remains in-line with consensus market expectations**
Commenting on the results, Andrew Wass, Executive Chair said:
"We are pleased to report progress in executing our refreshed growth strategy announced in June 2024, resulting in improvements in our financial performance during FY25 H1. Building on our return to sales growth in FY25 Q2, we have achieved a 5% increase in revenue during FY25 H2 trading to date, following the resolution of the challenges associated with the initial roll-out of our new outsourced AI-based marketing platform.
Aware of the potential for ongoing weakness in the European consumer retail environment, we maintained a disciplined approach to cost management during FY25 H1, contributing to a further reduction in our net debt. While the recent UK budget will introduce additional employment costs from FY26 onwards estimated at £0.3m, we are confident these can be largely mitigated through further cost-saving measures.
Our second-hand sales platform continued to gain significant traction during FY25 H1, with sales growing by 286% to £1.4m in the Period. We anticipate sustained strong growth in this area as we expand consumer awareness and our channels to market.
Our long-term focus remains on growing higher-margin revenues, and we will continue to invest in areas that support this objective, such as the Studiospares acquisition announced on 22 October 2024, our second-hand platform, and our own-brand product offering, teams and infrastructure.
Our full-year outlook remains in-line with consensus market expectations, we are well prepared for our seasonal peak trading period, and look forward to providing a further trading update after the Christmas period on 21 January 2025."
** Gear4music believes that current consensus market expectations for the year ending 31 March 2025 are revenues of £ 154.7 million, EBITDA of £11.7 million and profit before tax of £2.8 million .
Enquiries:
| Gear4music Andrew Wass, Executive Chair Gareth Bevan, Chief Executive Officer Chris Scott, Chief Financial Officer |
+44 (0)20 3405 0205 |
| Singer Capital Markets - Nominated Adviser and Broker Peter Steel/Sam Butcher, Corporate Finance Tom Salvesen, Corporate Broking |
+44 (0)20 7496 3000 |
| Alma Strategic Communications - Financial PR Rebecca Sanders-Hewett Joe Pederzolli David Ison |
+44 (0)20 3405 0205 [email protected] |
About Gear4music .com
Gear4music is the largest retailer of musical instruments and music equipment in the UK, delivering to 190 countries across Europe and the Rest of the World.
The Group sells own-brand musical instruments and music equipment alongside premium third-party brands including Fender, Yamaha and Roland, to customers ranging from beginners to musical enthusiasts and professionals.
Operating from a Head Office in York, the Group has Distribution Centres in York, Bacup, Sweden, Germany, Ireland & Spain, and showrooms in York, Bacup, Sweden & Germany.
Having developed its own e-commerce platform, with multilingual, multicurrency websites, the Group continues to build its overseas presence.
Business Review
The Group reports its results for the six months to 30 September 2024, and updates on the Strategic, Commercial and Financial progress made in the Period.
Overview
Further to the announcement of our refreshed Growth Strategy in June 2024, our focus in FY25 H1 has been on investing in the people, processes and structures to lay the foundations to deliver sustained profitable revenue growth, and pleasingly we report a return to revenue growth in FY25 Q2 accelerating post year-end in FY25 Q3 to date. As previously highlighted, during the Period we encountered challenges with the implementation of a new outsourced AI-based marketing system, which adversely impacted own-brand and European sales. We have resolved these issues.
Consumer confidence remains low in many European markets, which at times has created unusually price competitive situations for certain branded products. Our approach continues to be to maintain a disciplined approach to product pricing.
The Board is also continuing its focus on further reducing net debt through cost reduction, core business cash generation, and actively managing inventory levels across our six distribution centres.
Growth Strategy
Our priority in FY23 and FY24 was to reduce net debt and increase profitability to ensure the Group is leaner and more resilient, and in FY25 we are now re-focused on growth. Whilst early days we update on progress below:
- Brand acquisitions - Studiospares
On 1 October 2024 we acquired the brand, IP, and certain other assets of Studiospares Europe Limited for £150,000 from the liquidator. As part of the transaction, we acquired £148,000 of inventory.
Studiospares has a well-established and strong reputation for high-quality studio equipment and accessories and in the year-ended 31 December 2023 generated own-brand sales and gross profit of £1.5m and £0.8m respectively.
- Second-hand - Continuing significant growth
Our second-hand sales platform continues to gain traction with 286% revenue growth to £1.4m in the Period and is on-track to deliver FY25 revenue of £4m.
- Recruitment
In September 2024 we recruited a new experienced Marketing Director with a background in e-commerce, and a proven track record in developing broader marketing channels and reducing reliance on 'Pay-per-Click' ('PPC').
We also recruited a European Commercial Director in September to lead European purchasing and support expansion of marketing channels across Europe.
Our own-brand team increased from 21 to 25 over the Period as we recruited into roles to support product development, efficient purchasing and inventory management across our distribution centres, and help us increase own-brand revenue into the medium term.
Current trading and outlook
Whilst macro-economic uncertainties continue to weigh on consumers in the UK and across Europe, we have seen a return to revenue growth and maintained a disciplined approach to cost control. We are well-prepared ahead of the seasonal peak trading period and our full-year outlook remains in-line with current consensus market expectations.
We remain confident in the enduring consumer demand for Gear4music products, and we are well-placed to benefit once the consumer discretionary spend environment improves.
The Group plans to issue a Christmas trading update on 21 January 2025.
Commercial Review
| FY25 H1 | FY24 H1 | Change on FY24 H1 | |
| Revenue | £61.7m | £62.6m | (1%) |
| Total unique website users | 9.3m | 9.8m | (5%) |
| Mobile site unique users | 7.0m | 6.6m | +6% |
| Conversion rate | 4.03% | 3.97% | +6bps |
| Average order value | £153 | £161 | (5%) |
| Active customers * | 805,000 | 823,000 | (2%) |
| Proportion of repeat customers ** | 26.6% | 26.3% | +30bps |
| Email subscriber database | 1,919,000 | 1,720,000 | +12% |
| Trustpilot rating | 4.7/5 | 4.7/5 | - |
* Active customers are those that have purchased products within the last 12 months
** Repeat customers are those that have made a purchase in the Period and have historically made at least one purchase
UK revenue in the Period was 6% ahead of last year (FY24 H1: +3%), reflecting the strength of G4M's brand and proposition into the UK market, which is proving more resilient than other territories, and initiatives such as second-hand being launched in the UK first.
Teething problems with an outsourced AI-based marketing system during the Period led to cost-allocation inefficiencies and marketing over-spend, also impacting the mix between own-brand and other-brand sales. This has since been rectified. 'Cost-per-Click' ('CPC') continues to be high relative to where it has historically been, with competition for less traffic in a challenging economic climate. A primary focus will be to reduce our reliance on CPC/PPC going forward.
International revenue in the Period was 12% down on last year (FY24 H1: down 15%) as certain markets became highly price competitive at times and we took the decision to maintain pricing levels in-line with our strategy. European sales were also impacted for a period by marketing under-investment as we transitioned to a new AI based marketing platform.
Website user numbers decreased 5% to 9.3m being the net of a 10% increase in UK traffic and a 19% decline in international traffic, in part reflecting PPC under-investment in European markets. The shift to mobile continues with 75% of users coming through this channel (FY24 H1: 68%).
Conversion rates were stable at 4.0% with a fall in UK conversion from 4.4% to 4.2% as European conversion improved from 3.6% to 3.8%. Mobile conversion increased from 2.4% to 2.5%.
It is important we enhance our organic and direct marketing capabilities, which in the longer term should underpin our ambition to reduce marketing spend as a proportion of sales - users from direct and organic sources accounted for 59% of all users (FY24 H1: 51%). We also received positive results from our initial own-brand influencer marketing initiative.
'Average Order Value' ('AOV') decreased 5% to £153 partly reversing a 7% increase last year, reflecting proportionally less high value sales and competitive pricing pressures on some SKUs in certain territories.
The Group served 348,000 customers in the Period (+2% on FY24 H1) and 'Active customers', being those that have purchased products within the last 12 months, decreased by 2%.
The proportion of repeat customers increased to 26.6% (FY24 H1: 26.3%) reflecting a proportionally lower level of paid-for new customers. The level of repeat custom is lower than in other e-commerce sectors, reflecting the nature of the Group's product range and high average order value, and re-affirms the importance of the Group being profitable from the first customer transaction.
Our email subscriber database increased 0.2 million to 1.9 million and we are continuously refining our email retargeting strategies to cost-effectively boost the number of repeat customers.
We continue to invest in our customer proposition and service teams, resulting in an excellent overall customer experience, reflected in Gear4music.com's Trustpilot score of 4.7/5 and 'Excellent' rating from over 134,000 reviews.
Product and Supply Chain
| FY25 H1 | FY24 H1 | Change on FY24 H1 | |
| Own-brand product sales | £14.0m | £15.2m | (8%) |
| Other brand product sales | £45.3m | £44.7m | +1% |
| Product margin | 30.9% | 30.9% | - |
| Products listed | 63,300 | 63,900 | (1%) |
| Brands listed | 1,111 | 1,134 | (2%) |
Achieving strong gross margins is important to the profitability of the Group and is a key business objective. FY25 H1 gross margin of 26.7% is 40bps behind FY24 H1 reflecting:
- a flat product margin as a 320bps improvement in own-brand margin to 47.3% was offset by proportionally less own-brand sales (22.6% of total sales v 24.3% in FY24 H1), and other-branded margin challenges particularly in certain European markets (25.9% v 26.4% in FY24 H1); and
- a 40bps increase in net shipping costs reflecting lower AOV, and carrier inflationary costs that are expected to be partially mitigated by new carrier deals done ahead of peak.
We traditionally report higher gross margins in H2 than H1 and we expect that trend to continue in the current financial year.
The number of 'Stock-Keeping-Units' ('SKUs') listed decreased from 63,900 at 30 September 2023 to 63,000 at 31 March 2024 and increased back to 63,300 at 30 September 2024, representing a net 1% decrease in 12 months, as we de-list less profitable, slow-moving SKUs.
Own-brand
Expanding on last year's efforts to elevate brand identity, we are focused on brand and range development and growing our in-house product and engineering teams to enable us to create wider appeal and innovative product offering.
Operationally we now have a tried and tested outsourced consolidation infrastructure within China, enabling us to increase SKU coverage across our distribution centres whilst minimising the working capital investment. This also helped maintain strong product margins despite increased sea freight shipping costs.
Product highlights include:
- Expansion of our affordable VISION musical instruments range offering the perfect starting point for beginners of all ages
- Launched Premier NXT GEN - an exciting spin-off of Premier offering great value educational, marching and orchestral percussion instruments
- Launched G4M Sonori and Keynote Digital Pianos
- G4M Solus Electric String Instruments which were recently awarded 'Gold' at the prestigious New York Product Design Awards
- Expansion of our Hartwood Acoustic Guitars range providing premium, retro inspired acoustic instruments
The number of own-brand SKUs increased from 5,200 at 30 September 2023 to 5,510 (+6%) at 30 September 2024, with own-brand revenue accounting for 23.5% of total product sales (FY24 H1: 25.4%) from 8.7% of total SKUs (FY24 H1: 8.1%), reflecting the significant on-going efforts of our in-house team in developing our range of high-quality instruments and equipment at affordable prices.
Software Development
We continue to leverage a combination of in-house capability with a team of 32 developers, and the outsourcing of one distinct project to external contractors.
The Group invested £1.6m (FY24 H1: £2.4m) in its e-commerce platform in the Period with deployments including:
- Improved site search
- Customer Service AI chatbot launched
- Various platform infrastructure upgrades
The next major project in the pipeline that will have a significant impact on our business, is our 'AI-based Forecasting and Purchasing platform' that is on-track for delivery by Spring 2025.
Financial Review
| FY25 H1 | FY24 H1 | Change on FY24 H1 | |
| Revenue | £61.7m | £62.6m | (1%) |
| Gross profit | £16.5m | £17.0m | (3%) |
| Gross margin | 26.7% | 27.1% | -40bps |
| Unadjusted EBITDA | £2.9m | £2.4m | 21% |
| Exceptional item - Redundancy costs | - | (£0.5m) | £0.5m |
| Adjusted EBITDA | £2.9m | £2.9m | - |
| Adjusted EBITDA margin | 4.7% | 4.6% | +10bps |
| Operating loss | (£0.5m) | (£0.9m) | £0.4m |
| Marketing costs | £4.5m | £4.3m | (5%) |
| Marketing costs as % of revenue | 7.3% | 6.9% | +40bps |
| Total Labour costs | £6.4m | £6.9m | (7%) |
| Total Labour costs as % of revenue | 10.3% | 11.0% | -70bps |
Revenue
The Group returned to revenue growth in FY25 Q2 with 1% growth on FY24 Q2, further to year-on-year decreases of 4% in FY25 Q1 and 5% in FY24 H2. Growth has increased in FY25 H2 to date.
Revenue of £61.7m was £0.9m (1%) lower than last year. UK revenue was up 6% taking our estimated share of a flat UK market to 9.7% (FY24 H1: 9.3%). International revenues of £23.0m were 12% down on last year reflecting difficult trading conditions and an under-investment in European marketing for a period. International revenue accounted for 37% of the Group total revenue compared to 42% in FY24 H1.
Gross Margin and Gross Profit
As outlined in the 'Commercial Review' gross margin decreased 40bps from 27.1% last year to 26.7%, reflecting a flat product margin, and a 40bps increase in net delivery costs reflecting increasing costs and a lower AOV.
The net result of revenue and gross margin movements was gross profit of £16.5m, which was £0.5m (3%) behind last year.
Operating Loss and Administrative Expenses
The operating loss of £0.5m represents a £0.4m improvement on FY24 H1, being the net of a £0.5m reduction in Admin expenses reflecting tight cost control offsetting the £0.5m fall in gross profit, and £0.5m exceptional costs last year.
Underlying Admin expenses (excluding exceptional costs) decreased from 28.5% of revenue in FY24 H1 to 28.1% in FY25 H1. Marketing and labour costs continue to be key components of our cost base, accounting for a combined 63% of total administrative expenses in the Period and prior year:
Marketing
Marketing costs of £4.5m (FY24 H1: £4.3m) equated to 7.3% of sales (FY24 H1: 6.9%). Our marketing continues to be heavily PPC-focused, accounting for 88% of total marketing spend (FY24 H1: 87%) targeting a pre-defined and measurable return on investment. In FY25 H1 we experienced challenges with the rollout of a new outsourced AI-based marketing system which temporarily increased marketing costs resulting in an estimated £0.2m over-spend, and also adversely impacted our own-brand and European sales. These issues have now been resolved.
Labour costs
Total labour costs decreased £0.5m (7%) on FY24 H1 to £6.4m reflecting a full-period impact of the FY24 H1 redundancies:
- FY25 H1 average headcount of 414 is 71 (9%) lower than FY24 H1; and
- FY25 H1 average cost per head is 8% higher than FY24 H1.
Total headcount at 30 September 2024 is 434, the same as at 30 September 2023.
Other Administrative expenses
European distribution centre local expenses decreased £0.1m (5%) on FY24 H1 to £2.4m reflecting cost reductions linked to reduced activity net of inflationary cost increases.
Depreciation and amortisation in the Period totalled £3.4m (FY24 H1: £3.3m) including amortisation of £2.0m (FY24 H1: £1.8m) relating to our bespoke e-commerce platform, and £0.8m depreciation of 'Right of Use' assets (FY24 H1: £0.9m).
Last year we reported one-off non-recurring costs of £0.5m relating to redundancy costs incurred during the restructure of various Head Office teams, principally Software Development.
An FY25 H1 EBITDA margin of 4.7% compares to an EBITDA margin (excluding redundancy costs) of 4.6% last year and 4.1% in FY23 H1.
Net Loss and Financial Expenses
Net financial expenses of £0.7m include £0.5m net bank interest (FY23 H1: £0.8m) reflecting a lower debt level, and £0.2m interest on lease liabilities (FY24 H1: £0.2m).
A tax charge has arisen following adjustments to reflect the Corporate Income Tax position of the Group's overseas subsidiaries per their latest local statutory audits.
We report a loss in the Period of £1.2m compared to a £1.6m net loss in FY24 H1.
Cash Flow and Balance Sheet
Net bank debt at 30 September 2024 was £14.4m (FY24 H1: £18.1m) at what is historically a low point in the annual cash cycle as we invest in inventory ahead of peak seasonal trading. This provides significant headroom of £15.6m within the Group's £30m RCF, and further reductions are expected by 31 March 2025.
| FY25 H1 | FY24 H1 | Change on FY24 H1 | |
| £m | £m | £m | |
| Opening cash | 4.7 | 4.4 | 0.3 |
| Net cash (used in)/from Operating Activities | (3.8) | 0.4 | (4.2) |
| Net cash used in Investing Activities | (1.7) | (2.4) | 0.7 |
| Net cash from Financing Activities | 7.4 | 3.5 | 3.9 |
| Closing cash | 6.6 | 5.9 | 0.7 |
| Net bank debt | (14.4) | (18.1) | 3.7 |
Reported inventory of £40.1m (FY24 H1: £39.0m) includes £7.6m of inbound stock-in-transit (FY24 H1: £4.4m) as we are utilising our warehouse capacity to pull-forward intake to provide certainty and reduce pressure during peak to focus on fulfilling orders.
Trade and other payables of £21.1m were £0.8m (4%) higher than last year and includes £1.1m of customer prepayments (30 September 2022: £1.4m).
Capitalised software development costs totalled £1.6m in the Period (FY24 H1: £2.4m) compared to amortisation of £2.0m, resulting in a £0.4m decrease in net book value since the start of the financial year.
Property, plant and equipment capital expenditure was limited to £123,000 in the Period (FY24 H1: £0.04m) principally being investment in solar panels at our Head Office.
Dividend Policy
The Board does not recommend the payment of a dividend (FY24 H1: nil). Consistent with its previously stated approach, the Group will revisit its shareholder distribution policy at the appropriate time.
Unaudited consolidated interim statement of profit and loss and other comprehensive income
| Note | 6 months ended 30 September 2024 (unaudited) |
6 months ended 30 September 2023 (unaudited) | Year ended 31 March 2024 (audited) |
|||||||||
| £000 | £000 | £000 | ||||||||||
| Revenue | 3 | 61,742 | 62,641 | 144,384 | ||||||||
| Cost of sales | (45,247) | (45,656) | (104,947) | |||||||||
| Gross profit | 16,495 | 16,985 | 39,437 | |||||||||
| Administrative expenses | 3,4 | (17,360) | (18,324) | (37,609) | ||||||||
| Other income | 4 | 374 | 407 | 935 | ||||||||
| Operating (loss)/profit before exceptional items | 4 | (491) | (445) | 3,250 | ||||||||
| Exceptional items | 5 | - | (487) | (487) | ||||||||
| Operating (loss)/profit after exceptional items | (491) | (932) | 2,763 | |||||||||
| Financial expenses | 7 | (763) | (981) | (2,223) | ||||||||
| Financial income | 7 | 50 | - | 44 | ||||||||
| (Loss)/profit before tax | (1,204) | (1,913) | 584 | |||||||||
| Taxation | 8 | (25) | 353 | 67 | ||||||||
| (Loss)/profit for the Period | (1,229) | (1,560) | 651 | |||||||||
| Other comprehensive income | ||||||||||||
| Items that will not be reclassified to profit or loss: | ||||||||||||
| Deferred tax movements | 104 | - | 150 | |||||||||
| Items that are or may be reclassified subsequently to profit or loss: | ||||||||||||
| Foreign currency translation differences - foreign operations | 44 | 272 | 177 | |||||||||
| Total comprehensive (loss)/profit for the Period | (1,081) | (1,288) | 978 | |||||||||
| (Loss)/profit per share attributable to equity shareholders of the company | ||||||||||||
| Basic (loss)/profit per share | 6 | (5.9p) | (7.4p) | 3.1p | ||||||||
| Diluted (loss)/profit per share | 6 | (5.9p) | (7.4p) | 3.0p | ||||||||
Unaudited consolidated interim statement of financial position
| 30 September 2024 (unaudited) |
30 September 2023 (unaudited) |
31 March 2024 (audited) | ||||
|---|---|---|---|---|---|---|
| Note | £000 | £000 | £000 | |||
| --- | --- | --- | --- | --- | --- | --- |
| Non-current assets | ||||||
| Property, plant and equipment | 9 | 10,461 | 11,326 | 10,862 | ||
| Right-of-use assets | 10 | 7,283 | 9,088 | 8,099 | ||
| Intangible assets | 11 | 21,689 | 22,616 | 22,049 | ||
| 39,433 | 43,030 | 41,010 | ||||
| Current assets | ||||||
| Inventories | 12 | 40,065 | 38,954 | 25,643 | ||
| Trade and other receivables | 13 | 3,049 | 4,083 | 3,079 | ||
| Corporation tax receivable | 505 | 371 | 768 | |||
| Cash and cash equivalents | 6,553 | 5,919 | 4,696 | |||
| 50,172 | 49,327 | 34,186 | ||||
| Total assets | 89,605 | 92,357 | 75,196 | |||
| Current liabilities | ||||||
| Trade and other payables | 15 | (21,086) | (20,303) | (13,478) | ||
| Lease liabilities | 16 | (1,790) | (1,057) | (1,794) | ||
| (22,876) | (21,360) | (15,272) | ||||
| Non-current liabilities | ||||||
| Interest bearing loans and borrowings | 14 | (21,000) | (24,000) | (12,000) | ||
| Other payables | 15 | (30) | (89) | (91) | ||
| Lease liabilities | 16 | (6,865) | (9,215) | (7,599) | ||
| Deferred tax liability | (1,546) | (1,679) | (1,868) | |||
| (29,441) | (34,983) | (21,558) | ||||
| Total liabilities | (52,317) | (56,343) | (36,830) | |||
| Net assets | 37,288 | 36,014 | 38,366 | |||
| Equity | ||||||
| Share capital | 2,098 | 2,098 | 2,098 | |||
| Share premium | 13,286 | 13,286 | 13,286 | |||
| Foreign currency translation reserve | 147 | 198 | 103 | |||
| Revaluation reserve | 1,171 | 1,203 | 1,171 | |||
| Retained earnings | 20,586 | 19,229 | 21,708 | |||
| Total equity | 37,288 | 36,014 | 38,366 | |||
Unaudited consolidated interim statement of cash flows
| Note | 6 months ended 30 September 2024 (unaudited) |
6 months ended 30 September 2023 (unaudited) |
Year ended 31 March 2024 (audited) |
|||||
|---|---|---|---|---|---|---|---|---|
| £000 | £000 | £000 | ||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Cash flows from operating activities | ||||||||
| (Loss)/profit for the Period: | (1,229) | (1,560) | 651 | |||||
| Adjustments for: | ||||||||
| Depreciation and amortisation | 9-11 | 3,364 | 3,313 | 6,642 | ||||
| Financial expense | 7 | 713 | 978 | 2,173 | ||||
| Loss/(profit) on sales of property, plant and equipment | 1 | (6) | (16) | |||||
| Share-based payment (credit)/charge | (59) | 71 | 184 | |||||
| Tax income | 8 | (131) | (353) | (456) | ||||
| 2,659 | 2,443 | 9,178 | ||||||
| Decrease/(increase) in trade and other receivables | 31 | (649) | 355 | |||||
| (Increase)/decrease in inventories | (14,422) | (4,573) | 8,738 | |||||
| Increase/(decrease) in trade and other payables | 7,709 | 2,342 | (4,383) | |||||
| (4,023) | (437) | 13,888 | ||||||
| Tax received | 175 | 824 | 736 | |||||
| Net cash from operating activities | (3,848) | 387 | 14,624 | |||||
| Cash flows from investing activities | ||||||||
| Proceeds from sales of property, plant and equipment | 6 | 14 | 26 | |||||
| Acquisition of property, plant and equipment | 9 | (144) | (36) | (166) | ||||
| Acquisition of domains | 11 | - | - | (12) | ||||
| Capitalised development expenditure | 11 | (1,649) | (2,382) | (3,726) | ||||
| Payment of deferred consideration | - | - | (25) | |||||
| Interest received | 50 | - | 44 | |||||
| Net cash from investing activities | (1,737) | (2,404) | (3,859) | |||||
| Cash flows from financing activities | ||||||||
| Proceeds from new borrowings | 14 | 9,000 | 5,000 | - | ||||
| Repayment of borrowings | - | - | (7,000) | |||||
| Interest paid | 7 | (718) | (880) | (2,106) | ||||
| Payment of lease liabilities | (840) | (644) | (1,401) | |||||
| Net cash from financing activities | 7,442 | 3,476 | (10,507) | |||||
| Net increase in cash and cash equivalents | 1,857 | 1,459 | 258 | |||||
| Cash at beginning of Period | 4,696 | 4,460 | 4,460 | |||||
| Foreign exchange movement | - | - | (22) | |||||
| Cash at end of Period | 6,553 | 5,919 | 4,696 | |||||
Unaudited consolidated interim statement of changes in equity
| Share capital |
Share premium |
Foreign currency translation reserve | Revaluation reserve | Retained earnings |
Total equity |
|
| £000 | £000 | £000 | £000 | £000 | £000 | |
| Balance at 1 April 2024 | 2,098 | 13,286 | 103 | 1,171 | 21,708 | 38,366 |
| Loss for the Period | - | - | - | - | (1,229) | (1,229) |
| Other comprehensive income | - | - | 44 | - | 104 | 148 |
| Share based payments charge | - | - | - | - | 3 | 3 |
| Balance at 30 September 2024 | 2,098 | 13,286 | 147 | 1,171 | 20,586 | 37,288 |
| Share Capital |
Share premium |
Foreign currency translation reserve | Revaluation reserve | Retained earnings |
Total equity |
|
| £000 | £000 | £000 | £000 | £000 | £000 | |
| Balance at 1 April 2023 | 2,098 | 13,286 | (74) | 1,203 | 20,721 | 37,234 |
| Loss for the Period | - | - | - | - | (1,560) | (1,560) |
| Other comprehensive income | - | - | 272 | - | - | 272 |
| Share based payments charge | - | - | - | - | 68 | 68 |
| Balance at 30 September 2023 | 2,098 | 13,286 | 198 | 1,203 | 19,229 | 36,014 |
| Share capital |
Share premium |
Foreign currency translation reserve | Revaluation reserve | Retained earnings |
Total equity |
|
| £000 | £000 | £000 | £000 | £000 | £000 | |
| Balance at 1 April 2023 | 2,098 | 13,286 | (74) | 1,203 | 20,721 | 37,234 |
| Profit for the year | - | - | - | - | 651 | 651 |
| Other comprehensive income | - | - | 177 | - | - | 177 |
| Depreciation transfer | - | - | - | (32) | 32 | - |
| Deferred tax adjustment | - | - | - | - | 150 | 150 |
| Share based payments charge | - | - | - | - | 154 | 154 |
| Balance at 31 March 2024 | 2,098 | 13,286 | 103 | 1,171 | 21,708 | 38,366 |
Notes to the Interim Financial Information
General Information
Gear4music (Holdings) plc is a public limited company incorporated and domiciled in the United Kingdom and is listed on the Alternative Investment Market ('AIM') of the London Stock Exchange.
The Group financial information consolidates the financial information of the Company and its subsidiaries (collectively referred to as the "Group"). The Group has 100% owned trading subsidiaries in the UK ('Gear4music Limited'), Sweden ('Gear4music Sweden AB'), Germany ('Gear4music GmbH'), Ireland ('Gear4music Ireland Limited') and Spain ('Gear4music Spain S.L.'). The Group also has one 100% owned dormant subsidiary in the UK ('Cagney Limited').
The principal activity of the Group is the retail of musical instruments and equipment.
The registered office of Gear4music (Holdings) plc (company number: 07786708) and Gear4music Limited (company number: 03113256) is Holgate Park Drive, York, YO26 4GN.
1 Accounting policies
Basis of preparation
The consolidated interim financial information, which has been neither audited nor reviewed by the auditor, has been prepared under the historical cost convention, except for land and buildings that are stated at their fair value, and in accordance with the recognition and measurement requirements of UK-adopted International Accounting Standards. The condensed consolidated interim financial information does not constitute financial statements within the meaning of Section 434 of the Companies Act 2006 and does not include all of the information and disclosures required for full annual financial statements and is thus not in full compliance with UK-adopted international accounting standards. It should therefore be read in conjunction with the Group's Annual Report for the year ended 31 March 2024, which has been prepared in accordance with UK-adopted International Financial Reporting Standards and is available on the Group's investor website.
The accounting policies used in the financial information are consistent with those used in the Group's consolidated financial statements as at and for the year ended 31 March 2024, as detailed on pages 73 to 78 of the Group's Annual Report and Financial Statements for the year ended 31 March 2024, a copy of which is available on the Group's website, www.gear4musicplc.com.
As permitted, this interim report has been prepared in accordance with the AIM rules and not in accordance with IAS 34 "Interim financial reporting".
The comparative financial information contained in the condensed consolidated financial information in respect of the year ended 31 March 2024 has been extracted from the 2024 Financial Statements. Those financial statements have been reported on by Grant Thornton UK LLP and delivered to the Registrar of Companies. The report was unqualified, did not include a reference to any matters to which the auditor drew attention by way of emphasis without qualifying their report, and did not contain a statement under Section 498(2) or 498(3) of the Companies Act 2006.
Selected explanatory notes are included to explain events and transactions that are significant to an understanding of the changes in financial position and performance of the Group since the last annual consolidated financial statements as at the year ended 31 March 2024.
Exceptional items
The business classifies certain events as exceptional items due to their size and nature where it feels that separate disclosure would help understand the underlying performance of the business. Restructuring and transformational costs are considered on a case-by-case basis as to whether they meet the exceptional criteria. Other items are considered against the exceptional criteria based on the specific circumstances. The presentation is consistent with the way Financial Performance is measured by management and reported to the Board. Further information is disclosed in note 5.
Notes to the Interim Financial Information (continued)
Going concern
The Group's business activities and position in the market, and principal risks, uncertainties and mitigations are described in detail in the Strategic Report included on pages 1 to 49 of the Group's 2024 Annual Report and Financial Statements.
In June 2023 the Group renewed its RCF with HSBC at £30m for a further three-year period. This facility provides a good and appropriate level of headroom that has been factored into the Directors going concern assessment.
The Group's policy is to ensure that it has sufficient facilities to cover its future funding requirements.
At 30 September 2024 the Group had net debt of £14.4m (30 September 2023: £18.1m) including £6.6m cash (30 September 2023: £5.9m), with a good and appropriate level of headroom that has also been factored into the Directors going concern assessment.
The Directors have considered the Group's prospects based on its current proposition and online offering in
the UK and Europe, strategic developments delivered and in progress and concluded that there are significant opportunities for profitable growth as channel shift continues and customers move online.
There is a diverse supply chain with no key dependencies.
Having duly considered all of these factors and having reviewed the forecasts for the period to 31 December 2025, the Directors have a reasonable expectation that the Group has adequate resources to continue trading for the foreseeable future, and as such continue to adopt the going concern basis of accounting in preparing the financial statements.
2 Principal risks and uncertainties
The Board considers the principal risks and uncertainties which could impact the Group over the remaining six months of the financial year to 31 March 2025 to be unchanged from those set out in the group's Annual Report and Financial Statements for the year ended 31 March 2024, and can be summarised as:
- Macroeconomic and geopolitical factors
- Climate risk and sustainability
- UK outside the EU
- Change management - Operational, Regulatory and Technological
- IT and Cyber Security
- Warehousing and Distribution
- Brand and proposition
- Competition
- Supplier relationships
- Financial risk
- ESG
These are set out in detail on pages 42 to 47 of the Group's Annual Report and Financial Statements for the year ended 31 March 2024, a copy of which is available on the Group's Plc website, www.gear4musicplc.com.
Notes to the Interim Financial Information (continued)
3 Segmental analysis
Revenue by Geography:
| 6 months ended 30 September 2024 |
6 months ended 30 September 2023 | Year ended 31 March 2024 |
|||
| £000 | £000 | £000 | |||
| UK | 38,711 | 36,535 | 83,109 | ||
| Europe and Rest of the World | 23,031 | 26,106 | 61,275 | ||
| 61,742 | 62,641 | 144,384 | |||
Administrative Expenses by Geography:
| 6 months ended 30 September 2024 |
6 months ended 30 September 2023 | Year ended 31 March 2024 |
|||
| £000 | £000 | £000 | |||
| UK | 14,976 | 15,330 | 32,182 | ||
| Europe and Rest of the World | 2,384 | 2,507 | 4,940 | ||
| Exceptional items - UK | - | 487 | 487 | ||
| 17,360 | 18,324 | 37,609 | |||
Revenue by Category:
| 6 months ended 30 September 2024 |
6 months ended 30 September 2023 | Year ended 31 March 2024 |
|||
| £000 | £000 | £000 | |||
| Other-brand products | 45,334 | 44,682 | 100,404 | ||
| Own-brand products | 13,787 | 15,219 | 37,607 | ||
| Carriage income | 2,382 | 2,484 | 5,809 | ||
| Warranty income | 172 | 184 | 411 | ||
| Other | 67 | 72 | 153 | ||
| 61,742 | 62,641 | 144,384 | |||
Notes to the Interim Financial Information (continued)
4 Expenses and other income
Included in profit/loss are the following:
| 6 months ended 30 September 2024 |
6 months ended 30 September 2023 | Year ended 31 March 2024 |
|||
| £000 | £000 | £000 | |||
| Depreciation of property, plant and equipment | 539 | 634 | 1,227 | ||
| Depreciation of right-of-use assets | 817 | 863 | 1,677 | ||
| Amortisation of intangible assets | 2,008 | 1,815 | 3,739 | ||
| Loss/(profit) on disposal of property, plant and equipment | 1 | (6) | (16) | ||
| R&D expenditure recognised as an expense | 105 | 117 | 183 | ||
Other income
| 6 months ended 30 September 2024 |
6 months ended 30 September 2023 | Year ended 31 March 2024 |
|||
| £000 | £000 | £000 | |||
| RDEC tax credits | 156 | 145 | 389 | ||
| Rental income | 115 | 99 | 244 | ||
| Other | 103 | 163 | 302 | ||
| Total other income | 374 | 407 | 935 | ||
Rental income relates to our freehold Head Office in York. 'Other' includes income from on-site café at our Head Office in York, grants and marketing support.
5 Exceptional items
Costs incurred comprise redundancies relating to the restructure and reorganisation of various Head Office teams, principally Software Development.
| 6 months ended 30 September 2024 |
6 months ended 30 September 2023 | Year ended 31 March 2024 |
|||
| £000 | £000 | £000 | |||
| Redundancy costs | - | 487 | 487 | ||
Notes to the Interim Financial Information (continued)
6 Earnings per share
Basic earnings per share is calculated by dividing the net profit or loss for the period attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the period.
Diluted earnings per share is calculated by dividing the net profit for the period attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the period plus the weighted average number of ordinary shares that would be issued on the conversion of all dilutive potential ordinary shares into ordinary shares.
Dilutive shares are not included as where their effect is anti-dilutive.
| 6 months ended 30 September 2024 |
6 months ended 30 September 2023 |
Year ended 31 March 2024 |
|||
| (Loss)/profit attributable to equity shareholders of the parent (£'000) | (1,229) | (1,560) | 651 | ||
| Basic weighted average number of shares | 20,976,938 | 20,976,938 | 20,976,938 | ||
| Dilutive potential Ordinary shares | 1,119,604 | 1,104,302 | 1,102,450 | ||
| Dilutive weighted average number of shares | 22,096,542 | 22,081,240 | 22,079,388 | ||
| _________ | _________ | _________ | |||
| Basic (loss)/profit per share | (5.9p) | (7.4p) | 3.1p | ||
| Diluted (loss)/profit per share | (5.9p) | (7.4p) | 3.0p |
7 Financial expenses & Financial Income
| 6 months ended 30 September 2024 |
6 months ended 30 September 2023 | Year ended 31 March 2024 |
|||
| £000 | £000 | £000 | |||
| Bank interest | 559 | 754 | 1,545 | ||
| IFRS16 lease interest | 220 | 225 | 490 | ||
| Net foreign exchange (gain)/loss | (16) | 2 | 185 | ||
| Net fair value movements | - | - | 3 | ||
| Total financial expenses | 763 | 981 | 2,223 | ||
| 6 months ended 30 September 2024 |
6 months ended 30 September 2023 | Year ended 31 March 2024 |
|||
| £000 | £000 | £000 | |||
| Interest Received | 50 | - | 44 | ||
| Total financial income | 50 | - | 44 | ||
Notes to the Interim Financial Information (continued)
8 Taxation
| 6 months ended 30 September 2024 |
6 months ended 30 September 2023 | Year ended 31 March 2024 |
|||
| £000 | £000 | £000 | |||
| Current tax expense/(credit) | 243 | 15 | (50) | ||
| Deferred tax (credit)/expense | (218) | (368) | (17) | ||
| Total tax expense/(credit) | 25 | (353) | (67) | ||
The deferred tax liability has been decreased by £322,000 to £1,546,000 reflecting the recognition of a £176,000 deferred tax asset arising on the tax losses in the Period.
Deferred tax balances have been provided at 25% which was the tax rate which was substantively enacted at 30 September 2024.
Notes to the Interim Financial Information (continued)
9 Property, plant and equipment
| Freehold property | Plant and equipment |
Fixtures and fittings |
Motor vehicles | Computer equipment | Total | |
|---|---|---|---|---|---|---|
| £000 | £000 | £000 | £000 | £000 | £000 | |
| --- | --- | --- | --- | --- | --- | --- |
| --- | --- | --- | --- | --- | --- | --- |
| Cost | ||||||
| Balance at 1 October 2023 | 8,201 | 2,438 | 7,424 | 30 | 1,408 | 19,501 |
| Additions | - | - | 125 | - | 4 | 129 |
| Disposals | - | - | - | - | (16) | (16) |
| Balance at 31 March 2024 | 8,201 | 2,438 | 7,549 | 30 | 1,396 | 19,614 |
| Additions | - | - | 133 | - | 11 | 144 |
| Disposals | - | - | (4) | - | (17) | (21) |
| Balance at 30 September 2024 | 8,201 | 2,438 | 7,678 | 30 | 1,390 | 19,737 |
| Depreciation | ||||||
| Balance at 1 October 2023 | 619 | 2,000 | 4,340 | 30 | 1,186 | 8,175 |
| Charge for the Period | 26 | 102 | 414 | 4 | 50 | 596 |
| Disposals | - | - | - | (9) | (10) | (19) |
| Balance at 31 March 2024 | 645 | 2,102 | 4,754 | 25 | 1,226 | 8,752 |
| Charge for the Period | 82 | 97 | 305 | 1 | 54 | 539 |
| Disposals | - | - | (2) | - | (12) | (14) |
| Balance at 30 September 2024 | 727 | 2,199 | 5,057 | 26 | 1,268 | 9,277 |
| Net book value as at 30 September 2024 | 7,474 | 239 | 2,621 | 4 | 122 | 10,461 |
| Net book value as at 31 March 2024 | 7,556 | 336 | 2,795 | 5 | 170 | 10,862 |
| Net book value as at 30 September 2023 | 7,582 | 438 | 3,084 | - | 222 | 11,326 |
Notes to the Interim Financial Information (continued)
10 Right-of-use Assets
Leasehold properties
At 30 September 2024 the Group had five leased properties: Distribution centres and showrooms in York, Sweden and Germany, and Distribution centres in Ireland and Spain.
As at 30 September 2024 the associated right of use assets are as follows:
| Land and Buildings | ||||||
|---|---|---|---|---|---|---|
| £000 | ||||||
| --- | --- | --- | --- | --- | --- | --- |
| --- | --- | --- | --- | --- | --- | --- |
| Cost | ||||||
| Balance at 1 October 2023 | 15,428 | |||||
| Net exchange differences | (175) | |||||
| Balance at 31 March 2024 | 15,253 | |||||
| Modifications | - | |||||
| Balance at 30 September 2024 | 15,253 | |||||
| Depreciation | ||||||
| Balance at 1 October 2023 | 6,340 | |||||
| Charge for the Period | 814 | |||||
| Balance at 31 March 2024 | 7,154 | |||||
| Charge for the Period | 817 | |||||
| Balance at 30 September 2024 | 7,971 | |||||
| Net book value as at 30 September 2024 | 7,283 | |||||
| Net book value as at 31 March 2024 | 8,099 | |||||
| Net book value as at 30 September 2023 | 9,088 | |||||
Notes to the Interim Financial Information (continued)
11 Intangible assets
| Goodwill | Software platform |
Brand | Domain names | Other Intangibles | Total | |||
|---|---|---|---|---|---|---|---|---|
| £000 | £000 | £000 | £000 | £000 | £000 | |||
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Cost | ||||||||
| Balance at 1 October 2023 | 5,324 | 27,387 | 1,372 | 3,031 | 149 | 37,263 | ||
| Additions | - | 1,344 | - | 12 | - | 1,356 | ||
| Balance at 31 March 2024 | 5,324 | 28,731 | 1,372 | 3,043 | 149 | 38,619 | ||
| Additions | - | 1,649 | - | - | - | 1,649 | ||
| Balance at 30 September 2024 | 5,324 | 30,380 | 1,372 | 3,043 | 149 | 40,268 | ||
| Amortisation | ||||||||
| Balance at 1 October 2023 | - | 14,013 | 563 | 4 | 67 | 14,647 | ||
| Amortisation for the Period | - | 1,903 | - | 2 | 18 | 1,923 | ||
| Balance at 31 March 2024 | - | 15,916 | 563 | 6 | 85 | 16,570 | ||
| Amortisation for the Period | - | 1,988 | - | 2 | 18 | 2,008 | ||
| Balance at 30 September 2024 | - | 17,904 | 563 | 8 | 103 | 18,578 | ||
| Net book value as at 30 September 2024 | 5,324 | 12,476 | 809 | 3,035 | 46 | 21,689 | ||
| Net book value as at 31 March 2024 | 5,324 | 12,814 | 809 | 3,037 | 64 | 22,049 | ||
| Net book value as at 30 September 2023 | 5,324 | 13,409 | 809 | 3,027 | 47 | 22,616 | ||
12 Inventories
| 30 September 2024 | 30 September 2023 | 31 March 2024 | |||
| £000 | £000 | £000 | |||
| Finished goods | 40,065 | 38,954 | 25,643 | ||
The cost of inventories recognised as an expense and included in cost of sales in the period ended 30 September 2024 amounted to £41.5m (FY24 H1: £41.8m).
Inventories include £7.6m of predominantly Own-brand stock-in-transit (30 September 2023: £4.4m) from Far East manufacturers.
Notes to the Interim Financial Information (continued)
13 Trade and other receivables
| 30 September 2024 | 30 September 2023 | 31 March 2024 | |||
| £000 | £000 | £000 | |||
| Trade receivables | 1,377 | 1,563 | 1,125 | ||
| Prepayments | 1,672 | 2,520 | 1,954 | ||
| 3,049 | 4,083 | 3,079 | |||
Corporation tax asset of £505,000 (30 September 2023: £371,000) has been disclosed separately on the face of balance sheet in all three periods, in accordance with IAS 1.54(n).
Trade receivables include cash lodged with payment providers, Amazon and the Group's consumer finance partners, and UK and International education and trade accounts where standard credit terms are 30-days.
14 Interest bearing loans and borrowings
| 30 September 2024 | 30 September 2023 | 31 March 2024 | |||
| £000 | £000 | £000 | |||
| Non-current liabilities | |||||
| Bank loans | 21,000 | 24,000 | 12,000 | ||
| 21,000 | 24,000 | 12,000 | |||
| Current liabilities | |||||
| Bank loans | - | - | - | ||
| - | - | - | |||
| Total liabilities | |||||
| Bank loans | 21,000 | 24,000 | 12,000 | ||
| 21,000 | 24,000 | 12,000 | |||
Revolving Credit Facility
On 15 June 2023 the Group renewed its banking facilities entering into a three year £30m RCF with HSBC. This facility expires in June 2026 and is secured by a debenture over the Group's assets.
Loans incur interest at variables rates linked to SONIA, with a margin non-utilisation fee.
Notes to the Interim Financial Information (continued)
15 Trade and other payables
| 30 September 2024 | 30 September 2023 | 31 March 2024 | |||
| £000 | £000 | £000 | |||
| Current | |||||
| Trade payables | 14,803 | 13,120 | 6,895 | ||
| Accruals and deferred income | 4,059 | 4,519 | 3,585 | ||
| Deferred consideration | 23 | 23 | 23 | ||
| Other creditors including tax and social security | 2,201 | 2,641 | 2,975 | ||
| 21,086 | 20,303 | 13,478 | |||
| Non-current | |||||
| Accruals and deferred income | 30 | 67 | 91 | ||
| Deferred consideration | - | 22 | - | ||
| 30 | 89 | 91 | |||
Accruals at 30 September 2024 include:
- £1,136,000 (30 September 2023: £1,445,000) relating to customer prepayments; and
- £30,000 (30 September 2023: £66,000) relating to the estimated cash bonuses accrued relating to the CSOP schemes.
Deferred consideration
In March 2021 the Group acquired the Eden brand and associated assets from Marshall Amplification plc for £140,000 of which £100,000 was deferred and payable in four equal instalments of £25,000 on the first, second, third and fourth anniversary of the completion date, with £25,000 outstanding at 30 September 2024. These amounts are valued in the accounts at fair value and subsequently amortised.
The Directors consider the carrying amount of other 'trade and other payables' to approximate their fair value.
16 Lease liabilities
The Group has five property leases. Each lease is reflected on the statement of financial position as a right-of-use asset and a lease liability. The Group classifies its right-of-use assets in a consistent manner to its property, plant and equipment.
Lease liabilities are presented in the statement of financial position as follows:
| 30 September 2024 | 30 September 2023 | 31 March 2024 | |||
| £000 | £000 | £000 | |||
| Current | 1,790 | 1,057 | 1,794 | ||
| Non-current | 6,865 | 9,215 | 7,599 | ||
| 8,655 | 10,272 | 9,393 | |||
Notes to the Interim Financial Information (continued)
17 Share based payments
The Group operates share option plans for qualifying employees of the Group. Options in the plans are settled in equity in the Company and are subject to vesting conditions. Relevant events in the Period include:
Options forfeit - CSOP (2021)
On 2 August 2024 options over a total of 6,977 Ordinary shares were renounced and forfeit.
Options granted - CSOP (2024)
On 2 August 2024 options over a total of 35,767 Ordinary shares were granted to three non-Director employees under the Company's CSOP scheme.
18 Related party transactions
There were no significant related party transactions during the six months to 30 September 2024 (30 September 2023: none).
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