Tialis Essential IT : Annual financial report 2022

Tialis Essential IT PLC

(formerly IDE Group Holdings plc)

Annual report and financial statements

Registered number SC368538 Year ended 31 December 2022

Contents

Directors and Advisers	2
Company Profile and Summary	3
Chairman's Statement	4
Financial Review	7
Strategic Report	9
Directors' Report	13
Remuneration Committee Report	17
Corporate Governance Statement	19
Statement of Directors' Responsibilities	25
Report of the Audit Committee	26
Independent Auditor's Report	28
Consolidated Statement of Comprehensive Income	34
Statements of Financial Position	35
Statements of Changes in Equity	36
Statements of Cash Flows	38
Notes to the Consolidated Financial Statements	40

Tialis Essential IT PLC (formerly IDE Group Holdings plc)

Annual report and financial statements Year ended 31 December 2022

Directors and

Advisers

Directors

Andy Parker (Executive Chairman)

Ian Smith (Executive Director)

Nicolas Bedford (Non-Executive Director)

Matthew Riley (Non-Executive Director)

Company Secretary

Delgany Corporate Services Limited

Registered Office

24 Dublin Street

Edinburgh EH1 3PP

Company Number SC368538

Nominated Adviser and Broker

finnCap Limited

1 Bartholomew Close London EC1A 7BL

Solicitors

DAC Beachcroft LLP

25 Walbrook London EC4N 8AF

Auditor

Barnes Roffe LLP

Charles Lake House

Claire Causeway

Crossways Business Park

Dartford

DA2 6QA

Share Registrar

Computershare Investor Services plc

44 North St. Andrew Street Edinburgh EH2 1HJ

Principal Banker

RBS NatWest plc 250

Bishopsgate London

EC2M 4AA

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Tialis Essential IT PLC (formerly IDE Group Holdings plc)

Annual report and financial statements Year ended 31 December 2022

Company Profile

The principal activities of Tialis Essential IT PLC (formerly IDE Group Holdings plc) are the provision of end-to-end solutions to enterprise scale end-customers, public and private, concentrating on end-user device management and on-site support solutions.

The country of incorporation is Scotland; the Company's registered number is SC368538 and the Company is limited by shares. The main country of operation is the United Kingdom.

On 2 November 2022 the Company passed a Special Resolution to change its name from IDE Group Holdings plc to Tialis Essential

IT PLC.

Further information on the Company can be found at www.tialis.com.

Business summary

• Tialis Essential IT PLC ('Tialis') is a UK based managed services provider delivering outsourced services as a strategic technology partner primarily on behalf of system integrators. After a series of acquisitions and divestments, the group is now wholly focused on Tialis Essential IT Manage Limited ('Manage') (formerly IDE Group Manage Limited).
• Note 34 sets out the group reorganisation that took place during the year ended 31 December 2022 where several non- trading subsidiaries were placed into solvent liquidation to simplify the group structure and reduce costs.
• Within its portfolio of services, Tialis specialises in activities including the storage, build, configuration, and shipping of all end-user devices as well as the provision of on-site support engineers, tech bars, server maintenance and fully managed project deployments.
• Its support services have been developed to support clients with all IT requirements, to either complement an existing in- house IT team or act as a fully dedicated IT team on its customers' behalf.
• Revenues from continuing operations remained consistent in 2022 at £14.5 million (2021: £14.5 million) in 2022, gross
  margins decreased by 8% to 35% (2021: 43%) due to a shift in revenue streams. Adjusted EBITDA** decreased to £2.0
  million from £3.1 million in 2021. Loss on ordinary activities before taxation amount to £1.3 million (2021: £3.0 million).
• We have made an excellent start to 2023 within our Manage business, demonstrating significant growth in revenues and profitability. These results are based on developing long-term relationships with third-party system integrators and supply contracts typically with 3-5-year terms. Therefore, as we experience further growth, we are generating a strong annuity income stream, with a strong pipeline of prospects.

We have built a strong base to support a period of sustained growth and we are exploring organic and acquisitive methods to accelerate this development.

• Adjusted EBITDA is defined as earnings before interest, tax, depreciation, amortisation, impairment charges, non-underlying items, loss on disposal of fixed assets and share-based payment charges.

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