We could not find any results for:
Make sure your spelling is correct or try broadening your search.
Register for Free to get streaming real-time quotes, interactive charts, live options flow, and more.
| 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 |
Hot Features
Premium
TIDMPLEI
Pantheon Leisure plc / Epic: PLEI / Market: AIM / Sector: Leisure
27 May 2010
Pantheon Leisure plc (`Pantheon' or `the Company')
Final Results
Pantheon Leisure plc, the AIM quoted company formed to acquire businesses in
the leisure sector, announces its results for the year ended 31 December 2009.
Highlights
* Loss after taxation for the year before impairment provision - GBP133,027
(2008: loss GBP 170,904)
* Investment impairment - Fitbug Holdings Plc - GBP250,000
* Turnover from continuing operations- GBP1,170,242 (2008: GBP 1,076,857)
* Net cash position at year end of GBP330,639 (2008: GBP586,813)
* Turnover in sports tuition in schools increased by 22%, achieving
profitability of GBP63,224
* Turnover in small-sided football turnover reduced by 3%
Chairman's statement
2009 was a successful year for the company, which saw our sports tuition in
schools division enjoy considerable growth and profitability as well as steady
trading in our small-sided football division.
Given the government mandate of tackling the all important issue of health and
fitness particularly amongst young people in the UK, we anticipate our growth
to continue during the remainder of the year and beyond. The Elms Sport in
Schools (`ESS') is consistent with the necessary criteria to deliver healthy
lifestyle opportunities within the primary school sector and helps to meet
government health policies for young people.
Financial results
The group is reporting a loss before taxation of GBP371,601 (2008:GBP166,149) on a
turnover of GBP1,170,242 (2008: GBP1,076,857) for the year ended 31 December 2009.
The group's net cash position at the year end stands at GBP330,639 (2008: GBP
586,813).
The company holds 8.56% of the issued share capital of Fitbug Holdings Plc
(`Fitbug') and an impairment provision of GBP250,000 has been made to reflect an
impairment in market value since acquisition.
The directors consider that operations in small-sided football and sports
tuition in schools, when taken together have a business enterprise value which
exceeds carrying cost by more than the GBP250,000 provision made in respect of
Fitbug.
Within this annual report there are sections which deal in greater detail with
these investments.
Operations
Pantheon Leisure PLC (`Pantheon') conducts its activities through its wholly
owned subsidiaries trading as `The Elms Sports in Schools' (`ESS'); and `The
Elms Small Sided Football'.
Over the last three years we have established the business of providing sports
tuition in schools and at the same time secured our prominent role in
small-sided football.
In 2007 the combined turnover of both operations was GBP900,000; in 2008 turnover
increased to GBP1,077,000, and in 2009 turnover again increased to GBP1,170,000.
The increased turnover in sports tuition in schools resulted in profits of GBP
63,224 in 2009. In recognition of these profits a dividend of GBP25,000 was paid
by `ESS' to `Pantheon'. We are expecting further increases in turnover during
the current year.
We are firmly of the opinion that we are developing the two operations to the
point where the combined business enterprise value exceeds the carrying cost
attached to them.
Sports tuition in schools
Turnover in 2009 was GBP629,771 (2008: GBP518,034).
ESS has experienced excellent growth during the period and now supplies
specialised sports tuition to 115 primary schools throughout London and the
Home Counties, up from 100 schools at the end of 2008. The number of young
people enjoying the programme on a weekly basis during term time has now
reached 10,000 - and this number continues to increase.
ESS provides young people, from a broad social spectrum, with the opportunity
to pursue sporting activities in an engaging and safe environment using CRB
checked, qualified coaches. Additionally, it satisfies UK government policy,
which stipulates that a minimum of two hours formal physical education is
scheduled into the school week and also eases the strain on schools as they
look to fulfil mandatory Planning, Preparation and Assessment periods.
On another level, ESS supports working parents through various schemes
including The Extended Day, School Holiday Sports and Play Schemes all of which
provide a substantial contribution to revenues.
We are also proud of our LTA accredited lawn tennis club which has received the
prestigious club mark status, awarded to only 250 tennis clubs throughout the
UK. Our bespoke tennis tuition programme, delivered through "Inspired2Coach"
(the official coaching arm of the LTA), ensures that a large volume of young
children progress in this sport - many achieving county and regional status.
Small-sided football
Turnover in 2009 was GBP536,516 (2008: GBP552,204).
We operate small-sided football leagues within the M25 area, principally in
urban developments in London including Docklands, Canary Wharf, Paddington
Basin, Battersea and Wandsworth.
We can report that trading during the year remained steady although difficult
weather conditions affected many of our peers in this field and whilst it also
caused us some problems, our focus on London and the proximity of our grounds
to transport links, provided a buffer and ensured balanced trading.
Fitbug Holdings Plc
In March 2009 the company acquired 22,540,000 ordinary shares of 0.5p each in
the share capital of ADDleisure Plc (`ADDleisure') together with 2,820,000
warrants to subscribe for 2,820,000 new ordinary shares of 0.5p each in
ADDleisure, for a consideration of GBP500,000 and acquisition costs of GBP14,000.
The consideration was satisfied by the issue of GBP500,000 unsecured convertible
loan notes. The loan notes may be converted into 50 million new Pantheon
ordinary shares at any time before redemption, carry an interest coupon of 7.5%
and are repayable at par on 2 March 2014.
In December 2009 Fitbug secured shareholder approval, inter alia, for a capital
reorganisation, whereby 1 new ordinary share of 1p each replaced every 10 old
ordinary shares; ADDleisure Plc changed its name to Fitbug Holdings Plc
(`Fitbug') and a share placing of 10p per share raised additional funds of GBP
1,200,000, before costs.
As part of these arrangements the company acquired a further 1 million new
ordinary shares of 1p each in Fitbug at a cost of GBP100,000.
The company was also granted an option to acquire a further 100,000 ordinary
shares, for a period of three years from the date of grant, at the price of 10p
per share in consideration for providing bridging finance to ADDleisure, prior
to the above mentioned proposals being approved.
In February 2010 Fitbug provided a trading update to shareholders which
confirmed, inter alia, that it had enjoyed an encouraging start to 2010 with a
strong pipeline of prospects to include further contracts with Primary Care
Trusts.
We remain confident that over the medium to long term the value of our holding
in Fitbug will better reflect the cost of the investment. In the short term and
in accordance with International Financial Reporting Standards we have reduced
the carrying value of the investment by GBP250,000.
The company now holds 3,254,000 Fitbug ordinary shares, representing 8.56% of
the enlarged share capital. Directors of Fitbug hold 23.44%, BUPA Finance Plc
holds 23.85% and I hold just under 9%.
Outlook
We are confident that the year ahead will provide us with continued growth. Our
search for sponsors continues as we look to roll out our programmes on a
national level and we are in discussions with a number of potential parties in
this respect.
I would like to thank the team for their hard work during the year and
shareholders for their continued support.
William Weston
Chairman
26 May 2010
* * ENDS * *
For further information please visit www.pantheonleisure.com or contact:
Geoffrey Simmonds Pantheon Leisure plc Tel: 020 7935 0823
Mark Percy Seymour Pierce Limited Tel: 020 7107 8000
Elisabeth Cowell St Brides Media & Finance Limited Tel: 020 7236 1177
Consolidated statement of comprehensive income
For the year ended 31 December 2009
Notes Year ended Year ended
31 December 31 December
2009 2008
GBP GBP
Revenues 3c, 5 1,170,242 1,076,857
Cost of sales (717,456) (714,824)
Gross profit 452,786 362,033
Administrative costs (542,135) (563,235)
Provision for impairment in value 12 (250,000) -
of investment
(792,135) (563,235)
Operating loss 6 (339,349) (201,202)
Finance income 8 111 35,053
Finance costs 8 (32,363) -
Loss before taxation (371,601) (166,149)
Taxation 9 (11,426) (4,755)
Loss after taxation and (383,027) (170,904)
comprehensive income attributable
to equity holders of the parent
Basic and diluted loss per share 10 (0.32)p (0.14)p
The loss for the year arises from continuing operations of the group.
Consolidated Balance Sheet
For the year ended 31 December 2009
Notes 31 December 31 December
2009 2008
GBP GBP
Non current assets
Property, plant and equipment 11 38,198 27,357
Available -for - sale 12 364,000 -
investments
Deferred tax asset 13 - 11,426
402,198 38,783
Current assets
Trade and other receivables 14 113,266 72,749
Cash and cash equivalents 23 333,178 620,762
446,444 693,511
Total assets 848,642 732,294
Current liabilities
Trade and other payables 15 (284,043) (268,758)
Bank overdraft 23 (2,539) (33,949)
Borrowings 16 (2,000) (2,000)
(288,582) (304,707)
Non current liabilities
Borrowings 16 (516,000) (18,000)
Total liabilities (804,582) (322,707)
Net assets 44,060) 409,587
Equity
Issued share capital 17 602,500 1,200,000
Share premium 18 15,000 -
Merger reserve 18 (400,000) (400,000)
Revenue reserves 18 (173,440) (390,413)
Equity attributable to 44,060 409,587
shareholders of the parent
company.
Consolidated Cash Flow Statement
For the year ended 31 December 2009
Notes Year Year
ended ended
31 31
December December
2009 2008
GBP GBP
Cash flow from operating activities
Operating loss (339,349) (201,202)
Depreciation 9,523 2,393
Share based payment 4,375 -
Impairment in value of available -for -sale 250,000 -
investments
Operating cash outflow before working capital (75,451) (198,809)
movements
(Increase)/decrease in receivables (27,392) 34,660
Increase in payables 15,285 9,435
Operating cash outflow (87,558) (154,714)
Investing activities
Financial income ) 111 35,053
Acquisition of available-for-sale investments (114,000) -
Acquisition of property, plant and equipment (20,364) (29,750)
Cash from investing activities (134,253) 5,303
Financing activities
Long term loans advanced - 20,000
Loan repayments (2,000) -
Finance costs (32,363) -
Cash from financing activities (34,363) 20,000
Net change in cash and cash equivalents (256,174) (129,411)
Cash and cash equivalents and bank overdraft at 586,813 716,224
the beginning of the year
Cash and cash equivalents and bank overdraft at 23 330,639 586,813
the end of the year
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.
The preliminary announcement of results is not the company's statutory
accounts. Statutory accounts for the year ended 30 November 2009 have not been
delivered to the Registrar of Companies. The auditors have reported on the
statutory accounts for the year ended 31 December 2009 on 26 May 2010 and their
report was unqualified and did not include a reference to any matters to which
the auditor drew attention by way of emphasis without qualifying the report;
neither did it contain a statement under section 498 (2) (accounting records or
returns inadequate or accounts or directors' remuneration report not agreeing
with records and returns), or Section 498 (3) (failure to obtain necessary
information and explanations)
2. Basis of Accounting
The final results of the company for the year ended 31 December 2009 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.
First time application of new financial reporting standards
The group havs adopted IAS 1 (revised) for the first time in the current year.
Whist this has resulted in a change in the terms used to describe the primary
financial statements, it has not affected the reported results.
The results are otherwise prepared in accordance with the same accounting
policies as applied in its audited results for the year ended 31 December 2008.
3. Critical accounting judgements and key sources of estimation uncertainty
Deferred tax asset
A deferred tax asset had been recognised in respect of unutilised trading
losses in Sport in Schools Limited. These losses have been fully utilised in
the current year.
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.
4. Business segment analysis
Revenue and loss before taxation comprised:
Year Ended 31 December 2009
Small-sided Sports Other Consolidated
football tuition in
schools
GBP GBP GBP GBP
Revenue 536,516 629,771 3,955 1,170,242
Segment operating (loss) / (8,588) 63,224 3,955 58,591
profit
Unallocated corporate (147,940)
expense
Impairment of investment (250,000)
Operating loss (339,349)
Finance costs (32,363)
Finance income 111
Loss before taxation (371,601)
Taxation (11,426)
Loss after taxation (383,027)
Year ended 31 December 2008
Small-sided Sports Other Consolidated
football tuition in
schools
GBP GBP GBP GBP
Revenue 552,204 518,034 6,619 1,076,857
Segment operating (loss)/ (16,032) 7,336 6,619 (2,077)
profit
Unallocated corporate (199,125)
expense
Operating loss (201,202)
Finance income 35,053
Loss before taxation (166,149)
Taxation (4,755)
Loss after taxation (170,904)
Financial position at 31
December 2009
Small-sided Sports Consolidated
football tuition in
schools
GBP GBP GBP
Segment assets 75,928 53,520 129,448
Unallocated corporate assets 719,194
Consolidated total assets 848,642
Segment liabilities 226,437 50,765 277,202
Unallocated corporate 527,380
liabilities
Consolidated total liabilities 804,582
Capital additions 10,055 10,309
Depreciation charge 3,503 6,020
Financial position at 31
December 2008
Small-sided Sports Consolidated
football tuition in
schools
GBP GBP GBP
Segment assets 58,877 17,614 76,491
Unallocated corporate assets 655,803
Consolidated total assets 732,294
Segment liabilities 199,051 60,528 259,579
Unallocated corporate 63,128
liabilities
Consolidated total liabilities 322,707
Capital additions 22,000 7,750
Depreciation charge 1,100 1,293
Unallocated assets include available-for-sale investments, group cash balances,
group deferred tax assets and other receivables attributable to the parent
company. Unallocated liabilities include group bank overdraft and trade and
other payables attributable to the parent company.
5. Taxation
There is no current corporation tax charge as a result of the loss for the
year.
Year ended Year ended
31 December 31 December
2009 2008
GBP GBP
Deferred tax expense
Reversal of temporary differences 11,426 4,755
Total deferred tax charge 11,426 4,755
Tax charge in income statement 11,426 4,755
The group has unutilised tax losses of GBP1,099,916 which includes GBP494,868 in
relation to the company's subsidiary undertakings. Where it is anticipated that
future taxable profits will be available to utilise these losses a deferred tax
asset has been recognised.
Factors affecting the tax charge in the year Year Year
ended ended
31 31
December December
2009 2008
GBP GBP
Loss on ordinary activities before taxation (371,601) (166,149)
Loss on ordinary activities before taxation at the (104,048) (46,522)
standard rate of UK corporation tax 28% (2008: 28%)
Effects of:
Expenses not deductible for tax purposes 3,101 4,399
Provision for impairment not deductible for tax purposes 70,000 -
Unutilised tax losses not recognised as a deferred tax 46,846 46,878
asset
Temporary difference between depreciation charge for (4,473) -
taxable and accounting profit calculation
Tax charge 11,426 4,755
The tax charge reflects unutilised losses previously recognised as a deferred
tax asset utilised in the year.
6. Loss per share
Basic loss per share on continuing operations has been calculated on the
group's loss attributable to equity holders of GBP383,027 (2008: GBP170,904) and on
the weighted average number of shares in issue during the year, which was
120,357,143 (2008:120,000,000).
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, warrants
and rights to convert loan stock outstanding over 111 million shares (2008:
61milion) that could potentially dilute basic earnings per share in future.
6. Property, plant and equipment
GBP
Cost
At 1 January 2008 -
Additions in the year to 31 December 2008 29,750
At 31 December 2008 29,750
Additions in the year to 31 December 2009 20,364
At 31 December 2009 50,114
Depreciation
At 1 January 2008 -
Charge for year to 31 December 2008 2,393
At 31 December 2008 2,393
Charge for year to 31 December 2009 9,523
At 31 December 2009 11,916
Carrying value
At 31 December 2009 38,198
At 31 December 2008 27,357
At 1 January 2008 -
7. Available-for-sale investments
GBP
Cost
At 1 January 2008 and 31 December 2008 -
Additions in the year to 31 December 2009 614,000
At 31 December 2009 614,000
Impairment
At 1 January 2008 and 31 December 2008 -
Charged against comprehensive income 250,000
At 31 December 2009 250,000
Carrying value
At 31 December 2009 364,000
In March 2009 the company acquired from a fellow subsidiary company 22,540,000
ordinary shares of 0.5p each in the capital of ADDleisure Plc, since renamed
Fitbug Holdings Plc ("Fitbug"), together with 2,820,000 warrants to subscribe
for 2,820,000 new ordinary shares of 0.5p each in ADDleisure for a
consideration of GBP500,000 and acquisition costs of GBP14,000.
The consideration was satisfied by the issue of GBP500,000 unsecured convertible
loan notes. The loan notes may be converted at the option of the holders into
50 million new Pantheon ordinary shares at any time before redemption, carry an
interest coupon of 7.5% and are repayable at par on 2 March 2014.
In December 2009 Fitbug secured shareholder approval, inter alia, to a capital
reorganisation whereby effectively 1 new ordinary share of 1p each replaced
every 10 old ordinary shares; the ADDleisure name was changed to Fitbug and a
share placing raised new gross funds of GBP1,200,000 at 10p per share.
As part of these arrangements the company acquired a further 1 million new
ordinary shares of 1p each in Fitbug at a cost of GBP100,000.
The Company now holds 3,254,000 ordinary shares in Fitbug Holdings Plc
representing 8.56% of the share capital.
8. Deferred tax asset
As explained in note 9, the group has tax losses, some of which were expected
to be utilised against future taxable income arising from the trading
activities within the group.
A rate of 28% is the applicable standard rate of UK corporation tax for these
purposes.
Movements are summarised below:
GBP
At 1 January 2008 16,181
Charged to income statement (4,755)
At 31 December 2008 11,426
Charged to income statement (11,426)
At 31 December 2009 -
9. Trade and other receivables
At At
31 December 31 December
2009 2008
GBP GBP
Trade receivables 47,692 17,970
Other receivables 15,362 20,838
Prepayments and deferred expenditure 50,212 33,941
113,266 72,749
10. Trade and other payables
At At
31 December 31 December
2009 2008
GBP GBP
Trade payables 42,582 41,995
Other payables 110,268 105,521
Taxes and social security 50,097 41,628
Accruals and deferred income 81,096 79,614
284,043 268,758
11. Borrowings
At At
31 December 31 December
2009 2008
GBP GBP
Loans 518,000 20,000
Due within 1 year 2,000 2,000
Due after more than 1 year 516,000 18,000
Total borrowings 518,000 20,000
In March 2009, the company issued GBP500,000 7.5% unsecured convertible loan
notes in consideration for its acquisition of an available-for-sale investment
comprising 22,540,000 ordinary 0.5p shares and warrants to subscribe for
2,820,000 ordinary 0.5p shares in ADDLeisure Plc (now renamed Fitbug Holdings
Plc).
Details relating to the acquisition are given in note 12.
The loan notes are repayable in whole or in part at the option of the company
at any time after 2 March 2010 up until 2 March 2014, the date of maturity, or
can be converted at the option of the holders in whole or in part into ordinary
shares at a rate of 1 ordinary share for 1p of loan note converted.
In 2008, the Lawn Tennis Association made an unsecured interest free loan of GBP
20,000 to one of the company's trading subsidiaries operating from `The Elms'.
The loan is repayable by equal instalments of GBP2,000 per annum over the ten
year term. At 31 December 2009 GBP18,000 (2008: GBP20,000) was outstanding.
12. Share Capital
At At
31 December 31 December
2009 2008
GBP GBP
Authorised
500,000,000 (2008:300,000,000) ordinary 2,500,000 1,500,000
shares of 0.5p each
300,000,000 (2008: nil) deferred shares of - 1,500,000
0.5p each
2,500,000 3,000,000
Issued and fully paid:
120,500,000 (2008:120,000,000) ordinary 602,500 600,000
shares of 0.5p each
-(2008:120,000,000) deferred shares of - 600,000
0.5p each
602,500 1,200,000
On 31 July 2009, the company's authorised share capital was increased by the
creation of a further 200,000,000 ordinary shares of 0.5p each.
On 29 June 2009, the company issued 500,000 ordinary shares of 0.5p each to its
nominated advisors in consideration for a reduced fee commitment for two years
from that date. The fair value attributed to this share issue is equivalent to
a saving in cash outflow of GBP17,500 which gives rise to a premium on this issue
of GBP15,000.
On 19 August 2009, the High Court approved the cancellation of 120,000,000
deferred shares representing GBP600,000 of paid up capital enabling the company
to increase its distributable reserves by that amount.
Warrants
On 12 September 2005, the company constituted a warrant instrument with regard
to 100,000,000 warrants to subscribe for ordinary shares at 3p per share.
Warrant holders are entitled to subscribe for new ordinary shares of 0.5p at a
price of 3p per share.
No warrants were converted to ordinary shares during the year. At 31 December
2009, there were 52,500,000 warrants in issue (2008: 52,500,000).
Share options
On 14 September 2005, the company adopted an employee share option scheme and
has awarded 8,500,000 options to acquire ordinary shares in the company to
directors and employees, the details of which are set out below:
Date No. of Exercise Exercise period
granted options price
B. Moss 14.09.2005 2,500,000 3.0p 14.09.2006-13.09.2015
Other employees 14.09.2005 2,000,000 3.0p 14.09.2006-13.09.2015
W. Weston 25.07.2006 2,500,000 1.5p 25.07.2007-24.07.2016
Other employees 29.11.2006 1,500,000 1.0p 29.11.2007-28.11.2016
8,500,000
These options lapse at the end of the exercise period. Exercise of an option is
subject to continued employment.
All options were exercisable at both 1 January 2009 and 31 December 2009.
The weighted average exercise price of the share options outstanding and
exercisable was 2.2p
The weighted average contracted life of the share options outstanding at 31
December 2009 was 6.2 years (2008: 7.2 years).
13. Statement of changes in equity
Issued Share Merger Revenue Total
share reserves
premium reserve
capital
GBP GBP GBP GBP GBP
At 1 January 2008 1,200,000) 677,244) (4(400,000) (896,753) 580,491
0000)
Capital - (677,244) - 677,244 -
cancellation
Loss and - - - (170,904) (170,904)
comprehensive
income for the
year
At 1 January 2009 1,200,000 - (400,000) (390,413) 409,587)
Cancellation of (600,000) - - 600,000 -
deferred shares
Issue of shares 2,500 15,000 - - 17,500
Loss and - - - (383,027) (383,027)
comprehensive
income for the
year
At 31 December 602,500 15,000 (400,000) (173,440) 44,060
2009
Revenue reserves represent the cumulative net gains and losses of the group.
Share premium is the amount subscribed for share capital in excess of nominal
value and is a capital reserve required by UK company law. The amount brought
forward at 1 January 2008 was cancelled by a resolution passed by shareholders
on 29 August 2008.
In July 2009, the company issued 500,000 ordinary share of 0.5p each giving
rise to a share premium of GBP15,000. Full details are included in note 17 above.
The merger reserve arises on consolidation and represents the difference
between the nominal value of shares exchanged in subsidiary undertakings and
arises through application of the predecessor method of accounting.
14. Post balance sheet events
Fitbug Holdings Plc
Following the re-admission of the group's available-for-sale investment in
Fitbug Holdings Plc on the AIM listed market in December 2009 at 11.5p per
share, the listed price per share fell to 7.25p since 31 December 2009 as a
direct result of a single large disposal of shares and the share price has
remained largely unchanged since then.
The directors believe that the current list price of 7.25p per share at the
beginning of trading on 26 May 2010 which gives rise to a value of GBP236,000 is
not reflective of the company's future prospects or its current fair value.
END
1 Year Pantheon Leisure Chart |
1 Month Pantheon Leisure Chart |
It looks like you are not logged in. Click the button below to log in and keep track of your recent history.
Support: +44 (0) 203 8794 460 | support@advfn.com
By accessing the services available at ADVFN you are agreeing to be bound by ADVFN's Terms & Conditions
