TIDMBBB

RNS Number : 5490K

Bigblu Broadband PLC

29 August 2023

This announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is disclosed in accordance with the company's obligations under Article 17 of MAR.

Bigblu Broadband plc

('BBB', the 'Group' or the 'Company')

Interim Results

Trading in line with expectations, Operational Improvements

Bigblu Broadband plc (AIM: BBB.L), a leading provider of alternative super-fast and ultra-fast broadband services, announces its unaudited interim results for the six months period ending 31 May 2023 (the "Period"). The Company has operations in Australia, Norway and a residual stake in Quickline Communications ("Quickline").

There was progress across the Company's business units in the period, with the focus on the introduction of new products and systems improvements. The Company is therefore well positioned for the second half of the year.

Financial Highlights

   --    Total revenue was GBP15.0m (1H22: GBP14.9m) 
   --    Adjusted EBITDA(1) increased 2.1% to GBP2.1m (1H22: GBP2.0m) 

-- Like for like revenue(2) and adjusted EBITDA growth, on a constant currency basis increased by 3.1% and 21.4% respectively

   --    Adjusted Free cash inflow(3) of GBP0.2m (1H22: inflow GBP0.4m) 

-- Net debt(4) as at 31 May 2023 was GBP0.3m (1H22: Net Cash GBP4.5m) following the Acquisition in Australia, as well as one off restructuring payments made in Norway and Central.

Operational Highlights

-- SkyMesh completed the acquisition of the satellite operations of Harbour ISP PTY LTD, a subsidiary of Uniti Group LTD in Australia (the "Acquisition") at a cost of c.GBP2.7m which included net 5.2k customers

   --    Total customers at period end were 62.6k (1H22: 60.4k), including the Acquisition 

-- The Company has pro-actively undertaken a reorganisation of the Norwegian business and restructured the central costs within the business. This has resulted in a reduction in the Norwegian workforce of approximately 30%, and a reduction of c.75% of our UK head office. Together bringing annual savings of GBP0.9m

-- In Norway we completed the planned separation of the business into two legal entities, recognising the different attributes of each being our satellite and 5G technology business, typically lower capex, and our infrastructure business, typically higher capex.

-- Quickline continues to be well supported by Northleaf with an addressable base of over 350,000 premises at the half year, with its hybrid Fixed Wireless (FWA) and Full Fibre infrastructure. The Company retains a 3.1% stake holding following further investment since the year end with a current carrying value of GBP5.9m. Northleaf have invested GBP110m in total since they acquired the majority stake.

1 Adjusted EBITDA is stated before interest, taxation, depreciation, amortisation, share based payments and exceptional items. It also excludes property lease costs which, under IFRS 16, are replaced by depreciation and interest charges.

2 Like for like (LFL) revenue and EBITDA is adjusted for new or divested businesses in both the current and prior year and adjusts for constant currency.

3 Adjusted Operating cash flow relates to the amount of cash generated from the Group's operating activities and is calculated as follows: Profit/(Loss) before Tax adjusted for Depreciation, Amortisation, Share Based Payments and adjusting for changes in Working Capital and non-cash items and excludes items identified as exceptional in nature. Adjusted Free cash flow being cash (used)/generated by the Group after investment in capital expenditure, servicing of debt and payment of taxes and excludes items identified as exceptional in nature.

4 Cash / Net debt excludes lease-related liabilities of GBP0.9m of under IFRS 16 (FY22 GBP1.4m).

Andrew Walwyn, Chief Executive Officer of Bigblu Broadband plc, commented:

"The overall performance of the Group is in line with the Board's expectations. We are carefully extending our product offerings with our partners in each region, thereby increasing our addressable markets, at the same time implementing new systems in each territory and cutting central headcount / other costs.

We have reorganised our Norwegian business and our Australian business has completed another important bolt on acquisition. We continue to develop products and solutions with our network partners that will enable customers to operate as effectively as possible, particularly at a time where large numbers of customers are likely to be working from home, whether full or part time.

Specifically, following the recent acquisitions by SkyMesh in Australia, the Board believes that its strategy of organic growth complemented by further bolt-on acquisitions should accelerate the Company's presence across Australia with the potential to achieve 80,000 customers over the next three years. Furthermore, the Board continues to assess all options to realise value for shareholders, including a potential spin out ASX listing, as previously announced.

The Board remains focused on maximising value and returns for shareholders. The combination of market dynamics and opportunities available to our business units provides a backdrop for delivering enhanced shareholder value."

For further information:

 
 Bigblu Broadband Group PLC                   www.bbb-plc.com 
 Andrew Walwyn, Chief Executive Officer        Tel: +44 (0)20 7220 
  Frank Waters, Chief Financial Officer         0500 
 finnCap (Nomad and Broker)                   Tel: +44 (0)20 7220 
  Marc Milmo / Simon Hicks / Charlie Beeson    0500 
  (Corporate Finance) 
  Tim Redfern / Harriet Ward (ECM) 
 

About Bigblu Broadband plc

Bigblu Broadband plc (AIM: BBB.L), is a leading provider of alternative superfast and ultrafast broadband solutions throughout Australia and Norway. BBB delivers a portfolio of superfast and ultrafast wireless broadband products for consumers and businesses typically unserved or underserved by fibre.

High levels of recurring revenue, increasing economies of scale and Government stimulation of the alternative broadband market in many countries provide a solid foundation for significant organic growth as demand for alternative ultrafast broadband services increases around the world.

BBB's range of solutions includes satellite, next generation fixed wireless and 4G/5G FWA delivering between 30 Mbps and 500Mbps for consumers, and up to 1 Gbps for businesses. BBB provides customers with a full range of services including hardware supply, installation, pre-and post-sale support, billings, and collections, whilst offering appropriate tariffs depending on each end user's requirements.

Importantly, as its core technologies evolve, and more affordable capacity is made available, BBB continues to offer ever-increasing speeds and higher data throughputs to satisfy market demands for broadband services. BBB's alternative broadband offerings present a customer experience that is broadly similar to that offered by wired broadband and the connection can be shared in the normal way with PCs, tablets and smart phones.

CHIEF EXECUTIVE'S REPORT

Overview

The first half of this financial year has been a further period where we have had to contend with the challenges created by the global economy and inflationary issues. In the context of these global challenges, our long-term relationships with our network partners were vital as we worked together to ensure we could deal with the growing demand for rural and remote broadband services.

In early 2023, our fully owned Australian business, SkyMesh PTY LTD, completed the acquisition of the Satellite operations of Harbour ISP PTY LTD, a subsidiary of Uniti Group LTD in Australia (the "Acquisition"). The total cash consideration, including deferred payments, was AUD$4.72m (GBP2.7m). The cash consideration was satisfied from existing cash resources including our revolving credit facilities with Santander. The satellite operations acquired consisted of net 5.2k customers and in 1H23 contributed GBP0.9m of revenue, GBP0.3m of EBITDA and GBP0.3m of cash generation. Post this acquisition the Board continues to explore all options to realise value for BBB shareholders from SkyMesh, which could include an ASX listing of SkyMesh.

Key Financials for the continuing operations

Net customer growth after the Acquisition in the first half of 2023 was 3.6% to 62.6k (1H22: 2.6%). There was a big focus on driving new products, with Telenor 4G/5G FWA in Norway and fixed line in Australia together with continued marketing campaigns to migrate c.1k customers to more suitable products which the Board believe should help to reduce churn in the future.

Total revenue was GBP15.0m, up 0.5% (1H22: GBP14.9m). This increase in revenue reflected a net increase in customers, including the acquisition (GBP0.5m) and ARPU progression (GBP0.1m) but reduced by impact of negative FX rates (GBP0.5m) in the period. Recurring airtime revenue, defined as revenue generated from the Company's broadband airtime, which is typically linked to contracts, was GBP14.0m representing 93% of total revenue (1H22: 95%). Total like-for-like (LFL) revenue for the Continuing Group in the period was GBP14.6m representing 3.1% growth on a constant currency basis.

Gross profit margins reduced to 39.0% in 1H23 (1H22: 41.8%), due to planned product mix changes with the increase in 5G FWA customers being at slightly lower margins than existing recurring margins for fixed wireless, but which have a higher lifetime value, as well as plan switching in Australia.

Overheads, before items identified as exceptional in nature, reduced to GBP3.8m (1H22: GBP4.2m), representing 25.2% of revenue (1H22: 28.3%) due in the main to reduced headcount costs of c.9 FTE (GBP0.4m).

Consequently, adjusted EBITDA for the period increased 2.1% to GBP2.1m (1H22: GBP2.0m), alongside an adjusted EBITDA margin of 13.8% (1H22: 13.6%). Total like-for-like (LFL) adjusted EBITDA for the Continuing Group on a constant currency basis in the period was GBP1.8m (1H22: GBP1.5m) representing 21.4% growth.

Australia

SkyMesh remains the leading Australian satellite broadband service provider having been named Best Satellite NBN Provider for the fifth year in succession (2019-2023). SkyMesh commanded a 55 per cent market share of net new adds under the NBN scheme in the period to 31 May 2023.

SkyMesh ended the period with customer numbers at 55.1k - up 5.9% on the prior year (1H22: 52.0k), which includes the net customers acquired from Uniti (5.2k) and revenues of GBP12.8m. Gross margins were c.35% (down c.1% on 1H22) due to the slightly lower margin from the Harbour customer base acquisition (34%) and less data packs sold in the period. With new products being implemented in the second half of the year, as well as price increases, we expect gross margins to increase to around 36%.

Adjusted EBITDA was in line with prior year at GBP2.2m supporting both a positive adjusted operating cash inflow of GBP1.4m and generating a positive adjusted underlying free cash flow before group transfers of GBP1.2m.

The acquisition of customers from Harbour continues SkyMesh's strategy of expanding its presence across Australia.

The Board believes that it can continue to complement organic growth opportunities by accretive acquisitions and partnerships that could accelerate the Company's presence across Australia.

The emergence of 5G and LEO satellite technologies has accelerated the uptake of non-fibre broadband internet services in Australia. Starlink has continued to target our market with strong promotional offers which continue to impact current churn rates, and we are monitoring such promotion and marketing activity. We believe we can counter such challenges to the business by expanding our product offerings to increase our addressable market. In this regard and working with our network partners, c.25% of the base has been transferred to new product offerings from NBN Co, and although early, we are seeing far higher customer satisfaction and reduced churn.

Norway

Our Norwegian business ended 1H23 with customer numbers of 7.5k (1H22: 8.4k) and underlying churn has reduced to 12.1% (1H22: 16.7%).

Revenues remained in line with prior year at GBP1.9m. Gross margin decreased in line with expectations to a blended 55.0% (1H22: 62.3%) with lower margins in our Satellite base of 46.2% (1H22: 47.5%), our 4G/5G FWA base of 57.3% (1H22: 59.2%) and our fixed wireless base of 66.0% (1H22: 67.2%). The 4G/5G FWA revenue stream continues to strengthen and is now contributing in excess of 70% of net new customers and revenue on a monthly basis.

Adjusted EBITDA for Norway was GBP0.2m (1H22: GBP0.5m), Adjusted operating cash was an inflow of GBP0.4m (1H22: Outflow GBP0.6m) and adjusted underlying free cash flow was an inflow of GBP0.2m (1H22: Outflow GBP1.1m) following capital expenditure of GBP0.2m.

The Company has pro-actively undertaken a reorganisation and restructuring of our Norwegian business and consequently reduced the workforce by approximately 30%, with an annualised cost saving going forward of c.GBP0.5m

The Directors consider that each of the remaining business units in Australia and Norway are progressing in line with expectations; product offerings are being widened, increasing the addressable markets, and costs reduced. The Directors are carefully balancing new initiatives with the desire to realise shareholder value. Specifically

Strategy

The demand for our products has increased with an element of home working in the countries we operate being the norm, and the consequential need for faster broadband solutions to the home. Whilst recognising the pressure on individuals and companies' disposal income and profits, we believe that the solution set the Group offers its customers is important and a necessary utility cost.

The Directors consider that, each of the remaining business units in Australia and Norway are progressing in line with expectations in terms of, carefully widening product offerings and therefore addressable markets, reducing costs. The Directors are carefully balancing new initiatives with the desire to realise shareholder value. Specifically

-- For the SkyMesh business in Australia, the Board believes that it could complement organic growth opportunities by additional acquisitions that could accelerate the Company's presence across Australia's addressable market. As noted previously, the Board believes the business has the potential to achieve 80,000 customers in the region over the next three years through organic and acquisitive growth. Post the recent acquisition the Board continues to explore all options to realise value for BBB shareholders from SkyMesh including an ASX listing.

-- Norway is showing early signs of stabilising, but we recognise the importance of limiting further cash requirements.

Current Trading and Outlook

During the period to 31 May 2023, the Company continued to grow its customer base while still benefiting from the strong visibility afforded by the high percentage of recurring revenues. This will prove to be key to the Group as we seek to maximise shareholder value from our Australian and Norwegian businesses.

The Board will continue to consider such opportunities as they arise including, but not limited to, capitalising on organic growth and considering acquisition targets in Australia to further solidify our position in the region, create scale and at the same time reigniting our Norway operation with a smaller, more profitable footprint, reduced churn and new product offerings to our customers.

In the current environment, part of our continued growth, and improvement year on year, is satisfying the increased demand for high-speed broadband in rural areas as more and more employees work from home. We closely monitor a number of KPIs daily that impact on the businesses, to ensure that the economic pressures faced by our customers and suppliers don't materially impact our operations and financial performance. These KPIs include customer sales, activations, churn, customers inflight, FOREX, cash and stock levels.

Following typical seasonal trends, we expect a positive second half and remain comfortable with financial market expectations for the current year.

Andrew Walwyn

CEO

FINANCIAL REVIEW

This financial review describes the performance of the Company during the Period.

Total customers at the Period end for the Group were c.62.6k (1H22: c.60.4k). During the period the Company had gross adds of 7.5k, (1H22: 8.5k) and underlying churn of 8.2k (1H22: 7.5k) giving c.0.7k net organic churn (1H22: net organic adds c.1.0k). In addition, there were net 5.2k customers acquired with the acquisition of Harbour satellite customers. The exceptional churn c.1.3k (1H22: c.1.6k) resulted in the main from demounting equipment on Norwegian masts that are no longer profitable. This is summarised as follows:

 
                              Unaudited   Unaudited     Audited 
                                  As at       As at       As at 
                              31-May-23   31-May-22   30-Nov-22 
 
 Opening base                      59.4        58.8        58.8 
                             ----------  ----------  ---------- 
 Gross Additions (1)                7.5         8.5        16.7 
 Churn - Underlying 
  (2)                             (8.2)       (7.5)      (16.5) 
 Migrated / Switched 
  out (3)                         (1.0)       (4.0)       (9.0) 
 Migrated / Switched 
  in (3)                            1.0         4.0         9.0 
                             ----------  ----------  ---------- 
 Underlying Net Additions 
  / (Churn)                       (0.7)         1.0         0.2 
 Acquisition                        5.2         2.2         2.2 
                             ----------  ----------  ---------- 
 Net Additions                      4.5         3.2         2.4 
 Churn - Exceptional(4)           (1.3)       (1.6)       (1.8) 
 Net growth                         3.2         1.6         0.6 
                             ----------  ----------  ---------- 
 
 Closing Base                      62.6        60.4        59.4 
                             ----------  ----------  ---------- 
 

(1) Customers where orders have been received but not activated (0.5k) and Customers who have taken a contract out and commenced service (7.0k)

(2) Underlying churn is where customers have cancelled their contract

(3) Customers who have been specifically targeted to switch their contract and renew with a new product and contract

(4) Exceptional churn is where we or a customer cancels their contract due to uncontrollable circumstances impacting their service such as cyber event and demounting

Significant focus in 1H23 was on launching 4G/5G FWA services in Norway and "right sizing" the business across all territories. Total Churn (defined as the number of subscribers who discontinue their service as a percentage of the average total number of subscribers within the period, including the exceptional churn), increased slightly to an average annualised churn rate of 32.3% (Excluding exceptional churn 28.3%) in 1H23 from 30.7% in 1H22 (Excluding exceptional churn 25.3%). The main areas of exceptional churn were the continued demounting of loss making fixed wireless customers in Norway.

Total revenue increased 0.5% to GBP15.0m (1H22: GBP14.9m). This reflects the higher customer numbers (GBP0.5m) and increased underlying ARPU (GBP0.1m), reduced by currency movement (GBP0.5m). ARPU improved from GBP40.64 to GBP40.88 as we sought to offer better packages to customers, more appropriate to increasing demands for speed and data, with increased revenue from services and installations. Importantly Like for like revenue in the period increased 3.1% to GBP14.6m (1H22: GBP14.1m).

The sales revenue mix across the Company at the end of the period was c.75% Satellite, c.21% Fixed Wireless and 4% 4G / 5G FWA (1H22: c.76% Satellite, c.22% Fixed Wireless and 2% 4G / 5G FWA).

Gross margin was lower due to the product mix associated with the introduction of 5G FWA products in Norway and the gross margin from the Harbour acquisition slightly lower than the existing run rate in Australia. Overheads reduced GBP0.4m (10.4%) on 1H22, due to lower staff costs following the Group restructuring.

Depreciation reduced in the period to GBP0.7m (1H22: GBP1.0m) following the write down of fixed assets in Norway at last year end.

Amortisation of intangible assets increased to GBP0.8m (1H22: GBP0.2m), due to the customer contracts acquired with Clear (GBP0.3m) and Harbour (GBP0.5m), which are being amortised over 24 months.

The Company incurred charges identified as exceptional in nature during the period of GBP2.3m (1H22 GBP0.9m), including costs related to internal restructuring/redundancy (GBP1.3m), legal and related costs associated with acquisition and disposal activities (GBP0.4m), system costs (GBP0.5m) and other costs deemed exceptional to ordinary activities (GBP0.1m).

Interest costs increased during the period to GBP0.1m (1H22: GBP0.1m) as a result of a draw down of the revolving credit facility in 1H23 of GBP2.1m to support M&A activity, working capital and the restructuring costs.

 
                                            Unaudited       Unaudited   Audited 
                                                As at           As at     As at 
                                               31 May          31 May    30 Nov 
                                                 2023            2022      2022 
                                               GBP000         GBP000     GBP000 
 
 Underlying Interest                              100             18         78 
 Interest element of lease 
  payments                                         17             34         46 
 Reported Interest                                117             52        124 
                                           ----------  ----  -------  --------- 
 
 

Statutory Results and EBITDA Reconciliation

Adjusted EBITDA (before share based payments and exceptional items) for the half year increased 2.1% to GBP2.1m (1H22: GBP2.0m). A reconciliation of the adjusted EBITDA to statutory operating loss of GBP1.7m (1H22: GBP0.1m loss) and to adjusted PAT of GBP1.2m (1H22: GBP0.5m profit) is shown below:

 
                                    Unaudited 6 months to 31     Unaudited 6 months to 31      Audited 12 months to 30 
                                                    May 2023                     May 2022                November 2022 
                                                      GBP000                       GBP000                       GBP000 
 
 Adjusted EBITDA              1                        2,062                        2,020                        5,101 
 Depreciation                 2                        (688)                        (979)                      (2,076) 
 Impairment of Fixed Assets   2                            -                            -                        (966) 
 Amortisation                 3                        (808)                        (188)                        (702) 
                                 ---------------------------  ---------------------------  --------------------------- 
 Adjusted EBIT                                           566                          853                        1,357 
 Share based payments                                      -                        (154)                        (309) 
                                 ---------------------------  ---------------------------  --------------------------- 
 Continuing Operations 
  operating profit - 
  pre-exceptional items                                  566                          699                        1,048 
 Exceptional items            4                      (2,272)                        (830)                      (2,707) 
                                 ---------------------------  ---------------------------  --------------------------- 
 Continuing Operations 
  Statutory operating loss 
  - post exceptional items                           (1,706)                        (131)                      (1,659) 
                                 ---------------------------  ---------------------------  --------------------------- 
 
   Adjusted EBIT                                         566                          853                        1,357 
 Underlying interest                                   (117)                         (52)                        (124) 
 Tax charge                                             (91)                        (330)                      (1,031) 
 Impairment of Fixed Assets                                -                            -                          966 
 Amortisation                                            808                            -                          702 
 Deferred taxation 
  adjustment in Norway                                     -                            -                          714 
                                 ---------------------------  ---------------------------  --------------------------- 
 Continuing Adjusted PAT                               1,166                          471                        2,584 
                                 ---------------------------  ---------------------------  --------------------------- 
 

Company

1) Adjusted EBITDA (before share based payments, depreciation, intangible amortisation, acquisition, employee related costs, deal related costs, and start-up costs) was GBP2.1m (1H22: GBP2.0m).

2) Depreciation reduced to GBP0.7m in 1H23 from GBP1.0m in 1H22, following the impairment of fixed assets in Norway at the year end.

3) Amortisation of intangible assets increased to GBP0.8m (1H22: GBP0.2m), due to the customer contracts acquired with Clear (GBP0.3m) and Harbour (GBP0.5m) being amortised over 24 months.

4) The Company incurred expenses in the period that are considered exceptional in nature and appropriate to identify. These comprise:

a. GBP1.3m (1H22: GBP0.1m) employee termination and redundancy costs where internal restructuring has occurred.

b. GBP0.4m (1H22: GBP0.5m) of net acquisition, deal, legal and other costs relating to M&A activities and fundraising during the period. These costs comprise mainly professional and legal fees associated with the Harbour acquisition.

   c.     System development related costs of GBP0.5m (1H22: GBPnil). 
   d.    GBP0.1m of other one-off costs (1H22: GBP0.2m) 

Total Revenue and Adjusted EBITDA in 1H23 and the comparative period is analysed as follows:

 
                                                    Revenue                             Adjusted EBITDA(2) 
                   -----------------------------------------               ---------- 
                             Unaudited             Unaudited      Audited   Unaudited   Unaudited      Audited 
                              6 months              6 months    12 months    6 months    6 months    12 months 
                                    to                    to           to          to          to           to 
                                31 May                31 May       30 Nov      31 May      31 May       30 Nov 
                                  2023                  2022         2022        2023        2022         2022 
                                  GBPm                  GBPm         GBPm        GBPm        GBPm         GBPm 
 Australia                        12.8                  12.6         26.5         2.2         2.2          5.0 
 Norway                            1.9                   1.9          4.0         0.2         0.5          1.0 
                   -------------------  --------------------  -----------  ----------  ----------  ----------- 
 Pre-Central                      14.7                  14.5         30.5         2.4         2.7          6.0 
 Central Revenue 
  and Costs(1)                     0.3                   0.4          0.7       (0.3)       (0.7)        (0.9) 
 Total                            15.0                  14.9         31.2         2.1         2.0          5.1 
                   -------------------  --------------------               ----------  ---------- 
 

(1) Central costs include finance, IT, marketing and plc costs

(2) Adjusted EBITDA includes the impact of adoption of IFRS16

The Company's total customer base of c.62.6k as at 31 May 2023 (1H22: c.60.4k) was split as follows: Australia: 87% (1H22: 86%), Norway: 13% (1H22: 14%).

The year-on-year analysis from both a revenue and EBITDA perspective is explained as follows:

Australia

   --      Revenue increased from GBP12.6m to GBP12.8m and is analysed as follows 

o increase in revenue following customer acquisition from Harbour - GBP0.9m

o decrease in revenue from net underlying Churn - (GBP0.2m)

o impact of currency reduced revenue - (GBP0.5m)

   --    Adjusted EBITDA remained constant year-on-year at GBP2.2m and is analysed as follows 

o Increase following acquisition - GBP0.3m

o Reduced GM% from 36% to 35% - (GBP0.4m)

o Cost reductions positive impact GBP0.1m

Norway

   --    Revenue is in line with prior half year at GBP1.9m and is analysed as follows 

o decrease due to the cyber-attack last year impacting 1.3k customers - (GBP0.3m)

o fixed wireless decreased by mainly due to the demounting of identified loss-making masts in period - (GBP0.1m)

o Revenue in 5G increased - GBP0.4m

-- Adjusted EBITDA decreased from GBP0.5m in 1H22 to GBP0.2m in 1H23 and is analysed as follows

o Reduction following cyber-attack and demounting - (GBP0.3m)

o Increased from 5G - GBP0.1m

o Reduced GM% from 62% to 55% - (GBP0.5m)

o Cost reductions positive impactGBP0.4m

Central

   --      Revenue reduced from GBP0.4m to GBP0.3m 

o Due to a reduction in services to third parties - (GBP0.1m)

   --    Adjusted EBITDA improved from a loss of GBP0.7m to a loss of GBP0.3m 

o Reduced from impact of lower revenue - (GBP0.1m)

o Cost reductions with positive impact GBP0.5m

Cash Flow Analysis:

Underlying Cashflow performance

The underlying cash flow performance analysis seeks to clearly identify underlying cash generation within the Company and separately identify the cash impact of M&A activities, identified exceptional items and the treatment of IFRS 16 and is presented as follows:

 
                                                                             Unaudited      Unaudited        Audited 
                                                                              6 months       6 months      12 months 
                                                                                    to             to             to 
                                                                           31 May 2023    31 May 2022    30 Nov 2022 
                                                                                GBP000         GBP000         GBP000 
 
   Adjusted EBITDA                                                               2,062          2,020          5,101 
 Underlying movement of working capital                              1           (870)        (1,314)            777 
 Forex and non-cash                                                  2           (556)            595          (113) 
                                                                         -------------  -------------  ------------- 
 Underlying operating cash flow before interest, tax, Capex and 
  exceptional items                                                  3             636          1,301          5,765 
 Tax and interest paid                                               4           (208)          (382)          (663) 
 Purchase of Assets                                                  5           (216)          (526)        (1,432) 
                                                                         -------------  -------------  ------------- 
 Underlying free cash flow before exceptional and M&A items                        212            393          3,670 
 Exceptional items                                                   6         (1,500)            448        (2,707) 
 Investing activities                                                7         (2,621)        (1,192)        (1,154) 
 Movement in cash from discontinued operations                       8               -              -          (120) 
 Proceeds from Loans                                                 9           2,100              -              - 
 Financing activities                                                10          (634)          (308)          (695) 
                                                                         -------------  -------------  ------------- 
  Decrease in cash balance                                                     (2,443)          (659)        (1,006) 
                                                                         -------------  -------------  ------------- 
 

1) Underlying movement in working capital was an outflow of GBP0.9m (1H22: outflow GBP1.3m), an improved working capital position of GBP0.4m due in the main to

o an decrease in Trade & Other Receivables GBP0.6m

o a reduction in Trade Payables (GBP1.1m)

o lower inventory GBP0.6m

o and improved working capital movements GBP0.3m

2) Forex and non-cash outflow of GBP0.6m (1H22: inflow GBP0.6m) relate to the exchange movement in the Consolidated Statement of Comprehensive Income and the Consolidated Statement of Financial Position (GBP0.5m) where AUD and NOK values are translated to GBP for the Group reporting currency, as well as costs/income which have no impact on operating cashflow (GBP0.1m).

3) This resulted in an underlying operating cash flow before Interest, Tax, Capital expenditure and Exceptional items of GBP0.6m (1H22: GBP1.3m inflow) and an underlying operating cash flow to EBITDA conversion of 30.9% (1H22: 64.4%).

4) Tax and interest paid was GBP0.2m (1H22: GBP0.4m). Tax paid relates to the prepayment in Australia on the monthly revenue (GBP0.1m), with the interest element being the fee on the undrawn and drawn funds from the RCF

5) Purchases of assets were GBP0.2m (1H22 GBP0.5m). These relate to Norwegian 5G FWA stock capitalised (GBP0.2m).

This resulted in an underlying Free Cash inflow before exceptional items, M&A activities and financing activities in the period of GBP0.2m (1H22: inflow GBP0.4m) and an underlying free cash flow to EBITDA conversion of 74.4% (1H22: (10.0%)). Excluding the currency translational impact this would have been an underlying operating cash flow to EBITDA conversion of 95.1% (1H22: 34.9%).

6) Exceptional items of GBP1.5m (1H22: Inflow GBP0.4m) covers completion payments (GBP0.1m) in respect of earlier M&A activity, staff restructuring/redundancy costs in Norway (GBP0.4m) and central (GBP0.5m), disposals and acquisitions (GBP0.2m) and others (GBP0.3m).

7) Investing activities included the purchase of Uniti of GBP2.7m (1H22: purchase of Clear Networks for GBP1.2m)

   8)    There were no operations discontinued during 1H23 (1H22: GBPnil). 
   9)    Proceeds from the RCF facility with Santander. 

10) In 1H23 the financing activities related to the principal element of lease payments of GBP0.6m (1H22: GBP0.3m).

Statutory Cash flow Analysis

Underlying operating cash inflow was GBP0.6m in 1H23 (1H22: Inflow of GBP1.3m).

Tax and interest paid increased to GBP0.2m in 1H23 from GBP0.4m in 1H22, covering the monthly corporation tax payments on account in Australia as well as interest payments.

The net summary of the above is an equity free cash inflow of GBP0.2m in 1H23 (1H22: GBP0.4m inflow) which is summarised as follows:

 
                                                                              Unaudited      Unaudited         Audited 
                                                                            6 months to    6 months to    12 months to 
                                                                                 31 May         31 May          30 Nov 
                                                                                   2023           2022            2022 
                                                                                 GBP000         GBP000          GBP000 
 Underlying Operating Cash Flows(1)                                                 636          1,301           5,765 
 Purchase of assets                                                               (216)          (526)           (663) 
 Interest and Tax                                                                 (208)          (382)         (1,432) 
                                                                          -------------  -------------  -------------- 
 Equity free cash flow inflow                                                       212            393           3,670 
                                                                          -------------  -------------  -------------- 
 
 
 Underlying Operating cash flow analysis - Underlying Operating Cash 
  Flow /Adjusted EBITDA                                                          30.9 %          64.4%          113.0% 
 
 Underlying Operating cash flow analysis - Adjusted for currency - 
  Underlying Operating Cash 
  Flow (currency adjusted) /Adjusted EBITDA                                      95.1 %          34.9%          115.2% 
 
   Underlying Free cash flow analysis - Adjusted for currency - 
   Underlying Free Cash Flow (currency 
   adjusted) /Adjusted EBITDA                                                    74.4 %        (10.0%)           74.1% 
 

(1) Underlying Operating Cash flows is before interest, tax and exceptional items relating to M&A, integration costs and investment in network partnerships

Net Cash / (debt) comprises:

 
                         Unaudited      Unaudited         Audited 
                       6 months to    6 months to    12 months to 
                            31 May         31 May          30 Nov 
                              2023           2022            2022 
                            GBP000         GBP000          GBP000 
 Cash                        1,752          4,542           4,195 
 Debt                      (2,100)              -               - 
                     -------------  -------------  -------------- 
 Net Cash / (Debt)           (348)          4,542           4,195 
                     -------------  -------------  -------------- 
 

In the last twelve months (LTM) period, comparing 1H23 with 1H22, cash decreased by cGBP2.8m to GBP1.8m, from GBP4.5m, excluding IFRS 16 liabilities. Along with the drawdown from the RCF this results in a net debt position of GBP0.3m (1H22: GBPnil).

In the LTM period, we generated cash inflows of GBP5.1m, and this was utilised as follows;

   -      investment in fixed assets of GBP1.1m 
   -      purchase of intangibles GBP2.7m 
   -      interest and tax GBP0.5m 
   -      and other working capital elements GBP0.8m. 

The table above excludes the lease liabilities of GBP0.9m relating to IFRS 16 (1H22: GBP1.4m). Including this amount would give a total net debt of GBP1.2m (1H22: net cash GBP3.1m).

Balance Sheet

Non-current assets have decreased in the last 12 months by GBP1.1m to GBP17.1m (1H22: GBP18.2m) and are analysed as follows

   -      Increased due to the acquisition of customer contracts from Harbour (Uniti) GBP2.7m 
   -      Decreased by depreciation in the year (GBP2.7m) 
   -      Decreased by amortisation in the year (GBP1.3m) 
   -      Increased due to currency translation GBP0.2m 

Capital expenditure in 1H23 was GBP0.2m (1H22: GBP0.5m) relate to Norwegian 5G FWA stock capitalised.

Intangible Assets of GBP8.7m comprise Goodwill and other intangibles (1H22: GBP7.9m). Of the increase of GBP0.8m,

   -      GBP2.7m relates to the customer acquisition by SkyMesh of the Harbour customer base, 
   -      offset by a reduction in deferred consideration payments of GBP0.5m and 
   -      amortisation of GBP1.4m. 

Working Capital

Inventory days decreased to 19 days (1H22: 31 days) due to stock sold to support the increasing 5G FWA sales in Norway.

Debtor days increased to 14 days (1H22: 10 days) due to delayed collections associated with the Harbour acquisition and transfer of base.

Creditor days decreased to 64 days (1H22: 87 days) due to cash being used to improve our credit position with our suppliers, specifically in our Norwegian business.

Total net debt, excluding lease liabilities, increased in the year to GBP0.3m (FY22: Net cash GBP4.5m) and is explained further in the Cash Flow Analysis section.

Statutory EPS and Adjusted EPS for total company including discontinued operations

Statutory EPS loss per share increased to 3.3p from 1.1p.

 
                                                              Statutory EPS Pence 
                                                      Unaudited     Unaudited        Audited 
                                                    6 months to   6 months to   12 months to 
                                                         31 May        31 May         30 Nov 
                                                           2023          2022           2022 
 
 Basic EPS attributable to ordinary shareholders          (3.3)         (1.1)          (5.0) 
 Diluted EPS from continuing operations                   (3.3)         (0.9)          (4.8) 
 

Statutory basic EPS shows a loss of 3.3p (1H22: Loss 1.1p). Diluted EPS increased to a loss of 3.3p (1H22: Loss 0.9p).

Frank Waters

CFO

Bigblu Broadband plc

Consolidated statement of comprehensive income

6 months ended 31 May 2023

 
                                                             Note 
                                                                      Unaudited       Unaudited       Audited 
                                                                       6 months     6 months to     12 months 
                                                                             to          31 May            to 
                                                                         31 May            2022        30 Nov 
                                                                           2023                          2022 
                                                                         GBP000          GBP000        GBP000 
 Revenue                                                                 14,965          14,894        31,220 
 Cost of goods sold                                                     (9,131)         (8,662)      (18,121) 
                                                                   ------------  --------------  ------------ 
 Gross Profit                                                             5,834           6,232        13,099 
 Distribution and administration expenses                     2         (6,044)         (5,196)      (11,014) 
 Depreciation                                                             (688)           (979)       (3,042) 
 Amortisation                                                             (808)           (188)         (702) 
 Operating Loss                                                         (1,706)           (131)       (1,659) 
 Interest Payable                                                         (117)            (52)         (124) 
 Loss before Tax                                                        (1,823)           (183)       (1,783) 
 Taxation charge                                                           (91)           (330)       (1,031) 
                                                                   ------------  --------------  ------------ 
 Loss from continuing operations                                        (1,914)           (513)       (2,814) 
 Loss from discontinued operations                                            -           (101)         (120) 
                                                                   ------------  --------------  ------------ 
 Loss for the period                                                    (1,914)           (614)       (2,934) 
 Foreign currency translation difference                                  (570)             226           206 
                                                                   ------------  --------------  ------------ 
 Total comprehensive expense for the period                             (2,484)           (388)       (2,728) 
                                                                   ------------  --------------  ------------ 
 
 
   (Loss) / Profit per share 
 Total - Basic EPS                                            3          (3.3p)          (1.1p)        (5.0p) 
 Total - Diluted EPS                                          3          (3.3p)          (1.1p)        (5.0p) 
 Continuing operations - Basic EPS                            3          (3.3p)          (0.9p)        (4.8p) 
 Continuing operations - Diluted EPS                          3          (3.3p)          (0.9p)        (4.8p) 
 Discontinued operations - Basic EPS                          3               -          (0.2p)        (0.2p) 
 Discontinued operations - Diluted EPS                        3               -          (0.2p)        (0.2p) 
 
   Adjusted earnings per share from continuing operations 
   Total - Basic EPS                                           3           2.0p            0.8p          4.4p 
 Total - Diluted EPS                                          3            2.0p            0.8p          4.4p 
 

Bigblu Broadband plc

Consolidated statement of financial position

As at 31 May 2023

 
                                     Note   Unaudited      Unaudited    Audited 
                                                As at          As at      As at 
                                               31 May    31 May 2022     30 Nov 
                                                 2023                      2022 
                                               GBP000         GBP000     GBP000 
 Non-Current Assets 
 Intangible assets                              8,730          7,880      7,433 
 Property Plant and Equipment                   2,209          3,879      2,881 
 Investments                                    5,911          5,750      5,830 
 Deferred Tax asset                               282            717        303 
                                                                      --------- 
 Total Non-Current Assets                      17,132         18,226     16,447 
                                           ----------  -------------  --------- 
 
 Current Assets 
 Inventory                                        937          1,577      1,142 
 Trade Debtors                                  1,215            851        773 
 Other Debtors                                    431          1,354      1,562 
 Cash and Cash Equivalents                      1,752          4,542      4,195 
 Total Current Assets                           4,335          8,324      7,672 
                                           ----------  -------------  --------- 
 
 Current Liabilities 
 Trade Payables                               (3,242)        (4,364)    (4,223) 
 Recurring Creditors and Accruals             (2,326)        (2,958)    (2,363) 
 Other Creditors                                 (54)          (991)      (534) 
 Payroll taxes and VAT                          (587)          (359)      (924) 
 Lease liabilities                              (633)          (487)      (795) 
 Provisions for liabilities 
  and charges                                   (685)          (685)      (685) 
 Total Current Liabilities                    (7,527)        (9,844)    (9,524) 
                                           ----------  -------------  --------- 
 
 Non-Current Liabilities 
 Loans and debt facilities                    (2,100)              -          - 
 Lease liabilities                              (300)          (865)      (559) 
 Deferred taxation                              (601)          (288)      (646) 
                                           ----------  -------------  --------- 
 Total Non-Current Liabilities                (3,001)        (1,153)    (1,205) 
                                           ----------  -------------  --------- 
 
 Total Liabilities                           (10,528)       (10,997)   (10,729) 
                                           ----------  -------------  --------- 
 Net Assets                                    10,939         15,553     13,390 
                                           ----------  -------------  --------- 
 
 Equity 
 Share Capital                                  8,777          8,755      8,763 
 Share Premium                                  8,608          8,589      8,589 
 Other Reserves                       4        19,777         20,178     20,347 
 Revenue Reserves                            (26,223)       (21,969)   (24,309) 
                                           ----------  -------------  --------- 
 Total Equity                                  10,939         15,553     13,390 
                                           ----------  -------------  --------- 
 

Bigblu Broadband plc

Consolidated Cash Flow Statement

6 months ended 31 May 2023

 
                                                 Unaudited     Unaudited     Audited 
                                                  6 months      6 months   12 months 
                                                     ended         ended       ended 
                                               31 May 2023   31 May 2022      30 Nov 
                                                                                2022 
                                                    GBP000        GBP000      GBP000 
 Loss after tax from Continuing operations         (1,914)         (513)       (2,814) 
 (Loss)/Profit after tax from Discontinued 
  operations                                             -         (101)         (120) 
                                              ------------  ------------  ------------ 
 (Loss)/Profit for the year including 
  Discontinued operations                          (1,914)         (614)       (2,934) 
 Interest                                              117            52           124 
 Taxation                                               91           330         1,031 
 Amortisation of intangible assets                     808           188           702 
 Depreciation of property, plant and 
  equipment - owned assets                             424           699         2,281 
 Depreciation of property, plant and 
  equipment - ROU assets                               264           280           761 
 Share based payments                                    -           154           309 
 Foreign exchange variance and other 
  non-cash items                                     (556)           595         (102) 
 Movement in working capital                         (217)       (2,879)       (2,021) 
                                              ------------  ------------  ------------ 
 Operating cash flows after movements 
  in working capital                                 (983)       (1,195)           151 
 Interest paid                                       (117)          (52)         (124) 
 Tax paid                                             (91)         (330)         (539) 
                                              ------------  ------------  ------------ 
 Net cash generated/(used) in operating 
  activities                                       (1,191)       (1,577)         (512) 
 
 Investing activities 
 Purchase of property, plant and equipment           (216)         (526)       (1,191) 
 Purchase of intangibles and investments           (2,621)       (1,091)       (1,452) 
 Payment of deferred consideration                   (310)             -             - 
 Proceeds from sale of subsidiary                        -         2,843         2,843 
                                              ------------  ------------  ------------ 
 Net cash generated / (used) in investing 
  activities                                       (3,147)         1,226           200 
                                              ------------  ------------  ------------ 
 
 Financing activities 
 Proceeds from issue of ordinary share 
  capital                                               36             6            14 
 Loans drawn down                                    2,100             -             - 
 Principal elements of lease payments                (241)         (314)         (708) 
                                              ------------  ------------  ------------ 
 Cash generated/(used) from financing 
  activities                                         1,895         (308)         (694) 
                                              ------------  ------------  ------------ 
 
 Net increase / (decrease) in cash and 
  cash equivalents                                 (2,443)         (659)       (1,006) 
 Cash and cash equivalents at beginning 
  of period                                          4,195         5,201         5,201 
 Cash in disposal group held for sale                    -             -             - 
                                              ------------  ------------  ------------ 
 Cash and cash equivalents at end of 
  period                                             1,752         4,542         4,195 
                                              ------------  ------------  ------------ 
 

Bigblu Broadband plc

Condensed consolidated Reserves Movement

6 months ended 31 May 2023

 
                          Share 
                        Capital   Share Premium   Other Reserves   Revenue Reserve        Total 
                         GBP000          GBP000           GBP000            GBP000       GBP000 
                                                          Note 4 
                      ---------  --------------  ---------------  ----------------  ----------- 
 At 31 May 2022           8,755           8,589           20,178          (21,969)       15,553 
                      ---------  --------------  ---------------  ----------------  ----------- 
 
 Profit for the 
  period                      -               -                -           (2,320)      (2,320) 
 Issue of shares              8               -                -                 -            8 
 Share option 
  reserve                     -               -              155                 -          155 
 Foreign Exchange 
 Translation                  -               -               14              (20)          (6) 
 
  At 30 November 
  2022                    8,763           8,589           20,347          (24,309)       13,390 
 
   Loss for the 
   period                     -               -                -           (1,914)      (1,914) 
 Issue of shares             14              19                -                 -           33 
 Foreign Exchange 
 Translation                  -               -            (570)                 -        (570) 
                      ---------  --------------  ---------------  ----------------  ----------- 
 
  At 31 May 2023          8,777           8,608           19,777          (26,223)       10,939 
                      ---------  --------------  ---------------  ----------------  ----------- 
 

Bigblu Broadband plc

Notes to the financial statements

For the period ended 31 May 2023

1. Presentation of financial information and accounting policies

Basis of preparation

The condensed consolidated financial statements are for the half year ending 31 May 2023.

The nature of the Company's operations and its principal activities is the provision of last mile (incorporating Satellite and Wireless) broadband telecommunications and associated / related services and products.

The Company prepares its consolidated financial statements in accordance with International Accounting Standards ("IAS") and International Financial Reporting Standards ("IFRS") as adopted by the UK. The financial statements have been prepared on the historical cost basis, except for the revaluation of financial instruments.

The preparation of financial statements in conformity with IFRS requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts in the financial statements. The areas involving a higher degree of judgement or complexity, or areas where assumptions or estimates are significant to the financial statements are disclosed further. The principal accounting policies set out below have been consistently applied to all the periods presented in these financial statements, except as stated below.

Going concern

The Company's business activities, together with the factors likely to affect its future development, performance and position are set out in the Chief Executive Report. The financial position of the Company, its cash flows and liquidity position are described in the Finance Review.

As at 31 May 2023 the Company generated an adjusted EBITDA before exceptional items in the Consolidated statement of financial position, of GBP2.1m (1H22: GBP2.0m), and with cash inflow from operations of GBP0.6m (1H22: inflow of GBP1.3m) and a net decrease in cash and cash equivalents of GBP2.8m in the year (1H22: increase GBP0.4m). The Company balance sheet showed net debt at 31 May 2023 of GBP0.3m (1H22: net cash GBP4.5m). Having reviewed the Company's budgets, projections and funding requirements, and taking account of reasonable possible changes in trading performance over the next twelve months, particularly in light of the current global economy situation and counter measures, the Directors believe they have reasonable grounds for stating that the Company has adequate resources to continue in operational existence for the foreseeable future.

The Board has concluded that no matters have come to its attention which suggest that the Company will not be able to maintain its current terms of trade with customers and suppliers or indeed that it could not adopt relevant measures as outlined in the Strategic report to reduce costs and free cash flow. The latest management information in terms of volumes, debt position and ARPU are showing a positive position compared to prior year and current forecasts. The forecasts for the combined Company projections, taking account of reasonably possible changes in trading performance, indicate that the Company has sufficient cash available to continue in operational existence throughout the forecast year and beyond. The Board has considered various alternative operating strategies should these be necessary and are satisfied that revised operating strategies could be adopted if and when necessary.

Furthermore, the continuing arrangements with key banking partners gives the Board further comfort on the going concern concept.

As a consequence, the Board believes that the Company is well placed to manage its business risks, and longer-term strategic objectives, successfully.

Estimates and judgments

The preparation of a condensed set of financial statements requires management to make judgments, estimates and assumptions about the carrying amounts of assets and liabilities at each period end. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis.

In preparing this set of consolidated financial statements, the significant judgments made by management in applying the Company's accounting policies and the key sources of estimating uncertainty were principally the same as those applied to the Company's financial statements for the year ended 30 November 2022.

Basis of consolidation

The condensed consolidated financial statements comprise the financial statements of Bigblu Broadband plc and its controlled entities. The financial statements of controlled entities are included in the consolidated financial statements from the date control commences until the date control ceases. The financial statements of subsidiaries are prepared for the same reporting period as the parent company, using consistent accounting policies. All inter-company balances and transactions have been eliminated in full.

2. Distribution and Administration Expenditure

Distribution and administration costs are analysed as follows:

 
                                            Unaudited      Unaudited        Audited 
                                                As at          As at          As at 
                                          31 May 2023    31 May 2022    30 Nov 2022 
                                               GBP000         GBP000         GBP000 
 
 Employee related costs                         2,160          2,608          5,164 
 Marketing and communication 
  costs                                           720            711          1,339 
 Finance, Legal, IT, banking, 
  insurance, logistics, domains 
  AIM and Other costs                             892            893          1,495 
---------------------------------------  ------------  -------------  ------------- 
 Underlying costs                               3,772          4,212          7,998 
 % of Revenue                                   25.2%          28.3%          25.6% 
---------------------------------------  ------------  -------------  ------------- 
 
 Share based payments                               -            154            309 
 
 Professional and legal related 
  costs associated with corporate 
  activity and restructuring / 
  redundancy costs                              2,272            830          2,707 
 
 Identified Exceptional Costs                   2,272            984          3,016 
 % of Revenue                                   15.2%           6.6%           9.6% 
 
 Total                                          6,044          5,196         11,014 
----------------------------------  -----------------  -------------  ------------- 
 % of Revenue                                   40.4%          34.9%          35.2% 
 
 

3. Earnings per share

Basic (loss)/profit per share is calculated by dividing the loss or profit attributable to shareholders by the weighted average number of ordinary shares in issue during the period.

IAS 33 requires presentation of diluted EPS when a company could be called upon to issue shares that would decrease earnings per share or increase the loss per share. For a loss-making company with outstanding share options, net loss per share would be decreased by the exercise of options. Therefore, as per IAS33:36, the antidilutive potential ordinary shares are disregarded in the calculation of diluted EPS.

Reconciliation of the loss and weighted average number of shares used in the calculation are set out below:

 
                                        Unaudited    Unaudited 
                                         6 months     6 months      Audited 
                                               to           to    12 months 
                                           31 May       31 May    to 30 Nov 
                                             2023         2022         2022 
                                           GBP000       GBP000       GBP000 
                                      -----------  -----------  ----------- 
 Loss for the period                      (1,914)        (614)      (2,934) 
                                      -----------  -----------  ----------- 
 Loss for the period from 
  continuing operations                   (1,914)        (513)      (2,814) 
 Loss for the period from 
  discontinued operations                       -        (101)        (120) 
                                      -----------  -----------  ----------- 
 Loss attributable to shareholders        (1,914)        (614)      (2,934) 
 Add exceptional items                      2,272          830        2,707 
 Add Share Based Payment                        -          154          309 
 Add loss from discontinued 
  operations                                    -          101          120 
 Impairment of Fixed Assets                     -            -          966 
 Amortisation                                 808            -          702 
 Deferred taxation adjustment 
  in Norway                                     -            -          714 
                                      -----------  -----------  ----------- 
 Adjusted profit attributable 
  to shareholders                           1,166          471        2,584 
------------------------------------  -----------  -----------  ----------- 
                                                     EPS Pence 
 Basic EPS(1)                              (3.3p)       (0.9p)       (4.8p) 
 Basic EPS from discontinued 
  operations(2)                                 -       (0.2p)       (0.2p) 
                                      -----------  -----------  ----------- 
 Total basic EPS attributable 
  to ordinary shareholders(3)              (3.3p)       (1.1p)       (5.0p) 
                                      -----------  -----------  ----------- 
 Adjusted basic EPS(4)                       2.0p         0.8p         4.4p 
                                      -----------  -----------  ----------- 
 
   Diluted EPS from continuing 
   operations(1)                           (3.3p)       (0.9p)       (4.8p) 
 Diluted EPS from discontinued 
  operations(2)                                 -       (0.2p)       (0.2p) 
                                      -----------  -----------  ----------- 
 Total diluted EPS attributable 
  to ordinary shareholders(3)              (3.3p)       (1.1p)       (5.0p) 
                                      -----------  -----------  ----------- 
 Adjusted diluted EPS(4)                     2.0p         0.8p         4.4p 
                                      -----------  -----------  ----------- 
 Weighted average shares               58,505,079   58,352,525   58,376,211 
 Weighted average diluted 
  shares                               58,874,820   59,880,537   58,828,959 
------------------------------------  -----------  -----------  ----------- 
 

(1) Basic and diluted EPS from continuing operations is the loss for the period divided by the weighted average shares and weighted average diluted shares respectively. None of these losses are attributable to non-controlling interests.

(2) Basic and diluted EPS from discontinued operations is the (loss)/profit for the period less the amounts attributable to non-controlling interests divided by the weighted average shares and weighted average diluted shares respectively. The loss incurred in 1H22 of GBP101k was in relation to the costs incurred with the Eutelsat claim, which is classified as exceptional in nature and specific to the discontinued business.

(3) Total basic and diluted EPS attributable to ordinary shareholders is the sum of (losses)/profits from continuing and discontinued operations less the amounts attributable to non-controlling interests, divided by the weighted average shares and weighted average diluted shares respectively.

(4) Adjusted basic and diluted EPS is the loss for the period from continuing operations before exceptional expenses, exceptional interest and share based payments, divided by the weighted average shares and weighted average diluted shares respectively. None of these losses are attributable to non-controlling interests. This is a non-GAAP measure.

4. Other capital reserves

 
                                                     Foreign 
                         Listing       Reverse      exchange     Share     Capital      Total 
                            Cost   acquisition   translation    option  redemption    capital 
                         Reserve       Reserve       reserve   reserve     reserve   reserves 
                          GBP000        GBP000        GBP000    GBP000      GBP000     GBP000 
 
   At 31 May 2022          (219)       (3,317)       (2,560)       154      26,120     20,178 
                        --------  ------------  ------------  --------  ----------  --------- 
 
   Foreign Exchange 
   Translation                 -             -            14         -           -         14 
 Equity settled Share 
  based payments               -             -             -       155           -        155 
                        --------  ------------  ------------  --------  ----------  --------- 
 At 30 November 
  2022                     (219)       (3,317)       (2,546)       309      26,120     20,347 
 
   Foreign Exchange 
   Translation                 -             -         (570)         -           -      (570) 
 At 31 May 2023            (219)       (3,317)       (3,116)       309      26,120     19,777 
                        --------  ------------  ------------  --------  ----------  --------- 
 
   --      Listing cost reserve 
   --      The listing cost reserve arose from expenses incurred on AIM listing. 
   --      Reverse acquisition reserve 

-- The reverse acquisition reserve relates to the reverse acquisition of Bigblu Operations Limited (Formerly Satellite Solutions Worldwide Limited) by Bigblu plc (Formerly Satellite Solutions Worldwide Group plc) on 12 May 2015.

   --      Foreign exchange translation reserve 

-- The foreign exchange translation reserve is used to record exchange differences arising from the translation of the financial statements of foreign operations.

   --      Share option reserve 

-- The share option reserve is used for the issue of share options during the year plus charges relating to previously issued options.

   --    Capital Redemption reserve 

-- The capital redemption reserve relates to the cash redemption of the bonus B shares issued in order to return c.GBP26m to ordinary shareholders.

5. Related party transactions

Transactions between the Company and its subsidiaries, which are related parties, have been eliminated on consolidation and are not disclosed within the financial statements or related notes.

6. Intangible assets recognised in a business combination

Intangible assets acquired in a business combination and recognised separately from goodwill are initially recognised at their fair value at the acquisition date.

Amortisation is charged to profit or loss on a straight-line basis (Within administration expenses) over the estimated useful lives of the intangible asset unless such lives are indefinite. These charges are included in other expenses in profit or loss. Intangible assets with an indefinite useful life are tested for impairment annually. Other intangible assets are amortised from the date they are available for use. The useful lives are as follows:

   --             Customer Contracts - 2 years 
   --             Intellectual Property - 3 years 

7. Availability of the Half Year Report

A copy of these results will be made available for inspection at the Company's registered office during normal business hours on any weekday. The Company's registered office is at 60 Gracechurch Street, London, EC3V 0HR. The Company is registered in England No. 9223439.

A copy can also be downloaded from the Company's website at https://www.bbb-plc.com

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August 29, 2023 02:00 ET (06:00 GMT)

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