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Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
---|---|---|---|---|---|
Pantheon Leis. | LSE:PLEI | London | Ordinary Share | GB00B0L2RR08 | ORD 0.5P |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 0.375 | 0.00 | 01:00:00 |
Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
---|---|---|---|---|---|
0 | 0 | N/A | 0 |
Pantheon Leisure Plc ("Pantheon" or the "Company") Preliminary Statement for the year ended 31 December 2007 Pantheon Leisure plc, an AIM quoted company formed to acquire businesses in the leisure sector, is pleased to announce its results for the year ended 31 December 2007. Highlights * Post-tax loss for the year - £210,642 (year ended 31 December 2006: loss £ 295,157) * Turnover on continuing operations- £900,055 (year ended 31 December 2006: £ 627,980) * Strong cash position at year end in excess of £700,000 * Small sided football turnover increased by 19% * Sports tuition in schools turnover increased by 198% Chairman's Statement I am pleased to report the final results for the year ended 31 December 2007. The group enjoyed considerable success in 2007 with increasing momentum and development of its "Sport in Schools" initiative. We are also able to report some improvement in the small sided football operation. Financial results Pantheon's continuing involvement in its core operating activities has resulted in the company reporting a group pre-tax loss of £210,642 for the year (2006 loss: £295,157) on turnover for the year of £900,055 (2006 turnover: £627,980). The group's cash position at 31 December 2007 was £716,224. The board does not recommend the payment of a dividend. The trading loss for the subsidiary companies in 2007 has reduced quite considerably to approximately £90,000 with the annual costs of running Pantheon as an AIM listed public company being in the order of £180,000 before allowing for financial income and taxation. Operations The activities of the group throughout the year were conducted through its trading subsidiaries, Football Partners Limited and Sport in Schools Limited. These covered three main categories: small-sided football, sports tuition in schools and the operation of an international summer camp. Small-sided football Turnover in 2007 was £583,040 (2006: £487,787), an improvement of 19%. We continue to operate small-sided football leagues within the M25 and principally within the urban developments in London, which take in Docklands, Canary Wharf, Paddington Basin, Battersea and Wandsworth. I am pleased to report that our centre at Mile End operated more efficiently in 2007 and bookings at this facility, together with our other venues, are now virtually at full capacity. We continue to actively seek new venues in order to achieve further growth and the outlook for 2008 is positive. Sport in schools Turnover in 2007 was £306,915 (2006: £102,982) an improvement of 198%. We continue to work with the heads of education both in local authorities and primary schools to offer children innovative ways to improve and further their sporting and leisure education. Our programmes follow individual borough curriculum and address issues such as child obesity but even more relevant perhaps, is that they allow schools to meet government targets as they apply to physical education and the obligatory 10% Planning, Preparation and Assessment (PPA) time as stipulated by Central Government. We are careful to ensure that our coaches, who are fully qualified in their respective sporting fields and are "CRB" checked, work alongside staff in the school's PE assessment procedures and can provide individual assessments which the school can use to add to the report of every child. In 2007, Sport in Schools was rebranded and enjoyed an increased acceptance amongst schools throughout the major London boroughs. This activity is also gaining recognition in and around the Home Counties. We are currently working with some 80 primary schools and with over 5,000 children per week. We are encouraged by the level of enquiries being received and the rate at which we are entering into new contracts leads us to expect further growth in 2008. International summer camp Turnover in 2007 was £148,900 (2006: £119,934). Having experimented with different venues over the last two years and following the closure of the Oxfordshire facility, we do not consider that the growth or results generated are commensurate with the amount of management and staff time required to run a summer camp to the high standards we demand. Consequently we have decided not to operate a summer camp in 2008. Prospects We are of course concerned with the economic climate. Nevertheless, we are encouraged by our own experience in the two main core activities. Small-sided football is now producing better results than we have seen in recent years and sports tuition continues to grow rapidly. Finally, I would like to take this opportunity of thanking all our staff for their hard work and dedication throughout the year. William Weston Chairman 4 June 2008 Consolidated Income Statement for the year ended 31 December 2007 Proforma Audited Unaudited Year ended 31 Year ended Period 4 July December 2007 2005 to 31 31 December December 2006 2006 £ £ £ Continuing operations Revenues 900,055 627,980 934,134 Cost of sales (665,483) (572,998) (872,288) Gross profit 234,572 54,982 61,846 Administrative expenses (510,644) (338,744) (511,612) Operating loss (276,072) (283,762) (449,766) Financial income (net) 42,824 39,666 43,826 Loss before taxation (233,248) (244,096) (405,940) Taxation 16,181 - - Loss for the year/period from (217,067) (244,096) (405,940) continuing operations Discontinued operations Profit/(loss) for the year/ 6,425 (51,061) 18,184 period from discontinued operations Loss after taxation (210,642) (295,157) (387,756) attributable to equity holders of the parent Continuing operations Basic and diluted loss per (0.18p) (0.20p) (0.34p) share Discontinued operations 0.01p (0.04p) (0.02p) Basic and diluted earnings/ (loss) per share Continuing and discontinued operations Basic and diluted earnings/ (0.17p) (0.24p) (0.32p) (loss) per share Consolidated Balance Sheet as at 31 December 2007 31 December 31 December 2007 2006 £ £ Non current assets Deferred tax asset 16,181 - Current assets Trade and other receivables 107,409 66,133 Cash and cash equivalents 821,024 1,014,566 928,433 1,080,699 Total assets 944,614 1,080,699 Current liabilities Trade and other payables (259,323) (219,439) Bank overdraft (104,800) (83,127) Total liabilities (364,123) (302,566) Net assets 580,491 778,133 Equity Issued share capital 1,200,000 1,200,000 Share premium account 677,244 677,244 Merger reserve (400,000) (400,000) Revenue reserves (896,753) (699,111) Equity attributable to 580,491 778,133 shareholders' of the parent company. Consolidated Cash Flow Statement for the year ended 31 December 2007 Proforma Audited Unaudited Year Year ended Period 4 July 2005 ended 31 to 31 December December 2006 31 December 2006 2007 £ £ £ Cash flow from operating activities Loss before tax on continuing (276,072) (283,762) (449,766) operations (Loss)/profit before tax on 6,425 (51,061) 18,184 discontinued operations (269,647) (334,823) (431,582) Adjustments for: Share based payment charges 13,000 30,500 64,500 Depreciation - - 56 Operating cash flow before working (256,647) (304,323) (367,026) capital movements (Increase) decrease in receivables (41,276) 29,000) (39,237) Increase(decrease) in payables 39,884 67,948 (83,089) Operating cash flow (258,039) (207,375) (489,352) Financial income 42,824 39,666 43,826 Net cash from operating activities (215,215) (167,709) (445,526) Financing activities Issue of share capital - - 1,400,000 Share issue costs - - (222,756) Net cash from financing activities - - (1,177,244) Net change in cash and cash (215,215) (167,709) 731,718 equivalents Cash and cash equivalents and bank 931,439 1,099,148 199,721 overdraft at the beginning of the year/period Cash and cash equivalents and bank 716,224 931,439 931,439 overdraft at the end of the year/ period NOTES 1. General Information Pantheon Leisure PLC is a company incorporated in the UK and its activities are as described in the chairman's statement and directors' report. These financial statements are prepared in pounds sterling because that is the currency of the primary economic environment in which the group operates. This preliminary statement was approved by the directors on 2 June 2008. The financial information set out above does not constitute the company's statutory financial statements for the year ended 31 December 2007 but is derived from those financial statements. The report of the auditors was unqualified and did not contain a statement under s.237 (2) or (3) Companies Act 1985. The statutory financial statements for the year ended 31 December 2007 will be delivered to the Registrar of Companies following the Company's Annual General Meeting. The financial information contained in this Preliminary Statement does not constitute statutory accounts as defined by Section 240 of the Companies Act 2. Basis of Accounting The consolidated financial statements of the company for the year ended 31 December 2007 have been prepared on a historical cost basis and are in accordance with International Financial Reporting Standards (`IFRS's) as adopted by the EU. These have been applied consistently except where otherwise stated. The group has adopted IFRS with effect from 4 July 2005. At the date of issue of this announcement the following standards and Interpretations which have not been applied in the financial statements were in issue but not yet effective. IFRS 2 Amendment to "Share Based payments" - vesting conditions and cancellations. IFRS 3 "Business Combinations and IAS 27" - Amendment to consolidated and separate financial statements. IFRS 8 Operating segments. IAS 1 Amendment to "Presentation of financial statements". IAS 23 Amendment to "Borrowing Costs". IAS 32 Amendment to "Financial Instruments Presentation". IFRIC 11 "Group and Treasury State Transactions". IFRIC 12 "Service Concession Agreements". IFRIC 13 "Customer loyalty programme". . IFRIC 14 & IAS "The limit on a Deferred Benefit Asset, Minimum Funding 19 Requirements". The directors anticipate that the adoption of these Standards and Interpretations in future periods will have no material effect on the financial statements of the group except for additional disclosures on segmental results when the relevant standards come into effect for periods commencing at various dates on or after 1 January 2008. The amendment to IAS 1 will require certain changes to the method of presentation of the results. The consolidated financial information for the period ended 31 December 2006 has been extracted from the statutory financial statements (which were prepared under UK GAAP for that period) and has been restated so as to comply with International Financial Reporting Standards as adopted by the EU. A reconciliation of equity and the loss for comparative periods reported under UK GAAP as compared to those reported under IFRS (as required by IFRS 1) is not considered necessary. The adoption of IFRS has had no effect on the reported loss for prior periods or on the net assets of the group at the date of transition or at 31 December 2006. 3. Basis of Consolidation The financial statements of the group incorporate the financial statements of the company and entities controlled by the company which are its subsidiary undertakings. Control is achieved where the company has the power to govern the financial and operating policies of its subsidiary undertakings so as to benefit from their activities. The acquisition of The Elms Group Limited and its subsidiary undertakings on 12 September 2005 was in the nature of a group reorganisation and falls outside the definition of a business combination as defined by IFRS 3. For that reason, predecessor accounting principles have been adopted. In the group's financial statements The Elms Group Limited and its subsidiary undertakings have been treated as if they had always been a member of the group applying the predecessor accounting method of consolidation. Their results have been consolidated from the company's date of incorporation on 4 July 2005. Unaudited pro-forma comparatives are shown for the year ended 31 December 2006 which incorporate the results of all companies comprising the group. All intra-group transactions and balances have been eliminated in preparing the consolidated financial statements. 4. Significant Accounting Policies Going concern The directors consider that there are adequate financial resources to continue financial operations for the foreseeable future. Revenues Turnover arises from the activities of Football Partners Limited and Sport in Schools Limited; both are wholly owned subsidiary undertakings. It represents invoiced and accrued amounts for goods and services supplied in the period, exclusive of value added tax and trade discounts. Fixtures and equipment Fixtures and equipment are stated at cost less depreciation. Depreciation is provided at rates calculated to write off the cost less their estimated residual value over their expected useful lives. As fixtures and equipment costing £43,066 owned by subsidiary undertakings have already been fully depreciated and because the assets involved are not considered to be material in relation to the group as a whole, no further reference has been made to these non-current assets elsewhere in these financial statements. Operating leases Rentals applicable to operating leases, where substantially all of the benefits and risks of ownership remain with the lessor, are charged against revenue as and when incurred. Deferred taxation Deferred taxation is provided in full in respect of timing differences between the treatment of certain items for taxation and accounting purposes. The deferred tax balance is not discounted. The recognition of deferred tax assets is limited to the extent that the group anticipates making sufficient taxable profits in the future to absorb the reversal of the underlying timing differences. Share based payments The group has applied the requirements of IFRS 2 "Share Based Payments". The company has issued share options and warrants to directors and employees. There is a one year vesting period for the options and the warrants can be exercised immediately. The fair value of employee services received in exchange for the grant of options and warrants is recognised as an expense. The total amount to be expensed over the vesting period is determined by reference to the fair value of any options and warrants granted excluding non-market vesting conditions (these conditions are included in assumptions about the number of options that are expected to vest). It recognises the impact of any revision to original estimates in the income statement with a corresponding adjustment to equity. Trade receivables Trade receivables are recognised at fair value. A provision for impairment of trade receivables is established where there is objective evidence that the group will not be able to collect all amounts due according to the original terms of the receivables. Significant financial difficulties of the debtor, probability that the debtor will enter bankruptcy or liquidation and default or delinquency of payments are considered indicators that the trade receivable is impaired. The amount of the provision is the difference between the asset's carrying amount and the present value of estimated future cash flows discounted at the original rate of interest. The carrying amount of the asset is reduced through the use of an allowance account and the amount of the loss is recognised in the income statement within administrative expenses. When a trade receivable is uncollectable it is written off against the allowance account for trade receivables. Cash and cash equivalents Cash and cash equivalents include cash in hand and deposits held at call with banks. Bank overdrafts are shown as borrowings within current liabilities. Financial liability and equity Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities. Ordinary shares are classified as equity. Incremental costs directly attributable to new shares are shown in equity as a deduction from the proceeds. Trade payables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method. Borrowings are recognised initially at fair value, net of transaction costs incurred. Borrowings are subsequently stated at amortised cost, any difference between the proceeds (net of transaction costs) and the redemption value is recognised in the income statement over the period of the borrowing using the effective interest method. Borrowings are classified as current liabilities unless the group has an unconditional right to defer settlement of the liability for at least 12 months after the balance sheet date. 5. Critical accounting judgements and key sources of estimation uncertainty Share based payments The group has made awards of options over its unissued share capital to certain directors and employees as part of their remuneration package. The valuation of these options involved making a number of critical estimates relating to price volatility, future dividend yields, expected life of the options and forfeiture rates. These assumptions have been described in more detail in note 24. Deferred tax asset A deferred tax asset has been recognised in respect of unutilised trading losses in Sport in Schools Limited because in the directors' opinion, based on results for the year and forecasts, it is probable that these losses will be utilised in the future. At the present time the directors' do not consider that there is sufficient certainty regarding the utilisation of the losses of the parent company or Football Partners Limited and therefore no deferred tax asset has been recognised in respect of unutilised losses available in those companies. 6. Loss per share Basic loss per share on continuing operations has been calculated on the group's loss attributable to equity holders of £217,067 (2006: £244,096) and from discontinued operations on the group's profit £6,425 (2006: loss £51,061) and on the weighted average number of shares in issue during the year, which was 120,000,000 (2006:120,000,000). In view of the group loss for the year, share warrants and options to subscribe for ordinary shares in the company are anti-dilutive and therefore diluted earnings per share information is not presented. There are options and warrants outstanding of over 61 million shares that could potentially dilute basic earnings per share in future. 7. Annual report and accounts A copy of the Annual Report and Accounts for the year ended 31 December 2007 will be sent to shareholders and copies will be available from the Company's registered office at 58-60 Berners Street, London W1T3JS or by visiting our website at www.pantheonleisure.co.uk * * ENDS * * For further information please visit www.pantheonleisure.com or contact: Barbara Moss Pantheon Leisure plc Tel: 020 8954 8787 Liam Murray Dowgate Capital Advisers Limited Tel: 020 7492 4777 Isabel Crossley St Brides Media & Finance Limited Tel: 020 7236 1177 END
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