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ZOO Zoo Digital Group Plc

36.50
0.00 (0.00%)
26 Apr 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Zoo Digital Group Plc LSE:ZOO London Ordinary Share GB00B1FQDL10 ORD 1P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 36.50 36.00 37.00 36.50 36.50 36.50 502,012 07:30:13
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
Computers & Software-whsl 90.26M 8.23M 0.0841 4.34 35.72M

Zoo Digital Group PLC Final Results (3377D)

06/07/2016 7:00am

UK Regulatory


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TIDMZOO

RNS Number : 3377D

Zoo Digital Group PLC

06 July 2016

6 July 2016

ZOO DIGITAL GROUP PLC

("ZOO" or "the Group")

FINAL RESULTS FOR THE YEARED 31 MARCH 2016

ZOO Digital Group plc, the provider of cloud-based media production software and services to global creative organisations, today announces its audited financial results for the year ended 31 March 2016.

HIGHLIGHTS

Operational highlights

   --      29% increase in customer numbers 
   --      Small increase in total revenues with a 25% increase in adjusted* revenues 
   --      Introduced new services for captioning of TV advertisements and enriched metadata creation 
   --      Raised GBP500,000 in new working capital by way of the issue of a new convertible loan note 

-- Established as a preferred vendor for two of the largest online entertainment retailers in the industry

   --      Appointed two new senior sales positions for Europe and Asia 

* excluding revenue attributable to the service delivery arm of one of our largest customers that was disrupted during a change of ownership

Key Financials

   --      Revenues of $11.6m (2015: $11.5m) 
   --      EBITDA profit of $0.2m (2015 loss of: $0.7m) 
   --      Gross margin 79% (2015: 78%) 

Copies of the Report and Accounts for the year ended 31 March 2016 are available to view on the Group's website www.zoodigital.com.

Stuart Green, CEO of ZOO Digital, commented,

"The changes due to new consumer technologies and internet-delivered services that have disrupted the entertainment supply chain in the last five years have been profound. To meet the new challenges of the industry requires high quality entertainment products to be created for more languages, on more digital platforms and more quickly than ever before. These factors combine to create a significant opportunity for ZOO.

"We have entered our 2017 year with a stronger pipeline, a broader range of services and a greater sales capability. The board is optimistic about the Company's potential for growth."

For further enquiries please contact:

 
 ZOO Digital Group plc                          0114 241 3700 
 Stuart Green - Chief Executive Officer 
 Helen Gilder - Group Finance Director 
 
   FinnCap Ltd                                    020 7220 0500 
 Ed Frisby / Emily Watts (corporate finance) 
  Camille Gochez (corporate broking) 
 

The Company further wishes to draw attention to the posting on its website (www.zoodigital.com) of a presentation to shareholders regarding its final results.

CHAIRMAN'S STATEMENT

The Board is pleased to report on a year of good progress in firmly establishing our subtitling and other localisation services, powered by our proprietary software, with all six of the major Hollywood studios and with an increasing number of other large content owners and distributors. The industry-leading quality that our platforms deliver has led to their adoption as the favoured systems for localisation data in a growing number of our customers. The enrolment of ZOO as a preferred vendor for one of the leading online entertainment retailers in May 2016 is the latest indicator of the significant progress made by the Group in diversifying its customer base.

Annual revenue of $11.6m (2015: $11.5m) was achieved despite major disruption during the year that resulted from the disposal of the service delivery arm of one of our largest customers. The Board is encouraged that the Group was able to cope with this disruption and still return to a significant improvement at EBITDA level of $0.2m (2015: EBITDA loss of $0.7m), with gross margin remaining strong at 79% (2015: 78%).

The Group continues to invest heavily in its software, in service delivery and in its sales capacity, and is working to conclude long term partnership arrangements with a number of global content owners and distributors.

We are grateful once more for the support of our stakeholders who continue to provide us with working capital to enable the development of the business, and for the excellent work done by our staff in the USA and the UK, upon whom our success depends.

Roger D Jeynes

Chairman

CHIEF EXECUTIVE'S STATEMENT

Introduction

At the time of our final results for the year ended 31 March 2015 we indicated that sales were impacted by organisational changes in a major client that, during that year, accounted for 24% of revenue. This disruption continued throughout the year ended 31 March 2016 by which time the client was under new ownership. Despite this significant loss of business, we are pleased to report sales of $11.6m (2015: $11.5m). When sales to this client are excluded, underlying growth was 25%. We delivered EBITDA of $0.2m (2014: EBITDA loss of $0.7m).

This underlying growth has been primarily due to the addition of new clients during the period when customer numbers increased by 29%. ZOO's clients now include all of the six major Hollywood studios as well as other leading producers of feature film and episodic TV programmes in North America and Europe.

Working Capital

On 17 December 2015 we announced that we had raised GBP500,000 in new working capital support by way of the issue of a new convertible loan note. The key terms of this financing are identical to the Company's pre-existing Unsecured Convertible Loan Notes of GBP2,750,500, namely interest of 7.5 per cent. per annum (payable half-yearly) and a conversion price of 48 pence per ordinary share of 15 pence each.

Software and Services

The Company has continued to invest in its cloud computing platforms, including ZOOcore and ZOOsubs, which are increasingly sought in the market to enable quality TV and movie content to be delivered in a greater number of languages to many online retailers more quickly, reliably and at higher quality. ZOOsubs, which is being adopted as the subtitle system of record by a growing number of ZOO's clients, recently passed the milestone of 120 million subtitles stored for leading content producers.

In response to client demand, ZOO has introduced a number of new products and services in the period:

-- The first is a subtitling service for TV advertising - an area of growth as legislation around the world increasingly requires broadcasters to make more programmes accessible to viewers with disabilities.

-- Using services enabled through its cloud technology, ZOO is now able to improve significantly the discoverability of video materials on the internet by the preparation of contextual information that reveals what is happening in each scene. Although currently in its infancy, we expect this enriched metadata will become increasingly important to online retailers.

-- To assist in the management of media assets for delivery to the growing number of digital platforms, the Company has developed ZOOvault to provide secure cloud storage and simplify ordering of new languages and formats.

-- At the North American Broadcasters (NAB) show in Las Vegas in April 2016 the Company unveiled ZOOscreen - a new digital service to deliver screeners (viewing copies) for Academy Awards and other film festivals. Currently screeners are distributed on DVD; ZOOscreen provides a higher quality, more economical and secure way to deliver content to Academy Members and other recipients. NAB 2016 has been the Company's best ever tradeshow in terms of visitors and meetings.

Growth Opportunities

The entertainment industry continues to evolve rapidly with online retailers, such as Apple, Netflix, Amazon, Google and Hulu, playing an increasingly significant role. According to the Digital Entertainment Group, overall electronic sell-through (EST) spending rose 18% in calendar 2015. Research from Adobe and The Diffusion Group indicates that US consumers are now spending 42% of their TV viewing time watching streaming video services.

ZOO continues to build on its relationships with leading online retailers, and in February 2016 was approved by Apple to offer iTunes aggregation services for TV series, in further recognition of its consistent delivery of outstanding quality content to the iTunes store.

More recently in May 2016 ZOO was awarded the status of preferred vendor for one of the largest online entertainment retailers in the industry. This status is an elite industry standard and seen to be awarded for excellence. According to this online retailer, preferred vendors make up the top 3% of its fulfilment partners and represent the highest calibre in Digital Supply Chain capabilities via best practices, technologies, and infrastructure.

The ongoing changes in the industry are the result of demand for wider availability of entertainment content around the world, delivered in more languages by a growing number of online retailers. This calls for a new breed of service provider, offering more agile and efficient services. Through its development and use of innovative cloud technology, ZOO is uniquely placed to capitalise on the growing market opportunity. Despite continuing flux within the industry, ZOO is now securing traction from content owners and online retailers, resulting in greater diversification of the client base, reduced client concentration and a stronger sales pipeline.

To capitalise on the growth market, ZOO has expanded its commercial team through two key appointments. Syed Ahmed has joined to focus on international business development, opening up opportunities for customers in the Middle East, South Asia and Asia Pacific. Syed previously held the position of Managing Director for the Middle East with Deluxe. European sales will also be expanded following the appointment of Mazin Al-Jumaili who joins as Director of Business Development for Europe. Mazin was previously VP Localisation Europe at Deluxe and most recently Managing Director UK at BTI Studios.

Staff

I continue to be delighted by the accomplishments of ZOO's talented staff, from the innovativeness of our product development team that continues to enhance the competitive advantages of our cloud computing platforms, through to the excellent quality standards maintained by our production team which, for the first calendar quarter of 2016, achieved a perfect 0% redelivery rate to a leading online retailer. I should like to extend my thanks to all ZOO staff for their contribution, dedication and ambition.

Current Trading and Outlook

The changes due to new consumer technologies and internet-delivered services that have disrupted the entertainment supply chain in the last five years have been profound. To meet the new challenges of the industry requires high quality entertainment products to be created for more languages, on more digital platforms and more quickly than ever before. These factors combine to create a significant opportunity for ZOO.

We have entered our 2017 year with a stronger pipeline, a broader range of services and greater sales capability. The board is optimistic about the Company's potential for growth.

Stuart A Green

Chief Executive Officer

FINANCIAL REVIEW

Year ended 31 March 2016

During the year ended 31 March 2016 the Group reported sales of $11.6m (2015: $11.5m). As in previous years, turnover in the second half was lower at $5.0m compared to the first half of $6.6m, however the impact of seasonality has lessened compared to prior years and the turnover for the second half of 2015/16 is the strongest such period for several years.

We are pleased to be reporting a significant improvement in profitability with EBITDA of $0.2m compared to a loss of $0.7m in the prior year, despite only a modest rise in turnover. The improvement in profitability is due to meticulous cost controls in place across the business and the drive to improve production processes with the use of technology whenever possible. The total operating expenses for 2015/16 were $10.5m compared to $11.1m in the prior year.

The year included two large claims under the UK R&D tax credit scheme where a total of $0.7m was received under the cash repayment scheme. These claims related to the periods 2013/14 and 2014/15 and the expectation is that a cash repayment will be available under the same scheme for 2015/16, however no financial benefit has been accrued in these results in relation to the expected 2015/16 cash repayment.

Working capital continues to be funded through invoice financing facilities in the UK and US with total facilities of $3.2m available, of which $0.6m was drawn down as at 31 March 2016. In addition, the loan from the wife of Dr Stuart Green, the CEO, and the convertible unsecured loan notes remain in place.

Additionally, the Company refers to the results of the vote on 23 June 2016 in the United Kingdom on the referendum for Britain to leave the European Union and the weakening of the British pound following the results of the vote. The Group incurs the majority of its revenue and costs in US dollars and reports in US dollars, therefore the Directors do not anticipate any immediate negative impact on the Group's business as a consequence.

Helen Gilder

Group Finance Director

FINANCIAL INFORMATION

The financial information set out here for the year ended 31 March 2016 does not constitute full statutory financial statements as defined in section 434 of the Companies Act 2006 but has been extracted from the Group's financial statements for that period. Statutory financial statements for the year ended 31 March 2016 were approved by the directors on 5 July 2016, but have not yet been delivered to the Registrar of Companies. Those financial statements were reported upon without qualification by the independent auditor and did not contain a statement under section 498 (2) or (3) of the Companies Act 2006.

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

for the year ended 31 March 2016

 
                                                                 2016       2015 
                            Note                                 $000       $000 
 =========================================================  =========  ========= 
 Revenue                                                       11,638     11,465 
 Cost of sales                                                (2,399)    (2,483) 
==========================================================  =========  ========= 
 Gross Profit                                                   9,239      8,982 
 Other operating income                                           115          - 
 Other operating expenses                                     (9,198)    (9,669) 
==========================================================  =========  ========= 
 Profit/(Loss) before interest, tax, depreciation 
  and amortisation                                                156      (687) 
==========================================================  =========  ========= 
 Depreciation                                                   (181)      (214) 
 Amortisation and impairment                                  (1,078)    (1,200) 
==========================================================  =========  ========= 
 Total operating expenses                                    (10,457)   (11,083) 
==========================================================  =========  ========= 
 Operating loss                                               (1,103)    (2,101) 
==========================================================  =========  ========= 
 Exchange gain on borrowings                                      206        561 
 Finance cost                                                   (559)      (584) 
==========================================================  =========  ========= 
 Total finance cost                                             (353)       (23) 
==========================================================  =========  ========= 
 Loss before taxation                                         (1,456)    (2,124) 
 Tax on loss                                                      669         66 
==========================================================  =========  ========= 
 Loss and total comprehensive income for 
  the year attributable to equity holders 
  of the parent                                                 (787)    (2,058) 
==========================================================  =========  ========= 
 
 
 Loss per share    3 
================      =============  ============= 
  basic                (2.41) cents   (6.30) cents 
================      =============  ============= 
  diluted              (2.41) cents   (6.30) cents 
================      =============  ============= 
 

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

as at 31 March 2016

 
                                                     2016       2015 
                                          Note       $000       $000 
=======================================  =====  =========  ========= 
 ASSETS 
 Non-current assets 
 Property, plant and equipment                        433        421 
 Intangible assets                                  7,382      7,967 
 Deferred income tax assets                           486        486 
=======================================  =====  =========  ========= 
                                                    8,301      8,874 
=======================================  =====  =========  ========= 
 Current assets 
 Trade and other receivables                        2,531      1,918 
 Cash and cash equivalents                 4          314        325 
=======================================  =====  =========  ========= 
                                                    2,845      2,243 
=======================================  =====  =========  ========= 
 Total assets                                      11,146     11,117 
=======================================  =====  =========  ========= 
 LIABILITIES 
 Current liabilities 
 Trade and other payables                         (3,096)    (3,031) 
 Borrowings                                6        (142)      (105) 
=======================================  =====  =========  ========= 
                                                  (3,238)    (3,136) 
=======================================  =====  =========  ========= 
 Non-current liabilities 
 Borrowings                                6      (6,142)    (5,453) 
=======================================  =====  =========  ========= 
 Total liabilities                                (9,380)    (8,589) 
=======================================  =====  =========  ========= 
 Net assets                                         1,766      2,528 
=======================================  =====  =========  ========= 
 EQUITY 
 Equity attributable to equity holders 
  of the parent 
 Called up share capital                   5        7,236      7,236 
 Share premium reserve                             37,014     37,014 
 Other reserves                                    12,320     12,320 
 Share option reserve                                 317        296 
 Convertible loan note reserve                         42         42 
 Foreign exchange translation reserve               (992)      (992) 
 Accumulated losses                              (54,151)   (53,364) 
=======================================  =====  =========  ========= 
                                                    1,786      2,552 
=======================================  =====  =========  ========= 
 Interest in own shares                              (20)       (24) 
=======================================  =====  =========  ========= 
 Attributable to equity holders                     1,766      2,528 
=======================================  =====  =========  ========= 
 
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

for the year ended 31 March 2016

 
                                           Foreign 
                               Share      exchange   Convertible     Share                            Interest 
                  Ordinary   premium   translation     loan note    option      Other   Accumulated     in own 
                    shares   reserve       reserve       reserve   reserve   reserves        losses     shares     Total 
                      $000      $000          $000          $000      $000       $000          $000       $000      $000 
===============  =========  ========  ============  ============  ========  =========  ============  =========  ======== 
 Balance at 
  1 April 2014       7,236    37,014         (992)            42       302     12,293      (51,306)       (23)     4,566 
 Share based 
  payments                                                              24                                            24 
 Forfeited 
  share options                                                       (30)         27                                (3) 
 Lapsed share 
  warrants 
 
   Purchase of 
   own shares                                                                                              (1)       (1) 
 Transactions 
  with owners                                                          (6)         27                      (1)        20 
 Foreign 
 exchange 
 translation 
 adjustment 
 Loss for the 
  year                                                                                      (2,058)              (2,058) 
===============  =========  ========  ============  ============  ========  =========  ============  =========  ======== 
 Total 
  comprehensive 
  income for 
  the year                                                                                  (2,058)              (2,058) 
===============  =========  ========  ============  ============  ========  =========  ============  =========  ======== 
 Balance at 
  31 March 2015      7,236    37,014         (992)            42       296     12,320      (53,364)       (24)     2,528 
 Share based 
  payments                                                              22                                            22 
 Forfeited 
  share options 
 Purchase of 
  own shares                                                           (1)                                           (1) 
===============  =========  ========  ============  ============  ========  =========  ============  =========  ======== 
 Transactions 
  with owners                                                           21                                            21 
===============  =========  ========  ============  ============  ========  =========  ============  =========  ======== 
 Foreign 
  exchange 
  translation 
  adjustment                                                                                                 4         4 
 
 Loss for the 
  year                                                                                        (787)                (787) 
===============  =========  ========  ============  ============  ========  =========  ============  =========  ======== 
 Total 
  comprehensive 
  income for 
  the year                                                                                    (787)                (787) 
===============  =========  ========  ============  ============  ========  =========  ============  =========  ======== 
 Balance at 
  31 March 2016      7,236    37,014         (992)            42       317     12,320      (54,151)       (20)     1,766 
===============  =========  ========  ============  ============  ========  =========  ============  =========  ======== 
 

CONSOLIDATED STATEMENT OF CASH FLOWS

for the year ended 31 March 2016

 
                                                         2016      2015 
                                               Note      $000      $000 
============================================  =====  ========  ======== 
 Cash flows from operating activities 
 Operating loss for the year                          (1,103)   (2,101) 
 Depreciation                                             181       214 
 Amortisation and impairment                            1,078     1,200 
 Share based payments                                      21        21 
 Purchase of own shares                                     -       (1) 
 Exchange loss on foreign operations                        -         - 
 Changes in working capital:                                -         - 
 (Increases)/decreases in trade and other 
  receivables                                           (613)     1,289 
 Increases in trade and other payables                     65        60 
============================================  =====  ========  ======== 
 Cash flow from operations                              (371)       682 
 Tax received                                             669        66 
============================================  =====  ========  ======== 
 Net cash flow from operating activities                  298       748 
============================================  =====  ========  ======== 
 Investing Activities 
 Purchase of intangible assets                          (493)     (569) 
 Purchase of property, plant and equipment               (32)      (67) 
============================================  =====  ========  ======== 
 Net cash flow from investing activities                (525)     (636) 
============================================  =====  ========  ======== 
 Cash flows from financing activities 
 Repayment of borrowings                                (145)     (512) 
 Proceeds from borrowings                                 710     1,187 
 Finance cost                                           (349)     (584) 
 Net cash flow from financing                             216        91 
============================================  =====  ========  ======== 
 Net (decrease)/increase in cash and cash 
  equivalents                                            (11)       203 
============================================  =====  ========  ======== 
 Cash and cash equivalents at the beginning 
  of the year                                             325       122 
============================================  =====  ========  ======== 
 Cash and cash equivalents at the end 
  of the year                                   4         314       325 
============================================  =====  ========  ======== 
 

NOTES TO THE FINANCIAL STATEMENTS

For the year ended 31 March 2016

   1.     General information 

ZOO Digital Group plc ('the company') and its subsidiaries (together 'the group') provide productivity tools and services for digital content authoring, video post-production and localisation for entertainment, publishing and packaging markets and continue with on-going research and development in those areas. The group has operations in both the UK and US.

The company is a public limited company which is listed on the AIM Market of the London Stock Exchange and is incorporated and domiciled in the UK. The address of the registered office is The Tower, 2 Furnival Square, Sheffield.

The registered number of the company is 3858881.

The consolidated financial statements are presented in US dollars, the currency of the primary economic environment in which the company operates.

   2.             Summary of significant accounting policies 

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been applied consistently to all the years presented, unless otherwise stated.

   2.1     Basis of preparation 

The full year results for the year ended 31 March 2016 have been extracted from the audited consolidated financial statements. The financial information set out in this preliminary announcement does not constitute statutory accounts but is derived from those accounts. While the financial information in this preliminary announcement has been prepared in accordance with International Financial Reporting Standards ('IFRS'), this announcement does not itself contain sufficient information to comply with IFRS.

The financial information shown in this announcement has been extracted from, and is consistent with, the audited financial statements for the year ended 31 March 2016. The auditors have reported on those accounts and their reports were unqualified and did not draw any attention to any matters by way of emphasis without qualifying their report. The Group has published its Annual Report for the year ended 31 March 2016 on its website.

The directors have prepared trading and cash flow forecasts for the group for the period to 31 March 2019 which show a recovery from the current position and cautious growth in profitability. In line with industry practice in this sector the directors have had informal indications from major and smaller customers to substantiate a significant proportion of the forecast sales. The directors have considered the consequences if the sales volume is less than the level forecast and they are confident that in this eventuality, alternative steps could be taken to ensure that the group has access to sufficient funding to continue to operate. The group has invoice financing arrangements in place for sales made by both the UK and US subsidiaries. The facility with Bibby Financial Services (California) Inc provides invoice financing of up to $2.5m against US customers invoices raised by ZOO Digital Production LLC. This facility is in place until 1 February 2017. The facility with Santander Bank provides an invoice financing facility for certain sales invoices raised by ZOO Digital Limited. The maximum facility is GBP500,000 and it is committed until February 2017. Both facilities have the option to continue for an additional year.

On 21 November 2014 the group entered into a new GBP800,000 convertible loan note with a major investor. The terms of this loan note mirror those of the existing loan note in that they have a fixed interest rate of 7.5%, a maturity date of 31 October 2017 and a conversion price of 48p.

On 17 December 2015 the group entered into a new GBP500,000 convertible loan note with a major investor. The terms of this loan note mirror those of the existing loan note in that they have a fixed interest rate of 7.5%, a maturity date of 31 October 2017 and a conversion price of 48p.

On 13 December 2013 Sara Green, the wife of Dr Stuart A Green, CEO of the company, provided financial support to the company with a loan of $1,015,000 (GBP600,000). The full amount of this loan remains outstanding at 31 March 2016.

The convertible loan note, totalling $4,301,000 (GBP3,070,500), is due to mature on 31 October 2017 and the directors are working with investors to establish a mutually acceptable outcome.

The directors believe the assumptions used in preparing the trading and cash flow forecasts to be realistic, and consequently that the group will continue in operational existence for the foreseeable future. The financial statements have therefore been prepared on a going concern basis.

   2.2     Foreign currency translation 
   2.2.1   Functional and presentation currency 

Items included in the financial statements of each of the group's entities are measured using the currency of the primary economic environment in which the entity operates ('the functional currency'). The consolidated financial statements are presented in US dollars which is the company's functional and presentation currency. The functional currency of the company's subsidiaries is US dollars, therefore the majority of transactions between the company and its subsidiaries and the company's revenue and receivables are denominated in US dollars.

The US dollar/pound sterling exchange rate at 31 March 2016 was 0.704 (2015: 0.674).

   3.             Loss per share 

Earnings per share is calculated by dividing the loss attributable to equity holders of the company by the weighted average number of ordinary shares in issue during the year.

 
                                       Basic and Diluted 
                                      2016           2015 
                                      $000           $000 
 Loss for the financial year         (787)        (2,058) 
==============================  ==========  ============= 
 
 
                                                            2016         2015 
                                                          Number       Number 
                                                       of shares    of shares 
 Weighted average number of shares for basic & 
  diluted loss per share 
===================================================  ===========  =========== 
 Basic                                                32,660,660   32,660,660 
 Effect of dilutive potential 
  ordinary shares: 
 Convertible loan note                                 5,654,867    4,268,451 
 Share options                                         3,518,763    2,868,069 
 Diluted                                              41,834,290   39,797,180 
===================================================  ===========  =========== 
 

The basic and diluted earnings per share are the same due to the group being loss making and the average share price during the period being lower than the conversion price or exercise prices of the convertible loan note and share options.

   4.     Notes to the cash flow statement 

4.1 Significant non-cash transactions

During the year the group acquired property, plant and equipment and computer software with a cost of $193,000 (2015: $139,000) of which $161,000 (2015: $59,000) was acquired by the means of finance leases.

Following an agreement with the loan note holders in October 2013 the term of the 7.5% Convertible loan note was extended. The remaining GBP1,770,500 of the GBP3,541,000 loan note, issued in September 2006 and amended in September 2011, will now mature on the 31 October 2017.

4.2 Cash and cash equivalents

Cash and cash equivalents consist of cash on hand and balances with banks. Cash and cash equivalents included in the cash flow statement comprise the following consolidated and parent company statement of financial position amounts.

 
                                      Group        Company 
                                   2016   2015   2016   2015 
                                   $000   $000   $000   $000 
--------------------------------  -----  -----  -----  ----- 
 Cash on hand and balances with 
  banks                             314    325     47     15 
--------------------------------  -----  -----  -----  ----- 
 

The fair values of the cash and cash equivalents are considered to be their book value.

   5.     Share capital and reserves 

Called up share capital

 
                                                   2016    2015 
                                                   $000    $000 
===============================================  ======  ====== 
 Allotted, called-up and fully paid 
 32,660,660 (2014: 32,660,660) ordinary shares 
  of 15p each                                     7,236   7,236 
===============================================  ======  ====== 
 
 
 Reconciliation of the number of shares outstanding: 
 Opening balance and closing balance                    32,660,660   32,660,660 
-----------------------------------------------------  -----------  ----------- 
 

During the year the group purchased 23,152 (2015: 35,600) of its own shares through ZOO Employee Share Trust Limited at an average price of $0.11 (7p) per share. The total cost of the purchase was $2,000 (2015: $4,000).

Reserves

The following describes the nature and purpose of each reserve within owner's equity:

 
 Reserve                         Description and purpose 
-----------------------------  ------------------------------------------------- 
 Share premium reserve          Represents the amount subscribed for share 
                                 capital in excess of the nominal value. 
 Accumulated losses             Cumulative net losses recognised in profit 
                                 or loss. 
 Foreign exchange translation   Cumulative exchange differences resulting 
  reserve                        from translation of foreign operations into 
                                 the reporting currency. 
 Convertible loan note          Represents the equity element of the Convertible 
  reserve                        loan note. 
 Share option reserve           Cumulative cost of share options issued to 
                                 employees. 
 Share warrant reserve          Cumulative cost of share warrants issued 
                                 to customers. 
 Other reserves                 Created as part of the reverse takeover between 
                                 Kazoo3D plc and ZOO Media Corporation Ltd 
                                 in 2001. 
 
   6.           Borrowings 
 
                                   Group          Company 
                                2016    2015    2016    2015 
                                $000    $000    $000    $000 
 Non-current 
----------------------------  ------  ------  ------  ------ 
 Amounts owed to subsidiary 
  undertakings                     -       -       -     771 
 7.5% Unsecured convertible 
  loan note stock              4,301   3,715   4,301   3,715 
 Connected person loan           901     928     901     928 
 Other bank borrowings           637     518       -       - 
 Finance lease liabilities       303     292       9      13 
----------------------------  ------  ------  ------  ------ 
                               6,142   5,453   5,211   5,427 
----------------------------  ------  ------  ------  ------ 
 
 
 Current 
----------------------------  ------  ------  -------  ------- 
 Amounts owed to subsidiary 
  undertakings                     -       -    9,701    9,701 
 Finance lease liabilities       142     105        4        3 
----------------------------  ------  ------  -------  ------- 
                                 142     105    9,705    9,704 
----------------------------  ------  ------  -------  ------- 
 Total borrowings              6,284   5,558   14,916   15,131 
----------------------------  ------  ------  -------  ------- 
 

On 27 September 2006 the group issued $5,062,000 6% Unsecured convertible loan note stock which was due to mature on 31 October 2011. The underlying value of the loan stock was GBP3,541,000. Following an agreement with the loan note holders in August 2011 to extend 50% of the loan note instrument for a further two years, the loan note was restructured. The loan note issued, as a result of the restructure, on 6 September 2011 was $2,823,000 7.5% Unsecured convertible loan note stock and was to mature on 31 October 2013. The underlying value of the restructured loan stock was GBP1,770,500.

On 31 October 2013 the maturity of the loan note was further extended to mature on 31 October 2017.

On 24 November 2014 a further loan note of $1,187,000 7.5% was issued. The underlying value of the new loan note is GBP800,000 and it is due to mature on 31 October 2017. On 17 December 2015 a further loan note of $754,000 7.5% was issued. The underlying value of the new loan note is GBP500,000 and it is due to mature on 31 October 2017.

The loan stock holder is entitled, before the redemption date, to convert all or part of the loan stock into fully paid ordinary shares on the basis of 1 ordinary share for every $0.7654 (GBP0.48) of principal amount of loan stock.

The restructured convertible loan stock has been accounted for in accordance with IAS 39 (Financial instruments: Recognition and measurement). The fair value of the convertible loan note is not considered to be materially different to the carrying value.

During the year ended 31 March 2016 the group replaced the existing invoice financing arrangement with Crestmark Bank with one from Bibby Financial Services (California) Inc in order to gain an improvement in terms. The agreement with Bibby provides an invoice financing facility of up to $2.5m against US customer invoices raised by ZOO Digital Production LLC. This facility will be in place until 1 February 2017 with an option to extend. Interest is payable on a monthly basis and is charged for each day on the outstanding balance with an interest rate of 5% above the LIBOR rate with a minimum interest rate of 5.25%. An administration fee of 0.20% is due on the face value of each invoice submitted and a discount fee of 0.15% for each 15 day period for any invoice outstanding after a period of 30 days. The principle outstanding at 31 March 2016 was $625,000 (2015: $518,000). This funding is secured against the US trade receivables of ZOO Digital Production LLC.

The group has an agreement in place with Santander Bank to provide an invoice financing facility of up to $760,000 (GBP500,000) against certain customers' invoices raised by ZOO Digital Limited. This is an annually renewable facility. The group can draw on funding from the bank up to the lower of 75% of its applicable UK company Trade receivables and GBP500,000. The principle outstanding at 31 March 2016 was $12,000 (2015: nil). This funding is secured as a floating charge over the assets of the UK companies.

On 13 December 2013 Sara Green, wife of Dr Stuart A Green, made a loan to the company of $1,015,000 with an interest rate of 10%. The underlying value of the loan was GBP600,000 and the full amount remained outstanding at 31 March 2016. This loan is secured as a floating charge over the assets of the group.

Annual report and Accounts

Copies of the Report & Accounts for the year ended 31 March 2016 are available to view on the Group's website www.zoodigital.com

The Report & Accounts for the year ended 31 March 2016, together with the notice of annual general meeting, are expected to be posted to shareholders during August 2016; an announcement to notify shareholders of this will be made in due course. Further copies will be available from the Company's Registered Office:

The Tower

2 Furnival Square

Sheffield

S1 4QL

Annual General Meeting

The Annual General Meeting of the group will be held at the offices of finnCap, 60 New Broad Street, London EC2M 1JJ on 28 September 2016 at 10.30am.

The information communicated in this announcement is inside information for the purposes of Article 7 of Regulation 596/2014.

This information is provided by RNS

The company news service from the London Stock Exchange

END

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July 06, 2016 02:00 ET (06:00 GMT)

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