| Schedule of business combinations |
The following table summarises the acquisition date fair values of each major class of consideration transferred: | | | | | | | £’000 | | Initial cash consideration | 44,272 | | | Equity consideration | 5,337 | | | Fair value of deferred consideration | 2,468 | | | Fair value of contingent consideration | 5,071 | | | Total consideration transferred | 57,148 | |
The Company's allocation of the total purchase consideration amongst the net assets acquired is as follows: | | | | | | | £’000 | | Intangible assets - client relationships | 16,459 | | | Property, plant and equipment | 354 | | | Right of use assets | 4,667 | | | Cash and cash equivalents | 10,817 | | | Trade and other receivables | 13,006 | | | Corporation tax receivable | 368 | | | Lease liabilities | (4,752) | | | Trade and other payables | (24,550) | | | Corporation tax payable | (659) | | | Deferred tax liability | (4,197) | | | Fair value of net assets acquired | 11,513 | |
The following table summarises the acquisition date fair values of each major class of consideration transferred: | | | | | | | £’000 | | Initial cash consideration | 7,361 | | | Equity consideration | 2,831 | | | Fair value of deferred consideration | 1,084 | | | Fair value of contingent consideration | 3,823 | | | Total consideration transferred | 15,099 | |
The Company's allocation of the total purchase consideration amongst the net assets acquired is as follows: | | | | | | | £’000 | | Intangible assets - client relationships | 2,997 | | | Property, plant and equipment | 29 | | | Deferred tax asset | 133 | | | Cash and cash equivalents | 546 | | | Trade and other receivables | 818 | | | Trade and other payables | (1,236) | | | Corporation tax payable | (55) | | | Deferred tax liability | (899) | | | Fair value of net assets acquired | 2,333 | |
The following table summarises the acquisition date fair values of each major class of consideration transferred: | | | | | | | £’000 | | Initial cash consideration | 32,025 | | | Equity consideration | 9,975 | | | Fair value of deferred consideration | 1,416 | | | Fair value of contingent consideration | 5,877 | | | Total consideration transferred | 49,293 | |
The Company's allocation of the total purchase consideration amongst the net assets acquired is as follows: | | | | | | | £’000 | | Intangible assets - client relationships | 4,530 | | | Property, plant and equipment | 51 | | | Right of use assets | 299 | | | Deferred tax asset | 136 | | | Cash and cash equivalents | 1,824 | | | Trade and other receivables | 2,098 | | | Lease liabilities | (319) | | | Trade and other payables | (1,192) | | | Corporation tax payable | (825) | | | Deferred tax liability | (1,359) | | | Fair value of net assets acquired | 5,243 | |
The following table summarises the acquisition date fair values of each major class of consideration transferred: | | | | | | | £’000 | | Initial cash consideration | 5,400 | | | Equity consideration | 1,505 | | | Fair value of deferred consideration | 1,225 | | | Fair value of contingent consideration | 6,901 | | | Total consideration transferred | 15,031 | |
The Company's allocation of the total purchase consideration amongst the net assets acquired is as follows: | | | | | | | £’000 | | Intangible assets | 9 | | | Intangible assets - Client relationships | 1,240 | | | Property, plant and equipment | 12 | | | Cash and cash equivalents | 576 | | | Trade and other receivables | 930 | | | Corporation tax receivable | 115 | | | Trade and other payables | (335) | | | Deferred tax liability | (296) | | | Fair value of net assets acquired | 2,251 | |
The following table summarises the acquisition date fair values for each major class of consideration transferred: | | | | | | | £’000 | | Initial cash consideration | 39,364 | | | Cash in Escrow | 2,219 | | | Fair value of deferred consideration | 1,744 | | | Fair value of contingent consideration | 2,902 | | | Total consideration transferred | 46,229 | |
The Company's allocation of the total purchase consideration amongst the net assets acquired is as follows: | | | | | | | | | | | | | Provisional £’000 | Adjustments £'000 | Final £'000 | | Intangible assets - Client relationships | 14,710 | | (1,939) | | 12,771 | | | Intangible assets | 157 | | (157) | | — | | | Property, plant and equipment | 798 | | — | | 798 | | | Right of use asset | 1,948 | | — | | 1,948 | | | Trade and other receivables | 5,928 | | — | | 5,928 | | | Cash and cash equivalents | 5,707 | | — | | 5,707 | | | Trade and other payables | (5,093) | | — | | (5,093) | | | Lease liabilities | (2,983) | | — | | (2,983) | | | Fair value of net assets acquired | 21,172 | | (2,096) | | 19,076 | |
The adjustments presented above have been accounted for in the year ended 30 June 2022. The following table summarises the acquisition date fair values for each major class of consideration transferred: | | | | | | | | | | | | | Provisional £’000 | Adjustments £'000 | Final £'000 | | Initial cash consideration | 16,062 | | 49 | | 16,111 | | | Fair value of equity consideration | 4,478 | | — | | 4,478 | | | Fair value of deferred consideration | 2,653 | | — | | 2,653 | | | Fair value of contingent consideration | 1,725 | | — | | 1,725 | | | Total consideration transferred | 24,918 | | 49 | | 24,967 | |
The adjustments presented above have been accounted for in the year ended 30 June 2022. The Company's allocation of the total purchase consideration amongst the net assets acquired is as follows: | | | | | | | | | | | | | Provisional £’000 | Adjustments £'000 | Final £'000 | | Intangible assets - Client relationships | 8,253 | | 428 | 8,681 | | | Property, plant and equipment | 310 | | — | | 310 | | | Financial assets | 33 | | — | | 33 | | | Right of use asset | 915 | | — | | 915 | | | Trade and other receivables | 2,250 | | — | | 2,250 | | | Cash and cash equivalents | 1,423 | | — | | 1,423 | | | Trade and other payables | (1,235) | | 106 | (1,129) | | | Corporation tax payable | (318) | | — | | (318) | | | Lease liabilities | (915) | | — | | (915) | | | Deferred tax liability | (1,730) | | (114) | | (1,844) | | | Fair value of net assets acquired | 8,986 | | 420 | | 9,406 | |
The adjustments presented above have been accounted for in the year ended 30 June 2022. The following table summarises the acquisition date fair values of each major class of consideration transferred: | | | | | | | £’000 | | Initial cash consideration | 48,639 | | | Fair value of deferred consideration | 5,003 | | | Fair value of contingent consideration | 186 | | | Total consideration transferred | 53,828 | |
The Company's allocation of the total purchase consideration amongst the net assets acquired is as follows: | | | | | | | £’000 | | Intangible assets - Client relationships | 18,108 | | | Intangible assets - other | 54 | | | Property, plant and equipment | 461 | | | Right of use asset | 2,049 | | | Deferred tax asset | 76 | | | Financial asset | 201 | | | Trade and other receivables | 13,179 | | | Corporation tax receivable | 111 | | | Cash and cash equivalents | 1,603 | | | Trade and other payables | (9,115) | | | Lease liabilities | (2,049) | | | Corporation tax payable | (62) | | | Deferred tax liability | (3,533) | | | Other liabilities | (34) | | | Fair value of identifiable net assets | 21,049 | |
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| Schedule of goodwill arising from acquisition |
Goodwill arising from the acquisition has been recognised as follows: | | | | | | | £’000 | | Consideration transferred | 57,148 | | | Fair value of net assets acquired | (11,513) | | | Goodwill | 45,635 | |
Goodwill arising from the acquisition has been recognised as follows:
| | | | | | | £’000 | | Consideration transferred | 15,099 | | | Fair value of net assets acquired | (2,333) | | | Goodwill | 12,766 | |
Goodwill arising from the acquisition has been recognised as follows: | | | | | | | £’000 | | Consideration transferred | 49,293 | | | Fair value of net assets acquired | (5,243) | | | Goodwill | 44,050 | |
Goodwill arising from the acquisition has been recognised as follows: | | | | | | | £’000 | | Consideration transferred | 15,031 | | | Fair value of net assets acquired | (2,251) | | | Goodwill | 12,780 | |
Goodwill arising from the acquisition has been recognised as follows: | | | | | | | | | | | | | Provisional £’000 | Adjustments £'000 | Final £'000 | | Consideration transferred | 46,229 | | — | | 46,229 | | | Fair value of net assets acquired | (21,172) | | 2,096 | | (19,076) | | | Goodwill | 25,057 | | 2,096 | | 27,153 | |
The adjustments presented above have been accounted for in the year ended 30 June 2022. Goodwill arising from the acquisition has been recognised as follows: | | | | | | | | | | | | | Provisional £’000 | Adjustments £'000 | Final £'000 | | Consideration transferred | 24,918 | | 49 | | 24,967 | | | Fair value of net assets acquired | (8,986) | | (420) | | (9,406) | | | Goodwill | 15,932 | | (371) | | 15,561 | |
The adjustments presented above have been accounted for in the year ended 30 June 2022. Goodwill arising from the acquisition has been recognised as follows: | | | | | | | £’000 | | Consideration transferred | 53,828 | | | Fair value of identifiable net assets | (21,049) | | | Goodwill | 32,779 | |
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| Schedule of business acquisition, pro-forma information |
Revenue and Profit of DEK from the DEK Acquisition Date to 30 June 2023: | | | | | | | £’000 | | Revenue | 1,703 | | | Profit | 371 | |
Management’s estimate of Revenue and Profit of DEK for the reporting period ended 30 June 2023 (had the acquisition occurred at the beginning of the reporting period): | | | | | | | £’000 | | Revenue | 29,030 | | | Profit | 3,273 | |
Revenue and Profit of Mudbath from the Mudbath Acquisition Date to 30 June 2023:
| | | | | | | £’000 | | Revenue | 2,019 | | | Profit | 297 | |
Management’s estimate of Revenue and Profit of Mudbath for the reporting period ended 30 June 2023 (had the acquisition occurred at the beginning of the reporting period): | | | | | | | £’000 | | Revenue | 10,086 | | | Profit | 127 | |
Revenue and Profit of Lexicon from the Lexicon Acquisition Date to 30 June 2023: | | | | | | | £’000 | | Revenue | 11,867 | | | Profit | 605 | |
Management’s estimate of Revenue and Profit of Lexicon for the reporting period ended 30 June 2023 (had the acquisition occurred at the beginning of the reporting period): | | | | | | | £’000 | | Revenue | 16,269 | | | Profit | 1,061 | |
Revenue and Loss of BAC from the BAC Acquisition Date to 30 June 2022: | | | | | | | £’000 | | Revenue | 1,790 | | | Loss | 112 | |
Management’s estimate of Revenue and Profit of BAC for the reporting period ended 30 June 2022 (had the acquisition occurred at the beginning of the reporting period): | | | | | | | £’000 | | Revenue | 4,391 | | | Profit | 227 | |
Revenue and Profit of Levvel from the Levvel Acquisition Date to 30 June 2021: | | | | | | | £’000 | | Revenue | 11,639 | | | Profit | 1,192 | |
Management’s estimate of Revenue and Profit of Levvel for the reporting period ended 30 June 2021 (had the acquisition occurred at the beginning of the reporting period): | | | | | | | £’000 | | Revenue | 39,467 | | | Profit | 4,715 | |
Revenue and Profit of Five from the Five Acquisition Date to 30 June 2021: | | | | | | | £’000 | | Revenue | 4,827 | | | Profit | 171 | |
Management’s estimate of Revenue and Profit of Five for the reporting period ended 30 June 2021 (had the acquisition occurred at the beginning of the reporting period): | | | | | | | £’000 | | Revenue | 13,419 | | | Profit | 1,910 | |
Revenue and Profit of CDS from the CDS Acquisition Date to 30 June 2021: | | | | | | | £’000 | | Revenue | 27,227 | | | Profit | 2,128 | |
Management’s estimate of Revenue and Profit of CDS for the reporting period ended 30 June 2021 (had the acquisition occurred at the beginning of the reporting period): | | | | | | | £’000 | | Revenue | 30,852 | | | Profit | 2,507 | |
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