Half-year Report

26 November 2024

INTERCEDE GROUP plc

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

Interim Results for the Six Months Ended 30 September 2024

Double-digit revenue growth in H1, with an expanding and geo-diversified pipeline, puts Intercede on track to meet market expectations for the year ending 31 March 2025

Intercede, the leading specialist in digital identity, credential management and secure mobility, is pleased to announce its interim results for the six months ended 30 September 2024.

Financial Highlights

Revenue highlights for the period include:

·    Revenues for the six months ended 30 September 2024 (H1) totalling £8.54 million are 22% higher on a reported basis (2023: £7.0 million). On a constant currency basis revenue was up by 29%

·    A large US Federal Government order for MyID CMS licence sales and associated support and maintenance. The order also incorporates a subscription element with third party embedded product

·    An enhanced professional services order with an existing client in the US Federal space to further assist in the deployment of a large scale MyID CMS

·    An enhanced professional services order with an existing client in the US Federal space to assess and assist in a future deployment of MyID CMS

·    A Department of State (DoS) order for MyID CMS licence sales and associated support and maintenance

·    A significant MyID PSM subscription renewal and expansion for an NHS Trust, over three years commencing 1 April 2024

·    MyID MFA/PSM orders in the EMEA region included a cyber security platform services provider, a petrochemical supplier, an initial POC with a middle eastern airline and major renewal with an education establishment.

Operating Highlights

·    Group's flagship product MyID CMS v12.11 and v12.12 were released in June and September respectively providing:

o  Apple Mac client support for self-service collection and management of YubiKeys and other smart cards with a PIV Applet (MyID CMS v12.11)

o  Authentication from Microsoft Entra and other external identity provider to credential management processes in the MyID Self-Service App, (MyID CMS v12.12)

o  Support for MyID hosted in Amazon Web Services, including use of Amazon RDS for SQL Server (MyID CMS v12.12)

·    Ongoing expansion and geographic diversification of overall pipeline with weighted pipeline materially ahead of last year

·    Upgrades and go lives to recent software versions include large American defence contractors, European banks, conglomerates as well as APAC government agencies

·    Intercede and Microsoft Join Forces to Streamline FIDO Passkey Management for the Enterprise per the RNS Reach dated 19 August 2024

·    MyID MFA partner agreement with Carahsoft (per RNS dated 26 June 2024) for USA distribution

·    MyID MFA v5.06 with multi-tenancy release and specific features for Managed Service Providers (MSP) which went live at the end of H1 in Germany, per the RNS dated 24 September 2024

·    Internal IT infrastructure upgrades continues with much of the back-office infrastructure now in Microsoft Azure Cloud.

Royston Hoggarth, Chairman, said:

"I am pleased to state that the Group is achieving its key objectives of delivering double digit growth both in revenue (adjusting for the exceptional licence order in December 23) and profit before tax. Furthermore, today we announce our new standalone product MyID SecureVault which already has significant client and prospect interest, emphasising not only the capabilities of the Group but also its ability to seek and nurture new market opportunities.

With strategic investment in products and colleagues being maintained, I am also pleased at the level of commitment and talent our colleagues give in helping to deliver and achieve the Group's growth ambitions.

The momentum we had in FY24 has, on a like for like basis, further grown in FY25 and our results illustrate that. As the pipeline diversifies and expands, we are in a strong position to achieve our financial performance goals for FY25.

Following on from the UK Budget and conclusion of the American elections, we hope there is now more stability in the macro-economic environment in the coming years."

About Intercede

Intercede is a cybersecurity software company specialising in digital identities and strong authentication, and its innovative solutions enable organisations to protect themselves against the number one cause of data breach: compromised user credentials.

The Intercede suite of products allows customers to choose the level of security that best fits their needs, from Secure Registration and ID Verification to Password Security Management, One-Time Passwords, FIDO and PKI. Uniquely, Intercede provides the entire set of authentication options from Passwords to PKI, supporting customers on their journey to passwordless and stronger authentication environments. In addition to developing and supporting Intercede software, the Group offers professional services and development capabilities as well as managing the world's largest password breach database.

For over 25 years, global customers in government, aerospace and defence, financial services, healthcare, telecommunications, cloud services and information technology have trusted Intercede solutions and expertise in protecting their mission critical data and systems at the highest level of assurance.

For more information visit: www.intercede.com

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

The period in review

Following an exceptional FY24, the Group entered FY25 with the clear goals of double-digit growth and to maintain the momentum, and the H1FY25 results underpin this. With quarterly product releases, new partnerships and the launch of MyID SecureVault, the Group is maintaining its growth momentum which is a positive sign for H2 and beyond.

Market Opportunity and Innovation

Intercede's MyID IDCMS platform is a leading credential management system (CMS) and identity verification (ID) solution that integrates and manages a broad range of PKI (Public Key Infrastructure) and FIDO (Faster Identity Online) technologies. These are very attractive, but niche, market segments which meet the needs of large organisations, such as Aerospace & Defence contractors, and governments who are prepared to pay for military grade security and can cope with the complex infrastructure.

For Intercede this is a blessing, due to the potential for large initial one-off licence orders and steady recurring Support & Maintenance, but it can also present a challenge as the timing of contract awards are invariably outside of Intercede's control.

For the Group's growth to be sustained, Intercede needed to expand faster and broaden MyID's functionality and increase its addressable market and has done so with the addition of MyID MFA and MyID PSM, following the acquisition of Authlogics Ltd.

Intercede is also expanding the MyID Solutions set further and is pleased to announce today a new standalone product: MyID SecureVault.

Launch of New Product - MyID SecureVault

MyID SecureVault will be available early 2025. Driven by customer demand, it enables the secure generation and storage of private keys (e.g. those used for encrypting emails). When combined with a credential management system such as MyID CMS, this new product enables their secure recovery to new or replacement devices ensuring encrypted emails can continue to be read.

Crucially, MyID SecureVault places customers in control of their own keys and offers independence from key storage provided by a PKI provider, simplifying the process of transitioning between providers and avoiding vendor lock-in. MyID SecureVault will be available as a standalone product that integrates with the MyID CMS and is available on a subscription basis only. Having already marketed this new product, we are pleased to have already created significant prospect and client interest in this product and how it will provide the Group with potential future growth opportunities.

Innovation

A critical evaluation of new forms of technologies is essential for the ongoing development of MyID Solutions and for the growth opportunities of the Group. Intercede is assessing the following key technology innovations in the coming years.

Quantum Cryptography

As post-quantum computing starts to become a reality, it will pose a security threat to the established cryptographic algorithms utilised by PKI solutions to protect data and access to systems.

Intercede follows cryptographic standards as advised by NIST and is currently engaged with device vendors (e.g. hardware security module vendors and smart card manufacturers) who are at the forefront of implementing NIST specified quantum resistant algorithms to add support for them into the MyID product family.

A key capability of the MyID CMS is its cryptoagility, which provides our customers a way of transitioning between cryptographic algorithms, offering them a path towards post-quantum security and maintaining compliance with NIST security standards as they are updated. MyID CMS again underlines it's no vendor lock-in principle.

Artificial Intelligence

An important function of the technology office at Intercede is to research new technologies and advise on where they can add real value to our customer base. One such technology is Artificial Intelligence. Multiple potential use cases are currently being investigated including:

·    The use of AI to recommend better passwords, taking our product MyID PSM capabilities beyond advising 'your password is known to be compromised' to a 'your password is likely to become compromised'

·    Using AI to spot patterns in audit logs from multiple systems and recognise patterns, e.g., to assist with fault diagnosis or spot abnormal operator behaviour

·    Providing a 'conversational style' interface to finding information within the product documentation and knowledge base

MyID SecureVault, Capitalisation and change in R&D tax credit

With the launch of MyID SecureVault, the Group will look to apply its accounting policy on Research & Development (R&D) costs. The accounting treatment is being considered and will be finalised by 31 March 2025. If the MyID SecureVault development expenditure meets the IFRS recognition criteria then it will be capitalised, albeit the value of any capitalised cost is likely to be below materiality level.

The Group has traditionally elected to utilise R&D tax credits as a cash repayment rather than carrying forward the taxable losses. With the recent changes to the UK R&D legislation, and having regard to the Group's current cash position, the Board believes it may be more tax efficient to maximise taxable losses carried forward by electing to repay last year's R&D cash receipt. If this approach is adopted then the impact on the current year's taxation will be a tax repayment of the previous year's claim plus interest accrued (being £0.5m).

M&A

Intercede has a disciplined and strict criteria approach to its M&A strategy and during the period it has been engaged in numerous conversations and reviewed a number of potential acquisition targets. Intercede has primarily focussed on companies that have product offerings that are mainly in adjacent market segments to the MyID Solutions and/or address the alternative faces of the Authentication pyramid.

Although the Group has not chosen to progress any of the initial conversations held to date, it remains confident that the strategy is the correct one to pursue. The Board will maintain its disciplined approach and continue engagement across the various M&A opportunities it sees. The Board believe this is an ongoing work in progress plan that supports the Group's overall strategic direction.

Financial Review - Income Statement

Revenue and operating results

The Group's revenue from continuing operations increased by 22% to £8.54 million (2023: £7.0 million) and gross profit increased by 19% to £8.2 million (2023: £6.9 million). Gross margin decreased from 99% to 96.4% as a third-party product was part of a significant licence sale in the period.

The Group's operating profit was £1.3 million (2023: £1.0 million), after non-cash depreciation charge for property, plant and equipment in the period of £0.1 million (2023: £Nil) and a right-of-use depreciation charge of £0.1 million (2023: £0.1 million). Acquisition costs for the period were £Nil (2023: £0.1 million). During the period, no acquisitions were completed, and the Group continues to pursue a disciplined approach to deal pricing, due diligence and execution to ensure the right strategic fit(s), so the Group can scale and accelerate revenue growth further.

Operating expenses increased by 15% to £6.9m (2023: £6.0m) reflecting continued planned strategic investment in product development of MyID Solutions, investment in IT infrastructure and increased salary expense from new headcount and commission payments associated with higher revenue. As a percentage, operating expense represented 81% of revenue (2023: 85%).

Staff costs represent the main area of Group costs representing 77% of total operating costs (2023: 79%). Intercede had 108 employees and contractors as at 30 September 2024 (99 as at 30 September 2023). The average number of employees and contractors during the period was 107 (2023: 96).

The statutory profit before tax for the period was £1.7 million (2023: £1.1 million) and profit for the period was £1.7 million (2023: £1.6 million), with an R&D tax credit of £Nil for the period (2023: credit of £0.5 million).

Taxation

The Group did not claim a tax credit during the period from HMRC in respect of its R&D claim (2023: tax credit of £0.5 million) and has instead elected to carry forward taxable losses. The Group has brought forward unused tax losses of £3.9 million (2023: £7.0 million) and is currently considering the option to reopen the prior year tax return, repay the prior year tax credit (being £0.5m, including interest accrued) and instead carry forward the associated taxable losses.

Earnings per share

Earnings per share from continuing operations in the period was 2.8 pence for basic and 2.7 pence for diluted (2023: 2.7 pence for basic and 2.5 pence for diluted) and were based on the profit for the period of £1.7 million (2023: £1.6 million) with a basic weighted average number of shares in issue during the period of 58,457,769 (2023: 58,231,712 shares). For diluted the weighted average number was 62,429,062 (2023: 62,429,062).

Adjusted earnings per share from continuing operations in the period was 3.1 pence for basic and 2.9 pence for diluted (2023: 2.6 pence for basic and 2.5 pence for diluted) and were based on an Adjusted EBITDA for the period of £1.8 million (2023: £1.5 million).

Dividend

The Board is not proposing a dividend (2023: £Nil).

Financial Position

Assets

Non-current assets of £4.2 million (2023: £3.4 million) mainly comprise goodwill arising on acquisition of £2.4 million (2023: £2.4 million) and other intangible assets of £0.5 million (2023: £0.7 million) both arising from the acquisition of Authlogics Ltd ("Authlogics") in early October 2022. There is also property, plant and equipment of £0.6 million (2023: £0.2 million) and IFRS 16 right-of-use assets of £0.6 million (2023: £0.1 million), both of which have increased mainly due to the opening of the new US Reston office.

Trade and other receivables of £4.7 million is higher than the prior period (2023: £3.6 million) reflecting good licence orders from US Federal customers

Liabilities

Current liabilities increased by £1.6 million to £8.7 million (2023: £7.1 million) mainly dure to deferred revenue at the period end.

Non-current liabilities of £1.3 million have increased compared to the prior period (2023: £1.0 million) due to the increase in non-current lease liabilities from the opening of the new US Reston office.

Capital and Reserves

Total equity increased by £6.3 million to £15.0 million (2023: £8.7 million), reflecting the record profit posted in the second half of FY24.

Liquidity and capital resources

The Group remains in a robust financial position, with gross cash balances of £16.2 million as at 30 September 2024 compared to £9.7 million held at 30 September 2023. This increase reflects the record profit delivered in the second half of FY24, underpinned by strong license orders, and good management of working capital movements thanks to the tight management of debtors.

Outlook

MyID CMS, our flagship product, has continued to grow both in terms of capabilities (v12.12 and v12.13) and market, as our revenue figures illustrate. Again, the Group has various opportunities in the pipeline which, when converted, have the ability to solidify and embed the growth ambitions of the Group in the coming years.

The release of v5.06 and partnership with Riverbird for the MyID MFA product, has shown the Group can assimilate an acquisition and integrate it. We remain optimistic in the opportunities the Group has in this market and we will continue to enhance and further expand the functionalities of MyID MFA and MyID PSM.

The Group launched a £1m gross share buy back after the period end, and with the change in use of R&D tax credits going forward, it is managing the long-term financial position in conjunction with continuing to manage working capital requirements efficiently. The Company's overall pipeline has continued to expand and geo-diversified with the weighted pipeline being materially ahead of last year and together with no debt and a strong cash position the Group has the foundations in place to build and grow for the future, both organically and through M&A.

By order of the Board

Klaas van der Leest                                                                                                                         Nitil Patel

Chief Executive Officer                                                                                                                  Chief Financial Officer

26 November 2024