accesso Technology Group plc
Annual Report & Accounts 2022
Redefining
the guest
experience
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Contents Generation – Sub Page
Strategic Report
Governance
Financial Statements
At accesso, we believe
technology has the
power to redefine the
guest experience.
We provide solutions that
empower our clients to
create connected guest
experiences to drive their
businesses forward.
Contents Generation – Section
Strategic Report
Governance
Financial Statements
In 2022 we delivered a record
year for revenue, continuing our
robust growth trend as well as very
strong cash EBITDA, beating our
expectations.
accesso today is a strategically well-aligned, focused, and efficient business which is
resilient in the face of challenge and capable of meeting the complex and evolving
needs of the leading venue operators in the world.
During the year, with clear demand for our expanded offering, we achieved long-
term renewals for two key enterprise customers, continued to secure a range
of new customers and further expanded our penetration within our client base
with ongoing cross-sell success. We move forward into 2023 with a clear focus on
continued operational excellence and further organic growth whilst also evaluating
opportunities for further expansion through strategic opportunities
With a strong operating performance track record and a robust balance sheet,
we have never been better positioned as we move into 2023 and beyond.”
Steve Brown, Chief Executive Officer
01 accesso Technology Group plc | Annual Report & Accounts 2022
Contents
Strategic Report
2022 Financial highlights
At a glance
Chief Executive’s statement
Our business model
accesso’s growth strategy
Financial Review
Principal risks and uncertainties
Stakeholder engagement and Section 172 statement
Environmental, social and governance report (‘ESG report’)
Governance
Corporate governance report
Board of Directors
Directors’ remuneration report
Report of the Directors
Statement of Directors’ responsibilities
Independent auditor’s report
Financial Statements
Consolidated statement of comprehensive income
Consolidated statement of financial position
Company statement of financial position
Consolidated statement of cash flow
Company statement of cash flow
Consolidated statement of changes in equity
Company statement of changes in equity
Notes to the consolidated financial statements
Company information
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Contents Generation – PageContents Generation – Sub Page Strategic Report
Strategic Report
Governance
Financial Statements
Strategic Report
Chief Executive’s statement
Our business model
accesso’s growth strategy
Financial review
Principal risks and uncertainties
Stakeholder engagement and
Section 172 statement
Environmental, social and governance report
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02 accesso Technology Group plc | Annual Report & Accounts 2022
eCommerce
(accesso Passport &
accesso ShoWare) –
A record 117.8m tickets,
entitlements and
reservations processed,
as customers embrace
the power of online
solutions and we
capitalise on demand.
Contents Generation – PageContents Generation – Sub Page 2022 Financial highlights
Strategic Report
Governance
Financial Statements
2022
Financial
highlights
Revenue – constant currency4
Statutory profit before tax
Adjusted basic EPS (cents)3
$145.196m
$12.417m
35.93
2022
2021
vs 2021
$145.196m
$124.794m
2022
2021
$12.417m
$12.110m
2022
2021
35.93
61.10
16.3%
vs 2021 2.5%
vs 2021
(41.2)%
Revenue
Cash EBITDA1
Net cash2
Basic earnings per share (cents)
$139.730m
2022
2021
vs 2021
$139.730m
$124.794m
$25.805m
2022
2021
$25.805m
$28.138m
12.0%
vs 2021
(8.3)%
$64.663m
24.41
2022
2021
vs 2021 1.0%
$64.663m
$64.050m
2022
2021
24.41
53.39
vs 2021
(54.3)%
1
2
3
4
Cash EBITDA: operating profit before the deduction
of amortisation, depreciation, acquisition costs,
and costs related to share-based payments less
capitalised development costs paid in cash as per
the consolidated cash flow statement (as detailed
on page 57).
Net cash is calculated as cash and cash equivalents
less borrowings.
Adjusted basic earnings per share is calculated after
adjusting operating profit for impairment of intangible
assets, amortisation on acquired intangibles,
acquisition costs and share-based payments, net of
tax at the effective rate for the period on the taxable
adjusted items (as detailed on page 78).
Revenue metrics for the period ended 31 December
2022 have been prepared on a constant currency basis
with the period ended 31 December 2021 to assist
with assessing the underlying performance of the
revenue streams. Average monthly rates for FY 2021
were used to translate the monthly FY 2022 results into
a constant currency using the range of currencies as
set out below:
a. GBP sterling – $1.33 – $1.41
b. Euro – $1.13 – $1.22
c. Canadian dollars – $0.78 – $0.82
d. Australian dollars – $0.72 – $0.78
e. Mexican pesos – $0.05 – $0.05
f. Brazilian real – $0.18 – $0.20
2022 Strategic Highlights
• Return to full-demand environment supporting growth: Revenue of
$139.7m reflects strength in new business volume and continued growth in
product utilisation. 29 new venues signed in 2022, with our focus on combined
product offerings driving 25 new combination wins in the year, where customers
take more than one of our products. Live entertainment tickets sales in US and
Canada were up 170% year-on-year. As expected, this sector was the last to return
to pre-pandemic demand.
• Operational excellence drives strong profitability: Cash EBITDA result of
$25.8m demonstrates the successful focus on efficient resource utilisation and
the flexibility established within our business to readily adapt to changes in
customer needs or market conditions. This result was ahead of our initial
expectations and was after the expected increase in the cost base, as the
Company hired to capture the opportunities ahead of it and to fill vacancies
remaining from 2021. The strength of our team underpins our success, with 2022
seeing our highest ever employee engagement score and low churn of 15%.
• Key operator renewals underpin future growth plan: Long-term enterprise
customer renewals with Cedar Fair through 2028 and Village Roadshow Theme
Parks through 2027, strengthens our forward visibility and long term repeatable
revenue stream. Key flagship renewals demonstrate the quality and continued
innovation in our must-have technology proposition, providing a firm foundation
for future growth aspirations.
• Increased geographic and customer diversity: Growing breadth and
scale increases resilience and routes for growth. A record 117.8 million accesso
Passport® and accesso ShoWareSM eCommerce tickets sold with 30.9% growth in
the EMEA and 75.0% growth in the Asia Pacific market. Revenue outside North
America grew by 67.2% compared to 2021 and accounted for 31.2% of Group
revenue (18.7% in 2021), returning to the pre-COVID geographic revenue mix.
2023 Outlook & Guidance
• Clear demand remains for our mission-critical technology to enhance
guest experience: The Group is mindful of ongoing economic uncertainty
and continues to monitor key indicators. However, as things stand, early 2023
trading remains encouraging with January and February in line with expectations.
The geographic diversity and nature of the Group’s client base is a strength, as
regional and local activities generally serve as substitutes for more expensive
destination travel.
• Strong cash position: The Group continues to trade with no debt drawn and
ends the period with net cash of $64.7m. As evidenced by the acquisition of high-
quality Food & Beverage technology capability on 1 July 2022 for a consideration
of £750k, the Group continues to consider value accretive acquisitions that align
with our strategy.
• Full year expectations for 2023: We look forward to another profitable
and cash generative year in line with current expectations.
03 accesso Technology Group plc | Annual Report & Accounts 2022
Contents Generation – Sub PageContents Generation – Section
At a glance
Strategic Report
Governance
Financial Statements
At a glance
At accesso, we believe technology
has the power to redefine the
guest experience.
Our patented and award-winning solutions drive
increased revenue for attraction operators while
improving the guest experience. Currently serving
over 1,000 clients in 29 countries around the globe,
accesso’s solutions help our clients streamline
operations, generate increased revenues, improve
guest satisfaction and harness the power of data
to facilitate business and marketing decisions.
accesso stands as the leading
technology provider of choice for
tomorrow’s attractions, venues and
institutions. To stay ahead, we invest
heavily in research and development
because our industries demand
it, our clients benefit from it and it
makes a positive impact on the guest
experience. Our innovative technology
solutions allow venues to increase the
volume and range of on-site spending
and to drive increased transaction-
based revenue through cutting
edge ticketing, point-of-sale, virtual
queuing, distribution and experience
management software.
04 accesso Technology Group plc | Annual Report & Accounts 2022
Our global team (average headcount during 2022)
UK & EU
APAC
South America
North America
2022
114
10
27
814
From our agile development team to
our dedicated client service specialists,
every team member knows that
their passion, integrity, commitment,
teamwork and innovation are what
drive our success.
Many of our team members come
from backgrounds working within
the attractions and cultural industry.
In this way, we are experienced
operators who run a technology
company serving attractions operators,
versus a technology company that
happens to serve the market.
Our staff understand the day-to-day
operations of managing complex
venues and the challenges this creates,
and together we strive to provide
our clients and their guests with
technology that empowers them to
do more and enjoy more.
accesso is a public company, listed on
AIM: a market operated by the London
Stock Exchange. For more information
visit www.accesso.com. Follow accesso
on Twitter, LinkedIn and Facebook.
Contents Generation – Sub PageContents Generation – Section Chief Executive’s statement
Strategic Report
Governance
Financial Statements
Chief Executive’s
statement
I am thrilled with
accesso’s performance
in 2022.”
With visitor demand back to pre-pandemic
levels, during 2022 accesso delivered
another strong year with record revenue
and very strong cash EBITDA reflecting
continued progress along our growth
path. We have navigated our business
through the unique challenge of the
pandemic and improved the resilience
and capability of our operational
platform. To have exited this extremely
difficult time stronger than ever is a
testament to the commitment, talent,
and creativity of our team. I would like
to thank them for their efforts and their
continued dedication to driving accesso
forward each, and every, year.
Our 2022 results are the product of
the efforts we’ve made to realign our
business and refocus on profitable
growth. We’ve done this through driving
efficiency across our business, boosting
our already-leading product set, and
doubling down on the areas of greatest
growth potential. Of course, one of these
is the business we win with totally new
customers. But we are also capitalising on
the significant growth potential we have
within our existing base.
We’re driving this activity forward in
two main ways. First, we are driving
increased product utilisation across our
customer base, ensuring operators get
the most from the technology they use.
Second, we’re driving hard on cross-sell
opportunities from other solutions in
our product set.
This might mean a ski venue deploying
accesso Passport for eCommerce
alongside accesso SiriuswareSM for its
point-of-sale capability, or it might
mean customers using our mobile-first
accesso LoQueue® product to improve
guest experience and monetise a
premium service. In any of these use
cases, accesso technology is a mission
critical component of our customers’
ability to run their operations efficiently,
productively, with the agility they
need to adapt to change. We remain
unmatched in delivering the range and
quality of solutions across our portfolio.
The breadth of customers and venues
we serve also continues to expand.
Historically accesso has been seen
as a company primarily serving
theme parks in North America.
05 accesso Technology Group plc | Annual Report & Accounts 2022
Today accesso is active and growing in
live entertainment, museums, theatres,
zoos and aquariums, and with our most
recent technology addition we aim to
expand by reaching into the broader
hospitality marketplace with our newly
acquired food and retail offering. Of
course, North America remains an
important market, but our customers
are spread broadly across Europe, South
America, and Asia Pacific. Revenue
outside North America grew by 67.2%
compared to 2021 and accounted
for 31.2% of Group revenue (20.9%
in 2021), returning to the pre-COVID
geographic revenue mix.
Through the year, we have again
proved our ability to be nimble and add
value through change. Our near-term
revenue, particularly in our queuing
business, could have been significantly
affected by a change in strategy from a
major customer during the first half of
the year. I am proud that we were able
to absorb the impact of this situation
during the second half by managing
the circumstances with robust yield
management while still delivering
strong revenue growth across the wider
customer base and product set.
Our agility in responding to the dynamic
environment in which we operate
continues to demonstrate our strength
in the face of adversity and further
demonstrates the increasing breadth,
diversity, and resilience of our business
as well as the underlying strength
across the remainder of our business.
This same agility, inherent in our
operation, also allows us to respond
to new opportunities as they present
themselves by adjusting our resources
and priorities accordingly.
Contents Generation – Sub PageContents Generation – Section Strategic Report
Governance
Financial Statements
Chief Executive’s
statement continued
In 2023, accesso will continue to
innovate and help customers broaden
their horizons as they consider how
technology can transform their
businesses for the better. Our pipeline
is strong, our team is motivated, and
we are off to a solid start on the year.
With the strength of our balance
sheet and solid operational model, we
are prepared for the next step in our
growth trajectory. We look forward to
continuing our progress and delivering
another strong year of profitable
growth in 2023 and the years beyond.
2022 in review
Return to full-demand environment
supporting growth
During 2022 we delivered record
full year revenue, beating our initial
expectations as demand returned to
pre-pandemic levels across our key
markets. This was despite the impact
of reduced revenue from accesso
LoQueue as a key customer strategically
realigns its business. This strong growth
was driven by a combination of new
business volume and growing product
utilisation across our product set.
Through the year we continued our
successful new business performance,
signing 29 new venues. Of these, 8
were in the live entertainment space.
This area continues to present new
opportunities as it returns to pre-
pandemic events and performances as
evidenced by 78.9% growth in accesso
ShoWare ticket sales across all territories.
In addition, we won 25 combination
deals, where customers take more
than one accesso product, 15 of these
deals were cross sales from existing
customers, with 21 instances of
customers utilising accesso Passport
alongside accesso Siriusware. This takes
the total number of customers using a
combination of the Group’s products to
97, up from 72 at the end of 2021.
Our sales to existing clients were well
diversified during the year across
attractions, cultural venues, and ski
resorts. The ski market continues to
represent significant growth potential
for the Group, making up half of
all combination deals signed with
existing customers. The Group’s strong
performance in 2022, delivered across
our wider customer base, highlights
the underlying growth and demand for
our products as well as the value in the
diversity of our client base, geographies
served, and the range of solutions offered.
Operational excellence drives
improved profitability
Our operational model is continually
evolving to further improve the quality
of our revenues and drive profitability.
We delivered cash EBITDA of $25.8m
during the year, well ahead of our
initial expectations. Importantly, this
performance came against an expected
14.2% increase in our underlying
administrative costs as hiring conditions
improved and wage inflation
continued. We also benefited from
our strategic decision to shift to a near
fully remote working model, which we
believe contributed to our low churn
and record employee engagement
scores. Moreover, this approach
further aligns our business with the
geographical diversity of our customer
base whilst expanding our opportunity
to hire high quality talent. The full year
impact of this increased headcount will
be observable in our 2023 results and
will lay the foundation for growth.
Importantly, our cost growth was in
line with our plan and reflects the
expectation we set in our March 2022
preliminary results announcement,
where we noted that staffing
would increase to capture the new
opportunity presented by increased
demand for our products as well as
the inflationary pressure on salaries.
We continue to align our team to the
current and future potential of our
business. Deployment of talent is not
a static process, and we continuously
review and adjust as demands shift or
new opportunities present themselves.
Growing the business profitability
remains a key focus for the Group and
it was pleasing to see another year of
strong profitability, as we continued
to deliver revenue growth despite the
expected increases in operating costs.
06 accesso Technology Group plc | Annual Report & Accounts 2022
Contents Generation – PageContents Generation – Sub PageContents Generation – Section Strategic Report
Governance
Financial Statements
Chief Executive’s
statement continued
Key operator renewals underpin
future growth plan
Our market leading positioning
continues to be underpinned by long-
term and constructive relationships
with some of the largest and most
important players in our market. We
built upon our success in 2021 with
the key renewal with Merlin; the
continuation of our agreement with
Six Flags, where they opted not to
exercise their early termination rights
and by reaching an agreement with
Village Roadshow Theme Parks in
September 2022, Village Roadshow is a
customer central to our APAC presence
and has renewed for five years with
an option to extend by a further two,
extending the relationship to at least
2027. In November 2022, we also
announced a five-year extension with
Cedar Fair Entertainment, securing our
relationship through to 2028. These
are the latest examples of our accesso
Passport solution helping to enable the
continued shift of the entertainment
market to mobile-first technologies,
where we are very well positioned
across our solutions.
These companies are some of the
largest attraction operators in the world
and they continue to show their belief
that accesso is the right partner for
them. We’re proud and grateful for their
support. These renewals are important
in providing a solid foundation on
which the Group can plan its future
growth. They demonstrate the quality
and durability of our technology
proposition for all to see. This gives us
great confidence that we are investing
in the right areas as we continue to
drive product innovation and enhance
our value proposition for both new and
existing customers.
Increased geographic and
customer diversity
Our outperformance in 2022 has
been delivered, in part, because of our
geographic and customer diversity.
The breadth of our customer base
provides us with resilience to economic
07 accesso Technology Group plc | Annual Report & Accounts 2022
challenges and as we increase our
presence in newer markets, further
routes to future growth.
Our increasingly global footprint can
be seen in the performance of accesso
Passport eCommerce outside of our
North American market. Beyond
North America we sold approximately
30 million tickets, with growth of 30.9%
in EMEA and 75.0% in the Asia Pacific
region. In EMEA we were particularly
pleased to welcome new customers
including Transport for London (TfL)
and Lift 109, for whom we will facilitate
the viewing experience at the newly
renovated and iconic Battersea Power
Station in London.
Our portfolio diversification was
supported during the year by a
landmark agreement with Parques
Reunidos, one of the world’s leading
operators of leisure parks. This is a five-
year deal to serve as Parques’ enterprise
provider of queue management services
across its portfolio theme parks with
an initial implementation of 4 theme
parks completed in 2022 and further
opportunity for additional installations.
Continued product innovation
Innovation is at the heart of our
business. Quite simply, the quality of
our product sets us apart. For many of
our customers, we are the key support
system helping them run efficient
operations that delight guests, reduce
cost and drive revenue.
Through the year we have innovated
globally across our portfolio, expanding
our partnership with PayPal with
support for Venmo and Pay Later,
along with expanding our alternative
payment support including for Kakao
Pay, Grab Pay and Alipay which are
important to our APAC operations.
We have also introduced Protecht
Ticket Insurance as our preferred ticket
insurance provider for accesso ShoWare
and accesso Passport and introduced
a post-purchase advertising platform
to help our customers drive revenue
beyond the final moment of sale.
During the year, we also delivered
enhancements across our products. We
launched a new, updated version of the
customer service module for accesso
Passport; enhanced the reconciliation
of activities between accesso Siriusware
and accesso Passport eCommerce to
improve operational performance; and
introduced a Stay 22 post-purchase
accommodation integration for accesso
ShoWare. We are also continuing
to fine tune the innovative Queue
Length Measurement product offered
by accesso LoQueue, which utilises
purpose-placed cameras or park
CCTV and our own Machine Learning
service to calculate accurate queue
wait times. We look forward to bringing
these enhancements to the market
through 2023.
Contents Generation – PageContents Generation – Sub PageContents Generation – Section Strategic Report
Governance
Financial Statements
Chief Executive’s
statement continued
Technology acquisition update
We are always looking for ways to
improve our high-quality suite of
solutions, whether by innovating our
products or acquiring externally.
Last July we announced the £750k
acquisition of high-quality technology
assets in the Food & Retail space, giving
us significant intellectual property and
functionality across food and retail
sales operations. The solution is well
regarded by some of the largest and
most well-known enterprise venue
operators around the world.
The key rationale for this acquisition
was to augment our existing business
with a nearly complete, modernised
version of this well-established solution.
We will bring to the market a modern
technology platform with robust
functionality to serve food and retail
operations delivered as a fully hosted
solution. In a landscape of legacy
providers with dated technologies and
a stagnant focus on POS terminals,
we believe this product will provide
the operational model and modern
system architecture that operators
now expect in the mobile first and self-
service landscape.
I am pleased to report that work to
complete the solution is on track for
operational readiness in the latter half
of 2023 and we have already begun
preliminary sales efforts.
Our strong cash position gives us
the ability to add further to our
proposition should we choose to do
so. We are assessing opportunities with
great care as any acquisition would
need to fully align with our strategic
needs and provide significant long-
term growth opportunity.
People & culture
We are always looking for ways to
improve the strength and diversity of
our team, ensuring that we recruit and
retain the very best talent. During 2022
we continued this effort, onboarding
162 new hires.
While recruitment is an important part
of the puzzle, retention is key. I am
delighted that we achieved our highest
ever employee engagement score
during 2022, launched our Wellness
Programme and our Diversity, Equity,
and Inclusion Council. All of this has
combined to ensure our people feel
accesso supports, trusts, and champions
them. With a staff churn rate of just
15%, we are proud of the investments
we have made in our team and the
strong culture that sets us apart as
a business.
Outlook and guidance
I’m very pleased with our 2022
performance. It isn’t easy to deliver
against our bold expectations across
the board, and the team has done
an extraordinary job. We provide a
quality product offering which is in
clear demand and touching even more
verticals. We have never been better
positioned as we start a new financial
year, and I am excited by what accesso
can achieve this year and beyond. I
am confident we are on track with our
platform, strategy, products, and team
to make the most of our expanding
market opportunity and deliver
further growth.
Naturally, we are mindful of evolving
economic conditions and continue
to monitor key indicators closely. As
things stand, our trading performance
has been encouraging, with January
and February in line with expectations.
Our geographic diversity and the
nature of the Group’s client base are key
strengths as regional and local activities
serve as substitutes for more expensive
destination travel.
This operational resilience is underpinned
by a strong cash position as the Group
continues to trade with no debt, ending
the year with net cash of $64.7m.
For the full year 2023, we expect to see
continued revenue growth and look
forward to another profitable and cash
generative year.
Steve Brown
Chief Executive Officer
3 April 2023
08 accesso Technology Group plc | Annual Report & Accounts 2022
Contents Generation – PageContents Generation – Sub PageContents Generation – Section Our business model
Strategic Report
Governance
Financial Statements
Our business model
Providing solutions that empower our clients to create connected
guest experiences and drive their businesses forward.
What we do
Our technology solutions allow venues to increase the volume and range of on- and off-site spending and to drive increased transaction-
based revenue through cutting-edge ticketing, point-of-sale, virtual queuing, distribution and experience management software.
Our solutions
Augmented by
Developed through
Sold to
Software solutions
Professional services
Organic growth through R&D
Queuing
Ticketing with distribution
F&B and Retail Point of Service
Guest experience
Find out more about our
software solutions at
https://www.accesso.com/solutions
Integrating accesso products into
our clients’ systems infrastructure
for complete holistic solutions.
24/7 customer support teams
Our solutions have 24/7 customer
support teams and a guest-facing
call centre staff to support our
hosted and local offerings.
The development of
technologies that can be
deployed by entertainment
operators and venues.
Strategic Partnerships and
Acquisitions
Enabling complete solutions by
augmenting offerings with managed
partnerships and the acquisition
of critical complementary
Intellectual Property.
Theme parks,
ski resorts, zoos
and aquariums,
cultural venues,
live entertainment,
water parks, fairs and
festivals, performing
arts and tours and
attractions.
Generating
revenue through
Participation in our clients’
success. We align our charging
model so that we do well
when our clients do well.
Active cross-selling of
synergistic solutions allows
us to establish long-term
client partnerships which
deliver value year after
year while relentless focus
on technology innovation
drives margin improvement.
Our driving strengths
Leading technology
Integrated technology solutions
for eCommerce ticketing, point
of sale, virtual queuing, guest
experience and ticket distribution.
A trusted brand
We work with the largest
attraction operators under
long-term agreements.
Globally dispersed
operation
We support over 1,000
venues in 29 countries.
Experienced leadership
A clear strategy and focus on
innovation and delivering
best-in-class products.
Strong partnerships
An ongoing commitment
to identifying the best
complementary products to
complete our solution and
service offerings and the capacity
to acquire market-leading IP.
Skilled and
passionate people
Our success is driven by the
passion of experts, many of
whom know from personal
experience the challenges we
aim to address for our clients.
09 accesso Technology Group plc | Annual Report & Accounts 2022
Contents Generation – Sub PageContents Generation – Section Strategic Report
Governance
Financial Statements
Our business model continued
How we generate value for stakeholders
See stakeholder engagement on pages 21 to 22
Customers
Our solutions enable customers to
increase per capita spending; track,
allocate and navigate capacity
at large scale; deepen consumer
insights and meet a flexible range
of customer requirements. Our
expert 24/7 support team deliver
reliability at scale.
Shareholders
Shareholder value and returns from
profitable, cash generative growth
with a high proportion of recurring
revenue. Large enterprise customers
under long-term contracts with high
barriers to entry drawing on patented
award-winning technology.
Consumers
Driving brand loyalty for clients
across our global portfolio by
delivering exceptional integrated
digital guest experiences designed
to drive return visitations and
brand advocacy.
Employees
Interesting and rewarding careers
where innovation is at the forefront of
our strategy, with the opportunity to
work with an enviable customer base
of blue chip and owner managed
venues across the globe.
Alignment
Our goals are aligned with clients as we share in revenue upside, our teams’ goals are aligned
with business through incentive plans, our consumers’ goals are aligned with their clients through
personalisation at scale alongside identity services.
10 accesso Technology Group plc | Annual Report & Accounts 2022
Contents Generation – PageContents Generation – Sub PageContents Generation – Section accesso’s growth strategy
Strategic Report
Governance
Financial Statements
accesso’s growth strategy
accesso’s purpose is a simple one.
It is to partner with the operators of leisure attractions
around the world and to help them deploy technology
solutions to engage with their guests to deliver better
guest experiences.
11 accesso Technology Group plc | Annual Report & Accounts 2022
We remain convinced of the value
in providing solutions to support
the entire guest journey from trip
anticipation and planning through
contemplating the repeat visit. No other
vendor across our target industries
can offer the breadth of solutions that
accesso delivers nor bring to bear the
same level of R&D investment that we
direct at ensuring our products are
relevant and innovative.
Our long-term partnership with clients
is the bedrock of our business. We
look to expand the breadth of the
enterprise software stack increasing the
value we deliver, and share in, as well
as establishing a vital position in their
service delivery. Our strategy is to both
drive efficiencies to improve margins
and, through innovation, to augment
the coverage of the guest journey.
We will focus on core value solutions
such as eCommerce, point of service,
virtual queuing and identity and
augment by partnership or acquisition
to harness unique opportunities or
speed to market.
We continue to respond to the dual
drivers of mobilisation and self-service,
recognising increasing desire for guests
to self-serve and allowing our clients
to better allocate their resource to
the highest value opportunities. We
strive to grow existing and develop
new revenue streams for our clients,
participating in the added value
created so that our clients’ success
becomes our success.
Through all, alignment with internal
and external stakeholders and focus on
a clear strategy establishes the platform
for continued profitable growth.
Contents Generation – Sub PageContents Generation – Section Financial Review
Strategic Report
Governance
Financial Statements
Financial
Review
We are delighted to have built upon our excellent performance in 2021, delivering record revenue and profit before
tax and exceeding the high expectations we set ourselves in all of our key metrics.
The stability of our balance sheet, net cash on hand and fully resourced and motivated team presents us with the perfect platform to
capitalise on the opportunities available and drive our value proposition into new markets. The technology-based solutions for ticketing,
virtual queuing and food & beverage provided by accesso continues to drive the expectations of consumers across our key markets.“
Fern MacDonald
Chief Financial Officer
Revenue
$139.730m
2022
2021
2020 $56.094m
$139.730m
$124.794m
Statutory profit/(loss) before tax
$12.417m
2022
2021
2020
(32.862m)
$12.417m
$12.110m
Group revenue is 12.0% up on 2021 as our Ticketing and
Distribution revenue performed exceptionally well during the
year, delivering 17.2% and 79.9% growth respectively over 2021.
Ticketing benefited from a full year of revenues from the 64 new
eCommerce clients deployed during 2021 and the addition of a
further 54 during 2022 with a high proportion coming from live
entertainment in North and South America which experienced a
recovery from a COVID impacted 2021. Our Distribution business
delivered a significant increase as anticipated with the UK based
live entertainment returning closer to pre-pandemic operating
levels with ticket volumes 100.3% up on 2021. As indicated in our
interim results, our Virtual Queuing revenue experienced mixed
performance falling short of 2021 by 14.3%. The Group’s most
significant US located queuing and ticketing customer launched
a more premium focused experience, which resulted in their
attendance falling by 26%. Despite this, our remaining Virtual
Queuing customers were able to offset the impact of this by
delivering a 39.4% increase in attendance.
Cash EBITDA1
$25.805m
The Group delivered cash EBITDA for the period of $25.8m,
8.3% down on 2021 but significantly ahead of our $19.9m initial
consensus expectation at the start of the year and ahead of our
revised expectation set in our 23 November 2022 trading update.
This performance was aided by the Group’s continued focus
on tightly maintaining cost control as part of the operational
excellence efforts; headcount increases taking place progressively
through the year; not having a full year impact of these future
staffing cost increases and a $1.2m reversal of part of our sales
tax accrual recorded in 2021.
2022
2021
2020
($11.450m)
$25.805m
$28.138m
Whilst revenues were up 12.0% this delivered a gross margin of
74.4% rather than 77.2% in the prior year due to a recovery of the
lower margin live entertainment revenue in 2022, further offset
by the Group’s planned increase in headcount with staff related
costs up $8.7m.
1
Cash EBITDA: operating profit before the deduction of amortisation, depreciation, acquisition costs, and costs related to share-based payments less
capitalised development costs paid in cash as per the consolidated cash flow statement (as detailed on page 57).
2 Net cash is calculated as cash and cash equivalents less borrowings.
3
Adjusted basic earnings per share is calculated after adjusting operating profit for impairment of intangible assets, amortisation on acquired
intangibles, acquisition and aborted sale expenses and share-based payments, net of tax at the effective rate for the period on the taxable adjusted
items (as detailed on page 78).
12 accesso Technology Group plc | Annual Report & Accounts 2022
High quality earnings and a continued reduction in acquisition related intangible
amortisation and development cost amortisation charges has enabled the Group
to deliver record profit before tax of $12.4m, up 2.5% on 2021.
Net cash2
$64.663m
2022
2021
2020
$29.656m
$64.663m
$64.050m
The Group concluded the year with $64.7m of cash and no drawn
debt, an increase of 1% on 2021. Whilst the Group delivered
strong EBITDA of $25.8m, the uptick in performance in Q4 led
to a corresponding increase in working capital.
The Group funded its Employee Benefit Trust for the purchase
of $5.8m worth of shares. The Group’s cash position suffered
a $2.5m foreign exchange reduction owing to GBP balances
weakening against the dollar significantly during 2022.
Adjusted basic EPS (cents)3
35.93
Basic earnings per share (cents)
24.41
2022
2021
2020
2022
2021
2020
35.93
61.10
24.41
53.39
(60.64)
(84.78)
Adjusted basic earnings per share of 35.93 and basic earnings per
share of 24.41 reduced by 41.2% and 54.3% on 2021 respectively,
this is a result of 2021 EPS measures benefiting from $12.6m of
US losses and US tax credits, not recognised in 2020, being
recognised in 2021 due to the ability to demonstrate future
profitability and subsequent utilisation.
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Strategic Report
Governance
Financial Statements
Financial Review continued
Financial overview
During 2022 the Group delivered record financial performance in revenue and profit before tax, with
earnings significantly ahead of our initial expectations set at the start of 2022.
Our customer venues returned to their pre-pandemic operating levels, which delivered significant
improvement in our earnings with the Group working extremely hard to get our team fully assembled
to deliver on this revenue potential and capture the available opportunities in the market.
Key performance indicators and alternative performance measures
The Board continues to utilise consistent alternative performance measures (“APMs”) internally and in
evaluating and presenting the results of the business. The Board views these APMs as representative of
the Group’s underlying performance.
The historic strategy of enhancing accesso’s technology offerings via acquisitions, as well as an all-
employee share option arrangement, necessitate adjustments to statutory metrics to remove certain
items which the Board does not believe are reflective of the underlying business. These adjustments
may include aborted acquisition or aborted sale related expenses, amortisation related to acquired
intangibles, deferred and contingent consideration linked to continued employment, share-based
payments and impairments.
By consistently making these adjustments, the Group provides a better period-to-period comparison
and is more readily comparable against businesses that do not have the same acquisition history and
equity award policy.
APMs include cash EBITDA, adjusted basic EPS, net cash, underlying administrative expenditure and
repeatable and non-repeatable revenue analysis and are defined as follows:
• Cash EBITDA is defined as operating profit before the deduction of amortisation, impairment of
intangible assets, depreciation, acquisition costs, and costs related to share-based payments and paid
capitalised internal development costs (see page 16);
• Adjusted basic earnings per share is calculated after adjusting operating profit for impairment of
intangible assets, amortisation on acquired intangibles, acquisition and aborted sale expenses and
share-based payments, net of tax at the effective rate for the period on the taxable adjusted items
(see page 78);
• Net cash is defined as available cash less borrowings (see page 87). Lease liabilities are excluded
from borrowings on the basis they do not represent a cash drawing;
13 accesso Technology Group plc | Annual Report & Accounts 2022
• Underlying administrative expenses are administrative expenses adjusted to add back the cost
of capitalised development expenditure and property lease payments and remove amortisation,
impairment of intangible assets, depreciation, acquisition costs, and costs related to share-based
payments (see page 16). This measure is to identify and trend the underlying administrative cost before
these items;
• Repeatable revenue consists of transactional revenue from Virtual Queuing, Ticketing and eCommerce
and is defined as revenue earned as either a fixed amount per sale of an item, such as a ticket sold
by a customer or as a percentage of revenue generated by a venue operator. Normally this revenue
is repeatable where a multi-year agreement exists and purchasing patterns by venue guests do not
significantly change. Other repeatable revenue is defined as revenue, excluding transactional revenue,
that is expected to be earned through each year of a customer’s agreement, without the need for
additional sales activity, such as maintenance and support revenue. Non-repeatable revenue is revenue
that occurs one-time (e.g., up-front licence fees) or is not repeatable based upon the current agreement
(e.g., billable professional services hours) and is unlikely to be repeatable without additional successful
sales execution by accesso. Other revenue consists of hardware sales and other revenue that may or
may not be repeatable with limited sales activity if customer behaviour remains consistent; and
• The revenue streams for year ended 31 December 2022 have been prepared on a proforma basis
using consistent currency rates with the year ended 31 December 2021 to assist with assessing the
underlying performance. Average monthly rates from 2021 were used to translate the monthly 2022
results into a constant currency using the range of currencies as set out below:
– GBP sterling – $1.33 – $1.41
– Euro – $1.13 – $1.22
– Canadian dollars – $0.78 – $0.82
– Australian dollars – $0.72 – $0.78
– Mexican pesos – $0.05 – $0.05
– Brazilian real – $0.18 – $0.20
The Group considers cash EBITDA, which disregards any benefit to the income statement of capitalised
development expenditure, as its principal operating metric.
These APMs should not be viewed in isolation but as supplementary information. As adjusted results
include the benefits of the Group’s acquisition history but exclude significant costs (such as significant
legal or amortisation expenditure), they should not be regarded as a complete picture of the Group’s
financial performance, which is presented in its total results.
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Governance
Financial Statements
Financial Review continued
Key Financial Metrics
Revenue
Group revenue of $139.7m (2021: $124.8m) represents a record for the Group and built
on the excellent performance in 2021. Through 2022, customers continued to use our
technology to tackle more typical problems such as physical queues and, also newer
use-cases, with technology driving efficiency and compensating for staffing difficulties
including wage inflation and recruitment challenges. Our touchless technologies
and ability to drive eCommerce ahead of visitation reduces labour-intensive point-
of-sale models and delivers an enhanced guest experience. These technology-
based solutions are now the base-level consumer expectation across our key markets
and will increasingly become the industry standard over time. We set out details of our
revenue by segment, geography and repeatable to non-repeatable analysis below.
Revenue on a segmental basis was as follows:
Within the Guest Experience segment, accesso LoQueue’s transactional-based queuing products had mixed performance with our
most significant US located queuing and ticketing customer launching a more premium focused experience resulting in lower
volumes through the year. Their attendance fell significantly in 2022 and as a consequence our queuing customer penetration fell
from 6.1% to 4.4%. Encouragingly, our other accesso LoQueue customers were able to deliver an attendance level improvement of
39.4% and maintain penetration levels which helped to offset the reduction to a 14.2% revenue fall on 2021. During the year we
worked hard with customers to enhance their yield management strategies, ensuring that revenue is increasingly being maximised
from the available attendance at each venue.
The remaining revenue within the Guest Experience segment comes from The Experience EngineTM business which delivered
consistent year-on-year performance, with revenues up 2.0% on 2021. This highlights the continued customer confidence in our
bespoke professional services offerings, with large customers in the ski, theme park and cruise ship markets using our services.
Revenue on a geographic and segmental basis was as follows:
Ticketing
Distribution
Ticketing and distribution
Queuing
Other guest experience
Guest experience
Total revenue
2022
$000
77,175
18,081
95,256
28,179
16,295
44,474
139,730
2021
$000
65,877
10,053
75,930
32,888
15,976
48,864
124,794
Vs 2021
%
17.2
79.9
25.5
(14.3)
2.0
(9.0)
12.0
Primary Geographic Markets
UK
Other Europe
Australia/South Pacific/Asia
USA
Canada
Mexico
Other Central and South America
Ticketing and
Distribution
$000
24,636
3,085
4,797
56,285
3,216
2,618
619
95,256
2022
Guest
Experience
$000
2,441
3,233
1,975
36,276
302
247
–
44,474
Group
$000
27,077
6,318
6,772
92,561
3,518
2,865
619
139,730
Ticketing and
Distribution
$000
14,939
1,443
3,219
52,915
2,429
829
156
75,930
2021
Guest
Experience
$000
2,179
1,808
1,318
43,123
215
221
–
48,864
Group
$000
17,118
3,251
4,537
96,038
2,644
1,050
156
124,794
Ticketing and Distribution revenue was 25.5% up on 2021, benefiting from a full
year with minimal capacity restrictions on venues. The distribution business, in
particular, continues to be largely dependent on the UK theatre sector which was
significantly impacted by mandated restrictions through most of 2021. These were
lifted in early 2022 resulting a significant rebound in 2022 distribution revenues
which were 79.9% ahead of 2021. In addition, the distribution business is beginning
to diversify away from its reliance on the UK theatre market and is benefiting from
wider integration into the Group’s customer base allowing existing customers to
distribute their ticket supply to wider markets.
During 2022 the Group went live with 54 new eCommerce ticketing clients,
following on from a very strong 64 during 2021. This demonstrates a continued shift
in consumer and attraction behaviour towards sales online, significantly benefiting
both accesso and its customers as spend per guest increases, operational costs are
reduced, and we gain additional insight into consumer behaviour through data.
14 accesso Technology Group plc | Annual Report & Accounts 2022
Our USA based customers reduced revenues by 3.6% due to the point noted above with our large US queuing and ticketing
customer as well as other customers turning off their reservation functionality due to COVID related capacity restrictions being
removed during 2022 which had generated $4.1m of revenue in the USA during 2021.
Selling our eCommerce solution into the USA and Canadian ski market continues to be one of the Group’s medium-term
strategic priorities.
Live entertainment across multiple geographies demonstrated superb performance during 2022 with rebounding volumes and
a number of new customers being onboarded. Our accesso ShoWare product which predominantly serves customers in North
and South America, delivered 78.9% increase year over year in ticket volumes following a difficult 2021 impacted by COVID
restrictions. This translated to $5.0m of additional revenue across the regions and the addition of 27 accesso ShoWare new
customers going live during the year (2021: 28).
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Governance
Financial Statements
Financial Review continued
In the UK, live entertainment remained closed for the majority of the first half of 2021, opening with partial
capacities from May 2021 and then at full capacities from July 2021 with the key month of December
being impacted by Omicron disruption with many shows being cancelled at short notice. During 2022,
the region encountered very little disruption and was therefore able to deliver growth of 58.2% being an
$10.0m increase on 2021, a result more aligned to pre pandemic levels.
Other European countries delivered growth of 94.3%, significantly ahead of pre pandemic levels
represented by 2019 due to the onboarding of several key new clients in the region and an improvement
in ticket volumes.
Australia, Asia and the South Pacific delivered growth of 49.3% with revenues of $6.8m, up from $4.5m in
2021. The Australian region delivered the majority of this increase and saw excellent performance from
accesso LoQueue and accesso Passport with the success of a partnership renewal with a key customer in
the region, Village Roadshow Theme Parks, extending our relationship through to 2027 with an option to
extend to 2029.
Revenue quality
Virtual queuing
Ticketing and eCommerce
Reservation revenue
Transactional revenue
Maintenance and support
Platform fees
Total repeatable
Licence revenue
Professional services
Non-repeatable revenue
Hardware
Other
Other revenue
Total revenue
Total repeatable as % of total
2022
$000
28,179
77,788
18
105,985
7,122
3,007
116,114
2,749
15,988
18,737
1,434
3,445
4,879
139,730
83.1%
2021
$000
65,877
10,053
4,073
95,498
7,281
2,592
105,371
2,162
13,469
15,631
2,704
1,088
3,792
124,794
84.4%
%
(14.3)
32.9
(99.6)
11.0
(2.2)
16.0
10.2
27.2
18.7
19.9
(47.0)
216.6
28.7
12.0
The above is an analysis of the Group’s revenue by type. Transactional revenue consisting of Virtual
Queuing, Ticketing and eCommerce is defined as revenue earned as either a fixed amount per sale
of an item, such as a ticket sold by a customer, or as a percentage of revenue generated by a venue
operator. Normally this revenue is repeatable where a multi-year agreement exists and purchasing
patterns by venue guests do not significantly change, as they did in 2020 as a result of the pandemic.
15 accesso Technology Group plc | Annual Report & Accounts 2022
Other repeatable revenue is defined as revenue, excluding transactional revenue, that is expected to be
earned through each year of a customer’s agreement, without the need for additional sales activity, such
as maintenance and support revenue. Repeatable of 83.1% is marginally behind the 84.4% achieved in
2021 but remains ahead of historic performance (2020: 73.6%, 2019: 81.5%). Non-repeatable revenue is
revenue that occurs one-time (e.g., up-front licence fees) or is not repeatable based upon the current
agreement (e.g., billable professional services hours) and is unlikely to be repeatable without additional
successful sales execution by accesso.
Other revenue consists of hardware sales and other revenue that may or may not be repeatable with
limited sales activity if customer behaviour remains consistent.
The Group’s transactional revenue streams delivered exceptional performance during 2022 of $106.0m,
up 11.0% on 2021. The Group’s eCommerce products performed particularly well while Virtual Queuing’s
fall year over year is explained by the change to a US customer’s admission strategy. As expected,
reservation revenue fell significantly as there was no longer a requirement from some customers for
advanced bookings as had been the case during the pandemic. Professional services revenue performed
significantly ahead of our budget and 2021, a credit to our exceptional team which continued to deliver
excellent bespoke solutions to the ski, cruise and attractions markets and delivering revenue 8.1%
ahead of pre-pandemic levels in 2019. Our platform revenues continue to benefit from this bespoke
development work whereby professional service customers have taken up repeatable platform fees for
hosting food and beverage mobile apps. Platform revenues grew to $3.0m, which is above both 2021 and
2019. We have seen increased demand for contactless technology such as our mobile food and beverage
apps, which both reduce physical contact points and help our attraction operators to reduce labour costs.
Other revenues were 28.7% higher due to increased referral income received from the Group’s guest
payment gateway partners as well as the expiration of unused gift cards offered to West End theatre
customers following COVID cancellations in 2020 and 2021.
Gross margin
The Group’s reported gross profit margin of 74.4% is a reduction on 77.2% in 2021 but remains slightly
ahead of 2020 and 2019 when adjusted for $1.6m and $1.2m of server costs to aid comparability
respectively). This 2.8% gross margin decrease is a result of the change in sales mix compared with 2021.
Our lower margin distribution business performed well in 2022 and represented 4.4% of our gross profit
compared to 2.5% in 2021.
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Financial Statements
Financial Review continued
Administrative expenses
Reported administrative expenses increased 10.1% to $91.2m in the year, while underlying administrative
expenditure increased by 14.2% to $79.6m in 2022, as anticipated, due to a combination of factors; the
most significant being the Group’s headcount increasing from 513 to 568 (excluding seasonal staff ).
Positions were filled in a highly competitive job market alongside wage increases for our existing staff in a
response to the inflationary pressure which aided our retention of staff.
Share-based payment costs increased on 2021 to $2.6m from $2.5m, reflective of key management
incentive arrangements being granted in both 2020 and 2021 and an all-other staff share-based payment
award granted in July 2021.
During the year the Group continued to take action to rationalise its property leases following the move
to a hybrid and remote work environment, exiting two-thirds of the space leased in Lake Mary, Orlando.
This follows on from the action taken in 2021 where the Group did not renew expiring leases in San
Diego, London, Sao Paulo, Belfast and Annapolis. The Group will save a further $0.6m in property lease
payments in 2023.
The table below sets out a reconciliation between statutory operating profit and cash EBITDA:
Operating profit
Add: acquisition expenses
Add: Amortisation related to acquired intangibles
Add: Share-based payments
Add: Impairment of intangibles
Deduct: Reversal of impairment
Add: Amortisation and depreciation (excluding acquired intangibles)
Deduct: Capitalised internal development costs
Cash EBITDA
2022
$000
12,751
137
1,667
2,629
32
–
10,744
(2,155)
25,805
2021
$000
13,521
–
2,371
2,490
–
(1,707)
12,183
(720)
28,138
The Group recorded an operating profit of $12.8m in 2022 (2021: $13.5m); and adjusted basic earnings per
share decreased to 35.93 cents (2020: 61.1 cents).
No government assistance has been received during 2022.
Administrative expenses as reported
Capitalised development expenditure1
Amortisation related to acquired intangibles
Share-based payments
Amortisation and depreciation2
Property lease payments not in administrative expense1
Reversal of impairment of intangibles
Impairment of intangible assets
Acquisition expenses
Underlying administrative expenditure
1 See consolidated cash flow statement.
2 This excludes acquired intangibles but includes depreciation on right of use assets.
2022
$000
91,209
2,155
(1,667)
(2,629)
(10,744)
1,430
–
(32)
(137)
79,585
2021
$000
82,872
720
(2,371)
(2,490)
(12,183)
1,408
1,707
–
–
69,663
Cash EBITDA
The Group delivered cash EBITDA for the year of $25.8m, an 8.3% reduction on the record 2021 result
however significantly ahead of our initial expectations for 2022. Whilst the Group delivered revenue
growth of 12.0% this was at lower margins as explained above, along with an increase in payroll costs
due to 55 full time additional headcount, the full year impact of 2021 headcount additions and wage
inflationary pressure on existing pay levels. The Group also benefited from a reversal of part of our sales
tax accrual from 2021 totalling $1.2m.
16 accesso Technology Group plc | Annual Report & Accounts 2022
Development expenditure
Total development expenditure
% of total revenue
2022
$000
43,174
30.9%
2021
$000
34,666
27.8%
2022 has been another tremendous period of innovation for accesso, with frontline and technical teams
working at pace to deliver solutions to enable our customers to manage capacities, capture the uptick in
demand for technology-based solutions to ticketing, eCommerce, distribution, queuing and mobile food
and beverage purchasing. Our total development expenditure for 2022 increased to $43.2m, 24.5% higher
than 2021 with open positions in our Engineering and Product groups being filled during the year. The
development expenditure also includes $1.9m of cost incurred in relation to the recently acquired food &
beverage intellectual property.
Development expenditure represents all expenses incurred by the Group’s Engineering and Product
Management functions, predominantly comprising payroll and software related costs. These functions
maintain our existing solutions and work with our customers to ensure the Group’s products are well
positioned to meet customer needs. In addition, these functions also perform research and development
activities based on the product roadmaps which set out the planned features and releases over time.
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Financial Statements
Financial Review continued
Development expenditure continued
The Group capitalises elements of development expenditure where it is appropriate and in accordance
with IAS 38 Intangible Assets. Capitalised development expenditure of $2.2m (2021: $0.7m) represents
5.2% (2021: 2.1%) of total development expenditure. The Group’s research and development is primarily
focused on improving existing customer products, which in turn leads to increased customer satisfaction
and retention, rather than a focus on creating new revenue streams . It continues to be critical in order to
continue to meet and exceed the expectations of our existing customers’ requirements and the current
solutions they utilise. Development continues to expand the product set and add features that will be
important for our customers’ operations in the future.
Cash and net cash
Net cash at the end of the period has increased to $64.7m from 31 December 2021.
Borrowings (including capitalised finance costs)
Less: Cash in hand and at bank
Net cash
2022
$000
–
64,663
64,663
2021
$000
–
64,050
64,050
The Group has maintained a strong net cash position with net cash inflow from operating activities
of $14.5m (2021 Net inflow of $39..1m) offset by $3.8m used in investing activities and $7.5m used in
financing activities. This included $5.8m of shares purchased by the Group’s Employee Benefit Trust.
The Group continues to hold a 3-year, £18m Coronavirus Large Business Interruption Scheme Loan
revolving credit facility at a 3.75% margin with a commitment fee of 1.5%, expiring in March 2024.
Quarterly covenant tests were in place on minimum revenue and minimum liquidity for 2 years to
December 2022. From March 2023 additional covenants are added for leverage and interest cover until
the facility expires. No drawings have been made on this facility and all covenants have been met. The
Group’s increase in trade and other receivables s cash flow of $10.5m is a result of the strong end the
Group’s trading year, with many venues opening over the festive period in comparison with the same
period in 2021 which was severely impacted by venue closures due to the Omicron COVID variant.
Dividend
The Board maintains its consistent view that the payment of a dividend is unlikely in the short to
medium term with surplus cash more efficiently invested in strategic product development or, where
the opportunities arise, value accretive acquisitions.
Impairment
In line with relevant accounting standards, the Group reviews the carrying value of all intangible
assets on an annual basis or at the interim where indicators of impairment exist. As a result, the
Group recognised a $0.03m impairment charge in the year over previously capitalised research and
development projects where they were no longer expected to generate economic benefit.
Taxation
The tax charge of $2.36m represents an effective tax rate on the $12.4m of statutory profit before tax of 19.0%
(2021: 81.8% effective tax rate based on a tax credit of $9.9m and a statutory profit before tax of $12.1m).
The key reconciling item to actual tax rates is $1.0m relating to the impact of changes in statutory tax
rates being applied to the Group’s earnings. The Group’s principal rate of tax for the period, being the US
federal rate of 21% plus a blended rate of 5.87% for US state taxes, was 26.87% compared to 24.0% in the
prior year. This increase in principal tax rate arises predominantly due to an uplift in the number of states
within the USA where income taxes are filed.
The Strategic Report on pages 2 to 27 has been approved by the Board and signed on its behalf by:
Employee Benefit Trust
The Group funded the trustees of the Employee Benefit Trust in the second half of 2022 to enable the trustees
to purchase 761,971 shares at a total cost of $5.8m. The shares are held by the trustees and will be used to
satisfy awards granted under the Company’s employee share plans that are expected to vest in future years.
Fern MacDonald
Chief Financial Officer
3 April 2022
17 accesso Technology Group plc | Annual Report & Accounts 2022
Contents Generation – PageContents Generation – Sub PageContents Generation – Section
Principal risks and uncertainties
Strategic Report
Governance
Financial Statements
Principal risks and uncertainties
The Board has
identified the following
principal risks and
uncertainties which it
believes may impact
the Group and its
operations.
The Board is satisfied
that the Group’s risk
management and internal
control systems are
adequate. At this stage the
Board does not consider
it to be appropriate to
establish an internal
audit function.
Principal risks and
uncertainties
Staff retention risk
Description of risk and uncertainty
Mitigation
In line with groups of a similar size, the Group is managed by a
limited number of key personnel, including Executive Directors
and senior management, who have significant experience within
the Group and the sectors it operates within, and who could be
difficult to replace.
Executive Directors and senior management have remuneration
plans, incorporating long-term incentives to mitigate this risk
combined with an appropriate level of succession planning.
Customer concentration risk
A key risk relates to the high concentration of revenue derived
from particular customers or guests of particular theme
parks groups.
The Group continues to increase its customer base, extending
its geographical presence and broadening its technologies to a
wider range of venues.
Business disruption risk
Currency risk
Intellectual property infringement
The Group has a significant seasonal business with revenue and
cash flows predominantly linked to leisure venue attendance
which, with the current profile of business, peak in the summer
months of the Northern Hemisphere. As demonstrated in 2020,
attendance at leisure venues can be impacted by circumstances
outside the control of the Group including, but not limited to
pandemics, inclement weather, consumer spending capability
within the regions we operate together with operator venue
pricing, discount policies, investment capability, safety record
and marketing.
A significant proportion of revenues of the business are
denominated in US dollars. Although the majority of expenditure
is also denominated in this currency, there remains an exposure
to movements between the US dollar and either sterling, euros,
the Australian dollar, the Brazilian real, the Mexican peso or the
Canadian dollar.
It is of fundamental importance in maintaining a sustainable
long-term business that the Group is aware and takes action
to mitigate competitive threats, whether from technological
change, or from competition.
The Group has demonstrated great resilience to COVID-19,
rebounding in 2021 and continuing that trend in 2022. The
Group’s global footprint and diverse range of markets that it
serves has enabled it to prosper even when certain markets, such
as live entertainment, has taken longer to recover.
Should 2023 mirror the pandemic year of 2020 as a severe worst
case scenario, the Group has sufficient available liquidity to
continue as a going concern.
The Group’s treasury policy is to minimise holding currency
(where practical) in an entity with a different functional currency
to minimise the impact on Group profit before tax.
Effort is directed to ensure that the Group invests in appropriate
and focused research and development activity and monitors
technological advances and competitor activity. Linked to
this, the Group is committed to protecting its technology by
the development and/or purchase of patents and will take
appropriate action to defend its intellectual property rights or
ensure infringers enter into licensing arrangements. The Group
capitalises appropriate levels of development expenditure but
is exposed to the risk that development of a specific technology
could suffer impairment.
18 accesso Technology Group plc | Annual Report & Accounts 2022
Contents Generation – Sub PageContents Generation – Section Strategic Report
Governance
Financial Statements
Principal risks and uncertainties continued
Principal risks and
uncertainties
Cybersecurity
Description of risk and uncertainty
Mitigation
Cybersecurity is a primary concern at accesso and an
ever-increasing threat on businesses.
We take a multi-layer approach to security, employing many
solutions to protect our systems at every level including
vulnerability management, intrusion detection and endpoint
protection. We conduct aggressive penetration testing
throughout the year and against all of our platforms. All of the
above is built upon an ever-expanding set of policies that govern
our approach to engagement, security and response.
We also recognise that the first, and most likely, point of attack is
against our people and go to great lengths to provide training
on the types of attacks they may encounter and vulnerabilities to
which they are subject. This includes, but is not limited to, regular
phishing simulations at varying degrees of sophistication followed
up by additional training and clarification. As attacks become
more sophisticated and customised, our staff need to understand
how to recognise and respond, as they are the last line of defence
when something slips through our various protections.
Software systems and
digital technology
Environmental risks
Software and digital technology are key differentiators and are
central to our product offering, customer interaction, service
planning and delivery. Failure to invest or maintain software
and systems, the loss of systems and/or data or poor system
performance could cause a disruption to service delivery,
impacting on performance with a potential financial impact
The Group has clear product roadmaps and has significant
resources focused on the continuous development and
maintenance of all software solutions and operational systems.
The Group benefits from well-established operating processes
and procedures including systems and data security and
disaster recovery.
Given the ever-developing agenda on climate change, which
presents a number of physical risks (e.g. weather-related) and
compliance/regulatory risks (e.g. more sustainable business
practices) for the Group, we are currently reviewing our internal
processes for managing any associated emerging risks and will
incorporate this into our broader risk management practices.
The majority of the venues we serve have typically localised
customer bases rather than being reliant on destination travel,
consequently we consider the risk as minimal on our forecasts.
Further information on our current progress on environmental,
social and governance (‘ESG’)initiatives are set out in our ESG
report on page 23.
19 accesso Technology Group plc | Annual Report & Accounts 2022
Contents Generation – PageContents Generation – Sub PageContents Generation – Section Strategic Report
Governance
Financial Statements
Principal risks and uncertainties continued
Principal risks and
uncertainties
Business growth and
related acquisition risk
Description of risk and uncertainty
Mitigation
Acquiring differing businesses with differing technologies,
people, competencies and processes creates risk to both
customers and services being acquired, and the Group’s existing
operating model. Given the Group’s significant surplus cash
balance and acquisition appetite, this is considered an increasing
risk. The Group considers this risk split into three main areas.
Acquisition target risk – the risk that the Group is unable to
identify suitable acquisition targets.
Acquisition integration risk – the risk that completed acquisitions
are not integrated into the underlying business in an efficient
or effective way leading to potential loss of customers and
employees from the acquired business.
Post-acquisition performance risk – the risk that the acquired
business may not perform as well as expected or synergies may
not be delivered as planned. This has the potential to adversely
impact both cashflow and profits post-acquisition.
Acquisition target risk is managed by a combination of internal
resource dedicated to identifying targets complemented by
strong relationships with external advisors.
Acquisition integration risk is managed by detailed planning,
including active participation from the vendors to ensure
acquisitions are integrated effectively.
Post-acquisition performance risk is mitigated through due
diligence and integration planning including the use of experts
throughout the acquisition process.
20 accesso Technology Group plc | Annual Report & Accounts 2022
Contents Generation – PageContents Generation – Sub PageContents Generation – Section Stakeholder engagement and Section 172
statement
Strategic Report
Governance
Financial Statements
Stakeholder engagement and Section 172 statement
Compliance with Section 172 of the Companies Act
A Director of the Company must act
in accordance with a set of general
duties. These duties are detailed in
Section 172 of the Companies Act
2006, summarised as follows:
• Consider the likely consequences
of any decisions in the long term
• Consider the interests of the
Company’s employees
• Need to foster the Company’s
business relationships with suppliers,
customers and other
key stakeholders
• Review and assess the impact of
the Company’s operations on the
community and the environment
• Maintain a reputation for high
standards of business conduct, and
• Act fairly between members of
the Company
In discharging its Section 172 duties the
Board has considered the factors set out
above and the views of key stakeholders.
Engaging, consulting and acting on the
needs of different stakeholders is critical
for the development and delivery of
a culture and strategy that achieves
long-term success. accesso undertakes
meaningful engagement with its
stakeholder groups to build trust and
supports the ethos of Section 172.
These priorities reflect the need to
consider the interests of our staff and
the need to keep pace with market
initiatives and technological changes so
the business is appropriately positioned
to take best advantage of market
conditions. The strategic priorities are
cascaded down to individuals within
the business through the Performance
and Development Review process.
The Board confirms that, during the year,
the Board and its individual members
have acted in a way that would be most
likely to promote the success of the
Company, for the benefit of its members
as a whole, in the decisions made by
the Board during the year. The Directors
confirm that the deliberations of the
Board, which underpin its decisions,
incorporate appropriate regard to the
matters detailed in section 172(1) of the
Companies Act 2006. During the year,
the Board considered information
from across the Group’s businesses
and received presentations from
management, reviewed papers and
reports and took part in discussions
which considered, where relevant, the
impact of the Company’s activities on
its key stakeholders. These activities,
together with direct engagement by
the Board and individual Directors
with the Company’s stakeholders,
helped to inform the Board in its
decision-making processes.
21 accesso Technology Group plc | Annual Report & Accounts 2022
Contents Generation – Sub PageContents Generation – Section Strategic Report
Governance
Financial Statements
Stakeholder engagement and section 172 statement continued
Compliance with Section 172 of the Companies Act
Stakeholder group Why they are important
How we engage
Employees
Engaged, enabled, empowered employees who contribute
to the best of their ability are fundamental to the long-term
success of the business. We seek to attract, develop and
retain high-calibre staff, and as a consequence, our customers
can be assured that the service they receive is among the
best available.
Customers and suppliers
accesso’s customers and suppliers are key to the long-term
success of our business. We seek to grow and maintain our
customer base and select suppliers to ensure our reputation is
preserved, protecting our position as the leading technology
provider of choice for tomorrow’s attractions, venues and
institutions to help us achieve our growth ambitions.
Shareholders
Shareholders play an important role in the success and
growth of the Group and as proved during the pandemic
year were able to provide a source of equity to insulate
the business. In addition, shareholders provide important
feedback to the Executive Directors on market conditions,
expectations, and economic performance.
22 accesso Technology Group plc | Annual Report & Accounts 2022
The Group’s policy is to consult and engage with employees, by way of meetings, surveys and through personal contact by
Directors and other senior executives, on matters likely to affect employees’ interests. Information on matters of concern to
employees is given in meetings, emails, letters and reports, which seek to achieve a common awareness on the part of all
employees on the financial and economic factors affecting the Group’s performance.
We maintain oversight of their performance through an annual performance and development review process. We seek to offer
appropriate levels of remuneration which we benchmark using market surveys. We value our employees’ thoughts and ideas
and two-way communication is actively sought and encouraged. An anonymous Staff Engagement Survey was conducted
during the year, the results of which were considered in detail by management and helped to inform and guide subsequent
strategic decisions that were made. Our expected standards of behaviour are set out in our Code of Business which all staff are
expected to adhere to.
They are key business partners and we set out our relationship in terms of business or service level agreements. We maintain
oversight of these arrangements as well as making sure our customers receive an appropriate level of disclosure.
We listen to our customers and invest in research and development because our industries demand it, our clients benefit from
it and it makes a positive impact on the guest experience. Our innovative technology solutions allow venues to increase the
volume and range of on-site spending and to drive increased transaction-based revenue through cutting-edge ticketing, point-
of-sale, virtual queuing, distribution and experience management software.
Many of our team members come from backgrounds working within the attractions and cultural industry. In this way, we
are experienced operators who run a technology company serving attractions operators, versus a technology company that
happens to serve the market. Our staff understand the day-to-day operations of managing complex venues and the challenges
this creates, and together we strive to provide our clients and their guests with technology that empowers them to do more
and enjoy more. From our agile development team to our dedicated client service specialists, every team member knows that
their passion, integrity, commitment, teamwork and innovation are what drive our success.
We have an ongoing dialogue with shareholders through formal communication of financial results on a yearly and half
yearly basis, we also provide periodic market updates and the required press releases to ensure compliance with the
AIM rules. We engage with substantial shareholders to ensure that the strategic direction of the business is aligned with
their expectations.
Contents Generation – PageContents Generation – Sub PageContents Generation – Section Environmental, social and governance report
(‘ESG report’)
Strategic Report
Governance
Financial Statements
Environmental, social and governance report
(‘ESG report’)
We understand the increasing
importance of aligning to global
Environmental, Social and
Governance (ESG) corporate
responsibility standards. With
continuous developments
in important areas such as
climate change, globalisation,
digitalisation, equality and
diversity; accesso recognises the
need to develop, monitor and
improve its policies and practice
to drive forward change.
Environmentally, we are committed to
and actively striving for a sustainable
future by engaging in decarbonisation
and have established our first Climate
Policy. Socially, we endeavour to be a
strong advocate of equal opportunity,
diversity and ethical business. In
Governance, we work hard to ensure
our procedures and management are
conducive to managing the risks and
opportunities posed by environmental
and social issues, as well as achieving
our own performance targets, with the
Board constantly reviewing appropriate
governance structures. Below we
outline our performance in ESG during
2022 and what we are aiming to
accomplish in 2023 and beyond.
Environment
Recognising the importance of climate change as a global issue, in 2022 we
have accelerated efforts towards understanding our role in creating a sustainable
future. The development of our Climate Policy has put us on a trajectory to carbon
neutrality, broader environmental sustainability (e.g., by beginning to understand
our wider waste footprint) and further improvement of our environmental
governance. In 2022, we have started to explore disclosure frameworks, expanded
climate metrics, environmental risk management and decarbonisation strategy.
We will continue this work in 2023.
Climate policy
In line with our commitments for 2022, accesso were pleased to launch our first
Climate Policy. We developed this in recognition of the urgency of climate action
and the role accesso plays in reaching global climate targets, including limiting
global warming to 1.5°C as outlined in the Paris Agreement. Our policy will apply to
all our current and future operations and subsidiaries. Within these boundaries, we
commit to a Net-Zero target for Scope 1 and 2 in 2035. To safeguard a science-based
trajectory towards Net-Zero, we will start developing a decarbonisation strategy and
roadmap in 2023, which includes setting intermediate targets towards 2035.
Furthermore, we commit to mapping and reducing emissions for material Scope 3
categories by 2035. To achieve this, we have pledged to start expanding our Scope
3 understanding and footprint beyond business travel, with the ultimate objective
to map our entire Scope 3 Greenhouse Gas (GHG) emissions. This will enable us
to determine the materiality of each category and develop a targeted Scope 3
decarbonisation strategy. The Climate Policy outlining these commitments and
action plans will be reviewed annually by the Board and updated as needed.
Climate-related financial disclosures
As an AIM-listed company in the U.K., accesso will be required to make disclosures
aligned to the recommendations of the Task Force on Climate-related Financial
Disclosures (‘TCFD’) in our next annual report. We have already begun gathering the
necessary information to assess and review our current alignment against the four
pillars of the TCFD recommendations (Governance, Strategy, Risk Management, and
Metrics and Targets), have started engaging with our customers and vendors where
needed to support our analysis of our climate-related physical and transitional risks
and opportunities, and have engaged with a third-party specialist for support.
23 accesso Technology Group plc | Annual Report & Accounts 2022
We are developing our understanding of climate risk and opportunity as it relates
to our business. Although our sector is less resource-intensive than others, such as
extractives and heavy-manufacturing, we recognise that there are still risks attached
to climate change that can impact the business. For example, extreme weather
presents a physical risk whereby a reduction in attendance at accesso’s customer
venues would decrease our revenue.
Based on good market practice, we have also identified the two scenarios we will
use to assess our strategy’s resilience to identified risks and opportunities. These
scenarios will be; achieving net-zero in 2050 with a 1.5-degree warming in 2100
following the Representative Concentration Pathway (RCP) 2.6; and a “climate
chaos”, business-as-usual scenario, which is linked to RCP 8.5. Lastly, as prescribed
by the Metrics and Targets pillar, we are reviewing our GHG-emissions reporting
methodology, having gathered data to report our emissions into Scope 1 and 2, and
are further assessing Scope 3 according to the GHG-protocol.
In 2023 we will continue to build our understanding of the TCFD and work towards
developing a robust disclosure that is in line with its requirements.
Understanding our footprint
In 2022 we have concentrated on refining our approach to GHG emissions
footprinting. Using the GHG-Protocol Corporate Accounting Standard, we have
reviewed our existing methodology and data for calculating GHG emissions,
and now have a better understanding of emissions sitting within Scope 1, 2 and
3 categories. We have refined our approach so that our stated figures for office
emissions are now based on direct usage from electricity and fuel bills.
For this year and the 2021 comparative, energy data and associated emissions
have been disclosed for purchased electricity and natural gas, which are our most
material Scope 1 and 2 emission sources. Total emissions for these in 2022 were 37
tCO2e (2021 62 tCO2e). Other fuels such as refrigerant gases or diesel for back-up
generators are not included but are not expected to be material.
Our emissions from business travel are categorised as Category 6 of Scope 3
emissions (as defined in the GHG Protocol Accounting Standard). Total emissions
for these in 2022 were 323 tCO2e, an increase from 2021 (132 tCO2e) due to a rise
in air travel after the relaxation of global COVID-19 restrictions. In 2023, we will
start to expand our understanding of the emissions in the other fourteen Scope
3 emissions. Where applicable and possible, we will engage with our clients and
vendors to gain insight into where the most material emission categories will be,
which we aim to disclose after thorough assessment in future reporting periods.
Contents Generation – Sub PageContents Generation – Section Strategic Report
Governance
Financial Statements
Environmental, social and governance report
(‘ESG report’) continued
Decarbonisation
In 2022, we have begun looking at the key areas to focus on as we develop and refine a more detailed
decarbonisation strategy in 2023, which will be informed by the footprinting exercise we expect to
undertake. The below summarises the key initiatives we adopt within key areas to reduce emissions:
Our product
We support our customers in reducing paper consumption through using our digital ticket platforms, and
venue applications such as digital maps and activity guides. However, we recognise that while reducing
paper-usage, this simultaneously increases mobile phone usage, requiring capacity and run-time on our
third-party data centre servers, which results in increased electricity use.
This has resulted in an overall square footage reduction of nearly 62% in 2022. In addition, as part of our
relocations, we have reused the existing furniture of the new offices and repurposed the furniture of our
old offices, to prevent unnecessary purchase of new items and associated emissions.
Inside our offices, we try to keep our energy usage and waste production to a minimum. We do this by
considerate use of space, where our LED lighting and heating or air-conditioning turn off automatically
in spaces we do not use at that time. Moreover, we have looked to eradicate paper waste through
digitalising our office activity as much as possible, reduced the use of single-use products and recycled
our waste where possible. We will continue to adopt such initiatives to reduce our waste and associated
emissions in 2023.
We understand the role we can play in reducing these emissions through optimising our software to
decrease energy consumption on the venues’ devices, users’ phones, and data centres’ servers. Our
engineering team constantly look at operational efficiencies that can be made and will be looking into
opportunities to improve our software capacity, auto-scaling and run-time performance and efficiency
in 2023. This serves the dual benefit of reducing load on our servers thereby reducing cost and increasing
margins, while simultaneously reducing associated emissions.
Working from home and travelling
With 95% of our workforce working from home, we understand that while our office energy use has
decreased, the energy use in our employees’ homes has increased as a result. We are developing an
approach to quantify this usage and associated emissions and aim to disclose the figures in 2023.
In addition, we will look at a sustainable awareness programme to provide employees with training
and workshops on sustainable practices at home as well as incentives to reduce energy use.
In addition to third parties using our technology, data center usage is likely to be one of the most material
contributors to our Scope 3 footprint, and we are looking to quantify this in future reporting periods. Whilst
our control over third party emissions is less than emissions within our operational boundary, we will work
towards leasing server capacity at vendors that are committed to progressive climate policies. Currently,
over 90% of our expense is from two main suppliers, namely Amazon Web Services (AWS) and RackSpace
Technology. Both providers have clear environmental policies and decarbonisation timelines. Where
feasible, we will look to engage with AWS, RackSpace and our other server space providers to obtain our
footprint data as well as plans to reduce it. To enhance these efforts, a collaborative team across our Group
is working to include a criterion on climate policy and/or climate impact in our vendor selection process.
Our only physical product, The PrismSM band, is manufactured by a supplier based in Penang, Malaysia. This
manufacturer was selected and is monitored based on 12 standards including one on protection of the
environment. Even though we observe an ongoing shift from The Prism band to mobile app use, we will
engage with our supplier to gain insight in both its footprint as well as its climate policy, to understand
where there are opportunities to leverage a more sustainable practice and decarbonisation strategy.
Our offices
Being a software company, our direct greenhouse gas emissions are primarily from office use. As a result
of COVID-19, we have largely switched to remote working from home. Consequently, we rationalised
our office space in 2021, resulting in lower electricity usage and GHG emissions for the Group. In 2022,
this trend has continued with approximately 95% of our personnel working from home which has led
to relocation from our larger floors and office buildings to smaller equivalents, significantly reducing
our office square footage and by consequence, emissions.
24 accesso Technology Group plc | Annual Report & Accounts 2022
Since COVID-19 brought business travel, and especially air travel, to a halt, our business travel emissions
were relatively low in 2021. Now, post-COVID, travel networks have reopened, and our business travel
has more than doubled in 2022. Although site visits are in the nature of our business and business travel
can therefore not be avoided altogether, we have initiatives to reduce the frequency of these. Itineraries
are approved based on necessity and we use video conferencing software where possible. We intend to
further review our business travel policy as well as explore a carbon offset strategy to offset emissions
that can be reduced no further.
Specific examples
As part of our attempts to reduce energy use at our third-party data centres, we have already
implemented or planned the following software improvements:
Migration of the accesso ShoWare application and related infrastructure to the cloud
(i.e. Microsoft Azure) is currently being planned. This will replace the need for physical
servers currently operating in a managed hosting environment with the more energy-
efficient cloud-service servers at Microsoft Azure.
Migration of the accesso LoQueue platform to .NET Core (i.e., an open-source software
framework), allowing it to run on AWS instances that allow for less risky downscaling
during times of decreased demand, decreasing energy use.
Migration of the accesso LoQueue database to PostgreSQL (i.e. an open-source relational
database management system), allowing related subsystems to be more readily scaled
to meet curves in system demand, reducing energy use.
Contents Generation – PageContents Generation – Sub PageContents Generation – Section Strategic Report
Governance
Financial Statements
Environmental, social and governance report
(‘ESG report’) continued
Waste
In our Climate Policy, alongside carbon, we have committed to assessing our waste footprint and
developing targets to reduce this. In 2022, we have started collecting data from our offices to gain insight
into our waste footprint and will continue to mature this in 2023 by expanding the number of offices
reporting and collecting monthly where possible.
GHG Emissions by Region (tCO2e)
Scope 1
Given the nature of our business we expect our water consumption to be small, being largely limited to
office-based consumption from bathroom and kitchen facilities. We are in the early stages of gathering
data on water consumption and expect to refine this further in 2023.
Currently, the amount of waste our offices produce is relatively small compared with larger corporates.
We look to reuse materials where possible and have recycling initiatives at our sites. In our offices,
IT-equipment waste comprises predominantly of outdated end-user hardware (for example laptops,
mobile devices, peripherals). Our policy is to either donate equipment or to use our vendor’s recycling
programme, such as the Dell Recycle Programme.
In addition, the use of third-party cloud data centres eliminates waste related to servers, network
equipment, and other physical infrastructure within our own operations. For our Prism product, we reuse
the straps and any reusable components. The remaining parts are recycled by an accredited recycling
company in the UK and Europe, following the Regulations: restriction of hazardous substances (RoHS) and
the Waste Electrical and Electronic Equipment Directive (WEEE). In the US, these non-reusable parts are
disposed of by our partner that recycles components wherever possible.
Looking ahead to 2023, we will continue to maintain practices that limit our waste and concentrate on
collecting data from our operations to further inform our performance and approach.
Scope 2 (Location-Based)
GHG Emission Intensity (tCO2e /Revenue M$)
Revenue (M$)
Scope 1
Scope 2 (Location-Based)
Subtotal (Scope 1 + 2)
Scope 3: Category 6
Total Emissions (Scope 1 + 2 + 3) per Revenue (M$)
Environmental metrics
Energy Use (MWh)
Non-renewable fuel consumed1: Natural Gas
Electricity Consumption
Total Energy Consumption
GHG Emissions by Scope (tCO2e)
Scope 12
Scope 2 (Location-Based)
Subtotal (Scope 1 + Scope 2)
Scope 3
Category 6 – Business Travel3
Total Emissions (Scope 1 + 2 + 3)
25 accesso Technology Group plc | Annual Report & Accounts 2022
GHG Emission Intensity (tCO2e /Operating Profit M$ & tCO2e /employee)
Operating Profit (M$)
Total Emissions (Scope 1 + 2 + 3) per operating profit (M$)
Employees
Total Emissions (Scope 1 + 2 + 3) per employee
1 F-gases and Diesel are not included.
2 See footnote 1.
3
These emissions do not include hotel stays.
2022
22
148
170
2022
4
37
41
323
323
364
2021
23
232
255
2021
4
62
66
132
132
198
Location
2022
2021
Brazil
Mexico
United Kingdom
United States
Subtotal
Brazil
Mexico
United Kingdom
United States
Subtotal
–
–
–
4
4
–
2
16
19
37
2022
139.7
0.03
0.26
0.29
2.31
2.60
2022
12.7
29
965
0.4
–
–
–
4
4
–
2
23
37
62
2021
124.8
0.03
0.50
0.53
1.05
1.58
2021
13.5
15
824
0.2
Contents Generation – PageContents Generation – Sub PageContents Generation – Section Strategic Report
Governance
Financial Statements
Environmental, social and governance report
(‘ESG report’) continued
Social
At accesso we recognise our employees are paramount to the success of our business. We continually
seek opportunities to engage with our employees throughout the year. Our initiatives enhance employee
wellbeing and support, which in turn, contribute to lower turnover and promote employee retention.
We administered the seventh annual Employee Engagement Survey with 91% participation and a 4.2
overall average score (out of 5.0) which represents the highest average score in the history of the survey
and is above the 75th % for similarly sized organisations in our industry.
We launched a Wellness Programme focused on physical, emotional, financial, career and community
initiatives and challenges hosted by the Wellworks platform.
Additionally, we implemented a more robust, global Employee Assistance Program in response to
providing our employees the assistance they need in the different areas of their lives outside of work.
We hosted several live virtual teambuilding events throughout the year such as Online Office Olympics
to engage our remote workforce.
In 2022, we onboarded 162 new hires, including 8 rehires and ended 2022 with 15.4% turnover, which
is significantly lower than the previous year.
Diversity
Diversity, Equity & Inclusion (‘DEI’) remains a key focus area as we work to implement a more formalised
strategy including updated metrics and targets. We have expanded our DEI metrics to include wider
gender and racial/ethnic group representation metrics across the business. On 31 December 2022, our
minority headcount was 31% and female headcount was 35%. We plan to further expand these metrics
in future annual reporting.
We have continued to partner with the National Diversity Council to assess our current diversity landscape
and assist with the building of our future efforts.
Following the launch of our DEI Strategic Council in January 2022, a formalised strategy was developed
and communicated to all employees. Notable Council achievements during 2022 include:
In 2023, the Council will be implementing a diversity specific recruiting platform and looking to partner
with organisations that will ensure increased exposure to a more diverse candidate pool.
accesso’s diversity and inclusion policy, which encompasses the Board, is based on a commitment to
creating an environment where diversity is valued and respected. We believe that business success is a
direct result of the experience and quality of its people. Inherent within this approach is an acceptance
and embracing of diversity in all its forms and an endorsement that the entire workforce, including the
Board, be representative of the communities in which the Group operates. Key aims of the policy are to
ensure equality, diversity and inclusion in the workplace and to promote a culture where everyone is
treated with respect and dignity.
Community
accesso is a responsible member of its community; this reflects our culture and matters to our staff
and local community. accesso has a strong culture of supporting staff in both individual and Group
volunteering and fundraising initiatives. This includes encouraging staff to volunteer at local community
projects and participate in local events; and providing corporate sponsorship of charitable activities.
In 2022, our Company won the Tech Cares Award from Trust Radius, which is granted on annual basis
to a select group of businesses for their focus on Corporate Social Responsibility.
Volunteer time off
We utilise a Volunteer Time Off (VTO) Programme for all employees to volunteer a paid day off at a charity
of their choosing. We partner with Technovation, a global tech education non-profit whose mission is
to empower children to become more confident leaders and problem solvers in their communities. Our
employees serve as judges to provide feedback to teams of girls on mobile apps they build from scratch.
https://technovationchallenge.org
Charitable giving
Both directly and in partnership with our clients, we contribute to various causes including domestic
violence prevention, childhood hunger, cancer research, and natural disasters. Two examples from
2022 include:
• Donating $20,000 USD to the Ukraine Relief Fund through Global Giving, based on a $10k donation
from our employees which was matched by accesso.
• Optimised our closed captioning and translation capabilities to create a more inclusive environment
• Donating $10,000 USD to the Hurricane Ian response fund through the Heart of FL United Way to help
during meetings.
those in the Central FL area where we have a large number of employees.
• Created a DEI communication space for all employees with the purpose of educating, sharing different
cultures, holidays and traditions.
• Provided more inclusive language of preferred pronouns in our application tracking system
and email signatures.
26 accesso Technology Group plc | Annual Report & Accounts 2022
Donation drives
Local offices regularly participate in company-sponsored activities such as Angel Trees, the purchasing
of Christmas gifts for local foster children. https://saangeltree.org
Contents Generation – PageContents Generation – Sub PageContents Generation – Section Strategic Report
Governance
Financial Statements
Environmental, social and governance report
(‘ESG report’) continued
ESG Governance
The governance of ESG currently falls under the responsibility of the whole Board and is a recurring Board
agenda point. This governance structure and approach is constantly under review. On Environment, as
committed to in our Climate Policy we appointed a Board member with ESG-responsibilities. accesso
recognises the importance of meeting globally recognised corporate responsibility standards and have
given Jody Madden, Non-Executive Director, responsibility to drive forward ESG initiatives and facilitate
ESG related risk assessment.
Looking ahead to 2023, we will install an ESG-Committee that will develop, guide, monitor and revise the
plans, policies and structures wherever and whenever deemed necessary.
We employ an experienced Board made up of a diverse group of Executive and Non-Executive Directors
with significant experience in the industry and as directors of other public companies to help us develop
and adhere to best practice on governance matters. The three Non-Executive Directors are independent.
27 accesso Technology Group plc | Annual Report & Accounts 2022
Contents Generation – PageContents Generation – Sub PageContents Generation – Section Governance
Strategic Report
Strategic Report
Governance
Governance
Financial Statements
Financial Statements
Governance
Corporate governance report
The Board of Directors
Directors’ remuneration report
Report of the Directors
Statement of Directors’ responsibilities
Independent auditor’s report
29
32
33
42
44
45
28 accesso Technology Group plc | Annual Report & Accounts 2022
Contents Generation – PageContents Generation – Sub PageContents Generation – PageContents Generation – Sub PageContents Generation – Sub Page Corporate governance report
Strategic Report
Governance
Financial Statements
Corporate governance report
for the financial year ended 31 December 2022
The Board of Directors’ (the ‘Board’) continues to support achieving high standards of corporate
governance and we remain fully compliant with the principles of the Quoted Company Alliance’s
Corporate Governance Code (the ‘QCA Code’) accesso’s adherence to high standards of ethics, values and
corporate social responsibility are principles which underpin our governance procedures and the strategic
and management decisions that we make. Our governance model evolves to support the business
and the QCA Code continues to provide a flexible, yet rigorous approach to support this. The Board is
continuing to review appropriate governance around ESG matters and has engaged with professional
advisors to assist with the formalisation of relevant Board policies.
We also recognise that we have an impact on the world in which we live, our employees, and the people
we interact with. We strive to deliver strong results to our investors through sustainable business practices
across environmental, social and governance pillars.
Details of how we comply with the QCA Code are set out in our Statement of Compliance, a copy of
which can be found on our website www.accesso.com. Details of our approach to ESG can also be found
under the Environment section of the Strategic Report on page 23 and on our website.
Board composition
The Board of Directors comprised two Executive Directors, the Non-Executive Chairman and three
independent Non-Executive Directors for the financial year 2022. Effective with the resignation of Karen
Slatford on 17 January 2023 the current number of independent Non-Executive Directors has been
reduced to two. A replacement independent Non-Executive Director will be appointed in due course.
Full details of the Directors are on page 32.
All Directors are subject to election by shareholders at their first annual general meeting following
their appointment to the Board and seek re-election at each annual general meeting thereafter.
Each of the Directors brings a mix of skills, experience and knowledge, the balance of which enables the
Board to discharge its duties effectively. Upon joining the Board, Directors receive an induction on various
aspects of the Group. The Directors receive updates from the Company Secretary and other various
external advisers on legal requirements and regulations, remuneration matters and corporate governance
best practice.
The Board will continue to look to build further diversity into leadership and across the business,
recognising the value of building and developing a diverse workforce at all levels. Succession planning is a
continuous strategic process and the Board has continued over the past year to focus on both long-term
and short-term succession both for Board and senior management succession. Currently the Board is over
one-third female, more than half are Non-Executive Directors, and the average Non-Executive tenure is
under 4 years.
The role of the Board
The Board is responsible for the overall leadership of the Company and setting the Company’s vision,
purpose, values and standards. It approves the Group’s strategic aims and objectives and the annual
operating and capital expenditure budgets and ensures maintenance of a sound system of internal
control and risk management. There is a formal schedule of matters reserved for the Board.
The Executive Directors have day-to-day responsibility for the operational management of the Groups’
activities. The Non-Executive Directors are responsible for bringing independent and objective judgement
to Board decisions and they also hold meetings on a regular basis to discuss matters without Executive
Directors present to provide a forum for independent discussion. The Chairman is responsible for
overseeing the running of the Board, ensuring that no individual or group dominates the Board’s decision
making and ensuring the Non-Executive Directors are properly briefed on matters. The Chief Executive
Officer has responsibility for implementing the strategy of the Board, alongside the Chairman, and
managing the day-to-day activity of the Group. The Company Secretary is responsible for ensuring that
Board procedures are followed, and applicable rules and regulations are complied with. All Directors have
access to the Company Secretary and are permitted to obtain independent professional advice at the
Company’s expense where they consider it necessary for them to effectively discharge their duties.
The Board has established an Audit Committee and Remuneration Committee to assist the Board in
fulfilling its responsibilities. Both Board Committees have separate terms of reference, which along
with the Board’s schedule of matters reserved are reviewed on a regular basis. It is considered that the
composition and size of the Board does not warrant the appointment of a Nominations Committee and
appointments are dealt with by the Board as a whole. The need to appoint such a committee is subject
to review by the Board.
29 accesso Technology Group plc | Annual Report & Accounts 2022
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Strategic Report
Governance
Financial Statements
Corporate governance report continued
for the financial year ended 31 December 2022
Board and Committee meetings 2022
The Company holds Board meetings regularly throughout the year. The Audit Committee held two meetings
and the Remuneration Committee held five meetings. Attendance by Board members is shown below.
Number of meetings held
Executive Board members
Steve Brown
Fern MacDonald
Non-Executive Board members
Bill Russell
Andy Malpass
Karen Slatford
Jody Madden
Board
Audit
Committee
Remuneration
Committee
7
7
7
7
7
7
7
2
–
–
–
2
2
2
5
–
–
–
5
5
5
In the event that Board approval is required between Board meetings, Board members are provided
with supporting information to assist in making a decision. The decision of each Board member is
communicated and recorded at the following Board meeting. Board members are aware of the time
commitment required when joining the Board.
The Board agenda for each meeting is collated by the Chairman in conjunction with the Company Secretary.
The agenda ensures that adequate time is spent on operational and financial issues as well as strategic
matters. During the course of the year, the topics subject to Board discussion at Board meetings included:
• Protection and support of staff
• Key management and Company-wide share-based arrangements
• Strategic plan and annual forecast and budget
• Financial performance
• Capital management and utilisation.
• Succession planning
• Market and competitor reports
• Risk and internal controls
• Approval of annual and half year reports
• Stakeholder engagement
• Reports from the Audit and Remuneration Committees
30 accesso Technology Group plc | Annual Report & Accounts 2022
Detailed proposal papers, management reports, progress on key initiatives and routine matters such as
financial reports and a statement on current trading are produced in advance of meetings to enable
proper consideration and debate of matters by the Board in its meetings. Major strategic initiatives
involving significant cost or perceived risk are only undertaken following their full evaluation by the
Board. Matters of an operational nature are delegated to executive management. The Board also receives
management information on a regular basis between formal meetings.
The Chairman, the CEO and CFO are invited to attend the Audit and Remuneration Committee meetings
if appropriate. Minutes of all Board and Committee meetings are recorded by the Company Secretary.
Audit Committee
The Audit Committee is chaired by Andy Malpass, and both Jody Madden and Karen Slatford were
members during the financial year 2022. Karen Slatford resigned effective 17 January 2023.
The Committee met twice during the year to fulfil its duties. The Chairman, Chief Executive Officer,
Chief Financial Officer and external auditor attended meetings by invitation.
The Committee is responsible for monitoring and reviewing the financial reporting of the Group from
information provided by the management and the auditor. As part of this it reviews both the financial
information and the narrative reporting within the externally published announcements and Company
reports. It also considers the objectivity, independence and cost effectiveness of the external auditor.
The Committee keeps under review the effectiveness of the Group’s system of internal control on behalf
of the Board. As part of this role, it reviews the Group’s controls and procedures for the evaluation,
monitoring and management of risks and advises the Board on the Group’s risk strategy. The Executive
Directors are closely involved with the management and review of business operations.
The Committee reviewed the position of the Group’s independent external auditors and appointed
Grant Thornton UK LLP in September 2022, replacing KPMG LLP.
The Committee considers the objectivity, independence and cost-effectiveness of the external auditor,
taking into account the views of management.
The Audit Committee’s recommendation is that Grant Thornton UK LLP be re-appointed as the Company’s
auditor and an appropriate resolution be put to the shareholders at this year’s annual general meeting.
Remuneration Committee
The full Remuneration Committee report is on pages 33 to 41 which includes full details of the
composition and terms of reference of the Committee.
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Governance
Financial Statements
Corporate governance report continued
for the financial year ended 31 December 2022
Relations with shareholders
The Company and Board recognise the importance of developing and maintaining good relationships
with all the various categories of shareholders and devotes significant effort and resource in this respect.
There have been regular dialogues with shareholders during the year including holding briefings with
analysts and other investors, including staff shareholders. The Company also uses the annual general
meeting as an opportunity to engage with its shareholders. In addition to the Company’s annual general
meeting in May 2022, a further general meeting was held in December 2022 for a special resolution to
permit the Company to buy back ordinary shares should it be considered an appropriate use of capital.
Notice of the date of the 2023 annual general meeting is included with this report. Separate resolutions
on each substantially separate issue, in particular any proposal relating to the Annual Report and
Accounts, will be made at the annual general meeting.
Board performance evaluation
In the last quarter of 2021, the Board undertook a formal review which was conducted internally by the
Company Secretary and consisted of written responses to a questionnaire. Recommendations and issues
raised by the evaluation exercise were used to improve the effectiveness of the Board and introduce
improvements to Board processes during 2022 and consideration is now being given to when the next
review will happen.
Bill Russell
Non-Executive Chairman
3 April 2023
31 accesso Technology Group plc | Annual Report & Accounts 2022
Contents Generation – PageContents Generation – Sub PageContents Generation – Section Board of Directors
Strategic Report
Governance
Financial Statements
Board of Directors
Bill Russell
Non-Executive Chairman
Andy Malpass
Non-Executive Director
Jody Madden
Non-Executive Director
Steve Brown
Chief Executive Officer
Fern MacDonald
Chief Financial Officer
Year appointed to the Board: 01 March 2019
Year appointed to the Board: 26 June 2018
Year appointed to the Board: 1 January 2021
Year appointed to the Board: 27 January 2020
Year appointed to the Board: 27 April 2020
Experience
Bill Russell has served in a variety of roles in both
public and private technology company boards,
in a career spanning several decades, with 23
years across a number of senior management
roles at Hewlett Packard, including Vice
President and General Manager of Hewlett
Packard’s multi-billion-dollar Enterprise Systems
Group and its Software Solutions Group. Bill
is currently Non-Executive Chairman at PROS
Holdings, a provider of AI-powered solutions
that optimise selling in the digital economy,
and previously served on the boards at SABA
Software, Inc., webMethods and Cognos. Bill
has a BSc (Hons) in Computer Science from
Edinburgh University and is based in the
United States.
Bill Russell joined as the Group’s Non-Executive
Chairman on 1 March 2019.
Experience
Andy Malpass has over 30 years’ experience
in the software industry covering both
private and public companies, including
approximately 20 years as Group Finance
Director of Fidessa Group plc. Andy also served
as Company Secretary of Fidessa Group plc for
many years. He is currently an Independent
Non-Executive Director and Chair of the
Audit Committee at Kainos Group plc. Andy
graduated with a BA (Hons) in Accounting
and Finance from Lancaster University and
is a Fellow of the Chartered Institute of
Management Accountants.
Andy joined accesso on 26 June 2018 as
Independent Non-Executive Director, Andy is
the Chair of the Audit Committee and became
a member of the Remuneration Committee in
March 2019.
Experience
Jody is an experienced technology leader, and
is currently Chief Executive Officer of Foundry,
a London-based creative software developer
for the Media and Entertainment industry.
She has 20 years of experience in Media and
Entertainment and held a range of senior roles
at Digital Domain, Lucasfilm and Industrial Light
& Magic prior to joining Foundry. Jody is also
on the Board of Directors of the Sustainable
Food Center, a Central Texas non-profit group.
Jody has a Bachelor of Arts degree from
Stanford University.
Jody was appointed as a Non-Executive Director
of the Group on 1 January 2021 and is a
member of accesso’s Audit Committee and Chair
of the Remuneration Committee.
32 accesso Technology Group plc | Annual Report & Accounts 2022
Experience
Fern is an experienced international accounting
and finance professional who served as Senior
Vice President of Finance at accesso from May
2018 prior to her appointment as Chief Financial
Officer on 27 April 2020.
Fern has more than 20 years of experience and
a deep understanding of the accesso business.
Prior to joining accesso, she spent eight years in
various financial leadership roles at ZeroChaos
(now Workforce Logiq), a global provider of
workforce management solutions, culminating
as Executive Vice President, Finance. Previously,
Fern was a senior manager with Ernst & Young,
serving a series of public and private clients
from both the Dublin, Ireland and Moscow,
Russia offices. Fern graduated with a BA
(Hons) in Accounting and Finance from Dublin
City University; she is a fellow of Chartered
Accountants Ireland and CPA qualified.
Experience
Steve founded the Company’s namesake accesso
business in 2008, which became part of what is
now accesso Technology Group plc when it was
acquired from Steve in 2012. During a period of rapid
expansion between 2013 and 2017, the Company
acquired Siriusware, ShoWare, Ingresso and TE2. Steve
served as President and CEO from 2016 until 2018
when he departed the Company. He stepped back
into the CEO role in January 2020 to reinvigorate
the Company’s strategic plan to fully leverage the
range of assets within its portfolio and deliver value-
enhancing solutions to the marketplace.
Steve brings a strong operations and finance
background to accesso with extensive experience in
ticketing, pricing strategy, eCommerce and revenue
management. His theme park career began during
college at Walt Disney World Resort. Over the course
of sixteen years, he held a variety of roles with
increasing responsibility in financial planning and
pricing strategy including Director, Walt Disney World
Ticketing and Vice President, Revenue Management
for Disneyland Resort, where he drove dramatic
growth in park admissions and hotel revenues
utilising strategic and promotional pricing. Prior to
joining accesso, Steve served as the corporate Vice
President of Ticket Strategy and Sales for Six Flags.
Steve received his MBA from the Goizueta Business
School at Emory University in Atlanta and graduated
with a BSc in Marketing from the University of South
Florida in Tampa.
Contents Generation – Sub PageContents Generation – Section Directors’ remuneration report
Strategic Report
Governance
Financial Statements
Directors’ remuneration report
for the financial year ended 31 December 2022
Introduction
As disclosed to the market on 17th January 2023, Karen Slatford stood down from her Company duties,
including the position of Chair of the Remuneration Committee and I have been appointed as the new
Committee Chair in her place. Before presenting our Remuneration Report below, I would first like to
thank Karen for her significant role in steering the Company’s Remuneration Policy.
As the new Chair of the Remuneration Committee, I am pleased to present our report setting out accesso’s
Remuneration Policy, practice and activities during the financial year.
Role of the Committee
The Committee’s primary role is to determine, and agree with the Board, the Remuneration Policy for
the Executive Directors and senior management as well as to oversee the remuneration of the Group,
ensuring alignment of objectives and rewards. Within the terms of the policy, the Committee also
approves performance-related and discretionary awards to Executive Directors. The Committee’s full
Terms of Reference may be viewed on accesso’s website. Senior members of accesso’s management team
may attend meetings by invitation but will not be present when their own remuneration is discussed.
Although a full remuneration report is not a requirement of an AIM listed company, the Committee
has decided that, as was the case last year, a more comprehensive report is good practice and provides
shareholders with more clarity around how we set and manage executive remuneration for our
Executive Directors.
This report gives an overview of the year, the Remuneration Policy of the Company and provides detail
of the amounts paid in 2022 as well as how the Remuneration Policy will be implemented in the 2023
financial year.
The Company continued to comply with the Quoted Companies Alliance’s Corporate Governance Code
(the ‘QCA Code’), and the report has been prepared in accordance with the principles of the QCA Code.
The content of this report is unaudited unless otherwise stated.
We hope you find the information in this report helpful to you as a shareholder.
Committee membership
Chair
Jody Madden2
Karen Slatford1
1 Resigned 17 January 2023; served as Chair until that date.
2 Appointed as chair 24 January 2023; served as member until that date.
Members
Andy Malpass
Committee membership is limited to independent Non-Executive Directors of the Company unless there
is an insufficient number of appointed Non-Executive Directors at any point, in which case an Executive
Director will be appointed. Martha Bruce, the Company Secretary, or her designate acts as secretary to
the Committee.
33 accesso Technology Group plc | Annual Report & Accounts 2022
Appointment of external advisors
The Committee continued to use external independent remuneration consultants, Mercer Limited, to
assist the Company with setting fair and balanced remuneration policies for its key management. Mercer
is a signatory to, and adheres to, the Code of Conduct for Remuneration Consultants (which can be found
at www.remunerationconsultantsgroup.com).
Principal activities in 2022
The principal activities undertaken by the Committee during 2022 were as follows:
• Reviewed and approved Company-wide salary increases with effect from January 2023;
• Reviewed and approved the Long-Term Incentive Plan (“LTIP”) and Company-wide share award
plan grants for 2022;
• Reviewed and approved the Company-wide bonus pool;
• Reviewed and approved the terms of reference of the Committee;
• Reviewed and approved Directors’ expenses for 2021 and the policy for authorisation;
• Reviewed and approved plans for investor engagement; and
Activities undertaken between the end of the financial year and the date of this report:
• Reviewed and approved the bonus awards in respect of the 2022 performance year;
• Reviewed the annual bonus targets for the Executive Directors for the financial year 2022 and measured
performance against them;
• Reviewed and approved Directors’ expenses for 2022 and the policy for authorisation.
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Governance
Financial Statements
Directors’ remuneration report continued
for the financial year ended 31 December 2022
Remuneration Policy overview
The principal objectives of the Company’s Remuneration Policy are to attract, retain and motivate the
Company’s Executive Directors and senior management and provide incentives that align with, and
support, the Company’s business strategy. This objective is critical as the Company operates in a market
where wage pressure and competition for talent continues to have a significant impact on the business.
Resolutions at the AGM
A full remuneration report is not a requirement for AIM-listed companies and similarly votes on
remuneration policy and reports are not required for such companies. Therefore, shareholders will not be
invited to vote on our Remuneration Policy or the Remuneration Report. The policy has been presented only
for information and to give shareholders full background on the Company’s approach to remuneration.
Directors’ Remuneration policy
This section sets out accesso’s Remuneration Policy for Executive and Non-Executive Directors.
The Policy explains the purpose and principles underlying the structure of remuneration packages and
how the Policy links remuneration to the achievement of sustained high performance and long-term
value creation.
Shareholders should note that approximately 70% of the Company’s workforce, including both Executive
Directors, are based in the US and their remuneration reflects that market, whilst recognising that the
Company is UK-listed. Overall remuneration is structured and set at levels to enable accesso to recruit and
retain high-calibre executives necessary for business success whilst ensuring that:
• our reward structure, performance measures and mix between fixed and variable elements are
comparable with similar organisations;
• our remuneration supports the implementation of strategy and aims of the business, and effective
risk management for the medium to long term;
• the right behaviours, values and culture are encouraged and rewarded; and
• the approach is simple to communicate to participants and shareholders.
The Remuneration Committee oversees the implementation of this policy and seeks to ensure that the
Executive Directors are fairly rewarded for the Company’s performance over the short, medium and long
term. Taking typical practice within the sector into account, the Committee has decided that a significant
proportion of potential total remuneration should be performance related.
Over 2022 the Committee undertook a review of the remuneration arrangements of the CEO and CFO to
ensure that the overall package remained competitive against our chosen peers and that the structure of
the package supported and reinforced our business strategy. As part of the review the Committee sought
the input of shareholders for their views and perspectives, and these were carefully considered when
developing the changes agreed for 2023.
As a result of this review, The Committee approved changes to the 2023 salary and variable remuneration
arrangements for Steve Brown as CEO and Fern MacDonald as CFO and which are set out in the Executive
Director remuneration table below.
The Committee will continue to monitor the salary and total remuneration for Executive Directors
closely and reserves the right to make an increase in excess of typical UK market practice if it considers
it necessary and appropriate, especially given the Company’s predominant presence in the US.
Focus for 2023
In the coming year, the Remuneration Committee will consider a number of matters including:
• securing the extension of the employment agreements of the CEO and CFO for a further 3 years;
• approval of bonus performance measures and targets for 2023;
• approval of performance conditions and awards under the Company’s LTIP for 2023;
• approval of any awards under the Company-wide share award plan;
• assessment of the ongoing appropriateness of the remuneration arrangements in light of remuneration
trends, market practice and the ongoing consequences of the pandemic;
• consideration of the incorporation of ESG targets in the Company’s incentive arrangements.
34 accesso Technology Group plc | Annual Report & Accounts 2022
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Governance
Financial Statements
Directors’ remuneration report continued
for the financial year ended 31 December 2022
Fixed elements of remuneration for Executive Directors
Element of Remuneration
Link to Company Strategy
Operation
Maximum Opportunity
Salary
Provides a set level of remuneration sufficient to attract and retain
Executives with the appropriate experience and expertise.
The Committee takes into account a number of factors
when setting and reviewing salaries, including:
• Scope and responsibility of the role;
• Any changes to the scope or size of the role;
• The skills and experience of the individual;
• Salary levels for similar roles within appropriate
comparators; and
• Value of the remuneration package as a whole.
Benefits
Provides benefits sufficient to attract and retain Executives with
the appropriate experience and expertise.
Executive Directors are eligible for the following benefits;
• Healthcare
• Life Insurance
• Short and long-term disability insurance
Retirement Schemes
Provides retirement scheme contributions sufficient to attract and
retain Executives with the appropriate experience and expertise.
Executive Directors are eligible to receive employer
contributions to the Company’s pension plan(s)
(which are defined contribution plans).
There is no set maximum to salary levels or salary increases.
Account will be taken of increases applied to colleagues as a
whole when determining salary increases for the Executive
Directors, however the Committee retains the discretion to
award higher increases where it considers it appropriate.
The Committee recognises the need to maintain suitable
flexibility in the benefits provided to ensure it is able to support
the objective of attracting and retaining personnel in order to
deliver the Company strategy. The maximum will be set at the
cost of providing the benefits described.
One-off payments such as legal fees or outplacement costs
may also be paid if it is considered appropriate.
4% of salary per annum for the CEO and CFO subject to an annual
maximum for the type of scheme per local tax and/or retirement
regulations. To the extent that Executive Directors participate in
the Company’s pension arrangements, they do so on the same
terms as the workforce.
35 accesso Technology Group plc | Annual Report & Accounts 2022
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Governance
Financial Statements
Directors’ remuneration report continued
for the financial year ended 31 December 2022
Variable elements of remuneration for Executive Directors
Element of Remuneration
Link to Company Strategy
Operation
Target Opportunity
Performance Metrics
Annual Bonus
Variable remuneration that
rewards the achievement of
annual financial, operational and
individual objectives integral to
Company strategy.
Objectives are set annually based on the achievement of strategic
goals. At the end of the year, the Committee meets to review
performance against the agreed objectives and determines
payout levels.
Awards are made in cash.
200% salary for the CEO and 150% salary
for the CFO.
Long-Term Incentive Plan
(LTIP)
Variable remuneration
designed to incentivise and
reward the achievement of
long-term targets aligned with
shareholder interests. The LTIP
also provides flexibility in the
retention and recruitment of
Executive Directors.
Awards granted under the LTIP vest subject to achievement of
performance conditions measured over a three-year period. LTIPs
may be made as conditional share awards or in other forms (e.g.,
nil cost options) if it is considered appropriate.
Accrued dividends may be paid in cash or shares, to the extent
that awards vest.
The plan also allows for Share Options to be granted, subject
to a six-month exercise period.
The Committee may adjust and amend awards in accordance
with the LTIP rules.
Overall maximum of up to 300% salary in any one
year, including any Share Option Plan awards.
The CEO received an award in the 2020
performance year of 582,567 performance shares.
No awards were made to the CEO in fiscal years
2021 or 2022.
Awards are based on financial, operational and
individual goals set at the start of the year. Up
to 50% of the award will be assessed against
the Company’s financial performance in that
year. The remainder of the award will be based
on achievement against specific personal and
strategic objectives. The Committee reserves the
right to make an award of a different amount
produced by achievement against the measures
if it believes the outcome is not a fair reflection
of Company or personal performance.
The split between these performance measures
will be determined annually by the Committee
and exceptionally during the year if there is a
compelling reason to do so.
Performance measures are currently related
equally to Total Shareholder Return (“TSR”)
and cash EBITDA. The Committee reserves the
right to adjust the measures before awards are
granted to reflect relevant strategic targets.
The Committee reserves the right to exercise
discretion to adjust the outcome produced
by achievement against the measures if it
believes the outcome is not a fair reflection
of Company performance.
36 accesso Technology Group plc | Annual Report & Accounts 2022
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Governance
Financial Statements
Directors’ remuneration report continued
for the financial year ended 31 December 2022
Notes to the policy table
All LTIP and bonus awards made to Executive Directors are subject to Malus and Clawback provisions. The
Committee may, in its absolute discretion, determine to reduce the number of shares to which an award
or option relates or cancel it altogether. Alternatively, the Committee could impose further conditions
on the vesting or exercise of an award or option. At any time within two years of an award vesting the
Committee may require the Executive Director to transfer to the Company a number of shares or a cash
amount in:
• any circumstances justifying summary dismissal of a participant from their office or employment
with any Group Company including, but not limited to, dishonesty, fraud, misrepresentation or breach
of trust;
• any material breach of a participant’s terms and conditions of employment;
• any material violation of Company policy, rules or regulations;
• any material failure of risk management; and/or
• any inaccurate reporting of any accounts, financial data or such other similar information resulting
in such accounts, financial data or other information or any future accounts, financial data or other
information having to include material write-downs, adjustments or other corrective items.
Remuneration policy for other employees
As with the Executive Directors, salary for other employees is set at a level sufficient to attract and
retain them, taking into account their experience and expertise. Annual bonus for other employees is
normally payable as a percentage of salary and is set annually, based on the achievement of strategic
and personal goals.
Selected employees may be invited to participate in accesso’s LTIP, Share Award plan, CSOP, EMI or
unapproved option schemes to aid retention and motivation. Pension arrangements are consistent
across the UK and US workforce including Executive Directors.
Executive Directors’ service contracts
Each of the Executive Directors has a rolling service contracts terminable by the Company on six
months’ notice or by the Executive Director on 90 days’ notice. Each Executive Director receives life
insurance, the benefit of which amounts to a maximum of $600,000. Each Executive Director is entitled to
reimbursement of reasonable expenses incurred by them in the performance of their duties. The service
contracts for Executive Directors make no provision for termination payments, other than for payment in
lieu of salary.
37 accesso Technology Group plc | Annual Report & Accounts 2022
Recruitment policy
The Committee will seek to align a new Executive Director’s remuneration package to the Company’s
Remuneration Policy as set out above. In determining remuneration for a new Executive Director, the
Committee will consider all relevant factors, including the requirements of the role, the external market
and internal relativities, while ensuring it does not pay more than is necessary to appoint the preferred
candidate. Benefits will be limited to those outlined in the Remuneration Policy, with relocation assistance
provided where appropriate. Awards under the LTIP rules and/or CSOP rules that may be awarded to a
new Executive Director will be limited to 300% of salary and bonus limited to 200% of salary.
The Committee may buy out remuneration a new hire has had to forfeit on joining the Group if it
considers the cost can be justified and is in the best interests of the Company. Any such buyout would
be in addition to the limits set out above. Any such buyout awards will be of comparable commercial
value and reflect as closely as practicable the form and structure of the forfeited awards, including timing
of vesting, performance conditions and the probability of those conditions being met. The fair value of
any bought-out awards will be no higher than that of those forfeited. Where appropriate, the Committee
retains the discretion to use the provisions provided in the Listing Rules for the purpose of making such
an award, or to utilise any other incentive plan operated by the Group.
Where an Executive Director is appointed from within the Group, any legacy arrangements would be
honoured in line with the original terms and conditions as long as these do not cause a material conflict
with the Remuneration Policy. If an Executive Director is appointed following an acquisition of, or merger
with, another Company, legacy terms and conditions that are of higher value than provided in the Policy
would normally be honoured.
Termination of office policy
If the employment of an Executive Director is terminated, any compensation payable will be determined
by reference to the terms of the service contract in force at the time. As variable pay awards are not
contractual, treatment of these awards is determined by the relevant rules. The Committee may structure
any compensation payments beyond the contractual notice provisions in the contract in such a way as it
deems appropriate.
The Company may at its discretion make termination payments in lieu of notice calculated only on base
salary. Service agreements may allow for garden leave during any notice period.
There is no entitlement to a bonus in any year. The Committee retains discretion to award bonuses for
leavers taking into account the circumstances of departure. Any bonus would normally be subject to
performance, deferral and time pro-rating as appropriate.
Contents Generation – PageContents Generation – Sub PageContents Generation – Section Strategic Report
Governance
Financial Statements
Directors’ remuneration report continued
for the financial year ended 31 December 2022
Termination of office policy continued
Treatment of share awards is governed by the plan rules. If an Executive Director ceases to be a Director
or employee of a Group Company before (i) the release date of an award granted as a conditional share
award or (ii) the date on which an award granted as an option becomes capable of exercise by reason of
death or any other reason other than for cause, the award shall be released or become exercisable to the
participant. The release or exercise will be subject to the extent that any relevant performance condition
has been satisfied over the relevant period, which may be determined by the Board. Any part of the
Award which remains unvested as at the date of cessation, office or employment shall lapse immediately.
External appointments
Executive Directors may hold external directorships if the Board determines that such appointments do
not cause any conflict of interest. Where such appointments are approved and held, it is a matter for the
Board to agree whether fees paid in respect of the appointment are retained by the individual or paid to
the Company.
Non-Executive Director remuneration
Element of Remuneration
Link to Company Strategy
Operation
Maximum Opportunity
If a participant ceases to be a Director or employee of a Group Company for cause, all awards shall
lapse immediately.
Non-Executive
Director fees
The fees paid to the Non-
Executive Directors are
determined by the Board
as a whole.
Fee levels are set by
reference to Non-
Executive Director fees
at companies of similar
size and complexity and
general increases for
salaried employees within
the Company.
Fees are set at a level
to reflect the amount
of time and level of
involvement required in
order to carry out their
duties as members of the
Board and its Committees
and to attract and retain
Non-Executive Directors
of the highest calibre with
relevant commercial and
other experience.
Appointment of Non-Executive Directors
All the Non-Executive Directors have letters of appointment with the Company. Appointment is terminable
on written notice. The appointment letters for the Non-Executive Directors provide that no compensation
is payable upon termination of employment. Letters of appointment are available for inspection at the
Company’s registered offices. Each of the Non-Executive Directors are subject to annual re-election.
The Committee has discretion regarding whether to pro-rate the bonus based on the proportion of the
year worked. The Committee’s intention is that it will pro-rate the bonus for time, taking performance
measures up to that time into account. The Committee anticipates it would only use its discretion to not
pro-rate only where there is an exceptional business case, which would be explained in full to shareholders.
Change of control policies
LTIP awards issued in 2020, 2021 and 2022 vest in full on a change of control where the sale price exceeds
a threshold price per share.
Awards issued under the Company-wide share plan from 2021 entitles an award holder to a pro-rated
time-based vesting of their award on a change of control, with a 50% minimum if the award has not
reached a 50% point in the vesting period.
Stakeholder engagement
In making remuneration decisions, the Committee considers the pay and employment conditions
elsewhere in the Group although employees were not formally consulted prior to setting the
Remuneration Policy for Executive Directors. Employees within the Group receive base salary, benefits,
pension and an annual bonus subject to appropriate eligibility conditions. The terms and value of these
elements vary based on seniority. The Committee appreciates the importance of understanding the views
of the Company’s shareholders. The Committee is open to listening to the views of our shareholders and
engaging in ongoing dialogue with them on executive remuneration matters. The Committee also takes
full account of the guidelines of investor bodies and shareholder views in determining the remuneration
arrangements in operation within the Group. Shareholders should also note that a significant proportion
of the Company’s workforce are based in the US and their remuneration reflects that market.
38 accesso Technology Group plc | Annual Report & Accounts 2022
Contents Generation – PageContents Generation – Sub PageContents Generation – Section Strategic Report
Governance
Financial Statements
Directors’ remuneration report continued
for the financial year ended 31 December 2022
Single total figure of remuneration
The following tables set out the aggregate emoluments earned by the Directors in respect of the years
ended 31 December 2022 and 2021, respectively.
2022
2021
2022
2021
Salary
$000
Fees
$000
Bonus
$000
Share-
based
payments
$000
Other
Benefits
$000
Total
$000
Total
$000
Retirement
Contributions
$000
Non-Executive Directors
Bill Russell
Karen Slatford 1
Andy Malpass 1
Jody Madden
Executive Directors
Steve Brown
Fern MacDonald
Total
–
–
–
–
428
375
803
190
65
58
61
–
–
374
–
–
–
–
–
–
–
–
–
–
–
–
190
65
58
61
190
69
61
56
857
562
1,419
805
316
1,121
16
15
31
2,106
1,268
3,748
1,893
941
3,210
–
–
–
–
–
12
12
–
–
–
–
–
12
12
1 Salary or fees payable in GBP and converted at the applicable monthly exchange rate.
(i)
Annual salary and fees – correspond to the amount earned during the relevant financial year, either
as base salary for executives or fees for non-executives.
(ii) Annual bonus – corresponds to the amount earned in respect of the relevant financial year. Details
of how this was calculated are set out below.
(iii) Benefits – corresponds to the taxable value of benefits received during the relevant financial year
and principally includes life assurance and permanent health insurance.
(iv) Share-based payment – corresponds to the amount charged against current financial year earnings
for equity awards to the Executive Directors in the current or previous financial year.
(v) Retirement contributions – corresponds to the amount contributed to a defined contribution
retirement plan. The Executive Directors received a retirement plan contribution of up to 4% of salary
as detailed earlier in this report.
39 accesso Technology Group plc | Annual Report & Accounts 2022
2022 annual bonus
The 2022 annual bonus performance measures were selected to reflect accesso’s annual and long-term
objectives and reflect financial and strategic priorities, as appropriate. Performance targets are set to be
stretching but achievable, considering a range of reference points including financial performance versus
budget and achievement of certain strategic milestones.
In respect of the year ended 31 December 2022, the Remuneration Committee reviewed the corporate
performance of the Group and decided that the Executive Directors should receive their maximum bonus.
Statement of Directors’ shareholding and scheme interests
The share option and LTIP awards of the Directors are set out below:
31
December
2021
Exercised in
the period
Lapsed in
the period
Granted in
the period
31
December
2022
Exercise
price
Date from which
exercisable
Steve Brown
27 January 2020
Fern MacDonald
13 May 2019 1
16 September 2020
25 March 2021
25 April 2022
582,567
–
–
–
582,567
£0.01
25 April 2023
6,799
154,422
44,432
–
5,099
–
–
–
1,700
–
–
–
–
–
–
45,237
–
154,422
44,432
45,237
£0.01
12 May 2022
£0.01 16 September 2023
30 April 2024
£0.00
24 April 2025
£0.00
LTIP awards represent the maximum award if the performance conditions are fully met.
1
Granted to Fern MacDonald in her capacity as an employee before she was appointed an Executive Director on 27 April 2020. These were exercised
on 19 May 2022 resulting in a gain of $40,626.
Contents Generation – PageContents Generation – Sub PageContents Generation – Section Strategic Report
Governance
Financial Statements
Directors’ remuneration report continued
for the financial year ended 31 December 2022
LTIP Awards
There are four unvested LTIP awards currently in issue to the Executive Directors. The performance conditions are set out below. More detailed information on the specifics of the TSR, EPS and cash EBITDA targets will
be disclosed when the awards vest but are not published at this stage as they are considered commercially sensitive.
Date of Award
27 January 2020 (LTIPs were issued to
Steve Brown after his appointment as
Executive Director on 27 January 2020)
Vesting Period
(months)
39
16 September 2020 (LTIPs were issued to
Fern MacDonald after her appointment
as Executive Director on 27 April 2020)
36
25 March 2021 (Fern MacDonald only)
36
25 April 2022 (Fern MacDonald only)
36
Period stock to be held
following exercise
(months)
Performance Conditions
6
6
6
6
50% of the performance condition for the 2020 Award is related to Total Shareholder Return (TSR) over the period to 25 April 2023. Performance in line
with the threshold and stretch targets will result in 25% and 100% vesting of the TSR element, respectively, with straight-line interpolation between
these two points.
50% of the performance condition for the 2020 Award is related to cash EBITDA for the fiscal year 31 December 2022. Performance in line with the
threshold and stretch targets will result in 25% and 100% vesting of the EBITDA element, respectively, with straight-line interpolation between these
two points.
50% of the performance condition for the 2020 Award is related to Total Shareholder Return (TSR) over the period to 16 September 2023. Performance
in line with the threshold and stretch targets will result in 25% and 100% vesting of the TSR element, respectively, with straight-line interpolation
between these two points.
50% of the performance condition for the 2020 Award is related to cash EBITDA for the fiscal year 31 December 2022. Performance in line with the
threshold and stretch targets will result in 25% and 100% vesting of the EBITDA element, respectively, with straight-line interpolation between these
two points.
50% of the performance condition for the 2021 Award is related to Total Shareholder Return (TSR) over the period to 30 April 2024. Performance in line
with the threshold and stretch targets will result in 25% and 100% vesting of the TSR element, respectively, with straight-line interpolation between
these two points.
50% of the performance condition for the 2021 Award is related to cash EBITDA for the fiscal year 31 December 2023. Performance in line with the
threshold and stretch targets will result in 25% and 100% vesting of the EBITDA element, respectively, with straight-line interpolation between these
two points.
50% of the performance condition for the 2021 Award is related to Total Shareholder Return (TSR) over the period to 24 April 2025. Performance in line
with the threshold and stretch targets will result in 25% and 100% vesting of the TSR element, respectively, with straight-line interpolation between
these two points.
50% of the performance condition for the 2021 Award is related to cash EBITDA for the fiscal year 31 December 2024. Performance in line with the
threshold and stretch targets will result in 25% and 100% vesting of the EBITDA element, respectively, with straight-line interpolation between these
two points.
40 accesso Technology Group plc | Annual Report & Accounts 2022
Contents Generation – PageContents Generation – Sub PageContents Generation – Section Strategic Report
Governance
Financial Statements
Directors’ remuneration report continued
for the financial year ended 31 December 2022
Fees for the Non-Executive Directors
A summary of current fees for the year ended 31 December 2023 is shown below. A review of non-executive
fees took place in 2022. No increase was made to the Non-Executive Chairman fees, but market increases
were awarded to the remaining Non-Executive Director fees and are reflected in the numbers below.
Annual bonus and LTIP performance measures are selected annually to reflect accesso’s annual and long-
term objectives and reflect financial and strategic priorities, as appropriate. Performance targets are set to
be stretching and achievable, taking into account a range of reference points including the strategic plan
and broker forecasts, as well as the Group’s strategic priorities and the external context.
Bill Russell
Andy Malpass 1
Jody Madden 2
Basic Fee
$
190,000
63,014
78,000
1 Payable in GBP and converted on 1 January 2023 rate of 1.206.
2 Appointed as Chair of the Remuneration Committee on 24 January 2023.
Role
Non-Executive Chairman
Chair of the Audit Committee
Chair of the Remuneration Committee
External appointments
No Executive Director held an external appointment as at 31 December 2022.
Implementation of policy for 2023
Salaries for Executive Directors are reviewed each year taking into account the Remuneration Policy set
out in this report. The table below shows the salaries for the Executive Directors as at 1 January 2023 in
comparison to base salary at 1 January 2022;
Steve Brown
Fern MacDonald
1 January 2022
$
428,400
374,850
1 January 2023
$
450,000
400,000
% change
5.0%
6.7%
The increases awarded to the Executive Directors are broadly in line with the average awarded to the
wider workforce.
In respect of the annual bonus, as part of the implementation of the strategic plan the following measures
have been agreed:
• Revenue, profitability and cash flow management;
• Meeting the relevant 2023 targets in the Company’s long-term plan; and
• Retention of key staff.
The achievement of stretch targets will usually result in the maximum bonus being awarded under the
formula. Falling below the pre-determined threshold targets will ordinarily result in no award being made
in respect of that measure. The final determination on bonus awards is however made by the Committee
taking all available factors into account.
The Committee will set appropriate performance conditions for any LTIP awards made to Executive
Directors in 2023.
Jody Madden
Chair of the Remuneration Committee
3 April 2023
41 accesso Technology Group plc | Annual Report & Accounts 2022
Contents Generation – PageContents Generation – Sub PageContents Generation – Section Report of the Directors
Strategic Report
Governance
Financial Statements
Report of the Directors
for the financial year ended 31 December 2022
The Directors present their report with the financial statements of the Company and
the Group for the financial year ended 31 December 2022.
Dividends
No dividends will be proposed for the financial year ended 31 December 2022 (31 December 2021: none).
Research and development
The Group’s research and development activities relate to the development of technologies that can
be deployed by entertainment operators and venue owners within leisure, entertainment and cultural
markets. During the financial year ended 31 December 2022 the Group capitalised $2.2m of research and
development spend (year ended 31 December 2021: $0.7m) and impaired $0.03m of development costs
within the guest experience segment (2021: $nil).
Directors
The Directors during the period under review and to the date of approval of the financial statements were:
Bill Russell, Non-Executive Chairman
Steve Brown, Executive Director
Fern MacDonald, Executive Director
Andy Malpass, Non-Executive Director
Karen Slatford, Senior Independent Director (Resigned 17 January 2023)
Jody Madden, Non-Executive Director
The Company paid for sufficient directors and officer’s indemnity insurance during the period, and to
the date of approval of these financial statements, to enable the Directors to carry out their duties.
The beneficial interests of the Directors holding office on 31 December 2022 in the issued share capital
of the Company were as follows:
Ordinary share capital £0.01 shares
Bill Russell, Non-Executive
Steve Brown, Executive
Fern MacDonald, Executive
Andy Malpass, Non-Executive
As at 31 December 2022
As at 1 January 2022
53,507
700,774
22,570
23,424
53,507
686,774
17,471
23,424
Details of the Directors’ share options are disclosed within the Directors’ remuneration report.
42 accesso Technology Group plc | Annual Report & Accounts 2022
Financial instruments
Details of the Group’s financial risk management objectives and policies, including the use of financial
instruments, are included within the accounting policies in note 7 to the financial statements.
As at 31 March 2023 the Company had been notified that the following were interested in 3% or more
of the ordinary share capital of the Company:
Shareholder
Long Path Partners LP
Canaccord Genuity Group Inc
BlackRock, Inc.
Amati AIM VCP plc and T B Amati Investment Funds Limited
Chelverton Asset Management Limited
Number of
ordinary shares
% of issued ordinary
share capital
5,791,874
5,142,782
2,770,338
2,205,191
2,125,000
13.99%
12.42%
6.69%
5.33%
5.13%
There were no further updates to the date of this report. Changes in major interests in the Company
are updated on the Company’s website as and when these occur.
Annual general meeting
The annual general meeting of the Company will be held on Tuesday, 16th May 2023. The notice
convening the meeting is enclosed with these financial statements.
Branch registration
The Company operates branches in Germany and Italy.
Employees
The Directors believe that the Group’s people are its most important asset. Our policy is to employ the
best people irrespective of race, gender, nationality, disability or sexual orientation. Consultation with
employees or their representatives occurs at all levels, with the aim of ensuring their views are taken into
account when decisions are made that are likely to affect their interests. Further information on how
Directors have engaged with employees is given in our Environmental, Social and Governance Strategy
on pages 21 to 22 and Directors’ duties on pages 23 to 27.
Business relationships
Information on how the Company has engaged with suppliers, customers and business relationships
is detailed in the Directors’ duties on pages 21 to 22.
Contents Generation – Sub PageContents Generation – Section Strategic Report
Governance
Financial Statements
Report of the Directors continued
for the financial year ended 31 December 2022
Emissions and energy use
The Company’s Streamlined Energy and Carbon Report for the financial year is included in our
Environmental, Social and Governance Strategy on page 25.
Political donations
The Group did not make any political donations or incur any political expenditure during the year (2021: nil).
Going concern
The financial statements have been prepared on a going concern basis which the Directors consider to be
appropriate for the following reasons.
The Directors have prepared cash flow forecasts for the going concern period, which indicate that, taking
account of severe but plausible downsides, the Group will have sufficient funds to meet the liabilities of
the Group as they fall due for that period. The Group’s severe but plausible downside scenario models
revenue of $136.3m for 2023 and marginally decreases thereafter. Underlying administrative spend
reduces to $82.1m and a marginal decrease thereafter for the same corresponding periods to reflect cost
cutting measures that would be implemented. The severe but plausible downside scenario indicates
that the Group’s cash balance reaches a low point of $61.2m and does not utilise any of its £18m loan
facility. The Group’s forecasts do not include the impact of any possible future potential acquisitions
and, if needed, the Group would ensure additional funding had been obtained prior to committing to
such acquisitions.
At 31 December 2022 the Group has cash of $64.7m and an available undrawn loan facility of £18m.
Covenants on the undrawn facility were passed during 2022 and are forecast to be passed through the
going concern period.
Consequently, the Directors are confident that the Group and Company will have sufficient funds to
continue to meet its liabilities as they fall due for the assessment period being at least 12 months from the
date of signing and therefore have prepared the financial statements on a going concern basis.
Disabled employees
The Group’s policy is one of equal opportunity in the selection, training, career development and
promotion of staff. The Group has a policy not to discriminate against disabled employees for those
vacancies that they are able to fill and will provide facilities, equipment and training to assist any disabled
persons employed.
All necessary assistance with initial training courses will be given. Once employed, a career plan will be
developed so as to ensure suitable opportunities for each disabled person. Arrangements will be made,
wherever possible, for re-training employees who become disabled to enable them to perform work
identified as appropriate to their aptitudes and abilities.
43 accesso Technology Group plc | Annual Report & Accounts 2022
Website publication
The Directors are responsible for ensuring the Annual Report and the financial statements are made
available on a website. Financial statements are published on the Group’s website in accordance with
legislation in the United Kingdom governing the preparation and dissemination of financial statements,
which may vary from legislation in other jurisdictions. The maintenance and integrity of the Company’s
website is the responsibility of the Directors. The Directors’ responsibility also extends to the ongoing
integrity of the financial statements contained therein.
Statement as to disclosure of information to auditor
So far as the Directors are aware, there is no relevant audit information (as defined by Section 418 of
the Companies Act 2006) of which the Group’s auditor is unaware, and each Director has taken all the
steps that they ought to have taken as a Director in order to make themself aware of any relevant audit
information and to establish that the Group’s auditor is aware of that information.
Auditor
A resolution approving the re-appointment of Grant Thornton UK LLP will be proposed at the
forthcoming annual general meeting.
Other information
An indication of likely future developments in the business have been included in the Strategic Report on
pages 5 to 6. No significant events have occurred since the end of the financial year which would require
disclosure in this report.
On behalf of the Board
Fern MacDonald
Chief Financial Officer
3 April 2023
Contents Generation – PageContents Generation – Sub PageContents Generation – Section Statement of Directors’ responsibilities
Strategic Report
Governance
Financial Statements
Statement of Directors’ responsibilities
in respect of the Annual Report and the financial statements
The Directors are responsible for preparing the Annual Report and the Group and parent Company
financial statements in accordance with applicable law and regulations.
Under applicable law and regulations, the Directors are also responsible for preparing a Strategic Report
and a Directors’ Report that complies with that law and those regulations.
The Directors are responsible for the maintenance and integrity of the corporate and financial information
included on the Company’s website. Legislation in the UK governing the preparation and dissemination of
financial statements may differ from legislation in other jurisdictions.
On behalf of the Board
Fern MacDonald
Chief Financial Officer
3 April 2023
Company law requires the Directors to prepare Group and parent Company financial statements for each
financial year. Under the AIM Rules of the London Stock Exchange they are required to prepare the Group
financial statements in accordance with UK-adopted international accounting standards in conformity
with the requirements of the Companies Act 2006 and applicable law and they have elected to prepare
the parent Company financial statements on the same basis.
Under company law the Directors must not approve the financial statements unless they are satisfied that
they give a true and fair view of the state of affairs of the Group and parent Company and of the Group’s
profit or loss for that period. In preparing each of the Group and parent Company financial statements,
the Directors are required to:
• select suitable accounting policies and then apply them consistently;
• make judgements and estimates that are reasonable, relevant and reliable;
• state whether they have been prepared in accordance with UK-adopted international accounting
standards in conformity with the requirements of the Companies Act 2006;
• assess the Group and parent Company’s ability to continue as a going concern, disclosing, as
applicable, matters related to going concern; and
• use the going concern basis of accounting unless they either intend to liquidate the Group or the
parent Company or to cease operations, or have no realistic alternative but to do so.
The Directors are responsible for keeping adequate accounting records that are sufficient to show and
explain the parent Company’s transactions and disclose with reasonable accuracy at any time the financial
position of the parent Company and enable them to ensure that its financial statements comply with
the Companies Act 2006. They are responsible for such internal control as they determine is necessary
to enable the preparation of financial statements that are free from material misstatement, whether due
to fraud or error, and have general responsibility for taking such steps as are reasonably open to them to
safeguard the assets of the Group and to prevent and detect fraud and other irregularities.
44 accesso Technology Group plc | Annual Report & Accounts 2022
Contents Generation – Sub PageContents Generation – Section
Independent auditor’s report to the members
of accesso Technology Group plc
Strategic Report
Governance
Financial Statements
Independent auditor’s report
to the members of accesso Technology Group plc
Opinion
Our opinion on the financial statements is unmodified
We have audited the financial statements of accesso Technology Group plc (the ‘parent company’)
and its subsidiaries (the ‘Group’) for the year ended 31 December 2022, which comprise the
Consolidated statement of comprehensive income, the Consolidated and Company statements
of financial position, the Consolidated and Company statements of cash flows, the Consolidated
and Company statements of changes in equity and notes to the financial statements, including a
summary of significant accounting policies. The financial reporting framework that has been applied
in their preparation is applicable law and UK-adopted international accounting standards and, as
regards the parent company financial statements, as applied in accordance with the provisions of
the Companies Act 2006.
In our opinion:
• the financial statements give a true and fair view of the state of the Group’s and of the parent
company’s affairs as at 31 December 2022 and of the Group’s profit for the year then ended;
• the Group financial statements have been properly prepared in accordance with UK-adopted
international accounting standards;
• the parent company financial statements have been properly prepared in accordance with UK-
adopted international accounting standards and as applied in accordance with the provisions
of the Companies Act 2006; and
• the financial statements have been prepared in accordance with the requirements of the
Companies Act 2006.
45 accesso Technology Group plc | Annual Report & Accounts 2022
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK))
and applicable law. Our responsibilities under those standards are further described in the ‘Auditor’s
responsibilities for the audit of the financial statements’ section of our report. We are independent of the
Group and the parent company in accordance with the ethical requirements that are relevant to our audit
of the financial statements in the UK, including the FRC’s Ethical Standard as applied to listed entities, and
we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that
the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
We are responsible for concluding on the appropriateness of the directors’ use of the going concern basis
of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related
to events or conditions that may cast significant doubt on the Group’s and the parent company’s ability
to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw
attention in our report to the related disclosures in the financial statements or, if such disclosures are
inadequate, to modify the auditor’s opinion. Our conclusions are based on the audit evidence obtained
up to the date of our report. However, future events or conditions may cause the Group or the parent
company to cease to continue as a going concern.
Our evaluation of the directors’ assessment of the Group’s and the parent company’s ability to continue to
adopt the going concern basis of accounting included, but was not restricted to:
• obtaining and understanding management’s assessment of going concern based on what they have
prepared and challenging the assumptions used in the cash flow forecasts, which have been approved
by the Board;
• obtaining management’s base case scenario, together with supporting evidence for all key trading,
working capital and cash flow assumptions;
• challenging the key assumptions in the forecasts and the scope of scenario planning undertaken.
Assumptions challenged include growth rates in the underlying forecasts, working capital changes, and
capital expenditure;
• obtaining an understanding of the financing arrangements in place and management’s assessment of
their adequacy and plans to manage these arrangements;
• obtaining management’s reverse stress test and downside scenarios, which reflect management’s
assessment of uncertainties. The assumptions regarding the forecast period and reduced trading levels
were evaluated for plausibility; and
• evaluating the policies and disclosures in respect of going concern given in the financial statements
for appropriateness.
Contents Generation – Sub PageContents Generation – Section Strategic Report
Governance
Financial Statements
Independent auditor’s report continued
In our evaluation of the directors’ conclusions, we considered the inherent risks associated with the
Group’s and the parent company’s business model including effects arising from macro-economic
uncertainties such as inflationary pressures, we assessed and challenged the reasonableness of
estimates made by the directors and the related disclosures and analysed how those risks might affect
the Group’s and the parent company’s financial resources or ability to continue operations over the
going concern period.
In auditing the financial statements, we have concluded that the directors’ use of the going concern basis
of accounting in the preparation of the financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to
events or conditions that, individually or collectively, may cast significant doubt on the Group’s and the
parent company’s ability to continue as a going concern for a period of at least twelve months from when
the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in
the relevant sections of this report.
Our approach to the audit
Overview of our audit approach
Overall materiality:
Group: $1,030,000, which represents 0.75% of the Group’s revenue at
the planning stage of the audit.
Parent company: $463,500, which represents 0.25% of the parent
company’s total assets at the planning stage of the audit.
Key audit matters at the group level were identified as
Materiality
Key audit
matters
Scoping
• Risk of fraud in revenue recognition – occurrence of revenue for multi-year Siriusware licences
and support services with non-substantive termination clauses (new for this year);
• Valuation of Goodwill (new for this year); and
• Accuracy of calculation of tax losses to be utilised under s382 of US tax legislation (new for this year).
In the prior year, the recoverability of the US component deferred tax asset was identified as a key audit
matter. This was not considered a key audit matter in the current year due to the absence of indicators of
issues with recoverability due to improvement in business performance and future forecasts.
No key audit matters were identified for the parent company. This is a change from the prior year which
included impairment in investments in subsidiaries (and impairment reversal for the parent). This was not
considered a key audit matter in the current year due to the absence of impairment indicators as a result
of improved trade.
The group engagement team have performed:
• An audit of the financial information for 2 components (full scope audit procedures)
• Specific-scope audit procedures for 3 components
• This resulted in coverage of 92% of the Group’s revenues and 95.5% of total assets of the
consolidated Group
• The Group engagement team have performed analytical procedures to group materiality
on the financial information of all other components within the Group.
Key audit matters
Key audit matters are those matters that, in our professional
judgement, were of most significance in our audit of the financial
statements of the current period and include the most significant
assessed risks of material misstatement (whether or not due to
fraud) that we identified. These matters included those that had
the greatest effect on: the overall audit strategy; the allocation
of resources in the audit; and directing the efforts of the
engagement team. These matters were addressed in the context
of our audit of the financial statements as a whole, and in forming
our opinion thereon, and we do not provide a separate opinion
on these matters.
Description
Audit
response
KAM
Disclosures Our results
46 accesso Technology Group plc | Annual Report & Accounts 2022
Contents Generation – PageContents Generation – Sub PageContents Generation – Section Strategic Report
Governance
Financial Statements
Independent auditor’s report continued
In the graph below, we have presented the key audit matters, significant risks and other risks relevant to
the audit.
High
t
c
a
p
m
i
t
n
e
m
e
t
a
t
s
l
a
i
c
n
a
n
fi
l
a
i
t
n
e
t
o
P
Low
Accuracy of S382 loss
calculation for deferred
tax asset recognition
Impairment
of goodwill
Going concern
Employee remuneration
Management
Override of Controls
Investment
in subsidiaries
(Parent company only)
Trade
receivables
and payables
Operating
costs
Capitalisation of
development costs
Related party
transactions
Share based
payments
Risk of fraud
in revenue
recognition
Low
Extent of management judgement
High
Key audit matter
Significant risk
Other risk
47 accesso Technology Group plc | Annual Report & Accounts 2022
Key Audit Matter – Group
How our scope addressed the matter – Group
Risk of fraud in revenue recognition
We identified occurrence of revenue as one of
the most significant assessed risks of material
misstatement due to fraud.
Under ISA (UK) 240 ‘The Auditor’s Responsibilities
Relating to Fraud in an Audit of Financial Statements’,
there is a rebuttable presumption that there is a risk of
fraud in revenue recognition.
We have identified a Key Audit Matter relating to
the occurrence of revenue for multi-year Siriusware
software licences and associated support services
with non-substantive termination clauses. We have
specifically pinpointed this population of revenue
($1.9m), as the related accounting policy has changed
during the year which presents an enhanced risk
relating to fraud and error. The remainder of revenue
within the Group is considered to be less complex and
therefore carries a lower level of risk.
Revenue recognition for the identified Key Audit
Matter is at a point in time for software licenses and
over time for support services, which is aligned with
the requirements of IFRS 15 ‘Revenue from Contacts
with Customers’.
In responding to the key audit matter, we performed
the following audit procedures:
• Obtained an understanding of the revenue streams
associated with the Siriusware product, alongside
the design and implementation of controls
surrounding the business processes;
• Assessed whether the accounting policies adopted
by the Directors are in accordance with the
requirements of International Financial Reporting
Standard (IFRS) 15 ‘Revenue from Contracts
with Customers’, by reference to a sample of
representative contracts for multi-year Siriusware
licences and support;
• Tested the occurrence of a sample of revenue
transactions through agreeing to supporting
evidence such as contract, “go-live” licence date,
sales invoices and proof of cash receipt;
• Recalculated any associated recognition of support
revenues over-time as a dual sample with the above,
along with any expected deferral of revenues at the
year end; and
• Assessed the disclosures made in the financial
statements for completeness and accuracy in line
with the requirement of IFRS 15.
Relevant disclosures in the Annual Report
and Accounts 2022
• Financial statements: Note 4 for the accounting
policy; Note 9 for Revenue; and Note 8 for
Segmental Information.
Our results
Our audit testing did not identify any material
misstatements in relation to the occurrence of
Siriusware revenue and associated support services
with non-substantive termination clauses.
Contents Generation – PageContents Generation – Sub PageContents Generation – Section
Strategic Report
Governance
Financial Statements
Independent auditor’s report continued
Key Audit Matter – Group
How our scope addressed the matter – Group
Key Audit Matter – Group
How our scope addressed the matter – Group
Valuation of Goodwill
We identified valuation of goodwill as one of
the most significant assessed risks of material
misstatement due to error.
The Group has goodwill, with a carrying value of
$97.6m (2021: $103m), which has arisen as a result
of historical acquisitions in prior years.
Under IAS 36 ‘Impairment of Assets’, management is
required to test the goodwill annually for impairment.
Management prepare impairment models to
assess the value in use. Management’s assessment
of potential impairment incorporates significant
judgements in assumptions, such as the determination
of cash generating units (“CGUs”) along with the
appropriate allocation of goodwill to them, and the
timing and extent of future cash flows related to
those CGUs whilst applying an appropriate discount
rate that is at risk of management bias. The selection
of certain inputs within the cash flow forecasts
can also significantly impact the results of the
impairment assessment.
In responding to the key audit matter, we performed
the following audit procedures:
• Obtained an understanding of business processes
and assessed the design and implementation of the
associated controls;
• Evaluated the Group’s accounting policy for
consistency with IAS 36 and considered whether the
accounting policy has been applied accurately and
consistently across the Group;
• Tested the arithmetical accuracy and integrity of the
models and underlying data used by management
in their impairment assessment by checking the
consistency of formulae used and agreeing the
underlying forecasts to approved budgets;
• Considered the historical forecasting ability of
management by comparing budgets to actual
performance;
• Obtained a paper from the management and based
on our knowledge of their business, challenged their
identification of CGUs with the requirements of IAS 36;
• Used an auditor’s internal valuation expert to
calculate estimated range of discount rates (in
respect of value-in-use assessments) which we
applied to the cash flows;
• Challenged management’s model in respect of
allocated costs and allocated capital expenditure;
• Performed our own sensitivity analysis by reducing
growth rates based on industry market information
and discount rates using auditor’s range determined
and evaluated the headroom under each of these
scenarios to assess whether goodwill could be impaired;
• Challenged management’s assumptions concerning
forecast cash flows, based on historical trends and
any changes in customer preferences and regulations.
This also involved considering any contradictory
evidence noted in other areas of the audit; and
• Evaluated the disclosures made in the financial
statements and compared them for completeness
and accuracy in line with the requirement of
the standards.
Relevant disclosures in the Annual Report
and Accounts 2022
• Financial statements: Note 4 for the accounting
Our results
Our audit testing did not identify any material
misstatements in relation to the valuation of goodwill.
policy; Note 16 for Impairment (excluding deferred
tax assets) and Intangibles;
Accuracy of calculation of tax losses to be utilised in
the US s382
We identified the accuracy of calculation of tax losses
available to be utilised in the US as one of the most
significant assessed risks of material misstatement
due to error.
The US Component has significant tax losses (net
operating loss carryovers or “NOLs”) and tax credits
brought forward which have been recognised as
a material deferred tax asset on the basis of future
taxable profits. The ability of the component to
use these losses is assessed in accordance with s382
in the US.
Management have used external tax advisors to
support with this assessment given it requires a
comprehensive understanding of US tax legislation.
Our significant risk was pinpointed to the accuracy
of the calculation around the available losses which
can be used going forward given the complexity of
the US tax legislation. Given this complexity and the
size of the deferred tax asset relative to materiality,
this was assessed to be a significant risk and was a
matter which required input from senior audit team
members and specialists.
Relevant disclosures in the Annual Report
and Accounts 2022
• Financial statements: Note 4 for the accounting
policy; Note 6 for judgement; and Note 13 for the
tax schedule
In responding to the key audit matter, we performed
the following audit procedures:
• Assessment of the design and implementation
of controls over the calculation of the available
tax losses;
• Assessed the objectivity, competence and
independence of management’s experts;
• Use of an auditor’s internal US tax expert to assess
the calculation of available losses. In doing so,
the experts used their in depth understanding
of the s382 legislation to challenge management
on the calculation of available losses and in
particular, the impact of any limitation imposed
by ownership changes;
• Our internal tax experts assessed the accuracy of the
calculation with reference to the US component’s
tax position, the existence of brought forward
losses using their knowledge and experience of the
application of relevant tax legislation;
Our internal tax experts specifically challenged
the period over which management’s analysis was
calculated, the tax base in the underlying assets,
the evidence of the ownership changes across the
assessment period and the application of specific
s382 exemptions; and
We considered the completeness and accuracy of the
disclosures around the calculation and recognition of
the year end deferred tax asset.
Our results
Our audit testing did not identify any material
misstatements in relation to the accuracy of the losses
and tax credits available for use.
48 accesso Technology Group plc | Annual Report & Accounts 2022
Contents Generation – PageContents Generation – Sub PageContents Generation – Section Strategic Report
Governance
Financial Statements
Independent auditor’s report continued
Our application of materiality
We apply the concept of materiality both in planning and performing the audit, and in evaluating the
effect of identified misstatements on the audit and of uncorrected misstatements, if any, on the financial
statements and in forming the opinion in the auditor’s report.
Materiality was determined as follows:
Materiality measure
Group
Parent company
Materiality for
financial statements
as a whole
Materiality threshold
Significant judgements
made by auditor in
determining materiality
Performance
materiality used to
drive the extent of
our testing
Performance materiality
threshold
We define materiality as the magnitude of misstatement in the financial statements
that, individually or in the aggregate, could reasonably be expected to influence the
economic decisions of the users of these financial statements. We use materiality in
determining the nature, timing and extent of our audit work.
$1.03m, which is 0.75% of the Group’s
revenues at the planning stage of
the audit.
In determining materiality, we made the
following significant judgements:
• Revenue was determined to be the
$463,500 which is 0.25% of total assets
at the planning stage of the audit.
In determining materiality, we made the
following significant judgements:
• Total assets was determined to be the
most appropriate benchmark for the
Parent company because in our view,
it is most reflective of the financial
position of the parent and it’s nature
of operations.
most appropriate benchmark for the
Group because in our view, it is most
reflective of the performance of the
business given the size and the nature
of its operations.
• The measurement of 0.75% is, in
our view, appropriate to result in
a materiality which is sufficient to
identify any material misstatements.
• The measurement of 0.25% is, in
our view, appropriate to result in a
materiality which is sufficient to identify
any material misstatements.
Materiality for the current year is lower
than the level that was determined for the
year ended 31 December 2021 to reflect
the fact that it is our first year of audit.
Materiality for the current year is lower
than the level that was determined for
the year ended 31 December 2021 to
reflect the fact that it is our first year
of audit.
We set performance materiality at an amount less than materiality for the financial
statements as a whole to reduce to an appropriately low level the probability that the
aggregate of uncorrected and undetected misstatements exceeds materiality for the
financial statements as a whole.
$669.5k, which is 65% of financial
statement materiality.
$301,275, which is 65% of financial
statement materiality.
49 accesso Technology Group plc | Annual Report & Accounts 2022
Materiality measure
Group
Parent company
Significant judgements
made by auditor
in determining
performance materiality
In determining performance materiality,
we made the following significant
judgements:
• The number and magnitude
of adjusted and unadjusted
misstatements to the Group’s financial
statements in prior years; and
In determining performance materiality,
we made the following significant
judgements:
• The number and magnitude of adjusted
and unadjusted misstatements to the
Parent’s financial statements in prior
years; and
• The nature and impact of significant
control deficiencies identified in
prior years.
• The nature and impact of significant
control deficiencies identified in
prior years.
Specific materiality We determine specific materiality for one or more particular classes of transactions,
account balances or disclosures for which misstatements of lesser amounts
than materiality for the financial statements as a whole could reasonably be
expected to influence the economic decisions of users taken on the basis of the
financial statements.
We determined a lower level of specific
materiality for the following areas:
• directors’ remuneration; and
• related party transactions
We determine a threshold for reporting unadjusted differences to the
audit committee.
We determined a lower level of specific
materiality for the following areas:
• directors’ remuneration; and
• related party transactions
$51,500 and misstatements below that
threshold that, in our view, warrant
reporting on qualitative grounds.
$23,200 and misstatements below that
threshold that, in our view, warrant
reporting on qualitative grounds.
Specific materiality
Communication of
misstatements to
the audit committee
Threshold for
communication
Contents Generation – PageContents Generation – Sub PageContents Generation – Section Strategic Report
Governance
Financial Statements
Independent auditor’s report continued
The graph below illustrates how performance materiality interacts with our overall materiality and the
tolerance for potential uncorrected misstatements.
Identifying significant components and type of work performed on the components identified
Overall materiality – Group
Overall materiality – Parent company
FSM
$1.03m, 0.75% of revenues at
the planning stage of the audit
FSM
$463,500, 0.25% of total assets at
the planning stage of the audit
Revenue
$139.7m
Total Assets
$196m
PM
$669,500, 65%
TFPUM
$360,500, 35%
PM
$301,275, 65%
TFPUM
$162,225, 35%
FSM: Financial statements materiality, PM: Performance materiality, TFPUM: Tolerance for potential
uncorrected misstatements
An overview of the scope of our audit
We performed a risk-based audit that requires an understanding of the group’s and the parent company’s
business and in particular matters related to:
Understanding the group, its components, and their environments, including group-wide controls
• The Group engagement team obtained an understanding of the Group and its environment, including
Group-wide controls, and assessed the risks of material misstatement at the Group level;
• In addition, we evaluated the design and implementation of controls over the financial reporting
systems identified as part of our risk assessment. With respect to the risk of fraud in revenue recognition
we evaluated the design and implementation of controls in addition to performing substantive
procedures. For taxes in the US entities, we engaged with tax specialists in the US to understand the
procedures followed by local management and then reviewed the work, assessed compliance with US
tax legislation.
• Inspecting the processes management follow to prepare and report results Management review the
results on a revenue product basis and as an overall Group rather than on an individual company basis.
The subsidiaries in the Group are all controlled by the parent company.
50 accesso Technology Group plc | Annual Report & Accounts 2022
• Evaluation by the Group engagement team of identified components to assess the significance of
that component and to determine the planned audit response based on a measure of materiality,
considering the relative size of each component as a percentage of total revenues and total assets.
Accordingly for any component that was classified as ‘individually financially significant to the Group’ we
performed an audit of the financial information using component materiality (full-scope audit);
• With regard to the US entities, there were 7 entities each having a varying share of the Group’s revenues.
We have aggregated these entities into a single larger component given that the processes, controls
and procedures across these entities are similar;
• Two components (the parent company and the aggregated US entities) were identified as individually
financially significant components through assessing their relative share of key financial benchmarks
including revenue and total assets;
• The Group engagement team performed full-scope audit procedures to component materiality on the
financial information of the parent company and aggregated US entities;
• Additional components were selected based on an assessment of the risk of material misstatement to
the Group. For these identified components either an audit of one or more accounts, balances, classes
of transactions or disclosures (specific-scope audit) or specified audit procedures were performed
depending on the risk assessed;
• Ingresso UK and accesso Technology Group Employee Benefit Trust were classified as significant
components because they were identified as likely to contain group-level significant risks. The Group
engagement team performed specified procedures on balances identified at the Group level using
Group materiality;
• LoQ Limited was classified as a non-significant component which could contain risks assessed at the
Group level. The Group engagement team performed specific scope audit procedures on balances
identified at the Group level using Group materiality;
• Analytical procedures were performed over all other components using Group materiality;
• The procedures performed in respect of the parent company and other significant components
included all our audit work on the identified key audit matters as described in the key audit matters
section of our report.
Contents Generation – PageContents Generation – Sub PageContents Generation – Section Strategic Report
Governance
Financial Statements
Independent auditor’s report continued
Performance of our audit
• The audit team visited the Group’s head office frequently during the course of the audit. We also visited
the US corporate office to meet the members of the Group based in the US and to corroborate our
understanding.
• The work performed was supported through the use of software collaboration platforms for the secure
and timely delivery of requested audit evidence. The audit team held weekly pre-scheduled meetings
at the Group’s head office throughout the course of the audit fieldwork.
Audit approach
Full-scope audit
Specific-scope audit
Specified audit procedures
Analytical procedures
Total
No. of
components
% coverage
Total assets
% coverage
Revenue
2
1
2
10
87%
0.5%
8%
4.5%
100%
79%
0%
13%
8%
100%
Communications with component auditors
• We did not engage any component auditors as the Group engagement team performed all of the
required procedures.
Other information
The other information comprises the information included in the annual report and financial statements,
other than the financial statements and our auditor’s report thereon. The directors are responsible for
the other information contained within the annual report and financial statements. Our opinion on the
financial statements does not cover the other information and, except to the extent otherwise explicitly
stated in our report, we do not express any form of assurance conclusion thereon.
Our responsibility is to read the other information and, in doing so, consider whether the other
information is materially inconsistent with the financial statements or our knowledge obtained in the
audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or
apparent material misstatements, we are required to determine whether there is a material misstatement
in the financial statements themselves. If, based on the work we have performed, we conclude that there
is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Our opinion on other matters prescribed by the Companies Act 2006 is unmodified
In our opinion, based on the work undertaken in the course of the audit:
• the information given in the strategic report and the directors’ report for the financial year for which
the financial statements are prepared is consistent with the financial statements; and
• the strategic report and the directors’ report have been prepared in accordance with applicable legal
requirements.
Matter on which we are required to report under the Companies Act 2006
In the light of the knowledge and understanding of the Group and the parent company and their
environment obtained in the course of the audit, we have not identified material misstatements in the
strategic report or the directors’ report.
Matters on which we are required to report by exception
We have nothing to report in respect of the following matters in relation to which the Companies Act
2006 requires us to report to you if, in our opinion:
• adequate accounting records have not been kept by the parent company, or returns adequate
for our audit have not been received from branches not visited by us; or
• the parent company financial statements are not in agreement with the accounting records
and returns; or
• certain disclosures of directors’ remuneration specified by law are not made; or
• we have not received all the information and explanations we require for our audit.
Responsibilities of directors
As explained more fully in the directors’ responsibilities statement set out on page 44, the directors are
responsible for the preparation of the financial statements and for being satisfied that they give a true and
fair view, and for such internal control as the directors determine is necessary to enable the preparation of
financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the Group’s and the
parent company’s ability to continue as a going concern, disclosing, as applicable, matters related to
going concern and using the going concern basis of accounting unless the directors either intend to
liquidate the Group or the parent company or to cease operations, or have no realistic alternative but
to do so.
51 accesso Technology Group plc | Annual Report & Accounts 2022
Contents Generation – PageContents Generation – Sub PageContents Generation – Section Strategic Report
Governance
Financial Statements
Independent auditor’s report continued
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole
are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an
audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate,
they could reasonably be expected to influence the economic decisions of users taken on the basis of
these financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. The extent to
which our procedures are capable of detecting irregularities, including fraud, is detailed below:
• We enquired of management, the finance team and the Board of Directors about the Group’s and the
parent company’s policies and procedures relating to the identification, evaluation and compliance
with laws and regulations and the detection and response to the risks of fraud and the establishment of
internal controls to mitigate risks related to fraud or non-compliance with laws and regulations;
• We obtained an understanding of the legal and regulatory frameworks that are applicable to the
Group and the parent company. We determined that the most significant laws and regulations are
those related to financial reporting and taxation in the UK and the US, being UK-adopted international
accounting standards (for the Group and parent), the Companies Act 2006, the AIM Listing Rules, and
the application of tax rules in the UK and the US;
• We enquired of management and the Board of Directors whether they were aware of any instances of
non-compliance with laws and regulations and whether they had any knowledge of actual, suspected
or alleged fraud and corroborated this with our review of the board minutes;
• In assessing the potential risks of material misstatement, we obtained an understanding of the Group’s
and the parent company’s operations, including the nature of income sources and of their objectives
and strategies in order to understand the classes of transactions, account balances, expected financial
statement disclosures and business risks that may result in risks of material misstatement;
• We assessed the susceptibility of the Group’s and the parent company’s financial statements to material
misstatement, including how fraud might occur and the risk of management override of controls. Audit
procedures performed by the engagement team included:
– Enquiring of management, the finance team and the Board of Directors about the risks of fraud at
the Group and the parent company and the controls implemented to address those risks. Assessing
the design and implementation of controls relevant to the audit that management has in place to
prevent and detect fraud, including updating our understanding of the internal controls over journal
entries, including those related to the posting of entries used to record non-recurring, unusual
transactions or other non-routine adjustments;
– Making specific inquiries of each member of the finance team to ascertain whether they had been
subject to undue pressure or had been asked to make any unusual postings or modifications to
reports used in financial reporting;
52 accesso Technology Group plc | Annual Report & Accounts 2022
– Identifying and testing journal entries, with selection based on risk profiling;
– Running specific keyword searches (including to related parties and of those previously connected
to related entities) over the journal entry population to identify descriptions that could indicate
fraudulent activity or management override of controls. Unusual entries noted from these searches
were agreed to supporting documentation to assess the validity of the posting;
– Planning specific procedures responding to the risk of fraudulent recognition of revenue as detailed
within the Key Audit Matters section above;
– Assessing the disclosures within the annual report, including principal and emerging risks; and
– Challenging assumptions and judgements made by management in its significant accounting estimates.
• These audit procedures were designed to provide reasonable assurance that the financial statements
were free from fraud or error. The risk of not detecting a material misstatement due to fraud is higher
than the risk of not detecting one resulting from error and detecting irregularities that result from
fraud is inherently more difficult than detecting those that result from error, as fraud may involve
collusion, deliberate concealment, forgery or intentional misrepresentations. Also, the further removed
non-compliance with laws and regulations is from events and transactions reflected in the financial
statements, the less likely we would become aware of it;
• The engagement partner’s assessment of the appropriateness of the collective competence and
capabilities of the engagement team included consideration of the engagement team’s understanding
of, and practical experience with, audit engagements of a similar nature and complexity, through
appropriate training and participation; and
• We communicated relevant laws and regulations and potential fraud risks with all the engagement
team, including internal specialists, and remained alert to any indications of fraud or non-compliance
with laws and regulations throughout the audit.
A further description of our responsibilities for the audit of the financial statements is located on the
Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms
part of our auditor’s report.
Use of our report
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the
Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members
those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest
extent permitted by law, we do not accept or assume responsibility to anyone other than the company and
the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
Wendy Russell
Senior Statutory Auditor
for and on behalf of Grant Thornton UK LLP
Statutory Auditor, Chartered Accountants
Milton Keynes
3 April 2023
Contents Generation – PageContents Generation – Sub PageContents Generation – Section Financial Statements
Strategic Report
Governance
Financial Statements
Financial
Statements
54
Consolidated statement of
comprehensive income
55
Consolidated statement of financial position
56
Company statement of financial position
57
Consolidated statement of cash flow
58
Company statement of cash flow
59
Consolidated statement of changes in equity
Company statement of changes in equity
60
Notes to the consolidated financial statements 61
90
Company information
53
accesso Technology Group plc | Annual Report & Accounts 2022
Contents Generation – PageContents Generation – Sub Page Consolidated statement of comprehensive
income
Strategic Report
Strategic Report
Governance
Governance
Financial Statements
Financial Statements
Consolidated statement of comprehensive income
for the financial year ended 31 December 2022
Revenue
Cost of sales
Gross profit
Administrative expenses
Operating profit before reversal of impairment
of intangible assets
Reversal of impairment of intangible assets
Impairment of intangible assets
Operating profit
Finance expense
Finance income
Profit before tax
Income tax (expense)/benefit
Profit for the period
Other comprehensive (loss)/income
Items that will be reclassified to income statement
Exchange differences on translating foreign operations
Income tax credit on items recorded in other comprehensive income
Total comprehensive income
All profit and comprehensive income is attributable to the owners
of the parent
Earnings/(losses) per share expressed in cents per share:
Basic
Diluted
All activities of the Company are classified as continuing.
Notes
9
16
16
12
12
13
2022
$000
139,730
(35,770)
103,960
2021
$000
124,794
(28,401)
96,393
(91,209)
(82,872)
12,783
–
(32)
11,814
1,707
–
12,751
13,521
(566)
232
12,417
(2,361)
10,056
(5,283)
–
(5,283)
4,773
(1,450)
39
12,110
9,908
22,018
(219)
188
(31)
21,987
15
15
24.41
23.45
53.39
51.45
The accompanying notes on pages 61 to 89 form part of these consolidated financial statements.
54
accesso Technology Group plc | Annual Report & Accounts 2022
Contents Generation – Sub PageContents Generation – Section Consolidated statement of financial position
Strategic Report
Strategic Report
Governance
Governance
Financial Statements
Financial Statements
Consolidated statement of financial position
as at 31 December 2022
Shareholders’ equity
Called up share capital
Share premium
Retained earnings
Merger relief reserve
Translation reserve
Own shares held in trust
Total shareholders’ equity
Notes
23
24
24
24
24
24
31 December
2022
$000
31 December
2021
$000
597
153,621
22,887
19,641
(5,584)
(5,775)
185,387
596
153,504
9,753
19,641
(301)
–
183,193
The financial statements were approved by the Board of Directors on 3 April 2023 and were signed on its
behalf by:
Fern MacDonald
Chief Financial Officer
The accompanying notes on pages 61 to 89 form part of these consolidated financial statements.
Registered Number: 03959429
Assets
Non-current assets
Intangible assets
Property, plant and equipment
Right of use assets
Contract assets
Deferred tax assets
Current assets
Inventories
Contract assets
Trade and other receivables
Income tax receivable
Cash and cash equivalents
Liabilities
Current liabilities
Trade and other payables
Lease liabilities
Contract liabilities
Income tax payable
Net current assets
Non-current liabilities
Deferred tax liabilities
Contract liabilities
Lease liabilities
Total liabilities
Net assets
31 December
2022
$000
31 December
2021
$000
Notes
16
17
29
9
13
19
9
20
28
21
29
9
13
9
29
110,420
1,603
980
314
15,279
128,596
499
3,694
28,785
1,864
64,663
99,505
32,090
451
4,920
574
38,035
120,088
2,236
3,053
375
16,260
142,012
286
3,614
18,805
1,097
64,050
87,852
29,219
1,003
8,063
503
38,788
61,470
49,064
3,294
616
769
4,679
4,236
914
2,733
7,883
42,714
46,671
185,387
183,193
55
accesso Technology Group plc | Annual Report & Accounts 2022
Contents Generation – Sub PageContents Generation – Section Company statement of financial position
Strategic Report
Strategic Report
Governance
Governance
Financial Statements
Financial Statements
Company statement of financial position
as at 31 December 2022
Registered Number: 03959429
Assets
Non-current assets
Intangible assets
Investments in subsidiaries
Property, plant and equipment
Right of use assets
Contract assets
Current Assets
Inventories
Contract assets
Trade and other receivables
Income tax receivable
Cash and cash equivalents
Liabilities
Current liabilities
Trade and other payables
Lease liabilities
Contract liabilities
Income tax payable
Net current assets
Non-current liabilities
Deferred tax
Contract liabilities
Lease liabilities
Total liabilities
Net assets
56
accesso Technology Group plc | Annual Report & Accounts 2022
Shareholders’ equity
Called up share capital
Share premium
Own shares held in trust
Retained earnings
Merger relief reserve
Translation reserve
Total shareholders’ equity
Notes
23
24
24
24
24
24
31 December
2022
$000
31 December
2021
$000
597
153,621
(5,775)
36,128
19,641
(22,328)
181,884
596
153,504
–
32,560
19,641
(314)
205,987
Under section 408 of the Companies Act 2006 the Company is exempt from the requirement to present its own
income Statement. The profit for the financial year for the Company was $1.01m (2021: $19.15m).
The financial statements were approved by the Board of Directors on 3 April 2023 and were signed on its
behalf by:
Fern MacDonald
Chief Financial Officer
The accompanying notes on pages 61 to 89 form part of these consolidated financial statements.
31 December
2022
$000
31 December
2021
$000
Notes
16
18
17
29
9
19
9
20
28
21
29
9
13
9
29
2,428
167,652
269
315
57
170,721
15
617
8,665
397
15,612
25,306
13,386
140
203
6
13,735
2,862
184,768
444
474
19
188,567
50
925
6,697
70
18,198
25,940
7,302
149
277
8
7,736
11,571
18,204
163
5
240
408
336
22
426
784
14,143
8,520
181,884
205,987
Contents Generation – Sub PageContents Generation – Section Consolidated statement of cash flow
Cash flows from financing activities
Share issue
Purchase of shares held in trust
Interest paid
Payments on property lease liabilities
Cash paid to refinance
Repayments of borrowings
Net forward FX contract settlement used to hedge share
issue proceeds
Payment made to cancel equity settled option awards
Net cash (utilised in) financing activities
Increase in cash and cash equivalents
Cash and cash equivalents at beginning of year
Exchange (loss)/gain on cash and cash equivalents
Cash and cash equivalents at end of year
Notes
2022
$000
2021
$000
29
22
118
(5,775)
(330)
(1,430)
–
–
–
(129)
(7,546)
3,136
64,050
(2,523)
64,663
178
–
(514)
(1,408)
(813)
(27,033)
(409)
–
(29,999)
7,473
56,355
222
64,050
The accompanying notes on pages 61 to 89 form part of these consolidated financial statements.
Strategic Report
Strategic Report
Governance
Governance
Financial Statements
Financial Statements
Consolidated statement of cash flow
for the financial year ended 31 December 2022
Cash flows from operations
Profit for the period
Adjustments for:
Depreciation (excluding leased assets)
Depreciation on leased assets
Amortisation on acquired intangibles
Amortisation on development costs and other intangibles
Impairment of intangibles
Reversal of impairment of intangible assets
Loss on disposal of property, plant and equipment
Share-based payment
Movement on bad debt provision
Finance expense
Finance income
Foreign exchange (gain)/loss
Income tax expense/(benefit)
RDEC tax credits
(Increase)/decrease in inventories
(Increase) in trade and other receivables
Increase/(decrease) in contract assets/contract liabilities
(Decrease)/Increase in trade and other payables
Cash generated from operations
Tax paid
Net cash inflow from operating activities
Cash flows from investing activities
Deferred consideration settlement
Capitalised internal development costs
Purchase of intangible assets
Proceeds from sale of intangible assets
Purchase of property, plant and equipment
Interest received
Net cash used in investing activities
Notes
2022
$000
2021
$000
10,056
22,018
17
29
16
16
16
16
10
12
12
13
16
16
1,227
773
1,667
8,744
32
–
135
2,629
15
566
(232)
(31)
2,361
(141)
27,801
(231)
(10,482)
435
(797)
16,726
(2,259)
14,467
–
(2,155)
(1,140)
25
(725)
210
(3,785)
1,827
1,035
2,373
9,319
–
(1,707)
2
2,490
–
1,450
(39)
312
(9,908)
(81)
29,091
861
(3,592)
(3,316)
16,241
39,285
(171)
39,114
(13)
(720)
–
23
(960)
28
(1,642)
57
accesso Technology Group plc | Annual Report & Accounts 2022
Contents Generation – Sub PageContents Generation – Section Company statement of cash flow
Cash flows from financing activities
Share issue
Purchase of own shares held in trust
Interest paid
Payments on property lease liabilities
Cash paid to refinance
Repayments of borrowings
Net forward FX contract settlement used to hedge share
issue proceeds
Net cash (utilised in)/generated from financing activities
(Decrease)/increase in cash and cash equivalents
Cash and cash equivalents at beginning of year
Exchange gain/(loss) on cash and cash equivalents
Cash and cash equivalents at end of year
Notes
2022
$000
2021
$000
29
22
118
(5,775)
(330)
(159)
–
–
–
(6,146)
(654)
18,198
(1,932)
15,612
178
–
(514)
(158)
(813)
(27,033)
(409)
(28,749)
(29,941)
47,690
449
18,198
The accompanying notes on pages 61 to 89 form part of these consolidated financial statements.
Strategic Report
Strategic Report
Governance
Governance
Financial Statements
Financial Statements
Company statement of cash flow
for the financial year ended 31 December 2022
Cash flows from operations
Profit for the period
Adjustments for:
Depreciation excluding leased assets
Depreciation on leased assets
Amortisation
Impairment of intangibles
Movement on intercompany bad debt provision
Loss on disposal of property, plant and equipment
Share-based payment
Movement on bad debt provision
(Reversal of )/Impairment of investment in subsidiary
Finance expense
Finance income
Foreign exchange loss
Income tax expense
RDEC tax credits
Decrease in inventories
Decrease/(increase) in trade and other receivables
Decrease in contract assets/contract liabilities
(Decrease)/increase in trade and other payables
Cash generated from/(used in) operations
Tax paid
Net cash inflow/(outflow) from operating activities
Cash flows from investing activities
Capitalised internal development costs
Purchase of property, plant and equipment
Interest received
Net cash used in investing activities
Notes
17
29
16
16
18
16
2022
$000
1,010
200
111
1,161
32
257
17
86
(117)
-
612
(180)
60
300
–
3,549
35
3,504
178
(84)
7,182
(792)
6,390
(1,006)
(50)
158
(898)
2021
$000
19,147
377
131
2,012
–
(1,844)
123
–
(15,949)
1,019
(1,432)
1,240
313
(81)
5,056
55
(7,826)
1,478
915
(322)
(338)
(660)
(399)
(159)
26
(532)
58
accesso Technology Group plc | Annual Report & Accounts 2022
Contents Generation – Sub PageContents Generation – Section Consolidated statement of changes in equity
Strategic Report
Strategic Report
Governance
Governance
Financial Statements
Financial Statements
Consolidated statement of changes in equity
for the financial year ended 31 December 2022
Share
Share
capital
premium
$000
$000
596 153,504
Retained
earnings
$000
Merger
relief
reserve
$000
9,753 19,641
Own
shares held
in trust
$000
–
Translation
reserve
Total
$000
$000
(301) 183,193
Share
capital
$000
Share
premium
$000
Retained
earnings
$000
Merger
relief
reserve
$000
Own
shares held
in trust
$000
Translation
reserve
$000
Total
$000
Balance at 1 January 2022
Comprehensive income for the year
Profit for period
Other comprehensive income
Exchange differences on translating
foreign operations
Total comprehensive income for
the year
Contributions by and distributions
to owners
Issue of share capital
Share-based payments
Share option tax charge – current
Share option tax charge – deferred
Cancellation of share options
Re-purchase of shares
Total contributions by and
distributions by owners
Balance at 31 December 2022
Balance at 1 January 2021
595 153,327 (15,864) 19,641
–
–
–
1
–
–
–
–
–
– 10,056
–
–
– 10,056
117
–
–
–
–
–
–
2,576
143
448
(89)
–
–
–
–
–
–
–
–
–
–
1
117
–
597 153,621 22,887 19,641
3,078
–
–
–
– 10,056
(5,283)
(5,283)
(5,283)
4,773
–
–
–
–
–
(5,775)
–
–
–
–
–
–
118
2,576
143
448
(89)
(5,775)
(5,775)
(5,775)
–
(2,579)
(5,584) 185,387
Comprehensive income for the year
Profit for period
Other comprehensive income
Exchange differences on translating
foreign operations
Income tax credit on items recorded in
other comprehensive income
Total comprehensive income for
the year
Contributions by and distributions
to owners
Issue of share capital
Share-based payments
Share option tax charge – deferred
Total contributions by and distributions
by owners
Balance at 31 December 2021
–
–
–
–
1
–
–
–
–
–
–
22,018
–
188
22,206
177
–
–
–
2,490
921
–
–
–
–
–
–
–
1
177
596 153,504
–
3,411
9,753 19,641
–
–
–
–
–
–
–
–
–
–
(82) 157,617
–
22,018
(219)
(219)
–
188
(219)
21,987
–
–
–
178
2,490
921
–
3,589
(301) 183,193
The accompanying notes on pages 61 to 89 form part of these consolidated financial statements.
59
accesso Technology Group plc | Annual Report & Accounts 2022
Contents Generation – Sub PageContents Generation – Section Company statement of changes in equity
Strategic Report
Strategic Report
Governance
Governance
Financial Statements
Financial Statements
Company statement of changes in equity
for the financial year ended 31 December 2022
Balance at 1 January 2022
596 153,504
32,560
19,641
(314) 205,987
Share
capital
$000
Share
premium
$000
Own shares
held in trust
$000
Retained
earnings
$000
Merger
relief
reserve
$000
Translation
reserve
$000
Total
$000
Comprehensive income for the year
Profit for year
Other comprehensive income
Exchange differences
Total comprehensive income for the year
Contributions by and distributions to owners
Issue of share capital
Share-based payments
Share option tax charge – deferred
Repurchase of shares
Total contributions by and distributions by owners
Balance at 31 December 2022
Balance at 1 January 2021
Comprehensive income for the year
Profit for year
Other comprehensive income
Exchange differences
Total comprehensive income for the year
Contributions by and distributions to owners
Issue of share capital
Share-based payments
Share option tax charge – deferred
Total contributions by and distributions by owners
Balance at 31 December 2021
–
–
–
–
1
–
–
–
1
597
–
–
–
–
–
–
–
–
117
–
–
–
117
153,621
–
–
–
(5,775)
(5,775)
(5,775)
1,010
–
–
1,010
–
2,576
(18)
–
2,558
36,128
–
–
–
–
–
–
(22,014)
(22,014)
1,010
–
(22,014)
(22,014)
–
–
–
–
–
19,641
–
–
–
–
–
118
2,576
(18)
(5,775)
(3,099)
(22,328) 181,884
595
153,327
–
–
–
–
–
–
1
–
–
1
177
–
–
177
596 153,504
–
–
–
–
–
–
–
–
–
10,905
19,641
1,008
185,476
19,147
–
19,147
–
2,490
18
2,508
32,560
–
–
–
–
19,147
(1,322)
(1,322)
(1,322)
17,825
–
–
–
–
19,641
–
–
–
–
178
2,490
18
2,686
(314) 205,987
The accompanying notes on pages 61 to 89 form part of these consolidated financial statements.
60
accesso Technology Group plc | Annual Report & Accounts 2022
Contents Generation – Sub PageContents Generation – Section Notes to the consolidated financial statements
Strategic Report
Strategic Report
Governance
Governance
Financial Statements
Financial Statements
Notes to the consolidated financial statements
for the financial year ended 31 December 2022
1. Reporting entity
accesso Technology Group plc is a public limited company incorporated in the United Kingdom, whose shares are
publicly traded on the AIM market. The Company is domiciled in the United Kingdom and its registered address
is Unit 5, The Pavilions, Ruscombe Park, Twyford, Berkshire RG10 9NN. These consolidated financial statements
comprise the Company and its subsidiaries (together referred to as the “Group”).
New standards and interpretations not yet adopted
A number of new standards, amendments to standards, and interpretations are either not effective for 2022 or
not relevant to the Group, and therefore have not been applied in preparing these accounts. These standards,
amendments or interpretations are not expected to have a material impact on the entity in the current or future
reporting periods and on foreseeable future transactions.
The Group’s principal activities are the development and application of ticketing, mobile and eCommerce
technologies, licensing and operation of virtual queuing solutions and providing a personalised experience
to customers within the attractions and leisure industry. The eCommerce technologies are generally licensed
to operators of venues, enabling the online sale of tickets, guest management, and point-of-sale (“POS”)
transactions. The virtual queuing solutions and personalised experience platforms are installed by the Group
at a venue, and managed and operated by the Group directly or licenced to the operator for their operation.
2. Basis of accounting
The consolidated Group and parent Company financial statements have been prepared in accordance with
UK-adopted international accounting standards (“UK-adopted IFRS”). They were authorised for issue by the
Company’s Board of Directors on 3 April 2023.
The consolidated financial statements have been prepared on the historical cost basis except for contingent
consideration, acquired intangible assets arising on business combinations and derivative financial instruments,
which are measured at fair value.
Details of the Group’s accounting policies are included in notes 3 and 4.
3. Changes to significant accounting policies
Other new standards and improvements
Other than as described below, the accounting policies, presentation and methods of calculation adopted are
consistent with those of the Annual Report and Accounts for the year ended 31 December 2021, apart from
standards, amendments to or interpretations of published standards adopted during the period.
The following standards, interpretations and amendments to existing standards are now effective and have
been adopted by the Group. The impacts of applying these policies are not considered material:
• Property, Plant and Equipment: Proceeds before Intended Use – Amendments to IAS 16;
• Onerous contracts – Cost of Fulfilling a Contract – Amendments to IAS 37;
• Annual Improvements to IFRS Standards 2018–2020; and
• Reference to the Conceptual Framework – Amendments to IFRS 3.
The Group also elected not to adopt the following amendments early:
4. Significant accounting policies
The principal accounting policies adopted in the preparation of the financial statements are set out below.
The policies have been consistently applied to all the periods presented.
Basis of consolidation
The consolidated financial statements incorporate the results of accesso Technology Group plc and all of its
subsidiary undertakings and the Employee Benefit Trust as at 31 December 2022 using the acquisition method.
Subsidiaries are all entities over which the Group has the ability to affect the returns of the entity and has the
rights to variable returns from its involvement with the entity. The results of subsidiary undertakings are included
from the date of acquisition.
The acquisition of subsidiaries is accounted for using the acquisition method. The cost of the acquisition is
measured at the aggregate of the fair value, at the date of exchange, of assets given, liabilities incurred or
assumed, and equity instruments issued by the Group in exchange for control of the acquiree. Any costs directly
attributable to the business combination are written off to the Group income statement in the period incurred.
The acquiree’s identifiable assets, liabilities, and contingent liabilities that meet the conditions under IFRS 3 are
recognised at their fair value at the acquisition date.
Goodwill arising on acquisition is recognised as an asset and initially measured at cost, being the excess of
the cost of the business combination over the Group’s interest in the net fair value of the identifiable assets,
liabilities, and contingent liabilities recognised.
Disclosure and details of the subsidiaries are provided in note 18.
Investments, including the shares in subsidiary companies held as fixed assets, are stated at cost less any
provision for impairment in value. Where necessary, adjustments are made to the financial statements of
subsidiaries to bring the accounting policies used in line with those used by the Group.
Lo-Q (Trustees) Limited, a subsidiary company that holds an employee benefit trust on behalf of accesso
Technology Group plc, is under control of the Board of Directors and hence has been consolidated into the
Group results.
accesso Technology Group Employee Benefit Trust is considered to be a special purpose entity in which the
substance of the relationship is that of control by the group in order that the Group may benefit from its control.
The assets held by the trust are consolidated into the Group and Company Financial Statements.
• Deferred Tax related to Assets and Liabilities arising from a Single Transaction – amendments to IAS 12; and
• Disclosure of Accounting Policies – Amendments to IAS 1 and IFRS Practice Statement 2.
All intra-group transactions, balances, income and expenses are eliminated on consolidation.
61
accesso Technology Group plc | Annual Report & Accounts 2022
Contents Generation – Sub PageContents Generation – Section
Strategic Report
Strategic Report
Governance
Governance
Financial Statements
Financial Statements
Notes to the consolidated financial statements continued
4. Significant accounting policies continued
Going concern
The financial statements have been prepared on a going concern basis which the Directors consider to be
appropriate for the following reasons.
Revenue from contracts with customers
IFRS 15 provides a single, principles-based five step model to be applied to all sales contracts as outlined below.
It is based on the transfer of control of goods and services to customers and replaces the separate models for
goods and services.
The Directors have prepared cash flow forecasts for the going concern period, which indicate that, taking
account of severe but plausible downsides, the Group will have sufficient funds to meet the liabilities of the
Group as they fall due for that period. The Group’s severe but plausible downside scenario models revenue of
$136.3m for 2023 and marginally decreases thereafter. Underlying administrative spend reduces to $82.1m and
a marginal decrease thereafter for the same corresponding periods to reflect cost cutting measures that would
be implemented. The severe but plausible downside scenario indicates that the Group’s cash balance reaches
a low point of $61.2m and does not utilise any of its £18m loan facility. The Group’s forecasts do not include the
impact of any possible future potential acquisitions and, if needed, the Group would ensure additional funding
had been obtained prior to committing to such acquisitions.
Identify the contract(s) with a customer.
Identify the performance obligations in the contract.
1.
2.
3. Determine the transaction price.
4. Allocate the transaction price to the performance obligations in the contract.
5. Recognise revenue when or as the entity satisfies its performance obligations.
The following table provides information about the nature and timing of the satisfaction of performance
obligations in contracts with customers, including significant payment terms, and the related revenue
recognition policies.
At 31 December 2022 the Group has cash of $64.7m and an available undrawn loan facility of £18m. Covenants
on the undrawn facility were passed during 2022 and are forecast to be passed through the going concern period.
Consequently, the Directors are confident that the Group and Company will have sufficient funds to continue
to meet its liabilities as they fall due for the assessment period being at least 12 months from the date of signing
and therefore have prepared the financial statements on a going concern basis.
Type of product/
service/segment
a. Point-of-sale
(POS) licences and
support revenue
– Ticketing and
distribution
Foreign currency
Foreign currency transactions
Transactions in foreign currencies are translated into the respective functional currencies of Group companies
at the rates ruling when the transactions occur.
Monetary assets and liabilities denominated in foreign currency are translated into the functional currency at
the exchange rate at the reporting date. Non-monetary assets and liabilities that are measured at fair value
in a foreign currency are translated into the functional currency at the exchange rate when the fair value was
determined. Non-monetary items that are measured based on historical cost in a foreign currency are translated
at the exchange rate at the date of the transaction.
Foreign operations
The assets and liabilities of foreign operations, including goodwill, are translated into USD at the exchange rates
at the reporting date. The income and expenses of foreign operations are translated into USD at the rates ruling
when the transactions occur, or appropriate averages.
Foreign currency differences on translating the opening net assets at an opening rate and the results of
operations at actual rates are recognised in other comprehensive income and accumulated in the translation
reserve. Retranslation differences recognised in other comprehensive income will be reclassified to profit or loss
in the event of a disposal of the business, or the Group no longer has control or significant influence.
62
accesso Technology Group plc | Annual Report & Accounts 2022
Nature of the performance obligations
and significant payment terms
Accounting policy
Each contract provides the customer with the right
to use the POS license (installed on premise) for
terms between one and three years. The customer
also receives support for typically a period of
one year. This support is not necessary for the
functionality of the licence and is therefore a distinct
performance obligation from the right to use the
POS licence.
With agreements longer than one year, invoices
are generated either quarterly or annually; usually
payable within thirty days.
The transaction price is allocated in accordance with
management’s estimate of the standalone selling price
for each performance obligation, which is based on
observable input costs and a target margin.
Revenue from sale of POS licences is recognised
at a point in time when the customer has been
provided with the software. Point in time recognition
is appropriate because the licence provides the
customer with the right of use of the POS software as it
exists and is fully functional from the date it is provided
to the customer.
Although payments are made over the term of
the agreement, the agreement is binding for the
negotiated term. The total transaction price is
payable over the term of the agreement via the
annual or quarterly instalments.
Support revenue is recognised on a straight-line
basis over the term of the contract, which in most
cases is one year and is renewable at the option of
the customer thereafter. This option to renew is not
considered a material right.
The revenue recognition of POS licences at a point
in time gives rise to a contract asset at inception. The
balance reduces as the consideration is billed annually/
quarterly in accordance with the agreement.
Contents Generation – PageContents Generation – Sub PageContents Generation – Section Strategic Report
Strategic Report
Governance
Governance
Financial Statements
Financial Statements
Notes to the consolidated financial statements continued
4. Significant accounting policies continued
Revenue from contracts with customers continued
Type of product/
service/segment
Nature of the performance obligations
and significant payment terms
Accounting policy
b. Software licences
and the related
maintenance and
support revenue
– Ticketing and
distribution and
Guest Experience
Each contract provides the customer with the right
to use the software licence (installed on premise)
with annual support and maintenance. The support
and maintenance is not required to operate the
software and is considered a distinct performance
obligation from the right to use the software licence.
The customer has an option to renew the licence
at no additional cost by annually renewing support
and maintenance at each anniversary. This is
considered a material right under IFRS 15 and
represents a separate performance obligation.
Where the contract contains a substantial
termination penalty, it is considered that there is
no option to renew and as such these contracts do
not include a separate performance obligation for a
material right of renewal.
Invoices are raised at the beginning of each contract
for the software licence and annual support and
maintenance. Subsequently, invoices are raised at
each anniversary of the contract for annual support
and maintenance (as software licence is renewed at
no additional cost).
The transaction price is allocated using observable
market inputs, where the annual support and
maintenance revenue is carved out of the total
consideration using an estimate that best reflects its
stand-alone selling price.
Annual support and maintenance revenue is
recognised on a straight-line basis over the term of
the contract, which in most cases is one year and is
renewable at the option of the customer thereafter.
Revenue from sale of annual software licences is
recognised at a point in time when the customer
has been provided with the software. The revenue
is recognised at a point in time because the licence
provides the customer with the right of use of the
software as it exists and is fully functional from the
date it is provided to the customer.
Revenue from sale of multi-year software licence
contracts is spread as the customer has the option
to renew each year’s licence at no additional cost
by paying the annual support and maintenance
fee. A proportion of the licence payment is deferred
and recognised at a future point in time when the
customer renews. The amount that is deferred is
dependent on the term of the contract. For example:
on the inception of a three-year contract, two thirds of
the licence fee consideration would be deferred and
released equally on the first and second anniversary
when the customer renews their maintenance and
support. Perpetual licences are recognised in the
same manner, with the exception being that the
contract term is estimated to be five years.
If the customer chooses not to exercise the above
option, any residual deferred revenue would be
recognised as income in that period.
Revenue from the sale of multi-year software licences
containing a substantial termination penalty is not
deferred and instead recognised at a point in time. It
is considered that these contracts do not contain an
option to renew.
The deferred revenue gives rise to a contract liability
at the inception of the contract. The balance reduces
as revenue is recognised at each contract anniversary.
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Nature of the performance obligations
and significant payment terms
Accounting policy
Type of product/
service/segment
c. Virtual queuing
system – Guest
Experience
d. Ticketing and
eCommerce
revenue – Ticketing
and distribution
e. Professional services
– Ticketing and
distribution and
Guest Experience
Virtual queuing systems are installed at a client’s
location, and revenue is recognised when a park
guest uses the service as a sales or usage-based
royalty. The Group’s performance obligation is
to provide a right to access, and the necessary
technical support to, its virtual queuing platform,
with which the park provides virtual queueing
services to the park guest . The Group’s contracts are
with the attraction owner, not park guest.
The Group’s performance obligation is the provision
of a right to access, and necessary specified technical
support to, its ticketing and eCommerce platform, over
a distinct series of service periods. Invoices are issued
monthly and are generally payable within thirty days.
Professional services revenue is typically providing
customised software development and in general is
agreed with the customer and billed at each month
end. Certain contracts span longer time periods
whereby the Group carries out customisation
and delivers software releases to customers at
predetermined milestones.
f. Hardware sales
– Ticketing and
distribution and
Guest Experience
On certain contracts, customers request that
the Group procures hardware on their behalf
which the Group has determined to be a distinct
performance obligation.
g. Platform fees
Cloud-based experience management platform
systems are used by certain venues to provide customer
relationship management, guest personalisation,
payment and ordering services, push notifications,
scheduling, offers, location-based services, consumer-
facing screens and many other services to end users
at attractions. These secure platforms are provided to
venues together with support under annual contracts.
Revenues are recognised when the park guest
purchases virtual queuing services from the
attraction owner, being the later of sale or usage,
and the satisfaction of the performance obligation
to which that sale or usage-based royalty has
been allocated.
Ticketing and eCommerce revenue is recognised
at the time the ticket is sold through our platform,
or the transaction takes place, within that distinct
series of service periods. accesso recognises the fee
it receives for processing the transaction as revenue.
The output method is adopted where the Group’s
right to consideration corresponds directly with the
completed monthly performance obligation, revenue
for these customers is recognised in line with the
amount of revenue the Group is entitled to invoice.
Bespoke professional services work is recognised
over time where the Group has enforceable rights
to revenue in the event of cancellation. The Group
is entitled to compensation for performance
completed to date in the event that the customer
terminates the contract. This compensation would
be sufficient to cover costs and a reasonable
proportion of the expected margin.
The Group recognises revenue over time using the
input method (hours/total budgeted hours) when
this method best depicts the Group’s performance
of transferring control.
This revenue is recognised at the point the customer
obtains control of the hardware which is considered
to be the point of delivery when legal title passes.
accesso takes control and risk of ownership on
hardware procurement and recognises sales and
costs on a gross basis as principal.
Revenue is billed monthly and recognised over
time as the performance obligations of hosting and
supporting the secure platforms are provided to
the venues.
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Notes to the consolidated financial statements continued
4. Significant accounting policies continued
Contract assets and contract liabilities
Contract assets represent licence fees which have been recognised at a point in time but where the
consideration is contractually payable over time, professional service revenue whereby control has been passed
to the customer and deferred contract commissions incurred in obtaining a contract which are recognised in
line with the recognition of the revenue. Contract assets for point in time licence fees and unbilled professional
service revenue are considered for impairment on an expected credit loss model, these assets have historically
had immaterial levels of bad debt and are with credit worthy customers, and consequently the Group has not
recognised any impairment provision against them.
Contract liabilities represent discounted renewal options on licence arrangements whereby a customer has the
right to renew their licence at a full discount subject to the payment of annual support and or maintenance fees
on each anniversary of the contract. Contract liabilities are recognised as income when a customer exercises
their renewal right on each anniversary of the contract and pays their annual maintenance and support. In the
situation of a customer terminating their contract all unexercised deferred renewal rights would be recognised
as income, representing a lapse of the renewal right options. The licence fees related to these contract liabilities
are non-refundable.
Where these assets or liabilities mature in periods beyond 12 months of the balance sheet date they are
recognised within non-current assets or non-current liabilities as appropriate.
Interest expense recognition
Expense is recognised as interest accrues, using the effective interest method, to the net carrying amount of the
financial liability.
Employee benefits
Share-based payment arrangements
The Group issues equity-settled share-based payments to full-time employees. Equity-settled share-based
payments are measured at the fair value at the date of grant, with the expense recognised over the vesting
period, with a corresponding increase in equity. The amount recognised as an expense is adjusted to reflect the
Group’s estimate of shares that will eventually vest, such that the amount recognised is based on the number of
awards that meet the service and non-market performance conditions at the vesting date.
The fair value of our share awards with time-based and employment conditions are measured by use of a
Black-Scholes model, and share options issued under the Long-Term Incentive Plan (LTIP) are measured using
the Monte Carlo method, due to the market-based conditions upon which vesting is dependent. The expected
life used in the model has been adjusted, based on management’s best estimate, for the effects of non-
transferability, exercise restrictions, and behavioural considerations.
The LTIP awards contain market-based vesting conditions where they have been set. Market vesting conditions
are factored into the fair value of the options granted. As long as all other vesting conditions are satisfied, a
charge is made irrespective of whether the market vesting conditions are satisfied. The cumulative expense is
not adjusted for failure to achieve a market vesting condition or where a non-vesting condition is not satisfied.
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LTIP awards granted in 2020 included continued employment conditions only due to the unprecedented
market instability, before being modified on 12 February 2021 by the Remuneration Committee to include a
market-based total shareholder return condition and cash EBITDA non-market-based conditions. The fair value
of these LTIP share awards were initially valued by use of a Black-Scholes model due to them including only
continued employment conditions. On their modification they were reassessed using a Monte Carlo method,
due to the market-based conditions upon which vesting is dependent, this resulted in a fair value below that on
which the awards were initially granted, as such the fair value was not reduced in line with IFRS 2 Share-based
payments and they continue to be recognised at their original grant date fair value.
Pension costs
Contributions to the Group’s defined contribution pension schemes are charged to the consolidated statement
of comprehensive income in the period in which they become due.
Property, plant and equipment
Items of property, plant and equipment are stated at cost of acquisition or production cost less accumulated
depreciation and impairment losses.
Depreciation is charged to write off the cost of assets, less residual value, over their estimated useful lives, using
the straight-line method, on the following bases:
Plant, machinery, and office equipment
Installed systems
Furniture and fixtures
Leasehold Improvements
20 – 33.3%
25 – 33.3%, or life of contract
20%
Shorter of useful life of the asset or time remaining within
the lease contract
Inventories
The Group’s inventories consist of parts used in the manufacture and maintenance of its virtual queuing
product, along with peripheral items that enable the product to function within a park.
Inventories are valued at the lower of cost and net realisable value, after making due allowance for obsolete and
slow-moving items. Inventories are calculated on a first-in, first-out basis.
Park installations are valued on the basis of the cost of inventory items and labour plus attributable overheads.
Net realisable value is based on estimated selling price less additional costs to completion and disposal.
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Notes to the consolidated financial statements continued
4. Significant accounting policies continued
Deferred tax
Deferred tax assets and liabilities are recognised where the carrying amount of an asset or liability in the
Consolidated and Company statements of financial position differs from its tax base, except for differences arising on:
• the initial recognition of goodwill;
• the initial recognition of an asset or liability in a transaction which is not a business combination and at the
time of the transaction affects neither accounting or taxable profit; and
• investments in subsidiaries and jointly controlled entities where the Group is able to control the timing of the
reversal of the difference and it is probable that the difference will not reverse in the foreseeable future.
Recognition of deferred tax assets is restricted to those instances where it is probable that taxable profit will be
available against which the difference can be utilised.
Where the recoverable amount of the cash-generating unit is less than its carrying amount including goodwill,
an impairment loss is recognised in the Consolidated Statement of Profit or Loss.
Any non-financial assets other than goodwill which have suffered impairment are reviewed for possible reversal
of the impairment at each reporting date. Assets that are subject to amortisation and depreciation are also
reviewed for any possible impairment at each reporting date.
Externally acquired intangible assets
Intangible assets are capitalised at cost and amortised to nil by equal instalments over their estimated useful
economic life.
Intangible assets are recognised on business combinations if they are separable from the acquired entity. The
amounts ascribed to such intangibles are arrived at by using appropriate valuation techniques. The significant
intangibles recognised by the Group and their useful economic lives are as follows:
The amount of the asset or liability is determined using tax rates that have been enacted or substantively enacted
by the reporting date and are expected to apply when the deferred tax liabilities/(assets) are settled/(recovered).
Deferred tax assets and liabilities are offset when the Group has a legally enforceable right to offset current tax assets
and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority on either:
• Trademarks over 10 years
• Patents over 20 years
• Customer relationships and supplier contracts over 1 to 15 years
• Acquired internally developed technology over 3 to 7 years.
• the same taxable Group company; or
• different Group entities which intend either to settle current tax assets and liabilities on a net basis, or to
realise the assets and settle the liabilities simultaneously, in each future period in which significant amounts of
deferred tax assets or liabilities are expected to be settled or recovered.
Current income tax
The tax expense or benefit for the period comprises current and deferred tax. Tax is recognised in the income
statement, except to the extent that it relates to items recognised in other comprehensive income or directly in
equity. In this case, the tax is also recognised in other comprehensive income or directly in equity, respectively.
The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the
balance sheet date in the countries where the Company and its subsidiaries operate and generate taxable income.
Management periodically evaluates positions taken in tax returns with respect to situations in which applicable
tax regulation is subject to interpretation. It establishes provisions where appropriate on the basis of amounts
expected to be paid to the tax authorities. See note 13 for further discussion on provisions related to tax positions.
Goodwill and impairment of non-financial assets
Any excess of the cost of the business combination over the Group’s interest in the net fair value of the
identifiable assets, liabilities and contingent liabilities is recognised in the Consolidated Statement of Financial
Position as goodwill and is not amortised.
After initial recognition, goodwill is stated at cost less any accumulated impairment losses, with the carrying
value being reviewed for impairment at an operating segment level before aggregation, at least annually and
whenever events or changes in circumstances indicate that the carrying value may be impaired.
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Internally generated intangible assets and research and development
Expenditure on internally developed products is capitalised if it can be demonstrated that it is substantially
enhancing an asset and:
• It is technically feasible to develop the product for it to be sold;
• Adequate resources are available to complete the development;
• There is an intention to complete and sell the product;
• The Group is able to sell the product;
• Sale of the product will generate future economic benefits; and
• Expenditure on the project can be measured reliably.
In accordance with IAS 38 Intangible Assets, expenditure incurred on research and development is distinguished
as either related to a research phase or to a development phase. Development expenditure not satisfying the
above criteria and expenditure on the research phase of internal projects is recognised in the Consolidated
income statement as incurred.
Development expenditure is capitalised and amortised within administrative expenses on a straight-line
basis over its useful economic life between 3 to 5 years from the date the intangible asset goes into use. The
amortisation expense is included within administrative expenses in the Consolidated income statement.
All advanced research phase expenditure is charged to the income statement. For development expenditure,
this is capitalised as an internally generated intangible asset, only if it meets the criteria noted above. The Group
has contractual commitments for development costs of $nil (2021: $nil).
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Notes to the consolidated financial statements continued
4. Significant accounting policies continued
Acquired intellectual property rights and patents
Intellectual property rights comprise assets acquired, being external costs, relating to know-how, patents, and
licences. These assets have been capitalised at the fair value of the assets acquired and are amortised within
administrative expenses on a straight-line basis over their estimated useful economic life of 5 to 7 years.
Financial assets
The Group classifies all its financial assets into one of the following categories, depending on the purpose for
which the asset was acquired. The Group’s accounting policy for each category is as follows:
• Trade and loan receivables: Trade receivables are initially recognised by the Group and carried at original invoice
amount less an allowance for any uncollectible or impaired amounts. Under IFRS 9, the Group applies the simplified
approach to measure the loss allowance at an amount equal to the lifetime expected credit losses for trade
receivables. At the year end, the Group and Company assessed this provision to be immaterial. Trade receivables are
also specifically impaired where there are indicators of significant financial difficulties for the counterparty or there is
a default or delinquency in payments. Loan receivables are non-derivative financial assets with fixed or determinable
payments that are not quoted in an active market. They arise principally through the provision of goods and services
to customers (trade receivables), but also incorporate other types of contractual monetary asset.
• Cash and cash equivalents in the statement of financial position comprise cash at bank, cash in hand and
short-term deposits with an original maturity of three months or less. Bank overdrafts that are repayable on
demand and form an integral part of the Group’s cash management are included as a component of cash and
cash equivalents for the purposes of the consolidated statement of cash flow.
Financial liabilities
The Group treats its financial liabilities in accordance with the following accounting policies:
• Trade payables, accruals and other short-term monetary liabilities are recognised at fair value and subsequently
at amortised cost.
• Bank borrowings and leases are initially recognised at fair value net of any transaction costs directly attributable
to the issue of the instrument. Such interest-bearing liabilities are subsequently measured at amortised
cost using the effective interest rate method, which ensures that any interest expense over the period to
repayment is at a constant rate on the balance of the liability carried in the statement of financial position.
‘Interest expense’ in this context includes initial transaction costs and premiums payable on redemption,
as well as any interest payable while the liability is outstanding. For loan modifications the Group assesses
if the loan can be prepaid without significant penalty and if so no gain or loss is recognised in the income
statement at the date of the modification.
Employee benefit trust (EBT)
As the Company is deemed to have control of its EBT, it is treated as a subsidiary and consolidated for the
purposes of the consolidated financial statements and the Company has elected to consolidate within the
Company balance sheet. The EBT’s assets (other than investments in the Company’s shares), liabilities, income,
and expenses are included on a line-by-line basis in the consolidated financial statements. The EBT’s investment
in the Company’s shares is deducted from equity in the consolidated and Company statements of financial
position as if they were treasury shares.
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IFRS 16 Leases
The Group assesses whether a contract is or contains a lease. Under IFRS 16, a contract is, or contains, a lease if the
contract conveys a right to control the use of an identified asset for a period of time in exchange for consideration.
As a lessee
The Group leases commercial office space. The Group has elected not to recognise right of use assets and lease
liabilities for some leases of low value. The Group recognises the lease payments associated with these leases as
an expense on a straight-line basis over the lease term.
The Group recognises a right-of-use asset and lease liability at the lease commencement date.
The right of use asset and lease liability are initially measured at the present value of the lease payments that are
not paid at the commencement date, discounting using the Group’s incremental borrowing rate. Subsequently the
right of use asset is adjusted for impairment losses and adjusted for certain remeasurements of the lease liability.
The lease liability is subsequently increased by the interest cost on the lease liability and decreased by lease
payments made. It is remeasured when there is a change in future lease payments arising from a change in an
index or rate, a change in the estimate of the amount expected to be payable under a residual value guarantee,
or as appropriate, changes in the assessment of whether a purchase or extension option is reasonably certain to
be exercised or a termination option is reasonably certain not to be exercised.
The Group has applied judgement to determine the lease term for some lease contracts that include renewal
options. The assessment of whether the Group is reasonably certain to exercise such options impacts the lease
term, which significantly affects the amount of lease liabilities and right of use assets recognised.
For further details on the Group’s leases see note 29.
5. Functional and presentation currency
The presentation currency of the Group is US dollars (USD) in round thousands. Items included in the financial
statements of each of the Group’s entities are measured in the functional currency of each entity. The Group
used the local currency as the functional currency, including the parent Company, where the functional
currency is sterling. The Group’s choice of presentation currency reflects its significant dealings in that currency.
6. Critical judgments and key sources of estimation uncertainty
In preparing these consolidated financial statements, the Group makes judgements, estimates and assumptions
concerning the future that impact the application of policies and reported amounts of assets, liabilities, income
and expenses.
The resulting accounting estimates calculated using these judgements and assumptions are based on historical
experience and expectations of future events and may not equal the actual results. Estimates and underlying
assumptions are reviewed on an ongoing basis, and revisions to estimates are recognised prospectively.
The judgements and key sources of assumptions and estimation uncertainty that have a significant effect on the
amounts recognised in the financial statements are discussed below.
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Financial Statements
Notes to the consolidated financial statements continued
7. Financial risk management
Overview:
The Group’s use of financial instruments exposes it to a number of risks, including:
• Liquidity risk;
• Interest rate risk;
• Credit risk; and,
• Market risk.
This note presents information about the Group’s exposure to each of the above risks and the Group’s policies
and processes for measuring and managing these risks. The risks, for both the Group and the parent Company,
are managed centrally following Board-approved policies, and by regularly monitoring the business and
providing ongoing forecasts of the impact on the business. The Group operates a centralised treasury function
in accordance with Board-approved policies and guidelines covering funding and management of foreign
exchange exposure and interest rate risk. Transactions entered into by the treasury function are required to be in
support of, or as a consequence of, underlying commercial transactions.
Other than short-term trade receivables and trade payables that arise directly from operations, as detailed in
notes 20 and 21, the Group’s financial instruments comprise cash, borrowings, and leases. The fair values of these
instruments are not materially different to their book values. The objective of holding financial instruments is to
finance the Group’s operations and manage related risks.
Liquidity risk
The Group closely monitors its access to bank and other credit facilities in comparison to its outstanding
commitments to ensure it has sufficient funds to meet its obligations as they fall due. The Group finance
function produces regular forecasts that estimate the cash inflows and outflows for the next 12 months, so that
management can ensure that sufficient financing is in place as it is required. The Group’s objective is to maintain
a balance between continuity of funding and flexibility through the use of banking arrangements in place.
6. Critical judgments and key sources of estimation uncertainty continued
Judgements
Information about judgements made in applying accounting policies that have the most significant effects on
the amounts recognised in these consolidated financial statements are below:
Capitalised development costs
The Group capitalises development costs in line with IAS 38 Intangible Assets. Management applies judgement
in determining if the costs meet the criteria and are therefore eligible for capitalisation at the outset of a project,
$2.16m has been capitalised on new projects during 2022 (2021: $0.72m). Significant judgements include
the determination that assets have been substantially enhanced, the technical feasibility of the development,
recoverability of the costs incurred, and economic viability of the product and potential market available
considering its current and future customers. See internally generated intangible assets and research and
development within note 4 for details on the Group’s capitalisation and amortisation policies, and Intangible
Assets, note 16, for the carrying value of capitalised development costs
Deferred tax asset on US losses and tax credits
The Group has recognised a deferred tax asset of $9.4m (2021: $11.4m) which comprises $6.6m of US losses (with
an indefinite carry forward period) and $2.6m of US tax credits (with 20-year expiry dates ranging from 2035 to
2040). The recognition of these assets is based on the expected profitability of the US entities using the Group’s
5-year Board approved forecasts and risk adjusted profitability reducing annually by 10%, which indicates that
the losses would be utilised over a 3-year period and the US tax credits over 4 years. According to the enacted
legislation, these losses can only be used to offset 80% of the taxable income. Tax credits can be used to offset a
current income tax liability greater than $25K up to 75% of the liability. The key inputs are not sensitive to plausible
changes in the assumptions, a further 10% risk adjustment as modelled across the said forecast period resulted
in US losses and credits being utilised over the same periods as mentioned above. In addition to the expected
profitability of the US entities. The said losses and credits were assessed under guidelines established under section
382 of the current US tax legislation, which sets out that losses are restricted if there is deemed to have been an
ownership change of greater than 50% over the assessment period. This assessment concluded the ownership
change was below 50% and there is no restriction on the losses and credits availability for use. This assessment will
need to be conducted on an annual basis to determine if any restriction is required.
Assumptions and estimation uncertainties
Information about assumptions and estimation uncertainties that have a significant risk of resulting in material
adjustments in the following year are:
Useful economic lives of capitalised development costs
The Group amortises its capitalised development costs over 3 to 5 years as this has been deemed by management
to be the best reflection of the lifecycle of their technology. If this useful economic life estimate were to be 4
or 6 years, the impact on the current year amortisation would be $1,604k higher and $858k lower respectively.
Management review this estimate each year to ensure it is reflective of the technologies being developed.
In September 2022, management’s review of the useful economic lives of certain capitalised development projects
resulted in amendments to reduce their remaining estimated useful life. The amortisation charge recognised over
these projects of $6,698k in FY22 would have been $919k lower had this review not been performed.
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Financial Statements
Notes to the consolidated financial statements continued
The Group would normally expect that sufficient cash is generated in the operating cycle to meet the
contractual cash flows as disclosed above through effective cash management.
Interest rate risk
The Group’s interest rate risk arises mainly from interest on its bank loan facility, which is currently undrawn,
which is subject to a floating interest rate. The Group regularly reviews its funding arrangements to ensure they
are competitive with the marketplace.
The table below shows the Group’s and Company’s financial assets and liabilities that could be affected by the
fluctuation in interest rates split by those bearing fixed and floating rates and those that are non-interest bearing:
31 December 2022
Group
Financial assets – trade
and other receivables
Cash
Total
Company
Financial assets – trade
and other receivables
Cash
Total
Note
20
20
Fixed rate
$000
Floating rate
$000
Non-interest
bearing
$000
Total assets
$000
Total liabilities
$000
–
56
56
–
56
56
–
–
–
–
–
–
24,711
64,607
89,318
24,711
64,663
89,374
7,268
15,556
22,824
7,268
15,612
22,880
–
–
–
–
–
–
7. Financial risk management continued
Maturity analysis
The following table analyses the Group’s liabilities on a contractual gross basis based on amount outstanding
at the balance sheet date up to date of maturity:
31 December 2022
Group
Financial liabilities
Leases
Total
Company
Financial liabilities
Leases
Total
31 December 2021
Group
Financial liabilities (Restated)
Leases
Total
Company
Financial liabilities (Restated)
Leases
Total
Less than 6
months
$000
Between
6 months and
1 year
$000
Between 1 and
5 years
$000
Over 5
Years
$000
21,693
258
21,951
12,529
78
12,607
–
259
259
–
78
78
–
821
821
–
253
253
–
–
–
–
–
–
Less than 6
months
$000
Between
6 months and
1 year
$000
Between 1 and
5 years
$000
Over 5
Years
$000
19,358
603
19,961
6,514
88
6,602
–
614
614
–
88
88
–
2,971
2,971
–
457
457
–
–
–
–
–
–
Note
21
29
21
29
Note
21
29
21
29
Total
$000
21,693
1,338
23,031
12,529
409
12,938
Total
$000
19,358
4,188
23,546
6,514
633
7,147
Prior year restatement of financial liabilities
The Group and Company reported prior year financial liabilities figure of $14.0m and $5.7m respectively have been restated to include accruals of $5.4m
and $0.8m correspondingly where there is an obligation for them to be cash settled.
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Financial Statements
Financial Statements
Notes to the consolidated financial statements continued
7. Financial risk management continued
31 December 2021
Group
Financial assets – trade
and other receivables
Cash
Total
Company
Financial assets – trade
and other receivables
Cash
Total
Note
20
20
Fixed rate
$000
Floating rate
$000
Non-interest
bearing
$000
Total assets
$000
Total liabilities
$000
–
10,220
10,220
–
9,472
9,472
–
–
–
–
–
–
15,942
53,830
69,772
6,069
8,726
14,795
15,942
64,050
79,992
6,069
18,198
24,267
–
–
–
–
–
–
Credit risk exposure
Credit risk predominantly arises from trade receivables, contract assets, cash and cash equivalents, and deposits
with banks. Credit risk is managed on a Group basis. External credit checks are obtained for larger customers. In
addition, the credit quality of each customer is assessed internally before accepting any terms of trade. Internal
procedures take into account a customer’s financial position, their reputation in the industry, and past trading
experience. As a result, the Group’s exposure to bad debts is generally not significant due to the nature of its
trade and relationships with customers.
Indeed, the Group, having considered the potential impact of its exposure to credit risk, and having due regard
to both the nature of its business and customers, do not consider this to have a materially significant impact
to the results. Credit risk also arises from cash and cash equivalents and deposits with banks and financial
institutions that have acceptable credit ratings.
Financial assets – trade and other
receivables
Contract assets
Cash
Estimated irrecoverable amounts
Note
20
9
28
20
Group
2022
$000
25,289
4,008
64,663
(578)
93,382
2021
$000
16,369
3,989
64,050
(427)
83,981
Company
2022
$000
7,868
674
15,612
(600)
23,554
2021
$000
6,436
944
18,198
(367)
25,211
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accesso Technology Group plc | Annual Report & Accounts 2022
The maximum exposure is the carrying amount as disclosed in trade and other receivables. The average credit
period taken by customers is 53 days (2021: 46 days). The allowance for estimated irrecoverable amounts has
been made based upon the knowledge of the financial circumstances of individual trade receivables at the
balance sheet date. The Group holds no collateral against these receivables at the balance sheet date.
No expected credit losses have been recognised on contract assets as these are not considered material.
The following table provides an analysis of trade and other receivables that were past due at 31 December 2022
and 31 December 2021, but against which no provision has been made. The Group believes that the balances are
ultimately recoverable based on a review of past payment history and the current financial status of the customers.
Up to 3 months
3 to 6 months
Group
Company
2022
$000
6,032
773
6,805
2021
$000
2,920
388
3,308
2022
$000
2,749
429
3,178
2021
$000
499
126
625
Capital risk management
The Group and Company considers their capital to comprise its ordinary share capital, share premium, own
shares held in trust, accumulated retained earnings and borrowings as disclosed in the Consolidated and
Company statement of financial position. Further details of the Group’s and Company’s borrowing facilities are
included in note 22. The Group and Company manage their capital structure in the light of changes in economic
conditions and financial markets generally and regularly evaluates its compliance with covenants applicable to
their borrowing facilities.
The Group’s and Company’s objectives when managing capital are to safeguard their ability to continue
as a going concern in order to provide returns for current and future shareholders and benefits for other
stakeholders, and to maintain an optimal capital structure to minimise the cost of capital. In order to maintain or
adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders, return capital
to shareholders, issue new shares, or increase or reduce debt.
The Group and Company do not seek to maintain any specific debt to capital ratio but considers investment
opportunities on their merits and funds them in what it considers to be the most effective manner.
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Notes to the consolidated financial statements continued
The Group’s virtual queuing solution (accesso LoQueue) and experience management platform (The Experience
Engine ‘TE2’) are headed by segment managers who discuss the operating activities, financial results, forecasts
and plans of their respective segments with the CODM. These two distinct operating segments share similar
economic characteristics, expected long term financial performance, customers and markets; the products are
heavily bespoke, technology and software intensive in their delivery and are directly targeted at improving a
guest’s experience of an attraction or entertainment venue, whilst providing cross-selling opportunities and
increased revenues to the venues. Management therefore conclude that they meet the aggregation criteria.
The Group’s assets and liabilities are reviewed on a Group basis and therefore segmental information is not
provided for the statements of financial position of the segments.
The CODM monitors the results of the operating segments prior to charges for interest, depreciation, tax,
amortisation and non-recurring items but after the deduction of capitalised development costs. The Group has a
significant amount of central unallocated costs which are not segment specific. These costs have therefore been
excluded from segment profitability and presented as a separate line below segment profit.
The following is an analysis of the Group’s revenue and results from the continuing operations by reportable
segment which represents revenue generated from external customers.
Ticketing and Distribution
Guest Experience
Total revenue
2022
$000
95,256
44,474
139,730
2021
$000
75,930
48,864
124,794
7. Financial risk management continued
Foreign currency exposure
The Group is an international technology business and has transfer pricing arrangements in place to cover
funding arrangements, management costs and the exploitation of IP between Group companies. This results
in intercompany balances within the Group not denominated in the operating or ‘functional’ currency of the
Group companies. If the currency markets were 5% stronger, this would result in settlement of these balances
at a loss of $866,070 for Group and loss of $460,539 for Company. If the currency markets were 5% weaker, this
would result in settlement of these balances at a gain of $824,828 for Group and gain of $438,609 for Company.
The Group manages risk by its subsidiaries matching revenue and expenditure in their local currency wherever
possible. The Group tries to keep foreign intercompany balances as low as possible to avoid translation
adjustments. Given the nature of the Group’s operations and their management of foreign currency exposure,
they limit the potential downside risk as far as practicably possible.
Fair value measurement
The Group or Company do not have any level 2 or 3 financial assets or liabilities that have unobservable inputs
that require disclosure.
8. Business and geographical segments
Segmental analysis
The Group’s operating segments under IFRS have been determined with reference to the financial information
presented to the Board of Directors. The Board of the Group is considered the Chief Operating Decision Maker
(“CODM”) as defined within IFRS 8, as it sets the strategic goals for the Group and monitors its operational
performance against this strategy.
The Group’s Ticketing and Distribution operating segment comprises the following products:
• accesso Passport ticketing suite using our hosted proprietary technology offering to maximise up selling, cross
selling and selling greater volumes.
• accesso Siriusware software solutions providing modules in ticketing & admissions, memberships, reservations,
resource scheduling, retail, food service, gift cards, kiosks and eCommerce.
• The accesso ShoWare ticketing solution for box office, online, kiosk, mobile, call centre and social media sales.
• Ingresso operate a consolidated distribution platform which connects venues and distributors, opening up a
larger global channel for clients to sell their event, theatre and attraction tickets.
• The recently acquired point of sale system enabling modules in food and beverage, retail, eCommerce via
kiosk or mobile through a multi-tenanted hosted solution.
The Group’s Guest Experience operating segment comprises the following aggregated segments:
• accesso LoQueue providing leading edge virtual queuing solutions to take customers out of line, improve
guest experience and increase revenue for theme parks.
• The Experience Engine (“TE2”) experience management platform which delivers personalised real time
immersive customer experiences at the right time elevating the guest’s experience and loyalty to the brand.
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Financial Statements
Financial Statements
Notes to the consolidated financial statements continued
8. Business and geographical segments continued
Segmental analysis continued
Ticketing and
Distribution
$000
95,256
(19,437)
–
75,819
Guest Experience
$000
44,474
(15,947)
–
28,527
Central
unallocated costs
$000
–
(386)
(78,155)
(78,541)
Year ended 31 December 2022
Revenue*
Cost of sales
Central unallocated administrative expenses
Cash EBITDA1
Capitalised development spend
Depreciation and amortisation
(excluding acquired intangibles)
Amortisation related to acquired intangibles
Impairment of intangible assets
Share-based payments
Exceptional costs relating to IP acquisition
Finance income
Finance expense
Profit before tax
Year ended 31 December 2021
Revenue*
Cost of sales
Central unallocated administrative expenses
Cash EBITDA1
Ticketing and
Distribution
$000
75,930
(13,330)
–
62,600
Guest Experience
$000
48,864
(14,532)
–
34,332
Central
unallocated costs
$000
–
(539)
(68,255)
(68,794)
Group
$000
139,730
(35,770)
(78,155)
25,805
2,155
(10,744)
(1,667)
(32)
(2,629)
(137)
232
(566)
12,417
Group
$000
124,794
(28,401)
(68,255)
28,138
Capitalised development spend
Depreciation and amortisation
(excluding acquired intangibles)
Amortisation related to acquired intangibles
Share-based payments
Reversal of impairment of intangible assets
Finance income
Finance expense
Profit before tax
Cash EBITDA is calculated as operating profit before the deduction of amortisation, impairment of intangible assets, depreciation, acquisition costs,
1
deferred and contingent payments, and costs related to share-based payments but after capitalised development costs.
(12,183)
(2,371)
(2,490)
1,707
39
(1,450)
12,110
720
*
This disclosure has been enhanced to include the information presented to the Chief Operating Decision Maker; being revenue and gross profit at a
reportable segmental level. In the prior year this disclosure reconciled cash EBITDA to profit before tax without reference to the associated revenue and
cost of sales.
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The segments will be assessed as the Group develops and continues to make acquisitions.
An analysis of the Group’s external revenues and non-current assets (excluding deferred tax) by geographical
location are detailed below:
UK
Other Europe
Australia/South Pacific/Asia
USA*
Canada*
Mexico*
Other Central and South America*
Revenue
Non-current assets
2022
$000
27,077
6,318
6,772
92,561
3,518
2,865
619
139,730
2021
$000
17,118
3,251
4,537
96,038
2,644
1,050
156
124,794
2022
$000
22,833
7
44
90,050
–
30
39
113,003
2021
$000
24,826
18
109
100,306
13
22
83
125,377
*
This disclosure has been enhanced to present disaggregated revenue and non-current assets for the USA and Mexico in 2021. USA and Canada were
previously disclosed as a combined total. Mexico was previously disclosed aggregated with Other Central and South America.
Revenue generated in each of the geographical locations is generally in the local currency of the venue or
operator based in that location.
Major customers
The Group has entered into agreements with theme parks, theme park groups, and attractions to operate
its technology in single or multiple theme parks or attractions within the theme park group.
There are two park and attraction operators with which the Group has contractual relationships with combined
segmental revenues in excess of 10% of the total Group revenue. The first park operator accounted for $7.0m
(2021: $10.1m) of Ticketing and Distribution revenue and for $17.1m (2021: $25.2m) of Guest Experience
revenue. The second park and attractions operator accounted for $13.9m (2021: $11.0m) of Ticketing and
Distribution revenue and for $5.5m (2021: $3.8m) of Guest Experience revenue.
Another customer within the Guest Experience segment accounted for $9.9m of Group revenue in 2022
(2021: $9.3m).
9. Revenue
Revenue primarily arises from the operation and licensing of virtual queuing solutions, the development and
application of eCommerce ticketing, professional services, and licence sales in relation to point-of-sale and guest
management software and related hardware. All revenue of the Group is from contracts with customers.
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Notes to the consolidated financial statements continued
9. Revenue continued
Disaggregated revenue
The Group has disaggregated revenue into various categories in the following table which is intended to depict
the nature, amount, timing and uncertainty of revenue recognition and to enable users to understand the
relationship with revenue segment information provided in note 8.
Contract balances
The following tables provide information about contract assets arising from contracts with customers.
Non current
$000
375
Group
Current
$000
3,614
Company
Total
$000
Non current
$000
Current
$000
3,989
Year ended 31 December 2022
Year ended 31 December 2021
At 31 December 2021
At 31 December 2022
314
3,694
4,008
Breakdown of contract assets at 31 December 2022
Accrued income
Contract commissions
Breakdown of contract assets at 31 December 2021
Accrued income
Contract commissions
Capitalised contract costs
19
57
925
617
Group
$000
3,463
545
4,008
Group
$000
3,469
481
39
3,989
Total
$000
944
674
Company
$000
594
80
674
Company
$000
909
35
–
944
The contract assets primarily relate to the Group’s rights to consideration for licence fees or professional
services recognised but not billed. The contract assets are transferred to receivables when the rights become
unconditional. This occurs when the Group issues an invoice to the customer in line with the contractually
agreed terms and does not relate purely to the passage of time. The Group also capitalises commissions paid
in connection with obtaining a contract and recognises the expense over the term of the agreement, testing
for impairment annually.
Primary geographic markets
UK
Other Europe
Australia/South Pacific/Asia
USA*
Canada*
Mexico*
Other Central and South America*
Product type
Licence fees
Support and maintenance
Platform fees
Virtual queuing
Ticketing and eCommerce
Professional services
Hardware
Other
Ticketing and
Distribution
$000
Guest
Experience
$000
Group
$000
Ticketing and
Distribution
$000
Guest
Experience
$000
24,636
3,085
4,797
56,285
3,216
2,618
619
95,256
2,749
7,122
–
–
77,795
3,070
1,384
3,136
95,256
2,441
3,233
1,975
36,276
302
247
–
44,474
–
–
3,007
28,179
12
12,918
50
308
44,474
27,077
6,318
6,772
92,561
3,518
2,865
619
139,730
2,749
7,122
3,007
28,179
77,807
15,988
1,434
3,444
139,730
14,939
1,443
3,219
52,915
2,429
829
156
75,930
2,162
7,281
–
62,587
1,555
1,265
1,080
75,930
2,179
1,808
1,318
43,123
215
221
–
48,864
–
–
2,592
32,888
23
11,914
1,439
8
48,864
Group
$000
17,118
3,251
4,537
96,038
2,644
1,050
156
124,794
2,162
7,281
2,592
32,888
62,610
13,469
2,704
1,088
124,794
Timing of transfer of goods and services
Point in time licence fees
Point in time virtual queuing/ticketing/
hardware/other
Over time maintenance, support,
platform fees and professional services
2,749
–
2,749
2,162
–
2,162
82,315
28,549
110,864
64,932
34,358
99,290
10,192
95,256
15,925
44,474
26,117
139,730
8,836
75,930
14,506
48,864
23,342
124,794
Revenue included within point in
time licence fees above related to the
1,135
exercise or lapse of renewal rights
* This disclosure has been enhanced to present disaggregated revenue for the USA and Mexico in 2021. USA and Canada were previously disclosed as a
2,144
2,144
1,135
–
–
combined total. Mexico was previously disclosed aggregated with Other Central and South America.
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Financial Statements
Financial Statements
Notes to the consolidated financial statements continued
9. Revenue continued
Contract balances continued
The following tables provide information about contract liabilities arising from contracts with customers.
At 31 December 2021
Non current
$000
914
Group
Current
$000
8,063
Total
$000
8,977
Non current
$000
22
Company
Current
$000
277
At 31 December 2022
616
4,920
5,536
5
203
Total
$000
299
208
Transfers of contract liabilities to revenue during the period were $9.0m Group, Company $271k (2021 – $8.6m
Group, Company $386k).
The contract liabilities primarily relate to support and maintenance services to be provided for ticketing software
licences and guest management software, where the revenue is recognised over the terms of the agreements.
The remaining balance of contract liabilities consists of material rights customers of the Group’s ticketing
software receives at the time the contract is signed for right to use software licences, which allows them to
renew at a discount in subsequent years. Refer to item (b) the Group’s revenue recognition policy table in note 4
covering software licences and the related maintenance and support revenue. The revenue is recognised when
the customer renews over the term of the contract or 5 years for contracts that do not have a term.
No revenue was recognised in the period ended 31 December 2022 or 2021 from performance obligations
satisfied (or partially satisfied) in previous periods.
Remaining performance obligations
No information is provided about remaining performance obligations at 31 December 2022 or 2021 that have
an original expected duration of one year or less, as allowed by IFRS 15.
The amount of revenue that will be recognised in future periods on contracts with material rights over future
discounted licence fees is analysed as follows:
Material rights over discounted licence fee renewal
31 December 2022
31 December 2021
Less than
1 year
$000
482
Between 1 and
5 years
$000
591
Less than
1 year
$000
865
Between 1 and
5 years
$000
871
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10. Employees and Directors
Wages and salaries
Social security costs
Defined contribution pension costs
Share-based payment transactions
Headcount
The average monthly number of employees during the year was made up as follows:
Operations
Research & development
Sales & marketing
Finance & administration
Seasonal staff
2022
$000
51,203
4,102
1,662
2,629
59,596
2022
185
297
41
45
397
965
2021
$000
43,295
3,494
1,607
2,490
50,886
2021
172
259
38
44
311
824
Key management compensation
The key management of the Company in 2022 and 2021 are considered to be the Executive Directors, Non-
Executive Directors and the Chief Executive’s direct reports, being the Senior Vice Presidents of Engineering,
Product and HR, the Vice President of POS Solutions, the President of Operations and the Chief Commercial
Officer. Their remuneration is as follows:
Salary
Fees*
Bonus
Short term non-monetary benefits
Contribution to retirement scheme
Employer’s social security costs
Share-based payments
2022
$000
2,206
374
1,944
115
69
74
1,855
6,637
2021
(Restated)*
$000
1,974
376
1,385
102
55
63
1,733
5,688
*
Restated to include the fees paid to the Non-Executive Directors of $0.37m (2021: $0.38m). These were previously disclosed within the Director’s
remuneration report on page 39, but not included within key management compensation.
Directors’ emoluments, details of share options exercised and outstanding, and pension contribution are disclosed
on page 39 in the Directors’ remuneration report and form part of these audited financial statements. In respect of
Directors’ remuneration, the disclosures required by Schedule 5 to Large and Medium-sized Companies and Groups
(Accounts and Reports) Regulations 2008 are included in the detailed disclosures in the Directors’ remuneration report.
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Notes to the consolidated financial statements continued
11. Expenses by nature
Park operating costs
Server costs (cost of goods sold)
Server costs (admin expenses)
Hardware equipment (cost of goods sold)
Commissions costs paid to distributors
Direct to consumer marketing spend (costs of goods sold)
Professional services wages and salaries (not included in note 10)
Contract labour
Other employee related costs
Depreciation – owned assets
Depreciation – right of use assets
Amortisation of intangible assets
Impairment/(Reversal of impairment) of intangible assets
Foreign exchange (gain)/loss
2022
$000
9,341
1,933
961
1,718
11,109
1,700
5,594
3,556
4,463
1,227
773
10,411
32
(272)
2021
$000
8,214
2,136
459
1,051
5,674
1,448
4,080
2,538
3,521
1,827
1,035
11,692
(1,707)
401
Auditor’s remuneration
During the period the following services were obtained from the Group’s auditor at a cost detailed below:
Fees payable to the Company’s auditors of the parent Company
and consolidated accounts
Fees payable to the Company’s auditors for the audit of subsidiaries
Audit services (Current auditors)
Fees payable to the Company’s auditors of the parent Company and
consolidated accounts
Fees payable to the Company’s auditors for the audit of subsidiaries
Audit services (Previous auditors)
12. Finance income and expense
The table below details the finance income and expense for the current and prior periods:
Park operating costs are incurred to deliver the Group’s virtual queuing system where there is a requirement
for the Group to provide onsite labour as well as other assistance in ensuring the software licence operates
as intended.
Server costs are split between cost of goods sold and administrative expenses. They represent the hosting costs
incurred that are either directly attributable to revenue generating activities or a Group overhead.
Other employee related costs include health insurance costs, professional development and recruitment.
Research and development gross spend*
Research and development capitalised to balance sheet (note 16)
Research and development recognised in operating profit
2022
$000
43,174
(2,155)
41,019
2021
$000
34,666
(720)
33,946
*
Research and development expenditure represents all costs incurred by the Group’s Engineering and Product functions. These costs include staff labour
as well as software related expenditure.
Finance income:
Bank interest received
Interest received from customers
Gain on forward FX contracts
Total finance income
Finance costs:
Bank interest
Amortisation of capitalised refinance costs
Lease (note 29)
Loss on forward foreign exchange contracts
Interest on accrued balances
Interest on sales tax accrual
Total finance costs
Net finance expense
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2022
$000
699
38
737
–
–
–
737
2022
$000
232
–
–
232
(308)
(253)
(190)
–
–
185
(566)
(334)
2021
$000
–
–
–
317
352
669
669
2021
$000
35
1
3
39
(485)
(316)
(280)
(194)
(175)
–
(1,450)
(1,411)
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Financial Statements
Financial Statements
Notes to the consolidated financial statements continued
13. Tax
The table below provides an analysis of the tax charge for the periods ended 31 December 2022 and
31 December 2021:
The differences between the actual tax charge for the period and the theoretical amount that would arise using
the applicable weighted average tax rate are as follows:
2022
$000
12,417
3,336
30
–
(195)
247
195
(967)
–
–
(141)
(144)
2,361
2021
$000
12,110
2,906
142
(11)
(179)
(243)
–
36
(12,619)
363
–
(303)
(9,908)
UK corporation tax
Current tax on income for the period
Adjustment in respect of prior periods
Overseas tax
Current tax on income for the period
Adjustment in respect of prior periods
Total current taxation
Deferred taxation
Original and reversal of temporary difference – for the current period
Impact on deferred tax rate changes
Original and reversal of temporary difference – for the prior period
Total taxation charge/(benefit)
2022
$000
750
(40)
710
690
453
1,143
1,853
1,641
(967)
(166)
508
2,361
2021
$000
975
(49)
926
165
(9)
156
1,082
(10,889)
84
(185)
(10,990)
(9,908)
Profit/(loss) on ordinary activities before tax
Tax at United States tax rate of 26.87% (2021: 24%)
Effects of:
Expenses not deductible for tax purposes
Refunds received
Profit subject to foreign taxes at a lower marginal rate
Adjustment in respect of prior period – income statement
Share options
Impact of rate changes
Deferred tax on US losses (recognised)
Recognition of uncertain tax positions
Research and Development credits utilised
Other
Total taxation charge/(benefit)
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Financial Statements
Notes to the consolidated financial statements continued
13. Tax continued
Deferred taxation
Group
At 31 December 2020
Credited to income
Credited directly to equity
Foreign currency translation
At 31 December 2021
(Charged)/credited to income
Credited directly to equity
Foreign currency translation
At 31 December 2022
Company
At 31 December 2020
Charged to income
Credited directly to equity
Foreign currency translation
Netted against the asset
At 31 December 2021
Charged to income
Credited directly to equity
Foreign currency translation
Netted against the asset
At 31 December 2022
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The following table summarises the recognised deferred tax asset and liability:
Asset
$000
Liability
$000
7,701
(7,580)
7,651
921
(13)
16,260
(1,404)
448
(25)
15,279
–
9
18
–
(27)
–
22
(18)
(9)
5
–
3,339
–
5
(4,236)
896
–
46
(3,294)
(605)
238
–
4
27
(336)
134
–
44
(5)
(163)
Group
Recognised asset
Tax relief on unexercised employee share options
Short-term timing differences
Net operating losses & tax credits
S163(j) US interest disallowance
Deferred tax asset
Recognised liability
Capital allowances in excess of depreciation
Short-term timing differences
Business combinations
Deferred tax liability
Company
Recognised asset
Tax relief on unexercised employee share options
Short-term timing differences
Offset against Company deferred tax asset
Deferred tax asset
Recognised liability
Capital allowances in excess of depreciation
Short-term timing differences
Offset against Company deferred tax asset
Deferred tax liability
Group
Unrecognised asset
Net operating losses and available tax credits – US
Unrecognised deferred tax asset
2022
$000
2021
$000
3,034
2,682
9,563
–
15,279
(204)
(1,025)
(2,065)
(3,294)
57
28
(85)
–
(248)
–
85
(163)
–
–
2,042
2,767
11,445
6
16,260
(1,399)
(935)
(1,902)
(4,236)
68
22
(90)
–
(426)
–
90
(336)
–
–
The tax rate in the US rate remained at 21%, before state taxes. Deferred tax assets and liabilities were measured
at a rate 21% (2021: 21%) plus state taxes in the US.
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Governance
Financial Statements
Financial Statements
Notes to the consolidated financial statements continued
Ongoing tax assessments and related tax risks
The Group has undertaken a review of potential tax risks and current tax assessments, and whilst it is not
possible to predict the outcome of any current or future tax enquiries, adequate provisions are considered to
have been included in the Group accounts to cover any expected estimated future settlements.
In common with many international groups operating across multiple jurisdictions, certain tax positions taken
by the Group are based on industry practice and external tax advice or are based on assumptions and involve a
degree of judgement. It is considered possible that tax enquiries on such tax positions could give rise to material
changes in the Group’s tax provisions.
The Group is consequently, from time to time, subject to tax enquiries by local tax authorities and certain tax
positions related to intercompany transactions may be subject to challenge by the relevant tax authority.
The Group has recognised provisions where it is not probable that tax positions taken will be accepted, totalling
$0.9m (2021: $0.9m) in relation to availability of international R&D claims.
The US losses recognised in the year were assessed under the section 382 US tax legislation to validate they
can be utilised. This assessment will need to be conducted on an annual basis to determine if any restriction
is required.
14. Result of parent Company
As permitted by Section 408 of the Companies Act 2006, the profit and loss account of the parent Company is
not presented as part of these financial statements. The parent Company’s profit for the financial year ended 31
December 2022 was $1.01m (2021: profit of $19.1m).
13. Tax continued
Deferred taxation continued
An increase in the UK corporation rate from 19% to 25% (effective 1 April 2023) was substantively enacted on
24 May 2021. This will increase the Company’s future current tax charge accordingly. The deferred tax assets and
liabilities at 31 December 2022 have been calculated based on these rates, reflecting the expected timing of
reversal of the related temporary and timing differences (2021: 25%).
There are no material unrecognised deferred tax assets.
The critical assumptions used in the assessment for the recognition of the deferred tax asset on US losses and
available tax credits are discussed in note 6.
Taxation and transfer pricing
The Group is an international technology business and, as such, transfer pricing arrangements are in place to
cover funding arrangements, management costs and the exploitation of IP between Group companies. Transfer
prices and the policies applied directly affect the allocation of Group-wide taxable income across a number
of tax jurisdictions. While transfer pricing entries between legal entities are on an arm’s length basis, there is
increasing scrutiny from tax authorities on transfer pricing arrangements. This could result in the creation of
uncertain tax positions.
The Group provides for anticipated risks, based on reasonable estimates, for tax risks in the respective countries
in which it operates. The amount of such provisions can be based on various factors, such as experience with
previous tax audits and differing interpretations of tax regulations by the taxable entity and the responsible
authority. Uncertainties exist with respect to the evolution of the Group following international acquisitions
holding significant IP assets, interpretation of complex tax regulations, changes in tax laws, and the amount and
timing of future taxable income.
Given the wide range of international business relationships and the long-term nature and complexity of
existing contractual agreements, differences arising between the actual results and the assumptions made,
or future changes to such assumptions, could necessitate future adjustments to tax income and expense
already recorded.
Uncertainties in relation to tax liabilities are provided for within income tax payable to the extent that it is
considered probable that the Group may be required to settle a tax liability in the future. Settlement of tax
provisions could potentially result in future cash tax payments; however, these are not expected to result in an
increased tax charge as they have been fully provided for in accordance with management’s best estimates of
the most likely outcomes.
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Financial Statements
Financial Statements
Notes to the consolidated financial statements continued
15. Earnings per share
Basic earnings per share is calculated by dividing the earnings attributable to ordinary shareholders by the
weighted average number of ordinary shares outstanding during the period. Own shares held by the Employee
Benefit Trust are eliminated from the weighted average number of shares.
Diluted earnings per share is calculated by dividing the net profit attributable to ordinary shareholders, after
adjustments for instruments that dilute basic earnings per share, by the weighted average of ordinary shares
outstanding during the period (adjusted for the effects of dilutive instruments).
Earnings for adjusted earnings per share, a non-GAAP measure, are defined as profit before tax before the
deduction of amortisation related to acquisitions, impairment of intangible assets, acquisition costs, deferred
and contingent consideration linked to continued employment, and costs related to share-based payments, less
tax at the effective rate on tax impacted items.
The table below reflects the income and share data used in the total basic, diluted, and adjusted earnings per
share computations.
Profit attributable to ordinary shareholders ($000)
Basic EPS
Denominator
Weighted average number of shares used in basic EPS (000s)
Basic earnings per share (cents)
Diluted EPS
Denominator
Weighted average number of shares used in basic EPS (000s)
Effect of dilutive securities
Options (000s)
Weighted average number of shares used in diluted EPS (000s)
Diluted earnings per share (cents)
2022
$000
2021
$000
10,056
22,018
41,196
24.41
41,240
53.39
41,196
1,692
42,888
23.45
41,240
1,552
42,792
51.45
Adjusted EPS
Profit attributable to ordinary shareholders ($000)
Adjustments for the period related to:
Amortisation relating to acquired intangibles from acquisitions
Impairment of intangible assets
Reversal of impairment of intangible assets
Share-based compensation and social security costs on unapproved options
Net tax related to the above adjustments (2022: 9.7%, 2021: 0.8%):
2022
$000
2021
$000
10,056
22,018
1,667
32
–
2,629
14,384
418
2,371
–
(1,707)
2,490
25,172
26
Adjusted profit attributable to ordinary shareholders ($000)
14,802
25,198
Adjusted basic EPS
Denominator
Weighted average number of shares used in basic EPS (000s)
Adjusted basic earnings per share (cents)
Adjusted diluted EPS
Denominator
Weighted average number of shares used in diluted EPS (000s)
Adjusted diluted earnings per share (cents)
41,196
35.93
41,240
61.10
42,888
34.51
42,792
58.88
No LTIP awards were excluded in the calculation of diluted EPS as at 31 December 2022. As at 31 December
2021, 37,583 LTIP awards were excluded because their exercise was contingent on the satisfaction of certain
criteria that had not been met.
78
accesso Technology Group plc | Annual Report & Accounts 2022
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Strategic Report
Governance
Governance
Financial Statements
Financial Statements
Notes to the consolidated financial statements continued
16. Intangible assets
The cost and amortisation of the Group’s intangible fixed assets are detailed in the following table:
Customer
relationships
& supplier
contracts
$000
Goodwill
$000
Trademarks
$000
Acquired
internally
developed
intellectual
property
$000
Patent
& IPR costs
$000
Development
costs
$000
Totals
$000
Cost
At 31 December 2020
117,511
18,314
1,841
53,037
783
74,563
266,049
Foreign currency translation
Additions
Disposals
At 31 December 2021
(135)
–
–
117,376
–
–
(4,737)
13,577
–
–
(1,372)
469
9
–
(28,620)
24,426
(4)
–
–
779
(53)
720
(17,932)
57,298
(183)
720
(52,661)
213,925
Foreign currency
translation
Additions
Disposals
At 31 December 2022
Amortisation/Impairment
At 31 December 2020
Foreign currency translation
Charged
Reversal of impairment
Disposal
At 31 December 2021
Foreign currency
translation
Charged
Impairment
Disposal
At 31 December 2022
(2,236)
–
–
115,140
–
–
–
13,577
–
–
–
469
–
–
–
24,426
(96)
1,140
(717)
1,106
(1,065)
2,155
(71)
58,317
(3,397)
3,295
(788)
213,035
17,403
14,158
1,837
51,547
671
50,930
136,546
–
–
–
17,403
–
–
–
–
17,403
–
882
(301)
(4,737)
10,002
–
1,183
–
–
11,185
–
1
–
(1,372)
466
9
1,490
(484)
(28,620)
23,942
(4)
28
–
–
695
(41)
9,291
(922)
(17,929)
41,329
(36)
11,692
(1,707)
(52,658)
93,837
–
1
–
–
467
–
484
–
–
24,426
(74)
198
–
(683)
136
(850)
8,545
32
(58)
48,998
(924)
10,411
32
(741)
102,615
Net book value
At 31 December 2022
97,737
2,392
At 31 December 2021
99,973
3,575
2
3
–
970
9,319
110,420
484
84
15,969
120,088
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accesso Technology Group plc | Annual Report & Accounts 2022
The cost and amortisation of the Company’s intangible fixed assets are detailed in the following table:
Cost
At 31 December 2020
Foreign currency translation
Additions
Disposals
At 31 December 2021
Foreign currency translation
Additions
Disposals
At 31 December 2022
Amortisation
At 31 December 2020
Foreign currency translation
Charged
At 31 December 2021
Foreign currency translation
Charged
Impairment
Disposals
At 31 December 2022
Net book value
At 31 December 2022
At 31 December 2021
Patent costs
$000
Development
costs
$000
Totals
$000
597
(4)
–
–
593
(88)
–
(415)
90
507
(4)
28
531
(80)
14
–
(403)
62
28
62
9,887
10,484
(76)
399
(3)
10,207
(1,070)
1,006
(59)
10,084
5,496
(73)
1,984
7,407
(843)
1,147
32
(59)
7,684
(80)
399
(3)
10,800
(1,158)
1,006
(474)
10,174
6,003
(77)
2,012
7,938
(923)
1,161
32
(462)
7,746
2,400
2,428
2,800
2,862
Capitalised development costs are not treated as a realised loss for the purpose of determining the Company’s
distributable profits as the costs meet the conditions requiring them to be treated as an asset in accordance
with IAS 38.
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Financial Statements
Financial Statements
Notes to the consolidated financial statements continued
16. Intangible assets continued
Impairment testing of goodwill
The Group is required to test, on an annual basis, whether goodwill has suffered any impairment or where
indicators of impairment exist. The recoverable amount is determined based on value-in-use calculations. The
use of this method requires the estimation of future cash flows and the determination of a discount rate in order
to calculate the present value of the cash flows. The goodwill balances of the Group are monitored and tested at
an operating segment level, further details on their composition are set out below.
The carrying amount of goodwill is allocated as follows:
Ticketing and Distribution (CGU1, 2, 3 and 6)*
accesso LoQueue (CGU5) **
2022
$000
69,235
28,500
97,735
2021
$000
71,473
28,500
99,973
*
Comprises accesso, LLC; Siriusware Inc; accesso Passport trading within Accesso Australia PTY Limited being CGU1; VisionOne Worldwide Limited & its
subsidiaries and accesso ShoWare trading within Accesso Australia PTY Limited being CGU2; Ingresso Group Limited & subsidiaries as CGU 3 and Lo-Q
Limited as CGU 6.
** Comprises the accesso LoQueue trading within accesso Technology Group plc, Lo-Q, Inc., Lo-Q Service Canada Inc and Accesso Australia PTY Limited as CGU 5.
The below table sets out the intangible asset impairments recorded within accesso LoQueue, The Experience
Engine and the Ticketing and Distribution segment:
2022
accesso
LoQueue
$000
2022
The
Experience
Engine
$000
2022
Ticketing
and
Distribution
$000
Intangible assets
Impairment of specific
development projects*
Impairment charge recorded
within administrative expense
–
32
32
–
–
–
–
–
–
2021
accesso
LoQueue
(Restated)*
$000
2021
The
Experience
Engine
(Restated)*
$000
2021
Ticketing
and
Distribution
$000
–
–
–
–
–
–
–
–
–
2022
Total
$000
–
32
32
2021
Total
$000
–
–
–
*
Restated to present accesso LoQueue (CGU 5) and The Experience Engine (CGU 4) separately. These were previously disclosed in 2021 aggregated as the
Guest Experience segment.
A review of all project development costs capitalised was performed at year end with $0.03m impairment
charges recorded.
The below table sets out the intangible asset impairments recorded within accesso LoQueue, The Experience
Engine and the Ticketing and Distribution segment:
2022
accesso
LoQueue
$000
2022
The
Experience
Engine
$000
2022
Ticketing
and
Distribution
$000
2021
accesso
LoQueue
(Restated)*
$000
2022
Total
$000
2021
The
Experience
Engine
(Restated)*
$000
2021
Ticketing
and
Distribution
$000
Intangible assets
Impairment of specific
development projects
Impairment (credit) recorded
within administrative expense
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
(785)
(922)
(1,707)
–
–
–
2021
Total
$000
(785)
(922)
(1,707)
*
Restated to present accesso LoQueue (CGU 5) and The Experience Engine (CGU 4) separately. These were previously disclosed in 2021 aggregated as the
Guest Experience segment.
The key assumptions used in the value in use calculations are as follows, note that CGU 4 and 6’s inputs are used
for the assessment of intangible assets other than goodwill:
2022
2021*
Pre-tax discount rate (%)
Ticketing and Distribution (CGU 1, 2, 3 & 6)**
The Experience Engine (CGU 4)
accesso LoQueue*** (CGU 5)
Average annual EBITDA growth rate during forecast period (average %)
Ticketing and Distribution (CGU 1, 2, 3 & 6)**
The Experience Engine (CGU 4)
accesso LoQueue*** (CGU 5)
Terminal growth rate (%)
Ticketing and Distribution (CGU 1, 2, 3 & 6)**
The Experience Engine (CGU 4)
accesso LoQueue*** (CGU 5)
Period on which detailed forecasts based (years)
Ticketing and Distribution (CGU 1, 2, 3 & 6)**
The Experience Engine (CGU 4)
accesso LoQueue*** (CGU 5)
16.6%
16.6%
16.8%
19.7%
10.2%
15.1%
2.0%
2.0%
2.0%
5
5
5
13.2%
13.3%
13.3%
2.0%
10.2%
7.2%
2.0%
2.0%
2.0%
5
5
5
*
**
Key assumptions were previously disclosed separately for each individual CGU. This has been amended to present as an average for the Ticketing and
Distribution segment (CGUs 1, 2, 3 & 6), which is the level at which the goodwill impairment assessment has been performed.
Comprises accesso, LLC; Siriusware, Inc.; VisionOne Worldwide Limited & its subsidiaries; Ingresso Group Limited & subsidiaries; accesso Passport/
accesso ShoWare trading within Accesso Australia PTY Limited and Lo-Q Limited (CGUs 1, 2, 3 and 6).
*** Comprises accesso LoQueue trading within accesso Technology Group plc; Lo-Q, Inc.; Lo-Q Service Canada Inc and Accesso Australia PTY Limited.
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Governance
Financial Statements
Financial Statements
Notes to the consolidated financial statements continued
16. Intangible assets continued
Impairment testing of goodwill
Operating margins have been based on experience, where possible, and future expectations in the light of
anticipated economic and market conditions. Growth rates beyond the formally budgeted period are based
on economic data pertaining to the industry and region concerned.
Pre-tax discount rate
The discount rates applied to all CGUs was a pre-tax measure estimated based on comparable listed company
gearing and capital structures, an equity risk premium and risk-free rate applicable to the country, small stock
premium relative to the market and size of business and an appropriate cost of debt relative to market conditions.
Reversal of impairment of The Experience Engine (‘TE2’) intangible assets –
Cash Generating Unit (‘CGU’) 4 as at 31 December 2021
As at 31 December 2021 the recoverable value of the TE2 CGU was significantly improved following a period
of strong trading, improved cost control and efficiency of the CGU. A review was conducted of the $29.2m of
intangible assets impaired in 2019, updated to 31 December 2021 based on their original useful economic
lives (periods of 2–5 years), to assess each category of asset to determine if they remain in existence and are
generating economic returns. As a result of this reassessment of the conditions as at 31 December 2021,
$0.9m of development costs, $0.3m of acquired customer relationships and $0.5m of acquired intellectual
property was reversed with a credit of $1.7m to administrative expense. The recoverable value of the CGU was
determined on a value in use basis using the assumptions and inputs noted above, the $1.707m reversal is not
sensitive to changes in these assumptions due to a significant amount of headroom in excess of the revised book
value of the TE2 CGU. The recoverable value of the CGU was determined to be $25.0m as at 31 December 2021.
Sensitivity analysis
If any of the following changes were made to the following key assumptions the carrying value and recoverable
amount would be equal as at 31 December 2022. A considerable amount of judgement is applied in setting
discount rates, forecasts and terminal values, all of which will be impacted by the current uncertainty in the market
and the speed at which our customers and the wider macro markets recover from the impacts of COVID-19.
81
accesso Technology Group plc | Annual Report & Accounts 2022
Ticketing and Distribution*
accesso LoQueue**
2022
Increase by
11.7%
Reduce by
45.0%
EBITDA Growth rate
during detailed
forecast period
(average)
Terminal growth rate Reduce by 27.6%
to a terminal rate
of -25.6%
$79,790
Excess over carrying
value ($000)
2021
Increase by 4.6%
Reduce by 33.5%
2022
Increase by
14.7%
Reduce by
48.4%
2021
Increase by 14.3%
Reduce by 62.2%
Reduce by 7.5% to
a terminal rate
of -5.5%
$42,843
Reduce by 52.0%
to terminal rate
of -50.0%
$44,791
Reduce by 37.0% to
terminal rate
of -35%
$79,147
*
Comprises accesso, LLC; Siriusware, Inc.; VisionOne Worldwide Limited & its subsidiaries, Ingresso Group Limited & subsidiaries; accesso Passport/accesso
ShoWare trading within Accesso Australia PTY Limited and Lo-Q Limited (CGUs 1, 2, 3 and 6).
** Comprises the accesso LoQueue trading within accesso Technology Group plc; Lo-Q, Inc.; Lo-Q Service Canada Inc and Accesso Australia PTY Limited (CGU 5).
We do not consider there are any plausible changes in assumptions that would give rise to an impairment in
Ticketing and Distribution or accesso LoQueue over the next financial year.
Environmental risk in cash flows
It is expected that air travel will be reduced in response to both COVID-19 in the near-term and then longer term
in response to climate change agendas, we have considered this risk in our cash flow forecasting for impairment
testing. The majority of the venues we serve have typically localised customer bases rather than being reliant on
destination travel, consequently we consider the risk as minimal on our forecasts.
Development costs not yet available for use
Development cost assets not yet available for use reside in the CGUs as follows and are considered annually for
impairment in line with the goodwill attached to those CGUs. These capitalised costs relate to development
projects which have not been put into use as at the year-end:
Entity name (and CGU)
accesso, LLC & Siriusware, Inc. (CGU 1)
ShoWare (CGU 2)
accesso Technology Group plc (CGUs 5 and 6)
2022
$000
518
70
1,289
2021
$000
–
–
386
Contents Generation – PageContents Generation – Sub PageContents Generation – Section Strategic Report
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Governance
Financial Statements
Financial Statements
Notes to the consolidated financial statements continued
17. Property, plant and equipment
The cost and depreciation of the Group’s tangible fixed assets are detailed in the following table:
The cost and depreciation of the Company’s tangible fixed assets are detailed in the following table:
Cost
At 31 December 2020
Foreign currency translation
Additions
Disposals
At 31 December 2021
Foreign currency translation
Additions
Disposals
At 31 December 2022
Depreciation
At 31 December 2020
Foreign currency translation
Charged
Disposals
At 31 December 2021
Foreign currency translation
Charged
Disposals
At 31 December 2022
Net book value
At 31 December 2022
At 31 December 2021
Installed
systems
$000
Plant, machinery
and office
equipment
$000
Furniture &
fixtures
$000
Leasehold
improvements
$000
1,809
3,302
2,108
(4)
802
(972)
1,635
(19)
197
(10)
1,803
(12)
928
(532)
3,686
(106)
516
(1,088)
3,008
1,034
2,542
(4)
915
(867)
1,078
(12)
414
(7)
1,473
330
557
(12)
586
(521)
2,595
(81)
572
(1,043)
2,043
965
1,091
(3)
10
(92)
2,023
(71)
20
(836)
1,136
1,394
(3)
266
(92)
1,565
(60)
189
(757)
937
199
458
505
–
–
(18)
487
–
34
(244)
277
315
–
60
(18)
357
–
52
(241)
168
109
130
Totals
$000
7,724
(19)
1,740
(1,614)
7,831
(196)
767
(2,178)
6,224
5,285
(19)
1,827
(1,498)
5,595
(153)
1,227
(2,048)
4,621
1,603
Cost
At 31 December 2020
Foreign currency translation
Additions
Disposals
At 31 December 2021
Foreign currency translation
Additions
Disposals
At 31 December 2022
Depreciation
At 31 December 2020
Foreign currency translation
Charged
Disposals
At 31 December 2021
Foreign currency translation
Charged
Disposals
At 31 December 2022
Net book value
At 31 December 2022
2,236
At 31 December 2021
Installed
systems
$000
Plant, machinery
and office
equipment
$000
Furniture &
fixtures
$000
181
(3)
22
(42)
158
(16)
27
–
169
55
(4)
84
(42)
93
(10)
53
–
136
33
65
900
(6)
137
(25)
1,006
(107)
50
(27)
922
588
(7)
216
(25)
772
(83)
111
(19)
781
141
234
696
(6)
–
–
690
(71)
–
–
619
473
(5)
77
–
545
(57)
36
–
524
95
145
Totals
$000
1,777
(15)
159
(67)
1,854
(194)
77
(27)
1,710
1,116
(16)
377
(67)
1,410
(150)
200
(19)
1,441
269
444
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accesso Technology Group plc | Annual Report & Accounts 2022
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Financial Statements
Financial Statements
Notes to the consolidated financial statements continued
18. Investments
Investment in subsidiaries
The investment balance on the Company’s books at 31 December 2022 is as detailed below:
Cost
At 31 December 2021
Capital contribution to subsidiaries 1
Foreign currency translation
At 31 December 2022
Cost
At 31 December 2020
Capital contribution to subsidiaries 1
Capitalisation of intercompany loan balance with US subsidiary
Reversal of impairment of investment in US subsidiary 2
Foreign currency translation
At 31 December 2021
$000
Net Book Value
184,768
2,490
(19,606)
167,652
61,570
2,366
107,265
15,949
(2,382)
184,768
1 Capital contribution to subsidiaries represents share-based payment charges for awards made to employees of the subsidiary companies.
2 Reversal of investment impairment.
The US subsidiary impairments recognised in 2020 in respect of Lo-Q, Inc. of $15.9m was reversed in 2021
following a period of high cash generation by the collective CGUs and forecasts which now demonstrate a
recoverable value in excess of the prior year’s impairment charges. Lo-Q Inc is the intermediate US parent and
therefore the value was calculated based on a value in use model using the inputs of CGU 1, 2, 4 and 5 per note
16. The value in use is not sensitive to plausible movements in either the pre-tax discount rate or the EBITDA
growth rate during the forecast period. The recoverable value of the investment was determined to be $205.1m
as at 31 December 2021.
Name
Country of incorporation
interest % Voting Rights
% Ownership
Lo-Q, Inc. (1)
Lo-Q Service Canada Inc (1)
Lo-Q (Trustees) Limited (2)
accesso, LLC. (1)
Siriusware, Inc. (1)
Lo-Q Limited (2)
VisionOne Worldwide Limited (3)
VisionOne, Inc. (1)
VisionOne S.A. de C.V. (4)
ShoWare Brazil Ltda (5)
Accesso Australia PTY Limited (6)
Blazer and Flip Flops Inc (1)
Ingresso Group Limited (2)
accesso Netherlands BV (7)
Accesso (Shanghai) Co., Ltd (8)
Ingresso US, Inc. (9)
Ingresso USA, Inc. (1)
Accesso Solutions, LLC (1)
All shares owned are ordinary shares.
(10) United States of America
(10) Canada
(10) United Kingdom
(11) United States of America
(11) United States of America
(10) United Kingdom
(10) British Virgin Islands
(11) United States of America
(11) Mexico
(11) Brazil
(10) Australia
(11) United States of America
(10) United Kingdom
(11) Netherlands
(10) China
(11) United States of America
(11) United States of America
(11) United States of America
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
As required by the Companies Act, the registered addresses of each business are:
(1) Registered address of 100 Technology Park, Suite 165, Lake Mary, FL USA
(2) Registered address of Unit 5, The Pavilions, Ruscombe Park, Twyford, Berkshire RG10 9NN, UK
(3) Registered address of Geneva Place, PO Box 3469, Waterfront Drive, Road Town, British Virgin Islands
(4) Registered address of Montecito #38, Piso 42 Oficinas 12 Colonia Napoles, 03810, Mexico City, Mexico, D.F.
(5) Registered address of Rua Realengo, 140 – Vila Madalena , Sao Paulo, Sao Paulo, Brazil, Zip Code 05451-030
(6) Registered address of PO Box 432, Chatswood, NSW 2057, Australia
(7) Registered address of Butterwick 1, London, W6 8DL, UK
(8) Registered address of No.778, Chuangxin West Road, FTA, Shanghai, China
(9) Registered address of 19C Trolley Square, Wilmington, Delaware, DE 19806, USA
(10) Wholly owned subsidiary directly by accesso Technology Group plc
(11) Owned through wholly owned subsidiary of accesso Technology Group plc
accesso, LLC; Siriusware, Inc.; VisionOne, Inc. and Blazer and Flip Flops Inc are 100% owned by Lo-Q, Inc. VisionOne
do Brazil Ltda and VisionOne do Mexico Ltda are 100% owned by VisionOne Worldwide Ltd. ShoWare Do Brazil
Ltda is 100% owned by VisionOne do Brazil Ltda.
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Strategic Report
Governance
Governance
Financial Statements
Financial Statements
Notes to the consolidated financial statements continued
18. Investments continued
Investment in subsidiaries continued
The trade for both Lo-Q, Inc. and Lo-Q Service Canada Inc is that of the application of virtual queue
technologies, Accesso Australia PTY Limited includes both ticketing and virtual queuing customers pertaining
to that region. The trade of accesso, LLC, Siriusware, Inc., the VisionOne subsidiaries, Ingresso Group Limited and
Blazer and Flip Flops Inc is primarily that of ticketing, point-of-sale and experience management technology
solutions. Lo-Q (Trustees) Limited formerly operated an employee benefit trust on behalf of accesso Technology
Group plc to provide benefits in accordance with the terms of a joint share ownership plan which no longer
exists, this entity was dormant during 2022 and 2021.
The Group’s financial assets are short term in nature. In the opinion of the Directors, the book values
approximate to their fair value. No expected credit losses have been recognised on accrued income, contract
assets or other debtors as these are not considered material. An expected credit loss provision has been
recognised in the Company financial statements of $0.6m (2021: $0.4m) in respect of intercompany receivables
due from subsidiary undertakings.
Included within trade debtors are amounts owed to the Group from ticket sales, equating to the total value of
the ticket and the commission earned by the Group. The value of the ticket, less the commission, is payable to
the supplier of the ticket, and is not revenue to the Group.
19. Inventories
Stock
Group
Company
2022
$000
499
499
2021
$000
286
286
2022
$000
15
15
2021
$000
50
50
The amount of inventories recognised as an expense and charged to cost of sales for the year ended 31
December 2022 was $0.5m (2021: $1.9m).
21. Trade and other payables
Current
Trade creditors
Current other creditors
Amounts owed to Group undertakings
Accruals
Social security and other taxes
Group
2022
$000
17,624
1,347
–
11,654
1,465
32,090
2021
$000
13,222
763
–
13,501
1,733
29,219
Company
2022
$000
360
70
11,313
1,372
271
13,386
2021
$000
476
47
5,142
1,419
218
7,302
20. Trade and other receivables
Trade debtors
Other debtors
Amounts owed by Group undertakings
Financial assets
Prepayments
Group
Company
2022
$000
23,462
1,249
–
24,711
4,074
28,785
2021
$000
15,032
910
–
15,942
2,863
18,805
2022
$000
4,421
359
2,488
7,268
1,397
8,665
2021
$000
2,101
602
3,366
6,069
628
6,697
Included within trade and other payables are financial instruments of $21.7m and $12.5m for Group and
Company respectively. Financial instruments comprise of trade creditors, current other creditors, amounts owed
to Group undertakings and a portion of accruals where there is an obligation for them to be cash settled. Of the
$11.7m of accruals for Group, $2.7m (2021: $5.4m) constitute financial liabilities and of the $1.3m for Company,
$0.8m (2021: $0.8m) are financial liabilities.
The Group’s financial liabilities are generally short-term in nature. In the opinion of the Directors the book values
approximate to their fair value. Included within trade creditors are amounts payable to ticket suppliers. In certain
agreements, the Group receives the total cash from the sale of the ticket.
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Strategic Report
Governance
Governance
Financial Statements
Financial Statements
Notes to the consolidated financial statements continued
22. Borrowings
Bank loans
Arrangement fees, less amortised cost*
Group
Company
2022
$000
–
(356)
(356)
2021
$000
–
(590)
(590)
2022
$000
–
(356)
(356)
2021
$000
–
(590)
(590)
* While the Group remains undrawn on the loan facility, capitalised arrangement fees are included within Other Debtors.
On 19 March 2021 the Group refinanced with Investec Bank PLC and discharged its two drawn borrowings with
Lloyds Bank plc of £13.2m and $8.9m. The Group has a 3-year £18m Coronavirus Large Interruption Scheme
Loan revolving credit facility at a 3.75% margin, expiring in March 2024. The facility is subject to quarterly
covenant tests on minimum revenue and minimum liquidity for 2 years to December 2022; from March 2023
additional covenants are added for leverage and interest cover. Total arrangement fees incurred on the Investec
facility were $0.8m. The facility remains undrawn at the balance sheet date and the Group did not breach any
covenants during 2022.
23. Called up share capital
Ordinary shares of 1p each
Opening balance
Issued in relation to exercised share options
Closing balance
Number
41,267,376
127,271
41,394,647
$000
596
1
597
Number
41,215,291
52,085
41,267,376
$000
595
1
596
2022
2021
During 2022, 127,271 shares (2021: 52,085 shares), with a nominal value $1,549 (2021: $726), were allotted
following the exercise of share options.
The number of shares held by the accesso Technology Group plc Employee Benefit Trust as at 31 December 2022
was 761,971 shares (2021: Nil). 761,971 shares (2021: Nil) were purchased by the Employee Benefit Trust during
the year.
The holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to
one vote per share at meetings of the Company.
Following the adoption of new Articles of Association on 12 April 2011 the Company no longer has an
authorised share capital limit.
All issued share capital is fully paid as at 31 December 2022.
85
accesso Technology Group plc | Annual Report & Accounts 2022
24. Reserves
The following describes the nature and purpose of each reserve within equity:
Reserve
Share premium:
Own shares held in trust: Weighted average cost of own shares held by the accesso Technology Employee
Description and purpose
Amount subscribed for share capital in excess of nominal value
Merger relief reserve:
Retained earnings:
Translation reserve:
Benefit Trust
The merger relief reserve represents the difference between the fair value and
nominal value of shares issued on the acquisition of subsidiary companies, where
the Company has taken advantage of merger relief
All other net gains and losses and transactions not recognised elsewhere
Gains/losses arising on retranslating the net assets of overseas operations into US dollars
25. Pension commitments
The Group operates defined contribution pension schemes in the UK and US. The assets of each scheme are
held separately from those of the Group in independently administered funds. The pension charge represents
contributions payable by the Group to the funds. The amounts related to the charge in the period and payable
at period end are:
Pension charge in the period
Payable to the funds (included within other creditors)
26. Related party disclosures
Ultimate controlling party
There is no ultimate controlling party.
2022
$000
1,662
102
2021
$000
1,607
253
Subsidiaries
All intercompany revenues, expenses, and balances between the Company and its subsidiaries, which are
related parties, have been eliminated on consolidation and have not been included in this note. These
transactions are carried out on an arms-length basis.
Contents Generation – PageContents Generation – Sub PageContents Generation – Section Strategic Report
Strategic Report
Governance
Governance
Financial Statements
Financial Statements
Notes to the consolidated financial statements continued
27. Share-based payment schemes and transactions
Share option schemes
At 31 December 2022 the following share-based incentives were outstanding in respect of the ordinary shares:
Equity-settled share option schemes
Details of the number of share-based incentives and the weighted average exercise price (WAEP) outstanding
during the period are as follows:
Number of
shares
Period of Option
Price per share
2022
2021
Number
WAEP (pence)
Number
WAEP (pence)
Scheme
EMI Scheme
UK CSOP Scheme
UK unapproved Scheme
US Scheme
Other schemes
Long-term incentive plan
Share plan 2021
5,000
2,500
20,805
32,120
6,600
9,050
1,895
20,000
14,000
28,900
50,350
113,650
7,500
99,400
98,820
2,350
8,000
11,320
582,567
277,544
99,500
296,041
273,164
6,148
132,450
10,525
2,555
2,212,754
25 April 2015 to 25 April 2023
23 January 2017 to 22 January 2024
22 March 2020 to 21 March 2028
13 May 2022 to 13 May 2029
15 April 2018 to 15 April 2025
29 April 2019 to 28 April 2026
22 March 2020 to 21 March 2028
30 March 2021 to 21 March 2028
25 April 2015 to 25 April 2023
23 January 2018 to 22 January 2024
15 April 2018 to 15 April 2025
29 April 2019 to 28 April 2026
12 July 2020 to 21 March 2028
21 March 2021 to 21 March 2028
13 May 2022 to 13 May 2029
29 April 2019 to 28 April 2026
22 March 2021 to 22 March 2028
13 May 2022 to 13 May 2029
27 January 2020 to 25 April 2023
16 September 2020 to 16 September 2023
17 March 2021 to 30 October 2024
25 March 2021 to 30 October 2024
25 April 2022 to 25 October 2025
11 July 2022 to 10 July 2025
31 July 2021 to 31 July 2031
27 May 2022 to 26 May 2032
15 May 2022 to 26 May 2032
600 p
697.5 p
775 p
775 p
557.5 p
1105 p
775 p
775 p
600 p
679.5 p
557.5 p
1105 p
775 p
775 p
775 p
1105 p
2270 p
775 p
1 p1
1 p1
–1
–1
–1
–1
–
–
–
Outstanding at beginning of year
Granted during the year
Exercised during the year
Leavers, lapsed & other
Outstanding at end of the year
2,184,659
299,434
(127,271)
(144,068)
2,212,754
227.76
0.93
76.80
354.10
202.45
1,796,948
575,591
(52,085)
(135,795)
2,184,659
Exercisable at the end of the year
529,720
842.06
438,026
327.77
–
251.46
552.15
227.76
827.36
The exercise price of options outstanding at 31 December 2022 range between 0p and 775p (2021: 0p and
775p) and their weighted average contractual life was 2.95 years (2021: 3.53 years).
The weighted average share price at the date of exercise for share options exercised during the period was
684.05p (2021: 727.76p). Share awards were granted in the period and the inputs to the model for options
issued in the current period were as follows:
Weighted average exercise price of options issued during the period (pence)
Expected volatility (%)
Expected life beyond vesting date (years)
Risk free rate (%)
Dividend yield (%)
2022
684.05
67.7%
3
0.3%
–
Both share awards and long-term incentives were issued in the current year. The Group did not enter into any
share-based payment transactions with parties other than employees during the current or previous period.
Expected volatility was determined by calculating the historic volatility of the Group’s share price over the
previous 12 month period. Expected life is based on the Group’s assessment of the average life of the option
following the vesting period.
1 Vesting is conditional on achievement of certain market-based conditions.
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Strategic Report
Governance
Governance
Financial Statements
Financial Statements
Notes to the consolidated financial statements continued
27. Share-based payment schemes and transactions continued
Long-term incentive plan
During the current and prior period, the Group granted conditional share awards (“Awards”) over ordinary
shares of 1 penny under the Long-Term Incentive Plan with their vesting periods set out in the table above.
Awards are required to be held for a further six months after the vest date as well as being subject to certain
performance conditions.
The fair values of the Awards at the dates of grant were calculated using the Monte Carlo statistical modelling
approach to reflect the market conditions within the Award conditions. The Award dates, number of Awards
granted assuming the performance conditions are fully met, and inputs to the valuation model were as follows:
Long term incentive awards issued 2022
Awards issued
Expected volatility (%)
Expected life years
Risk-free rate (%)
Dividend yield (%)
11 July 2022
25 April 2022
6,148
67.7%
3
2.8%
–
279,111
67.7%
3
2.8%
–
Long term incentive awards issued 2021
25 March 2021
17 March 2021
Awards issued
Expected volatility (%)
Expected life years
Risk-free rate (%)
Dividend yield (%)
296,041
75%
3
0.3%
–
122,900
75%
3
0.3%
–
28. Reconciliation of net cash flow to movements
in net funds and analysis of net funds
The amounts disclosed on the cash flow statement in respect of cash and cash equivalents are in respect of
these balance sheet amounts.
Group
Cash in hand & at bank
Company
Cash in hand & at bank
Group
Cash in hand & at bank
Company
Cash in hand & at bank
2021
$000
Cash flow
$000
Lease
liabilities
$000
Exchange
movement
$000
2022
$000
64,050
4,566
(1,430)
(2,523)
64,663
18,198
(495)
(159)
(1,932)
15,612
2020
$000
Cash Flow
$000
Lease
liabilities
$000
Exchange
movement
$000
2021
$000
56,355
8,881
(1,408)
222
64,050
47,690
(29,783)
(158)
449
18,198
The cash in hand & at bank includes the following amounts held on short-term deposit:
65 day notice sterling account denominated in sterling: $0.06m (2021: $9.5m).
Refer to the remuneration report on pages 33 to 41 for a breakdown of the vesting conditions related to
each Award.
Group net cash reconciliation
Change of control provisions
The change of control provisions explained on page 38 of the remuneration report have not impacted
the current period share-based payment charges as no change of control is considered probable as at
31 December 2022.
Borrowings (including capitalised finance costs)
Less: Cash in hand & at bank
Net cash
Note
22
2022
$000
–
64,663
64,663
2021
$000
–
64,050
64,050
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Strategic Report
Governance
Governance
Financial Statements
Financial Statements
Notes to the consolidated financial statements continued
28. Reconciliation of net cash flow to movements
in net funds and analysis of net funds continued
Group net cash reconciliation continued
Below we set out the breakdown of cash and non-cash movements on the Group’s borrowings:
Information about leases for which the Group is a lessee is presented below.
Right-of-use assets
Land and buildings
At beginning of period
Cash flows
Drawings on loan
Repayments of drawings
Payment of finance costs
Non-cash movements
Effects of foreign exchange
Release of capitalised finance costs
Reclassed to Other debtors*
At end of period
Note
2022
$000
–
–
–
–
–
–
–
–
22
2021
$000
26,699
–
(27,033)
(813)
225
332
590
–
*
The balance as at 31 December 2021 and 31 December 2022 comprises only the remaining unamortised capitalised arrangement fees on the new
Investec facilities. It is included within Other debtors at the balance sheet date.
The Group did not draw on its facility during the year ended 31 December 2022.
29. Leases
The Group leases commercial office space and a single warehouse. The leases typically run for periods of
10 years, with a 5 year break clause. Lease liabilities are assumed to extend to the full term of the lease where
there is a reasonable assumption that the break period will not be utilised. Lease payments are renegotiated
every 5 years to reflect market rentals. Some leases provide for additional rent payments that are based on
changes in local price indices. No restrictive covenants exist preventing the Group from subletting properties.
The Group leases office equipment with contract terms of 1 to 3 years. These leases are short-term and/or
leases of low-value items. The Group has elected not to recognise right-of-use assets and lease liabilities for
these leases.
During 2022, the Group exited a large proportion of its leased property in Lake Mary, Florida. A termination
penalty of $0.4m, was incurred and considered to be a payment against the remaining obligation of the lease.
The right of use asset and corresponding lease obligation for the remaining space held in Lake Mary were
adjusted to reflect the reduced scope of the lease.
During 2021, the Group also took action to rationalise its property leases and exited properties in San Diego,
London, Sydney, Belfast, Sao Paulo and Annapolis. Each of these properties reached the end of their respective
lease agreements during 2021 and were not renewed. No termination penalties were incurred during
the period.
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accesso Technology Group plc | Annual Report & Accounts 2022
Cost
At 1 January 2021
Disposals
Foreign currency translation
At 31 December 2021
Additions
Disposals
Foreign currency translation
At 31 December 2022
Depreciation
At 1 January 2021
Charged
Disposals
Modification of lease terms
Foreign currency translation
At 31 December 2021
Charged
Disposals
Foreign currency translation
At 31 December 2022
Net book value
At 31 December 2021
At 31 December 2022
Group
$000
7,070
(1,013)
(15)
6,042
94
(3,307)
(90)
2,739
(2,904)
(1,035)
1,015
(71)
6
(2,989)
(773)
1,960
43
(1,759)
3,053
980
Company
$000
962
–
(5)
957
–
–
(103)
854
(354)
(131)
–
–
2
(483)
(111)
–
55
(539)
474
315
Contents Generation – PageContents Generation – Sub PageContents Generation – Section Strategic Report
Strategic Report
Governance
Governance
Financial Statements
Financial Statements
Notes to the consolidated financial statements continued
29. Leases continued
Lease liabilities
Cost
At 1 January 2021
Interest expense
Lease payments cash flow
Impact of lease modification
Foreign currency translation
At 31 December 2021
Additions
Interest expense
Lease payments cash flow
Impact of lease modification
Foreign currency translation
At 31 December 2022
Maturity
At 31 December 2021
At 31 December 2022
Group
$000
(4,953)
(280)
1,408
81
8
(3,736)
(66)
(190)
1,430
1,283
59
(1,220)
Group
Current
$000
(1,003)
(451)
Non current
$000
(2,733)
(769)
Total
$000
(3,736)
(1,220)
Company
Non current
$000
(426)
(240)
Current
$000
(149)
(140)
Company
$000
(722)
(25)
158
10
4
(575)
–
(24)
159
–
60
(380)
Total
$000
(575)
(380)
Extension options
Some property leases contain extension options exercisable by the Group up to one year before the end of the
non-cancellable contract period. The Group assesses at lease commencement date whether it is reasonably
certain to exercise the extension options and builds this into the right of use asset and liability calculation.
The Group reassesses whether it is reasonably certain to exercise the options if there is a significant event or
significant changes in circumstances within its control.
Contractual minimum lease payments
The following table sets out a maturity analysis of lease payments, showing the undiscounted lease payments to
be paid after the reporting date for the Group and Company:
Lease liability maturity
Up to 3 months
Between 3 and 12 months
Between 1 and 2 years
Between 2 and 5 years
Short-term and low-value leases
Up to 3 months
Between 3 and 12 months
Between 1 and 2 years
Between 2 and 5 years
Over 5 years
Group
2022
$000
129
388
527
293
Group
2022
$000
10
3
–
–
–
Company
2022
$000
39
118
157
95
Company
2022
$000
2
3
–
–
–
When measuring lease liabilities for leases that were classified as operating leases, the Group discounted lease
payments using its incremental borrowing rate at 1 January 2022. The weighted average rate applied is 6.38%
(2021: 6.69%).
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Contents Generation – PageContents Generation – Sub PageContents Generation – Section Company information
Strategic Report
Strategic Report
Governance
Governance
Financial Statements
Financial Statements
Company information
for the financial year ended 31 December 2022
Directors:
Secretary:
Registered office:
Bill Russell, Non-Executive Chairman
Steve Brown, Chief Executive Officer
Fern MacDonald, Chief Financial Officer
Andy Malpass, Non-Executive Director
Jody Madden, Non-Executive Director
Martha Bruce
Shakespeare Martineau LLP
No.1 Colmore Square
Birmingham
B4 6AA
Unit 5, The Pavilions
Ruscombe Park
Twyford
Berkshire
RG10 9NN
Registered number:
03959429 (England and Wales)
Auditor:
Bankers:
Grant Thornton UK LLP
30 Finsbury Square
London
EC2A 1AG
Lloyds Bank PLC
The Atrium
Davidson House
Forbury Square
Reading
Berkshire
RG1 3EU
Investec Bank PLC
30 Gresham Street
London
EC2V 7QP
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accesso Technology Group plc | Annual Report & Accounts 2022
Contents Generation – Sub PageContents Generation – Section CBP018218
Printed by a Carbon Neutral Operation (certified: CarbonQuota) under the PAS2060 standard.
Printed on material from well-managed, FSC™ certified forests and other controlled sources. This publication was
printed by an FSC™ certified printer that holds an ISO 14001 certification.
100% of the inks used are HP Indigo ElectroInk which complies with RoHS legislation and meets the chemical
requirements of the Nordic Ecolabel (Nordic Swan) for printing companies, 95% of press chemicals are recycled for
further use and, on average 99% of any waste associated with this production will be recycled and the remaining
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The paper is Carbon Balanced with World Land Trust, an international conservation charity, who offset carbon
emissions through the purchase and preservation of high conservation value land. Through protecting standing
forests, under threat of clearance, carbon is locked-in, that would otherwise be released.
accesso Technology Group plc
Unit 5, The Pavilions
Ruscombe Park
Twyford
Berkshire
RG10 9NN
www.accesso.com