Accumuli plc
Annual report and accounts 2014
IT Risk. Managed. Leveraged.
Accumuli plc Annual report and accounts 2014 In this report
Overview
01 Highlights for the year
02 Accumuli at a glance
04 Chairman’s statement
Strategic report
06 Strategic report (incorporating the CEO’s strategic 
and operational review) 
11 Finance director’s financial review
14 Risks and risk management
Governance
16 The board
18 Corporate governance
19 Remuneration report
22 Directors’ report
24 Statement of directors’ responsibilities
Financial statements
25 Independent auditors’ report
26 Consolidated statement of comprehensive income
27 Consolidated statement of financial position
28 Consolidated statement of changes in equity
29 Consolidated statement of cash flows
30 Consolidated accounting policies
35 Notes to the consolidated financial statements
53 Company balance sheet
54 Company accounting policies
56 Notes to the company financial statements
60 Notice of annual general meeting
64 Corporate information
Accumuli is a leading, rapidly growing, UK-based 
independent specialist in IT security and risk 
management. We provide industry leading solutions 
and services underpinned by rare skills and 
capabilities. Our objective is to enable organisations 
to manage the ever increasing IT risk landscape 
and leverage their IT assets for business value.
The Accumuli approach is to assist our customers in identifying 
both the risk and potential of their IT infrastructure and address 
any gaps with leading solutions and expert services. Accumuli 
has a culture that is focused entirely on helping our customers 
and working as one team to deliver tangible results – we can 
help with a very specific need or a holistic end to end solution. 
IT Risk. Managed. Leveraged.   Overview
www.accumuli.com Accumuli plc Annual report and accounts 2014 01
Highlights for the year
Financial
  Revenue up 18% to £16.6m (2013: £14.1m)
  Gross profit up 32% to £9.9m (2013: £7.5m) with gross profit margin 
of 60% (2013: 53%) 
  Gross profit generated from recurring revenues¹ 61% (2013: 51%)
  Trading group EBITDA² up 29% to £3.6m (2013: £2.8m) 
  Group EBITDA³ up 32% to £2.9m (2013: £2.2m)
  Group net profit
4
 17% (2013: 15%)
  Cash generated from operations
5
 up 50% to £3.6m (2013: £2.4m) 
  Cash at bank at 31 March 2014 £3.6m (2013: £7.2m)
  Final dividend proposed 0.46p per share (2013: 0.40p), an increase of 15%
Operational
  Successful acquisition and integration of Signify Solutions Limited 
and Eqalis Limited, adding to the customer base and broadening 
the group’s solution set 
  Customer base now stands at over 700 (around 300 at same time last 
year), 85% of customers currently taking only one product from the portfolio
  Re-organisation of enlarged group completed in October 2013 to 
ensure right platform in place for future organic and acquisitive growth
  Settlement of EdgeSeven earn-out and integration of its management 
team into senior roles within the company
  Receipt of US$1m previously held in escrow from sale of Webscreen 
to Juniper
  Over 80 people in three offices – 60% of whom are employed 
in a technical capacity
¹  Revenues derived from managed services, software support and maintenance contracts where the group 
has an obligation to provide an ongoing service over a contractual period.
²  Earnings from continuing operations before interest, tax, depreciation, share-based payments, separately identifiable 
costs and income (acquisition/disposal costs, re-organisation costs and one off costs/income) and plc costs.
³ 
 
Earnings from continuing operations before interest, tax, depreciation, share-based payments and separately 
identifiable costs and income (acquisition/disposal costs, re-organisation costs and one off costs/income).
4
  Group EBITDA divided by revenue.
5
  Net cash generated from operating activities from continuing operations before separately identifiable costs 
and income (acquisition/disposal costs, re-organisation costs and one off costs/income) and plc costs.
Group revenue
£16.6m
+18%
16.6
14.1
12.1
12 13 14
Group EBITDA
£2.9m
+32.0%
2.9
2.2
2.1
12 13 14
Visit our website at  
www.accumuli.com 
for the latest investor news 
and announcements. 02 Accumuli plc Annual report and accounts 2014
Overview
Accumuli at a glance
Accumuli is a UK-based independent specialist in IT security and risk 
management – our objective is to enable organisations to manage the ever 
increasing IT risk landscape and leverage their IT assets for business value. 
We provide industry leading solutions and services which are underpinned 
by rare skills and capabilities.
The customer problem
Assessing the risk and maximising the value from significant IT trends (such as cybercrime, consumerisation of IT, Big Data) or business 
objectives (such as saving money or doing more with less) is the perennial challenge for any IT department. The Accumuli approach is 
to assist our customers with key security and risk projects and be the chosen capability partner to ensure successful delivery and tangible 
results – we identify both the risk and potential of their IT infrastructure and address any gaps with our leading solutions and expert services. 
SIGNIFICANT 
BUSINESS TRENDS
SIGNIFICANT 
IT TRENDS
Big Data
Consumerisation
Cloud computing
Cybercrime
Internal threats
Internet of things
IPv6
Social technology 
integration
Wireless reliance
Reduce costs
Do more with less
Be compliant
Innovation and 
improvement 
programmes
Enhanced customer 
experience
Deliver growth
IT risks
Optimise resources 
and ensure rapid 
investigation and 
response
Appropriate 
expertise and 
number of FTEs
Assurances on 
protection and 
compliance
Keep systems and 
network services 
up and running
Provide real 
business insight
Ensure adequate 
controls and 
evidence collection
Keep bad things 
out and 
important things in
 In-house resources
 
Supply chain
 
Availability
 
Visibility and performance 
   Compliance and governance
 
Security
 
Extract value from data 
RISK AND VALUE ASSESSMENT
CAPABILITY AND DELIVERY
IT INFRASTRUCTURE
IT INFRASTRUCTURE Overview
www.accumuli.com Accumuli plc Annual report and accounts 2014 03
Our solutions and services framework
Accumuli has three core pillars that make up our framework which means that we can either provide a niche solution or service for a specific 
need or offer a true end to end solution.
Corporate activity in the last twelve months 
Accumuli has a buy, build and partner strategy – we have now completed a total of seven acquisitions and one disposal. During the last twelve 
months we have successfully completed an early settlement of the EdgeSeven earn-out and acquired two further companies in Signify and Eqalis. 
PROFESSIONAL AND 
TRAINING SERVICES
MAY 2013
TECHNOLOGY SOLUTIONS
JUNE 2013
MANAGED, HOSTED 
AND SUPPORT SERVICES
DECEMBER 2013
24×7×365 
Security Operations Centre
Big Data platforms and 
performance analysis
20 consultants
BPSS, SC and DV cleared personnel
Accredited training centre for 
Alcatel-Lucent, ArcSight, Splunk 
and Infoblox
Bespoke software developments for 
customer interfaces 
and translation tools
Project management
Security analytics and 
threat intelligence
Defence in Depth – 
CESG model
Core network services and 
network automation
24×7×365 
Technical support centre
ITIL service framework
ISO 27001 Accredited
All UK-based operations centres
IL2 Standards and IL3 Accredited
  Early settlement 
of earn-out for 
EdgeSeven
  £2.5m
  Experts in SIEM
  Six staff
  30 customers
  £2.6m net 
consideration
  20 staff
  300+ customers
  Experts in 2FA 
managed 
services
  £1.9m net 
consideration
  Seven staff
  150+ customers
  Experts in Big 
Data platforms 
and 
performance 
analysis
MANAGING IT RISK AND LEVERAGING IT ASSETS FOR BUSINESS VALUE 04 Accumuli plc Annual report and accounts 2014
Overview
Chairman’s statement
Introduction
Accumuli produced another excellent 
performance in the year to 31 March 2014 
during a period of continued acquisitive 
growth and re-organisation of the business 
to allow and accommodate future growth.
In June 2013 we acquired Signify Solutions 
Limited (“Signify”) for net cash consideration 
of £2.6m. Signify provides hosted, managed 
service two-factor authentication utilising both 
RSA technology (public key cryptography 
algorithm) and its own Passcode OnDemand 
software to enable secure remote access to 
an organisation’s network and information.
In May and November 2013 we settled 
the deferred consideration in relation to the 
acquisition of EdgeSeven, paying £1.7m 
in cash and issuing 6.8 million shares to 
the owner employees of EdgeSeven, who 
since acquisition have taken key roles within 
the group. 
In December 2013 we acquired Eqalis Limited 
(“Eqalis”), Splunk’s (the NASDAQ listed 
provider of software to analyse and search 
machine data) leading partner in the UK, 
which significantly enhanced our capability 
in Big Data monitoring and analytics for net 
cash consideration of £1.9m.
In February 2014 the escrow balance relating 
to the sale of the Webscreen business to Juniper 
was released and the group received US$1m.
Results
Revenue for the year grew by 18% to £16.6m 
(2013: £14.1m), driven by acquisitions and 
growth in services revenue.
Gross profit increased by 32% to £9.9m 
(2013: £7.5m), with a corresponding gross 
profit margin of 60% (2013: 53%). This 
increase was a result of both the contributions 
from our targeted acquisitions and through 
implementation of our strategy to focus on 
higher margin services revenues rather than 
technology solution sales. Our success in this 
is also highlighted in the fact that 61% of our 
gross profit is now generated from recurring 
revenues¹ (2013: 51%).
Group EBITDA² grew by 32% to £2.9m 
(2013: £2.2m), producing a net profit margin³ 
of 17% (2013: 15%).
Group loss before tax from continuing 
operations was £0.9m (2013: £0.3m profit) 
which reflects the costs associated with a “buy 
and build strategy”. Amortisation of intangibles, 
which is a non-cash expense, and relates 
almost entirely to acquisition activity, was £1.9m 
(2013: £1.4m) and separately identifiable 
costs were £1.4m (2013: £0.2m), of which 
£0.4m were non-cash (2013: £0.3m).
Cash flow remained strong with cash generated 
from operations
4
 increasing by 50% to £3.6m 
(2013: £2.4m), demonstrating the strength of 
our business model.
We finished the year with £3.6m of cash in 
hand (2013: £7.2m), which was after funding 
the acquisitions referred to above and 
payment of our maiden final dividend.
The fundamental outlook and growth prospects for 
the IT Security market remain strong and in place.
The key to success for Accumuli to date 
has been its ability to execute and integrate 
the six acquisitions it has made.”
Highlights in 2014
  Revenue for the year 
grew by 18% to £16.6m 
(2013: £14.1m)
  Group EBITDA² grew by 
32% to £2.9m (2013: £2.2m)
  Cash generated from 
operations
4
 increasing by 
50% to £3.6m (2013: £2.4m)
  Acquisition of Eqalis 
and Signify
  Recommended dividend 
of 0.46p per share
¹  Revenues derived from managed services, software 
support and maintenance contracts where the group 
has an obligation to provide an ongoing service over 
a contractual period.
²  Earnings from continuing operations before interest, 
tax, depreciation, share-based payments and separately 
identifiable costs and income (acquisition/disposal costs, 
re-organisation costs and one off costs/income).
³ Group EBITDA divided by revenue.
4
  Net cash generated from operating activities from 
continuing operations before separately identifiable 
costs and income (acquisition/disposal costs, 
re-organisation costs and one off costs/income) 
and plc costs. Overview
www.accumuli.com Accumuli plc Annual report and accounts 2014 05
Dividend
We announced and paid our maiden dividend 
last year of 0.4p per share and indicated that 
it was our intention to distribute up to 30% of 
group EBITDA in the form of dividend annually. 
This reflected our confidence in our cash 
generative business model. We retain this 
confidence and are pleased to recommend 
a final dividend in respect of the year ended 
31 March 2014 of 0.46p per share, which 
represents an increase of 15% on last year’s 
dividend. Subject to shareholder approval at the 
annual general meeting, the dividend will be 
payable on 15 October 2014 to shareholders 
on the register on 3 October 2014.
People
Over 80% of our gross profit derives from 
services, which is directly linked to the abilities 
and expertise of our staff. We believe we have 
some of the best people in the industry and 
each and every one of them is instrumental in 
Accumuli’s success. The board acknowledges 
that any growing business, particularly one 
characterised by acquisition, will provide 
challenges, disruption and distractions to its 
people. However the results delivered provide 
evidence of our employees’ ability to manage 
change and the board would like to thank all 
employees for their enthusiasm, diligence 
and hard work.
Strategy
In a rapidly moving market it is important that 
as a business we are cognisant of market 
trends and changes as we strive to obtain 
first mover advantage. 
Accumuli’s strategic aim has been to be 
a leading UK-based independent specialist 
in IT Security. With a proliferation in the tools 
and techniques available to analyse machine 
data (the so called “Big Data” trend) and the 
convergence of IT Security and Operations 
to now work jointly together, we are seeing 
market analysts, vendors and market 
participants all moving towards a wider 
description (and product set) of “IT Security 
and Risk Management”. Accumuli, with its 
current capabilities, very much sees itself 
as being able to operate and succeed in this 
wider market – the acquisition of Eqalis having 
provided a significant impetus to the overall 
level of the group’s capability.
A further key strategic objective of the board 
has been to improve and increase the visibility 
of earnings and reduce the reliance upon lower 
margin, volume dependent product sales. 
This has been manifested in the disposal of 
Webscreen (a product sales business which 
required continued and significant investment 
to prosper), the acquisition of Signify, a managed 
service business, and the continuing investment 
in, and recruitment of staff in, consulting and 
managed services. 
The board has publicly stated that it aims to 
generate more than 60% of gross profit from 
recurring business, an objective which the 
group has met in 2014 – and to ensure that 
its overhead base at the start of a financial 
year is covered by the gross profit from 
recurring business, an objective which 
we continue to work towards. 
Finally, the key to success for Accumuli to date 
has been its ability to execute and integrate 
the six acquisitions it has made. Making more 
acquisitions, executing and integrating them 
remains a crucial part of the group’s strategy 
and we spend a lot of time and effort searching 
for businesses that meet our investment criteria. 
Effective integration only works if the existing 
business structure is robust and scalable 
enough to accommodate new business lines 
and products. A re-organisation of the business 
was undertaken and completed during the last 
financial year which we believe creates the 
necessary platform for future growth – both 
via further acquisition and organic growth. 
Outlook
The fundamental outlook and growth prospects 
for the IT Security market remain strong and 
in place. 
We continue to see an increasing number of 
potential sales opportunities driven by our 
customers who require assistance in managing 
their IT risk, whether that be availability, 
performance, visibility, compliance, in-house 
expertise or security. We now need to convert 
these opportunities, which we expect to increase 
the recurring revenue base of the business, 
albeit only with a partial in-year impact.
We expect the share of gross profit being 
generated from legacy product sales to 
continue to decline; however we expect that 
revenues from product and services associated 
with Splunk should increase this year as the 
trend for Big Data continues to accelerate.
We remain cautious on operational investment 
in the overhead base; however we do remain 
open to taking advantage of opportunities 
that arise to invest in sales and technical 
capability in key areas which we believe 
will add shareholder value.
As stated before we also remain on the 
lookout for acquisitions which meet our 
stringent investing criteria.
I look forward to another successful financial 
year for Accumuli and to providing further 
updates on our progress in the coming months.
Nick Kingsbury
Non-executive chairman
23 June 2014 06 Accumuli plc Annual report and accounts 2014
Strategic report
Strategic report 
(incorporating the CEO’s strategic and operational review)
Business overview
Companies are more dependent than ever 
on IT to run their businesses and as a result 
their IT infrastructures are exposed to an 
unprecedented level of risk. IT risk is typically 
introduced through significant IT trends 
(external factors) or when delivering against 
specific business objectives or projects 
(internal factors). 
Examples of external IT trends include cybercrime, 
consumerisation, cloud computing, social 
media technology integration and the “internet 
of things”. Examples of specific internal business 
objectives or projects include reducing costs, 
doing more with less, adhering to compliance 
and enhancing customer experience. 
The most widely reported external IT trend tends 
to be cybercrime because it presents a 
significant risk and has affected a number of 
high profile organisations. Recently reported 
industry figures (source: hackmageddon.com 
and Deloitte) show that: 
  cybercrime continues to grow at an 
unprecedented level with a 118% increase 
in the number of new malware samples 
created in 2013;
  62% of attacks on organisations were 
motivated by cybercrime;
  the UK consistently appears in the top 
five countries receiving cyber attacks; 
  in a survey of specific UK companies, 
93% were attacked and had on average 
62 attacks per annum; and 
  the annualised cost of cybercrime to the 
companies surveyed in 2013 was just 
under £3m and ranged from £378k to 
£17m – an increase of 42% on 2012. 
Whether IT risk is introduced via an external 
or internal factor the issues that need to be 
managed can be broken down into six 
broad categories: 
  availability – ensuring core systems and 
network services are always up and running;
  performance and visibility – ensuring resources 
are optimised and centralised platforms are 
in place for rapid response and investigation 
in the event of a problem;
  security – ensuring that bad things are kept 
out and important things are kept in;
  compliance and governance – ensuring 
adequate controls and evidence collection 
are in place for auditors and internal 
risk registers;
  in-house expertise – ensuring that there 
is access to knowledgeable and rare 
resources; and 
  supply chain – assurances that the company 
supply chains have an appropriate level 
of protection and compliance in place.
Our results reiterate the strength of our business, 
strategy and the market we operate in.
Accumuli is no ordinary company – we are real 
experts at what we do with highly skilled people 
and premium services.”
Highlights in 2014
  Record sales in Big Data 
Platforms and Performance 
Analytics (Eqalis acquisition) 
in the final quarter of the 
year which reflects the 
strong market opportunity
  Six figure managed service 
contract win for SIEM with a 
leading bank, replacing one 
of our key competitors
  Named as one of the UK’s 
1,000 most exciting and 
inspirational companies 
in research compiled 
on behalf of the London 
Stock Exchange www.accumuli.com Accumuli plc Annual report and accounts 2014 07
Strategic report
How do we help?
It is becoming increasingly difficult for 
organisations to manage IT risks due to volume 
and variety – consequently organisations are 
increasingly turning to an independent specialist, 
such as Accumuli, to help them understand, 
design and implement the right levels of 
protection and management. 
Accumuli is a leading, UK-based independent 
specialist in IT Security and risk management 
– we help organisations manage IT risk by 
ensuring their IT infrastructure is available, 
performing and visible whilst always being 
compliant, resourced and secure. Accumuli 
delivers this outcome through a portfolio of 
premium solutions and services and a culture 
that is focused on our customers and teamwork. 
Accumuli is no ordinary company – we are 
real experts at what we do with highly skilled 
people and premium services. We offer true 
end to end solutions for our customers who 
are looking for a technically and commercially 
advanced partner that will truly help them – our 
value add is reflected in our high levels of gross 
profit, recurring revenues and customer renewals.
Our portfolio 
The “Accumuli Security Framework” explains 
our approach to working with our customers. 
In simple terms it can be broken down into 
three parts: Support and Managed Services, 
Professional Services and Technology Solutions.
1 Support and Managed Services 
We provide value added vendor support 
and a managed service platform that enables 
companies to outsource the management 
of their security technologies. In the areas of 
managed and hosted services the acquisition 
of Signify significantly enhanced our capability. 
Additionally the steps we have been taking to 
adopt best practice through the ITIL framework 
and the recruitment of Andrew Cooke as director 
of operations continued to demonstrate our 
commitment to the importance of this part of 
the business. Andrew Cooke was appointed 
as director of operations in October 2013 
and has a background of over 20 years in 
operational IT management with particular focus 
on service delivery of managed services. Andrew 
recently fulfilled the same role for a managed 
security services business in the UK and has 
had an immediate impact since joining us. 
2 Professional Services
To ensure that technologies are implemented 
correctly our customers require assistance 
with the scoping, design, implementation 
and training of technology solutions. Our 
customers call upon the skills, knowledge 
and expertise of the Accumuli team valuing 
the professionalism and insight we provide. 
Whilst the smallest, but with growing revenues, 
of our three segments this is the most important 
in terms of our credibility as a business.
3 Technology Solutions 
We currently represent 27 leading technology 
vendors which means that we can provide 
truly independent advice to our customers and 
recommend the most appropriate technologies 
to meet their risk and budget objectives. The 
technology vendors are split into strategic, 
tactical and emerging partners with the majority 
of our revenue coming from those in the 
strategic vendor category. 
From a customer perspective, our solutions 
are split into four areas (“Centres of Excellence”): 
  core network services and network 
automation;
  Big Data platforms and performance analytics;
  defence in depth; and
  security analytics and threat intelligence.
In each of these areas we are focused on 
ensuring we retain thought leadership on the 
technologies and business drivers. With each 
of the acquisitions we have made in the last 
four years, the acquired business was very 
clearly the expert in its niche. We continue to 
aim to identify the “right” third party technologies 
for our clients, whilst also supplementing them 
with some of our own.
The market and competitive landscape
We continue to operate in a market with good 
growth prospects and significant historical 
spend. Gartner report that the worldwide 
IT Security market is worth in excess of $62bn 
per year with the UK valued at $3.6bn a year. 
However, the sector is highly fragmented in 
terms of products and services so we look at 
the growth projections (compound actual and 
future annual growth rates) of the areas that 
are relevant to our offerings – quite often the 
projections are global rather than just the UK: 
  General IT Security services  7% 
and products
  Managed and hosted IT 13% 
Security services
  Core network services  15% 
and network control 
  Big Data platform and  20% 
performance analytics
The growth of Big Data is unsurprising given 
the ability to now access and analyse large 
quantities of data in real time across an 
organisation’s entire IT assets. This level of 
intelligence and visibility enables companies 
to proactively monitor and manage threats 
to their business and leverage value from 
machine data. 
The competitive landscape is typically made 
up of three types of companies: 
  small/niche specialists that specialise in 
one particular solution or service but with 
limited scope to expand due to cash flow 
or people;
  mid-range independents who differentiate 
based on breadth of portfolio, capability 
and customer base; and
  large system integrators and service 
providers (typically an operating division 
or a large outsourcer) that tend to be 
generalists by nature and focus on 
servicing needs of large multi-national 
customers – they quite often require a 
sub-contractor to obtain specific expertise. 08 Accumuli plc Annual report and accounts 2014
Strategic report
Strategic report continued
(incorporating the CEO’s strategic and operational review)
The market and competitive landscape 
continued
There was, and remains, a market opportunity 
for a specialist to become the sub-contractor 
of choice to large systems integrators and 
service providers and be the strategic supplier 
of choice to organisations with more than 
3,000 employees, something that is certainly 
part of our goal. 
Our strategy
Our strategy is made up of three key 
components: 
1  identify, acquire and integrate acquisitions 
that add both strategic and financial value;
2  achieve organic growth through selling 
existing solutions and services to existing 
customers; and
3  partner with strategic alliances for 
mutual benefit. 
1 Acquisitions 
A further two acquisitions were made in the year 
taking the total to six acquisitions and one 
disposal since the group’s inception. The 
acquisitions made during the year contributed 
23% of group revenues and 29% of gross profit 
reflecting the service-rich mix of revenues in 
the acquisitions we made.
  Signify was acquired in June 2013. 
The business was attractive to us due to 
its high levels of recurring revenues and 
customer retention, a customer base of 
282 organisations, a highly skilled team 
of people and a proposition that added 
value to our overall solutions and 
services framework. 
  Given the growing mobility of today’s 
workforce, it is becoming increasingly 
important for all organisations to offer 
employees secure remote access to 
systems and information. Therefore, adding 
two-factor authentication to our managed 
services offering represented the next 
logical step in our value proposition to help 
customers secure their business and 
reduce operating costs.
  Eqalis was acquired in December 2013. 
The business was attractive to us as its 
portfolio complemented our security and 
incident management (SIEM) solutions; it 
is Splunk’s leading partner having won the 
UK, Africa and Ireland partner of the year 
award for the last two years; and it is the 
only Splunk authorised training provider 
in the UK with a customer base of over 
150 well-known brands. 
  Big Data analytics is now intrinsically linked 
with security and operational excellence 
and Eqalis has been addressing these 
challenges and delivering great results to 
its customers for the last six years. The key 
to successfully mitigating IT Security threats, 
detecting incidents and responding to 
breaches is the ability to access and analyse 
large quantities of data in real time across 
an organisation’s entire IT assets. This level 
of intelligence and visibility enables companies 
to prioritise actions, respond to incidents, 
improve processes and enhance controls. 
Since the year end we have completed a small, 
bolt-on, tactical acquisition of a specialised 
reseller of IT security, ArmstrongAdams Limited, 
which was done to enhance our product offering 
in this area. The net initial cash consideration 
for this deal was nil and there is contingent 
consideration payable over two years based 
on the trading performance of the business. 
The vendor will remain with the business and 
we anticipate that we will pay £0.8m of contingent 
consideration in total which will be payable 
half yearly.
Acquisition integration
Accumuli is one company with one strategy 
and one team. In order to ensure that 
acquisitions are integrated properly and that 
there is no duplication of activities, the entire 
company has been organised around four 
key disciplines which enables us to align 
resources, systems and processes. 
The core disciplines are: 
  customer intimacy; 
  product and thought leadership;
  operational excellence; and
  financial power.
There is one executive responsible for each 
core discipline and together they make up 
the management team, namely Rick Wilkinson 
(customer intimacy), Jon Inns (product and 
thought leadership), Andrew Cooke (operational 
excellence) and Ian Winn (financial power). 
In addition to the core disciplines there is 
great importance placed on the Accumuli 
culture and values during and after an 
acquisition. Having a strong sense of identity 
and being able to assess whether a company 
will fit into that environment is a critical factor 
for ensuring ongoing performance. 
Experience has taught us that driving the right 
company culture can have a dramatic effect 
on our experience as employees, customer 
satisfaction and business performance. It is 
important for Accumuli to understand (and 
state) the type of culture that we want to 
have so that we can recruit and retain the 
right individuals and establish an appropriate 
balance between delivering company growth 
and looking after our employees. 
Values underpin any culture and they are a 
promise to each other (and our customers) 
as to how we will work together as a team – 
the interaction between all parties is crucial 
to a constructive environment. Having clear 
values also helps us to recruit and retain 
the right individuals. 
The Accumuli culture and values are openly 
stated and assessed every six months. 
Three core pillars of our business: Technology Solutions, 
Professional Services and Managed Services. www.accumuli.com Accumuli plc Annual report and accounts 2014 09
Strategic report
2 Organic growth strategy
Accumuli focuses its sales and technical 
resources on selling existing solutions and 
services to existing customers. Accumuli 
currently has 704 customers of all sizes which 
span a range of industry sectors including 
financial services, utilities, telecommunications, 
manufacturing and government. At present 
85% of customers take only one product from 
Accumuli, indicating the potential to “retain 
and penetrate” the existing customer base. 
Our primary focus on selling to the existing 
customer base is supported by research 
which indicates: 
  it costs five times more to acquire new 
customers than it does to keep current ones;
  reducing churn by 5% can increase profits 
by between 25 and 125% over four years;
  80% of future revenue will come from just 
20% of customers; and
  the probability of selling to an existing 
customer is 60–70% versus 5–20% for 
a new prospect.
There are currently 19 people focused on 
retaining and penetrating customers which 
represents 23% of the employee base. 
3 Strategic alliances
There are three types of strategic partners that 
Accumuli works collaboratively with: 
  value added resellers that promote and sell 
the Signify hosted two-factor authentication 
solution for which they receive a margin 
in return; 
  system integrators that sub-contract 
professional services work to Accumuli 
due to our expert resources; and 
  service providers that sub-contract managed 
services to Accumuli so that they can utilise 
our 24x7 Security Operation Centre.
Accumuli currently has 36 strategic alliances 
with partners and we are seeing more 
demand in this area due to our levels of 
expertise and reputation in the market. 
Accumuli acquired Signify Solutions Limited, a managed service 
provider of secure authentication in June 2013. 
Signify fits closely with Accumuli’s existing portfolio of helping customers 
secure their business through a combination of technology, professional 
services and managed services whilst adding 2FA capability. This synergy 
will allow Accumuli to promote and cross-sell Signify’s authentication 
services to its wider client base and vice versa. 
Accumuli acquired Splunk’s leading UK partner Eqalis in December 2013 to 
complement the company’s security incident and event management (SIEM) 
solutions and strengthen its Big Data monitoring and analytics capabilities. 
Eqalis provides solutions that enable organisations to gain visibility 
of data across the complete IT estate, including monitoring, managing 
and delivering actionable intelligence on security and operational risks. 
The company is the UK’s leading Splunk partner, having won the UK, 
Africa and Ireland partner of the year award twice, and the only Splunk 
authorised training provider in the UK. In addition, Eqalis is a leading 
partner for Prelert, Puppet Labs and App Dynamics, which assist 
enterprises with anomaly detection, system change, application 
and infrastructure performance management. 
Both acquisitions are in line with Accumuli’ s strategy of acquiring organisations 
that complement the group’ s existing expertise and capabilities.
Signify and Eqalis acquisitions 10 Accumuli plc Annual report and accounts 2014
Strategic report
Strategic report continued
(incorporating the CEO’s strategic and operational review)
Operational performance
In reporting on the year it is useful to consider 
not just the quantitative analysis, which is 
detailed elsewhere within this report, but to 
look at some of the operational highlights 
during the year.
Operational highlights
  Strong sales in Core Network Services, 
including two deals worth in excess of £1m, 
one with a leading mobile service provider 
and one with a leading gaming business
  Large managed service contract win 
with a major high street bank for Core 
Network Services 
  Record sales in Big Data Platforms and 
Performance Analytics (Eqalis acquisition) 
in the final quarter of the year which reflects 
the strong market opportunity 
  Largest quarter in a 13 year history in Q4 
for the two-factor hosted authentication 
platform for Signify 
  Substantial cross-sell achieved into a 
leading gaming business which means 
they now take solutions and services from 
all of our centres of excellence, demonstrating 
the potential for cross-selling
  Six figure managed service contract win for 
SIEM with a leading bank, replacing one of 
our key competitors
  Largest number of professional services 
days sold in the company’s history with 
our bank of days now sitting at 1,000 
versus 600 at this time last year
  Continued investment in and development 
of our technical staff with over 35% of the 
workforce securing a professional 
accreditation or qualification in the year
  Continued levels of high customer retention
  ISO27001 audits successfully passed 
across all offices in Basingstoke, 
Cambridge and Leeds
Public recognition
Finally, in reflecting on the financial year, 
Accumuli received and was nominated 
for several awards including: 
  named as one of the finalists in the Best 
Managed Security Service category for 
SC awards Europe;
  named as one of the UK’s 1,000 most 
exciting and inspirational companies in 
research compiled on behalf of the 
London Stock Exchange;
  shortlisted for Tech Achievement 
of the Year at the UK tech awards; 
  shortlisted for Specialist Reseller of the 
Year at the CRN channel awards;
  nominated and deemed eligible for the 
Deloitte UK Fast 50 programme;
  winner of the Best Remote Access 
Security Solution at the SC Magazine 
awards Europe; and 
  CEO named in the CRN A-list of top 
industry executives. 
It is always flattering to receive any nomination or 
award and is further affirmation that the business 
continues to move in the right direction.
Summary
As with last year, our challenge is to continue 
to develop and accelerate at the pace we 
have achieved for the first 40 months of our 
existence as Accumuli Security. 
We are in a growth market with a growing 
reputation and a premium value proposition that 
continues to meet our customers’ needs. Our 
success will be down to our ability to execute 
against our strategy and to scale, recruit and 
retain our staff and maintain our culture. 
We have a truly great team at Accumuli and 
I am proud of the company we have built 
so far. I look forward to building on our solid 
foundations and delivering continued success 
in the current year.
Gavin Lyons
Chief executive officer
23 June 2014
The Strategic report set out on pages 6 to 15, 
has been prepared by the board of directors 
and signed on their behalf by Gavin Lyons.
Our challenge is to continue to develop and accelerate 
at the pace we have achieved for the first 40 months 
of our existence as Accumuli Security. www.accumuli.com Accumuli plc Annual report and accounts 2014 11
Strategic report
Finance director’s financial review
Financial performance
Summary
Financial performance, as measured by our 
key performance indicators (detailed below), 
was strong in 2014 assisted by two 
acquisitions and growth in services revenues.
Cash conversion remains strong with 
100% (2013: 81%) of group EBITDA being 
converted into cash which demonstrates 
the strength of our business model.
Operating results 
The operating results for the period, as 
with last year, continue to reflect a business 
subject to significant change both as a result 
of re-organisation and acquisitions made, 
and reflect the following factors (on a 
chronological basis):
  the EdgeSeven earn-out was determined 
early in May 2013; as a consequence, the 
management team of that business were 
promoted into group roles and their 
remuneration was increased to reflect their 
revised status as employees of Accumuli 
and not owner managers of EdgeSeven;
  Signify was acquired in June 2013 and 
our group results include ten months’ 
contribution from this business;
  maiden final dividend of £0.6m paid 
in September 2013;
  a re-organisation of the business was 
undertaken in early October 2013 to 
integrate the Signify acquisition and provide 
a business structure and platform suitable 
for integrating future acquisitions; and 
  Eqalis was acquired at the end of 
November 2013 and our group results 
include four months’ contribution from 
this business.
Revenue and gross margin
Group revenue was £16.6m (2013: £14.1m) 
which is 18% higher than last year, and group 
gross profit of £9.9m (2013: £7.5m) was 32% 
higher than last year.
It remains the case that the business 
is primarily focused on gross profit and 
therefore whilst revenue is a “performance 
indicator” it is not viewed by the group as 
a “key performance indicator”. 
Due to the shift in mix towards service-led 
revenues, the group gross margin increased to 
60% (2013: 53%) and the proportion of gross 
profit generated by recurring revenues increased 
to 61% (2013: 51%), a 20% improvement.
The acquisitions made during the year contributed 
23% of group revenues and 29% of gross 
profit, reflecting the service-rich mix of 
revenues in these businesses.
Cash conversion remains strong with 100% 
of group EBITDA converted into cash.
Highlights in 2014
  Group gross profit of £9.9m 
(2013: £7.5m) was 32% 
higher than last year
  Gross margin increased to 
60% (2013: 53%)
  Year end cash balances 
£3.6m (2013: £7.2m) after 
impact of acquisitions and 
dividends
The proportion of gross profit generated 
by recurring revenues increased to 61% 
(2013: 51%).” 12 Accumuli plc Annual report and accounts 2014
Strategic report
The following identifies the key trends and 
features of the operating performance of 
each sector:
Professional Services
Gross profit was £2.1m (2013: £1.6m) which 
represented an increase of 32%. Excluding the 
impact of acquisitions, gross profit grew by 7%. 
On a year on year basis for the businesses 
that now comprise the group’s Professional 
Services division, the growth in gross profit 
was over 10%. The key contributors to this 
growth were a large hardware replacement 
project in Core Network Services and Network 
Automation for a large financial institution, 
significant Splunk training income, a large 
security project for a UK university and the 
managing of resources to drive utilisation 
rates over 60%.
Managed and Support Services
Gross profit was £6.1m (2013: £3.9m) which 
represented an increase of 56%. Excluding 
the impact of acquisitions, gross profit grew by 
3%. The underlying growth was more modest 
than we would have expected; however it was 
affected by a reduction in margin on Webscreen 
support (the technology we sold to Juniper), 
some margin pressure and a longer sales cycle 
than expected in selling managed service 
contracts. On a year on year basis for the 
businesses that now comprise the group’s 
Managed and Support Services division, 
the growth in gross profit was 9% driven 
by 14% growth in the managed two-factor 
authentication (2FA) service.
Technology Sales 
Gross profit was £1.8m (2013: £2.1m) 
representing a reduction of 13%. Underlying 
gross profit growth in the two businesses 
acquired, on a full year comparison, was 
running at over 20%. The deterioration in the 
gross profit was attributed to a shift in focus 
by the business towards more margin-rich 
services, significantly reduced Webscreen 
sales following the sale of the Webscreen IP 
to Juniper and a reflection of the natural 
technology lifecycle of some of the more 
legacy products we resell.
Operating results – costs and EBITDA
Overheads for the trading group were £6.4m 
(2013: £4.7m), an increase of 36%. Headcount 
and operating expenditure in the underlying 
business were kept under tight control and 
the increase in overheads is almost all entirely 
down to the acquisitions made. 
We carried a trading overhead rate into the 
year of £5.1m per annum and, based on 
the pre-acquisition performance of Signify 
and Eqalis, they would have added £1.4m 
and £0.2m of trading overheads to the group 
for the period. As indicated earlier we carried 
out a re-organisation of the business in 
October 2013 which had the effect of saving 
£0.3m of salary costs in the period (£0.6m 
annualised) – the costs associated with 
this re-organisation have been included 
in separately identifiable costs and income.
Going into the current year our run rate trading 
overhead base is £7.5m. This incorporates 
some investment in sales and professional 
service delivery; however we continue to 
review further operating expenditure.
One of our stated aims has been to break even 
based on the gross profit from recurring revenues 
and trading overheads. Last year the shortfall 
was £0.8m; this year we have narrowed that 
to £0.3m and we expect this trend to continue.
Trading group EBITDA was £3.6m (2013: £2.8m), 
representing a 29% increase.
Group EBITDA was £2.9m (2013: £2.2m), 
representing a 32% increase.
Separately identifiable costs
We have always sought to separate from the 
usual costs and incomes associated with the 
trading business any items of expenditure 
which should be considered as non-recurring 
or form part of the wider strategy of the group 
in acquiring and disposing of businesses.
Acquisition and disposal costs of £0.6m 
(2013: £0.1m) incurred during the year related 
to legal, financial, insurance, corporate finance 
and deal origination costs for the acquisitions 
of Signify and Eqalis and on the disposal of 
the Webscreen IP assets to Juniper Networks.
A non-cash, fair value adjustment of £0.4m 
(2013: £nil) was recognised upon the issue 
of shares to the employee shareholders of 
EdgeSeven, representing the difference 
between the share price used to price the 
share consideration element of deferred 
consideration and the share price at issue 
of the shares.
Re-organisation costs of £0.3m (2013: £nil) 
were incurred on redundancy payments, 
notice periods and settlement agreements 
relating to the re-organisation of the business 
in October 2013.
Last year we benefited from net recoveries of 
£0.4m from third parties related to anomalies 
identified in the accounts of Boxing Orange 
Limited at acquisition. This year recoveries 
were minimal and we expect no further 
recoveries in the future from these anomalies. 
Finance director’s financial review continued www.accumuli.com Accumuli plc Annual report and accounts 2014 13
Strategic report
(Loss)/profit for the year and EPS
Adjusted earnings per share for the year from 
continuing operations excluding amortisation 
of intangibles, separately identifiable costs and 
income and deferred tax credits on intangibles, 
on a basic and diluted basis, was 1.36p 
(2013: 0.93p), a 46% increase.
Loss for the year before tax was £0.9m 
(2013: £0.3m profit) which was after 
charging separately identifiable costs of 
£1.4m (2013: £0.2m), detailed above, 
and amortisation of intangibles of £1.9m 
(2013: £1.4m).
Loss after tax for the year from continuing 
operations was £0.8m (2013: £0.3m profit) 
after a tax credit of £0.2m (2013: £nil). The tax 
credit includes a credit for deferred tax related 
to intangible assets of £0.5m (2013: £0.5m).
This equates to a basic and diluted loss per 
share of 0.50p (2013: basic and diluted 
earnings per share of 0.18p).
Dividend
We paid a final dividend in September 2013 
of 0.4p per share. We propose, subject to 
shareholder approval at the annual general 
meeting, to pay a final dividend for 2014 of 
0.46p per share to all shareholders on the 
register at 3 October 2014. The corresponding 
ex-dividend date is 1 October 2014 and it is 
expected that payment will occur on or around 
15 October 2014.
Statement of financial position 
and cash position
On 13 May 2013 the company announced 
that it had reached agreement with the vendors 
of EdgeSeven for early settlement of the 
contingent consideration payable. Following 
a Deed of Variation entered into on that date, 
£1.25m was paid in cash during May 2013 and 
£1.25m was settled on 1 November 2013 by 
the issue of new ordinary shares at a price of 
12p, representing 6,770,833 ordinary shares, 
and £0.44m in cash.
On 13 June 2013 the company acquired 
the entire share capital of Signify for £4.2m 
cash consideration (£2.6m net of cash in the 
business at completion). The fair value of net 
assets acquired was £3.3m, including £3.1m 
of intangible assets recognised as a fair value 
adjustment. This lead to the recognition of 
goodwill of £0.9m.
On 2 December 2013 the company acquired 
the entire share capital of Eqalis for initial 
consideration of £1.0m (£0.7m net of cash 
in the business at completion) and deferred 
consideration of £1.22m payable in three 
equal instalments on 29 November 2014, 
2015 and 2016. The provisional fair value 
of net assets acquired was £1.5m, including 
£1.8m of intangible assets recognised as 
a fair value adjustment. This resulted in the 
recognition of goodwill of £0.7m.
On 6 February 2014 Accumuli BV received 
US$1m representing release of the escrow 
balance following the anniversary of the 
disposal of the Webscreen IP assets to 
Juniper Networks.
During the year 2.65 million share options 
were exercised, at exercise prices ranging from 
7.1p to 12.5p per share, and 5.1 million share 
options were granted. At 31 March 2014 we 
had 7.81 million shares (2013: 5.41 million) 
under option in both approved and 
unapproved schemes.
Corporation tax paid during the period was 
£0.4m (2013: £0.4m).
At the year end we held £3.6m in cash and 
cash equivalents (2013: £7.2m), reflecting 
the acquisitions made during the year 
(for cash), settlement of EdgeSeven deferred 
consideration for cash and payment of the 
maiden dividend.
Net cash generated from trading activities was 
£3.6m (2013: £2.4m); this benefited from a 
temporary working capital movement of £0.4m.
Ian Winn
Finance director
23 June 2014 14 Accumuli plc Annual report and accounts 2014
Strategic report
Risks and risk management
Principal risks and uncertainties
The group is affected by a number of risks and uncertainties, not all of which are wholly within its control as they relate to the wider 
macroeconomic and legislative environment within which the group operates.
The board has overall responsibility for the group’s system of internal control and for reviewing its effectiveness. Responsibility for implementing 
sound and effective systems of internal control has been delegated by the board to senior management. The purpose of the system of internal 
control is to manage and mitigate rather than entirely eliminate the risk of failure to achieve business objectives and can only provide reasonable, 
but not absolute, assurance against material misstatement or loss.
The directors have established an organisational structure with clear operating procedures, lines of responsibility and delegated authority. 
There are clear procedures for capital investment appraisal and approval, contract risk appraisal and financial reporting within a comprehensive 
financial planning and accounting framework.
A committee of key employees and management meets once a month to review the group’s risk register for additions, changes and mitigation 
strategies. This is overseen by the company’s director of operations who ensures the appropriate level of action and reports by exception to 
the chief executive, who in turn feeds back into the board.
Given the size of the group it is not considered necessary to establish an internal audit function. However as part of the group’s accreditation 
for ISO27001 audits are performed on a rotational basis of key areas for IT Security, the findings reviewed and actions taken where necessary.
Risks
The key operational risk the group faces is the general economic outlook. The group has chosen to invest in a sector that has shown 
growth through the economic cycle; however, there is no guarantee that this can continue and, should this be the case, then revenues, 
margin, profitability and cash flow could all be affected adversely.
This following list highlights the key risks and uncertainties that the group can seek to mitigate by choice of appropriate strategies; however, 
this list is not intended to be exhaustive. 
Risk description Mitigation
Reputational risk
The nature of the group’s business is such that an 
IT Security breach could seriously impact its reputation 
in the marketplace. 
The group seeks to ensure its staff are fully security aware and through the use 
of its ISO27001 accreditation seeks to ensure that best practice in IT Security 
is operated throughout the business. ISO27001 accreditation has been 
in place since March 2013.
Integration risk
The group is focused on a buy and build strategy, which 
could be disruptive as new businesses are integrated, 
both on the operational performance of existing business 
and new business.
In making an acquisition the board makes full use of professional advisors to assist 
it in the process of legal, financial and commercial due diligence. Post acquisition, 
the process of integration and performance of acquisitions is implemented by 
a team with experience in this area and monitored closely by the board.
Commercial risk
We seek to mitigate commercial and operational risks 
through operating policies, credit control procedures 
and strong relationships with customers and suppliers 
built on mutual trust.
The group does have reliance on a number of suppliers for specific IT technologies; 
however, in such cases it seeks, where possible, to have alternative resellers 
open to it to purchase from and it also seeks to add value through its 
development capability which should reduce the risk of supplier loss. www.accumuli.com Accumuli plc Annual report and accounts 2014 15
Strategic report
Risk description Mitigation
Technology risk
The market in which the group operates has the potential 
for significant technological change which could undermine 
the group’s delivery capabilities.
The group monitors technology developments through close links with suppliers 
and through a team with significant experience and expertise in this sector. 
This is augmented with the addition of product specialists, who are responsible 
for a narrower aspect of our technology footprint and so able to more readily 
identify new trends, products developments, etc. in their sphere of excellence, 
where deemed necessary.
Key resources
Commensurate with an organisation of the group’s size 
is the dependence placed upon certain key personnel, 
including executive and senior management, who have 
significant experience within the group and IT Security 
sector and who would be difficult to replace.
The group continues to seek to mitigate these risks through continued 
strengthening of middle management in key areas of finance, operations and 
technology and through the use of bonuses and employee options to incentivise 
and reward key staff.
Currency and treasury risk
The group sources hardware from the US and mainland 
Europe, paying in dollars and euros. Whilst it has some 
revenues in these currencies its predominant billing 
currency is sterling. 
The group is therefore exposed to currency risk, which is mitigated through 
matching revenues and cost in each currency as far as possible, and where 
this does not provide a natural hedge it will consider other strategies.
The group has so far financed its acquisitions from a mix of internal resources, 
equity fundraising and short term overdraft funding (linked to base rate) which 
has meant that it has not been significantly exposed to any interest rate or 
funding risk. The board will continue to ensure that any future acquisitions 
are funded in a manner and at a rate (if applicable) that mitigates any funding 
or interest rate risk within tolerable limits.
Contractual liabilities
In instances where the group’s services or products 
fail to meet agreed timescales or standards there is a risk 
that the group will be exposed to claims for contractual 
liabilities as a result of failure.
The group seeks to mitigate these risks through the following methods:
  contractual reviews prior to execution by legal advisors where the contract 
is material or onerous;
  where products or services are being resold the group takes no additional 
risk by simply seeking to back to back terms and conditions from its suppliers 
– this is particularly relevant with product resale; and
  only accept a level of contractual liability which is commensurate with 
insurance policies and the value of the contract.
Taxation risk
The group complies with all applicable tax laws, rules, 
regulations and disclosure requirements in every territory 
in which it operates. 
The group manages its tax affairs with a view to enhancing shareholder value and 
wider reputation of the group. The group only undertakes tax planning which has 
genuine commercial rationale. 16 Accumuli plc Annual report and accounts 2014
Governance
The board
 1
Nick Kingsbury BSc
Non-executive chairman
Nick is an experienced international software 
entrepreneur and venture capitalist. 
Experience
He started his career with one of the leading 
UK software houses before setting up his own 
company in the mid-1980s which he sold in 1996 
to Staffware plc, shortly after which the combined 
entity floated on AIM. He then spent many years 
at the venture capitalist 3i as sector head for 
software and internet investments.
Other appointments
He now serves as non-executive director for a 
number of early stage technology companies and 
also for Objective Corporation, an Australian quoted 
information management software company. He is 
also active with a number of cyber security industry 
bodies and conferences as an advisor and speaker. 
Nick chairs the board of Accumuli plc.
 2
Gavin Lyons MBA
Chief executive officer
Gavin is responsible for the overall management 
of the group, including the planning, setting and 
execution of the company’s strategy.
Experience
Gavin joined Accumuli from SAP , the global market 
and technology leader in business management 
software, where he worked as divisional head for 
telecoms and utilities sectors – one of the largest 
and most successful vertical markets for SAP .
Prior to SAP , Gavin had considerable executive-level 
experience in the security sector derived from his 
role as vice president of sales and alliances with 
Identum and three subsequent director positions 
with Trend Micro. Identum was a venture capitalist 
backed email encryption business that was successfully 
sold to IT security giant Trend Micro in 2008 for a 
multimillion dollar sum.
Gavin played a pivotal role in building Identum’s 
business and following the acquisition, he took a 
number of senior leadership positions at Trend Micro, 
gaining three promotions in four years due to his 
performance levels. Gavin worked in leadership 
positions across all aspects of the customer-facing 
business including service providers, system 
integrators, sales and channel. 
 3
Ian Winn ACA
 Finance dir ector
Ian is responsible for all financial and company 
secretarial matters for the company and its subsidiaries. 
Experience
Ian is a chartered accountant with over 17 years’ 
experience at an executive level in a number of 
service orientated businesses operating within 
finance and technology sectors.
Ian qualified as an accountant with KPMG prior to 
his move into industry. From 1996 to 2000 Ian held 
a number of senior roles with Euro Sales Finance plc 
culminating in operations director and company 
secretary, during a time of significant growth. 
He then took several senior positions across 
Enterprise plc, Ceridian Centrefile and Corporate 
Audio Visual plc.
Ian joined NetServices plc in November 2005 
and through leading a series of divestments and 
acquisitions he was instrumental in the branding 
and launch of Accumuli plc. His vision and ability 
to focus on core business areas have led to over 
£30m of divestment and subsequent acquisition 
resulting in Accumuli plc’s strength in IT Security 
solutions across technology, professional services 
and managed services.
 3
 2 Governance
www.accumuli.com Accumuli plc Annual report and accounts 2014 17
 4
Graham Norfolk ACA
Non-executive director
Graham is a founder and director of Acorn Capital 
Partners, a private equity and corporate finance 
business. He is a chartered accountant and was 
previously a partner of BDO LLP .
Other appointments
He is a non-executive director of a number of 
businesses including Kinaxia, an investor in the 
transport sector, Fire and Air Services, a facilities 
management business, and Once Upon a Time 
London, a marketing services business.
Graham chairs the audit committee.
 5
Simon Duckworth OBE, DL
Non-executive director
A Cambridge University graduate with nearly 15 years’ 
experience in the security sector, Simon was a member 
of the Home Office’s national crime agency programme 
board and its steering group; he currently serves as 
the senior non-executive director of the SFO (Serious 
Fraud Office) as well as chairing the City of London’s 
economic crime board.
Other appointments
Simon chaired the National Olympics Security Oversight 
Group in Whitehall from 2009 to 2012 and is a former 
chairman of the City of London Police Authority. 
He served for ten years as a non-executive director 
of Fidelity European Values plc, and is now chairman 
of the Barings Targeted Return Fund, and a director 
of the Association of Police and Crime Commissioners, 
for whom he was the initial national chairman. Simon 
holds a number of appointments in the private and 
public sectors and is one of HM’s Lieutenants for the 
City of London, a deputy lieutenant for Greater London, 
and an hon. Colonel in the Royal Military Police.
Simon chairs the remuneration committee 
and is a member of the audit and 
nominations committees.
 Audit committee
 Remuneration committee
 Nominations committee
 Committee chairman
 5
 1
 4 18 Accumuli plc Annual report and accounts 2014
Governance
Corporate governance
Principles of corporate governance
The directors recognise the importance of sound corporate governance. 
The directors seek to reconcile the need for good corporate governance 
with an appropriate board structure that is suitable for the group in its 
current state.
The board
The company is managed by the board of directors. The function of 
the chairman is to supervise the board and to ensure that the board 
has control of the business and the role of the executive directors 
is to manage the group on the board’s behalf.
The group is committed to maintaining a balance of executive and 
non-executive directors. The board currently consists of five members, 
two executive and three non-executive directors. The board believes that 
given its size it is not appropriate to specify a senior independent director. 
The company secretary together with the chairman ensures that accurate, 
timely and clear information is provided to the board in order for informed 
decisions and discussions to take place. The company secretary, 
together with external advisors, where appropriate, is responsible for 
advising the board on governance matters and regulatory requirements. 
All directors have access to the company secretary and to independent 
professional advice at the company’s expense as required.
The company purchases and maintains directors’ and officers’ liability 
insurance in respect of the group, the company and its directors 
throughout each financial year.
Details of the directors, their roles and backgrounds can be found 
on pages 16 and 17. One third of directors are re-elected each year.
Role of the board
The company aims to hold at least ten board meetings throughout 
the year. The board is responsible for formulating, reviewing and 
approving the group’s strategy, budgets, major items of capital 
expenditure and acquisitions. 
All board members have access, at all times, to sufficient information 
about the business to enable them to fully discharge their duties. 
All directors are committed to continuing professional development.
The board monitors and evaluates performance of individuals via 
financial and non-financial targets. Performance of the group is 
evaluated by review of monthly results against budget, together 
with an understanding of significant variances and updates of 
expectations for the year.
Board agendas are agreed in advance with the Chairman to ensure 
the right issues are addressed at the right time and sufficient time 
is allocated to allow for appropriate consideration and debate. 
During the last financial year matters dealt with by the board included:
  review of financial and operational performance;
  review of financial statements and approval of dividends and 
agreement on share buy back;
  review and approval of acquisitions;
  approval of group budgets and consideration of business strategy, 
both short and medium term;
  consideration of large bids and contracts; and
  approval of significant items of capital expenditure.
Board committees
The directors have established an audit committee, a remuneration 
committee and a nominations committee with formally delegated rules 
and responsibilities. Each of the committees currently comprises the 
non-executive directors and will meet regularly and at least twice 
each year in respect of the audit committee, once a year in respect 
of the remuneration committee and as needed in respect of the 
nominations committee.
The audit committee is responsible for ensuring that the financial 
performance of the group is properly reported on and monitored and 
is also responsible for meeting the auditors and reviewing the reports 
from the auditors relating to accounts and internal control systems. 
It meets once a year with the auditors without executive board members 
present. The audit committee comprises of the non-executive directors 
of the group and is chaired by G R Norfolk.
The remuneration committee will review the performance of the 
executive directors and will set and review the scale and structure 
of their remuneration, the basis of their remuneration and the terms 
of their service agreements with due regard to the interests of 
shareholders. In determining the remuneration of executive directors, 
the remuneration committee will seek to enable the company to 
attract and retain executives of the highest calibre. The remuneration 
committee will also make recommendations to the board concerning 
the allocation of share options to employees. No director will be 
permitted to participate in discussions or decisions concerning their 
own remuneration. The remuneration committee comprises the 
non-executive directors and is chaired by S Duckworth. The report 
of the remuneration committee can be found at page 19.
The nominations committee will meet as required for the purpose 
of considering new or replacement appointments to the board. 
The nominations committee comprises the non-executive directors 
of the company and is chaired by S Duckworth.
Shareholder engagement
The board welcomes dialogue with shareholders and actively engages 
with shareholders through face to face meetings, written queries, and 
at the company’s annual general meeting. Individual meetings are 
conducted with those substantial shareholders who so request following 
the announcement of final and half year results. Further information is 
provided on the Investors section of the company’s website.
Going concern
The directors have satisfied themselves that the group is able to meet 
its liabilities as they fall due for the foreseeable future and accordingly 
have prepared the financial statements on the going concern basis. 
Further details are disclosed within the group accounting policies. www.accumuli.com Accumuli plc Annual report and accounts 2014 19
Governance
Remuneration report
Remuneration committee, remuneration policy and directors’ 
remuneration report
The remuneration committee, chaired by S Duckworth and comprising 
the other non-executive directors, met three times during the financial 
year to consider the following matters:
  consider and set executive and non-executive remuneration for the 
financial year;
  consider and set the annual bonus objectives and targets 
applicable to the executives;
  consider and award performance related and co-investment share 
options for executives; and
  consider and vary the terms of a long term incentive plan related to 
increases in shareholder value and dependent upon shareholders 
realising that gain, the recipients under this plan being the chairman, 
chief executive officer and finance director. 
Each non-executive did not participate in the discussion of, or approval 
of, their own remuneration. 
The main purpose of the remuneration committee is to align the interests 
of executive and non-executive remuneration with the group’s business 
strategy and the long term creation of (realised) shareholder value. Outlined 
below is the framework within which the remuneration committee seeks 
to achieve this. 
Executive remuneration
Basic pay and benefits
Executive remuneration is subject to annual review in April/May of each 
year. Basic pay and benefits are intended to provide a level of base 
remuneration which is not significantly out of line with market comparators 
and which take account of the skills and contribution of the individual. 
In setting the level of basic pay, however, the remuneration committee 
is cognisant of the potential gains available under the Long Term 
Incentive Plan and this is reflected in the level of remuneration set.
None of the executive directors benefit or have access to a 
non-contributory occupational pension.
Annual bonuses
G A P Lyons and I D Winn participate in an annual performance 
bonus which is based upon achieving certain performance criteria 
set by the remuneration committee at the start of each financial year 
and amended as necessary during the year. 
Annual bonuses are dependent upon short term, in-year goals and are 
paid in cash.
The stretch targets in the financial year were not met and therefore 
no bonus was accrued or payable for the financial year ended 
31 March 2014.
Share options
Share options, both performance related and non-performance related 
(but with a co-investment requirement on the executive), have been used 
to reward executives for deemed exceptional performance and to ensure 
that their interests are aligned with shareholders. During the last financial 
year performance related options were issued which were dependent 
upon achievement of EBITDA targets for 2014 (which were achieved) 
as recognition for the successful sale of the Webscreen IP . Additionally 
co-investment options were granted to G A P Lyons following his 
personal investment in the company’s shares.
Whilst share options remain a part of the potential range of benefits open 
to new executives the remuneration committee believe that in the near 
future the use of share options for existing executives will be limited.
Long Term Incentive Plan (“LTIP”)
In 2011 the company established a long term incentive plan which 
was intended to attract the appropriate calibre of executive and 
non-executive candidates to the business. At the time the group 
was considerably smaller than it is now and attracting the right people 
who would enable the business to achieve its medium term objectives 
was more difficult. At the time the group’s medium term objectives were 
focused on a “buy, build and sell” strategy and therefore in aligning with 
this objective the success criteria were set based on a sale of the 
company (an “Exit”). The use of this LTIP was crucial in securing the 
services of the chairman and chief executive during 2011 and 2012.
During 2014 the LTIP was extended to the finance director and the terms 
for rewards under it reviewed as it was recognised that the existing 
scheme, based on the increase in market value during the year, had 
the potential to become onerous on the company. The LTIP remains 
under review as our market capitalisation, scale of the opportunities 
available to us and a more general review of our medium term strategy 
are undertaken. 
A portion of the revised LTIP has been reserved for allocation to future 
executives and/or key operational management in order to recruit and 
incentivise the very best people.
Full details of the basis for calculations under this LTIP are included in 
the remuneration report.
Non-executive remuneration
Non-executive directors receive fixed fees agreed by reference to 
similar roles in comparator companies. Reimbursement of expenses 
is provided for expenses incurred in attending board meetings and 
board committees and any other situations where the company 
requires the non-executive to travel on company business. 
The board and remuneration committee believe it is appropriate, given 
the scale and nature of the company, for non-executive directors to 
benefit from participation in share options and LTIP where it is considered 
necessary and relevant. The board is acutely aware of the guidelines 
and directions regarding the granting of options to non-executive 
directors and the perception such awards have on the independence 
of the non-executive directors; however on balance the board believe 
the awards made to date are appropriate given the nature of the group.
Service contracts 
Executive directors benefit from a service contract containing six month 
notice provision and in the event of termination provide for compensation 
up to a maximum of basic salary for the notice period.
Non-executive directors are appointed for an initial period of twelve 
months and terminable upon three months notice thereafter.
The service contracts for all executive and non-executive directors 
are held at the company’s registered office in Basingstoke. 20 Accumuli plc Annual report and accounts 2014
Governance
Remuneration report continued
Employment conditions elsewhere in the group
Remuneration arrangements throughout the group are based on the same principles in so much as employees are rewarded for their contribution 
to the short and long term aims of the business and based on comparable market rates. Given the market in which the group operates it has to be 
particularly aware of the latter point in order that it can find and retain appropriately qualified people. The executives and senior management are 
responsible for executing the remuneration policy within the boundaries of an agreed annual budget, without redress to the board.
Share options have been and will be considered (subject to ABI guidelines) as a method of further aligning the interests of employees with shareholders. 
Any such options will be recommended by the executive directors to the remuneration committee for its final approval. 
Remuneration report
As the company’s shares are listed on AIM, the market of that name operated by the London Stock Exchange, the company is required to report 
in accordance with the remuneration requirements of the AIM Rules.
The directors of the company accrued salaries and benefits as shown below:
Year ended 31 March 2014
Director
Gross 
£
Fees 
£
Benefits 
£
Bonus 
£
Compensation 
for loss 
of office
£
Total 
£
N Kingsbury 40,000 — — — — 40,000
G A P Lyons 146,750 — 2,300 — — 149,050
I D Winn 115,500 — 3,732 — — 119,232
G R Norfolk — 28,000 — — — 28,000
S Duckworth DL 28,000 — — — — 28,000
Total 330,250 28,000 6,032 — — 364,282
Year ended 31 March 2013
Director
Gross 
£
Fees 
£
Benefits 
£
Bonus 
£
Compensation 
for loss 
of office
£
Total 
£
N Kingsbury 36,000 — — — — 36,000
G A P Lyons (appointed 1 August 2012) 93,333 — — 57,500 — 150,833
I D Winn 110,000 — 2,923 37,500 — 150,423
G R Norfolk — 25,000 — — — 25,000
A I Smith (resigned 20 November 2012) — 30,575 — — 48,000 78,575
S Duckworth DL 24,000 — — — — 24,000
Total 263,333 55,575 2,923 95,000 48,000 464,831
Options are exercisable as shown:
Director
Share options 
held
Exercise 
price
G R Norfolk* 503,000 15.00p
N Kingsbury 400,000 9.00p
S Duckworth DL 300,000 9.88p
G A P Lyons 200,000 15.12p
G A P Lyons 1,000,000 12.50p
I D Winn 500,000 9.00p
I D Winn 500,000 12.50p
I D Winn 50,000 49.00p
Total 3,453,000 
* Includes a beneficial interest in 251,500 share options.
S M Hartley, a former director of the company, retains options over 503,000 ordinary shares on the same terms as G R Norfolk.
During the year I D Winn exercised the following options: 400,000 options at 7.13p and 50,000 options at 12.5p. www.accumuli.com Accumuli plc Annual report and accounts 2014 21
Governance
LTIP
The background and rationale for this scheme are described in the remuneration policy statement.
Following changes made during the year the LTIP now breaks down into two components.
The LTIP only pays out (subject to a partial exemption for N Kingsbury) in the event of an exit event, which is defined as a sale of the business (“Exit”).
Outlined below are the two schemes that operate and the participants’ benefits under each.
The LTIP is under review and the remuneration committee is further considering the level of rewards and the extent to which such rewards should 
be entirely Exit focused, and whether this now aligns with shareholders’ interests. 
LTIP 1
N Kingsbury G A P Lyons I D Winn
Lower market cap (“Lower Rate”) £12.2m £18.0m £28.0m
Hurdle market cap (“Hurdle Rate”) £18.0m £18.0m £28.0m
Higher market cap (“Higher Rate”) £23.0m £32.0m £38.0m
% rate (“Bonus Rate”) 3% 7% 2%
Maximum payable bonus £0.8m £1.4m £0.2m
* Market Cap: market capitalisation.
The bonus is determined by reference to the Exit market cap, the amount by which it exceeds the Lower Rate (subject to the Hurdle Rate being 
achieved) and the Bonus Rate. There is no payment to an individual should there be an Exit at a market cap lower than the Hurdle Rate and for 
any Exit achieved at a market cap between the Hurdle and Higher rate the Bonus Rate is restricted.
Within the terms of N Kingsbury’s agreement there is provision for part payment of this bonus (not dependent upon an Exit) on the anniversary of 
his appointment, subject to a maximum payable of three times his annual salary. Under the current terms of the contract, and subject to the share 
price at 13 October 2014 being above the level on 13 October 2013, a payment of £120,000 will be made. Any payment made will be treated as 
early payment of this LTIP and will be deducted from the final calculated payment upon Exit.
The LTIP requires the participants to be employed by the company at Exit and standard good and bad leaver provisions prevail.
LTIP 2
N Kingsbury G A P Lyons I D Winn
Lower market cap (“Lower Rate 2”) £38.0m £38.0m £38.0m
% rate (“Bonus Rate 2”) 0.5% 3.5% 1.0%
This LTIP operates in addition to LTIP 1 and will only be operative if the Exit market cap exceeds £38m, with the calculated bonus being the excess 
of the Exit market cap above the Lower Rate 2 multiplied by the relevant Bonus Rate 2. There is currently no cap on this amount.
The same provisions operate for this scheme in terms of requiring the participant to be employed at Exit and standard good and bad leaver 
provisions prevail. 22 Accumuli plc Annual report and accounts 2014
Governance
Directors’ report
The directors submit their report and the group financial statements 
of Accumuli plc for the year ended 31 March 2014.
Acquisitions and disposals
On 13 May 2013 the company announced that it had reached agreement 
with the vendors of EdgeSeven to settle early the contingent consideration 
payable. Following a Deed of Variation entered into on that date, £1.25m 
was paid in cash and £1.25m was settled on 1 November 2013 by the 
issue of new ordinary shares at an allocation price of 12p, representing 
6,770,833 ordinary shares and £0.44m in cash.
On 13 June 2013 the company acquired the entire share capital of 
Signify Solutions Limited (“Signify”) for £4.19m.
On 2 December 2013 the company acquired the entire share capital 
of Eqalis Limited (“Eqalis”) for initial consideration of £1.0m and 
deferred consideration of £1.22m payable in three equal instalments 
on 29 November 2014, 2015 and 2016.
On 16 December 2013 1,700,000 ordinary shares were issued to the 
Employee Benefit Trust (“EBT”) to satisfy the exercise of employee options.
On 24 January 2014 450,000 ordinary shares were issued to the EBT 
to satisfy the exercise of employee options.
On 6 February 2014 500,000 ordinary shares were issued to the EBT 
to satisfy the exercise of employee options. 
On 6 February 2014 Accumuli BV received US$1m representing release 
of the escrow balance following the anniversary of the disposal of the 
Webscreen assets to Juniper Networks.
Results and dividends
The trading results for the period and the group’s financial position at 
the end of the period are shown in the following financial statements.
The directors have recommended a dividend of 0.46p per share 
payable in October 2014 based on the financial year in line with its 
stated aim of distributing to shareholders up to 30% of group EBITDA.
Review of the period and future developments
A detailed review of the period and future developments for the 
business are contained in the chairman’s statement and business 
review on pages 4 to 5. 
Principal risks and uncertainties
These are detailed on pages 14 and 15 and exposures arising from 
price risk, credit risk and cash flow risk are detailed in note 25 of the 
consolidated financial statements.
Going concern
The group had cash balances of £3.6m at 31 March 2014.
After reviewing the budgets and cash projections for the next twelve 
months and beyond the directors believe that the group and company 
have adequate resources to continue operations for the foreseeable 
future and for this reason they continue to adopt the going concern 
basis in preparing the financial statements. Further details are disclosed 
within the group accounting policies.
Key performance indicators
The board has set key performance indicators (“KPIs”) at group level 
which allow it and shareholders to monitor the group as a whole.
  Group revenue £16.6m (2013: £14.1m)
  Gross margin 60% (2013: 53%)
  Gross profit generated from recurring revenues 61% (2013: 51%)
  Trading group EBITDA
1
 before plc costs £3.6m (2013: £3.1m)
  Group EBITDA £2.9m (2013: £2.2m)
  Net cash generated from trading activities £3.6m (2013: £2.4m) 
and net cash position
2
 £3.6m (2013: £7.2m)
1
  Earnings before interest, tax, amortisation, depreciation, share-based payment costs, 
separately identifiable costs and income (acquisition costs and one off costs/income), 
but including trading income from discontinued activities and plc costs of £0.7m 
(2013: £0.6m).
2
  Cash position includes £nil held on escrow account and classified as other 
receivables (2013: £0.7m).
These are discussed in more detail in the strategic and finance review 
on pages 6 to 15.
The directors and their interests in share capital
The directors who served the company during the period, together with their beneficial interests including family holdings in the shares of the 
company, were as follows:
Ordinary shares 
of 0.25p each at 
31 March 2014
and at 20 June 2014 
Number
% shareholding at
20 June 2014
% shareholding at
31 March 2014
Ordinary shares 
of 0.25p each at 
31 March 2013 
Number
N Kingsbury 448,522 0.3 0.3 448,522
G A P Lyons 200,000 0.1 0.1 —
I D Winn
1
700,000 0.4 0.4 250,000
G R Norfolk 655,546 0.4 0.4 655,546
S Duckworth D 1,300,000 0.8 0.8 1,500,000
1
 I D Winn retires by rotation and, being eligible, offers himself for re-election as a director of the company. www.accumuli.com Accumuli plc Annual report and accounts 2014 23
Governance
Employee benefit trust
On 11 December 2013 company transferred 100,000 ordinary shares 
that it held in treasury to its employee benefit trust at no cost.
Third party indemnity provision for directors
Qualifying third party indemnity provision is in place for the benefit of all 
directors of the company.
Political contributions
The group made no political contributions (2013: £nil) during the year.
Employees
The group will employ disabled persons when they appear to be 
suitable for a particular vacancy and every effort is made to ensure that 
they are given full and fair consideration when such vacancies arise. 
There is a training scheme in operation so that employees who have 
been injured or disabled in the course of their employment can, where 
possible, continue in employment with the group. There were no 
disabled persons employed by the group during the year.
The group’s policy is to consult and discuss with employees matters 
likely to affect employees’ interests. Information on matters of concern 
to employees is given through information bulletins and reports, which 
seek to achieve a common awareness on the part of all employees of 
the regular and frequent financial and economic factors affecting the 
group’s performance.
Auditors
A resolution to re-appoint Grant Thornton UK LLP as auditors will be 
put to the members at the next annual general meeting. Grant Thornton 
UK LLP have indicated their willingness to continue in office.
Purchase of own shares
The company is permitted to purchase its own shares subject to 
statutory requirements. Such purchases must be authorised by the 
shareholders at a general meeting.
Statement as to disclosure of information to auditors
The directors who were in office on the date of approval of these 
financial statements have confirmed that, as far as they are aware, 
there is no relevant audit information of which the company’s auditors 
are unaware. Each of the directors has confirmed that they have taken 
all steps that they ought to have taken as directors in order to make 
themselves aware of any relevant audit information and to establish 
that it has been communicated to the auditors.
On behalf of the board
Ian Winn
Finance director
23 June 2014 24 Accumuli plc Annual report and accounts 2014
Governance
The directors are responsible for preparing the strategic report, directors’ 
report and financial statements in accordance with applicable law 
and regulations.
Company law requires the directors to prepare group and company 
financial statements for each financial year. Under that law the directors 
have elected to prepare the consolidated financial statements in 
accordance with International Financial Reporting Standards (“IFRS”) 
as adopted by the European Union and have elected under company 
law to prepare the company financial statements in accordance 
with United Kingdom Generally Accepted Accounting Practice 
(United Kingdom Accounting Standards).
Under company law the directors must not approve the financial 
statements unless they are satisfied that they give a true and fair view 
of the state of affairs and of the profit or loss of the company and 
group for that period.
In preparing these financial statements, the directors are required to:
  select suitable accounting policies and then apply them consistently;
  make judgements and accounting estimates that are reasonable 
and prudent;
  state whether applicable accounting standards have been followed, 
subject to any material departures disclosed and explained in the 
financial statements; and
  prepare the financial statements on the going concern basis unless 
it is inappropriate to presume that the company will continue in business.
The directors are responsible for keeping adequate accounting records 
that are sufficient to show and explain the company’s transactions and 
disclose with reasonable accuracy at any time the financial position of 
the group and the company and enable them to ensure that the financial 
statements comply with the Companies Act 2006. They are also responsible 
for safeguarding the assets of the group and the company and hence 
for taking reasonable steps for the prevention and detection of fraud 
and other irregularities.
The directors are responsible for the maintenance and integrity of the 
corporate and financial information included on the company’s website.
Legislation in the United Kingdom governing the preparation and 
dissemination of financial statements may differ from legislation in 
other jurisdictions.
Statement of directors’ responsibilities Financial statements
www.accumuli.com Accumuli plc Annual report and accounts 2014 25
Independent auditors’ report
to the members of Accumuli plc
We have audited the financial statements of Accumuli plc for the year 
ended 31 March 2014 which comprise the consolidated statement of 
financial position and parent company balance sheet, the consolidated 
statement of comprehensive income, the consolidated statement of 
cash flows, the consolidated statement of changes in equity and the 
related notes. The financial reporting framework that has been applied 
in the preparation of the group financial statements is applicable law 
and International Financial Reporting Standards (“IFRSs”) as adopted 
by the European Union. The financial reporting framework that has 
been applied in the preparation of the parent company financial 
statements is applicable law and United Kingdom Accounting Standards 
(United Kingdom Generally Accepted Accounting Practice).
This report is made solely to the company’s members, as a body, in 
accordance with Chapter 3 of Part 16 of the Companies Act 2006. 
Our audit work has been undertaken so that we might state to the 
company’s members those matters we are required to state to them 
in an auditor’s report and for no other purpose. To the fullest extent 
permitted by law, we do not accept or assume responsibility to anyone 
other than the company and the company’s members as a body, for 
our audit work, for this report, or for the opinions we have formed.
Respective responsibilities of directors and auditor
As explained more fully in the statement of directors’ responsibilities 
set out on page 24, the directors are responsible for the preparation 
of the financial statements and for being satisfied that they give a true 
and fair view. Our responsibility is to audit and express an opinion 
on the financial statements in accordance with applicable law and 
International Standards on Auditing (UK and Ireland). Those standards 
require us to comply with the Auditing Practices board’s (APB’s) 
Ethical Standards for Auditors.
Scope of the audit of the financial statements
A description of the scope of an audit of financial statements 
is provided on the Financial Reporting Council’s website at  
www.frc.org.uk/apb/scope/private.cfm.
Opinion on financial statements
In our opinion:
  the financial statements give a true and fair view of the state of the 
group’s and of the parent company’s affairs as at 31 March 2014 
and of the group’s loss for the year then ended; 
  the group financial statements have been properly prepared in 
accordance with IFRSs as adopted by the European Union;
  the parent company financial statements have been properly 
prepared in accordance with United Kingdom Generally Accepted 
Accounting Practice; and
  the financial statements have been prepared in accordance with 
the requirements of the Companies Act 2006.
Opinion on other matter prescribed by the Companies Act 2006
In our opinion the information given in strategic report and directors’ 
report for the financial year for which the financial statements are 
prepared is consistent with the financial statements.
Matters on which we are required to report by exception
We have nothing to report in respect of the following matters where 
the Companies Act 2006 requires us to report to you if, in our opinion:
  adequate accounting records have not been kept by the parent 
company, or returns adequate for our audit have not been received 
from branches not visited by us; or
  the parent company financial statements are not in agreement with 
the accounting records and returns; or
  certain disclosures of directors’ remuneration specified by law are 
not made; or
  we have not received all the information and explanations we 
require for our audit.
Kevin Engel
Senior Statutory Auditor
for and on behalf of Grant Thornton UK LLP
Statutory Auditor, Chartered Accountants
Manchester
23 June 2014 26 Accumuli plc Annual report and accounts 2014
Financial statements
Consolidated statement of comprehensive income
for the year ended 31 March 2014
Notes
Year ended
31 March
2014
£’000
Year ended
31 March
2013
£’000
Revenue 1 16,624 14,118
Cost of sales 6,687 6,628
Gross profit 9,937 7,490
Other operating expenses 2 7,078 5,321
Profit from continuing operations before amortisation, depreciation, share-based 
payment costs and separately identifiable costs 2,859 2,169
Amortisation of intangibles 2 1,930 1,376
Depreciation 2 251 145
Share-based payment costs 2 208 111
Operating profit from continuing operations before separately identifiable costs  
and income 470 537
Separately identifiable costs/(income):
– acquisition and disposal costs 2 643 65
– net adjustments to consideration 2 — 219
– re-organisation costs 2 333 —
– fair value adjustment on EdgeSeven share consideration 2 423 —
– fair value adjustment on MXC option 2 — 344
– other non-recurring income 2 (12) (408)
Operating (loss)/profit from continuing operations 2 (917) 317
Finance income 5 30 27
Finance costs 5 (56) (46)
(Loss)/profit before tax from continuing operations (943) 298
Income tax credit/(expense) 6 188 (31)
(Loss)/profit for the year from continuing operations (755) 267
Profit from discontinued operations 2 — 3,186
(Loss)/profit for the year attributable to owners of the parent (755) 3,453
Other comprehensive income
Items that will be reclassified subsequently to profit or loss:
– exchange differences on translating foreign operations (40) —
Other comprehensive losses for the year, net of tax (40) —
Total comprehensive (losses)/income for the year attributable to owners of the parent (795) 3,453
(Loss)/earnings per share from continuing and discontinued operations
– basic (p) 7 (0.50) 2.35
– diluted (p) 7 (0.50) 2.34
(Loss)/earnings per share from continuing operations
– basic (p) 7 (0.50) 0.18
– diluted (p) 7 (0.50) 0.18
Earnings per share from continuing operations before amortisation of intangibles  
and related deferred tax and separately identifiable costs and income
– basic (p) 7 1.36 0.93
– diluted (p) 7 1.35 0.93 Financial statements
www.accumuli.com Accumuli plc Annual report and accounts 2014 27
Consolidated statement of financial position
as at 31 March 2014
Notes
As at
31 March
2014
£’000
As at
31 March
2013
£’000
Assets
Non-current assets
Property, plant and equipment 8 429 272
Investment property 9 284 284
Goodwill 10 9,041 7,413
Intangible assets 10 8,370 5,213
Deferred tax 16 125 191
Other investments 11 301 301
18,550 13,674
Current assets
Inventories 12 25 8
Trade and other receivables 13 7,106 6,999
Cash and cash equivalents 3,629 7,228
10,760 14,235
Total assets 29,310 27,909
Equity and liabilities
Equity attributable to the equity holders of the parent
Share capital 19 395 372
Share premium reserve 9,885 9,361
Merger relief reserve 4,034 2,671
Share-based payment reserve 286 181
Treasury shares — (11)
EBT reserve (299) —
Translation reserve (40) —
Available for sale reserve 216 216
Retained earnings 592 1,838
Total equity shareholders’ funds 15,069 14,628
Non-current liabilities
Trade and other payables 810 —
Financial liabilities — 40
Deferred tax 16 1,565 1,083
2,375 1,123
Current liabilities
Financial liabilities 28 44
Trade and other payables 14 11,375 11,537
Provisions 17 — 100
Current tax liabilities 463 477
11,866 12,158
Total equity and liabilities 29,310 27,909
The consolidated financial statements on pages 26 to 52 were approved by the board of directors and authorised for issue on 23 June 2014 
and are signed on its behalf by:
Ian Winn
Director
Accumuli plc, company registration number 4178393 28 Accumuli plc Annual report and accounts 2014
Financial statements
Consolidated statement of changes in equity
for the year ended 31 March 2014
Share
capital
£’000
Share
premium
reserve
£’000
Merger
relief
reserve
£’000
Share-
based
payment
reserve
£’000
Treasury 
shares
£’000
EBT
reserve
£’000
Translation
reserve
£’000
Available
for sale
reserve
£’000
Retained
(losses)/
earnings
£’000
Total
£’000
Balance at 31 March 2012 354 8,896 2,671 70 — — — 216 (1,959) 10,248
Total comprehensive income for the year — — — — — — — — 3,453 3,453
Transactions with owners in their capacity 
of owners
Release of fair value adjustment on MXC option  
on exercise — — — — — — — — 344 344
Issue of shares (net of expenses) 18 465 — — — — — — — 483
Share-based payments — — — 111 — — — — — 111
Purchase of own shares — — — — (11) — — — — (11)
Total transactions with owners in their 
capacity of owners 18 465 — 111 (11) — — — 344 927
Balance at 31 March 2013 372 9,361 2,671 181 (11) — — 216 1,838 14,628
Total comprehensive income for the year — — — — — — (40) — (755) (795)
Transactions with owners in their capacity 
of owners
Issue of shares (net of expenses) 17 — 1,363 — — — — — — 1,380
Share-based payments — — — 208 — — — — — 208
Transfer of shares to EBT — — — — 11 (11) — — — —
Exercise of share options 6 524 — (103) — (288) — — 103 242
Dividends paid — — — — — — — — (594) (594)
Total transactions with owners in their 
capacity of owners 23 524 1,363 105 11 (299) — — (491) 1,236
Balance at 31 March 2014 395 9,885 4,034 286 — (299) (40) 216 592 15,069
The share capital reserve represents the number of shares issued at nominal price.
The share premium reserve represents the amount received for shares issued over and above the nominal value of the shares issued.
The merger relief reserve represents the premium on shares issued in the acquisition of 100% owned subsidiaries, Accumuli Security Services 
Limited and EdgeSeven Limited.
The share-based payment reserve is a reserve to recognise those amounts in retained earnings in respect of share-based payments.
Treasury shares represent those shares purchased by the company under its buy back authority.
The EBT reserve represents the cost of £11,000 (2013: £nil) of shares held by the Accumuli EBT and the premium of £288,000 (2013: £nil) 
on shares issued to satisfy the exercise of options during the year. The open market value of the shares held at 31 March 2014 was £21,250.
The translation reserve represents the difference arising on translating the balance sheet of the group’s overseas subsidiaries at closing exchange rates 
and the difference arising on translating their profit and loss accounts at actual rates.
The available for sale reserve represents the revaluation of available for sale financial assets.
Retained earnings represent the earnings generated by the group since trading commenced. Financial statements
www.accumuli.com Accumuli plc Annual report and accounts 2014 29
Consolidated statement of cash flows
for the year ended 31 March 2014
Notes
Year ended
31 March
2014
£’000
Year ended
31 March
2013
£’000
Cash flow from operating activities
Cash generated from continuing operations 23 1,900 1,891
Cash generated from discontinued operations — 319
Income tax paid (394) (438)
Finance cost (56) (46)
Net cash generated from operating activities 1,450 1,726
Cash flow from investing activities
Acquisitions of subsidiaries, net of cash acquired 20 (3,347) (656)
Additional purchase consideration paid (1,688) (661)
Net proceeds from sale of intellectual property 21 669 4,571
Purchase of property, plant and equipment 8 (184) (301)
Purchase of intangible assets 10 (111) (122)
Proceeds from disposal of property, plant and equipment — 123
Finance income 30 27
Net cash (used in)/generated from investing activities (4,631) 2,981
Cash flow from financing activities
Proceeds from the exercise of share options 232 483
Purchase of own shares — (11)
Drawdown under finance lease — 123
Payment of finance lease liabilities (56) (38)
Dividends paid (594) —
Net cash (used in)/generated from financing activities (418) 557
Net (decrease)/increase in cash and cash equivalents (3,599) 5,264
Cash and cash equivalents at beginning of period 7,228 1,964
Cash and cash equivalents at end of period 3,629 7,228 30 Accumuli plc Annual report and accounts 2014
Financial statements
Consolidated accounting policies
for the year ended 31 March 2014
Basis of accounting
Accumuli plc (“the company”) is a company incorporated and domiciled in the UK.
For the year ended 31 March 2014, the consolidated financial statements have been prepared in accordance with IFRS and International Financial 
Reporting Interpretations Committee (“IFRIC”) interpretations as adopted by the EU and the Companies Act 2006 and on the historical cost basis 
except for the revaluation of investment properties and available for sale financial assets.
Recently issued accounting pronouncements
During the current period, the following relevant Standards and Interpretations became effective and have been adopted:
  IFRS 13 Fair Value Measurements (effective 1 January 2013)
  IAS 19 Employee Benefits (revised June 2011) (effective 1 January 2013)
  IAS 12 Deferred tax – Recovery of Underlying Asset (Amendment) (effective 1 January 2013)
  Disclosures – Offsetting Financial Assets and Financial Liabilities – Amendments to IFRS 7 (effective 1 January 2013)
There have been no significant impacts on the results arising from the adoption of these standards.
Going concern
The group’s business activities, together with the factors likely to affect its future development, performance and position, are set out in the strategic 
and operating review on pages 6 to 10. The financial position of the group, its cash flows and liquidity position are disclosed in the finance review 
on pages 11 to 13. 
The directors have considered the nature of the loss for the year just ended, anticipated future cash flows of a material nature and the opportunities 
available to the group in the future from the current trading businesses. The group’s financial projections show that it can operate adequately within 
the level of the cash resources currently available to it. The directors consider that, should the trading performance of any trading subsidiary deteriorate, 
then the group has sufficient flexibility to manage its cost base accordingly. Therefore the directors consider it appropriate to prepare financial 
statements on a going concern basis.
Basis of consolidation
The group financial statements incorporate the accounts of the company and all group undertakings. These are adjusted, where appropriate, to 
conform to group accounting policies. Acquisitions are accounted for under the acquisition method and goodwill is reviewed annually for impairment. 
The results of companies acquired or disposed of are included in the consolidated statement of comprehensive income after or up to the date that 
control passes, respectively.
The cost of an acquisition is measured as the fair value of the assets given, equity instruments issued and contingent consideration and liabilities 
incurred or assumed at the date of exchange. Costs directly attributable to the acquisition are expensed as incurred. Identifiable assets acquired 
and liabilities and contingent liabilities assumed in a business combination are initially measured at fair value at the acquisition date.
Provisional fair values are adjusted against goodwill if additional information is obtained within one year of the acquisition date, about facts 
or circumstances existing at the acquisition date. Other changes in provisional fair values are recognised through profit or loss.
Changes in contingent consideration arising from additional information, obtained within one year of the acquisition date, about facts or circumstances 
that existed at the acquisition date are recognised as an adjustment to goodwill. Other changes in contingent consideration that arise from legally 
binding agreements since the acquisition are recognised through profit or loss, unless the contingent consideration is classified as equity. In such 
circumstances, changes are recognised within equity.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. 
Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
Segment reporting
Operating segments are reported in a manner consistent with internal reporting provided to the chief operating decision maker. The chief operating 
decision maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the group’s 
executive directors. The group’s current segments comprise Technology Sales, Managed and Support Services and Professional Services. 
Segmental revenue represents the total revenue of each business within a reporting segment and includes inter-segment revenues. Segmental 
trading group EBITDA is the measure used to assess performance and is calculated as earnings before interest, taxation, depreciation, amortisation, 
share-based payments and separately identified costs/(income). Financial statements
www.accumuli.com Accumuli plc Annual report and accounts 2014 31
Property, plant and equipment (“PPE”)
Property, plant and equipment are stated at historic cost less accumulated depreciation and any recognised impairment losses.
Depreciation is charged so as to write off the cost of assets to their estimated residual values over their estimated useful lives using the straight-line 
method on the following bases:
  leasehold improvements – 25%
  computer equipment – 25%
Material residual value estimates and estimates of useful life are updated as required, but at least annually.
The gain or loss arising on the disposal of an asset is determined as the difference between the sales proceeds and the carrying amount of the asset 
and is recognised in the consolidated statement of comprehensive income. 
Goodwill
Goodwill arising on consolidation represents the excess of the cost of acquisition over the group’s interest in the fair value of the identifiable assets, 
liabilities and contingent liabilities of a subsidiary or associate at the date of acquisition.
Upon the acquisition of subsidiaries, goodwill is separately recognised.
Goodwill is recognised as an asset and reviewed for impairment at least annually. Any impairment is recognised immediately in the consolidated 
statement of comprehensive income and is not subsequently reversed. Determining whether goodwill is impaired requires an estimation of the value 
in use of the cash-generating unit to which goodwill has been allocated. The value in use calculation requires management to estimate the future 
cash flows expected to arise from the cash-generating unit and a suitable discount rate in order to calculate present value.
On disposal of a subsidiary, the attributable amount of goodwill is included in the determination of the profit or loss on disposal, along with the net 
book value of assets disposed and costs incurred in the disposal process.
Other intangible assets
Costs that are directly attributable to a project’s development phase are recognised as intangible assets, provided they meet the following 
recognition requirements:
  the development costs can be measured reliably;
  the project is technically feasible and commercially viable;
  the group intends to and has sufficient resources to complete the project;
  the group has the ability to use or sell the software; and
  the software will generate probable future economic benefits.
Development costs not meeting those criteria for capitalisation are expensed as incurred.
Customer contracts and trademarks acquired as part of a business combination are initially measured at fair value and amortised on a straight-line 
basis over their useful economic lives. Assumptions are used in estimating the fair value of acquired intangible assets and include management’s 
estimate of revenue and profits to be generated by the acquired businesses. Separate values are not attributed to internally generated customer 
and supplier relationships.
Amortisation is calculated to write off the cost of an asset, less its estimated residual value, over the useful economic life of that asset as follows:
  development costs – over the life of the associated product or service
  trademarks – over five years
  customer contracts  – dependent on the contract, currently between three and seven years
  software – over four years
Impairment of PPE and intangible assets excluding goodwill
At each reporting date, the group reviews the carrying amounts of PPE and intangible assets to determine whether there is any indication that 
those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine 
the extent of the impairment loss (if any).
Recoverable amount is the higher of fair value less costs to sell and value in use. If the recoverable amount of an asset is estimated to be less than 
its carrying amount, the carrying amount of the asset is reduced to its recoverable amount. An impairment loss is recognised as an expense immediately.
Where an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, but 
so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised 
for the asset in prior years. A reversal of an impairment loss is recognised within the consolidated statement of comprehensive income immediately, 
unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase. 32 Accumuli plc Annual report and accounts 2014
Financial statements
Consolidated accounting policies continued
for the year ended 31 March 2014
Investment properties
Investment property comprises leasehold properties that are held to earn rentals or for capital appreciation or both. It is not depreciated but is stated 
at fair value based on valuations by independent registered valuers, where material or applicable, or alternatively by direct reference to prevailing 
market rates. Fair value is based on current prices for similar properties in the same location and condition. Any gain or loss arising from a change 
in fair value is recognised in profit or loss. Rental income from investment property is recognised on a straight-line basis over the term of the lease. 
Lease incentives granted are recognised as an integral part of the total rental income.
Inventory
Inventory mainly comprises items of equipment held for sale or rental and consumable items. Equipment held and consumable items are stated 
at the lower of cost and estimated net realisable value, after provisions for obsolescence. Cost is based on the price of purchase and is calculated 
on a first-in-first-out basis. Net realisable value is based on estimated selling price less additional costs to completion and disposal.
Cash and cash equivalents
Cash and cash equivalents comprise cash in hand, deposits repayable on demand and short term deposits. Cash and cash equivalents are 
£3,629,000 (2013: £7,228,000).
Foreign currencies
Monetary assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the reporting dates. Transactions in 
foreign currencies are translated into sterling at the rate of exchange prevailing at the date of the transaction. Exchange differences are taken into 
account when arriving at operating profit. The functional and presentational currency used is sterling.
The financial statements of overseas subsidiaries are translated into sterling at the exchange rate ruling at the reporting date; income and expenses 
are translated at exchange rates at the date of the transaction. The resulting surpluses and deficits are credited or charged to other comprehensive 
income and recognised in the Translation Reserve in equity.
Financial instruments
Financial assets and financial liabilities are recognised on the consolidated statement of financial position when the group has become a party 
to the contractual provisions of the instrument.
Loans and receivables
Loans and receivables are recognised initially at fair value plus transaction costs, then carried subsequently at amortised costs under the effective 
interest method. Provision for impairment is made when there is objective evidence of impairment.
Available for sale financial assets
Available for sale financial assets are non-derivative financial assets that are designated to this category or do not qualify for inclusion in any of the 
other categories of financial assets.
The group’s available for sale financial assets relate to the equity investment in an unlisted business, which has no publicly quoted price. The equity 
investment was initially measured at cost, as its fair value could not be estimated reliably. Subsequent to this, an existing strategic investor in the 
unlisted business increased its shareholding through the purchase of shares from all remaining shareholders in October 2011. Accordingly, a fair 
value was determined for the investment at that time with a gain being recognised in other comprehensive income and reported within the 
available for sale reserve within equity.
When the asset is disposed of or is determined to be impaired, the cumulative gain or loss in other comprehensive income will be reclassified from 
the equity reserve to profit or loss and presented as a reclassified adjustment within other comprehensive income.
Financial liabilities
Financial liabilities are classified according to the substance of the contractual arrangements entered into. Interest associated with financial liabilities 
is recognised in the consolidated statement of comprehensive income on an accruals basis over the term of the instrument using the effective 
interest method.
Trade payables
Trade payables are classified as “financial liabilities at amortised cost” in accordance with IAS 39. They are initially recognised at fair value net 
of transaction costs and subsequently measured at amortised cost.
Leasing
Rentals payable under operating leases are charged to income on a straight-line basis over the term of the relevant lease. Benefits received 
and receivable as an incentive to enter into an operating lease are also spread on a straight-line basis over the lease term.
Assets held under finance leases, which are leases where substantially all the risks and rewards of ownership of the asset have passed to the 
group, and hire purchase contracts are capitalised in the statement of financial position and are depreciated over their useful lives. The capital 
element of future obligations under the leases and hire purchase contracts are included as liabilities in the statement of financial position.
Assets held under finance leases are recognised as assets of the group at their fair value or, if lower, at the present value of the minimum lease 
payments, each determined at the inception of the lease. The corresponding liability to the lessor is included in the statement of financial position 
as a finance lease obligation. Lease payments are apportioned between finance charges and reduction of lease obligation so as to achieve a 
constant rate of interest on the balance of the liability. Finance charges are charged directly against income. Financial statements
www.accumuli.com Accumuli plc Annual report and accounts 2014 33
Revenue recognition
Revenue arises from the sale of goods and the rendering of services. It is measured by reference to the fair value of consideration received or receivable, 
excluding valued added tax, rebates, trade discounts and other sales related taxes.
The group enters into sales transactions involving a range of the group’s products and services, for example for the delivery of hardware, software, 
support services, managed services and professional services. The group applies the revenue recognition criteria set out below to each separately 
identifiable component of the sale transaction. The consideration received from multiple-component transactions is allocated to each separately 
identifiable component in proportion to its relative fair value.
Sale of goods (hardware and software)
Sale of goods is recognised when the group has transferred to the buyer the significant risks and rewards of ownership, which is when the customer 
has taken undisputed delivery of the goods. 
Revenue from the sale of goods with no significant service obligation is recognised on delivery.
Rendering of services
The group generates revenues from managed service, support services, maintenance and professional services. Consideration received for these 
services is initially deferred, included in accruals and deferred income and is recognised as revenue in the period when the service is performed.
In recognising managed service and support services revenues, the group recognises revenue equally over the duration of the contractual term. 
Third party costs relating to these services are, likewise, spread equally over the duration of the contractual term.
In certain cases the group will simply act as a reseller of maintenance support on behalf of a third party vendor, with no added value and no 
requirement to provide ongoing support. In such cases the revenue and cost of sales are recognised at the point of sale.
Share-based payments
The group issues equity-settled share-based awards to its employees. Equity-settled share-based awards are measured at fair value at the date 
of grant. The fair value determined at the grant date of equity-settled share-based awards is expensed on a straight-line basis over the vesting period, 
based on the group’s estimate of shares that will eventually vest. Fair value is measured by use of the Black-Scholes model. The expected life used 
in the model is based upon exercise restrictions and expected volatility is based upon historical volatility over the expected life of the scheme.
Upon exercise of share options, the proceeds received net of any directly attributable transaction costs up to the nominal value of the shares 
issued are allocated to share capital with any excess being recorded as share premium.
The group also has a cash-settled plan in place. The group measures the services acquired and the liability incurred at the fair value of the 
liability at each reporting date, any changes in fair value are recognised in profit or loss for the period. The fair value is measured by the use 
of a Monte Carlo simulation.
Retirement benefit costs
Payments to defined contribution retirement benefit plans are charged to the consolidated statement of comprehensive income as an expense as they 
fall due. Payments made to state-managed retirement benefit schemes are dealt with as payments to defined contribution plans where the group’s 
obligations under the schemes are equivalent to those arising in a defined contribution retirement benefit plan.
Taxation
The tax expense represents the sum of the current tax and the deferred tax elements.
The current tax is based on taxable profit for the year. Taxable profit differs from net profit as reported in the consolidated statement of comprehensive 
income because it excludes items of income or expense that are taxable or deductible in other periods and it further excludes items that are never 
taxable or deductible. The group’s liability for current tax is calculated by using tax rates that have been enacted or substantively enacted by the 
reporting date.
Deferred taxes are calculated using the liability method on temporary differences. Deferred tax is generally provided on the difference between 
the carrying amounts of assets and liabilities and their tax bases. Deferred tax is not provided on the initial recognition of goodwill, or on the initial 
recognition of an asset or liability unless the related transaction is a business combination or affects tax or accounting profit. Tax losses available 
to be carried forward as well as other income tax credits to the group are assessed for recognition as deferred tax assets.
Deferred tax liabilities that are recognised are provided in full, with no discounting. Deferred tax assets are recognised to the extent that it is 
probable that the underlying deductible temporary differences will be able to be offset against future taxable income. Current and deferred tax 
assets and liabilities are calculated at tax rates that are expected to apply to their respective period of realisation, provided they are enacted 
or substantively enacted at the reporting date.
Changes in deferred tax assets or liabilities are recognised as a component of tax expense in the consolidated statement of comprehensive income, 
except where they relate to items that are charged or credited directly to other comprehensive income or equity in which case the related deferred 
tax is also charged or credited directly to other comprehensive income or equity as appropriate. 34 Accumuli plc Annual report and accounts 2014
Financial statements
Consolidated accounting policies continued
for the year ended 31 March 2014
Employee benefit trust
The company operates an employee benefit trust, Accumuli plc Employee Benefit Trust (“EBT”), and has de facto control of any shares held by the 
trust and bears their benefits and risks. Accordingly, the group consolidates the EBT within these group financial statements. At the balance sheet 
date 10,000 shares were held by the EBT.
Separately identifiable costs/(income)
Separately identifiable costs represent those costs/(income) that are considered by the directors to be either exceptional in nature or non-recurring 
and that require separate identification to give a true and fair view of the group’s results for the year.
Dividend payments
Dividend distributions payable to equity shareholders are included in other liabilities when the dividends have been approved in a general meeting 
prior to the reporting date.
Critical accounting estimates and judgements
The preparation of the group financial statements in conformity with IFRS as adopted by the European Union requires the use of certain critical 
accounting estimates. It also requires management to exercise its judgement in the process of applying the group’s accounting policies.
Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future 
events that are believed to be reasonable under the present circumstances.
The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the group financial 
statements, are disclosed below.
Customer contracts and relationships
The group recognises customer contracts and relationships as intangible assets on business combinations, with a net book value at the balance 
sheet date of £8,213,000 (2013: £5,118,000). These assets are subsequently amortised over the estimated useful economic life to the group, 
which is estimated to be between three and seven years. The initial valuation of these assets is based on an incremental income method valuation 
which requires the use of assumptions relating to future revenue, profitability and relationship life with each customer. Changes in the assumptions 
for useful economic life or incremental profits will have an impact on the annual amortisation charge recognised in the financial statements. The loss 
of a major customer may result in the recognition of an impairment loss. The directors revisit these assumptions on a regular basis.
Impairment provisions
No impairment provisions have been made against goodwill as management have calculated the recoverable amount in each case to be in excess 
of the carrying values. The carrying amount of goodwill in the group financial statements is £9,041,000 (2013: £7,413,000) and this amount was 
tested for impairment at the balance sheet date using a discount rate of 3% (2013: 4%) as set out in note 22. Using this discount rate, the net 
present value of the future cash flows associated was in excess of the carrying amount. The impairment tests require a number of assumptions 
and judgements to be made in relation to future operating results and the determination of a suitable discount rate. An explanation of these 
judgements and estimations is detailed in the impairment test within note 22 to the financial statements.
Share-based incentive arrangements 
Share-based incentive arrangements are provided to management and certain employees. These are valued at the date of grant using the 
Black-Scholes option pricing model for options with non-market vesting conditions. Management has to exercise judgement over the likely 
exercise period, interest rate and share price volatility (note 19). Management uses various sources of information including its own share 
price performance, experience from the historical exercise of options and published data on risk free rates. 
Long Term Incentive Plan
Long term incentive arrangements are provided to the executive chairman, chief executive officer and finance director. Payments under these are 
dependent upon a sale of the business and certain valuation metrics having been achieved which relate to the share price valuation of the company; 
further details can be found at page 21. Valuation is performed at the balance sheet date using a Monte-Carlo simulation and assumptions about 
the future valuation metrics of the business, likelihood of a sale and the continued employment of the participants and their associated probabilities, 
and a charge is made to the consolidated statement of comprehensive income based on this expected charge over the expected period to sale. 
These assumptions will vary annually.
Deferred tax asset
The extent to which deferred tax assets can be recognised is based on an assessment of the probability of the group’s future taxable income 
against which the deferred tax assets can be utilised.
Investment property
The fair value of the group’s investment property at 31 March 2014 has been arrived at by considering the option to purchase price contained within 
the lease with its tenant which reflects market yields and conditions. The directors consider that there was no change in fair value (2013: no change) 
of the investment property in the year ended 31 March 2014. The directors will revisit these valuations on a regular basis. Financial statements
www.accumuli.com Accumuli plc Annual report and accounts 2014 35
1. Revenue and segmental reporting
The chief operating decision maker, who is responsible for allocating resources and assessing performance of the operating segments, has been 
identified as the group’s executive directors. Operating segments for the year to 31 March 2014 were determined on the basis of the reporting 
presented at regular board meetings of the group. The segments comprise:
Technology Solutions (“Product”)
This segment comprises the resale of solutions (hardware and software) from leading technology vendors and our own portfolio of developed products.
Support and Managed Services (“Service”)
This segment comprises the value added resale of vendor support contracts and providing outsourced Managed IT Security services to customers.
Professional Services (“PS”)
This segment comprises the provision of highly skilled resource to consult, design, install, configure and integrate IT Security technology.
Plc costs
This comprises the costs of running the plc, incorporating the cost of the board, listing costs and other professional service costs such as audit, tax, 
legal and group insurance.
2014 2013
Product
£’000
Service
£’000
PS
£’000
Plc
costs
£’000
Total
£’000
Product
£’000
Service
£’000
PS
£’000
Plc
costs
£’000
Total
£’000
Total segment revenue 4,921 9,253 2,450 — 16,624 7,061 6,518 1,667 — 15,246
Inter-segment revenue — — — — — (487) — — — (487)
External revenue from continuing 
and discontinued operations 4,921 9,253 2,450 — 16,624 6,574 6,518 1,667 — 14,759
Discontinued operations — — — — — (641) — — — (641)
External revenue from continuing operations 4,921 9,253 2,450 — 16,624 5,933 6,518 1,667 — 14,118
Total segment gross profit from continuing 
and discontinued operations 1,810 6,056 2,071 — 9,937 2,608 3,852 1,566 — 8,026
Total segment gross profit from 
continuing operations 1,810 6,056 2,071 — 9,937 2,072 3,852 1,566 — 7,490
Trading group EBITDA from continuing 
and discontinued operations 651 2,177 740 — 3,568 1,079 1,414 634 — 3,127
Trading group EBITDA from continuing operations 651 2,177 740 — 3,568 760 1,414 634 — 2,808
Plc costs — — — 709 709 — — — 639 639
Amortisation 352 1,176 402 — 1,930 381 708 287 — 1,376
Depreciation — 251 — — 251 — 145 — — 145
Share-based payment costs 14 47 16 131 208 14 27 10 60 111
Operating profit/(loss) from continuing operations 
before separately identifiable costs/(income) 285 703 322 (840) 470 365 534 337 (699) 537
(Loss)/profit before tax from continuing operations 285 703 322 (2,253) (943) 365 534 337 (938) 298
Total assets 5,152 16,937 6,337 884 29,310 6,434 12,426 7,368 1,681 27,909
Revenues from continuing operations derived from customers outside of the UK during the period were £2,320,000 (2013: £3,407,000).
There were no customers during the year (2013: one) that represented more than 10% of revenue. Revenue recognised during the prior year 
in relation to this customer amounted to £1,769,000. 
There are no assets held outside the UK (2013: none).
Notes to the consolidated financial statements
for the year ended 31 March 2014 36 Accumuli plc Annual report and accounts 2014
Financial statements
Notes to the consolidated financial statements continued
for the year ended 31 March 2014
2. Result from continuing operations 
(A) Profit before tax from continuing operations is stated after charging:
2014
£’000
2013
£’000
Depreciation of owned PPE 251 145
Amortisation of intangible assets 1,930 1,376
Staff costs 5,167 3,851
Foreign currency losses 40 12
Auditors’ remuneration:
– fees payable to the company auditors for the audit of the company’s consolidated financial statements 6 6
Other services:
– audit of the accounts of any associate of the company 40 36
– audit related assurance services 5 5
– tax compliance services 23 19
– tax advisory services 17 3
– corporate finance services 23 20
Share-based payment expense (note 19) 208 111
2014
£’000
2013
£’000
Separately identifiable costs
Acquisition and disposal costs:
– legal and financial due diligence for acquisitions 190 31
– nominated advisor — 15
– origination fees 93 —
– stamp duty 38 19
– legal and financial advise for disposals 65 —
– insurance premium related to disposal 257 —
643 65
Fair value adjustment on MXC option — 344
Adjustments to consideration on Boxing Orange resulting from third party recoveries — 219
Fair value adjustments on EdgeSeven share consideration 423 —
Re-organisation costs 333 —
Other non-recurring income (12) (408)
Non-recurring income relates to further net recoveries made following the discovery of anomalies in the Boxing Orange business at acquisition.
The fair value adjustment for EdgeSeven share consideration of £423,000 (2013: nil) was recognised upon the issue of shares to the employee 
shareholders of EdgeSeven, representing the difference between the share price used to price the share consideration element of deferred 
consideration and the share price at issue of the shares.
Re-organisation costs of £333,000 (2013: £nil) were incurred on redundancy payments, notice periods and settlement agreements relating to the 
re-organisation of the business in October 2013, following the acquisition and integration of Signify.
Non-recurring income relates to net recoveries made following the discovery of anomalies in the Boxing Orange business at acquisition of £12,000 
(2013: £428,000).
(B) The following table analyses the nature of other operating expenses:
2014
£’000
2013
£’000
Staff costs (note 3) 5,167 3,851
Premises costs 636 261
Marketing expenses 197 113
Professional fees 549 410
Other expenses 529 686
7,078 5,321
Included in the above, the costs associated with the company were £709,000 (2013: £639,000). Financial statements
www.accumuli.com Accumuli plc Annual report and accounts 2014 37
3. Particulars of employees
The average number of staff employed (including executive directors) by the group during the financial period amounted to:
2014
Number
2013
Number
Administrative staff 6 5
Sales, technical staff and management 67 50
73 55
The aggregate payroll costs of the above were:
2014
£’000
2013
£’000
Wages and salaries 4,533 3,398
Social security costs 557 413
Other benefits 77 40
5,167 3,851
4. Directors’ emoluments
The aggregate emoluments of directors in respect of qualifying services were:
2014
£’000
2013
£’000
Emoluments of directors who served the full period 364 235
Emoluments of directors who served part of the period — 230
Total directors’ emoluments 364 465
Emoluments of the highest paid director were:
2014
£’000
2013
£’000
Total emoluments (excluding pension contributions) 149 151
No director accrued any pension benefits during the period (2013: none). There were no other payments made for other long term benefits 
or termination benefits.
Further information about the remuneration of individual directors is provided in the directors’ remuneration report on page 20.
5. Finance income and costs
2014
£’000
2013
£’000
Finance income – dividends received from unlisted investments 30 27
Finance costs:
– interest payable on bank borrowings 56 26
– facility fees — 20 38 Accumuli plc Annual report and accounts 2014
Financial statements
Notes to the consolidated financial statements continued
for the year ended 31 March 2014
6. Taxation on ordinary activities
(A) Taxation
2014
£’000
2013
£’000
Current tax
UK corporation tax based on the results for the period at 23% (2013: 24%) 518 501
Over provision on earlier periods (291) (15)
Total 227 486
Deferred tax
Tax losses 83 35
Deferred tax on intangible assets (444) (313)
Change in tax rate and finalisation of previous year tax loss (54) (177)
Tax on (loss)/profit on ordinary activities (188) 31
(B) Factors affecting total tax charge
The tax assessed on the loss on ordinary activities for the period differs from the standard rate of corporation tax in the UK of 23% (2013: 24%).
2014
£’000
2013
£’000
(Loss)/profit before tax from continuing activities (943) 298
(Loss)/profit on ordinary activities by rate of tax (217) 72
Differences between capital allowances and depreciation 41 10
Other short term timing differences 16 (7)
Expenses disallowed 317 148
Change in tax rate for deferred tax (54) (177)
Over provision on earlier periods (291) (15)
Total tax (note 6(A)) (188) 31
7. (Loss)/earnings per share
2014 2013
Earnings per share from continuing operations before amortisation of intangibles and related 
deferred tax and separately identifiable costs and income – basic (p) 1.36 0.93
Earnings per share from continuing operations before amortisation of intangibles and related 
deferred tax and separately identifiable costs and income – diluted (p) 1.35 0.93
(Loss)/earnings per share on continuing operations – basic (p) (0.50) 0.18
(Loss)/earnings per share on continuing operations – diluted (p) (0.50) 0.18
(Loss)/earnings per share on continuing and discontinued operations – basic (p) (0.50) 2.35
(Loss)/earnings per share on continuing and discontinued operations – diluted (p) (0.50) 2.34
For the year ended 31 March 2014, the calculation of diluted earnings per ordinary share is identical to that used for the basic earnings per ordinary 
share as the exercise of the options would have the effect of reducing the loss per share on continuing operations and is, therefore, not dilutive.
(Loss)/earnings for the year and the number of shares used in the calculations of (loss)/earnings per share are set out below:
2014
£’000
2013
£’000
Earnings per share from continuing operations before amortisation of intangibles and related 
deferred tax and separately identifiable costs and income 2,064 1,373
(Loss)/earnings for the year from continuing operations (755) 267
(Loss)/earnings for the year attributable to owners of the parent (755) 3,453 Financial statements
www.accumuli.com Accumuli plc Annual report and accounts 2014 39
7. (Loss)/earnings per share continued
Weighted average number of shares used in the calculations of earnings/(loss) per share is set out below:
2014
Number
2013
Number
For basic earnings per share 152,038,445 146,983,255
For diluted earnings per share 153,040,492 147,343,193
8. Property, plant and equipment
Leasehold
improvements
£’000
Computer
equipment
£’000
Total
£’000
Cost
At 1 April 2012 10 361 371
Acquisitions through business combinations — 3 3
Additions — 301 301
Disposals — (213) (213)
At 31 March 2013 10 452 462
Acquisitions through business combinations — 224 224
Additions — 184 184
At 31 March 2014 10 860 870
Depreciation
At 1 April 2012 1 100 101
Charge for the year — 145 145
Disposals — (56) (56)
At 31 March 2013 1 189 190
Charge for the year — 251 251
At 31 March 2014 1 440 441
Net book value
At 31 March 2014 9 420 429
At 31 March 2013 9 263 272
At 1 April 2012 9 261 270
9. Investment property
£’000
Fair value
At 1 April 2012 284
Write down in property value —
At 31 March 2013 284
Fair value
At 1 April 2013 284
Write down in property value —
At 31 March 2014 284
Investment property comprises a leasehold property owned on 999-year leases granted in 1989. The fair value of the group’s investment property 
at 31 March 2014 has been arrived at by considering the option to purchase price contained within the lease with its tenant which reflects market 
yields and conditions. The valuation gives rise to no change (2013: no change) in the fair value of the property at £284,000 as at 31 March 2014.
The property rental income earned by the group from its investment property, which is leased under an operating lease, amounted to £34,000 
(2013: £23,000). Direct operating expenses arising on the investment property that generated rental income in the period amounted to £8,000 
(2013: £4,000). Direct operating expenses arising on the investment property that did not generate rental income in the period amounted to £nil 
(2013: £nil). The group has not entered into a contract for the maintenance of its investment property.
At 31 March 2014, the group had no contractual obligations to purchase, construct or develop the investment property. 40 Accumuli plc Annual report and accounts 2014
Financial statements
Notes to the consolidated financial statements continued
for the year ended 31 March 2014
10. Intangible assets and goodwill
Intangible assets
Software
£’000
Development
costs
£’000
Trademarks
£’000
Customer
contracts
£’000
Total
£’000
Goodwill
£’000
Cost
At 1 April 2012 — 176 1,697 7,705 9,578 5,355
Acquisitions through business combinations (note 20) — — — 1,090 1,090 2,558
Additions 42 80 — — 122 —
Disposals — (155) (1,697) (756) (2,608) (500)
At 31 March 2013 42 101 — 8,039 8,182 7,413
Acquisitions through business combinations (note 20) — — — 4,976 4,976 1,628
Additions — 111 — — 111 —
Disposals — — — — — —
At 31 March 2014 42 212 — 13,015 13,269 9,041
Amortisation
At 1 April 2012 — 63 339 1,662 2,064 —
Charge for the year 14 44 — 1,318 1,376 —
Disposals — (73) (339) (59) (471) —
At 31 March 2013 14 34 — 2,921 2,969 —
Charge for the year 14 35 — 1,881 1,930 —
Disposals — — — — — —
At 31 March 2014 28 69 — 4,802 4,899 —
Net book value 
At 31 March 2014 14 143 — 8,213 8,370 9,041
At 31 March 2013 28 67 — 5,118 5,213 7,413
At 1 April 2012 — 113 1,358 6,043 7,514 5,355
Intangible assets impairment review
Following the disposal of the Webscreen IP in the year ended 31 March 2013 the segmental split of the business was re-assessed and the following 
operating segments adopted: Technology Sales, Managed and Support Services and Professional Services. This required a re-assessment of the 
intangible assets to identify them with the relevant operating segment for assessing impairment.
An impairment review has been undertaken on the intangible assets. The underlying assumptions used to value the assets have been reviewed and 
validated against current operating activity and volumes. The key assumptions for the value in use calculations, used to review impairment, are as follows:
  forecast revenue and gross margin from the group’s forecast model for the period 2015 to 2017, and for any periods after 2017 by extrapolating 
at a growth rate of 5% (in line with general compound growth rates for the IT Security market and based on past gross margin performance 
and anticipated change in sales mix in the future); and
  a discount rate of 3% has been used based on assumptions on the company’s beta, market and risk free rates of return.
On the basis of this review no impairment adjustment was considered necessary for the current financial year.
11. Investments
Investment in
associate
£’000
Available
for sale
financial
assets
£’000
Total
£’000
Cost and net book value
At 1 April 2012 1 300 301
At 31 March 2013 1 300 301
At 31 March 2014 1 300 301 Financial statements
www.accumuli.com Accumuli plc Annual report and accounts 2014 41
11. Investments continued
The group’s other investments relate to shares in an unlisted business, which has no publicly quoted price. An existing strategic investor in the 
business increased its shareholding through the purchase of shares from all remaining shareholders in October 2011. This allowed a fair value 
to be determined for the investment at that time and this was reflected through a revaluation. There has been no new information received during 
the year which would lead to a revision of the carrying value. A final dividend of £30,000 was received in April 2013.
Details of the company’s principal associates at 31 March 2014 are as follows:
Name of associate
Place of
incorporation
and operation
Proportion 
of
ownership
interest %
 Proportion 
of voting
power held %
Principal 
activity
Porttracker Limited UK 33 33
Licence holder of network
management software IP
There is no financial information available for Porttracker Limited at 31 March 2014. The company continues to generate a low level of licence 
revenue, but in all other regards is non-trading. The investment is carried at the nominal value of the shares issued on the grounds of materiality 
and the group has no obligation to make good any deficit in Porttracker Limited.
12. Inventories
2014
£’000
2013
£’000
Inventory held for resale 25 8
There are no significant balances held at net realisable value.
No inventories were written down during the period (2013: £nil) and no earlier inventory write downs were reversed during the current or preceding years.
13. Trade and other receivables
Current
2014
£’000
2013
£’000
Trade receivables 3,768 3,644
Other receivables 205 977
Prepayments and accrued income 3,133 2,378
7,106 6,999
Other receivables includes £nil (2013: £669,000) held on escrow.
All of the above fall due in one year. All trade receivables were reviewed for indications of impairment and no further provision was made (2013: £nil).
The average credit period taken on sale of goods and services is 48 days (2013: 38 days).
The analysis below provides an aged analysis of trade receivables:
2014
£’000
2013
£’000
Current 3,137 3,175
Up to 30 days overdue 574 100
Over 30 days and up to 60 days overdue — 71
Over 60 days overdue 60 301
3,771 3,647
Bad debt provision
The movement in the allowance account was as follows:
2014
£’000
2013
£’000
Opening balance (3) (3)
Receivables written off during the year — —
Provisions made — —
Closing balance (3) (3) 42 Accumuli plc Annual report and accounts 2014
Financial statements
Notes to the consolidated financial statements continued
for the year ended 31 March 2014
14. Trade and other payables
Current
2014
£’000
2013
£’000
Trade payables 2,345 1,829
Other taxation and social security 1,108 741
Other payables 582 33
Accruals 441 4,619
Deferred income 6,899 4,315
11,375 11,537
Included within trade payables is £1,153,000 (2013: £919,000) which is denominated in foreign currency.
The average credit period for trade purchases is 60 days (2013: 37 days). 
15. Other financial assets and liabilities
Financial instruments – assets
2014
Available
for sale
financial
assets
£’000
Loans and
receivables
£’000
Total
£’000
Non-current financial assets
Investment property 284 — 284
Investments 300 — 300
Current financial assets
Trade and other receivables — 3,973 3,973
Cash and cash equivalents — 3,629 3,629
— 7,602 7,602
Total 584 7,602 8,186
2013
Available
for sale
financial
assets
£’000
Loans and
receivables
£’000
Total
£’000
Non-current financial assets
Investment property 284 — 284
Investments 300 — 300
Current financial assets
Trade and other receivables — 4,621 4,621
Cash and cash equivalents — 7,228 7,228
— 11,849 11,849
Total 584 11,849 12,433
Financial instruments – liabilities
2014
Fair value
through
profit
and loss
£’000
Financial
liabilities at
amortised
cost
£’000
Total
£’000
Financial liabilities
Trade and other payables – amortised cost — 2,963 2,963
Contingent consideration 1,215 — 1,215
Total 1,215 2,963 4,178 Financial statements
www.accumuli.com Accumuli plc Annual report and accounts 2014 43
15. Other financial assets and liabilities continued
Financial instruments – liabilities continued
2013
Fair value
through
profit
and loss
£’000
Financial
liabilities at
amortised
cost
£’000
Total
£’000
Financial liabilities
Trade and other payables – amortised cost — 3,837 3,837
Contingent consideration 2,644 — 2,644
Total 2,644 3,837 6,481
Financial instruments measured at fair value
The following table presents financial assets and liabilities which are measured at fair value in the balance sheet in accordance with the fair value 
hierarchy. This hierarchy groups financial assets and liabilities into three levels based on the significance of inputs used in measuring the fair value 
of the financial assets. The fair value hierarchy has the following levels:
  Level 1: quoted prices (unadjusted) in active markets for identical instruments; 
  Level 2: inputs other than quoted prices included within Level 1 that are observable for the instrument, either directly (i.e. as prices) or indirectly 
(i.e. derived from prices); and
  Level 3: inputs for the instrument that are not based on observable market data (unobservable inputs).
The level within which the financial asset is classified is determined based on the lowest level of significant input to the fair value measurement. 
The financial assets measured at fair value in the balance sheet are grouped into the fair value hierarchy as follows: 
2014 Level 1 Level 2 Level 3 Total
Available for sale assets – investment property — — 284 284
Available for sale financial assets – other investments — — 300 300
Net fair value — — 584 584
Liabilities
Fair value through profit and loss — — 1,215 1,215
Net fair value — — 1,215 1,215
2013 Level 1 Level 2 Level 3 Total
Available for sale assets – investment property — — 284 284
Available for sale financial assets – other investments — — 300 300
Net fair value — — 584 584
Liabilities
Fair value through profit and loss — — 2,644 2,644
Net fair value — — 2,644 2,644
The group’s other investments relate to shares in an unlisted business, which has no publicly quoted price. An existing strategic investor in the 
business increased its shareholding through the purchase of shares from all remaining shareholders in October 2011. This allowed a fair value 
to be determined for the investment at that time and this was reflected through a revaluation. There has been no new information received during 
the year which would lead to a revision of the carrying value. A final dividend of £30,000 was received in April 2013. 
The investment property’s fair value has been derived from the option to purchase price contained within the lease with its tenant, which reflects 
market yields and conditions. 
The liabilities held at fair value through profit and loss are measured using a present value technique. The fair value is estimated by estimating 
future cash outflows. 44 Accumuli plc Annual report and accounts 2014
Financial statements
Notes to the consolidated financial statements continued
for the year ended 31 March 2014
16. Deferred taxation
The movement in deferred taxation during the year was:
2014
£’000
2013
£’000
Provision brought forward 892 1,649
Credited to income for the period — (967)
Trading losses 83 —
Credit arising from business combinations 465 210
Provision carried forward 1,440 892
2014
£’000
2013
£’000
Excess of taxation allowances over depreciation on all non-current assets (7) 10
Temporary differences on long leasehold properties — —
Temporary differences on investments 76 76
Temporary differences on intangible assets 1,479 997
Trading losses (108) (191)
1,440 892
Deferred taxation has been calculated at a rate of 21% (2013: 23%). The group has unrelieved tax losses amounting to £514,000 (2013: £804,000) 
to offset against future taxable profits, which the directors believe will be recoverable in the foreseeable future based on expected trading.
There are no material deductible temporary differences, unused tax losses/credits for which no deferred tax asset has been recognised.
There are no other material temporary timing differences for which deferred tax liabilities have not been recognised.
Corporation tax for the year ended 31 March 2014 was calculated at 23% of profits for the year. During the year ended 31 March 2013, as a 
result of the reduction in the UK corporation tax rate to 24% from 1 April 2012, corporation tax has been calculated at an effective rate of 24%.
During the year ended 31 March 2013 a further reduction in the UK corporation tax rate to 21% was substantively enacted into law and will be 
effective from 1 April 2014; the relevant deferred tax balances have been re-measured at this rate. Further reductions in the main rate are proposed 
to reduce the rate by 1% per annum to 20% by 1 April 2015. 
Deferred taxation at the period end is analysed as follows:
2014
£’000
2013
£’000
Deferred tax asset (125) (191)
Deferred tax liability 1,565 1,083
1,440 892
17. Provisions
Provision for onerous contracts
2014
£’000
2013
£’000
Provision for onerous contract — 100
The provision for onerous contracts arose from the sale of the Webscreen IP on 1 February 2013. The group had a contract and commitment 
to provide Webscreen product support beyond 31 December 2013 to certain customers. This would previously have been at no net cost to 
the group; however the support had to be purchased from Juniper Networks beyond 31 December 2013. The amount provided represented 
the level of expected outlay to provide product support under existing contractual commitments at the time. However, following published pricing 
in September 2013 and based on the renewal profile of the contracts, the provision was released to cost of sale during the current financial year. Financial statements
www.accumuli.com Accumuli plc Annual report and accounts 2014 45
18. Related party transactions
Group transactions with related parties are as follows:
2014 2013
Sales
to
£’000
Purchases
from
£’000
Trade
receivables
balance at
31 March
£’000
Trade
payables
balance at
31 March
£’000
Sales
to
£’000
Purchases
from
£’000
Trade
receivables
balance at
31 March
£’000
Trade
payables
balance at
31 March
£’000
Acorn Capital Partners Limited — 28 — 8 — 20 — 8
Camwood Limited — — — — 3 — — —
Porttracker Limited — — — — (11) 40 — 42
G R Norfolk, a non-executive director of the company, is also a director of Acorn Capital Partners Limited (the company that receives the director’s 
fees payable for his services) and Camwood Limited which previously leased one of the company’s properties.
Porttracker Limited is a network management software developer and associated company of Accumuli Security Networks Limited.
Details of key management compensation is summarised below:
2014
£’000
2013
£’000
Salaries including bonuses 364 417
Social security costs 38 38
Termination benefits — 48
Total short term benefits 402 503
Share-based payments 154 60
Total key management compensation 556 563
The following options are held directly or indirectly by directors:
Director Vested
Share 
options held Exercise price
G R Norfolk* Yes 503,000 15.00p
N Kingsbury Vests December 2014 400,000 9.00p
S Duckworth DL Vests June 2014 300,000 9.88p
G A P Lyons Yes 1,000,000 12.50p
G A P Lyons Vests December 2015 200,000 15.12p
I D Winn Yes 500,000 9.00p
I D Winn Yes 500,000 12.50p
I D Winn Yes 50,000 49.00p
Total 3,453,000 
* Beneficial interest in 251,500 share options.
During the financial year I D Winn exercised the following options:
  400,000 options at 7.13 pence; and
  50,000 options at 12.5 pence. 46 Accumuli plc Annual report and accounts 2014
Financial statements
Notes to the consolidated financial statements continued
for the year ended 31 March 2014
18. Related party transactions continued
Dividends
The following dividends were paid to directors related to their beneficial holdings during the year. There were no dividends paid in the prior year:
Director Dividend £
N Kingsbury 1,794
I D Winn 1,000
G R Norfolk 2,622
S Duckworth 6,000
LTIP
If the criteria for payment of the LTIP had been satisfied at 31 March 2014 then £1,797,000 (2013: £nil) would have been paid to the recipients.
19. Share capital
2014
Number
of shares
2014
£’000
2013
Number
of shares
2013
£’000
Allotted, called up and fully paid as at beginning of the period 148,595,089 372 141,259,191 354
New shares issued relating to acquisition of EdgeSeven 6,770,832 17 7,435,898 18
Transfer of treasury shares to EBT 100,000 — — —
Purchase of own shares — — (100,000) —
New shares issued to satisfy share options 2,650,000 6 — —
As at end of the period ordinary shares of 0.25p each 158,115,921 395 148,595,089 372
Approved share options
The company has granted equity-settled share options to selected employees. The exercise price is the market value of the shares at the date 
of grant, or in certain circumstances where agreed by the remuneration committee they may be issued at a discount to market price. The vesting 
periods are two or three years. If the options remain unexercised after a period of ten years from the date of grant the options expire.
Details of these share options outstanding during the year are as follows:
2014 2013
Number
of share
options
Weighted
average
exercise
price
p
Number
of share
options
Weighted
average
exercise
price
p
Outstanding at beginning of the period 3,700,000 9.4 3,800,000 9.4
Granted during the period 5,052,650 11.1 100,000 9.9
Exercised during the period (2,650,000) 8.8 — —
Lapsed during the period — — (200,000) 9.0
Outstanding at end of the period 6,102,650 10.8 3,700,000 9.4
The weighted average share price on the date of exercise of options during the year was 20.1 pence.
The weighted average remaining contractual life of the options is nine years (2013: eight years). Financial statements
www.accumuli.com Accumuli plc Annual report and accounts 2014 47
19. Share capital continued
The following summarises the unexercised approved share options:
Date of grant Exercise price Expiry date
Number of
shares for
which rights
are exercisable Vested Vesting date
Approved share options
7 July 2007 49.50p 7 July 2016 50,000 Yes
14 December 2011 9.00p 14 December 2021 900,000 Yes
9 August 2012 9.88p 9 August 2022 100,000 No 9 August 2014
29 August 2013 12.50p 29 August 2023 1,500,000 Yes
23 September 2013 15.00p 23 September 2023 333,333 No 23 September 2015
29 November 2013 15.00p 29 November 2023 1,600,000 No
29 November 2014,
2015 and 2016
29 November 2013 0.25p 29 November 2023 1,169,317 No
29 November 2014,
2015 and 2016
11 December 2013 15.12p 11 December 2023 200,000 No 11 December 2015
24 January 2014 19.75p 24 January 2024 250,000 No 24 January 2016
None of the unvested share options are subject to performance criteria.
The fair value of options granted under the scheme is measured by use of the Black-Scholes model at the date of grant. The inputs into the 
Black-Scholes model are as follows for options issued in the current year:
2014
Share price (p) 15.75–21.0
Exercise price (p) 0.25–19.75
Expected volatility (%) 20
Vesting period (years) 2–3
Risk free rate (%) 1.96
Expected dividends (%) —
Expected volatility was based upon the historical volatility over the expected life of the schemes. The vesting period is based upon vesting restrictions.
Share-based compensation
The proceeds received net of any attributable transaction costs are credited to share capital (nominal value) and share premium when the options 
are exercised or if the exercise of shares is satisfied through the EBT then the proceeds received are classed as a repayment of the loan to the EBT.
Unapproved share options
The following summarises the unapproved share options:
Date of grant
Subscription
price Expiry date
Number of
shares for 
which rights
are exercisable
Unapproved share options
G R Norfolk
1
21 November 2005 15.00p 1 July 2017 503,000
S M Hartley
1
21 November 2005 15.00p 1 July 2017 503,000
S Duckworth DL
2
2 June 2011 9.88p 2 June 2021 300,000
N Kingsbury
2
14 December 2011 9.00p 14 December 2021 400,000
1
 The option is exercisable upon the sale of the company or specific share price performance, which were operative at 31 March 2014.
2
 The option is exercisable three years after the date of grant and is not subject to performance criteria.
The group recognised the following cost relating to share-based payments:
2014
£’000
2013
£’000
Charged to consolidated statement of comprehensive income:
– For share-based options 98 111
– For LTIP (see page 21) 110 — 48 Accumuli plc Annual report and accounts 2014
Financial statements
Notes to the consolidated financial statements continued
for the year ended 31 March 2014
20. Acquisition of subsidiaries during the financial year
Signify Solutions Limited (“Signify”) 
On 13 June 2013 the group acquired the whole of the issued share capital of Signify Solutions Limited (“Signify”) for cash consideration of £4.2m.
The acquisition was made to enhance the group’s Managed IT Security portfolio of services.
The fair values and calculation of goodwill for the acquisition of Signify are detailed below:
Book value
£’000
Fair value
adjustment
£’000
Fair value
£’000
Provisional net assets acquired
Property, plant and equipment 218 — 218
Inventories 17 — 17
Trade and other receivables 824 — 824
Intangible assets — 3,138 3,138
Cash and cash equivalents 1,560 — 1,560
Total assets 2,619 3,138 5,757
Trade and other payables 1,707 — 1,707
Current tax liabilities 127 — 127
Deferred tax liability — 619 619
Total liabilities 1,834 619 2,453
Fair value of identifiable assets and liabilities 785 2,519 3,304
Goodwill 889
Total consideration (excluding direct costs) 4,193
Net cash outflow arising from business combination:
– cash consideration paid 4,193
4,193
Net cash outflow arising from business combinations:
– cash consideration paid 4,193
– cash and cash equivalents acquired (1,560)
Net cash outflow 2,633
The goodwill arising on this acquisition is attributable to cross-selling opportunities that are expected to be achieved from marketing Accumuli’s 
portfolio of solutions and services across Signify’s existing customer base.
Direct acquisition costs amounting to £157,000 have been written off to the consolidated statement of comprehensive income.
The fair value of the trade and other receivables amounted to £824,000, with a gross contractual amount of £824,000. As of the acquisition date, 
the group’s best estimate of the contracted cash flow not expected to be collected amounted to £nil.
Subsidiary trading
Signify contributed £2.7m revenue, £0.4m EBITDA and £0.2m profit after tax during the year.
If Signify had been acquired on 1 April 2013, revenue of the group would have been £17.2m, and the loss for the year would have been unchanged. Financial statements
www.accumuli.com Accumuli plc Annual report and accounts 2014 49
20. Acquisition of subsidiaries during the financial year continued
Eqalis Limited (“Eqalis”) 
On 2 December 2013 the group acquired the whole of the issued share capital of Eqalis Limited (“Eqalis”) for initial cash consideration of £1.0m 
and £1.2m being deferred and payable over three years in cash.
The acquisition was made to enhance the group’s data analytics capability and product offering.
The fair values and calculation of goodwill for the acquisition of Eqalis are detailed below:
Book value
£’000
Fair value
adjustment
£’000
Fair value
£’000
Provisional net assets acquired 
Property, plant and equipment 6 — 6
Trade and other receivables 192 241 433
Intangible assets — 1,838 1,838
Cash and cash equivalents 287 — 287
Total assets 485 2,079 2,564
Trade and other payables 384 341 725
Deferred tax liability — 361 361
Total liabilities 384 702 1,086
Fair value of identifiable assets and liabilities 101 1,377 1,478
Goodwill 738
Total consideration (excluding direct costs) 2,216
Net cash outflow arising from business combination:
– cash consideration paid 1,001
– contingent cash consideration payable over three years 1,215
2,216
Net cash outflow arising from business combinations:
– cash consideration paid 1,001
– cash and cash equivalents acquired (287)
Net cash outflow 714
The goodwill arising on this acquisition is attributable to cross-selling opportunities that are expected to be achieved from leveraging 
the Big Data analytics capability of Eqalis across the group’s customer base.
Direct acquisition costs amounting to £145,000 have been written off to the consolidated statement of comprehensive income.
The fair value of the trade and other receivables amounted to £433,000, with a gross contractual amount of £433,000. As of the acquisition date, 
the group’s best estimate of the contracted cash flow not expected to be collected amounted to £nil.
Subsidiary trading
Eqalis contributed £1.1m revenue, £0.3m EBITDA and £0.1m profit after tax during the year.
If Eqalis had been acquired on 1 April 2013, revenue of the group would have been £17.9m, and the loss for the year would have increased by £0.2m.
21. Disposal of the Webscreen IP
On 6 February 2014 Accumuli BV received US$1m (£669,000) representing release of the escrow balance following the anniversary 
of the disposal of the Webscreen IP to Juniper Networks. 50 Accumuli plc Annual report and accounts 2014
Financial statements
Notes to the consolidated financial statements continued
for the year ended 31 March 2014
22. Goodwill
No goodwill is expected to be deductible for tax purposes.
Goodwill is allocated to cash-generating units (“CGUs”) identified on the basis of the group’s operating segments. 
A summary of the goodwill allocated is presented below:
2014
£’000
2013
£’000
Technology Sales 1,676 1,454
Managed and Support Services 4,246 2,914
Professional Services 3,119 3,045
9,041 7,413
The goodwill arising from these acquisitions was primarily attributable to cost synergies and cross-selling opportunities arising from the business combination.
The recoverable amount of each CGU has been determined based on value in use calculations. These calculations use pre-tax cash flow projections 
over the next four years which are based on: budgets for the current year submitted to the board for approval, forecast model for years 2 and 3, 
and cash flows for year 4 are extrapolated using the estimated growth rates per the table below. In accordance with IAS 36, the growth rates 
beyond the forecast model three year period do not exceed the long term average growth rate for the industry.
The key assumptions applied in the calculations were:
%
Gross margin 55
Growth rate 5
Discount rate 3
Gross margin over the next four years has been estimated based on past performance of each operating segment taking into account the 
anticipated changes in sales mix and future trading conditions. The sales mix takes into account estimated future revenue from current customer 
contracts as well as anticipated future demand from existing and potential new customers. It has been assumed that overhead costs and asset 
replacement will continue at the same levels. Cash flows have been derived from future earnings based on assumptions that key suppliers will be 
paid within the credit periods provided and that customers will continue to take the same length of time to pay as they have in the current year. 
The long term growth rates are not inconsistent with those included in publicly available industry reports whilst the discount rates have been calculated 
based on the company’s post-tax weighted average cost of capital adjusted to a pre-tax basis and to reflect the risks specific to each service line.
The recoverable amounts of the Technology Sales, Managed and Support Services and Professional Services CGUs exceed their respective 
carrying amounts by £1.9m, £11.1m and £1.4m. There would need to be a substantial deterioration in the gross margin assumptions and 
expected level of business before the carrying amount would exceed the recoverable amount.
23. Cash flow analysis 
(A) Reconciliation of profit to net cash generated from operating activities
2014
£’000
2013
£’000
(Loss)/profit before tax from continuing operations (943) 298
Adjustments for:
– net adjustments to consideration — 219
– depreciation of property, plant and equipment and amortisation of intangibles 2,181 1,521
– share-based payment charge 208 111
– fair value adjustment on MXC option — 344
– fair value adjustments on EdgeSeven share consideration 423 —
– finance income (30) (27)
– finance costs 56 46
Operating cash flows before changes in working capital and provisions from continuing operations 1,895 2,512
Adjustments for:
– increase/(decrease) in inventories 1 (12)
– decrease/(increase) in receivables 464 (2,620)
– (decrease)/increase in payables (360) 2,011 
– decrease in current provisions (100) —
Net cash generated from operating activities from continuing operations 1,900 1,891 Financial statements
www.accumuli.com Accumuli plc Annual report and accounts 2014 51
24. Control
In the opinion of the directors there is no single controlling party.
25. Derivatives and financial instruments
It is not the group’s policy to enter into financial derivatives for speculative or trading purposes. The financial instruments employed by the group other 
than short term receivables and payables are used to fund its operations and comprise cash and short term deposits.
The group’s policy during the period ended 31 March 2014 was to place the majority of its cash on short term deposit with its bankers and to finance 
the purchase of property, plant and equipment through cash, or where deemed more appropriate the use of finance leases.
The group’s exposure to interest rate risk is not considered material.
Interest rate risk profile of financial assets
The interest rate profile of cash and cash equivalents of the group as at 31 March 2014 is as follows:
Floating rate
financial
assets
£’000
Total
£’000
2014
Sterling 2,459 2,459
2013
Sterling 6,253 6,253
2014
Currency – dollar and euro 1,170 1,170
2013
Currency – dollar and euro 975 975
Floating rate financial assets comprise cash deposits on money market deposit at call and short term treasury deposits upon which the interest 
rates were variable.
Trade and other receivables and financial asset investments of £4,273,000 (2013: £4,921,000) carry no interest.
Interest rate risk profile of financial liabilities
Trade and other payables of £2,927,000 (2013: £1,862,000) carry no interest.
Credit risk
The group’s credit risk is primarily attributable to trade and other receivables. The maximum credit risk in respect of the group’s financial assets 
at 31 March 2014 is represented by the balance outstanding on trade and other receivables. Credit risk arises because a counterparty may fail 
to perform its obligations. The amounts recognised in the consolidated statement of financial position are net of appropriate allowances for doubtful 
receivables, estimated by the group’s management based on prior experience and their assessment of the current economic environment. 
Appropriate credit checks are undertaken on all potential customers before new contracts are accepted. Individual exposures are monitored with 
customers subject to credit limits to ensure the group’s exposure to bad debts is minimised. The group’s customers are spread across a wide 
range of industry and service sectors and consequently the group is not exposed to material concentrations of credit risk on its trade receivables. 
Given the nature of the services provided by the group there is a preponderance of “blue chip” customers, which reduces credit risk arising from 
counterparty risk; however it can have the effect of increasing the time taken to pay invoices.
Liquidity risk
Liquidity risk represents the risk that the group will not be able to meet its financial obligations as they fall due. The group’s approach to managing 
this risk is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed 
conditions, without incurring unacceptable losses or risking damage to the group’s reputation. The group actively forecasts, manages and reports 
its working capital requirements on a regular basis to ensure that it has sufficient funds for its operations. Significant items of capital expenditure 
require prior approval by the board.
Currency exposures
The group is exposed to currency fluctuations, both in terms of its purchasing and invoicing. Its currency exposure is limited to movements between 
sterling and euros/dollars. It seeks wherever possible to match payments and receipts in the same currency, as this provides the most cost effective 
means of mitigating currency exposure. Where this is not possible then management monitors the positions being created and reacts accordingly 
to reduce costs and risk to the business.
Fair value of financial assets and financial liabilities 
The fair value, based upon the market value or discounted cash flows, of the financial instruments detailed above was not materially different from 
their book values. 52 Accumuli plc Annual report and accounts 2014
Financial statements
Notes to the consolidated financial statements continued
for the year ended 31 March 2014
25. Derivatives and financial instruments continued
Capital management
The group’s main objective when managing capital is to generate returns to shareholders by investing in line with its approved investment strategy 
whilst safeguarding the group’s ability to continue as a going concern. The group aims to maintain a strong credit rating and headroom whilst optimising 
return to shareholders through an appropriate balance of debt and equity funding. The group manages its capital structure and makes adjustments 
to it with regard to the risks inherent in the business and in light of changes to economic conditions and risk characteristics of the underlying assets. 
In order to maintain or adjust the capital structure, the group may in the future issue new shares, raise additional debt finance, sell assets to reduce 
debt, adjust the amount of dividends paid to shareholders or return capital to shareholders.
Capital is managed by maximising retained profits subject to the group’s stated dividend policy to pay approximately 30% of group EBITDA as dividend. 
Working capital is managed in order to generate maximum conversion of these profits into cash and cash equivalents.
At present, with the exception of a finance lease agreement on which £28,000 is outstanding, the group does not have net debt.
Capital includes share capital, share premium reserve, merger relief reserve and retained earnings.
There were no changes to the group’s approach to capital management during the year. 
26. Exemption from audit by parent guarantee
The following group subsidiary companies are exempt, under section 479C, from the requirement of the Companies Act relating to statutory audit 
on the basis of a guarantee given by Accumuli plc.
Name Country of incorporation Registered number
Accumuli (Holdings) Limited England and Wales 04178768
Fujin Technology Limited England and Wales 06304398
Accumuli Security Services Limited England and Wales 04179336
Accumuli Security Technology Limited England and Wales 05375649
Accumuli Security Systems Limited England and Wales 05466582
EdgeSeven Limited England and Wales 07546075
27. Post Balance Sheet Events
On 20 June 2014 the group acquired the whole of the issued share capital of ArmstrongAdams Limited for initial cash consideration of £2.2m 
with £0.8m being contingent upon post acquisition performance and payable over two years. Net cash consideration paid at completion was £nil.
Net Assets of ArmstrongAdams Limited in its most recently filed, abbreviated accounts for the year ended 31 August 2013 were £1.2m. In light 
of the scale of the business and the net cash consideration payable at completion the acquisition is not considered material to the results of the 
group or statement of financial position and therefore the full disclosures under IFRS3 have not been deemed necessary.
The acquisition was made to enhance the group’s product offering and add capability to its Sales Team. Financial statements
www.accumuli.com Accumuli plc Annual report and accounts 2014 53
Notes
As at
31 March
2014
£’000
As at
31 March
2013
£’000
Fixed assets
Tangible fixed assets 2 51 89
Intangible fixed assets 3 61 —
Investment property 4 284 284
Investments 5 300 300
696 673
Current assets
Debtors 6 25,422 15,857
Cash at bank and in hand — 828
25,422 16,685
Creditors
Amounts falling due within one year 7 9,584 5,832
Net current assets 15,838 10,853
Total assets less current liabilities 16,534 11,526
Creditors
Amounts falling due after more than one year 8 — 40
Provisions for liabilities
Deferred taxation 9 78 78
Net assets 16,456 11,408
Capital and reserves
Share capital 10 395 372
Share premium account 11 9,885 9,361
Merger relief reserve 11 4,034 2,671
Share-based payment reserve 11 286 181
Purchase of own shares 11 — (11)
EBT reserve 11 (11) —
Revaluation reserve 11 216 216
Profit and loss account 11 1,651 (1,382)
Shareholders’ funds 16,456 11,408
The company financial statements on pages 53 to 59 were approved by the board of directors and authorised for issue on 23 June 2014 and are 
signed on its behalf by:
Ian Winn
Director
Accumuli plc, company registration number 4178393
Company balance sheet
as at 31 March 2014 54 Accumuli plc Annual report and accounts 2014
Financial statements
Basis of accounting
The financial statements have been prepared under the historical cost convention, except that they have been modified to include the revaluation 
of certain fixed assets, and in accordance with applicable accounting standards.
Turnover
Accumuli plc is a holding company following an investment strategy. Accumuli plc derives its revenue from its investment strategy and through 
the levying of management charges to operating companies within the group. It also derives rental income from the investment property it holds. 
Investments and investment property
Investments are stated at cost less any provision for diminution in value.
Investment properties comprise freehold and leasehold properties that are held for their investment potential. They are not depreciated but are stated 
at market value based on valuations by independent registered valuers, where material or applicable. Market value is based on current prices for 
similar properties in the same location and condition. Any gain or loss arising from a change in market value is recognised in the revaluation reserve. 
Rental income from investment property is recognised on a straight-line basis over the term of the lease. Lease incentives granted are recognised 
as an integral part of the total rental income and are recognised as income on a straight-line basis over the shorter of either the lease term or the 
period up to the first rent review date.
The treatment of investment properties under the Companies Act does not give a true and fair view as these assets are not held for consumption in 
the business but as investments, the disposal of which would not materially affect any manufacturing or trading operations of the enterprise. In such 
a case it is the current value of these investments, and changes in that current value, which is of prime importance. Consequently, for the proper 
appreciation of the financial position, the accounting treatment required by SSAP 19 is considered appropriate for investment properties.
Tangible fixed assets
Tangible fixed assets are stated at historic cost less accumulated depreciation and any recognised impairment losses.
Depreciation is charged so as to write off the cost of assets to their estimated residual values over their estimated useful economic life using the 
straight-line method on the following basis:
Computer equipment 25%
Material residual value estimates of useful life are updated as required, but at least annually.
Intangible fixed assets
Intangible fixed assets are recognised for software, and project development costs that meet the following requirements:
  the development costs can be measured reliably;
  the project is technically feasible and commercially viable;
  the company intends to and has sufficient resources to complete the project;
  the company has the ability to use or sell the software; and
  the software will generate probable future economic benefits.
Amortisation is calculated to write off the cost of an asset, less its estimated residual value, over the useful economic life of the asset, which in this 
case is assessed to be 36 months (and is subject to review at least annually).
Finance lease agreement
Assets held under finance leases, which are leases where substantially all the risks and rewards of ownership of the asset have passed to the group, 
and hire purchase contracts, are capitalised in the balance sheet and are depreciated over their useful lives. The capital element of future obligations 
under the leases and hire purchase contracts are included as liabilities in the balance sheet.
The liability to the lessor is included in the balance sheet as a finance lease obligation. Lease payments are apportioned between finance charges 
and reduction of lease obligation so as to achieve a constant rate of interest on the balance of the liability. Finance charges are charged directly 
against income.
Company accounting policies
for the year ended 31 March 2014 Financial statements
www.accumuli.com Accumuli plc Annual report and accounts 2014 55
Deferred taxation
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date where transactions 
or events that result in an obligation to pay more tax in the future or a right to pay less tax in the future have occurred at the balance sheet date. 
Timing differences are differences between the group’s taxable profits and its results as stated in the financial statements that arise from the inclusion 
of gains and losses in tax assessments in periods different from those in which they are recognised in the financial statements.
Deferred tax assets are recognised only to the extent that the directors consider that it is more likely than not that there will be suitable taxable profits 
from which the future reversal of the underlying timing differences can be deducted.
Deferred tax is measured at the tax rates that are expected to apply in the periods in which timing differences are expected to reverse, based on tax 
rates and laws that have been enacted or substantively enacted by the balance sheet date. Deferred tax is measured on a non-discounted basis.
Financial instruments
Financial instruments are classified and accounted for, according to the substance of the contractual arrangement, as either financial assets, 
financial liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the company after 
deducting all of its liabilities.
Employee benefit trust
The company operates an employee benefit trust, Accumuli plc Employee Benefit Trust (“EBT”), and has de facto control of any shares held by the 
trust and bears their benefits and risks. The company records certain assets and liabilities of the trust as its own. Any assets held by the EBT cease 
to be recognised on the company balance sheet when the assets vest unconditionally in identified beneficiaries. The costs of purchasing own shares 
held by the EBT are shown as a deduction against equity. The proceeds from the sale of own shares held increase equity. Neither the purchase 
nor the sale of own shares leads to a gain or loss being recognised in the profit or loss account. The distribution of shares to employees is at the 
discretion of the directors. At 31 March 2014 there were 100,000 shares held by the EBT (2013: nil).
Share-based payments
The company has applied the requirements of FRS 20 “Share-based Payments”.
The company issues equity-settled share-based awards to its employees. Equity-settled share-based awards are measured at fair value at the 
date of grant. The fair value determined at the grant date of equity-settled share-based awards is expensed on a straight-line basis over the 
vesting period, based on the company’s estimate of shares that will eventually vest. Fair value is measured by use of the Black-Scholes model. 
The expected life used in the model is based upon exercise restrictions and expected volatility is based upon historical volatility over the expected 
life of the scheme.
Upon exercise of share options, the proceeds received net of any directly attributable transaction costs up to the nominal value of the shares 
issued are allocated to share capital with any excess being recorded as share premium.
The company also has a cash-settled plan in place. The company measures the services acquired and the liability incurred at the fair value 
of the liability at each reporting date, any changes in fair value recognised in profit or loss for the period. The fair value is measured by the use 
of a Monte Carlo simulation.
Other investments
Other investments comprise of the equity investment in an unlisted business, which has no publicly quoted price. In accordance with SI2008.410, 
the investment is being carried at the director’s assessment of market value. The value has been determined as a result of an existing strategic 
investor in the unlisted business increasing its shareholding through the purchase of shares from all remaining shareholders in October 2011. 
The gain recognised as a result of this valuation has been credited to the revaluation reserve within equity. Any subsequent gain or loss arising 
from a change in value is recognised in the revaluation reserve. Dividend income from the investment is recognised in the period in which the 
company becomes legally entitled to receive it and a dividend of £30,000 was received during the financial year. 56 Accumuli plc Annual report and accounts 2014
Financial statements
1. Profit/(loss) attributable to members of the parent company
The profit dealt with in the accounts of the parent company was £3,524,000 (2013: loss £462,000).
2. Tangible fixed assets
Computer
equipment
£’000
Cost at 1 April 2013 123
Additions —
Cost at 31 March 2014 123
Depreciation at 1 April 2013 34
Charge for the year 38
Depreciation at 1 April 2014 72
Net book value
At 31 March 2014 51
At 31 March 2013 89
The assets detailed above are all held under finance leases; the leases are secured against these assets.
3. Intangible fixed assets
Development
costs
£’000
Cost at 1 April 2013 —
Additions 66
Cost at 31 March 2014 66
Depreciation at 1 April 2013 —
Charge for the year 5
Depreciation at 1 April 2014 5
Net book value
At 31 March 2014 61
At 31 March 2013 —
4. Investment property
Investment
property
£’000
Valuation
At 1 April 2013 284
Write down in property value —
At 31 March 2014 284
Investment property comprises a leasehold property owned on 999-year leases granted in 1989. The fair value of the group’s investment property 
at 31 March 2014 has been arrived at by considering the option to purchase price contained within the lease with its tenant which reflects market 
yields and conditions. The valuation gives rise to no change (2013: no change) in the fair value of the property at £284,000 as at 31 March 2014.
Notes to the company financial statements
for the year ended 31 March 2014 Financial statements
www.accumuli.com Accumuli plc Annual report and accounts 2014 57
5. Investments
Subsidiary
undertakings
£’000
Other
investments
£’000
Cost and net bank value
At 1 April 2013 — 300
Revaluation during the year — —
At 31 March 2014 — 300
The company’s other investments relate to shares in an unlisted business, which has no publicly quoted price. An existing investor in the business 
increased its shareholding through the purchase of shares from all remaining shareholders in October 2011. This allowed a fair value to be determined 
for the investment at that time and this was reflected through a revaluation. There has been no new information received during the year which would 
lead to a revision of the carrying value. A final dividend of £30,000 was received in April 2013.
Shares in subsidiary undertakings are stated at cost. Accumuli plc directly owns all the following subsidiaries:
Name
Country of
incorporation Activity
Holding of
ordinary
shares
Subsidiaries
Accumuli (Holdings) Limited England and Wales Sub-holding company 100%
Accumuli Debenture Limited England and Wales Dormant 100%
Accumuli Europe Limited England and Wales Dormant 100%
Accumuli Managed Services Limited England and Wales Dormant 100%
Accumuli Employee Benefit Trust Jersey Holding of shares on behalf of employees 100%
The following companies are subsidiaries of Accumuli (Holdings) Limited:
Name
Country of 
incorporation Activity
Holding of
ordinary 
shares
Accumuli Security Limited (formerly 
Accumuli Security Networks Limited) England and Wales IT infrastructure solutions 100%
Fujin Technology Limited England and Wales Sub-holding company 100%
Accumuli Security Technology Limited England and Wales Security systems integrator 100%
Accumuli Security Services Limited England and Wales Security services 100%
Accumuli Security Systems Limited 
(formerly Webscreen Systems Limited) England and Wales Distributed denial of service protection 100%
EdgeSeven Limited England and Wales SIEM consultancy and product sale 100%
Signify Solutions Limited England and Wales Managed service IT Security 100%
Eqalis Limited England and Wales Data analytics 100%
6. Debtors
2014
£’000
2013
£’000
Trade debtors 9 1
Amounts owed by group undertakings 25,234 15,632
Prepayments and accrued income 29 6
VAT recoverable 54 44
Deferred taxation (note 9) 96 174
25,422 15,857
Included in amounts owed by group undertakings are £23,115,000 (2013: £13,548,000) which are not expected to be recovered in less than 
one year. 58 Accumuli plc Annual report and accounts 2014
Financial statements
7. Creditors: amounts falling due within one year
Current
2014
£’000
2013
£’000
Trade creditors 71 257
Bank overdraft and short term borrowings 1,251 —
Finance lease 28 44
Amounts owed to group undertakings 8,175 5,368
Other taxation and social security 13 12
Other creditors 6 —
Accruals and deferred income 40 151
9,584 5,832
8. Creditors: amounts falling due after more than one year
2014
£’000
2013
£’000
Finance lease — 40
9. Provisions for liabilities
2014
£’000
2013
£’000
Deferred taxation (18) 78
The movement in deferred taxation during the period was:
2014
£’000
2013
£’000
Provision brought forward (96) (121)
Credited to the profit and loss account 78 25
Provision carried forward (18) (96)
2014
£’000
2013
£’000
Excess of taxation allowances over depreciation on all fixed assets 2 2
Timing differences on investments 76 76
Trading losses (96) (174)
(18) (96)
Deferred tax has been calculated at a rate of 21% (2013: 23%). The company has unrelieved tax losses amounting to £450,000 (2013: £734,000) 
which the directors believe will be recoverable in the foreseeable future against management charges levied against group companies.
10. Share capital
2014
£’000
2013
£’000
Allotted, called up and fully paid
158,115,921 (2013: 148,595,089) ordinary shares of 0.25p each 395 372
Details of share options can be found on pages 46 and 47.
During the year the company issued 9,420,832 shares (2013: 7,435,898). The total consideration received was £1,910,000 (2013: £483,000). 
6,770,832 shares were issued to satisfy the deferred consideration on EdgeSeven; the difference between the nominal value of these shares 
and the share price at date of issue has been credited to the merger reserve.
Notes to the company financial statements continued
for the year ended 31 March 2014 Financial statements
www.accumuli.com Accumuli plc Annual report and accounts 2014 59
11. Shareholders’ funds
Share
capital
£’000
Share
premium
reserve
£’000
Share-
based
payment
reserve
£’000
Merger
relief
reserve
£’000
Profit
and loss
account
£’000
Revaluation
reserve
£’000 
Treasury 
shares
£’000
EBT
reserve
£’000
Total
shareholder
funds
£’000
Balance brought forward 372 9,361 181 2,671 (1,382) 216 (11) — 11,408
Issue of shares (net of expenses) 23 524 — 1,363 — — — — 1,910
Share-based payment — — 208 — — — — — 208
Profit for the financial year — — — — 3,524 — — — 3,524
Exercise of options — — (103) — 103 — — — —
Transfer of shares to EBT — — — — — — 11 (11) —
Dividend paid — — — — (594) — — — (594)
Balance carried forward 395 9,885 286 4,034 1,651 216 — (11) 16,456
The company has taken advantage of section 408 of the Companies Act 2006 not to publish its own profit and loss account.
The revaluation reserve relates to the unrealised gain on revaluing the other investments.
12. Related party transactions
Company transactions with related parties are as follows:
2014 2013
Sales
to
£’000
Purchases
from
£’000
Trade
receivables
balance at
31 March
£’000
Trade
payables
balance at
31 March
£’000
Sales
to
£’000
Purchases
from
£’000
Trade
receivables
balance at
31 March
£’000
Trade
payables
balance at
31 March
£’000
Acorn Capital Partners Limited — 28 — 8 — 20 — 8
Camwood Limited — — — — 3 — — —
G R Norfolk, a non-executive director of the company, is also a director of Acorn Capital Partners Limited (the company that receives the director’s 
fees payable for his services) and Camwood Limited which previously leased one of the company’s properties.
The following options are held directly or indirectly by directors:
Director Vested
Share 
options held
Exercise 
price
G R Norfolk* Yes 503,000 15.00p
N Kingsbury Vests December 2014 400,000 9.00p
S Duckworth DL Vests June 2014 300,000 9.88p
G A P Lyons Yes 1,000,000 12.50p
G A P Lyons Vests December 2015 200,000 15.12p
I D Winn Yes 500,000 9.00p
I D Winn Yes 500,000 12.50p
I D Winn Yes 50,000 49.00p
Total 3,453,000
* Beneficial interest in 251,500 share options.
During the financial year I D Winn exercised the following options:
  400,000 options at 7.13 pence; and
  50,000 options at 12.5 pence.
The company has taken advantage of the exemptions in “IFRS 8 Related Party Transactions” and has not disclosed transactions with wholly 
owned subsidiary undertakings. 60 Accumuli plc Annual report and accounts 2014
Financial statements
Notice is hereby given to the shareholders of Accumuli plc (the “company”) that the annual general meeting of the company will be held at the 
offices of DAC Beachcroft LLP , 100 Fetter Lane, London EC4A 1BN on 24 September 2014 at 11.00 am for the following purposes:
Ordinary business
To consider and, if thought fit, pass the following resolutions, each of which will be proposed as an ordinary resolution:
1.  to receive and consider the company’s annual accounts for the financial period ended 31 March 2014, including the directors’ report, 
the directors’ remuneration report and the independent auditors’ report;
2.   to re-appoint Grant Thornton UK LLP as auditors of the company to hold office from the conclusion of the meeting until the conclusion 
of the next general meeting at which accounts are laid before the company;
3. to authorise the directors to fix the remuneration of the auditors;
4.  to re-elect Ian D Winn, who retires by rotation pursuant to article 32.1 of the articles of association of the company and who, being eligible, 
offers himself for re-election as a director of the company;
5. to declare a final dividend of 0.46 pence per ordinary share in respect of the year ended 31 March 2014; and
6.  THAT, in accordance with section 551 of the Companies Act 2006 (the “2006 Act”) the directors of the company be and are generally 
and unconditionally authorised to allot:
 6.1 Relevant Securities (as defined in the notes to this resolution):
  6.1.1  up to a maximum nominal amount of £19,000 (in pursuance of the exercise of outstanding options granted by the company 
prior to the date hereof but for no other purpose); and
  6.1.2  up to an aggregate nominal amount of £132,000 (in addition to the authority conferred in sub-paragraph 6.1.1 above) 
representing approximately one third of the company’s issued share capital,
  provided that these authorities, unless duly renewed, varied or revoked by the company, will expire on the date being fifteen months from the 
date of the passing of this resolution or, if earlier, the conclusion of the next annual general meeting of the company to be held after the passing 
of this resolution, save that the company may, before such expiry, make offers or agreements which would or might require Relevant Securities 
to be allotted after such expiry and the directors may allot Relevant Securities in pursuance of such an offer or agreement notwithstanding that 
the authority conferred by this resolution has expired. 
  This authority is subject to such exclusions or other arrangements as the directors may deem necessary or expedient in relation to fractional 
entitlements, record dates, legal or practical problems in or under the laws of any territory or the requirements of any applicable regulatory body 
or stock exchange.
  This resolution revokes and replaces all unexercised powers previously granted to the directors to allot Relevant Securities but without prejudice 
to any allotment of shares or grant of rights already made, offered or agreed to be made pursuant to such authorities.
Special business
To consider and, if thought fit, pass the following resolutions, each of which will be proposed as a special resolution:
7.  THAT, conditional on the passing of resolution 6, the directors be given the general power to allot equity securities (as defined in section 560 
of the 2006 Act) pursuant to the authority conferred by resolution 6 as if section 561(1) of the 2006 Act did not apply to any such allotment, 
provided that this power shall be limited to:
 7.1 the allotment of equity securities in connection with an offer by way of a rights issue:
  7.1.1 to the holders of ordinary shares in proportion (as nearly as may be practicable) to their respective holdings; and
  7.1.2 to holders of other equity securities as required by the rights of those securities or as the directors otherwise consider necessary;
 7.2  the allotment (otherwise than pursuant to sub-paragraph 7.1 above) of equity securities on the exercise of options granted by the 
company prior to the date hereof; and
 7.3  the allotment (otherwise than pursuant to sub-paragraphs 7.1 and 7.2 above) of equity securities up to an aggregate nominal amount 
of £40,000 (representing approximately 10%. of the company’s issued share capital),
  provided that the power granted by this resolution will expire on the date being 15 months from the date of the passing of this resolution or, 
if earlier, the conclusion of the next annual general meeting of the company to be held after the passing of this resolution (unless renewed, varied 
or revoked by the company prior to or on such date), save that the company may, before such expiry, make offers or agreements which would 
or might require equity securities to be allotted after such expiry and the directors may allot equity securities in pursuance of such an offer or 
agreement notwithstanding that the authority conferred by this resolution has expired.
  This authority is subject to such exclusions or other arrangements as the directors may deem necessary or expedient in relation to fractional 
entitlements, record dates, legal or practical problems in or under the laws of any territory or the requirements of any applicable regulatory 
body or stock exchange.
Notice of annual general meeting Financial statements
www.accumuli.com Accumuli plc Annual report and accounts 2014 61
Special business continued
  This resolution revokes and replaces all unexercised powers previously granted to the directors to allot equity securities as if section 561(1) 
of the 2006 Act did not apply but without prejudice to any allotment of equity securities already made, offered or agreed to be made pursuant 
to such authorities.
8.  THAT the company be, and is hereby, generally and unconditionally authorised for the purposes of sections 693 and 701 of the 2006 Act 
to make one or more market purchases (within the meaning of section 693(4) of the 2006 Act) of ordinary shares of 0.25p each in the capital 
of the company on such terms and in such manner as the directors shall determine, provided that:
 8.1  the maximum aggregate number of ordinary shares that may be purchased is 7,900,000 ordinary shares (representing approximately 5% 
of the issued share capital of the company as at 23 June 2014;
 8.2 the minimum price (excluding expenses) which may be paid for each ordinary share is 0.25p;
 8.3  the maximum price (excluding expenses) which may be paid for each ordinary share is an amount equal to 105% of the average of the 
closing middle market price for an ordinary share as derived from the AIM appendix to the London Stock Exchange’s Daily Official List for 
the five business days immediately prior to the day the purchase is made; 
 8.4  this authority shall expire on the conclusion of the next annual general meeting of the company unless previously revoked, varied 
or renewed; and
 8.5  the company may, before the expiry of the authority granted by this resolution, enter into a contract to purchase ordinary shares which will 
or may be executed wholly or partly after the expiry of such authority, and may make a purchase of ordinary shares pursuant to any such 
contract as if such authority had not expired.
By order of the board
Ian Winn Registered Office
Director Tuscany House
23 June 2014 White Hart Lane
 Basingstoke
 RG21 4AF 62 Accumuli plc Annual report and accounts 2014
Financial statements
Explanatory notes
Resolutions 6.1 and 7.3
1.  On 23 June 2014, the total number of options to subscribe for ordinary shares in the company amounted to 7,475,317. This represented 
4.7% of the company’s issued ordinary share capital on that date. If this authority to purchase shares was exercised in full the options would 
represent 4.5% of the issued ordinary share capital (excluding treasury shares) as at 23 June 2014. The company does not have any 
outstanding share warrants.
Resolution 8
2.  The company’s articles of association provide that the company may from time to time purchase its own shares subject to statutory 
requirements. Such purchases must be authorised by the shareholders at a general meeting. 
3.  This resolution seeks authority for the company to make market purchases of its own ordinary shares and is proposed as a special resolution. 
If passed, the resolution gives authority for the company to purchase up to 7,900,000 of its ordinary shares, representing approximately 5% 
of the company’s issued ordinary share capital as at 23 June 2014.
4.  The resolution specifies the minimum and maximum prices which may be paid for any ordinary shares purchased under this authority. The authority 
will expire on the conclusion of the next annual general meeting of the company unless previously revoked, varied or renewed.
5.  Although the directors do not currently have any intention of exercising the authority granted by this resolution, they consider that it is in the best 
interests of the company and its shareholders to keep the ability to make market purchases of the company’s own shares in appropriate circumstances, 
without the cost and delay of a general meeting. The directors will only exercise the authority to purchase ordinary shares where they consider 
that such purchases will be in the best interests of shareholders generally and will result in an increase in earnings per ordinary share.
6.  The company may either cancel any shares it purchases under this authority or transfer them into treasury (and subsequently sell or transfer 
them out of treasury or cancel them).
Entitlement to attend and vote
7. Only those members registered on the company’s register of members at:
  11.00 am on 22 September 2014; or
  if this meeting is adjourned, at 11.00 am on the day two days prior to the adjourned meeting,
 shall be entitled to attend and vote at the meeting.
Appointment of proxies
8.  If you are a member of the company at the time set out in note 7 above, you are entitled to appoint a proxy to exercise all or any of your rights 
to attend, speak and vote at the meeting and you should have received a proxy form with this notice of meeting. You can only appoint a proxy 
using the procedures set out in these notes and the notes to the proxy form.
9.  A proxy does not need to be a member of the company but must attend the meeting to represent you. Details of how to appoint the chairman 
of the meeting or another person as your proxy using the proxy form are set out in the notes to the proxy form. If you wish your proxy to speak 
on your behalf at the meeting you will need to appoint your own choice of proxy (not the chairman) and give your instructions directly to them.
10.  You may appoint more than one proxy provided each proxy is appointed to exercise rights attached to different shares. You may not appoint 
more than one proxy to exercise rights attached to more than one share. To appoint more than one proxy please refer to the notes on the 
proxy form.
Appointment of proxy using hard copy proxy form
11.  The notes to the proxy form explain how to direct your proxy how to vote on each resolution or withhold their vote. To appoint a proxy using 
the proxy form, the form must be:
  completed and signed;
  sent or delivered to SLC Registrars Limited, Thames House, Portsmouth Road, Esher, Surrey KT10 9AD; and
  received by SLC Registrars Limited, Thames House, Portsmouth Road, Esher, Surrey KT10 9AD no later than 11.00 am on 22 September 2014.
12.  In the case of a member which is a company, the proxy form must be executed under its common seal or signed on its behalf by an officer 
of the company or an attorney for the company.
13.  Any power of attorney or any other authority under which the proxy form is signed (or a duly certified copy of such power or authority) must be 
included with the proxy form.
Appointment of proxy by joint members
14.  In the case of joint holders, where more than one of the joint holders purports to appoint a proxy, only the appointment submitted by the most 
senior holder will be accepted. Seniority is determined by the order in which the names of the joint holders appear in the company’s register 
of members in respect of the joint holding (the first-named being the most senior).
Notice of annual general meeting continued Financial statements
www.accumuli.com Accumuli plc Annual report and accounts 2014 63
Explanatory notes continued
Changing proxy instructions
15.  To change your proxy instructions simply submit a new proxy appointment using the methods set out above. Note that the cut-off time for 
receipt of proxy appointments (see above) also apply in relation to amended instructions; any amended proxy appointment received after 
the relevant cut-off time will be disregarded.
16.  Where you have appointed a proxy using the hard copy proxy form and would like to change the instructions using another hard copy proxy form, 
please contact SLC Registrars Limited, Thames House, Portsmouth Road, Esher, Surrey KT10 9AD.
17.  If you submit more than one valid proxy appointment, the appointment received last before the latest time for the receipt of proxies will take 
precedence.
Termination of proxy appointments
18.  In order to revoke a proxy instruction you will need to inform the company by sending a signed hard copy notice clearly stating your intention 
to revoke your proxy appointment to SLC Registrars Limited, Thames House, Portsmouth Road, Esher, Surrey KT10 9AD.
19.  In the case of a member which is a company, the revocation notice must be executed under its common seal or signed on its behalf by an 
officer of the company or an attorney for the company. 
20.  Any power of attorney or any other authority under which the revocation notice is signed (or a duly certified copy of such power or authority) 
must be included with the revocation notice.
21.  The revocation notice must be received by SLC Registrars Limited, Thames House, Portsmouth Road, Esher, Surrey KT10 9AD no later than 
11.00 am on 22 September 2014.
22.  If you attempt to revoke your proxy appointment but the revocation is received after the time specified then, subject to the paragraph directly 
below, your proxy appointment will remain valid.
23.  Appointment of a proxy does not preclude you from attending the meeting and voting in person. If you have appointed a proxy and attend the 
meeting in person, your proxy appointment will automatically be terminated.
Documents on display
24.  The following documents will be available for inspection at the registered office of the company on any weekday (excluding public holidays) 
during normal office hours from the date of this notice until the time of the meeting and for at least 15 minutes prior to the meeting and during 
the meeting:
  copies of the service contracts of the executive directors of the company; and
  copies of the letters of appointment of the non-executive directors of the company.
Relevant Securities
25. “Relevant Securities” means shares in the company other than shares allotted pursuant to:
  an employee share scheme (as defined in section 1166 of the 2006 Act);
  a right to subscribe for shares in the company where the grant of the right itself constituted a Relevant Security; 
  a right to convert securities into shares in the company where the grant of the right itself constituted a Relevant Security; or
  any right to subscribe for or convert any security into shares in the company other than rights to subscribe for or convert any security into 
shares allotted pursuant to an employee share scheme (as defined in section 1166 of the 2006 Act). References to the allotment of Relevant 
Securities in the resolution include the grant of such rights. 64 Accumuli plc Annual report and accounts 2014
Financial statements
Corporate information
Directors
Nick Kingsbury 
Non-executive chairman
Gavin Lyons
Chief executive
Ian David Winn ACA
Finance director
Graham Richard Norfolk ACA
Non-executive director
Simon Duckworth DL
Non-executive director
Company secretary 
Ian David Winn ACA
Registered office
Tuscany House 
White Hart Lane 
Basingstoke RG21 4AF
Principal place of business
Tuscany House 
White Hart Lane 
Basingstoke RG21 4AF
Endeavour House 
Vision Park 
Histon 
Cambridge CB24 9ZR
5 Beaconsfield Court 
Garforth 
Leeds LS25 1QH
Company registration number
4178393
Nominated advisor and broker
finnCap Limited
60 New Broad Street 
London EC2M 1JJ
M&A advisors
MXC Capital Advisory LLP
15 Buckingham Gate 
London SW1E 6LB
Solicitors to the company
DAC Beachcroft LLP
100 Fetter Lane 
London EC4A 1BN
Auditors
Grant Thornton UK LLP
4 Hardman Square 
Manchester M3 3EB
Principal bankers
HSBC
70 Pall Mall 
London SW1Y 5EZ
Registrars
SLC Registrars
Thames House 
Portsmouth Road 
Esher 
Surrey KT10 9AD  Accumuli plc Annual report and accounts 2014
Accumuli plc
Tuscany House 
White Hart Lane 
Basingstoke RG21 4AF
Tel: 0845 678 8450
Email: info@accumuliplc.com