SDI Group plc (AIM:SDI)
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Earnings Call: H1 2022

Dec 7, 2021

Moderator

Good afternoon, ladies and gentlemen, and welcome to the SDI Group plc Interim Results Investor Presentation. Throughout this presentation, investors will be in listen-only mode. Questions are encouraged and can be submitted at any time via the Q&A tab situated in the right-hand corner of your screen. Please simply type in your question and press send. The company may not be in a position to answer every question it receives during the meeting itself. However, the company will review all questions submitted today and publish responses where it is appropriate to do so. These will be available via your Investor Meet Company dashboard, and we will notify you by email when these are ready for your review. I would also like to remind you that that this presentation is being recorded.

Before we begin, I would like to submit the following poll, and if you'd give that your kind attention, I'd be most grateful. I would now like to hand over to Mike Creedon, CEO. Good afternoon to you, sir.

Mike Creedon
CEO, SDI Group

Good afternoon. What we're gonna cover today is the interim period to the end of October. Actually, I think you know me by now. I'm Mike Creedon, the CEO of SDI Group. Just wanna give you a two-minute brief introduction on SDI Group. SDI is an AIM quoted group of companies specializing in design and manufacture of imaging and sensing and control products and applications used in many markets, including life science, healthcare, precision optics, measurement, instrumentation, and art conservation. Corporate expansion is by organic growth within its subsidiary companies and also through niche technology acquisitions. It was floated in December 2008 as a vehicle to buy and build, but it had its problems for a few years, and we've turned the business around, and from February 2014, we started to acquire businesses.

To date, we've acquired 13 businesses using equity, internally generated cash and debt. The game changer for us was in October 2015, when we acquired Sentek for GBP 2 million, which is 4x profit before tax. We raised GBP 2 million at eight pence a share, attracting EIS and VCT funds. We are now trading at, I think it's about 195. I'm not really too sure. Somewhere in that sort of figure. This is a pleasing result for me, as I see an important function of my job as an Executive Director is to create shareholder value, which I think we have done over the past year. I think it's about 90% return, if you look at it, compared to last year. I think it's good for the shareholders, I hope anyway. I hope you find this very good.

In the agenda on page two, what we'll cover, it will be the Board of Directors, group overview, six-year track record, and the H1 2022 financials, which is of interest. We'll close with myself on the operational highlights and outlook. I don't think it's really page three, which is the Board of Directors. I don't think it's really necessary to go into any detail on this slide. We've provided detailed bios of any of the Executive Directors and Non-Executive Directors, so you can read it at your leisure. If anybody has got any questions on this slide, please raise it at the end and just make a note of it, and then John or I will answer that. On page four, I like this diagram. We've used it for many years.

As you can see, we're running out of space. Hopefully, in the next sort of number of months, we'll acquire some further businesses. It's down to the Graphic Designers to redesign this schedule. All the details on the subsidiaries within this are at the appendix at the end of the presentation. Again, any questions on these from when you've been doing your background research, please write a question at the end. Again, I'll answer it or John. Now, the questions I want to sort of raise on this is what does the strength lie in our business model? Why are we so strong? Number one is operating a flat structure within our business units, and they all operate autonomously. What we give to the subsidiary Directors is exactly the same as we give to the main Board.

There's a very flat structure and nothing's hidden. All businesses are profitable and cash generative. The third point is a diverse portfolio of companies not reliant on the single sector or region. We can actually see this as we come out of COVID. We've had a good six months, and last year was a fantastic year as well. The last point I wanted to make was, and we give the units, business units, investment for organic growth and also for acquiring other growth opportunities. At this point, I'll expand on further in the presentation. If I can hand over to you then, John.

John Abell
CFO, SDI Group

Thank you, Mike. We like to show this chart so far because it's always going in the right direction. Revenue's up very sharply over the last six years, but also in this half year against the previous year. Same thing with operating profit. Finally, cash generated from operations also sharply up last year over the year before. That's the one area this half year that is slightly down on a year ago, and we'll talk to that in a few minutes. Very strong financial growth over the last six years and also this last period over a year ago. As Mike said, we've done 13 acquisitions since 2014.

Six of them have been combined with existing units, and seven have become new standalone operating units, to add to the two that we had originally back in 2014. Share prices on the right has gone up, generally over these six-year period. It's been a bit wobbly over the last, few months, but, generally the direction has been up in response to the improving financials. Move over to more in detail on the interim financial results. Again, very strong upward movement in sales and all operating profit or profit, indicators. Again, slight reduction in cash generated from operations. It's all about working capital, and we'll talk about that in a while.

Zeroing in on the P&L, our financial highlights, what I really want to discuss, I think there are two or three things to do with revenues in particular. Revenues increased in the period from GBP 14.1 million to GBP 24.7 million in the latest half year. It's a 75% increase. Now, organic increase was 42%, and the remaining 33% was from the acquisition of Monmouth Scientific and of Uniform Engineering, which we completed in December and January of last year. Going into the organic growth of 42%, the biggest part of that was from the contracts we've been having for cameras going into PCR machines used for testing for COVID.

We've had a major customer who's been providing us with an order and then a new order and then a third order and then a fourth order, culminating in a big order for cameras in February, I think, of last year, which we've been shipping really from about April onwards, so for the whole of this last half year, and we're still shipping in November and December, but it's more or less coming to an end now. That provided us with a big boost in our Atik Cameras unit. We thought it was good a year ago, but it continued to get better. It was 159% up this half year on a year ago when the pandemic was more or less starting.

The other businesses in the Group, so that's excluding Atik Cameras, increased 22% over a year ago. Perhaps more interesting than that, because obviously there's a recovery there from the pandemic a year ago, is that they are 16% higher than two years ago, which was pre-pandemic. That's been very broadly across the Group, some higher than others, but all of them, all of the businesses that we owned two years ago have increased since then. I think we can say that we're in full recovery mode and have recovered. There's still perhaps a little more to go in one or two of the lines of business, but equally, there may be some elements of bounce back or stocking of customers in some of them as well.

We're pleased with the 16% increase across the Board, excluding Atik Cameras, which was exceptional over two years ago. The acquisitions of Monmouth Scientific and Uniform Engineering contributed GBP 4.6 million to our sales in this last six months, and that's slightly higher than we were budgeting for. We're pleased with their performance as well. The combination of all that sales growth, in particular, has caused really the increase in operating profits and net profit across the Group. I'm gonna move on now to growth drivers. This is not only about the half year. Let's move on. Mike will talk to this slide, I think. If you unmute.

Sorry, apologies.

Moderator

You're good to go, Mike.

Mike Creedon
CEO, SDI Group

Thank you. I've just switched it on, somebody switched it on and off for me. Anyways, it doesn't matter. We're looking at this page. What I wanna do here is just pick out a few bullet points of interest that haven't been discussed in the earlier slides. First of all, on the organic side, we continue to invest in our businesses to generate organic growth. An example of this that comes to mind is Atik Cameras, which does stand out. It is the golden egg of the business. We've got it. Over the years, we've increased the facilities both in Lisbon and in Norwich. I think we actually did give a little case study on Lisbon in the annual report. I don't know whether it's this year or the year before.

Just to show that I think we're on our fourth move in that premises. We had the first floor. We've just taken the ground floor of that building now. We've got the full capacity for growth in future. To enable us to increase our capacity, what we've actually done is, in both these units, we've increased the staffing to support Steve Chambers and Rui Tripa, the founders of the businesses. These include an R&D Director and a Business Development Director to support Steve in the U.K. In Lisbon, we've actually employed a stronger management team, which includes a Finance Director, and she's actually going to look after the books of both the U.K. and Lisbon, and also some general management to support Rui. That's on the organic side.

We'll expand on this as we go through the slide. I think everybody, we can see the questions coming through. I think M&A is of interest to everybody. I'll just sort of discuss it here, and then I'm sure we'll discuss it in the Q&A. I just wanted to make one point which is not included here on the slides, and that is sometimes the financial community try to put pressure on us to complete a larger number of acquisitions and larger size acquisitions. I just wanted to run through our process. We have a very strict due diligence process, and we do not take any shortcuts to satisfy a short-term gain of shareholders, which eventually will come to light when returns from investment are not as expected as we've seen in the past with other companies.

I think the classic one is HP and Autonomy. You will also have to realize the businesses we are buying have, in most cases, are being managed by the original few shareholders, and what they want to do is make sure that the sale is going to a good home for its staff and continues to grow under SDI. Finally, when we do reach agreement with the seller, we hand it over to the heads of terms to the lawyers, and that causes further delays. I hope this sort of explains our position regarding M&A for SDI Group. It is quite a lengthy process. We've completed 13 acquisitions, and what we don't want to do is to upset the apple cart because you know what happens.

You know, we have to do profits warnings, et cetera, and that's what we don't want to do. We want to take our time and make sure the acquisition is the right one for the SDI Group. Where are we with the current acquisitions? This will probably answer quite a few of the Q&A questions. We have a strong pipeline, probably the strongest for a number of years. Pricing is still the same, and currently, we're not seeing any signs of higher multiples. Currently, the deals we're looking at are between sort of 5, it's 4. I think 4 is gone. I think we're looking at sort of 5-6x profit before tax. In the last financial year, we acquired two businesses, Monmouth Scientific and Uniform Engineering.

We are hopeful that we can announce acquisitions in the current financial year. Again, it's dependent on the factors I've discussed earlier. I think that covers that page in some sort of depth. We can expand on it at Q&A. You want to go through the financials now, John?

John Abell
CFO, SDI Group

Yeah. I'm just going into. We, you know, we have nine operating businesses, but we've grouped them into two segments for financial reporting purposes. That's Digital Imaging and Sensors & Control. Just gonna go into a bit of detail, mostly on sales by division. In Digital Imaging, turnover increased by 65% to GBP 11.4 million. Now, the biggest part of that has been the effect of the cameras going into PCR machines at our Atik Cameras business. We've had good growth at the other two businesses in that segment, so Synoptics and Graticules Optics, and they both average 22% sales higher than a year ago and 14% higher than two years ago. Good growth in both of those businesses over two years ago. In Sensors & Control, turnover was up 85%.

Now, a big part of that was the GBP 4.7 million, GBP 4.6 million at Monmouth Scientific and Uniform Engineering. But the other businesses, and here we're talking about Sentek, Astles Control Systems, Applied Thermal Control and MPB, they were 17% higher than two years ago as well. You can see there's been a fairly broad-based recovery and, in fact, growth from the pre-pandemic period. We've been very pleased with that, both because it's good, it's in line with our usual expectation of probably around high single-digit percentage growth per year, and also because it's very broad-based across all of our businesses. Moving on to the income statement slide. Here, I won't, I think, go into detail over this one. My favorite of the profit indicators is adjusted diluted earnings per share.

It's up 59% over a year ago, so we're pleased with that one. One more slide is a sales bridge from two years ago to one year ago to this year, this half year. We started two years ago. That's the period from April 2019 to October 2019. We had sales of GBP 11.4 million. We added GBP 1.8 million of revenues in 2021 half year through the acquisition of Chell Instruments. We had organic growth for one-time COVID-related shipments, and that's both at Atik Cameras and MPB, of GBP 2.9 million. The rest of our businesses declined by GBP 2 million.

You have to remember that then we were in the depths of the period April through to October of last year in the depths of the pandemic, and everyone was down. Almost everyone was down. That brings us to GBP 14 million, which was our sales of last year. This year, since then, we've added the sales of Monmouth and Uniform, an extra GBP 4.6 million, and then the organic growth from COVID-related contracts has added a further GBP 2.8 million. Now, that's all in Atik Cameras, less the growth that we had the previous time in MPB.

Atik Cameras has GBP 5.7 million then of COVID-related contracts in this last half year. On top of that, our other businesses, and I've mentioned that they've all grown over the last two years and over the last year, increased by GBP 3.2 million. That brings us to the GBP 24.7 million of revenues of the last half year. Hope that's clear, but we can answer questions on that too. Moving on to the balance sheet. I won't really go into detail of the balance sheet at all, but highlight on the right-hand side the cash situation. In terms of cash, we had, at October of this year, GBP 1.1 million of net cash. That's cash less our bank borrowing, and we had bank borrowing of GBP 2.4 million and actual gross cash of GBP 3.5 million.

On first of November, we signed an agreement with our bank, HSBC, to increase the size of our debt facility with them. Now we have a completely revolving facility of GBP 20 million on top of our GBP 1.1 million of net cash. That gives us plenty of firepower for acquisitions. In fact, the debt facility is entirely there for that purpose. All of our businesses are cash generating. We generate cash every month without fail. We don't need it for ongoing business. We need it to complete acquisitions, and it's there so that we don't have to dilute shareholders when we make acquisitions in the near future. It's GBP 20 million.

On top of that, we generate cash every month as well, so we've got an ongoing cash flow to use as well. I'm hoping that this will give us plenty of firepower for upcoming acquisitions if we can do them. Just a word about the facility. It's a revolving facility. It's for three-year term. We can extend it for another GBP 10 million and another two years with the agreement of our bank. The difference between the facility we had, apart from size, up to now and this one is that the bank has been very good in recognizing that our acquisitions are very much part of our business plan and that we complete them successfully.

They've been willing, therefore, to relax some of the conditions that were around acquisitions until now. That makes it a really good vehicle for us to help with acquisitions and complete them quickly. I'm gonna move on a slide. This is a net cash debt bridge for the half year. I won't go into very much detail on this. I want to highlight two items on towards the left-hand side regarding working capital. We had strong operating cash flow before movement in operating, in working capital. Two other items. Atik Cameras customer down payments for the PCR machines, COVID-related contracts, we used GBP 1.1 million of those down payments.

That's customers paying cash before the period end, before the period started, which we've been using or we've been invoicing and shipping, but without receiving further cash because we'd already received the cash prior to the period beginning. That was worth GBP 1.1 million and is a reduction in our cash flow this year. Of course, it was very favorable to us because we brought the cash in in prior periods. Now, at the end of October 31, we still had GBP 1.8 million of customers cash in hand, and that will presumably be used during this half year. As in the half year we're in now, we're gonna see further decline in customer down payments on our balance sheet.

The next item is the rest of working capital was also negative for us in the period. It usually would be negative in a period of growth. In this case, we have allowed our businesses, and in fact, encourage our businesses to bring in more stock than they would normally have on hand to cope with the supply chain challenges that I think everyone knows about. So there's GBP 1.2 million of other movements in working capital in the period are mostly stock related, and they are partly for Atik Cameras, who was gearing up to ship further cameras in November and December, but also due to a general increase in stocks around the Group to cope with the supply chain difficulties.

Finally, near towards the right-hand side of this chart, you can see GBP 2.5 million of cash outflow for acquisitions, and this is the GBP 2.35 million pound payment, final payment for the acquisition of Monmouth Scientific that we made in June. That was fully paid out in June, GBP 2.35 million. Finally, we made a small acquisition of GBP 150,000 for an activity called Clean Tent, and we'll discuss that in a slide or two. Let's move on. There is a cash flow statement here or summarized at least. I'm not gonna go into the details of the numbers. They're there for you if you take the pack later on.

We're gonna move on to operational highlights and outlook, and Mike's gonna take this slide.

Mike Creedon
CEO, SDI Group

Well, thanks, John. Now we get on to the last remaining pages. What we're gonna do here is just look at a little case study. Monmouth was acquired in December 2020 from David and Lisa Pomeroy. David then advised me the following day that one of his fabricators was for sale, Uniform Engineering, and we acquired them on January, sometime in January, end of January, I think, 2021. If we look at these recent acquisitions, the case study of life after being acquired by the SDI Group one year on, let's go through both of them individually. First of all, Monmouth Scientific. The year of acquisition, well, the product mix has now been normalized from that, as expected with the COVID-related biosafety cabinets. They've reduced from the exceptional levels of the previous year.

Now we're getting our standard mix of biosafety cabinets, laminar flow cabinets, clean rooms, fume cabinets. We have a wide range of products within the Monmouth Scientific portfolio of products. The building at Monmouth, new building, that's progressing at a rapid speed, and now we're expecting to move into that building at the end of the financial year, which is exciting news for us. You can actually see, I think within the presentation, we've got a nice little diagram in it, of the building there. It's two units. One is an engineering workshop of about 10,000 sq ft, and 38,000 sq ft is the main building. Then what we did recently as well is we introduced a Sage ERP system.

This is their sort of top level Sage 200 system, and that will serve both Monmouth and Uniform Engineering. As with all systems, it does have its teething problems, but it was necessary to upgrade the system as we needed to get better information on margins within the products. Then in August, as John has actually mentioned, we acquired a trade name and assets of Clean Tent, and that serves the portable and temporary market, clean room market. The final point within Monmouth, David sadly has made the decision to step down as MD from the first of December. He will continue to run in parallel with the new Managing Director until the end of this month, and then he's handing over the reins to Alan Holcombe, who was the Managing Director of Uniform Engineering.

He has only had a short spell there, but he came through the interview process very well, and I'm sure he's going to continue to drive the business forward, just like David has done over the last 17 or 18 years. David is not gonna run away into the sunset. He's going to work alongside me on a part-time basis, and we've got sort of a couple of interesting acquisitions we're both looking at together at the moment. Uniform Engineering, we acquired that for GBP 350,000, which is 3.5x EBIT, plus the net assets.

When we entered the building, one of the Directors of Monmouth Engineering, David Cole, he had a look at it and realized very quickly we've got some severe health and safety issues, which we had to address. We had to spend a fair bit of money on capital equipment to put that right, as we're a public company, and we couldn't take any shortcuts. That's been a positive step for the employees. They're very motivated in what we're trying to do with this business. What we've actually got with the business there is it's very good. In four of our current subsidiaries, we use third-party fabricators, but the problem we've got with Uniform Engineering is it's got capacity problems. It's only in 6,500 sq ft.

I think it's got about 15,000-17,000 , 17 employees, not thousand, 17 employees. We really need to have a look at the business case of whether we should invest in a larger facility. There's a very nice facility, probably a mile and a half down the road, and that takes us up to 11,000 sq ft, and then what we'd like to do is to upgrade the plants and equipment so we can accommodate all our internal subsidiaries. Alan Holcombe has done a very good job since he's been there in that short period of time in gaining new customers and also bringing back old customers. Another area sort of close to my heart is training schemes within the Group.

We've introduced a training scheme for glassblowing in Sentek because there aren't any training schemes or apprenticeship schemes around the U.K., so we decided to do it ourselves. I think we could actually introduce a similar type of training scheme in Uniform Engineering, whereby we could train fabricators and welders. All of these skills are dying with the aging workforce. Therefore, I think it'd be very good to introduce these types of schemes, and it'll be very beneficial for the company and SDI Group and its subsidiaries. John, if you'd like to flip to the next page, that'd be cool. Operations. Within here, I just wanted to highlight some of the operational challenges we've had within the Group. John and I have been down the road all week.

This is our last meeting, and the number one question or one of the main questions is supply issues. Yes, we do have supply issues just like everybody else in the world. We've got a very good management team within the Group at the subsidiary level, and they are able to secure supplies of key components. Ones that come to mind are the semiconductors, fans, and other electrical components. Also, what we've actually done as well is we've invested in stock in the short term. You'll have to see that on the balance sheet to assist in the delivery of product in a timely manner. The next point is staff turnover. It always has been low within the Group.

The biggest problem we've got or challenges we've got is, like everybody else, is trying to find staff at all levels. Currently, we've got a few vacancies within the Group, but we're nearly fully staffed. As I already mentioned within the slide pack, we try to invest in the businesses for growth. I've got a reasonable list of examples. I think what we discussed we might actually do is put some case studies of these in the annual report and also in the year-end presentation. Because all I'll do is gonna go through a few bullet points. If we look at Atik Cameras, we've invested in premises and people, as we noted right at the start. The second one is Monmouth Scientific. We invested in premises, which we're going to move into in the next three or four months.

IT, we've already mentioned, and also plant and equipment. We invested in a new CNC machine within the facility. Uniform Engineering, plant and equipment for health and safety. We recently ordered a new press brake machine, which is a metal bending machine, which is required. We should be able to get additional capacity at that facility with that new unit. The one close to my heart at the moment is Graticules Optics. It's having a great year trading-wise, but what we've actually done is completely gutted a 1960s building and we're replacing the equipment as we roll out the program. Some of the equipment will be supplied by Monmouth, which I think is two clean rooms and some laminar flow cabinets.

The cost of this is about GBP 330,000, and this is phase one. If the return comes through on phase one, which I'm sure it will be, but what we're looking at for trading at the moment, and they're doing a great job trading through this sort of mess of refurb, then we have an opportunity to grow to expand the building on the side by another, I think it's a third of the size. The landowner agreement with that and then we'll put that up in probably 18 months to two years. The last one is Synoptics. Synoptics has had a great couple of years. They really have. Managed by Claire Hough and Kate George. We've reduced the headcount in there.

We've got a very lean and mean R&D team in there. We outsourced an R&D project with AutoCOL. It's an automated colony counter focused on the pharmaceutical sector at a cost of about GBP 200,000. You can actually see from these five examples that we've invested in staff, premises, plant and equipment, R&D over the years to assist the company in driving organic growth. You can actually see it through the numbers. Another point here is it's good to see that trade fairs and exhibitions are back in place again after two years. We recently had a number of subsidiaries attending and exhibiting at Lab Innovations and Advanced Engineering at the NEC. It was very well received. We've got two big exhibitions for the Group next year, both based in Germany.

One is ACHEMA, which is in March, based in Frankfurt, and that's followed in June with Analytica in Munich, whereby there'll be most of our subsidiaries attending our exhibitions. The last point we had there, which is, I suppose a bit out of date now with Boris's speech the other day. We did include a point about travel improving, but based on the new variant, this is most likely will not hold true, and travel restrictions may be imposed in the short term. If we sort of just close up with a summary and the outlook, which really hasn't sort of changed. It still continues. The half year, you can actually see from the results John's been through. We've had a strong half year, record interim revenues and profits.

Sadly, there weren't any acquisitions in that period of time, but you can actually see the high levels of organic growth coming through. All our businesses have been profitable and cash generative throughout this period. As we've already said, and I'll keep repeating it, we continue to invest in our businesses, which in turn has delivered strong growth over the previous financial years. Outlook. This is a bit amusing because it's no change to the annual report, and that is the Board remain confident that it will meet its increased market expectations. We continue to invest in our companies to drive growth, and we continue to seek further acquisitions. I'm hoping we'll be able to close at least one within this financial year.

Moderator

Mike, John, that's perfect. Thank you very much for your presentation this afternoon. Ladies and gentlemen, please do continue to submit your questions using the Q&A tab situated on the top right-hand corner of your screen. Just while the company take a few moments to review those investor questions submitted already, I would like to remind you that a recording of this presentation, along with a copy of the slides and the published Q&A, can be accessed via your investor dashboard on the Investor Meet Company platform. I would also like to remind you that your feedback is important to the company, and immediately after this presentation has ended, you'll be automatically redirected for the opportunity to provide your feedback in order that the company can better understand your views and expectations. Mike, John, I haven't given you much time at all.

There were a number of questions pre-submitted ahead of today's event, and along with the questions submitted during the live event. I just want to hand back to you to read out the questions and give a response where it's appropriate to do so. Thank you so much.

John Abell
CFO, SDI Group

Yeah. Thanks to you. We did receive eight questions up front, and we're gonna go through those first, and then we're gonna try and get through all of the questions that have been popping up in the course of this presentation. I've taken the questions that were submitted beforehand and kind of grouped them a little bit. Some of them are answered by the presentation already, we think, but we'll answer all of them now. The first question that I'm reading out is on overall strategy, and it's: Where does management see SDI in five years' time? Do we have five-year financial targets? And are there plans for personnel changes or additions to management or Directors in the next three years? I'm gonna ask Mike to answer that one.

Mike Creedon
CEO, SDI Group

Okay. Well, we don't have five-year planning. I don't believe in it. I think it's difficult to actually forecast the next 12 to 24 months, which we have to do anyway. I think for the business model we've actually got works. I've been here sort of 10 years. The last six years, we've actually gone from GBP 0.08 a share, GBP 0.07.5 a share, up to nearly GBP 0.02 a share. I don't see why we should actually change that, M&A or organic structure. What we do need to point out is, yes, I'm sure we'll need to change the structure as we grow because there's only so much time I can spend in the day driving around the businesses and looking at acquisitions.

I'm sure we'll have to strengthen either the main Board or a team below the main Board, going forward on that. I think that's it.

John Abell
CFO, SDI Group

The next, Mike, this is kind of related. Is management sticking to the long-term 28% annual growth target being 8%-9% organic and 20% M&A growth? And is this target achievable with the current structures? Now, I don't really recognize that as being a hard and fast target, but do you wanna answer that, Mike?

Mike Creedon
CEO, SDI Group

Yeah, I do. We've always actually said that, we like organic growth, a high single-digit figure. You know, we've achieved it in the first six months. I don't know. I don't see why that still can't be achieved. What do you think, John? Do you think that's a fair comment? I think we've said you said it, haven't we?

John Abell
CFO, SDI Group

Yeah, I think we, you know, we are exposed to sectors that do offer higher than average growth. We should certainly be targeting that kind of range. Yeah.

Mike Creedon
CEO, SDI Group

Yeah. The acquisition side of that and where the 20% comes from. Like I said, we've actually got a strong pipeline. You know, a few years ago, we did four acquisitions. We did two last year. I'm sure we're gonna do one or two before the close of this year. If we can still continue that with high, good growth acquisitions, then we should. We might achieve the 20%, but I've never thought about that sort of figure when we acquire businesses, really. I just wanna make sure that the acquisitions tick our acquisition criteria, which is again in the appendices here, and then we can actually invest in those businesses and grow them.

John Abell
CFO, SDI Group

Yeah, thanks. More on acquisitions. Have you looked outside of the U.K. for examples of companies having been consistently successful at pursuing large amounts of small but extremely value-accretive M&A deals? A couple of examples were given.

Mike Creedon
CEO, SDI Group

Yeah. I have. I've never looked at this. Well, each one I've looked at Constellation Software. I'm sure we're getting all the questions about that. That was founded in 1995 by a private equity individual. It IPOD in 2006. It was roughly in 2004, it was roughly the same size as us before it floated. It's done about 500 acquisitions in 26 years, which is an average of 2, which is roughly about the same as us, but it's a bigger business. You know, it's got a market cap of GBP 3 billion. It turns over GBP 4 billion. It's got 16,000 employees. I think the biggest difference for that, it's a software company. So what they can actually do is buy software and even integrate it. We are buying manufacturing businesses.

We've integrated a number of these businesses through the years. Quantum Scientific Imaging and Opus Instruments into Atik Cameras. Fistreem into Synoptics. We merged Thermal Exchange and Applied Thermal Control together. We could have two of that, but a lot of our businesses are standalone businesses. I think there is some differences in that profile, but we've got some catching up to do, really. We've only been doing this for

John Abell
CFO, SDI Group

I should also say that.

Mike Creedon
CEO, SDI Group

Go on then, John.

John Abell
CFO, SDI Group

Sorry. I was gonna say, We're not ready yet to decentralize M&A. I think we've still got-

Mike Creedon
CEO, SDI Group

No.

John Abell
CFO, SDI Group

You know, we still consider that as being a key headquarters function. At some stage we will, I think, you know, when we're big enough, pass it down, but not for the moment.

Mike Creedon
CEO, SDI Group

No. We've got some catching up to do. They've been acquiring businesses for 26 years. We've been doing it for six. I think we've got some very, very good acquisitions, or we've acquired very good businesses in the last sort of six years. You can actually see it's reflected in the share price. We are still correct in creating shareholder value, which is my goal.

John Abell
CFO, SDI Group

Management has not been able to make relevant acquisitions in the last 11 months. What are the reasons for this, and what will management do to further develop the M&A structures in order to build a strong M&A pipeline in the medium and long term?

Mike Creedon
CEO, SDI Group

I'd rather somebody I know somebody's picked it out as a worst case, 11 months. It could be 12 months, but I'd rather look at it on the annual results because that's where it's reported. We did two acquisitions in the last financial year, and I'm sure we're going to hopefully, depending on timing, acquire one or two acquisitions this financial year. We have a strong pipeline, and it's just timing. You know, if you have a look at the acquisitions, you know, we tried to acquire a couple of companies this year. We were let down. You know, not everything falls over the line or comes into our basket.

You know, other people come along, and take it out of our hands. I hope that answers your question.

John Abell
CFO, SDI Group

Another M&A question. When you buy a business, how do you make sure it has a sustainable competitive advantage over its rivals?

Mike Creedon
CEO, SDI Group

We buy niche businesses. Have a good example, when we acquired Sentek. It's got two big projects, OEM projects. As soon as we get latched into a customer, it's very difficult for them to actually go elsewhere. From that, we actually look at to see whether their businesses, i.e. the customer's businesses, can grow. It has done. It's proven it. What we actually do find is when we acquire businesses, a lot of our businesses we acquire have got probably at least a 15-year trading history. We can look back in time and see the business growing. You have to have belief in the management as well.

You talk to the management, you talk to the sales teams, and if they're enthusiastic about sort of selling products, and we can see it from history, then we have to believe them. John and I are the only people in the head office apart from a financial controller, and we have to give them the authority to say, "Yes, grow that business, and we will support you through the investment from head office." I think that we've literally seen it proven in all these businesses, especially this year as well. You know, we've actually seen a lot of our businesses trading above budget for the first six months of the year. It's proven it.

John Abell
CFO, SDI Group

Thanks, Mike. A couple of questions, no, not really on M&A, so maybe I'll take these. What percentage of group revenue is repeat orders every year? I mean, that's a good question. It's kind of slightly different. We often get questions about recurring revenue, and there's no obvious, you know, precise definition of that. But if I include our real recurring revenue of service and calibration, and also our OEM businesses where we're selling to customers that are building out our products into their bigger machines, and clearly they're gonna come back, you know, every year, then it's about 35%-40% of our revenues. You know, if I'm here excluding a kind of bulge for Atik Cameras this year, about 35% or so.

The rest of our business, we have to kind of conquer sale by sale. That's the majority of our business, we have to do that. But of course, we have distributors who are bringing in customers all the time. It's not, you know, I'm not saying it's easy, but we're managing it. The next question is, how sensitive are you to the economy? In other words, if there was a recession, meaning U.K. GDP was down by, say, 10%, how much would you expect your revenues to be down by? That's very difficult. We've just coming out of a recession and our sales went up. The answer is, it depends.

I think we are clearly sensitive to the economy if our customers are, and I don't know if the answer is more than 10% or less than 10% because it does depend. We hopefully we're in sectors of the economy that are growing substantially and sometimes can grow through recessions, and we've certainly demonstrated that over the last period. Final question that was pre-submitted relating to supply chain issues. We're seeing issues all around the globe. To what extent are SDI subsidiaries affected, and are some affected more than others? And-

Mike Creedon
CEO, SDI Group

I think we've answered that.

John Abell
CFO, SDI Group

Then if it leads to sustained inflation, to what extent do you think our subsidiaries might transfer those costs to customers? So I think we've certainly talked about the supply chain issues, which you know, our businesses are coping very well with. It's been challenging to some extent, but you know, we have professionals there whose job is to source the components for their business. So it's not that we have a an overarching structure to cope with this. This is right down in the business. They know their products, they know their suppliers, and they've been getting the job done. So we're very proud of them. As you've seen, our sales have gone up.

Despite supply chain challenges, you know, we've been managing to get the products we need and to supply our customers. Regarding inflation, I think up to now, we've certainly increased our prices to cover cost increases. Inflation to date has been kind of focused in certain areas. What we're seeing is that we will get cost inflation more or less across the board, especially in labor and in products that depend on labor from our suppliers. We know we're gonna have to price for that, and we believe that in general, we can price for that because the whole world, you know, our customers know that not only we but any competing suppliers are subject to inflation.

You know, we think we're in a strong position to transfer that to customers, and we're gonna have to do that. That kind of concludes the questions that were pre-submitted. Now we're just gonna go down the questions that we haven't really had sight of. I'm gonna throw most of them over to Mike.

Mike Creedon
CEO, SDI Group

Fine.

John Abell
CFO, SDI Group

I've got a question here from Gilbert. COVID clearly isn't going away and the recent news seems to be worsening. Do you think you may get further exceptional COVID orders for Atik Cameras in 2022?

Mike Creedon
CEO, SDI Group

You've been answering that in the city.

John Abell
CFO, SDI Group

Yeah. I've had that question before. I think the answer is we don't know. We've got some indication. You know, our communication with this customer isn't very easy. It's located in the Far East. Language is an issue, and most of our conversations to date have been kind of technical ones rather than supply chain or sales ones. We've got imperfect information there. I think we have recently received some kind of indication that they are selling through PCR machines to which our cameras are fitted. We're quite optimistic that they don't have a big overhang of our product, you know, on their premises.

Whether the Chinese market, in particular, has absorbed all the PCR machines that it needs and now it's a matter of just using those on future waves of the pandemic, we really don't know. We're hopeful that this customer, which started out for us pre-pandemic as being largely a kind of R&D customer that was buying samples and selling a small number of machines. It's become a big customer and in fact, it's become a big manufacturer. We hope that it'll be a continuous source of sales into the future, maybe not at pandemic levels. The fact is we don't know, so we haven't built it to any great extent into our financial plans. You know, it's an upside as it comes. Next question.

Sergio, are your sales expanding relative to your industry and your rivals? Again, I've been answering that kind of question. I think the answer is undoubtedly yes. Undoubtedly yes. Having said that, I think there is a kind of OEM part of our business in which nobody is really redesigning their products or designing new cameras or new modules into their products. Over the last 18 months, that's probably not been a big element of kind of displacing rivals from existing products. I just don't think that's been happening significantly. But where we're selling an instrument in which customers could buy ours or they could buy someone else's, so they're getting it off the shelf or through distribution, I think there's no doubt that we're gaining market share.

That 16% growth over two years is demonstration of that, I would say. Next question from Michael. Outside the organic growth, M&A is key, and you certainly have an eye for it. What does the pipeline look like? I think, Mike, you've said that. What do you wanna add anything or?

Mike Creedon
CEO, SDI Group

Yeah. We can just say it again. Like I said, we've probably got a dozen acquisitions. We had two which fell away this financial year, and that's probably the reason why we didn't actually sort of close or crystallize a deal within the first half of the year. It looks promising for the second half of the year and the following year as well. We have got a number of opportunities we hope to close in the foreseeable future. You've already mentioned about funding. John, do you wanna repeat that?

John Abell
CFO, SDI Group

We think funding is not a current issue for us. That's right. Next question, Sergio again. Do you have a constant demand for your products other than cameras? Well, I'm not really sure how to interpret that question. We have-

Mike Creedon
CEO, SDI Group

Yeah. Let's say, if we look at it, I'm gonna interpret it to say is OEMs. You can have a look at, say, Sentek sensors. We've got two really big OEM contracts, sort of GBP 1 million each contracts for them. Applied Thermal Control, we provide chillers that go into pieces of the life science equipment. Again, sort of an OEM. Synoptics have got an OEM, but it's a branded water filtration business. We've actually got a constant demand for these products coming through from people within the OEM side. I think that's a lot from what the question is really.

John Abell
CFO, SDI Group

Yeah. Okay. Thank you. Another question from MG. What is the likelihood of Atik getting more orders for PCR-related revenues? I think we've probably just answered that.

Mike Creedon
CEO, SDI Group

Yeah.

John Abell
CFO, SDI Group

Well, to expand a little bit, we were talking about the one customer, but it's the question, okay, can we find other customers that are making PCR machines and would like to use our cameras? Again, I don't know. We've got so Atik Cameras has its feelers out to try and find new OEM customers, sure. Not all PCR machines by any means use cameras as their kind of sensor for determining quantities of DNA, et cetera. So we shouldn't look at the whole of the PCR machine market here, but we're certainly trying to find other customers. What is the likelihood? Very difficult to say. We're certainly working as hard as we can to try and find those potential customers.

Mike Creedon
CEO, SDI Group

As I said right at the start, what we've actually done is invested in Atik. We've got a very smart, knowledgeable R&D Director who's taken on Board the sales because it's really technical sales. Then we've got a Business Development Director as well, trying to find these niche markets whereby they want an Atik camera.

John Abell
CFO, SDI Group

Yeah. Good. Moving on.

Mike Creedon
CEO, SDI Group

All right.

John Abell
CFO, SDI Group

A question from Unai. What happened with negative cash flow? Will we get back to growth in free cash flow generation? I did explain, I think, that the cash flow was reduced compared to a year ago, and that's mainly because last year we were getting cash ahead of sales from our customer, in particular the customer for cameras. This year we've been using that cash, and that's caused a kind of double whammy in terms of growth in free cash flow, because last year they were sending cash to us, and this year we're sending cameras to them, which caused not a negative cash flow because cash flow is always positive, but negative growth in that case. We may see it again in this half year.

As I said, we still got GBP 1.8 million on our balance sheet of customer prepayments for cameras, and assuming that we run out this order and don't replace it, then that will contribute again to lower growth in free cash flow or negative growth even. I think after that, then we can expect to grow again. Just to repeat, we had a positive contribution of down payments a year ago and a negative contribution this time around, plus some additional increases to stock. Next question again from MG. Forecasts for 2023 are showing a significant decline in profits and earnings per share growth. How confident is the board of making acquisitions in the next 6-12 months that will increase growth in these forecasts?

I think, Mike, you've

Mike Creedon
CEO, SDI Group

Yeah.

John Abell
CFO, SDI Group

You've explained that you're confident.

Mike Creedon
CEO, SDI Group

I'm confident. Yes, that is my job to fill that gap. I'm sure we're gonna get a certain amount of it from organic growth, but that's what I've actually said to the city when these forecasts came out, that we have to find acquisitions to fill that gap. I'm reasonably confident that we're gonna do it, hit that.

John Abell
CFO, SDI Group

Good. Next question. Sorry, this is from Patrick. How is Chell performing, considering some of its end markets, for example, aerospace, are subdued? It's a good question.

Mike Creedon
CEO, SDI Group

Do you want me to answer it?

John Abell
CFO, SDI Group

Yes.

Mike Creedon
CEO, SDI Group

Oh. Thanks, though. Chell. This business is really finding it difficult this financial year. We've got some really good prospects within the gas sensor market, and Jamie, the Sales Director, has actually informed us probably six weeks ago that they're going to trial. We're not losing orders, but they're going to trial. Aerospace is an issue with us, rightly so, but we've had a big upsurge in Formula 1. Rolls-Royce used to be our biggest customer, and it's Ferrari now. What they're actually doing is budgets in Formula 1 going to be cut for next year, so everybody's buying on the back end of that before the cut. We're having a good year for that.

The rest of it is actually quite low in the way of sales. Calibration is still a great revenue stream for us. As I must say, and be honest with you, yeah, they're finding it in itself not that bad, but they're a great company, great team there, and I'm sure they'll come through. Like you know how the business model works. You know, if somebody finds itself like Applied Thermal Control did through the COVID period, there's always somebody within the Group to stand up and support them, and take away that shortfall in trading away from them and pick it up like Atik, Synoptics, et cetera, et cetera. I hope that answers your question.

John Abell
CFO, SDI Group

Yeah. Good. Thanks, Mike. No, not the final question. Vivek is asking, notwithstanding exceptional orders from Atik, how do you see the businesses evolving in terms of organic growth? If you were here in two years' time with organic growth, excluding Atik exceptionals of 15%-20%, would you be very pleased or disappointed? I think we should be pleased with what-

Mike Creedon
CEO, SDI Group

Agreed.

John Abell
CFO, SDI Group

Kind of that level of growth over two years, 15%-20%. I think we can do it. I think it's quite, you know, it's challenging, but I think our businesses, you know, are capable of that potentially. Is that okay?

Mike Creedon
CEO, SDI Group

Yep.

John Abell
CFO, SDI Group

Sergio, will the expansion in the Chinese market continue? Don't really know. Hard to say.

Mike Creedon
CEO, SDI Group

Yeah, it's a difficult call. Yeah, PCR, we sell the cameras into the Chinese market, but a number of other companies sell into the Chinese market. It will continue. It is a market for us, for a number of our subsidiaries. We don't know what the expansion's like over there, but we're still selling there.

John Abell
CFO, SDI Group

Another question from Sergio. What are your KPIs for SDI Group? I would say here, I mean, we list one or two KPIs that we don't publish generally in our annual report. You know, we're a buy and build business, so the key things for us really are what we're acquiring. Acquisitions, quantity, how much capital we're deploying. More than that, it's are they the right acquisitions that are gonna generate return on that capital? Secondly, on the build side of our business, really the driver is sales growth.

We're looking at growth in sales and opportunities for sales and orders for sales. We're not doing that so much overall at group level as much as down in the individual businesses which is, you know, where sales are generated. Do you wanna add to that, Mike?

Mike Creedon
CEO, SDI Group

No, not at all. I think it's all right. Yeah, but for our KPIs really, for me personally, I don't look at the sectors. I just look at the individual companies, and we're just performing against budget. That's what we actually do. We look at return on capital as a Board. Very simple KPIs, and it seems to work. Also cash generation, which is key to my heart.

John Abell
CFO, SDI Group

Thank you. Yogi is asking: What role will David Pomeroy have in the future for SDI in the head office? An occasional addition to the M&A team or a permanent fixture?

Mike Creedon
CEO, SDI Group

David and I don't know. David and I get on really well. He's been around for about a year. Sadly, you know, he's sort of not gonna be MD, but he's still gonna work with me, which is great. Great. I think it's suck it and see really from David and myself. We don't really know what we're going to do. We've got a fair bit of work to do in the next few months. The number of opportunities coming out are growing, so hopefully he'll work with me for the foreseeable future.

John Abell
CFO, SDI Group

Okay. We're on literally the last question now, and we've done an hour, so we'll finish with this one. Good afternoon. This is from Ark. When talking about M&A, the companies you look for are only U.K.-based or are you also looking abroad?

Mike Creedon
CEO, SDI Group

No. We will look all over the place. What we found a company in France just before COVID. We got locked down, we couldn't go into France, so they decided to sell it to a French company. It was easier for them to sell internally. They just wanted to move away. We're looking at a company in the U.S. at the moment. We'll look at most places, but currently the list is all U.K. apart from one in the U.S., which we'll look at in 2022.

Moderator

Mike, John, thank you for addressing all the questions from investors this afternoon. Of course, ladies and gentlemen, the company will review any further questions submitted by investors today, and we'll publish those answers on the Investor Meet Company platform. Mike, perhaps I could ask you for a few closing comments, after which I'll redirect investors to give you their feedback.

Mike Creedon
CEO, SDI Group

Okay. Well, thanks for attending the webinar. There was over 200 people. How many were there, Mark, attending?

Moderator

We had short 300 that had accepted, and I've just closed the admin panel, so I'll give you all those stats after this, Mike.

Mike Creedon
CEO, SDI Group

All right.

Moderator

Very well attended.

Mike Creedon
CEO, SDI Group

Yeah. That's very good.

Moderator

As usual.

Mike Creedon
CEO, SDI Group

Anyway, thanks for attending this webinar. It's been a fantastic ride since 2014 when we acquired our first company, Opus Instruments. I hope you have a happy Christmas, and I hope we can continue this growth in the new year. Any questions, you can direct them to me or John. My email address is mike@thesdigroup.net. Again, have a happy Christmas.

Moderator

Mike, thank you very much for that. John, thank you for updating investors this afternoon. Could I please ask investors not to close this session, as you'll now be automatically redirected for the opportunity to provide your feedback and all that the management team can better understand your views and expectations. This will only take a few moments, but it's greatly valued by the company. On behalf of the management team of SDI Group, I'd like to thank you for attending today's session. That now concludes today's presentation, and good afternoon to you all.

John Abell
CFO, SDI Group

Thank you.

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