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SAL Spaceandpeople Plc

80.00
0.00 (0.00%)
Last Updated: 08:00:00
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Spaceandpeople Plc LSE:SAL London Ordinary Share GB00BPQDJM21 ORD 10P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 80.00 75.00 85.00 80.00 80.00 80.00 0.00 08:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
Real Estate Agents & Mgrs 5.53M -1.71M -0.8781 -0.91 1.56M

SpaceandPeople PLC Preliminary Results (5317A)

27/03/2017 7:00am

UK Regulatory


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TIDMSAL

RNS Number : 5317A

SpaceandPeople PLC

27 March 2017

SpaceandPeople plc

("SpaceandPeople" and the "Company")

Preliminary Results

SpaceandPeople, the retail, promotional and brand experience specialist, is pleased to announce its preliminary results for the 12 months ended 31 December 2015.

Financial Highlights

   --      Gross revenue of GBP22.9 million 
   --      Net revenue of GBP9.7 million 

-- Profit from continuing operations before taxation and non-recurring costs attributable to shareholders of GBP60k

   --      Basic Earnings per Share before non-recurring costs of 0.3p 
   --      Net cash at year end of GBP384k 

Operational Highlights

   --      British Land contract won 
   --      Successful first year of Network Rail relationship 
   --      86 Mobile Promotions Kiosks in operation by the year end 
   --      Cost reduction programme completed 

Contact details:

 
SpaceandPeople Plc                              0845 241 8215 
Matthew Bending, Gregor Dunlay 
 
  Cantor Fitzgerald Europe                        020 7894 7000 
David Foreman, Will Goode (Corporate Finance) 
David Banks, Alex Pollen (Sales) 
 

Chairman's Statement

2016 proved to be a challenging year for SpaceandPeople in a number of respects. Your Board has endeavoured to meet these challenges, and more importantly has taken action to ensure that the Group has a more focused and sustainable business model for the future.

Overall, the Group made a loss before taxation, attributable to the shareholders of the business of just over GBP0.6 million for the year ended 31 December 2016; the underlying trading position was break even with a number of non-recurring costs contributing to the loss.

We experienced challenges in the retail environment in both the UK and Germany, with the RMU business trading at a significantly lower level than expected. Promotional business also suffered in Germany with the loss of long term ECE income. Our response in the UK has been to implement both overhead cost reductions and efficiencies which should allow us to trade profitably on a sustainable but lower revenue base. In Germany, the RMU contract with ECE has been restructured, to ensure that revenue sharing and costs are both realistic for the lower business base for 2017.

We also took the decision in June 2016 to close S&P+, due to a poorer level of performance than forecast from this joint venture, and to ensure that there would be no further cash outflows from this business. A major part of the discontinued costs of GBP0.5 million were non-cash in nature. A similar decision was taken regarding the French pilot venture where we were offered insufficient opportunity to cover any further roll-out costs.

These decisions will allow the executive team to focus on the core UK business where there are promising signs of early growth in 2017. The MPK roll-out programme has continued and profits from this in the UK are increasing and growing. The Network Rail contract has offered us further opportunities to grow our revenue base and venue space, within the framework of a secure long term contract. Earlier this year, we announced a contract win with Primesight, which will deliver airport commercialisation space and complements the rail venues we operate from. We have also gained a new contract from British Land which includes space in retail parks as well as shopping centres, and our range of products including MPKs and food units continues to grow in popularity. We are in ongoing negotiations in respect of a number of good quality venues.

Overall, with a clearer focus, a better integrated venues and sales teams, a lower cost base and good quality business opportunities, we expect to be able to return the Group to a sustainable level of profitability in 2017, and trading for the first two months of the year has been ahead of management expectations.

We look forward to the future with greater confidence.

Charles G. Hammond

Chairman

24 March 2017

Strategic Report

Principal Activities

The principal activity of the Group is the marketing and selling of promotional and retail licensing space on behalf of shopping centres and other venues throughout the UK and Germany and also in India.

Review of Business and Future Developments

The results for the period and the financial position of the Group are shown in the financial statements.

The review of the business and a summary of future developments are included in the Chairman's Statement, the Chief Executive Officer's Review and the Operating and Financial Review.

Principal Risks and Uncertainties

The principal risks identified in the business are:

Loss of client - Each year a number of the Group's contracts with clients come to an end. At this point, some are renewed, some are not renewed and others are renegotiated. When the amount of business that we transact with an established client reduces, it can take time to replace this income with business from new clients. The Group is not overly reliant on any single client and the loss of a significant client, although unwelcome, would not put the viability of the business at risk.

Loss of key personnel - The unexpected loss of a member of our senior management team could have a negative effect on the business in the short term, however, we have a management team of six members who are encouraged and required to engage with and assist their colleagues in other areas of the business to ensure that understanding and exchange of ideas is a core element of their roles. This ensures that the business is not at risk while we seek to replace the member or conduct a reorganisation of the team.

System failure - Whilst no guarantees can be given that all possible eventualities are covered, the Group has comprehensive and strict policies and contingency plans concerning power outages, telecommunications failure, virus protection, hardware and software failure, frequent and full offsite backup of all data and disaster recovery. Contracts and service level agreements are in place with reputable suppliers to ensure that any disruption and risk to the business is kept to an absolute minimum. The adequacy and appropriateness of these policies and plans are reviewed on a regular basis. A significant hardware upgrade has been completed in early 2017 and the Group is currently implementing a new CRM system that should be fully operational during 2017.

Legal claims - The Group constantly reviews its exposure to possible legal claims and takes appropriate advice and action to protect both itself and its clients where any avoidable risk is identified, for example, by amending terms and conditions, service agreements, licences and risk assessments.

Key Performance Indicators

The key performance indicators are:

 
                                           2016   Restated 
                                                      2015 
----------------------------------------  -----  --------- 
 
 Gross revenue (GBP million)               22.9       24.0 
----------------------------------------  -----  --------- 
 Net revenue (GBP million)                  9.7       11.4 
----------------------------------------  -----  --------- 
 Profit before taxation and 
  non-recurring costs attributable 
  to shareholders (GBP million)            0.06        1.0 
----------------------------------------  -----  --------- 
 Basic earnings per share before 
  non-recurring costs (p)                   0.3       4.26 
----------------------------------------  -----  --------- 
 Proposed dividend (p)                        -        2.2 
----------------------------------------  -----  --------- 
 Average number of Retail Merchandising 
  Units (RMUs)                              220        267 
----------------------------------------  -----  --------- 
 Average number of Mobile Promotions 
  Kiosks (MPKs)                              74         32 
----------------------------------------  -----  --------- 
 

By order of the Board

Gregor Dunlay

Company Secretary

24 March 2017

Chief Executive Officer's Review

In 2016 SpaceandPeople refocussed its business on its core offering to property clients, removing unprofitable ventures and halting pilot projects overseas. A renewed focus on the UK, significant cost cutting and restructuring in our retail divisions and new proprietary software designed to speed up management information, sales processing and forecasting is now in place and I am pleased to report that 2017 has started strongly.

UK

Retail

The retail team faced the biggest challenges in 2016 and poor sales traction during this period led to a reorganisation of this department. The dedicated, client-facing team reduced from six to two members and is now supported by the new automated sales and management system. We do not anticipate for these significant changes to affect 2017 sales as the new systems provide a much more efficient process. The retail team have had a good start to 2017 and have already contracted over 50% of their 2017 budget.

Promotions

In 2016 we saw the Network Rail contract gain traction with the Brand Experience department, in particular, seeing significant revenue growth. The post year end addition of Primesight's MAG airport portfolio will, in our opinion, boost the team's ability to control the significant proportion of UK experiential campaigns.

MPKs

The UK MPK programme grew from 49 to 75 units during 2016 with revenue up 139% to GBP1.6 million. 2017 has started strongly and we anticipate having up to 100 kiosks in operation by the end of the year. The MPK and its delivery of promotional sales in a more professional manner combined with our ability to purchase, maintain, and move units is an important facet of our service delivery.

New Venues

The UK venues team delivered new venues in the form of Bromley Glades, Kirkgate Bradford and the Land Securities Leisure portfolio.

Post year end, we have announced a three-year contract with Primesight to manage all experiential activity within the Manchester Airport Group (MAG) portfolio of Manchester, Gatwick, Stanstead and three other airports. This contract combined with the Network Rail portfolio which added London Bridge, and Paddington in 2016 gives us the largest network of UK transit hubs in addition to the largest retail property estate and has potential for significant development.

Germany

Promotions

German promotional revenue was significantly lower at GBP0.9 million (2015: GBP2.4 million). This was due to the rundown of the ECE long term contracts, the majority of which ended in 2015 and were not renewed. We renewed our contract with MEC for a further year and this continues to perform strongly. Unlike in the UK, the team in Germany has not been able to establish the MPK programme effectively. This is due to a lack of suitable central locations due to poor centre layouts. These units will be redeployed in the UK.

Retail

The German retail business encountered a difficult year in 2016 with lower occupancy and a lower number of units in operation. This resulted in revenue falling from GBP2.6 million in 2015 to GBP2.2 million. However, with overhead reductions, the utilisation of the UK software platform and reduced rental costs of circa 50% for 2017, we anticipate a return to profitability in 2017.

France

The one year pilot programme with Immochan ended in October 2016. We were encouraged that this had proven the efficacy of the MPK system in the French marketplace, however, the management priorities of our French partner shifted and we did not feel the horizon for growth and partnership were strong enough to invest further. The units will be deployed back into the UK and the costs of GBP0.1 million incurred in running this pilot project will not be repeated in 2017.

S&P+ Ltd

As I noted in the 2016 Interim Results, during 2016 it was decided to close S&P+. Despite its early promise during the first two years of operation, in 2016 it encountered a significant reduction in its revenue generation and future sales potential. This, along with the resulting drag on the profitability of the core business was unsustainable and was also a significant distraction for senior management. The discontinuation of this business resulted in losses of GBP0.5 million in 2016 that will not be repeated going forward.

Cost Reductions

As we announced on 9 January 2017, during 2016 we took major steps to reduce the running costs of the Group and to ensure that the cost base was appropriate for the reduced size of the business. These cost reductions removed an annualised cost of GBP0.6 million through reduced payroll costs in the retail divisions and a reduction in administration positions, and further savings of GBP0.1 million in IT, travel and logistics. Combined with the GBP0.7 million non-recurring costs of closing S&P+ and the pilot programme in France I feel the company has the right focus and cost base to return to profitability during 2017.

Outlook for 2017

The reinforcement of our focus on the core divisions has re-energised the business. Along with the removal of costs and the implementation of new upgraded software systems this has eliminated significant sales inefficiencies and transformed management information.

The introduction of important and iconic new venues means we are in a strong and growing position in our market, and there is still considerable scope to grow further. Our UK venues team has a very healthy pipeline of potential new venues they are engaging with and we are hopeful that we will continue to add to the size, diversity and quality of our portfolio.

Matthew Bending

Chief Executive Officer

24 March 2017

Operating and Financial Review

During 2016, the main aims for the Group were to continue the process of concentrating on the core business units, develop the relationships with the significant new clients, continue the roll-out of the Mobile Promotion Kiosk ("MPK") service and continue the rationalisation of administrative expenses.

Progress was made on a number of these fronts with UK promotional revenue growing by 4% and UK retail revenue growing by 3% largely as a result of the Network Rail contract and further MPK roll-out respectively. However, German promotional revenue fell by 62% compared with the previous year due to a number of long-term deals finishing and not being replaced and a reduced volume of business being conducted with ECE. German retail revenue was 15% lower than the previous year as there were fewer RMUs in operation. Overall, net revenue across the Group was 15% lower than the previous year at GBP9.66 million.

By the end of 2016, we had 81 MPKs installed in venues throughout the UK and Germany (2015: 56 MPKs) with a further 5 kiosks in France as part of the Immochan pilot project.

The restructuring of overheads continued throughout 2016 with the streamlining of management, headcount reductions in areas of the business that had a structural decline in their revenue, new efficient IT systems and a reduction in travel and logistics costs.

Revenue

During 2016, gross revenue generated on behalf of our clients was GBP22.9 million, which was GBP1.1 million (5%) lower than like for like gross revenue in the previous year. This was due mainly to reductions in German promotional revenue where long-term deals were not renewed. Although gross revenue fell by 5%, net revenue fell by 15% to GBP9.7 million. Gross German promotional income fell by 35% at a net level this was a 62% reduction.

During 2016, UK promotions continued to perform well with Brand Experience promotions increasing by 50% to GBP1.3million. Regional / Local revenue fell GBP0.3 million (29%) although an element of this was due to revenue previously recorded as outbound sales being recorded as MPK revenue. UK retail sales were 4% higher than in the previous year. This improvement was due to an increase in outdoor and food retailing business compared with the previous year.

UK RMU and MPK revenue in 2016 were GBP3.2 million which was GBP0.1million (3%) higher than in 2015. Although there were fewer RMUs in operation during 2016 than in 2015 with an average of 110 compared with 133, the increase in revenue from MPKs where the number of units in operation increased from 49 to 75 more than compensated for this.

Administrative Expenses

Like for like administrative expenses of the Group fell by GBP1.1 million (16%) to GBP5.6 million. This reduction was primarily as a result of the restructuring undertaken during 2015 along with additional savings identified during 2015.

The average number of people employed in the business declined by 14 to 118 in 2016 from 132 in 2015 as a result of the reduction in commercial and telesales staff.

Profit

Operating profit before non-recurring costs fell to GBP0.1million (2015: GBP1.1million). As there were non-recurring costs of GBP0.3million, the loss before taxation from continuing operations was GBP0.2million (2015: profit of GBP1.0million).

Basic Earnings per Share ("EPS") before non-recurring costs fell by 93% to 0.3p (2015: 4.26p). Fully diluted EPS before non-recurring costs fell by 92% to 0.3p (2015: 3.89p). Basic EPS is calculated as profit after tax attributable to the owners of the Company divided by the weighted average number of shares in issue during the year which was 19,519,563 (2014: 19,519,563). Fully diluted EPS also takes into account the number of shares that would be issued on the exercise of outstanding share options. The weighted average number of shares used to calculate the diluted EPS was 21,168,724 (2015: 21,385,604).

Cash Flow

The Group generated GBP0.4 million of net cash flow from operating activities during the year (2015: GBP0.2 million). This was achieved by reducing the amount owed by debtors by GBP0.9 million during the year. During the year GBP0.3 million was spent on fixed assets, the majority of which was again spent on new MPKs, and a dividend of GBP0.4 million was also paid during the year. An additional GBP0.2 million was drawn down on the banking facility to part fund the capital expenditure.

As a consequence of these 2016 results, the Group is in technical breach of its cumulative net asset growth covenants in relation to its banking facilities. Lloyds has informed the Group that, whilst reserving its rights, it does not intend to exercise its rights in relation to these covenant breaches although no further drawdown of the facilities is permitted until the covenant breaches have been resolved. This is expected to happen when the covenants are tested again at 31 July 2017. This does not have an impact upon the Group's ability to conduct its business in a normal fashion as the current level of drawdown provides a significant level of headroom.

Dividends

The Company has had a consistent record of paying a dividend each year, however, as a result of the financial performance in 2016 the Board is not proposing a dividend during 2017. It is anticipated that dividends will resume in 2018.

Gregor Dunlay

Chief Financial Officer

24 March 2017

Consolidated Statement of Comprehensive Income

 
                            Notes                  Restated - 
                                      12 months     12 months 
                                             to            to 
                                    31 December   31 December 
                                            '16           '15 
                                        GBP'000       GBP'000 
 
 Revenue                      4           9,661        11,433 
 
 Cost of Sales                4         (4,133)       (3,947) 
 
 Gross Profit                             5,528         7,486 
 
 Administration expenses                (5,618)       (6,713) 
 Other operating 
  income                                    194           295 
 
 Operating Profit 
  before non-recurring 
  costs                                     104         1,068 
 
 Non-recurring costs          7           (289)             - 
 
 Operating (Loss) 
  / Profit                                (185)         1,068 
                                   ------------  ------------ 
 
 Finance costs                8            (40)          (28) 
 
 (Loss) / Profit 
  before taxation                         (225)         1,040 
                                   ------------  ------------ 
 
 Taxation                     9            (44)         (197) 
 
 (Loss) / Profit 
  after taxation from 
  continuing operations                   (269)           843 
                                   ------------  ------------ 
 
 
 Discontinued Operations          10      (543)       21 
 
 (Loss) / Profit 
  after taxation                          (812)      864 
                                       --------  ------- 
 
 Other Comprehensive 
  income 
  Foreign exchange 
  differences on 
  translation of foreign 
  operations                                104     (39) 
 
 Total comprehensive 
  income for the                          (708)      825 
                                       --------  ------- 
 period 
 
 (Loss) / Profit 
  for the year attributable 
  to: 
 
 Owners of the Company                    (660)      831 
 Non-controlling 
  interests                               (152)       33 
                                       --------  ------- 
                                          (812)      864 
                                       --------  ------- 
 Total comprehensive 
  income for the 
 period attributable 
  to: 
 
 Owners of the Company                    (556)      792 
 Non-controlling 
  interests                               (152)       33 
                                       --------  ------- 
 Total comprehensive 
  income for the                          (708)      825 
                                       --------  ------- 
 period 
 
   Earnings per share             25 
 Basic - Before non-recurring 
  costs                                    0.3p    4.26p 
 Basic - After non-recurring 
  costs                                 (3.38p)    4.26p 
 Diluted - Before 
  non-recurring costs                      0.3p    3.89p 
 Diluted - After 
  non-recurring costs                   (3.12p)    3.89p 
 
 

Consolidated Statement of Financial Position

 
                              Notes   31 December   31 December 
                                              '16           '15 
                                          GBP'000       GBP'000 
 Assets 
 Non-current assets: 
 Goodwill                      13           8,225         8,225 
 Other intangible 
  assets                       14              21            17 
 Property, plant 
  & equipment                  15           1,558         1,625 
                                     ------------  ------------ 
                                            9,804         9,867 
 Current assets: 
 Trade & other receivables     17           3,350         4,205 
 Cash & cash equivalents       18           1,584         1,723 
                                     ------------  ------------ 
                                            4,934         5,928 
 
 Total assets                              14,738        15,795 
                                     ------------  ------------ 
 
 Liabilities 
 Current liabilities: 
 Trade & other payables        19           4,266         4,506 
 Current tax payable           19           (146)            18 
 Other borrowings              20           1,000           250 
                                     ------------  ------------ 
                                            5,120         4,774 
 Non-current liabilities: 
 Deferred tax liabilities      16              90            58 
 Long-term loan                20             200           750 
                                     ------------  ------------ 
                                              290           808 
 
 Total liabilities                          5,410         5,582 
                                     ------------  ------------ 
 
 Net assets                                 9,328        10,213 
                                     ------------  ------------ 
 
 Equity 
 Share capital                 23             195           195 
 Share premium                              4,868         4,868 
 Special reserve                              233           233 
 Retained earnings                          3,762         4,747 
 
 Equity attributable 
  to owners of the                          9,058        10,043 
 Company 
 Non-controlling 
  interest                                    270           170 
                                     ------------  ------------ 
 Total equity                               9,328        10,213 
                                     ------------  ------------ 
 

The financial statements were approved by the Board of Directors and authorised for issue on 24 March 2016.

Signed on behalf of the Board of Directors by:

M J Bending - Director

Consolidated Statement of Cash Flows

 
                              Notes     12 months     12 months 
                                               to            to 
                                      31 December   31 December 
                                              '16           '15 
                                          GBP'000       GBP'000 
 Cash flows from operating 
  activities 
 Cash generated from 
  operations                                  335           192 
 Interest paid                  8            (40)          (28) 
 Taxation                                     128            39 
 Net cash inflow from 
  operating                                   423           203 
 activities 
                                     ------------  ------------ 
 
 Cash flows from investing 
  activities 
 Purchase of intangible 
  assets                       14            (25)          (15) 
 Purchase of property, 
  plant & equipment            15           (308)         (690) 
 Net cash (outflow) 
  from investing                            (333)         (705) 
 activities 
                                     ------------  ------------ 
 
 Cash flows from financing 
  activities 
 Bank facility received                       200           500 
 Dividends paid                12           (429)         (390) 
                                     ------------  ------------ 
 Net cash inflow / 
  (outflow) from                            (229)           110 
 Financing activities 
                                     ------------  ------------ 
 
 (Decrease) / Increase 
  in cash and cash 
  equivalents                               (139)         (392) 
 Cash and cash equivalents 
  at beginning of                           1,723         2,115 
 period 
                                     ------------  ------------ 
 Cash and cash equivalents 
  at end of                    18           1,584         1,723 
 period 
                                     ------------  ------------ 
 
 
 Reconciliation of 
  operating profit 
  to net 
 cash flow from operating 
  activities 
 Operating (loss) 
  / profit                            (185)     1,068 
 Operating (loss) 
  / profit from discontinued 
  operation                     10    (543)        21 
  Amortisation of 
  intangible assets              14      16        16 
 Depreciation of 
  property, plant 
  &                             15      328       439 
 equipment 
 Effect of foreign 
  exchange rate moves                   104      (39) 
 Decrease in receivables                855        16 
 Decrease in payables                 (240)   (1,329) 
                                     ------  -------- 
 Cash flow from operating 
  activities                            335       192 
                                     ------  -------- 
 

Consolidated Statement of Changes in Equity

 
                           Share     Share   Special   Retained          Non-     Total 
                         capital   premium   reserve   earnings   controlling    equity 
                         GBP'000   GBP'000   GBP'000    GBP'000      interest   GBP'000 
                                                                      GBP'000 
 
 At 31 December 
  2014                       195     4,868       233      4,345           137     9,778 
 
 Comprehensive 
 income: 
 Foreign currency 
 translation                   -         -         -       (39)             -      (39) 
 Profit for 
  the period                   -         -         -        831            33       864 
                        --------  --------  --------  ---------  ------------  -------- 
 Total comprehensive           -         -         -        792            33       825 
 income 
                        --------  --------  --------  ---------  ------------  -------- 
 
 Transactions 
  with 
 owners: 
 Dividends 
  paid                         -         -         -      (390)             -     (390) 
                        --------  --------  --------  ---------  ------------  -------- 
 Total transactions 
  with                         -         -         -      (390)             -     (390) 
 owners 
 
 At 31 December 
  2015                       195     4,868       233      4,747           170    10,213 
                        --------  --------  --------  ---------  ------------  -------- 
 
 
 Comprehensive 
 income: 
 Foreign currency 
 translation                   -           -         -           104           -           104 
 (Loss) / Profit 
  for the period               -           -         -         (660)       (152)         (812) 
                            ----      ------      ----      --------      ------      -------- 
 Total comprehensive           -           -         -         (556)       (152)         (708) 
 income 
                            ----      ------      ----      --------      ------      -------- 
 
 Transactions 
  with 
 owners: 
 Elimination 
  of non-controlling 
  interest in 
  S&P+ 
  Dividends 
   paid                        -           -         -             -         252           252 
                               -           -         -         (429)           -         (429) 
                            ----      ------      ----      --------      ------      -------- 
 Total transactions 
  with                         -           -         -         (429)         252         (177) 
 owners 
 
 At 31 December 
  2016                       195       4,868       233         3,762         270         9,328 
                            ----      ------      ----      --------      ------      -------- 
 

Notes to the Financial Statements

   1.       General information 

SpaceandPeople plc is a public limited company incorporated and domiciled in Scotland (registered number SC212277) which is listed on AIM (dealing code SAL).

   2.       Basis of preparation 

The Group's financial statements for the period ended 31 December 2016 and for the comparative period ended 31 December 2015 have been prepared on a going concern basis under the historical cost convention in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union (EU) and International Financial Reporting Interpretations Committee (IFRIC) interpretations, and with those parts of the Companies Act 2006 applicable to companies reporting under IFRS.

The Directors have, at the time of approving the financial statements, a reasonable expectation that SpaceandPeople has adequate resources to continue in operational existence for the foreseeable future. Thus, they continue to adopt the going concern basis of accounting in preparing the financial statements.

Future accounting developments

New and revised IFRSs applied with no material effect on the consolidated financial statements

 
 Title                         Implementation   Effect on Group 
 
 IFRS 14 Regulatory            Annual periods   None 
  Deferral Accounts             beginning on 
                                or after 1 
                                January 2016 
 
 IFRS 11 - Amendments          Annual periods   None 
  to "Accounting for            beginning on 
  Acquisitions of               or after 1 
  Interests in Joint            January 2016 
  Operations" 
 
 IAS 16 and IAS 38             Annual periods   None 
  - Amendments to               beginning on 
  "Clarification of             or after 1 
  Acceptable Methods            January 2016 
  of Depreciation 
  and Amortisation" 
 
 IAS 27 - Amendments           Annual periods   None 
  to "Equity Method             beginning on 
  in Separate Financial         or after 1 
  Statements"                   January 2016 
 
 Annual Improvements           Annual periods   None 
  to IFRSs (2012 -              beginning on 
  2014)                         or after 1 
                                January 2016 
 
 IAS 1 - Amendments            Annual periods   None 
  to "Disclosure Initiative"    beginning on 
                                or after 1 
                                January 2016 
 

The following standard will be introduced in future periods

 
 Title                         Implementation    Effect on Group 
 
 IFRS 15 - 'Revenue            Annual periods    None 
  from Contracts with           beginning on 
  Customers'                    or after 1 
                                January 2018      None 
  IFRS 9 - 'Financial 
  Instruments (2014)'           Annual periods 
                                beginning on      None 
                                or after 1 
  IFRS 16 - 'Leases'            January 2018 
                                                  None 
                                Annual periods 
  IAS 12 - Amendments           beginning on 
  to 'Recognition               or after 1 
  of Deferred Tax               January 2019      None 
  Assets for Unrealised 
  Losses'                       Annual periods 
                                beginning on      None 
  IAS 7 - Amendments            or after 1 
  to 'Disclosure Initiative'    January 2017 
 
  IFRS 2 - Amendments 
  to 'Classification            Annual periods 
  and Measurement               beginning on 
  of share-based payment        or after 1 
  transactions'                 January 2017 
 
                                Annual periods 
                                beginning on 
                                or after 1 
                                January 2018 
 

Management anticipates that the standards and interpretations in issue, but not yet effective will be adopted in the financial statements when they become effective and foresee currently no material impact by the adoptions on the financial statements of the Group in the period of initial application. However, this will be assessed further upon implementation.

   3.       Accounting policies 

Statement of compliance

The consolidated financial statements have been prepared in accordance with International Financial Reporting Standards.

Basis of consolidation

The consolidated financial statements incorporate the financial statements of the Company and entities controlled by the Company (its subsidiaries). Control is achieved where the Company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.

The results of subsidiaries acquired or disposed of during the period are included in the consolidated statement of comprehensive income from the effective date of acquisition and up to the effective date of disposal, as appropriate. Total comprehensive income of subsidiaries is attributed to the owners of the Company and to the non-controlling interests, even if this results in the non-controlling interests having a deficit balance.

When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by other members of the Group.

All intra-group transactions, balances, income and expenses are eliminated in full on consolidation.

Goodwill

Goodwill arising on an acquisition of a business is carried at cost as established at the date of acquisition of the business less accumulated impairment losses, if any.

For the purpose of impairment testing, goodwill is allocated to each of the Group's cash-generating units (or groups of cash-generating units) that is expected to benefit from the synergies of the combination.

A cash-generating unit to which goodwill has been allocated is tested for impairment annually, or more frequently when there is indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than its carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro rata based on the carrying amount of each asset in the unit. Any impairment loss of goodwill is recognised directly in the consolidated statement of comprehensive income. An impairment loss recognised for goodwill is not reversed in subsequent periods.

On disposal of the relevant cash-generating unit, the attributable amount of goodwill is included in the determination of the profit or loss on disposal.

The Group's policy for goodwill arising on the acquisition of an associate is described below.

Investments in subsidiaries

The parent Company's investments in subsidiary undertakings are included in the Company statement of financial position at cost, less provision for any impairment in value.

Revenue

Revenue is measured at the fair value of consideration received or receivable. Revenue is shown net of value-added tax, rebates and discounts and after eliminating intergroup sales. Revenue is recognised when the amount of revenue can be measured reliably, it is probable that future economic benefits will flow to the Group and when any specific delivery criteria have been met.

Commission

Revenue from commission receivable while acting as agent is recognised when the following conditions are satisfied;

   -       Contract is agreed with promoter / merchant 
   -       Venue acceptance of contract 
   -       Invoice issued and no further input anticipated 

Acting as principal

Revenue from agreements where we act as principal i.e. renting space from venues and reselling to promoters and operators, is recognised as gross revenue receivable by us, with the corresponding amount payable to the venue owner being recognised in administrative expenses.

Leasing Income

Revenue from leasing activities is recognised on a straight-line basis over the term of the lease.

Licence Fees

Licence fee revenue is recognised on an accrual basis in accordance with the substance of the relevant agreement.

Interest income

Interest income from a financial asset is recognised when it is probable that the economic benefits will flow to the Group and the amount of income can be measured reliably. Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to the asset's net carrying amount on initial recognition.

Leasing

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases.

Property, plant & equipment

Depreciation is provided at the annual rates below in order to write off each asset over its estimated useful life.

 
 Plant & equipment     -    12.5% of cost 
 Fixtures & fittings   -    25% of cost 
 Computer equipment    -    25% of cost 
  Computer software     -    33% of cost 
 

Property, plant & equipment is stated at cost less accumulated depreciation to date.

Intangible assets

Website development costs

The Group capitalises all costs directly attributable to further developing its websites, while costs which relate to on-going maintenance are expensed as they arise. The capitalised costs are depreciated over three years.

Patents and trademarks

The costs of obtaining patents and trademarks are capitalised and written off over the economic life of the asset acquired.

Impairment of non-current assets

The need for any non-current asset impairment is assessed by comparison of the carrying value of the asset against the higher of realisable value and the value in use or, in the case of intangible assets, the anticipated future cash flows arising from the asset.

Leasing commitments

Rentals paid under operating leases are charged against profit as incurred. The Group has no finance leases.

In the event that lease incentives are received to enter into operating leases, such incentives are recognised as a liability. The aggregate benefit of incentives is recognised as a reduction of rental expense on a straight-line basis over the term of the relevant lease.

Taxation

The tax expense represents the sum of tax currently payable and deferred tax. Tax currently payable is based on the taxable profit for the period. The Group's liability for current tax is calculated using rates that have been enacted or substantially enacted at the balance sheet date.

Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in computation of taxable profits, and is accounted for using the liability method. Deferred tax liabilities are recognised for all temporary timing differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from the initial recognition, other than in a business combination, of other assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each balance sheet date and reduced to the extent it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.

Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised based on tax laws and rates that have been enacted at the balance sheet date. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited in other comprehensive income, in which case the deferred tax is also dealt with in other comprehensive income.

Foreign exchange

Items included in the Group's financial statements are measured using Pounds Sterling, which is the currency of the primary economic environment in which the Group operates, and is also the Group's presentational currency.

Transactions denominated in foreign currencies are translated into Sterling at the rates ruling at the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies at the balance sheet date are translated at the rates at that date. These translation differences are dealt with in the profit and loss account.

The income and expenditure of overseas operations are translated at the average rates of exchange during the period. Monetary items on the balance sheet are translated into Sterling at the rate of exchange ruling on the balance sheet date and fixed assets at historical rates. Exchange difference arising are treated as a movement in reserves.

Financial instruments

Financial assets and liabilities are recognised in the Group's balance sheet when it becomes a party to the contractual provisions of the instrument.

Trade and other receivables

Trade and other receivables are carried at original invoice value less an allowance for any uncollectable amounts. An allowance for bad debts is made when there is objective evidence that the Group will not be able to collect the debts. Bad debts are written off in the income statement when identified.

Cash and cash equivalents

Cash and cash equivalents are carried in the balance sheet at cost and comprise cash in hand, cash at bank and deposits with banks.

Trade and other payables

Trade and other payables are carried at amortised costs and represent liabilities for goods or services provided to the Group prior to the period end that are unpaid and arise when the Group becomes obliged to make future payments in respect of these goods and services.

Equity instruments

Equity instruments issued by the Group are recorded at the proceeds received, net of direct issue costs.

Share based payments

The Group operates a number of equity settled share based payment schemes under which share options are issued to certain employees. The fair value determined at the grant date of the equity settled share based payment, where material, is expensed on a straight-line basis over the vesting period. For schemes with only market based performance conditions, those conditions are taken into account in arriving at the fair value at grant date.

Pensions

The Group pays contributions to the personal pension schemes of certain employees. Contributions are charged to the income statement in the period in which they fall due.

Critical accounting judgements and estimates

The preparation of financial statements in conformity with IFRS requires the use of accounting estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of income and expenditure during the period. Although these estimates are based on management's best knowledge of current events and actions, actual results may differ from those estimates. IFRS also requires management to exercise its judgement in the process of applying the Group's accounting policies.

The areas where significant judgements and estimates have been made in the preparation of these financial statements are the useful lives and impairment of non-current and intangible assets, impairment of the value of investment in associates and taxation. Explanations of the methodology and the resultant assumptions are detailed in the relevant accounting policies above and the respective notes to the financial statements.

Borrowing costs

Borrowing costs are amortised over the duration of the loan and recognised throughout the term of the loan.

   4.       Segmental reporting 

The Group maintains its head office in Glasgow and a subsidiary office in Hamburg, Germany. These are reported separately. In addition, the retail business, now trading as POP retail, has an office in London and a subsidiary in Germany. The Group has determined that these are the principal operating segments as the performance of these segments is monitored separately and reviewed by the Board.

The following tables present revenues, results and asset and liability information regarding the Group's two core business segments - Promotional Sales and Retail, split by geographic area, after licence fees and management charges made between Group companies, the Other segment incorporates SpaceandPeople India. The comparative figures have been updated to reflect the closure of S&P+ and have now been included in Note 10 Discontinued operations.

 
 
   Segment revenues      Promotion     Promotion     Retail     Retail      Head     Other     Group 
   and 
 results                        UK       Germany         UK    Germany    Office 
 for 12 months             GBP'000       GBP'000    GBP'000    GBP'000   GBP'000   GBP'000   GBP'000 
  to 
 31 December 
  '16 
 
 Continuing 
  operations                 3,185           917      3,244      2,226         -        89     9,661 
 revenue 
 
 Cost of sales                   -             -    (2,829)    (1,304)         -         -   (4,133) 
 Administrative 
  expenses                 (1,718)       (1,162)      (504)    (1,294)     (832)     (108)   (5,618) 
 Other revenue                   -            90          -        100         -         4       194 
 Non-recurring 
  costs                       (87)             -      (126)          -      (76)         -     (289) 
 
 Segment operating 
  profit                     1,380         (155)      (215)      (272)     (908)      (15)     (185) 
 / (loss) 
                      ------------  ------------  ---------  ---------  --------  --------  -------- 
 
 Finance costs                (40)             -          -          -         -         -      (40) 
 
 Segment profit 
  / (loss)                   1,340         (155)      (215)      (272)     (908)      (15)     (225) 
 before taxation 
                      ------------  ------------  ---------  ---------  --------  --------  -------- 
 
 
 Segment assets       Promotion   Promotion    Retail    Retail     Other     Group 
  and 
 liabilities                 UK     Germany        UK   Germany 
 as at 31 December      GBP'000     GBP'000   GBP'000   GBP'000   GBP'000   GBP'000 
  '16 
 
 Total segment 
  assets                  7,130       1,002     4,819       995       792    14,738 
 
 Total segment 
  liabilities           (3,334)       (694)     (964)     (352)      (66)   (5,410) 
 
 Total net 
  assets                  3,796         308     3,855       643       726     9,328 
                     ----------  ----------  --------  --------  --------  -------- 
 
 
 Segment revenues     Promotion   Promotion    Retail    Retail      Head     Other     Group 
  and 
 results                     UK     Germany        UK   Germany    Office 
 for 12 months          GBP'000     GBP'000   GBP'000   GBP'000   GBP'000   GBP'000   GBP'000 
  to 
 31 December 
  '15 
 
 Continuing 
  operations              3,063       2,438     3,151     2,632         -       149    11,433 
 revenue 
 
 Cost of sales                -           -   (2,540)   (1,445)         -        38   (3,947) 
 Administrative 
  expenses              (1,351)     (2,444)     (405)   (1,317)   (1,039)     (157)   (6,713) 
 Other revenue                -          59         -       176         -        60       295 
 Non-recurring                -           -         -         -         -         -         - 
  costs 
 
 Segment operating 
  profit                  1,712          53       206        46   (1,039)        90     1,068 
 / (loss) 
                     ----------  ----------  --------  --------  --------  --------  -------- 
 
 Finance costs             (28)           -         -         -         -         -      (28) 
 
 Segment profit 
  / (loss)                1,684          53       206        46   (1,039)        90     1,040 
 before taxation 
                     ----------  ----------  --------  --------  --------  --------  -------- 
 
 
 Segment assets       Promotion   Promotion    Retail    Retail     Other     Group 
  and 
 liabilities                 UK     Germany        UK   Germany 
 as at 31 December      GBP'000     GBP'000   GBP'000   GBP'000   GBP'000   GBP'000 
  '15 
 
 Total segment 
  assets                  6,482       1,654     4,781     1,455     1,423    15,795 
 
 Total segment 
  liabilities           (2,031)       (802)   (1,214)   (1,101)     (434)   (5,582) 
 
 Total net 
  assets                  4,451         852     3,567       354       989    10,213 
                     ----------  ----------  --------  --------  --------  -------- 
 
    5.      Operating profit 

The operating profit is stated after charging:

 
                               12 months   12 months 
                                      to          to 
                                December    December 
                                     '16         '15 
                                 GBP'000     GBP'000 
 
 Motor vehicle leasing                93          68 
 Property leases                     369         298 
 Amortisation of intangible 
  assets                              16          16 
 Depreciation of property, 
  plant and equipment                328         439 
                              ----------  ---------- 
                                     806         821 
                              ----------  ---------- 
 Auditor's remuneration: 
 Fees payable for: 
 Audit of Company                     19          19 
 Audit of subsidiary 
  undertakings                        22          22 
 Tax services                          4           4 
 Other services                        3           2 
                              ----------  ---------- 
                                      48          47 
                              ----------  ---------- 
 
 Directors' remuneration             539         534 
                              ----------  ---------- 
 
   6.       Staff costs 

The average number of employees in the Group during the period was as follows:

 
                             12 months   12 months 
                                    to          to 
                              December    December 
                                   '16         '15 
 
 Executive Directors                 3           3 
  Non-executive Directors            3           3 
 Administration                     30          32 
 Telesales                          60          64 
 Commercial                         15          24 
 Maintenance                         7           6 
                            ----------  ---------- 
                                   118         132 
                            ----------  ---------- 
 
 
                          12 months   12 months 
                                 to          to 
                           December    December 
                                '16         '15 
                            GBP'000     GBP'000 
 
 Wages and salaries           4,149       4,208 
 Social Security costs          481         497 
 Pensions                        50          57 
                         ----------  ---------- 
                              4,680       4,762 
                         ----------  ---------- 
 

Details of Directors' emoluments, including details of share option schemes, are given in the remuneration report. These disclosures form part of the audited financial statements of the Group.

   7.       Non-recurring costs 

During the period, the Group incurred one off costs of GBP289k (2015: Nil). GBP163k was incurred relating to restructuring of the UK and German retail divisions and GBP126k incurred relating to the MPK France pilot.

   8.       Finance income and costs 
 
                     12 months   12 months 
                            to          to 
                      December    December 
                           '16         '15 
                       GBP'000     GBP'000 
 Finance costs: 
 Interest payable         (40)        (28) 
 
   9.       Taxation 
 
                                     12 months   12 months 
                                            to          to 
                                      December    December 
                                           '16         '15 
                                       GBP'000     GBP'000 
 
 Current tax expense: 
 Current tax on profits for 
  the year                                  70         117 
 Adjustment for (over) / 
  under provision in prior 
  periods                                 (62)           7 
                                    ----------  ---------- 
 Total current tax                           8         124 
 Foreign tax: 
 Current tax on foreign income 
  for the period                             -          25 
 Adjustment for under provision              4           - 
  in prior periods 
                                    ----------  ---------- 
 Total foreign tax                           4          25 
 
 Deferred tax: 
 Charge / credit in respect 
  of tax losses                             37        (37) 
 Charge in respect of temporary 
  timing differences                      (18)          85 
  Charge in relation to prior 
   period                                   13           - 
                                    ----------  ---------- 
 Total deferred tax                         32          48 
 
 
   Income tax expense as reported 
   in the Income Statement                  44         197 
                                    ----------  ---------- 
 

The tax assessed for the period is lower than the standard rate of corporation tax in the UK. The differences are explained below:

 
                                                                                       12 months   12 months 
                                                                                              to          to 
                                                                                        December    December 
                                                                                             '16         '15 
                                                                                         GBP'000     GBP'000 
 
 Profit on ordinary activities 
  before tax                                                                               (768)       1,061 
                                                                                      ----------  ---------- 
 Profit on ordinary activities 
  at the standard rate of 
  corporation tax in 
 the UK of 20.25% (2015: 
  20.25%) 
                                                                 Jan - Mar 2015: 21%           -          56 
                                                                 Apr - Dec 2015: 20%           -         159 
                                                                 Jan - Dec 2016: 20%       (154)           - 
 
 
 Tax effect of: 
 
   *    Prior period adjustment                                                             (59)           7 
                                                                                               -          12 
  *    Difference due to foreign taxation rates                                             (17)        (37) 
                                                                                             274           - 
 
   *    Tax losses 
 
 
   *    Disallowable items 
 
 Income tax expense as reported 
  in the Income Statement                                                                     44         197 
                                                                                      ----------  ---------- 
 
   10.     Discontinued operations 

During the period, the Group took decision to close its S&P+ business, which operated in a niche sector distinct from SpaceandPeople's core business. SpaceandPeople owned 51% of S&P+ and didn't consider it prudent to continue funding the venture beyond what had already been provided. The combined results of the discontinued operations included in the loss for the year are set out below. The comparative loss / profit from discontinued operations have been represented to include those operations classified as discontinuing in the current year.

 
                                  12 months      12 months 
                                         to             to 
                                   December   December '15 
                                        '16 
 Profit / (Loss) for the            GBP'000        GBP'000 
  year from discontinued 
  operations 
 Revenue                                487          2,381 
 Cost of Sales                        (343)        (1,738) 
 Gross Profit                           144            643 
 Administration expenses              (435)          (622) 
 
 Results from Operating 
  activities (Net of Tax)             (291)             21 
 
 Non-controlling interest             (252)              - 
  eliminated 
 
 (Loss) / profit for period 
  from Discontinued operations        (543)             21 
 
   11.     Profit for the period 

The Company has taken advantage of the exemption allowed under Section 408 of the Companies Act 2006 and has not presented its own Income Statement in these financial statements. The Group profit for the period includes a Company loss after tax and before dividends of (GBP73k) after the incorporation of all UK head office costs (2015 profit: GBP568k) which is dealt with in the financial statements of the parent Company.

   12.     Dividends 
 
                               12 months      12 months 
                                      to             to 
                                December   December '15 
                                     '16 
                                 GBP'000        GBP'000 
 
 Paid during the period              429            390 
 Recommended final dividend            -            429 
 

Equity - No final dividend is recommended for 2016 (final dividend for 2015 - 2.20p per ordinary share)

   13.     Goodwill 
 
 Cost                   GBP'000 
 
 At 31 December 2014      8,225 
 Additions                    - 
                       -------- 
 At 31 December 2015      8,225 
 Additions                    - 
                       -------- 
 At 31 December 2016      8,225 
                       -------- 
 
 
 Accumulated impairment losses 
 At 31 December 2014             - 
 Charge for the period           - 
 
 At 31 December 2015             - 
 Charge for the period           - 
 At 31 December 2016             - 
 
 
 
 Net book value 
 At 31 December 2014    8,225 
                       ------ 
 At 31 December 2015    8,225 
                       ------ 
 At 31 December 2016    8,225 
                       ------ 
 

Goodwill acquired in a business combination is allocated at acquisition to the cash-generating units (CGUs) that are expected to benefit from that business combination. The Directors consider that the businesses of the UK Retail sub group and SpaceandPeople India Pvt Limited are identifiable CGUs and the carrying amount of Goodwill is allocated against these CGUs. No amortisation of the carrying value has been occurred at the financial statement review date. Goodwill for the UK Retail sub group remains unchanged at GBP7,981,000 and goodwill for SpaceandPeople India Pvt Limited remains unchanged at GBP244,000.

The recoverable amounts of the cash generating units are determined on value in use calculations which use cash flow projections based on financial budgets approved by the Board covering a five-year period followed by a terminal factor at a discount rate of 3% per annum. Cash flow projections during the budget period are based on an average growth in EBITDA which the Directors consider to be conservative given the plans for the businesses and the potential increased returns. As a result of the sensitivity analysis carried out, the Directors believe that any reasonable possible change in the key assumptions on which the recoverable amounts are based would not cause the aggregate carrying amounts to exceed the aggregate recoverable amounts of the cash generating units and that cash flows from these units will continue in line with expectations for the foreseeable future.

14. Other intangible assets

 
 Cost                  Website       Product      Patents     Total 
                                                        & 
                   development   development   trademarks 
                       GBP'000       GBP'000      GBP'000   GBP'000 
 
 At 31 December 
  2014                     284           137           71       492 
 Additions                   -             -           15        15 
                  ------------  ------------  -----------  -------- 
 At 31 December 
  2015                     284           137           86       507 
 Additions                   -             -           25        25 
  Elimination 
   of S&P+                   -             -          (8)       (8) 
                  ------------  ------------  -----------  -------- 
 At 31 December 
  2016                     284           137          103       524 
                  ------------  ------------  -----------  -------- 
 
 
 Amortisation          Website       Product      Patents     Total 
                                                        & 
                   Development   development   trademarks 
                       GBP'000       GBP'000      GBP'000   GBP'000 
 
 At 31 December 
  2014                     284           137           53       474 
 Charge for 
  the period                 -             -           16        16 
                  ------------  ------------  -----------  -------- 
 At 31 December 
  2015                     284           137           69       490 
 Charge for 
  the period                 -             -           16        16 
  Elimination 
   of S&P+                   -             -          (3)       (3) 
                  ------------  ------------  -----------  -------- 
 At 31 December 
  2016                     284           137           82       503 
                  ------------  ------------  -----------  -------- 
 
 
 Net book               Website        Product      Patents     Total 
  value                                                   & 
                    development    Development   trademarks 
                        GBP'000        GBP'000      GBP'000   GBP'000 
 
 At 31 December 
  2014                        -              -           18        18 
                  -------------  -------------  -----------  -------- 
 At 31 December 
  2015                        -              -           17        17 
                  -------------  -------------  -----------  -------- 
 At 31 December 
  2016                        -              -           21        21 
                  -------------  -------------  -----------  -------- 
 
   15.     Property, plant and equipment 

The Group movement in property, plant & equipment assets was:

 
 Cost                   Plant    Fixture    Computer     Total 
                            &          & 
                    equipment   fittings   equipment 
                      GBP'000    GBP'000     GBP'000   GBP'000 
 
 At 31 December 
  2014                  2,281        258         478     3,017 
 Additions                626          -          64       690 
                   ----------  ---------  ----------  -------- 
 At 31 December 
  2015                  2,907        258         542     3,707 
 Additions                151         16         159       326 
  Disposals              (18)          -           -      (18) 
  Elimination of 
   S&P+                     -          -       (127)     (127) 
                   ----------  ---------  ----------  -------- 
 At 31 December 
  2016                  3,040        274         574     3,888 
                   ----------  ---------  ----------  -------- 
 
 
 Depreciation           Plant    Fixture    Computer     Total 
                            &          & 
                    Equipment   Fittings   Equipment 
                      GBP'000    GBP'000     GBP'000   GBP'000 
 
 At 31 December 
  2014                  1,066        233         344     1,643 
 Charge for the 
  period                  342         13          84       439 
                   ----------  ---------  ----------  -------- 
 At 31 December 
  2015                  1,408        246         428     2,082 
 Charge for the 
  period                  235          3          90       328 
  Elimination of 
   S&P+                     -          -        (80)      (80) 
                   ----------  ---------  ----------  -------- 
 At 31 December 
  2016                  1,643        249         438     2,330 
                   ----------  ---------  ----------  -------- 
 
 
 Net book value        Plant    Fixture    Computer     Total 
                           &          & 
                   equipment   Fittings   Equipment 
                     GBP'000    GBP'000     GBP'000   GBP'000 
 
 At 31 December 
  2014                 1,215         25         134     1,374 
                  ----------  ---------  ----------  -------- 
 At 31 December 
  2015                 1,499         12         114     1,625 
                  ----------  ---------  ----------  -------- 
 At 31 December 
  2016                 1,397         25         136     1,558 
                  ----------  ---------  ----------  -------- 
 
   16.     Deferred tax 
 
                                    31 December       31 December 
                                            '16               '15 
                                        GBP'000           GBP'000 
 
 Deferred tax liability: 
  Deferred tax liability 
  to be recognised after 
  more than 12 months 
                                             90                95 
  Deferred tax assets: 
  Deferred tax asset 
  to be recognised after 
  less than 12 months                         -              (37) 
 Deferred tax liability 
  (net)                                      90                58 
                                   ============      ============ 
 
 
 
 At 1 January 2016                           58                10 
  Debit / (Credit) in 
   respect of losses                         37              (37) 
  Charge in respect 
   of temporary timing 
   differences on property, 
   plant and equipment                      (5)                85 
 At 31 December 2016                         90                58 
                                   ============      ============ 
 

17. Trade and other receivables

 
                   31 December   31 December 
                           '16           '16 
                       GBP'000       GBP'000 
 
 Trade debtors           2,530         3,516 
 Other debtors             469           443 
 Prepayments               351           246 
 Total                   3,350         4,205 
                  ============  ============ 
 
 
 Amounts falling 
  due after more 
  than one year 
  included above 
  are:               424   400 
 

The maximum exposure to credit risk at the balance sheet date is the carrying amount of receivables detailed above. The Group does not hold any collateral as security.

The Directors do not believe that there is a significant concentration of credit risk within the trade receivables balance. As of 31 December 2016, trade receivables of GBP345k (2015: GBP596k) were past due but not impaired.

The ageing of trade debtors:

 
                Current        0 -       31 -   61 Days     Total 
                           30 Days    60 Days         + 
                GBP'000    GBP'000    GBP'000   GBP'000   GBP'000 
 
 31 December 
  '16             2,185         96         72       177     2,530 
 
 31 December 
  '15             2,920        130         94       372     3,516 
 

18. Cash and cash equivalents

 
                  31 December   31 December 
                          '16           '15 
                      GBP'000       GBP'000 
 
 Cash at bank 
  and on hand           1,584         1,723 
                        1,584         1,723 
                 ============  ============ 
 
   19.     Trade and other payables 
 
                      31 December   31 December 
                              '16           '15 
                          GBP'000       GBP'000 
 
 Trade creditors              514           628 
 Other creditors            1,625         1,470 
 Social Security 
  and other taxes             395           610 
 Accrued expenses           1,404         1,342 
 Deferred income              328           456 
 Trade and other 
  payables                  4,266         4,506 
 
 Corporation tax            (146)            18 
                     ------------  ------------ 
 Total                      4,120         4,524 
                     ============  ============ 
 
   20.   Other borrowings 
 
                   31 December   31 December 
                           '16           '15 
                       GBP'000       GBP'000 
 Bank loan: 
 Less than one 
  year                   1,000           250 
 Greater than 
  one year                 200           750 
 
                         1,200         1,000 
                  ============  ============ 
 

As at 31 December 2016, SpaceandPeople plc had drawn down GBP1.2 million (2015: GBP1 million) of its agreed bank facility of GBP2 million (2015: GBP2 million), GBP1 million of which expires in July 2017 and the other GBP1 million expires in July 2019. The Group is in technical breach of its covenants in relation to these facilities and no further drawdown is permitted until the covenant breaches have been resolved.

   21.     Financial instruments and risk management 

The Group has no material financial instruments other than cash, current receivables and liabilities, in both this and the prior period, all of which arise directly from its operations. The net fair value of its financial assets and liabilities is the same as their carrying value as detailed in the balance sheet and related notes.

Credit risk - The Group's credit risk relates to its receivables and is managed by undertaking regular credit evaluations of its customers.

Liquidity risk - The Group operates a cash-generative business and holds net funds. The Directors consider the funding structure to be adequate for the Group's current funding requirements and this is expected to strengthen further during 2017.

Borrowing facilities - The Group has agreed facilities of GBP2 million, of which GBP1.2 million was utilised at the year end.

GBP1 million was drawn down from a GBP1 million facility, which expires in July 2017, at a rate of 2.99% above base rate. The other GBP200k was drawn down from the other GBP1 million facility, which expires in July 2019, at a rate of 2.99% above base rate. Both of these facilities are secured by an omnibus guarantee and set off agreement, secured by an unlimited debenture incorporating a bond and floating charge.

Financial assets - These comprise cash at bank and in hand. All bank deposits are floating rate.

Financial liabilities - These include short-term creditors and revolving credit facilities of GBP2million, of which GBP1.2 million was utilised at the year end. All financial liabilities will be financed from existing cash reserves and operating cash flows.

Foreign currency risk - The Group is exposed to foreign exchange risk primarily from Euros due to its German operations and Euro denominated licensing income as detailed in note 4 Segmental Reporting. The Group monitors its foreign currency exposure and hedges the position where appropriate. In addition, the Group has investments in a subsidiary in India.

   22.     Operating lease commitments 

At the period end date, SpaceandPeople plc had outstanding commitments for future lease payments which fall due as follows:

 
                        31 December   31 December 
                                '16           '15 
                            GBP'000       GBP'000 
 
 Within 1 year                  863         1,820 
 Between 2 and 
  5 years inclusive             499         1,239 
 
   23.     Called up share capital 
 
 Allotted, issued and fully        31 December   31 December 
  paid                                     '16           '15 
 Class         Nominal 
                value 
 Ordinary      1p         GBP          195,196       195,196 
                          Number    19,519,563    19,519,563 
 
   24.     Related party transactions 

Compensation of key management personnel

Key management personnel of the Group are defined as those persons having authority and responsibility for the planning, directing and controlling the activities of the Group, directly or indirectly. Key management of the Group are therefore considered to be the directors of SpaceandPeople plc. There were no transactions with the key management, other than their emoluments, which are set out in the remuneration report.

   25.     Earnings per share 
 
                            12 months to      12 months to 
                             31 December       31 December 
                                     '16               '15 
                         Pence per share   Pence per share 
 
 Basic earnings per 
  share 
 
 Before non-recurring 
  costs                             0.3p             4.26p 
 
 After non-recurring 
  costs                          (3.38p)             4.26p 
 
 Diluted earnings per 
  share 
 
 Before non-recurring 
  costs                             0.3p             3.89p 
 
 After non-recurring 
  costs                          (3.12p)             3.89p 
 

Diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion of all dilutive potential ordinary shares.

Basic earnings per share

The earnings and weighted average number of ordinary shares used in the calculation of basic earnings per share are as follows:

 
                             12 months to   12 months to 
                              31 December    31 December 
                                      '16            '15 
                                  GBP'000        GBP'000 
 
 Profit after tax for 
  the period attributable 
  to                                (660)            831 
 owners of the Company 
 
 
   Profit after tax for 
   the period before 
   non-recurring costs 
   attributable to owners 
   of the company                      67            831 
                             12 months to   12 months to 
                              31 December    31 December 
                                      '16            '15 
                                     '000           '000 
 
 Weighted average number 
  of ordinary shares               19,520         19,520 
 for the purposes of 
  basic earnings per 
  share 
 

Diluted earnings per share

The earnings and weighted average number of ordinary shares used in the calculation of diluted earnings per share are as follows:

 
                                      12 months to   12 months to 
                                       31 December    31 December 
                                               '16            '15 
                                           GBP'000        GBP'000 
 
 Profit after tax for 
  the period attributable 
  to                                         (660)            831 
 owners of the Company 
 
 
   Profit after tax for 
   the period before non-recurring 
   costs attributable 
   to owners of the company                     67            831 
                                      12 months to   12 months to 
                                       31 December    31 December 
                                               '16            '15 
                                              '000           '000 
 
 Weighted average number 
  of ordinary shares                        21,169         21,386 
 for the purposes of 
  diluted earnings per 
  share 
 

The weighted average number of ordinary shares for the purposes of diluted earnings per share reconciles to the weighted average number of ordinary shares used in the calculation of basic earnings per share as follows.

 
                             12 months to   12 months to 
                              31 December    31 December 
                                      '16            '15 
                                     '000            '00 
 
 Weighted average number 
  of shares in issue               19,520         19,520 
 during the period 
 
 Weighted average number 
  of ordinary shares                1,649          1,866 
 used in the calculation 
  of basic earnings 
  per 
 share deemed to be 
  issued for no 
 consideration in respect 
  of employee options 
 
 Weighted average number 
  of ordinary shares               21,169         21,386 
  used in the calculation 
   of diluted earnings 
   per 
 share 
 
   26.     Share options 

The Group has established a share option scheme that senior executives and certain eligible employees are entitled to participate in at the discretion of the Board which is advised on such matters by the Remuneration Committee.

In aggregate, share options have been granted under the share option scheme over 1,680,000 ordinary shares exercisable within the dates and at the exercise prices shown below, being the market value at the date of the grant.

 
 Date of grant    Number     Option period         Price 
 
 12 January       980,000    12 January 2018 -     47.4p 
  2015                        12 January 2025 
  31 March 2016    700,000    31 March 2019 - 31    61.0p 
                               March 2027 
 

The movement in the number of options outstanding under the scheme over the period is as follows:

 
                                    12 months     12 months 
                                           to            to 
                                  31 December   31 December 
                                          '16           '15 
 
 
 Number of options outstanding 
  as at the beginning of the 
  period                              985,307     1,130,082 
 
 Granted                              700,000       980,000 
 Lapsed                              (20,307)   (1,109,775) 
  Forfeited                         (107,765)      (15,000) 
                                 ------------  ------------ 
 Number of options outstanding 
  as at the end of the period       1,557,235       985,307 
 

In total, 1,557,235 options were outstanding at 31 December 2016 (985,307 at 31 December 2015) with a weighted average exercise price of 53.1p (47.6p at 31 December 2015).

The total share-based payment charge for the year, calculated in accordance with IFRS2 on share based payments, was GBPnil (2015: GBP3k).

   27.     Save As You Earn Scheme 

The Group has established a Save As You Earn ("SAYE") scheme that all UK based employees are entitled to participate in. The scheme will run for three years from 1 June 2015 and at the end of the term, participants will have the opportunity to buy shares in the Company at a price of 46p, which is a 20 percent discount on the closing share price on 2 April 2015.

In aggregate, share options have been granted under the SAYE scheme over 273,515 ordinary shares exercisable within the dates and at the exercise prices shown below, being the market value at the date of the grant.

 
 Date of grant    Number    Option period               Price 
                            1 June 2018 - 30 November 
 28 April 2015    273,515    2018                       46p 
 

The movement in the number of options outstanding under the scheme over the period is as follows:

 
                                    12 months     12 months 
                                           to            to 
                                  31 December   31 December 
                                          '16           '15 
 
 
 Number of options outstanding        257,863             - 
  as at the beginning of the 
  period 
 
 Granted                                    -       273,515 
 Forfeited                          (110,579)      (15,652) 
                                 ------------  ------------ 
 Number of options outstanding 
  as at the end of the period         147,284       257,863 
 

In total, 147,284 options were outstanding at 31 December 2016 (257,863 at 31 December 2015) with an exercise price of 46p (46p at 31 December 2015).

The total share-based payment charge for the year, calculated in accordance with IFRS2 on share based payments, was GBPnil (2015: GBP7k).

This information is provided by RNS

The company news service from the London Stock Exchange

END

FR FMGZFNDDGNZM

(END) Dow Jones Newswires

March 27, 2017 02:00 ET (06:00 GMT)

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