Untitled

CENTAUR MEDIA PLC Annual Report and Financial Statements for the year ended 31 December 2021

Annual Report and

Financial Statements

for the year ended 31 December 2021

Advise. Inform. Connect.

Our vision

We will be the ‘go to’ company in the international Marketing and

Legal sectors for:

• Advising businesses on how to improve their performance and

returns on investment ROI;

• Informing customers using data, content and insight with the

provision of business intelligence products;

• Offering training and advisory services through digital learning

initiatives and online programmes; and

• Connecting specific communities through media and events.

We will build strong and lasting relationships with our customers

by providing cutting-edge insight and analysis to deliver long-term

sustainable returns for our shareholders.

Our business

Centaur is an international provider of business information, training

and specialist consultancy that inspires and enables people to excel

at what they do within the marketing and legal professions. Our Xeim

and The Lawyer business units serve the marketing and legal sectors

respectively and, across both, we offer a wide range of products and

services targeted at helping our customers add value.

Our reputation is based on the trust and confidence arising from a

deep understanding of these sectors providing innovative products and

services and we have developed a strong track record for providing

our customers with market-leading insight, content, data and training.

Our key strengths are the expertise of our people, the quality of our

brands and products, and our ability to harness technology to innovate

continually and develop our customer offering. This enables us to help

our customers raise their aspirations and deliver better performance.

STRATEGIC REPORT

Introduction IFC

Highlights of the year 1

Chair’s Statement 2

Strategy 4

Performance: CEO Review 10

Key Performance Indicators 12

Performance: Financial Review 14

Risk Management 21

Viability Statement 26

Section 172 Statement 27

Stakeholder engagement case study 30

Environmental, Social and Governance 31

GOVERNANCE REPORT

Board of Directors 31

Executive Committee 38

Directors’ Report 39

Directors’ Statement on

Corporate Governance 41

Audit Committee Report 45

Nomination Committee Report 48

Remuneration Committee Report 49

Statement of Directors’ Responsibilities

inrespect of the financial statements 64

FINANCIAL STATEMENTS

Independent Auditor’s Report 65

Financial Statements 69

Notes to the Financial Statements 76

OTHER INFORMATION

Five Year Record 116

Directors, Advisers and Other

CorporateInformation IBC

Centaur Media Plc

Annual Report and Financial Statements for the year ended 31 December 2021

Contents

Core brands

Financial highlights

Revenue from

continuing operations

£39.1m

£32.4m

00%

2020 2021

Adjusted

EBITDA

£6.4m

(16% margin)

16%

12%

2020 2021

Cash

£13.1m

£8.3m

2020 2021

Adjusted

diluted EPS

1.9p

0.3p

2020 2021

www.centaurmedia.com

Highlights of the year

Strategic and operational highlights

• Resilient performance against the backdrop of the Covid pandemic and the

business remains on track to deliver on its MAP23 objectives

• Flagship 4 brands continued to deliver strong results, benefitting from

optimised pricing, strong renewal rates and the creation of hybrid events

• Developed the customer offering of our brands, including the introduction of

a campaign management tool for Influencer Intelligence, blended learning

for Econsultancy and further paid-for products at The Lawyer

• Record cross-marketing performance of Xeim Brands, supported by Xeim

Engage and Xeim Labs marketing solutions

• Hybrid events at The Lawyer continued to improve in content and

networking capability, leading to increased quality and size of customer

• Improved brand profile at Xeim following further investment in our

marketing teams and digital marketing capabilities

• Increased number of, and value generated from, large blue chip

international clients across Xeim

• DICE, our employee engagement committee, has worked closely with

employees to implement initiatives to help Centaur build a more diverse and

inclusive workplace

See financial performance review for definition of adjusted results and alternative

performance measures.

www.centaurmedia.com

STRATEGIC REPORT

Flagship 4

Dear Shareholder,

When I last wrote to you a year

ago, I expressed my confidence

that Centaur had the balance

sheet robustness and business

momentum to make progress

against its Margin Acceleration

Plan (‘MAP23’) goals over the

course of 2021.

Our updated MAP23 strategy had just

been launched in January 2021 putting

the business back on track after the

disruption of Covid. I am pleased to report

that this confidence has proven well

placed – our business performed in line

with our ambitious objectives for 2021 and

we remain on course to meet our MAP23

targets of over £45 million in revenue and an

adjusted EBITDA margin of 23% by 2023.

This performance was particularly pleasing

given the ongoing Covid pandemic. Despite

the easing of restrictions, the world finds

itself still in the process of transitioning to a

‘new normal’. Nonetheless, our specialised

brands in the legal and marketing

professions operate in markets that have

been characterised by change. Our ability to

transform and adapt against a background

of disruption over the past few years has

stood Centaur in good stead.

Today, knowledge has become a key

competitive advantage – meaning that the

proliferation of information is greater than

ever before, and the past two years have

accelerated the already rapid shift to high

quality digital content. For businesses,

this creates challenges in understanding

markets, identifying trends and developing

new relationships. All of this means that

our customers are looking for targeted

connectivity with timely and deeper insight.

We are positioning Centaur to fulfil these

needs – to provide customers with insight,

learning and consultancy expertise across

multiple industries and focusing on two

sectors with the specialist tools knowledge,

bespoke solutions and connections that

create advantage. In this way, we enable

our clients to excel at what they do,

to raise their aspirations and to deliver

better performance.

Performance

As a result a result of the focused strategic

and operational decisions taken by

Centaur’s management team, 2021 saw

a swift recovery in performance with a

21% growth in revenue and a sustained

improvement in EBITDA margin to

16%, which contributed to the further

strengthening of Centaur’s cash position to

£13.1m.

These results reflect a strong performance

across Centaur’s unique portfolio: from

our Flagship 4 brands that benefited from

optimised pricing, strong renewal rates and

a recovery in events, and from the Core

Brands that saw record achievements in

marketing solutions and revenue driven from

successful hybrid events. The value of the

content and networking capabilities of our

brands successfully led to an improvement

in quality and size of customer.

Dividend and capital

allocation

Centaur’s robust performance during the

Covid pandemic enabled us to reinstate

the dividend earlier than expected and for

2021 the Board has approved a resumption

of the Company’s normal dividend policy

of distributing 40% of adjusted retained

earnings, subject to a minimum dividend of

1.0p per share per annum. The Board has

therefore proposed a final dividend for 2021

of 0.5p per ordinary share and expects

to see further dividend progression as

earnings permit.

Strategy delivering

in a time of

disruption.”

COLIN JONES

Chair

Centaur Media Plc

Annual Report and Financial Statements for the year ended 31 December 2021

Chair’s statement

The Company retains a healthy cash

position which it intends to use to fund

short-term working capital volatility and

investment in new products and capabilities,

while also providing the resources to explore

other complementary strategic initiatives.

ESG

While we are making good progress in

delivering the financial targets under our

MAP23 strategy, another key component

of our business model is to ensure that our

behaviours and culture are fully aligned with

best practice ESG matters. I’m therefore

pleased to say we continued to reduce our

carbon footprint over the course of 2021.

The Board has also been impressed by

the initiatives undertaken by our Diversity,

Inclusion, Culture and Engagement

panel (‘DICE’) to improve diversity in our

promotions, recruitment and continued

D&I training efforts. This will continue to

be an area of focus going forward and a

consideration in all our business decisions.

We will also continue to operate with

integrity, transparency and accountability

with the Board remaining committed to the

highest standards of corporate governance.

More detail on our governance policies is

set out from page 44.

People and innovation

The adaptability, expertise and exceptional

commitment of our people has enabled

Centaur not only to manage the challenges

of the last year but also to exceed the

Board’s expectations in terms of driving

innovation and solutions for our customers.

This has seen Econsultancy deliver

blended solutions and The Lawyer launch

Signal, an upgrade of its Market Reports

product providing strategic insight and

benchmarking capabilities. This focus on

new products is crucial as the industry

backdrop continues to advance and

customers need more sophisticated and

targeted products and solutions.

We are committed to the wellbeing of our

people and making a safe environment for

our employees to operate the day-to-day

business effectively while allowing creativity

and entrepreneurship to build the business

for the future.

Looking ahead

The excellent performance across the

Group in 2021 provides a good platform for

further growth in 2022. The increasing value

of data-driven insight brings opportunities

for expansion into new target markets, the

broadening and deepening of connection

networks, and a growing focus on cross-

selling our products and building on their

synergies. While lingering uncertainties

around Covid and the macro-economic

and geopolitical outlook obviously remain,

we are fortunate in having a strong balance

sheet which gives us the confidence to

increase our investment in new products

and explore other strategic initiatives.

As we progress towards our MAP23 targets,

I believe Centaur has the talent, strategy and

financial discipline to meet the challenges

and realise the opportunities that lie ahead,

and we look forward to the future with

confidence.

Finally, but most importantly, I would like

to take this opportunity to thank each

and every employee for their outstanding

contribution to what has been a demanding

but successful year.

Colin Jones

Chair

15 March 2022

www.centaurmedia.com

STRATEGIC REPORT

Strategy

OUR FLAGSHIP 4

Three-year plan to grow revenues to >£45m and EBITDA margin

to 23% by 2023

An international provider of market intelligence,

learning and specialist consultancy

• Flagship 4

− MW Mini MBA

− Econsultancy

− Influencer Intelligence

− The Lawyer

• Core Brands

• Customer focus

− Sell more to existing

customers

− Optimise pricing

− Cross-sell Xeim

• Investment

− Systems

− People

• New products

− Digital subscriptions

− Common technology

stack

− New content offerings

• International growth

• Control of costs

MAP23

Centaur Media Plc

Annual Report and Financial Statements for the year ended 31 December 2021

Centaur is an international

provider of business information,

training and specialist

consultancy that inspires and

enables customers to excel

at what they do, raise their

aspirations and deliver better

performance. The Group’s aim is

to be the ‘go to’ company in the

international marketing and legal

sectors to:

• Advise businesses on how to improve

their performance and ROI;

• Inform customers using data, content

and insight with the provision of

business intelligence products;

• Offer training and advisory services

through digital learning initiatives and

online programmes; and

• Connect specific communities through

digital media and events.

Over the past year, despite the continued

impact of the Covid pandemic, the Group

has performed well and remains on track

to deliver on its ambitious MAP23 goals.

By simplifying the business and sticking

to our strategy of investing in our Flagship

4 brands – Econsultancy, Influencer

Intelligence, MW Mini MBA and The

Lawyer – we are continuing to expand our

margin through profitable revenue growth,

capitalising on Xeim and The Lawyer’s

inherent synergies.

Xeim

Xeim takes its name from ‘Excellence In

Marketing’ and its purpose is to improve

the performance of marketers. The Xeim

portfolio brings together the Group’s 11

marketing brands – Econsultancy, Influencer

Intelligence, MW Mini MBA, Festival of

Marketing, Marketing Week, Design Week,

Creative Review, Really B2B, Fashion

& Beauty Monitor, Oystercatchers and

Foresight News – to support the marketing

sector, providing our customers with the

advice, intelligence and connections needed

to set themselves apart from their peers.

Our market-leading brands and industry

experts provide insight, analysis and

proprietorial content, attracting over 6

million digital contact points every month.

Our cross-Xeim marketing solutions team

capitalises on the synergies of these brands

to help create integrated solutions for

customers.

The Lawyer

In The Lawyer, Centaur owns the most

trusted brand for the UK legal profession

and a leading provider of intelligence to the

global legal market, delivered via a scalable

digital platform.

The Lawyer has built on its 35-year heritage

of delivering incisive, cutting-edge analysis

of the UK legal market, continuing to

broaden its offering to develop a much more

international business providing market

intelligence to the world’s largest law firms.

The Lawyer counts 90% of the top 50 UK

and 50 US law firms in London among its

corporate subscribers.

www.centaurmedia.com

STRATEGIC REPORT

Strategy

CONTINUED

MAP23

Our strategic focus is to deliver the targets

set out under MAP23: raising Group

Adjusted EBITDA margins to 23% by 2023

and increasing revenue to more than £45m.

Our resilience during the pandemic, our

organic revenue growth and increase in

profitability in 2021, together with the

strength of our balance sheet, evidences the

progress that Centaur is making towards

MAP23 and our longer-term vision.

The Group intends to deliver the targets

through a combination of profitable

organic revenue growth and operational

costleverage.

To achieve this, we will be:

• Focusing investment and resource

allocation on our Flagship 4 brands

– the four brands which we have

identified as our key growth drivers

encompassing Econsultancy, Influencer

Intelligence, MW Mini MBA and The

Lawyer;

• Delighting our customers through

excellent customer service;

• Investing in technology and continuing

to develop our digital offering through

new products and services;

• Increasing focus on cross-selling

Xeim’s suite of products and services

to enterprise clients to drive up revenue

per client;

• Creating further opportunities for growth

through Xeim’s wider portfolio of Core

Brands;

• Investing in marketing, building out

our marketing teams to increase

brand profile and sell our products

to a broader range of international

clients; and

• Continuing to leverage our cost

base by managing costs tightly as

revenue grows.

Structure

Our business model is integral to how

we will deliver MAP23. In 2019, we

restructured Centaur making it a much

simpler business consisting of Xeim and

The Lawyer. We report revenue under six

core revenuestreams:

• Premium Content comprising

subscription-driven paid content

services;

• Marketing Services from campaign

management and marketing

automation;

• Training and Advisory from marketing

consultancy, digital learning and online

training;

• Events including sponsorship and

delegate revenue from conferences,

awards, and large-scale events;

• Marketing Solutions including display

and bespoke client campaigns; and

• Recruitment Advertising being

sector-focused.

Centaur Media Plc

Annual Report and Financial Statements for the year ended 31 December 2021

33%

32%

10%

13%

Revenue

2021

Brand

Premium

Content

Marketing

Services

Training and

Advisory Events

Marketing

Solutions

Recruitment

Advertising

Econsultancy

4 4 4 4

Influencer

Intelligence

MW Mini MBA

Festival of

Marketing

Oystercatchers

4 4

Marketing Week

4 4 4

Fashion & Beauty

Monitor

Foresight News

Creative Review/

Design Week

4 4 4 4

Really B2B

The Lawyer

4 4 4 4

The chart below shows which brands derive revenue from each category:

We have been encouraged by the continued

improvement in the quality of our revenue

streams since the transformation of our

portfolio and during the pandemic. Indeed,

Covid helped us develop how we work with

Xeim clients to accelerate digital marketing

transformation, a service in which we are

considered a thought leader. The easing of

Covid restrictions, together with the focused

strategic, operational and customer-centric

actions taken by Centaur’s management

team, has supported growth across the

business, most notably in Training and

Advisory, and Events revenues, which are

both up by approximately 50% year-on-

year. As we build our business around

our customers, we have found the size of

our customers grows also, as they realise

the benefits of tapping into the full suite of

services we provide.

Premium Content

Marketing Services

Training and Advisory

Events

Marketing Solutions

Recruitment Advertising

THE LAWYER XEIM

STRATEGIC REPORT

www.centaurmedia.com

International Revenue £m

37%

31%

2020 2021

2.0 4.0 6.0 8.0 10.0 12.0 14.0

16.0

Strategy

CONTINUED

73% of our revenue came from our valuable

Premium Content, Marketing Services and

Training and Advisory recurring revenue

streams (2020: 76%).

Revenue from outside the United Kingdom

has increased to 37% of total revenues

from 31% in 2020, with an increase of 43%

on 2020 to £14.4m as Centaur extends its

international reach.

Centaur Strategy Group

In 2021, we formed the Centaur Strategy

Group (or CSG), which sits at the heart of

our business with a remit to develop our

future strategy. The CSG comprises the

current and future leaders of the business

and is completely focused on ensuring that

we drive our customer-centric strategy and

make the most of our brand synergies and

cross-selling abilities, so that the portfolio

works together as a streamlined unit with a

common goal.

The CSG’s remit is to identify and address

the market opportunities on which we can

capitalise in coming years. As we take the

next step of our MAP23 journey in 2022,

the CSG has identified six major trends:

Digital learning and training for multinational

customers; digital transformation of

organisations; growth of the influencer

market; hybrid events; subscriptions to

access intelligence-based content and

increased demand for bespoke paid-for

content.

Our portfolio

To achieve our MAP23 ambitions we will

continue to focus investment and resource

allocation on the Flagship 4 – the four brands

we consider our key drivers for revenue

growth – and invest in the Core Brands that

support Xeim’s growth. Across Xeim, we will

be targeting to cross-sell our brands to the

top 200 marketing spenders through Xeim

Engage and generating increased marketing

solutions revenues through Xeim Labs.

Flagship 4

The Lawyer

The Lawyer – the most trusted brand for the

UK legal profession and a leading provider

of intelligence to the global legal market

delivered via a scalable digital platform.

Client renewal rates and online usage

performance remained strong for 2021.

Following the launch of Horizon the daily

digital news product in 2020, the year saw

the successful introduction of a new paid-for

subscription product, Signal, a re-launch of

the Market Reports product.

The return of live events in the fourth quarter

of 2021 was successful, with strong attendee

figures and sponsorship revenue above

targets. This appetite and confidence from

the market to return to live events means

we are planning, from the second quarter

of 2022 to return to a mix of virtual and live

events, including The Lawyer Awards in June.

Over the next two years, we will expand our

Target Addressable Market in three ways:

1. by accelerating the penetration into

the 51-100 UK law firms;

2. by targeting the Alternative Legal

Service Providers; and

3. by expanding internationally.

This will support our efforts to grow

subscriptions revenues from our current

products by increasing the value we deliver

to the top UK and US law firms.

Econsultancy

Econsultancy guides, supports and enables

customers to achieve excellence in digital

marketing and ecommerce. Its focus is on

combining learning content and thought

leadership with practical applications and

tools to support marketers.

The brand has had a successful year

of selling blended solutions: platform +

training. Supported by a revised pricing

structure, it has seen renewals improve 5

percentage points by value and enjoyed an

excellent year for new business, particularly

in the penetration of multinational blue chip

companies.

The ambition is to grow the customer base

further in 2022, supported with product

enhancements and investment in sales

and marketing. To achieve this, the brand

will look to secure more new business and

continue to improve renewal rates and

customer engagement. More specifically, it

will develop infrastructure with an upgraded

digital skills index diagnostic tool and learning

management system, invest in additional

digital learning content, and focus on

supporting the top 200 marketing spenders

with blended learning solutions.

Influencer Intelligence

Influencer Intelligence provides expertise and

support to help customers select influencers,

measure performance and manage the

Centaur Media Plc

Annual Report and Financial Statements for the year ended 31 December 2021