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1spatial Plc LSE:SPA London Ordinary Share GB00BFZ45C84 ORD 10P
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1Spatial Plc Final results for the year ended 31 January 2019

14/05/2019 7:01am

UK Regulatory (RNS & others)


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1Spatial Plc

14 May 2019

14 May 2019

1Spatial plc (AIM: SPA)

("1Spatial", the "Company" or the "Group")

Final results for the year ended 31 January 2019

The Board of directors of 1Spatial (the "Board"), the global spatial software and solutions company which manages the world's largest spatial data is pleased to announce the Company and consolidated group's (the "Group") audited final results for the year ended 31 January 2019.

Highlights

Group financial highlights

-- Revenue grew 4.1% to GBP17.6m (2018: GBP16.9m). On a like-for-like basis*, prior to the adoption of IFRS 15, revenue grew 5.3% to GBP17.8m

-- Adjusted** EBITDA grew GBP0.8m to GBP1.2m profit ahead of market expectations (2018: GBP0.4m profit)

   --      Operating losses improved by GBP0.2m, from a GBP1.8m loss to a GBP1.6m loss 

-- Disposal of Enables IT, creating single focus on development of the Group's global Geospatial business

-- GBP8m raised in an oversubscribed fundraise with strong support from existing shareholders and new institutional investors

-- Post-period acquisition of Geomap-Imagis, strategic agreement with Esri and an oversubscribed GBP3.1m fundraise

 
                               31 January   31 January   Y-o-Y Change 
                                  2019         2018 
 Continuing operations            GBPm         GBPm 
 Revenue                          17.6         16.9          4.1% 
 Gross profit                     9.2          8.9           3.4% 
 Adjusted** EBITDA                1.2          0.4           200% 
 Operating loss                  (1.6)        (1.8)        (11.1%) 
 Loss after tax                  (1.4)        (1.2)         16.7% 
 
 Discontinued operations*** 
 Loss after tax                  (0.3)        (1.3)        (76.9%) 
                              -----------  ----------- 
 

* On a like-for-like basis, before adjustments for IFRS 15 'Revenue from Contracts with Customers', at constant currency. The IFRS 15 adjustment in the year ended 31 January 2019 decreases the GIS (Geographic Information System) business' service revenues by GBP0.2m

** Adjusted for strategic, integration, other irregular items and share-based payment charge

*** Discontinued operations include Storage Fusion Limited, Enables IT Inc., Enables IT Limited and Enables IT Group Limited

Continuing operations

-- Revenues year-on-year, prior to the adoption of IFRS 15, increased GBP0.9m (5.3%) from GBP16.9m to GBP17.8m

   --      Solutions revenues increased GBP1.6m (15.1%) 
   --      GIS revenues decreased GBP0.7m (11.1%) 
   --      Focus on driving higher quality revenue: 
   --      Licence revenues increased 33% to GBP1.6m (2018: GBP1.2m) 
   --      Strategic shift to term licences increasing recurring revenue base 
   --      Support & maintenance revenues broadly maintained 

-- Increase in adjusted** EBITDA on prior year, up GBP0.8m to GBP1.2m profit (2018: GBP0.4m profit)

   --      Improvement in operating losses to GBP1.6m (2018: GBP1.8m) 
   --      Cash used in operations of GBP0.7m (2018: cash from operations GBP0.2m) 

-- Operating cash inflows before strategic, integration and other irregular items, tax and interest of GBP0.5m (2018: GBP0.6m).

Discontinued operations

   --      Loss from discontinued operations of GBP0.3m (2018: GBP1.3m loss) 

All operations

   --      Loss after tax of GBP1.7m (2018: GBP2.5m) 
   --      After GBP8m raised, net cash of GBP6.4m (2018: GBP0.3m) 

Group operational highlights

-- Focussed approach to sales in three key sectors of Government, Utilities and Transportation, giving rise to key customer wins in the period as follows:

UK

- Transportation - major UK infrastructure client - following a Proof of Concept ("PoC") in October 2017, delivery of an LMDM solution in excess of GBP2m

- Government - Land and Property Services - five-year EUR1m contract for software and services secured

- Utilities - Northern Gas Networks ("NGN") - continuing with another three projects including mobile applications

USA

- Government - National Oceanic and Atmospheric Association ("NOAA") - following a PoC in September 2017, contracting for a two-year term licence and services worth US$0.6m

- Utilities - National Grid and East Bay Municipal Utility District - both being new customer wins, to provide both with 1Integrate software and services (US$0.2m annual value)

- Facilities Management - Google - following a small PoC in 2017, one-year term licence and services deal was won for US$0.4m

-- Market-led innovation with returns on investment coming through in the last part of the year ended 31 January 2019 and significant returns anticipated in coming years, including:

   -       Re-purposing and enhancing existing technology to address customer-specific needs 
   -       Continued development of Location Mobile Application Platform (LMAP) 
   -       Initial development phases of Location Master Data Management (SaaS) platform. 

Post year-end highlights

-- Acquisition of Geomap-Imagis, announced on 7 May 2019, substantially strengthens and provides greater alignment of our French and Belgian business with the rest of the Group as a solutions provider

-- Since the year-end we have continued our momentum via a number of significant contract wins and renewals which will secure revenue for FY20 and beyond as follows:

USA

- Kansas State Department and Kansas Department of Transport - contracts to provide software and services in excess of US$0.2m

   -       Google - this has now been extended with a further services draw-down contract for GBP0.3m 

UK and Ireland

- Ireland's Property Registration Authority ("PRA"), to provide GBP0.9m of software and services to support PRA's transformation of land records

   -       No1 Aeronautical Information Documents Unit ("No1 AIDU"), with a value of over GBP1m 

- Three-year Framework contract with Ordnance Survey ("OS"), extending and enhancing the relationship with OS

   -       Additional contracts with NGN in excess of GBP0.5m 

Commenting on the results, 1Spatial CEO, Claire Milverton said:

"I am pleased to announce another solid year for 1Spatial with contract wins and renewals and continued financial progress, including an adjusted EBITDA performance ahead of market expectations. Our focus on the quality of revenues and our strategic shift to term licences will have a positive impact on the visibility and quality of revenues in future years.

After the year-end, we announced the acquisition of Geomap-Imagis which will significantly strengthen and greater align our French and Belgian businesses with the rest of the Group.

Looking forward, we will continue to deliver on our growth strategy and the longer-term goal to establish a leading position in Location Master Data Management, which we believe will enhance the value of the Group in the future."

For further information, please contact:

1Spatial plc 01223 420 414

Andrew Roberts / Claire Milverton / Nicole Payne

FTI Consulting 020 3727 1000

Dwight Burden / Alex Le May

N+1 Singer 020 7496 3000

Shaun Dobson / Lauren Kettle

LEI Code: 213800VG7OZYQES6PN67

1Spatial

1Spatial is a technology-enabled solutions provider supplying vertically-focused business applications to industry sectors where the accuracy of location and geospatial data is key. It is a global leader in managing geospatial data, with the goal to be a market leader in Location Master Data Management.

1Spatial provides its customers with business-focused applications where there is a reliance on location or geospatial data. It delivers real value by using its patented 1Integrate tool to ensure that the underlying data is current, complete and consistent through the use of automated processes. This ensures that decisions are always based on the highest quality information available.

Our global clients include national mapping and land management agencies, utilities, transportation organisations, government departments, emergency services, defence and census bureaus.

Today - as location data from smartphones, the Internet of Things and great lakes of commercial Big Data increasingly drive commercial decision-making - our technology is used by a wide range of commercial and government organisations from utilities and transport businesses, to facilities management companies.

1Spatial plc is AIM-listed, headquartered in Cambridge, UK, with operations in the UK, Ireland, France, Belgium, Australia and USA.

For more information visit www.1spatial.com

Chairman's report

I am pleased to present another solid year of progress for 1Spatial plc, for the year ended 31 January 2019.

The Group has executed on another good year of strategic delivery, coupled with refocus and realignment. We have achieved a solid financial result through clear strategic objectives, operating improvements and cost control. We have also achieved significant client wins in the period, established a clear technology roadmap for the Group - particularly with regard to our growing global partnership with Esri. As a result, we are now well-placed to align all our geographies behind our core strategy and seek to deliver higher levels of profitable growth in the future.

Post the year-end, on 7 May 2019, we announced the acquisition of French geospatial software solutions group Geomap-Imagis Participations ("Geomap-Imagis") for a total consideration of EUR7m, or c.EUR5.1m net of cash acquired. The consideration has been partially funded by the proceeds of an oversubscribed fundraising of GBP3.1m at 31.5p per share. Alongside the acquisition, we entered into a new strategic partnership agreement with Esri Inc. ("Esri"), in French-speaking markets, providing our existing European customers access to Esri's market-leading global GIS system while retaining the Group's specialised business applications and extensive know-how. The deal is immediately earnings enhancing and will significantly strengthen our customer proposition, aligning our French and Belgian businesses with the strategy of the wider Group as solutions providers with a focus on industry-aligned business applications and Location Master Data Management.

As announced last year, as part of the Group's strategy and turnaround plan the Board resolved to dispose of its controlling interest in the non-core Enables IT business in March 2018. The Group's results for this year therefore present results of continuing and discontinued activities separately.

Results

Our key objectives for the year to 31 January 2019 were to ensure improved profitability at adjusted* EBITDA level and that this was matched by operating cash generation from continuing operations (before strategic, integration and other irregular items), as well as follow-through on key strategic initiatives which will continue to drive revenue growth in future financial years.

The results for the year ended 31 January 2019 reflect the successful execution of the plan; for example, the Group generated adjusted* EBITDA profit from continuing operations of GBP1.2m, which was c.10 per cent. ahead of consensus market expectations. The operating loss from continuing operations (after strategic, integration, other irregular items and share-based payment charge) has improved by GBP0.2m, from GBP1.8m to GBP1.6m. In August 2018 the Group raised GBP8m of capital from an oversubscribed equity fundraise to clear the existing bank overdraft, materially improving the Company's credit rating and thereby strengthening the Group's position in the tendering process for customer contracts. The balance of proceeds were used to invest in customer acquisition and technology-based solutions. Consequently the Group closed the financial year with GBP6.4m of cash and we were pleased to welcome a number of new shareholders as part of this exercise.

The results for the year from continuing operations were revenues of GBP17.6m (2018: GBP16.9m), adjusted* EBITDA profit of GBP1.2m (2018: GBP0.4m), an operating loss of GBP1.6m (2018: GBP1.8m), a loss for the year after tax of GBP1.4m (2018: GBP1.2m) and a loss from discontinued operations of GBP0.3m (2018: GBP1.3m). The Group (including discontinued operations) used GBP0.8m in operating activities (2018: generated GBP0.8m from operating activities) with continuing operations generating operating cash inflows before strategic, integration and other irregular items, tax and interest of GBP0.5m (2018: GBP0.6m).

The US Government shut-down in the year impacted the US business such that a portion of revenue that was expected to be recognised in FY19 was instead delivered from the second quarter of FY20. Had the shut-down not impacted the business, the adjusted* EBITDA for the year ended 31 January 2019 would have improved by GBP0.2m.

*Adjusted for strategic, integration, other irregular items and share-based payment charge

The Board

In my previous report, I stated that we would look to strengthen the Board with another Non-Executive Director and we were delighted to welcome Peter Massey to the Board on 10 July 2018. Peter brings significant experience with him from National Grid plc, Transco plc and British Gas plc. Following Peter's appointment, we now believe that we have a strong Board with a real breadth and depth of knowledge as well as experience in order to execute on 1Spatial's growth ambitions.

Corporate governance and committees

Corporate governance is taken very seriously at 1Spatial and is continually assessed. During the year the Board formally adopted the high standards of corporate governance contained in the Corporate Governance Code for Small and Mid-Size Quoted Companies ("QCA Code"). The project to adopt the QCA Code has been driven by Francis Small and Company Secretary Susan Wallace.

We have provided more information on this in the Corporate Governance Report included in the Annual Report.

Francis Small is Chairman of the Remuneration Committee and Audit Committee. I am Chairman of the Nomination Committee.

Looking forward

Following the disposal of Enables IT in the year and the acquisition of Geomap-Imagis after the year end, the 1Spatial group is now fully aligned as a global software solutions provider in the Geospatial/Location market. We have a clear strategy and have developed cutting edge, patented technology that has given us market-leading IP. Our longer-term ambition remains unchanged. We aim not just to extend our technology in the Geospatial market, but also to establish a leading position in Location Master Data Management in our target sectors of Government, Utilities and Transportation.

I am pleased to say that the Group's momentum has continued in Q1 of FY20, with a number of notable new contracts from both existing and new clients. Our 'land and expand' strategy remains the core of the business and our teams are well positioned, motivated and energised. Our focus on quality earnings has seen an increase in licence revenues which in turn, drives a greater proportion of recurring revenues and visibility. The objectives for the financial year to January 2020 continue to be a laser focus on sustained growth and capitalising on the platform that was established during the last financial year, as well as leveraging our technology and key partnerships.

Our people are approachable, smart, innovative and agile. As we look forward to future growth, I would like to take this opportunity to welcome those who have joined 1Spatial plc during the year and to thank everyone for their continuing hard work and dedication. I am confident that we are well placed to grow 1Spatial into a substantial, profitable and cash-generative business for years to come.

Andy Roberts

Non-Executive Chairman

Strategic report

CEO review

Group Strategy

The year ended 31 January 2019 was the second successful period of executing on the objectives of our three-year turnaround plan, announced in January 2017. We set out to establish a strong financial and operational platform for the business, which would be evidenced through improved cash generation, growing adjusted EBITDA and sustainable growth. The financial performance set out in this this report, including improved profitability at an adjusted EBITDA level, provides clear evidence that the turnaround plan is working, and we are confident about our prospects for the year ahead.

Growth strategy and longer-term goal to establish a leading position in Location Master Data Management

1Spatial's growth strategy is to provide repeatable innovative Spatial Solutions to our blue-chip, international client base with a key focus around data management, quality and enhancement using our patented technology, 1Integrate. 1Integrate is unique in its ability to synchronise both Geospatial data (generally held in a GIS database) and non-Spatial data (held in other databases) to a consistent set of data governance rules. We are seeing a significant and growing need for our solution both in our chosen sectors and beyond where there is a key requirement to have consistent data across the enterprise in order to unlock value from data through analytics or for machine-learning activities, such as AI, to gain economic value.

1Integrate is fast developing a reputation as being the go-to product in the industry, and by working in collaboration with our customers we are successfully delivering upon our "land and expand" strategy meaning that once we have established a relationship, our solutions-based approach allows us to identify further new opportunities to further benefit their businesses.

Northern Gas Networks, as an example, first became a customer of the Group in September 2017 with one project. This engagement has now expanded in number to ten projects with many of these solutions then able to be replicated across the utilities vertical market, across geographies thereby creating efficiencies and a vastly improved structure for the customer.

Another example of this is with a Proof of Concept ("PoC") with a UK major Infrastructure company first awarded in December 2017 which has led to a significant engagement with the customer, delivering in excess of GBP2m in FY19. We are now engaged on a number of other initiatives with this customer which we believe will enable at least a similar amount of revenue in FY20, if not more.

Whilst our solutions are generally GIS-agnostic, we will also build solutions specific to the platform of our Global partner Esri, the largest GIS provider in the world; an example being our 1IIntegrate for ArcGIS solution.

Our longer-term ambition is to establish a leading position in Location Master Data Management in our target sectors of Government, Utilities and Transportation.

Continuation of our turnaround plan and strategy

There were a number of key steps taken during the year and subsequent to the year-end to enable us to continue with our turnaround plan plus enable our longer-term ambition of being a market leader in Location Master Data Management. These were as follows:

- Disposal of non-core business Enables IT in March 2018 to focus on the Geospatial/Location data market

- In June 2018 we changed our licensing business model from perpetual to term (subscription) licencing. We are building a business based on high quality, predictable revenue and this change provides greater predictability and monetisation of our software over the long-term. Perpetual licences will now only be granted in very exceptional circumstances.

- Oversubscribed equity fundraise of GBP8m in August 2018 to strengthen the Group's balance sheet for larger customer acquisition and invest in technology including Location Master Data Management.

- Post year end, aligning our European business to the rest of the global business, as a solutions provider through the acquisition of Geomap-Imagis. The new European business will provide a combination of vendor-agnostic solutions as well as Esri-based solutions to French-speaking markets. This acquisition will also provide significant strategic benefits to the rest of 1Spatial Group.

Key objectives

In my FY17 and FY18 review I set out several key objectives. As part of this report I have re-visited these to demonstrate progress and any changes.

Clear strategy

Provide Innovative Software Solutions to the Geospatial Sector with a focus on the automation of data cleansing and integration

During the year, we have stayed focussed on the strategy above but have also established a longer-term goal of taking a leading position in Location Master Data Management ("LMDM") in our target vertical sectors, which we have started to develop.

We continue to believe that this is the right strategy, particularly given the interest that we have seen from our customers and the market potential. Our innovative approach means that we have expanded our focus beyond Geospatial data, and we have seen significant value from our ability to combine both Geospatial and Non-Spatial data, and it is in this harmonisation of data that we see a real gap in the market for our solutions.

The current market potential for the GIS sector and the LMDM sector is significant and growing. Key stats are as follows:

- GIS: the GIS industry is large and growing - PS Market Research estimates the global GIS software, services and hardware market at US$9.0bn, forecasting a 10.1% CAGR to reach US$17.5bn by 2023. Software is estimated to account for around half of this market at present, with growth forecast at c.9% through 2023, whereas the revenue opportunity for services is expected to grow more rapidly - at c.12%.

- LMDM: the Transparency Market Research estimates stated that this market was worth $3.8bn globally in 2017 and is expected to grow at a 27% CAGR through to 2024 to reach $21bn.

While our 1Integrate data management solutions are vendor-agnostic, we have more GIS-specific knowledge of Esri's technology, particularly given the acquisition of Geomap-Imagis, enabling us to provide more vertically-focussed business applications on this platform.

Focus on key sectors

We have increasing confidence in our focus on the three key sectors of Government, Utilities and Transport given the increasing amount of location data needing to be captured in these industries in order to make critical decisions including life-saving decisions. Location data can be captured by various methods including sensor networks, drones, Lidar and mobile workforces and will generally need to be combined with existing data or other data sets to perform further analysis. This is where our tool 1Integrate works best. It is key and vital in these sectors that data is used to improve economic values not only just from a financial perspective but often more importantly from a Corporate Social Responsibility (CSR) perspective.

This vertical approach allows us to stay focussed on three key sectors during the year to maintain deep domain expertise and manage resources efficiently.

Geographic reach

We have offices and direct sales operations in UK, Ireland, USA, France, Belgium and Australia. There are slight differences in the go-to-market approach in each market given competition, market needs and scale.

An example of this is within the US, where there are significant opportunities for our software in the government sector, at the Federal level as well as in the states, cities and counties where the specific spatial data issues are concentrated. Given the volumes of data collected and need for automation within the processes, it is the environment where our software and current business model work best. Within our US business, we had three clients in 2015 and 27 clients at 31 January 2019.

In France and Belgium, following the acquisition of Geomap-Imagis, we are now in position to provide more vertically-focussed solutions on top of the Esri platform as well as our own vendor-agnostic data management solutions.

Organisational structure aligned to strategy

Alignment of organisation structure and strategy is key to future success and the structure that we set out with at the beginning of the year has remained the same. There are clear roles and responsibilities with clear accountabilities.

We've had minimal staff turnover in the period and no changes to the senior team. During the year we appointed a country manager for Australia, and we hired a Head of Development in the UK.

My senior team and key employees have been granted option awards in the period at 46.5p and nil-cost long-term incentive plan ("LTIP") awards. The option awards vest over two to four years and the LTIP awards vest according to various criteria including company and share performance over a four-year period.

Drive revenue growth

Focus on new and existing customers

Solutions

Key focus for this financial year continued to be to drive revenue growth from both existing and new customers. From our solutions business we saw revenues increasing by GBP1.6m (15%) from GBP10.6m to GBP12.2m. There were no significant losses to our recurring support and maintenance base during the year. Our strategic shift to a term licence model with the aim to drive higher quality recurring revenues started in the second half of the year. Whilst this reduced revenue in the short-term for the full year - as lower-value but recurring term licence revenues replaced higher-value non-recurring perpetual licence revenues - this will have a significant benefit on the visibility and quality of revenues for future years.

UK & Ireland

This territory performed well during the period with a new win in a major UK Infrastructure provider, in excess of GBP2m in value, following a small Proof of Concept ("PoC") in 2017. In addition, we won a GBP1.6m five-year contract with Land and Property Services ("LPS") the mapping agency in Northern Ireland. This puts us in a good position to provide LPS with additional benefits and solutions going forward. In the second half of the year we won additional services work with the Rural Payments Agency, one of our key government customers, for GBP0.7m. We also continued with several additional projects with one of our key utility customers, Northern Gas Networks ("NGN").

We believe that there will be significant opportunities for the provision of other solutions and benefits for all of these customers going forward.

USA

We have continued to deliver on our Michigan State Spatial Data Infrastructure (SDI) contract which we are working on in partnership with Esri Inc. This will be a good proof point for other US State agencies who are looking to engage with us on our 1Integrate Spatial Solutions. During the period we have been developing a strong pipeline which resulted in a number of contract closures during the second half of the year as follows:

- Government - National Oceanic and Atmospheric Association ("NOAA") - following a PoC in September 2017, contracting for a two-year term licence and services worth US$0.6m

- Utilities - National Grid - first utility win in the USA, with a recurrent annual 1Integrate term licence of US$80k

- Utilities - East Bay Municipal Utility District - second utility win with PoC for 1Integrate plus services

- Facilities Management - Google - following a small PoC in 2017, one-year term licence and services deal was won for US$0.4m

France & Belgium

Whilst our French and Belgium business is predominately GIS-focussed, we are growing our solutions revenues with our 1Integrate technology in this geography. Following a Proof of Concept in 2017, we are now engaged on a contract with the European Union Satellite Centre for the provision of software and services. This is progressing well and once we have completed the project, scheduled for June 2019, we will have a blueprint for solutions to similar agencies across the globe.

GIS

Our GIS business in France and Belgium has seen a decrease of 11% in revenues in the year. This is not unexpected in this fragmented market and as stated above, investing in a GIS is not core to our global strategy. Our strength is building business-focussed applications on top of the GIS platform which incorporates our tools to ensure data quality, and to enhance this capability in the region, we acquired Geomap-Imagis post year-end.

This acquisition, combined with the Esri agreement, will accelerate the transition of our French and Belgian business, over a period of time, from a GIS business to a solutions business which is aligned with the 1Spatial global strategy. The acquisition will provide us with a number of key benefits including:

- Strengthening the existing solutions portfolio with additional technology-based solutions and business applications;

- Access to a skilled management team and workforce with domain expertise in our key vertical sectors of government, utilities, transport and facilities management;

   -       Increased scale and market access to customers; 

- Stronger links with key global partner Esri for increased market access and development of international software solutions; and

- An existing customer base of over 500, providing significant cross-selling and land and expand opportunities for the enlarged Group.

Business model

Our solutions are based on technology (our own technology or partner technology) plus services, which are generally for implementation/configuration. The US business has a larger proportion of software sales in its revenue compared with services, whereas in Europe, the solutions contain a larger proportion of services. Since May 2018, we have made some changes to our business model and pricing to move away from perpetual licencing and adopt term (subscription) licencing. This change is aligned to the rest of the industry and but also protects our core 1Integrate asset which we have, in the past, not always monetised appropriately given the value that our clients and customers receive.

Following the acquisition of Geomap-Imagis, our French and Belgian business will be more focussed on Esri-based solutions, as well as its own vendor-agnostic solutions.

Working with partners

We have a valuable partnership network with key players in the Geospatial market, leveraging collaboration across platforms to drive growth. Our own software architectures are 'Open' - allowing us to integrate our solutions with Esri, Open Source and other vendors' technology such as Latitude's Geocortex.

As noted above, following the acquisition of Geomap-Imagis, in conjunction with which we entered into a new framework agreement with Esri, we are now working more closely with our partner in the French and Belgian markets and this new collaboration offers a breadth of opportunities for the wider Group.

Focussed innovation

Following the fundraise in August 2018 we have also started initial work on our 3D project as well as our Location Master Data Management platform. Given the current market and customer feedback, we believe these two areas are the right projects to be investing in.

Innovations during FY19 included investment in our Mobile software development kit, Location Mobile Application Platform ("LMAP"). We believe that this is a unique proposition to the market as the platform is data/GIS-system agnostic and is underpinned by our 1Integrate patented rules engine. Our initial proposition to market is to develop business applications (Apps) with our clients but our longer-term aim is to enable developers to use our LMAP platform to develop their own Apps.

To further develop our growth plans we must continue to innovate. All innovation in the business is now focussed and customer-led, and our strategy of being close to our customers enables us to work with them on these innovation ideas that can then be replicated across the industry sectors. This innovation is not just focussed on our own technology and solutions but also how we can integrate and think innovatively in conjunction with our partners such as Esri. Under the leadership of my CTO and CSO, we now have a very exciting roadmap and opportunities for innovation during the next financial year.

Through innovation, we have also identified several market-led solutions where we can embed our core 1Integrate software including some hosted SaaS solutions.

There should be exciting developments and revenue-generating opportunities arising from these solutions during the next financial year when we release them to the market. If we put the customer at the heart of the business, working to address their business need and provide them with the most appropriate solution, then this should be a winning formula.

Outlook

We have continued to build on our success in FY19 into Q1 of the current year with traction across a number of our key accounts in the UK and Ireland including No1 Aeronautical Information Documents Unit ("No1 AIDU"), with a value of over GBP1m. Ireland's Property Registration Authority (PRA), with a contract for GBP900k for software and services to support PRA's dramatic transformation. In the USA we have secured more revenues with a number of new states and counties. All these wins demonstrate the significant potential demand for our solutions.

Following the acquisition of Geomap-Imagis, we are further aligning the Group to be a global business applications solutions provider focussed on location data and in doing so, have strengthened our partnership with the global market leading GIS company, Esri Inc.

Our backlog of orders and pipeline is continuing to grow, and we look forward to an exciting year of continued profitable growth. We will also be focussing on successfully integrating our new business in France and working on innovations, such as Location Master Data Management, which we believe could significantly enhance shareholder value in the longer term.

Claire Milverton

Chief Executive Officer

CFO review

The financial year to 31 January 2019 bears out the focussed execution on the turnaround programme, with improvements in continuing operations' revenues and adjusted* EBITDA, and generating operating cashflows before strategic, integration and other irregular items, interest and tax.

Results

A summary of the results compared to the previous year are set out below.

 
                              2019    2018 
                               GBPm    GBPm 
 Continuing operations 
 Revenue                       17.6    16.9 
 Cost of sales                (8.4)   (8.0) 
                             ------  ------ 
 Gross profit                   9.2     8.9 
 Gross profit %                 52%     53% 
 Administrative expenses *    (8.0)   (8.5) 
                             ------  ------ 
 Adjusted* EBITDA               1.2     0.4 
                             ------  ------ 
 Loss after tax               (1.4)   (1.2) 
                             ------  ------ 
 
 Discontinued operations 
 Loss after tax               (0.3)   (1.3) 
                             ------  ------ 
 

*Adjusted for strategic, integration, other irregular items and share-based payment charge

Revenue includes the provision of software and services for the management of geospatial data, as well as a number of recurring revenue contracts from large customers with well-established relationships.

The revenue split is as follows:

 
                                          2019   proportion   2018   proportion 
                                          GBPm                GBPm 
 Licences - own                            1.6       9%        1.2       7% 
 Licences - third-party                    1.2       7%        1.3       8% 
 Services                                  7.8      44%        7.2      42% 
 Support and maintenance - own             5.7      33%        6.2      37% 
 Support and maintenance - third-party     1.3       7%        1.0       6% 
                                         -----               ----- 
                                          17.6                16.9 
                                         -----               ----- 
 

The revenues in the table above for the year ended 31 January 2018 are before the adoption of IFRS 15 'Revenue from Contracts with Customers' ("IFRS 15") and those for the year ended 31 January 2019 are after the adoption of IFRS 15. The main impact of the adoption of IFRS 15 in the year ended 31 January 2019 is a reduction of GBP0.2m in service revenues within the GIS business. These revenues are recognised over time except where the Company does not have a contractual right to receive payment for the services, e.g. until milestones are achieved, in which case the adoption of IFRS 15 has resulted in a step-recognition of these software development service revenues (i.e. at a point in time), as the milestones are achieved, with the related costs recognised at the same time.

Total own licence revenues are up GBP0.4m (33%) from GBP1.2m to GBP1.6m

   --      Up GBP0.7m (150%) in the Solutions business and 
   --      Down GBP0.3m (36%) in the GIS business 

As noted in the CEO review, we changed our licence business model from perpetual to term (subscription) licencing, to build a business based on high-quality, predictable revenue and monetise our software over the long-term.

Third-party licences are down GBP0.1m (8%) from GBP1.3m to GBP1.2m, all of which is attributable to the Solutions business. Our own higher-margin licence revenues have grown as a proportion of total licence revenues, growing from 48% last year to 58% this year.

Before the impact of IFRS 15 adjustments to GIS service revenues (a GBP0.2m decrease as noted above), service revenues have grown GBP0.8m or 11% in the year from GBP7.2m to GBP8.0m and make up the significant proportion of our revenue base at 45% (2018: 42%) of the total. Our GIS business' revenues are in line with the prior year, so the substantial increase in the year's service revenues is attributable to our Solutions business where the major UK Infrastructure client and the Rural Payments Agency make up 35% of all service revenues.

Support and maintenance revenues are down GBP0.5m (8%) from GBP6.2m to GBP5.7m, with GBP0.4m (79%) of the decease attributable to our GIS business and the remaining GBP0.1m decrease attributable to our Solutions business (representing a modest 3% drop-off). With the acquisition of Geomap-Imagis, we should mitigate the drop in the GIS business's support and maintenance revenues, by providing more vertically-focussed business applications on top of the Esri platform, as well as our own vendor-agnostic data management solutions on which support and maintenance revenues are based.

Third-party support and maintenance revenues have shown a 30% improvement from GBP1.0m to GBP1.3m, most of which is in our Solutions business.

The gross profit percentage for the year was down slightly on the prior year, from 53% to 52%. Admin expenses have decreased 6% on the previous year. Overall, the adjusted* EBITDA trading results have improved by GBP0.8m (200%) to GBP1.2m, bearing out our people, our technology and the execution of our strategy.

The resulting overall loss after tax from continuing operations has increased by GBP0.2m to a GBP1.4m loss, and the loss from discontinued operations is GBP0.3m, significantly lower than the prior year loss of GBP1.3m given that the year ended 31 January 2019 saw the tail end of the discontinued operations' activity.

Overall result for the year

 
                                                      2019    2018 
                                                      GBPm    GBPm 
 
 Adjusted* EBITDA                                      1.2     0.4 
 Depreciation                                        (0.1)   (0.2) 
 Amortisation and impairment of intangible assets    (1.8)   (1.5) 
 Share-based payment (charge)/credit                 (0.2)     0.5 
 Strategic, integration and other irregular items    (0.7)   (1.0) 
 Operating loss                                      (1.6)   (1.8) 
 Net finance cost                                    (0.2)   (0.2) 
 Loss before tax                                     (1.8)   (2.0) 
 Tax                                                   0.4     0.8 
                                                    ------  ------ 
 Loss for the year - continuing operations           (1.4)   (1.2) 
 Loss for the year - discontinued operations         (0.3)   (1.3) 
                                                    ------  ------ 
 Result for the year                                 (1.7)   (2.5) 
                                                    ------  ------ 
 

* Adjusted EBITDA is stated net of certain strategic, integration, other irregular costs and share option charge/credit. See note 4 to the Accounts for further information.

Amortisation and impairment of intangible assets

The most significant line item in the classifications below adjusted* EBITDA is the amortisation and impairment of intangible assets. GBP1.8m relates to amortisation (2018: GBP1.6m), there were no impairments (2018: GBP0.4m), and there were no impairment reversals (2018: GBP0.5m). GBP0.2m of the prior year impairment related to the acquired intangibles of Sitemap Ltd, being software that was impaired due to the Group's strategy not currently prioritising resources on this product and the remaining GBP0.2m impairment related to the capitalised development costs of 1Spatial Group due to there being limited sales and pipeline to support their carrying value. The GBP0.5m impairment reversal in the prior year related to capitalised development costs of 1Spatial Belgium, based on the improvement in the company's expected future cashflows. Further details on this are provided in note 6 to the Accounts.

Share-based payment (charge)/credit

The share option charge represents the 'non-cash' charge under IFRS 2 attributable to issuing share options this financial year. Further details of the new 1Spatial employee share plan adopted in the year are provided in note 14 to the Annual Report. The credit in the previous year was due to the effect of leavers in that year.

Strategic, integration and other irregular items

 
                                                         2019    2018 
                                                          GBPm    GBPm 
 Costs associated with corporate transactions 
  and other strategic costs                               0.3     0.1 
 Restructuring and redundancy costs                       0.3     0.9 
 Fees relating to the Employee Share Plan implemented 
  in the year                                             0.1      - 
 Write-off of accrued revenue on settlement of 
  a contractual dispute                                    -      0.1 
 Gain on bargain purchase                                  -     (0.1) 
 (Release of amount payable to)/provision for 
  amount receivable from Sitemap Ltd                       -     (0.0) 
 Total                                                    0.7     1.0 
======================================================  ======  ====== 
 

Given the Group's involvement in corporate transactions, it incurs irregular costs that affect the overall underlying results of the business. Where possible the Group seeks to separate these out along with any other irregular items that the Board believe should be shown separately in this category. A summary of key transactions within this category, are set out above with further details provided in note 4 to the Accounts.

Tax

The tax credit for the Group is GBP0.4m (2018: GBP0.8m). This is largely a result of the Group electing to receive an R&D tax credit in relation to the periods 31 January 2017 and 2018 in the form of cash during the year. The decrease on the prior year is partially due to there being no R&D activity in the year for Storage Fusion Limited and Sitemap Ltd and partially due to there being a lower surrenderable loss on which the current year R&D tax credit for 1Spatial Group Limited is based.

Loss for the year from discontinued operations

The losses for the year from discontinued operations relate to the final costs on the closure of Storage Fusion and the sale of the controlling interest in the Enables IT UK business that occurred in March 2018.

Statement of financial position

Non-current assets

Intangible assets including goodwill

Goodwill and intangible assets decreased by GBP0.3m in the year. The decrease in the year is attributable to GBP1.3m additions to development costs net of amortisation charges of GBP1.8m.

Property, plant and equipment

Property, plant and equipment is unchanged from the prior year as GBP0.1m of additions was offset by GBP0.1m of depreciation charges.

Current assets

Trade and other receivables

Trade and other receivables balances are GBP5.0m at the year-end, a decrease of GBP0.5m on the prior year balance of GBP5.5m. The decrease is attributable mainly to a GBP0.6m decrease in accrued income which has come from balances in 1Spatial Belgium being GBP1.0m in the year ended 31 January 2018 (before any IFRS 15 impact) and only GBP0.3m for the year ended 31 January 2019 (after the impact of IFRS 15 adjustments)

There are a number of contracts with customers in 1Spatial Belgium where software development service revenues were accrued to the balance sheet such that revenue was recognised over time before the adoption of IFRS 15. This revenue recognition pattern is no longer appropriate under IFRS 15, as 1Spatial Belgium does not have a contractual right to receive payment for the services until certain milestones are reached and therefore, on the adoption of IFRS 15, the balance of accrued income decreases as these software development service revenues are step-recognised when milestones are achieved (i.e. revenue is now recognised at a point in time). To achieve the matching principle, the related costs are treated accordingly.

Cash balance

Net funds increased from GBP0.3m in the prior year to GBP6.4m, with GBP8m being raised in the August 2018 placing. The analysis of this is discussed in the cash flow section below.

Current liabilities

Trade and other payables balances are GBP7.9m, a decrease of GBP1.1m on the prior year balance of GBP9m. The main reason for the decrease is a GBP0.7m decrease in deferred income due to the adoption of IFRS 15 in the Group's UK and Belgian subsidiaries (see below) and a GBP0.3m decrease in other taxation and social security balances related to 1Spatial plc.

At 31 January 2018 (before any IFRS 15 impact), the deferred income balance in 1Spatial Group (the UK operation) and 1Spatial Belgium was GBP2.7m and GBP1.5m respectively. At the 31 January 2019 year-end (after the impact of IFRS 15), the deferred income balance in 1Spatial Group (the UK operation) and 1Spatial Belgium has decreased to GBP2.3m and GBP1.2m respectively.

Software licencing revenue in respect of term licences is now satisfied at a point in time rather than being satisfied over time, and therefore upon adoption of IFRS 15, revenue from both perpetual and term licences are recognised in full once the performance obligation has been satisfied. Previously, in the year ended 31 January 2018, revenue from perpetual licences was recognised at a point in time but term licence revenue was recognised over time. Given that the revenue recognition pattern under IFRS 15 is accelerated, this has the impact of decreasing balances of deferred income.

Non-current liabilities

The decrease of GBP0.1m in the deferred tax liability is mainly attributable to the increased amortisation charge in the year.

Share capital and reserves

Share capital and share premium increased by GBP2.3m and GBP5.7m in the year due to the placing in August 2018. Accumulated losses increased GBP1.8m with the loss for the year as noted above, and by a further GBP0.2m to account for the impact of the initial application of IFRS 15 'Revenue from Contracts with Customers'..

Cash flow

The Group had net funds of GBP6.4m (2018: GBP0.3m) after settling the overdraft following receipt of the share issue proceeds in the year.

A cash flow bridge is presented below which reconciles the adjusted* EBITDA to the year-end cash balance. This is a different format to the presentation shown in the Accounts.

Continuing operations' operating activities contributed GBP0.5m to the net cash inflow in the year, before payments for strategic, integration and other irregular items of GBP0.8m, and tax and interest net cash inflows of GBP0.1m brought the net cash outflow in the year to GBP0.2m.

This net cash outflow of GBP0.2m together with continuing operations' net cash used in investing activities totalling GBP1.4m, and continuing operations' net cash generated from investing activities of GBP8.0m resulted in a net cash inflow of GBP6.4m. Discontinued operations' net cash outflows of GBP0.3m offset the net cash inflow from continuing operations of GBP6.4m such that the net cash inflow from all operations in the year is GBP6.1m.

 
                                                       2019 
                                                       GBPm 
Adjusted* EBITDA - continuing operations                1.2 
Working capital movements - continuing operations     (0.7) 
----------------------------------------------------  ----- 
Cash inflow from operating activities - 
 continuing operations                                  0.5 
Payments for strategic, integration and 
 other irregular items                                (0.8) 
Tax and interest net cash inflows                       0.1 
----------------------------------------------------  ----- 
Cash outflow after strategic, integration 
 and other irregular items and after tax 
 and interest net cash inflows - continuing 
 operations                                           (0.2) 
Expenditure on product development and intellectual 
 property capitalised                                 (1.3) 
Expenditure on property, plant and equipment          (0.1) 
----------------------------------------------------  ----- 
Cash outflow after investing activities 
 - continuing operations                              (1.6) 
Net proceeds of share issue                             8.0 
----------------------------------------------------  ----- 
Cash inflow after financing activities - 
 continuing operations                                  6.4 
Net cash outflow - discontinued operations            (0.3) 
Impact of foreign exchange                              0.0 
----------------------------------------------------  ----- 
Net cash inflow - all operations                        6.1 
Opening net funds                                       0.3 
Closing net funds                                       6.4 
 

* Adjusted EBITDA is stated net of certain strategic, integration, other irregular costs and share option charge. See note 4 to the Accounts for further information

Consolidated statement of comprehensive income

For the year ended 31 January 2019

 
                                          Note     2019       2018 
                                                  GBP'000    GBP'000 
---------------------------------------  -----  ---------  --------- 
 Continuing operations 
 Revenue                                  2/3     17,624     16,938 
 Cost of sales                                   (8,449)    (7,994) 
---------------------------------------  -----  ---------  --------- 
 Gross profit                                     9,175      8,944 
 Administrative expenses                         (10,803)   (10,749) 
---------------------------------------  -----  ---------  --------- 
                                                 (1,628)    (1,805) 
 Adjusted* EBITDA                                 1,188       403 
 Less: depreciation                               (141)      (231) 
 Less: amortisation and impairment 
  of intangible assets                     6     (1,785)    (1,474) 
 Less/add: share-based payment 
  (charge)/credit                          14     (218)       538 
 Less: strategic, integration 
  and other irregular items                4      (672)     (1,041) 
---------------------------------------  -----  ---------  --------- 
 Operating loss                                  (1,628)    (1,805) 
 
 Finance income                                     8          36 
 Finance costs                                    (199)      (187) 
---------------------------------------  -----  ---------  --------- 
 Net finance cost                                 (191)      (151) 
 
 
 Loss before tax                                 (1,819)    (1,956) 
 
 Income tax credit                         5       389        753 
 
 Loss for the year from continuing 
  operations                                     (1,430)    (1,203) 
 
 Discontinued operations 
 Loss for the year from discontinued 
  operations (attributable to equity 
  holders of the company)                  9      (270)     (1,255) 
 
 Loss for the year attributable 
  to: 
 Equity shareholders of the Parent               (1,700)    (2,458) 
                                                 (1,700)    (2,458) 
=======================================  =====  =========  ========= 
 
 Other comprehensive (expense)/income 
 Items that may subsequently be 
  reclassified to profit or loss: 
 Actuarial losses arising on defined 
  benefit pension, net of tax                       -         (2) 
 Exchange differences arising 
  on translation of net assets 
  of foreign operations                             80        366 
 Other comprehensive income for 
  the year, net of tax                              80        364 
 Total comprehensive loss for 
  the year                                       (1,620)    (2,094) 
---------------------------------------  -----  ---------  --------- 
 Total comprehensive loss attributable 
  to the 
 equity shareholders of the Parent               (1,620)    (2,094) 
 
 Total comprehensive loss attributable 
  to equity 
 shareholders of the Parent arises 
  from: 
 
   *    Continuing operations                    (1,350)    (1,030) 
 
   *    Discontinued operations                   (270)     (1,064) 
---------------------------------------  -----  ---------  --------- 
                                                 (1,620)    (2,094) 
=======================================  =====  =========  ========= 
 
 
                                            Note     2019       2018 
                                                    GBP'000    GBP'000 
 Loss per ordinary share from 
  continuing and discontinued operations 
  attributable to the owners of 
  the parent during the year (expressed 
  in pence per ordinary share): 
 
 Basic loss per share                               (1.97)     (3.20) 
 From continuing operations                  17     (1.65)     (1.50) 
 From discontinued operations                17     (0.31)     (1.70) 
 
 
 Diluted loss per share                             (1.97)     (3.20) 
 From continuing operations                  17     (1.65)     (1.50) 
 From discontinued operations                17     (0.31)     (1.70) 
 
 
 * Adjusted for strategic, integration, other irregular items 
  (note 4) and share-based payment charge. 
 

Registered company number (England): 5429800

Consolidated statement of financial position

As at 31 January 2019

 
                                         Note     2019       2018 
                                                 GBP'000    GBP'000 
--------------------------------------  -----  ---------  --------- 
 Assets 
 Non-current assets 
 Intangible assets including goodwill     6      10,194     10,540 
 Property, plant and equipment                    285        333 
 Total non-current assets                        10,479     10,873 
--------------------------------------  -----  ---------  --------- 
 
 Current assets 
 Trade and other receivables              7      4,998      5,510 
 Current income tax receivable                    125        221 
 Cash and cash equivalents                8      6,358      1,319 
 Total current assets                            11,481     7,050 
--------------------------------------  -----  ---------  --------- 
 Assets of disposal group classified 
  as held for sale                                 -        1,031 
--------------------------------------  -----  ---------  --------- 
 Total assets                                    21,960     18,954 
--------------------------------------  -----  ---------  --------- 
 
 Liabilities 
 Current liabilities 
 Bank borrowings                                   -       (1,051) 
 Trade and other payables                 10    (7,901)    (9,003) 
 Current income tax liabilities                    -         (32) 
 Provisions                               11       -        (148) 
--------------------------------------  -----  ---------  --------- 
 Total current liabilities                      (7,901)    (10,234) 
--------------------------------------  -----  ---------  --------- 
 
 Non-current liabilities 
 Defined benefit pension obligation              (677)      (635) 
 Deferred tax                             12     (192)      (264) 
 Total non-current liabilities                   (869)      (899) 
--------------------------------------  -----  ---------  --------- 
 Liabilities of disposal group 
  classified as held for sale                      -       (1,031) 
 Total liabilities                              (8,770)    (12,164) 
--------------------------------------  -----  ---------  --------- 
 Net assets                                      13,190     6,790 
======================================  =====  =========  ========= 
 
 Share capital and reserves 
 Share capital                            13     18,971     16,705 
 Share premium account                    13     28,661     22,931 
 Own shares held                          13     (303)      (303) 
 Equity-settled employee benefits 
  reserve                                        2,934      2,716 
 Merger reserve                                  16,030     16,030 
 Reverse acquisition reserve                    (11,584)   (11,584) 
 Currency translation reserve                     304        224 
 Accumulated losses                             (41,346)   (39,452) 
 Purchase of non-controlling interest 
  reserve                                        (477)      (477) 
--------------------------------------  -----  ---------  --------- 
 Total equity attributable to 
  shareholders of the parent                     13,190     6,790 
 Total equity                                    13,190     6,790 
======================================  =====  =========  ========= 
 
 

Consolidated statement of changes in equity

 
 For the year      Share     Share     Own     Equity-settled   Merger      Reverse     Currency        Purchase of     Accumulated   Total equity   Non-controlling    Total 
 ended 31         capital   premium   shares      employee      reserve   acquisition   translation   non-controlling     losses      attributable      interest       equity 
 January 2019               account    held       benefits                  reserve     reserve          interest                          to 
 GBP'000                                          reserve                                                 reserve                     shareholders 
                                                                                                                                         of the 
                                                                                                                                         parent 
---------------  --------  --------  -------  ---------------  --------  ------------  ------------  ----------------  ------------  -------------  ----------------  -------- 
 Balance at 1 
  February 2017   16,449    22,931    (303)        3,254        15,347     (11,584)        (142)             -           (36,992)        8,960             262          9,222 
---------------  --------  --------  -------  ---------------  --------  ------------  ------------  ----------------  ------------  -------------  ----------------  -------- 
 Comprehensive 
 (loss)/income 
 Loss for the 
  year               -         -        -            -             -           -             -               -            (2,458)       (2,458)             -          (2,458) 
 Other 
 comprehensive 
 (loss)/income 
---------------  --------  --------  -------  ---------------  --------  ------------  ------------  ----------------  ------------  -------------  ----------------  -------- 
 Actuarial 
  losses 
  arising on 
  defined 
  benefit 
  pension            -         -        -            -             -           -             -               -              (2)           (2)               -            (2) 
 Exchange 
  differences 
  on 
  translating 
  foreign 
  operations         -         -        -            -             -           -            366              -               -            366               -            366 
---------------  --------  --------  -------  ---------------  --------  ------------  ------------  ----------------  ------------  -------------  ----------------  -------- 
 Total other 
  comprehensive 
  income/(loss)      -         -        -            -             -           -            366              -              (2)           364               -            364 
---------------  --------  --------  -------  ---------------  --------  ------------  ------------  ----------------  ------------  -------------  ----------------  -------- 
 Total 
  comprehensive 
  income/(loss)      -         -        -            -             -           -            366              -            (2,460)       (2,094)             -          (2,094) 
---------------  --------  --------  -------  ---------------  --------  ------------  ------------  ----------------  ------------  -------------  ----------------  -------- 
 Transactions 
 with owners 
 Issue of 
  shares to 
  acquire 
  remaining 
  interest in 
  Sitemap Ltd       56         -        -            -            144          -             -               -               -            200               -            200 
 Acquisition of 
  shares in 
  1Spatial Inc      200        -        -            -            539          -             -             (477)             -            262             (262)           - 
 Recognition of 
  share-based 
  payments           -         -        -          (538)           -           -             -               -               -           (538)              -           (538) 
---------------  --------  --------  -------  ---------------  --------  ------------  ------------  ----------------  ------------  -------------  ----------------  -------- 
                    256        -        -          (538)          683          -             -             (477)             -            (76)            (262)         (338) 
---------------  --------  --------  -------  ---------------  --------  ------------  ------------  ----------------  ------------  -------------  ----------------  -------- 
 
 Balance at 31 
  January 2018    16,705    22,931    (303)        2,716        16,030     (11,584)         224            (477)         (39,452)        6,790              -           6,790 
---------------  --------  --------  -------  ---------------  --------  ------------  ------------  ----------------  ------------  -------------  ----------------  -------- 
 Adjustment on 
  initial 
  application 
  of IFRS 15                                                                                                               (194)         (194)                          (194) 
---------------  --------  --------  -------  ---------------  --------  ------------  ------------  ----------------  ------------  -------------  ----------------  -------- 
 Balance at 31 
  January 2018    16,705    22,931    (303)        2,716        16,030     (11,584)         224            (477)         (39,646)        6,596              -           6,596 
---------------  --------  --------  -------  ---------------  --------  ------------  ------------  ----------------  ------------  -------------  ----------------  -------- 
 Comprehensive 
 loss 
 Loss for the 
  year               -         -        -            -             -           -             -               -            (1,700)       (1,700)             -          (1,700) 
 Other 
 comprehensive 
 (loss)/income 
---------------  --------  --------  -------  ---------------  --------  ------------  ------------  ----------------  ------------  -------------  ----------------  -------- 
 Exchange 
  differences 
  on 
  translating 
  foreign 
  operations         -         -        -            -             -           -            80               -               -             80               -            80 
---------------  --------  --------  -------  ---------------  --------  ------------  ------------  ----------------  ------------  -------------  ----------------  -------- 
 Total other 
  comprehensive 
  income             -         -        -            -             -           -            80               -               -             80               -            80 
---------------  --------  --------  -------  ---------------  --------  ------------  ------------  ----------------  ------------  -------------  ----------------  -------- 
 Total 
  comprehensive 
  (loss)/income      -         -        -            -             -           -            80               -            (1,700)       (1,620)             -          (1,620) 
---------------  --------  --------  -------  ---------------  --------  ------------  ------------  ----------------  ------------  -------------  ----------------  -------- 
 Transactions 
 with owners 
 Issue of share 
  capital, net 
  of share 
  issue costs 
  (note 13)        2,266     5,730      -            -             -           -             -               -               -           7,996              -           7,996 
 Recognition of 
  share-based 
  payments           -         -        -           218            -           -             -               -               -            218               -            218 
---------------  --------  --------  -------  ---------------  --------  ------------  ------------  ----------------  ------------  -------------  ----------------  -------- 
                   2,266     5,730      -           218            -           -             -               -               -           8,214              -           8,214 
---------------  --------  --------  -------  ---------------  --------  ------------  ------------  ----------------  ------------  -------------  ----------------  -------- 
 Balance at 31 
  January 2019    18,971    28,661    (303)        2,934        16,030     (11,584)         304            (477)         (41,346)        13,190             -          13,190 
---------------  --------  --------  -------  ---------------  --------  ------------  ------------  ----------------  ------------  -------------  ----------------  -------- 
 

Consolidated statement of cash flows

For the year ended 31 January 2019

 
                                             Note     2019       2018 
                                                     GBP'000    GBP'000 
 Cash flows from operating activities 
 Cash (used in)/generated from operations    (a)     (749)       245 
 Interest received                                     24         3 
 Interest paid                                       (199)      (170) 
 Tax received                                         410        751 
------------------------------------------  ----- 
 Net cash (used in)/generated from 
  operating activities                               (514)       829 
------------------------------------------  -----  ---------  --------- 
 
 Cash flows from investing activities 
 Acquisition of subsidiary (net 
  of cash acquired)                           16       -          15 
 Disposal of subsidiary                                -         100 
 Purchase of property, plant and 
  equipment                                           (94)       (96) 
 Proceeds from sale of property, 
  plant and equipment                                  -          80 
 Expenditure on product development 
  and intellectual property capitalised             (1,300)    (1,019) 
 Net cash used in investing activities              (1,394)     (920) 
------------------------------------------  -----  ---------  --------- 
 
 Cash flows from financing activities 
 Repayment of borrowings                               -         (5) 
 Net proceeds of share issue                  13     7,996        - 
 Net cash generated from/(used in) 
  financing activities                               7,996       (5) 
------------------------------------------  -----  ---------  --------- 
 
 Net increase/(decrease) in cash 
  and cash equivalents                               6,088       (96) 
 Cash and cash equivalents at start 
  of year                                             268        604 
 Less cash and cash equivalents 
  in assets held for sale                              -        (226) 
 Effects of foreign exchange on 
  cash and cash equivalents                            2         (14) 
------------------------------------------  -----  ---------  --------- 
 Cash and cash equivalents at end 
  of year                                    (b)     6,358       268 
==========================================  =====  =========  ========= 
 

Cash flows of discontinued operations included above

 
                                                   2019       2018 
                                                  GBP'000    GBP'000 
 Net cash generated from operating activities     (141)       101 
 Net cash used in investing activities              -         (33) 
 Total                                            (141)        68 
----------------------------------------------  ---------  --------- 
 

Notes to the consolidated statement of cash flows

(a) Cash (used in)/generated from operations

 
                                              Note     2019       2018 
                                                      GBP'000    GBP'000 
-------------------------------------------  -----  ---------  --------- 
 Loss before tax including discontinued 
  operations                                         (2,085)    (3,424) 
 Adjustments for: 
 Net finance cost                                      175        167 
 Depreciation                                          141        376 
 Amortisation and impairment of intangible 
  assets                                              1,785      1,558 
 Impairment of assets held for sale                     -        1,220 
 Share-based payment charge/(credit)           14      218       (538) 
 Net foreign exchange movement                         (39)       271 
 Loss on disposal of assets held 
  for sale                                              -         199 
 Loss on disposal of property, plant 
  and equipment                                         -          9 
 Gain on bargain purchase                      16       -        (100) 
 (Increase)/decrease in trade and 
  other receivables                                   (184)      2,791 
 Decrease in trade and other payables                 (656)     (2,205) 
 Decrease in provisions                               (148)       (83) 
 Increase in defined benefit pension 
  obligation                                            44         4 
 Cash (used in)/generated from operations             (749)       245 
===========================================  =====  =========  ========= 
 

(b) Reconciliation of net cash flow to movement in net funds

 
                                                            2019              2018 
                                                           GBP'000           GBP'000 
--------------------------------------------  -----  ------------------  ------------- 
 Increase/(decrease) in cash in the 
  year                                                      6,088             (96) 
 Changes resulting from cash flows                          6,088             (96) 
 Less cash and cash equivalents in 
  assets held for sale                                        -              (226) 
 Effect of foreign exchange                                   2               (14) 
 Change in net funds                                        6,090            (336) 
 Net funds at beginning of year                              268              604 
--------------------------------------------  -----  ------------------  ------------- 
 Net funds at end of year                                   6,358             268 
============================================  =====  ==================  ============= 
 
 Analysis of net funds 
 Cash and cash equivalents classified 
  as: 
 Current assets                                             6,358            1,319 
 Bank and other loans                                         -             (1,051) 
--------------------------------------------  -----  ------------------  ------------- 
 Net funds at end of year                                   6,358             268 
============================================  =====  ==================  ============= 
 
 c) Reconciliation of movement in 
  liabilities from financing activities 
                                               Finance leases    Finance leases 
                                                 due within         due after 
                                                   1 year            1 year         Total 
                                                  GBP'000           GBP'000        GBP'000 
 Debt as at 1 February 2017                          11                62             73 
 Cashflows                                          (5)                -             (5) 
 Disposals - finance lease                          (6)               (62)           (68) 
                                              ----------------  ----------------  ---------- 
 Debt as at 31 January 2018                          -                 -              - 
                                              ----------------  ----------------  ---------- 
 Cashflows                                           -                 -              - 
 Debt as at 31 January 2019                          -                 -              - 
                                              ----------------  ----------------  ---------- 
 
 
 

Notes to the financial statements

For the year ended 31 January 2019

   1.   Basis of preparation 

The preliminary information of 1Spatial plc is prepared in accordance with International Financial Reporting Standards (IFRS) and IFRS Interpretations Committee (IFRS IC) interpretations as adopted by the European Union and the Companies Act 2006 applicable to companies reporting under IFRS, and comply with Article 4 of the EU IAS Regulation.

The preliminary information has been prepared on the historical cost basis, except for the revaluation of certain financial instruments. The Group financial statements are presented in Sterling and all values are rounded to the nearest thousand pounds (GBP000) except when otherwise indicated.

The accounting policies adopted in the preparation of the preliminary information are consistent with those followed in the preparation of the financial statements for the year ended 31 January 2018, except for Revenue relating to the year ended 31 January 2019, which is recognised under IFRS 15 'Revenue from Contracts with Customers' (refer note 3) and except for the adoption of IFRS 9 ' Financial Instruments'. The adoption of IFRS 9 from 1 February 2018 changed the accounting policies for the year ended 31 January 2019 but did not result in adjustments to the amounts recognised in the financial statements.

The results shown for the years ended 31 January 2019 and 31 January 2018 are audited. The consolidated financial information contained in this announcement does not constitute statutory accounts within the meaning of Section 434 of the Companies Act 2006. Statutory accounts of the Company in respect of the financial year ended 31 January 2019 were approved by the Board of directors on 13 May 2019 and will be delivered to the Registrar of Companies in due course. The report of the auditors on those accounts was unqualified and did not contain an emphasis of matter paragraph nor any statement under Section 498 of the Companies Act 2006.

   2.   Segmental information 

Management has determined the operating segments based on the reports reviewed by the Board that are used to make strategic decisions.

The United Kingdom is the home country of the Group. For management purposes during the year, the Group was organised into the following operating divisions - Central costs, Geospatial (1Spatial Group including France and Belgium and 1Spatial Inc.) and Cloud (Enables IT and Storage Fusion Limited, which are both included within discontinued operations, and Sitemap). These divisions are the basis on which the Group reports its segmental information. The Geospatial business represents the core 1Spatial business which has offices in the UK (Cambridge), Ireland, France, Belgium, Australia and the USA (Washington DC). The Cloud Services division represents the Enables IT business plus the two smaller businesses operated by the Group, of Storage Fusion Limited and Sitemap. Enables IT and Storage Fusion Limited have been treated as discontinued operations in these financial statements, within the Cloud segment. The Central costs mainly represent costs associated with 1Spatial plc including costs of the Board of Directors and other costs which are not specific to any of the other segments. Examples of cost include the Group accounting function and marketing. It also includes costs associated with being an AIM listed company and other statutory costs including audit fees, as well as the costs incurred in relation to the disposal of Enables IT in the year.

The Board assesses the performance of the operating segments based on a measure of adjusted EBITDA. This measurement basis excludes the effects of strategic, integration and other irregular items from the operating segments.

The segment information provided to the Board for the reportable segments for the year ended 31 January 2019 is as follows:

 
                                        Central    Geospatial    Cloud      Total 
                                          costs      GBP'000     GBP'000    GBP'000 
 31 January 2019                         GBP'000 
 
 Revenue                                   -         17,624        -        17,624 
 Cost of sales                             -        (8,449)        -       (8,449) 
-------------------------------------  ---------  -----------  ---------  --------- 
 Gross profit                              -         9,175         -        9,175 
 
 Total administrative expenses          (1,971)     (8,829)       (3)      (10,803) 
 
 Adjusted EBITDA                        (1,460)      2,651        (3)       1,188 
 Less: depreciation                        -         (141)         -        (141) 
 Less: amortisation and impairment 
  of intangible assets                     -        (1,785)        -       (1,785) 
 Less: share-based payment charge         (53)       (165)         -        (218) 
 Less: strategic, integration 
  and other irregular items              (458)       (214)         -        (672) 
-------------------------------------  ---------  -----------  ---------  --------- 
 Total operating (loss)/profit          (1,971)       346         (3)      (1,628) 
 
 Finance income                            4           4           -          8 
 Finance cost                            (122)        (77)         -        (199) 
-------------------------------------  ---------  -----------  ---------  --------- 
 Net finance cost                        (118)        (73)         -        (191) 
 
 (Loss)/profit before tax               (2,089)       273         (3)      (1,819) 
 Tax                                       -          387          2         389 
-------------------------------------  ---------  -----------  ---------  --------- 
 (Loss)/profit for the year             (2,089)       660         (1)      (1,430) 
 Loss for the year from discontinued 
  operations                             (163)         -         (107)      (270) 
-------------------------------------  ---------  -----------  ---------  --------- 
 (Loss)/profit for the year 
  attributable to: 
 Equity holders of the parent           (2,252)       660        (108)     (1,700) 
                                        (2,252)       660        (108)     (1,700) 
=====================================  =========  ===========  =========  ========= 
 
 
 (Loss)/profit for the year 
  from: 
 - Continuing operations       (2,089)   660    (1)    (1,430) 
 - Discontinued operations      (163)     -    (107)    (270) 
----------------------------  --------  ----  ------  -------- 
                               (2,252)   660   (108)   (1,700) 
============================  ========  ====  ======  ======== 
 
 
                        Central    Geospatial    Cloud      Total 
                          costs      GBP'000     GBP'000    GBP'000 
 31 January 2019         GBP'000 
 Segment assets          3,712       18,146       102       21,960 
 Segment liabilities     (797)      (7,938)       (35)     (8,770) 
---------------------  ---------  -----------  ---------  --------- 
 Segment net assets      2,915       10,208        67       13,190 
=====================  =========  ===========  =========  ========= 
 

The revenue from external parties reported to the Board is measured in a manner consistent with that in the statement of comprehensive income.

The amounts provided to the Board in the year ended 31 January 2019 with respect to total assets and total liabilities are measured in a manner consistent with that of the financial statements. Assets are allocated based on the operations of the segment and the physical location of the asset. Liabilities are allocated based on the operations of the segment.

 
                                              Central    Geospatial    Cloud      Total 
                                                costs      GBP'000     GBP'000    GBP'000 
 31 January 2018                               GBP'000 
 
 Revenue                                         -         16,938        -        16,938 
 Cost of sales                                   -        (7,994)        -       (7,994) 
-------------------------------------------  ---------  -----------  ---------  --------- 
 Gross profit                                    -         8,944         -        8,944 
 
 Total administrative expenses                (1,742)     (8,874)      (133)     (10,749) 
 
 Adjusted EBITDA                              (1,601)      2,035        (31)       403 
 Less: depreciation                             (15)       (215)        (1)       (231) 
 Less: amortisation and impairment 
  of intangible assets                           -        (1,274)      (200)     (1,474) 
 Less: share-based payment credit/(charge)      551         (13)         -         538 
 Less: strategic, integration 
  and other irregular items                    (677)       (463)         99      (1,041) 
-------------------------------------------  ---------  -----------  ---------  --------- 
 Total operating (loss)/profit                (1,742)        70        (133)     (1,805) 
 
 Finance income                                  -           36          -          36 
 Finance cost                                  (124)        (63)         -        (187) 
-------------------------------------------  ---------  -----------  ---------  --------- 
 Net finance cost                              (124)        (27)         -        (151) 
 
 
 (Loss)/profit before tax                     (1,866)        43        (133)     (1,956) 
 Tax                                             -          748          5         753 
-------------------------------------------  ---------  -----------  ---------  --------- 
 (Loss)/profit for the year                   (1,866)       791        (128)     (1,203) 
 Loss for the year from discontinued 
  operations                                   (166)         -        (1,089)    (1,255) 
 (Loss)/profit for the year 
  attributable to: 
 Equity holders of the parent                 (2,032)       791       (1,217)    (2,458) 
                                              (2,032)       791       (1,217)    (2,458) 
===========================================  =========  ===========  =========  ========= 
 
 
 
 (Loss)profit for the year from: 
 - Continuing operations            (1,866)   791    (128)    (1,203) 
 - Discontinued operations           (166)          (1,089)   (1,255) 
---------------------------------  --------  ----  --------  -------- 
                                    (2,032)   791   (1,217)   (2,458) 
=================================  ========  ====  ========  ======== 
 
 
                                     Central    Geospatial    Cloud      Total 
                                       costs      GBP'000     GBP'000    GBP'000 
 31 January 2018                      GBP'000 
 Segment assets                         69        17,632      1,253      18,954 
 Segment liabilities                 (2,705)     (8,382)     (1,077)    (12,164) 
----------------------------------  ---------  -----------  ---------  --------- 
 Segment net (liabilities)/assets    (2,636)      9,250        176       6,790 
==================================  =========  ===========  =========  ========= 
 

The following table provides an analysis of the Group's non-current assets located in all countries in which the entity holds assets.

 
 
                                                  2019        2018 
                                                 GBP'000     GBP'000 
 United Kingdom (being the Company's country 
  of domicile)                                   5,627       6,132 
 Europe                                          2,186       2,235 
 United States                                   2,664       2,501 
 Rest of World                                     2           5 
                                               ---------  ---------- 
                                                 10,479     10,873 
                                               =========  ========== 
 

1Spatial Group has one major customer where revenues exceed 10% of the Group's revenue. This is a UK major Infrastructure company.

The Group's operations are located in the United Kingdom, Europe (Ireland, France and Belgium) the United States and Australia. The following table provides an analysis of the Group's revenue by geographical destination.

 
                      2019           2019          2019 
                    Continuing    Discontinued     Total 
                     GBP'000        GBP'000       GBP'000 
 United Kingdom       7,194            -          7,194 
 Europe               6,298            -          6,298 
 United States        1,964            -          1,964 
 Rest of World        2,168            -          2,168 
                     17,624            -          17,624 
----------------  ------------  --------------  --------- 
 

The following table provides an analysis of the Group's revenue by country of domicile, split, in the case of 2019, by whether the revenue is recognised at a point in time or over time.

 
                          2019           2019          2019 
                        Continuing    Discontinued     Total 
                         GBP'000        GBP'000       GBP'000 
 United Kingdom           7,642            -          7,642 
 At a point in time       1,139            -          1,139 
 Over time                6,503            -          6,503 
--------------------  ------------  --------------  --------- 
 Europe                   6,325            -          6,325 
 At a point in time       1,085            -          1,085 
 Over time                5,240            -          5,240 
--------------------  ------------  --------------  --------- 
 United States            1,964            -          1,964 
 At a point in time        548             -           548 
 Over time                1,416            -          1,416 
--------------------  ------------  --------------  --------- 
 Rest of World            1,693            -          1,693 
 At a point in time        671             -           671 
 Over time                1,022            -          1,022 
--------------------  ------------  --------------  --------- 
                         17,624            -          17,624 
====================  ============  ==============  ========= 
 

The following table provides an analysis of the Group's revenue by category.

 
                        2019           2019          2019        2018           2018          2018 
                      Continuing    Discontinued     Total     Continuing    Discontinued     Total 
                       GBP'000        GBP'000       GBP'000     GBP'000        GBP'000       GBP'000 
 Licences               2,765            -          2,765        2,515            -          2,515 
 Services*              7,813            -          7,813        7,178          1,281        8,459 
 Support 
  and maintenance       7,038            -          7,038        7,228          1,377        8,605 
 Products                 8              -            8           17            2,920        2,937 
                       17,624            -          17,624      16,938          5,578        22,516 
                    ============  ==============  =========  ============  ==============  ========= 
 

*This includes both Professional services revenue and Software development services.

No revenue was recognised in the year from performance obligations satisfied in previous years.

   3.   Adoption of IFRS 15 

The Group adopted IFRS 15 'Revenue from customers' on 1 February 2018 and applied the modified retrospective approach. Comparatives for 2018 have not been restated and the cumulative impact of adoption has been recognised as an increase to accumulated losses with a corresponding decrease in net assets at 1 February 2018 as follows:

 
                                      GBP'000 
 Accumulated losses 
 Revenue from software licences         (314) 
 Revenue from software development 
  services                                564 
 Costs to fulfil a contract              (56) 
    Total impact at 1 February 2018       194 
 
 Current assets 
 Trade and other receivables              675 
 Current liabilities 
 Trade and other payables               (481) 
    Total impact at 1 February 2018       194 
 

The impact of the adoption on the results for the year to 31 January 2019 is set out below:

 
 All GBP'000                            Amounts pre   Transition    In year impact   Amounts as 
                                          IFRS 15      adjustment                     reported 
 Revenue 
 
        *    Licences                         2,784             -             (19)        2,765 
 
        *    Services                         7,601             -              212        7,813 
 
        *    Support and maintenance          7,038             -                -        7,038 
 
        *    Products                             8             -                -            8 
                                             17,431             -              193       17,624 
 Cost of sales                              (8,435)             -             (14)      (8,449) 
 Gross profit                                 8,996             -              179        9,175 
 Income tax                                                                                 389 
 Loss for the 
  year from continuing 
  operations                                                                            (1,430) 
 Loss for the 
  year                                                                                  (1,700) 
 
 Current assets 
 Trade and other 
  receivables                                 5,482         (675)              191        4,998 
 Current liabilities 
 Trade and other 
  payables                                  (8,394)           481               12      (7,901) 
 Non-current 
  liabilities 
 Net assets                                                 (194)              179 
 
   4.   Strategic, integration and other irregular items 

In accordance with the Group's policy for strategic, integration and other irregular items, the following charges were included in this category for the year:

 
                                                           2019       2018 
                                                          GBP'000    GBP'000 
 Costs associated with corporate transactions 
  and other strategic costs                                332        101 
 Restructuring and redundancy costs                        213        946 
 Fees relating to the Employee Share Plan implemented 
  in the year                                               82         - 
 Write-off of accrued revenue on settlement of 
  a contractual dispute                                     -         138 
 Gain on bargain purchase                                   -        (100) 
 (Release of amount payable to)/provision for 
  amount receivable from Sitemap Ltd                        -         (44) 
 Other                                                      45         - 
 Total                                                     672       1,041 
======================================================  =========  ========= 
 

Corporate transactions and other strategic costs comprise broker costs, due diligence and other advisory fees. In addition, and in line with our stated strategy, the Company assessed other potential acquisitions during the year and used various advisers to assist with this process and the overall strategic direction of the Company.

Substantial cost was incurred over the current and prior year to restructure the Group and the Board of Directors and is included within restructuring and redundancy costs.

Following a consultation with a number of major shareholders, the Group established a new 1Spatial employee share plan (the "New Plan") on 4 September 2018 to incentivise management and employees to deliver long-term value creation and align their interests with those of the Company's shareholders. In order to benefit from grants under the New Plan, to the extent employees and management held options granted under the Company's previous share options plans (the EMI Share Option Plan and the Executive Unapproved Share Option Plan, both introduced in 2010, being the "Existing Plans"), individuals were required to surrender and waive their rights to existing share options. Legal fees and IFRS 2 Share-based Payment valuation charges were incurred to effect the new employee share plan.

   5.   Income tax credit 
 
                                              2019       2018 
                                             GBP'000    GBP'000 
 Current tax 
 UK corporation tax on income for year       (156)        - 
 Foreign tax                                   33         49 
 Adjustments in respect of prior years       (194)      (720) 
-----------------------------------------  ---------  --------- 
 Total current tax                           (317)      (671) 
-----------------------------------------  ---------  --------- 
 Deferred tax (note 12) 
 Origination and reversal in temporary 
  differences                                (195)      (111) 
 Adjustments in respect of prior periods      123         - 
 Effect of decreased tax rate on opening 
  deferred tax position                        -          29 
 Total deferred tax                           (72)       (82) 
-----------------------------------------  ---------  --------- 
 
 Total tax credit                            (389)      (753) 
-----------------------------------------  ---------  --------- 
 

Factors affecting the tax credit for the year:

The tax credit for the year is lower (2018: higher) than the standard rate of corporation tax in the UK. The differences are explained below:

 
                                                        2019       2018 
                                                       GBP'000    GBP'000 
 Loss on ordinary activities before tax               (1,819)    (1,956) 
---------------------------------------------------  ---------  --------- 
                                                      (1,819)    (1,956) 
---------------------------------------------------  ---------  --------- 
 
   Loss on ordinary activities before tax 
   multiplied by the effective rate of corporation 
   tax in the UK of 19% (2018: 19.16%)                 (346)      (375) 
 Effect of: 
 Expenses not deductible for tax purposes               114        153 
 Income not taxable                                      -         (40) 
 Overseas tax rates different to UK tax 
  rates                                                  -         (30) 
 Tax losses for which no deferred tax 
  asset was recognised                                   47        202 
 Adjustments in respect of prior years                  (71)      (720) 
 Recognition of deferred tax asset not 
  previously recognised                                (125)        - 
 Differences in tax rates applicable to 
  overseas subsidiaries                                 (8)         57 
---------------------------------------------------  ---------  --------- 
 Total credit for year                                 (389)      (753) 
---------------------------------------------------  ---------  --------- 
 

The adjustment in respect of prior years arose due to the Group electing to receive an R&D tax credit in relation to the periods 31 January 2017 and 2018 in the form of cash during the year.

Changes to the UK corporation tax rates were substantively enacted as part of the Finance Bill 2015 (on 26 October 2015) and Finance Bill 2016 (on 7 September 2016). These changes included amongst other things, the reduction in the main rate of UK corporation tax to 19% with effect from 1 April 2017 and to 17% with effect from 1 April 2020, so the relevant deferred tax balances have been measured at 17% for the current year-end (2018: 17%).

   6.   Intangible assets including goodwill 
 
                        Goodwill    Brands    Customers    Software   Development   Website    Intellectual    Total 
                                                  and                    costs        costs      property 
                                                related 
                                               contracts 
                         GBP'000    GBP'000     GBP'000     GBP'000     GBP'000      GBP'000      GBP'000      GBP'000 
 Cost 
 At 1 February 2018      16,008      232        2,847       4,420       13,737         30           51         37,325 
 Additions                 -          -           -           -          1,285         -            15         1,300 
 Effect of foreign 
  exchange                153         -          (4)          1          (10)          -            -           140 
--------------------- 
 At 31 January 2019      16,161      232        2,843       4,421       15,012         30           66         38,765 
---------------------  ---------  ---------  -----------  ---------  ------------  ---------  -------------  --------- 
 
 Accumulated 
 impairment 
 and amortisation 
 At 1 February 2018      11,511      142        2,582       3,625        8,893         30           2          26,785 
 Amortisation - 
  continuing 
  operations               -          23         176         228         1,353         -            5          1,785 
 Effect of foreign 
  exchange                 22         -          (4)         (3)         (14)          -            -            1 
 At 31 January 2019      11,533      165        2,754       3,850       10,232         30           7          28,571 
---------------------  ---------  ---------  -----------  ---------  ------------  ---------  -------------  --------- 
 Net book amount 
  at 
  31 January 2019        4,628        67          89         571         4,780         -            59         10,194 
=====================  =========  =========  ===========  =========  ============  =========  =============  ========= 
 

Included in the Development costs of the 1Spatial France and Belgium CGU are costs relating to a GIS "Kernel" (core) element and costs relating to a "Business Applications" element, totalling GBP2 million. Impairment tests have been performed to assess the carrying values of this CGU's GIS Kernel and Business Applications development cost.

The key assumptions used in the value in use calculations were the pre-tax discount rate applied (17.2%) and growth assumptions. The 1Spatial France and Belgium CGU has forecast sales and corresponding costs for the year ending 31 January 2020 to decrease by 3% and 6% respectively. One of the main assumptions used in calculating this CGU's value in use is the annual decrease in the revenue and related staff costs of the GIS Kernel, which has been forecast to decrease by 1.5% per year. An impairment to the 1Spatial France and Belgium CGU's GIS Kernel of GBP45,000 would arise if the annual decrease applied in the main assumptions was 2% instead of 1.5%.

 
                        Goodwill    Brands    Customers    Software   Development   Website    Intellectual    Total 
                                                  and                    costs        costs      property 
                                                related 
                                               contracts 
                         GBP'000    GBP'000     GBP'000     GBP'000     GBP'000      GBP'000      GBP'000      GBP'000 
 Cost 
 At 1 February 2017      16,409      232        3,660       4,195       12,632         30           40         37,198 
 Arising on 
  acquisition              -          -           -          200           -           -            -           200 
 Additions                 -          -           -           -          1,005         -            11         1,016 
 Reclassified as 
  held for sale          (480)        -         (850)         -            -           -            -         (1,330) 
 Effect of foreign 
  exchange                 79         -           37          25          100          -            -           241 
--------------------- 
 At 31 January 2018      16,008      232        2,847       4,420       13,737         30           51         37,325 
---------------------  ---------  ---------  -----------  ---------  ------------  ---------  -------------  --------- 
 Accumulated 
 impairment 
 and amortisation 
 At 1 February 2017      11,432      119        2,499       3,171        7,979         30           -          25,230 
 Reclassified as 
  held for sale            -          -         (213)         -            -           -            -          (213) 
 Amortisation - 
  continuing 
  operations               -          23         179         246         1,139         -            2          1,589 
 Amortisation - 
  discontinued 
  operations               -          -           85          -            -           -            -            85 
 Impairment - 
  continuing 
  operations               -          -           -          183          186          -            -           369 
 Reversal of 
  Impairment 
  - continuing 
  operations               -          -           -           -          (484)         -            -          (484) 
 Effect of foreign 
  exchange                 79         -           32          25          73           -            -           209 
 At 31 January 2018      11,511      142        2,582       3,625        8,893         30           2          26,785 
---------------------  ---------  ---------  -----------  ---------  ------------  ---------  -------------  --------- 
 Net book amount 
  at 
  31 January 2018        4,497        90         265         795         4,844         -            49         10,540 
=====================  =========  =========  ===========  =========  ============  =========  =============  ========= 
 

The net book amount of development costs includes GBP4,780,000 (2018: GBP4,844,000) internally generated capitalised software development costs that meet the definition of an intangible asset. The amortisation charge of GBP1,785,000 (2018: GBP1,674,000) is included in the administrative expenses in the statement of comprehensive income.

Impairment tests for goodwill

Goodwill is allocated to the Group's cash-generating units (CGUs). The basis of the allocation is made to those CGUs that are expected to benefit from the business combination in which the goodwill arose, identified according to operating segment. Although the 1Spatial and the 1Spatial France/Belgium CGUs are both in the Geospatial segment, they use different technologies and generate largely independent cash flows. A summary of the goodwill allocation is presented below.

 
                                     2019                                          2018 
                                         1Spatial                                      1Spatial 
                  Enables                 France                Enables                 France 
                     IT      1Spatial    / Belgium    Total        IT      1Spatial    / Belgium    Total 
 Goodwill         GBP'000     GBP'000     GBP'000     GBP'000    GBP'000    GBP'000     GBP'000     GBP'000 
 Opening 
  carrying 
  value              -        4,493         4         4,497       480       4,493         4         4,977 
 Reclassified 
  as held 
  for sale           -          -           -           -        (480)        -           -         (480) 
 Effect of 
  foreign 
  exchange                     131          -          131         -          -           -           - 
 Closing 
  carrying 
  value              -        4,624         4         4,628        -        4,493         4         4,497 
                ==========  =========  ===========  =========  =========  =========  ===========  ========= 
 

Basis for calculation of recoverable amount

The Group has prepared, and formally approved, a five-year plan for each CGU. The detailed plan put together by the management team and the Board makes estimates for revenue and gross profit expectations. This is from both contracted and pipeline revenue streams. It also takes account of historical success of winning new work and has been prepared in accordance with IAS 36, 'Impairment of Assets'.

The key assumptions used in the value in use calculations were the pre-tax discount rates applied (17.2%) for all CGUs and the growth assumptions for each CGU. 1Spatial (excluding France and Belgium) has forecast growth in sales and corresponding costs for the year ending 31 January 2020 of 16% and 9% respectively. Growth is forecast at 10% for the following three years, 5% in year four and 2% thereafter.

The rates used in the above assumptions are consistent with management's knowledge of the industry and strategic plans going forward. The assumptions noted above have been given in terms of revenue and overhead percentage growth. For 2020 and subsequent years, the assumption has been provided in terms of growth on the prior year EBIT. The terminal growth rate of 2% for 1Spatial does not exceed the long-term growth rate for the business in which the CGUs operate. Discount rates used are pre-tax and reflect specific risks relating to the relevant segments. The forecasts are most sensitive to changes in revenue and overhead assumptions (taken together as the EBIT). However, there are no major changes to the key assumptions which would cause the goodwill associated with 1Spatial CGUs to be impaired.

   7.   Trade and other receivables 
 
                                              2019       2018 
 Current                                     GBP'000    GBP'000 
 Trade receivables                           2,545      2,412 
 Less: provision for impairment of trade 
  receivables                                 (13)       (38) 
-----------------------------------------  ---------  --------- 
                                             2,532      2,374 
 Other taxes and social security              102         38 
 Other receivables                           1,106      1,351 
 Prepayments and accrued income              1,258      1,747 
                                             4,998      5,510 
-----------------------------------------  ---------  --------- 
 

The fair value of the Group's trade receivables and other receivables is the same as its book value stated above. No interest is charged on overdue receivables.

At 31 January 2019, trade receivables of GBP1,844,000 (2018: GBP1,961,000) were fully performing. The Group has provided fully for all receivables which are not considered recoverable. Before accepting any new customer, the Group assesses the potential customer's credit quality and defines credit limits by customer.

At 31 January 2019, trade receivables of GBP683,000 (2018: GBP413,000) were past due but not impaired. The ageing analysis of these customers is set out below. There has been no change in the credit quality of these balances; they relate to customers where there is no history of default and are still considered fully recoverable.

 
                             2019       2018 
                            GBP'000    GBP'000 
 Up to 3 months overdue      510        315 
 3 to 6 months overdue        80         35 
 6 to 12 months overdue       63         19 
 > 12 months overdue          30         44 
------------------------ 
                             683        413 
------------------------  ---------  --------- 
 

As of 31 January 2019, trade receivables of GBP13,000 were impaired (2018: GBP38,000) and provided for.

The ageing of these receivables is as follows:

 
                             2019       2018 
                            GBP'000    GBP'000 
 Up to 3 months overdue       -          - 
 3 to 6 months overdue        -          - 
 6 to 12 months overdue       -          - 
 > 12 months                  13         38 
                              13         38 
------------------------  ---------  --------- 
 

Movements on the Group provision for impairment of trade receivables are as follows:

 
                               2019       2018 
                              GBP'000    GBP'000 
 At 1 February                  38        626 
 Creation of provision          -          6 
 Utilisation of provision      (25)      (594) 
 At 31 January                  13         38 
--------------------------  ---------  --------- 
 

The creation of the provision for impaired receivables has been included in administrative expenses in the statement of comprehensive income.

Other Receivables at 31 January 2019 includes GBP614,000 of costs incurred to obtain or fulfil a contract. Prepayments and accrued income includes contract assets of GBP616,000, no loss allowance was recorded against such assets.

Accrued income, or contract assets have decreased by GBP641,000 from GBP1,257,000 at 1 February 2018 to GBP616,000 at 31 January 2019 as the Group's Belgian subsidiary previously recognised revenue (and accrued revenue) for services under IAS 18. There are a number of contracts with customers in 1Spatial Belgium where software development service revenues were accrued to the balance sheet such that revenue was recognised over time before the adoption of IFRS 15. This revenue recognition pattern is no longer appropriate under IFRS 15, as 1Spatial Belgium does not have a contractual right to receive payment for the services until certain milestones are reached and therefore, on the adoption of IFRS 15, the balance of accrued income decreases as these software development service revenues are recognised on an output basis, i.e. when the relevant milestones are achieved. To achieve the matching principle, the related costs are treated accordingly.

The other classes within trade and other receivables do not contain impaired assets and the Group expects to recover these in full. There are no financial assets whose terms have been renegotiated that would otherwise be past due or impaired.

The maximum exposure to credit risk at the reporting date is the carrying value of each class of receivable noted above and contract assets amounting to GBP616,000. The Group does not hold any collateral as security.

   8.   Cash and cash equivalents 
 
                               2019       2018 
                              GBP'000    GBP'000 
 Cash at bank and in hand     6,358      1,319 
                              6,358      1,319 
--------------------------  ---------  --------- 
 

The fair value of the Group's cash and cash equivalents is the same as its book value stated above.

   9.   Discontinued operations 

Enables IT Group Limited

Enables IT Group Limited, and its wholly owned subsidiary Enables IT Limited, was sold on 15 March 2018 to the management of the company. Its results were as follows:

 
                                                        2019        2018 
                                                       GBP'000     GBP'000 
 Revenue                                                  -        5,442 
 Expenses                                                 -       (5,258) 
 Profit before tax of discontinued operations             -         184 
 Tax                                                      -          16 
---------------------------------------------------  ----------  --------- 
 Profit after tax of discontinued operations              -         200 
---------------------------------------------------  ----------  --------- 
 Pre-tax result recognised on re-measurement of 
  assets of disposal group                                -       (1,220) 
 Tax                                                      -          - 
---------------------------------------------------  ----------  --------- 
 After tax result recognised on the re-measurement 
  of assets of disposal group                             -       (1,220) 
---------------------------------------------------  ----------  --------- 
 (Loss)/profit for the year from discontinued 
  operations                                              -       (1,020) 
---------------------------------------------------  ----------  --------- 
 

Included within 1Spatial plc are expenses attributable to the discontinued operations of Enables IT amounting to GBP163,000.

Enables IT Inc.

Enables IT Inc. was sold in the prior year, on 3 March 2017, to the management of the company for deferred cash consideration of GBP100,000 due in instalments between March 2019 and December 2019. Its results were as follows:

 
                                                        2019       2018 
                                                       GBP'000    GBP'000 
 Revenue                                                 -         137 
 Expenses                                              (100)      (395) 
 Loss before tax of discontinued operations            (100)      (258) 
 Tax                                                     -          - 
---------------------------------------------------  ---------  --------- 
 Loss after tax of discontinued operations             (100)      (258) 
---------------------------------------------------  ---------  --------- 
 Pre-tax result recognised on re-measurement of 
  asset of disposal group                                -          9 
 Tax                                                     -          - 
---------------------------------------------------  ---------  --------- 
 After tax result recognised on the re-measurement 
  of assets of disposal group                            -          9 
---------------------------------------------------  ---------  --------- 
 Loss for the year from discontinued operations        (100)      (249) 
---------------------------------------------------  ---------  --------- 
 

Storage Fusion Limited

Storage Fusion Limited's trade was discontinued in December 2016. Its results were as follows:

 
                                                         2019       2018 
                                                        GBP'000    GBP'000 
 Revenue                                                  -          - 
 Expenses                                                (7)        (15) 
 Loss before tax of discontinued operations               -         (15) 
 Tax                                                      -         195 
----------------------------------------------------  ---------  --------- 
 (Loss)/profit after tax of discontinued operations      (7)        180 
----------------------------------------------------  ---------  --------- 
 Pre-tax result recognised on re-measurement of 
  assets of disposal group                                -          - 
 Tax                                                      -          - 
----------------------------------------------------  ---------  --------- 
 After tax result recognised on the re-measurement 
  of assets of disposal group                             -          - 
----------------------------------------------------  ---------  --------- 
 (Loss)/profit for the year from discontinued 
  operations                                             (7)        180 
----------------------------------------------------  ---------  --------- 
 

10. Trade and other payables

 
 Current 
                                         2019       2018 
                                        GBP'000    GBP'000 
 Trade payables                         1,439      1,437 
 Other taxation and social security     1,766      2,055 
 Other payables                          441        552 
 Accrued liabilities                     621        631 
 Deferred income                        3,634      4,328 
                                        7,901      9,003 
------------------------------------  ---------  --------- 
 

The Directors consider that the book value of trade payables, taxation, other payables, accrued liabilities and deferred income approximates to their fair value at the reporting date.

Deferred income relates to contract liabilities. At 31 January 2018 (before any IFRS 15 impact), the deferred income balance in 1Spatial Group (the UK operation) and 1Spatial Belgium was GBP2.7m and GBP1.5m respectively. At the 31 January 2019 year-end (after the impact of IFRS 15), the deferred income balance in 1Spatial Group (the UK operation) and 1Spatial Belgium has decreased to GBP2.3m and GBP1.2m respectively, which accounts for the majority of the difference.

Software licencing revenue in respect of term licences is now satisfied at a point in time rather than being satisfied over time, and therefore upon adoption of IFRS 15, revenue from both perpetual and term licences are recognised in full once the performance obligation has been satisfied. Previously, in the year ended 31 January 2018, revenue from perpetual licences was recognised at a point in time but term licence revenue was recognised over time. Given that the revenue recognition pattern under IFRS 15 is accelerated, this has the impact of decreasing balances of deferred income.

11. Provisions

 
                             Total 
                             GBP'000 
 At 1 February 2018           148 
 Amounts utilised during 
  the year                   (148) 
 At 31 January 2019            - 
-------------------------  --------- 
 Current                       - 
 Non-current                   - 
-------------------------  --------- 
 

Restructuring provision

The restructuring provision represented the cost of employee terminations in the year and had been classified as a provision as there was uncertainty over the timing and amount of settlement of the future obligation. The balance has been fully utilised in the year.

12. Deferred tax

The following are the major deferred tax liabilities and assets recognised by the Group and movements thereon during the current year and prior reporting years.

 
                                 Property,                                                        Other 
                                    plant                       Accelerated                      temporary 
                                and equipment   Tax losses    tax depreciation   Intangibles    differences    Total 
                                   GBP'000        GBP'000         GBP'000          GBP'000        GBP'000      GBP'000 
 At 1 February 2017                  35           (371)             14               743            -           421 
 Acquired in the year 
  (under business 
  combination)                       -              -                -               34             -            34 
 Deferred tax 
  charge/(credit) 
  for year in profit 
  or loss - continuing 
  operations                         -             (55)             16              (43)            -           (82) 
 Deferred tax charge 
  for year in profit 
  or loss - discontinuing 
  operations                        (35)            -                -              (14)            -           (49) 
 Disposals in the 
  year                               -              -                -              (60)            -           (60) 
----------------------------  ---------------  -----------  ------------------  ------------  -------------  --------- 
 At 1 February 2018                  -            (426)             30               660            -           264 
 Deferred tax 
  charge/(credit) 
  for year in profit 
  or loss - continuing 
  operations                         -              21              (8)             (74)           (11)         (72) 
 At 31 January 2019                  -            (405)             22               586           (11)         192 
----------------------------  ---------------  -----------  ------------------  ------------  -------------  --------- 
 

Deferred income tax assets are recognised against tax loss carry-forwards to the extent that the realisation of the related tax benefit through future taxable benefits is probable. The Group did not recognise deferred tax assets of GBP2,949,000 (2018: GBP2,598,000) in respect to losses amounting to GBP14,771,000 (2018: GBP15,207,000) that can be carried forward against future taxable income, on the grounds that their utilisation is not probable.

The deferred tax balance is analysed as follows:

 
                                 Deferred tax   Deferred tax    Total 
                                     asset        liability     GBP'000 
                                    GBP'000        GBP'000 
 Recoverable within 12 months         -             221          221 
 Recoverable after 12 months          -             388          388 
 Settled within 12 months            (23)            -           (23) 
 Settled after 12 months            (394)            -          (394) 
------------------------------  -------------  -------------  --------- 
                                    (417)           609          192 
------------------------------  -------------  -------------  --------- 
 

13. Share capital, share premium account and own shares held

 
                                       2019          2018 
 Allotted and fully paid               Number        Number 
 Ordinary shares of 10p/1p each*    99,031,889    763,652,144 
 Deferred shares of 4p each         226,699,878   226,699,878 
 

*On 21 August 2018 a share consolidation, being the consolidation of every 10 existing ordinary shares of 1 penny each into one consolidated ordinary share of 10 pence each, was approved at a General Meeting.

Also approved at the General Meeting was the proposed placing of 22,666,675 shares at a price of 37.5 pence per share, raising GBP7,996,000 (net of expenses) for the Company. After the placing, the Company has 99,031,889 ordinary shares in issue with 319,635 held in treasury. Therefore, the total number of voting rights in the Company is 98,712,254.

 
 Rights of shares 
 
  Ordinary shares 
  The ordinary shares all rank pari passu, have the right to participate 
  in dividends and other distributions made by the Company, and 
  to receive notice of, attend and vote at every general meeting 
  of the Company. On liquidation, ordinary shareholders are entitled 
  to participate in the assets available for distribution pro rata 
  to the amount credited as paid up on such shares (excluding any 
  premium). 
 
  Deferred shares 
  The deferred shares do not carry voting rights or a right to 
  receive a dividend. The holders of deferred shares will not have 
  the right to receive notice of any general meeting of the Company, 
  nor have any right to attend, speak or vote at any such meeting. 
  The deferred shares will also be incapable of transfer (other 
  than to the Company). In addition, holders of deferred shares 
  will only be entitled to a payment on a return of capital or 
  on a winding up of the Company after each of the holders of ordinary 
  shares has received a payment of GBP1,000,000 in respect of each 
  ordinary share. Accordingly, the deferred shares will have no 
  economic value. No application will be made for the deferred 
  shares to be admitted to trading on AIM nor to trading on any 
  other stock or investment exchange. 
                              Number         Allotted,      Share     Own shares 
                             of shares         called       premium       held 
                                               up and       account     GBP'000 
                                               fully        GBP'000 
                                            paid shares 
                                              GBP'000 
 At 1 February 2017         964,835,436       16,449        22,931       (303) 
 Issue of shares            25,516,586          256           -            - 
 At 31 January 2018         990,352,022       16,705        22,931       (303) 
------------------------  --------------  --------------  ---------  ------------ 
 Share consolidation*       303,065,092          -            -            - 
------------------------  --------------  --------------  ---------  ------------ 
 Issue of shares            22,666,675         2,266        6,234          - 
 Share issue costs               -               -          (504)          - 
------------------------  --------------  --------------  ---------  ------------ 
 At 31 January 2019         325,731,767       18,971        28,661       (303) 
------------------------  --------------  --------------  ---------  ------------ 
 

*See above concerning the share consolidation in the year.

For details of the Group's share option scheme, refer to note 14.

Own shares

As a result of the disposal of Avisen (Pty) SA Limited on 14 July 2010, 3,500,000 shares with a nominal value of 5p each were purchased and held in treasury. The consideration paid was GBP306,000. On 28 November 2011, the Company sub-divided its existing share capital of 5p shares into 1p ordinary shares and 4p deferred shares. 303,644 shares were used to satisfy the exercise of share options by an employee in the year to 31 January 2017. At 31 January 2018 the Group had 3,196,356 ordinary shares of 1p and 3,500,000 deferred shares of 4p. Following the share consolidation in August 2018 the Group had 319,635 ordinary shares of 10p and 3,500,000 deferred shares of 4p.

14. Share-based payments

The total charge for the year relating to share-based payment plans was GBP218,000 (2018: credit of GBP538,000).

Following a consultation with a number of major shareholders, the Group established a new 1Spatial employee share plan (the "New Plan") on 4 September 2018 to incentivise management and employees to deliver long-term value creation and align their interests with those of the Company's shareholders. In order to benefit from grants under the New Plan, to the extent employees and management held options granted under the Company's previous share options plans (the EMI Share Option Plan and the Executive Unapproved Share Option Plan, both introduced in 2010, being the "Existing Plans"), individuals were required to surrender and waive their rights to existing share options.

Since the new share options (at the grant date of the new share options) were identified as a replacement for the cancelled share options, the principles of modification accounting in accordance with IFRS 2 paragraph 28(c) are applied. To apply modification accounting, the Company identifies the new share options granted as a replacement for cancelled share options on the date on which the new share options are issued. When modification accounting is applied, the Company accounts for any incremental fair value in addition to the grant-date fair value of the original award. In the case of a replacement, the incremental fair value is the difference between the fair value of the replacement award and the net fair value of the cancelled award, both measured at the date on which the replacement award is issued. The "net fair value" is the fair value of the cancelled award measured immediately before the cancellation, less any payment made to the employees on cancellation. In relation to the original award, the amount that would otherwise have been recognised for services over the remainder of the vesting period is accelerated and immediately recognised.

Awards under the New Plan ("Potential Awards") are structured as;

(a) options to acquire Ordinary Shares with an exercise price equal to the closing market price of the Ordinary Shares on the day prior to the date of grant ("Options"); and

(b) long-term incentive plan awards (" LTIP Award "), being options exercisable, or options to acquire Ordinary Shares for nil consideration.

Option Awards

Options with an exercise price per share of GBP0.465 were granted over a total of 5,216,301 Ordinary Shares. Such Options were granted to certain employees, members of the senior management team and to the Executive Directors of the Company. Generally, Options will vest as to 25% of the shares subject to the Option on the second anniversary of the date of grant, as to a further 25% of the Ordinary Shares on the third anniversary of the date of grant and as to the balance on the fourth anniversary of the date of grant. Options granted to employees outside of the UK may, in order to benefit from tax favourable treatment, vest in equal tranches on the third and fourth anniversaries of the date of grant.

LTIP Awards

In addition, the Remuneration Committee has discretion as to vesting conditions and holding periods in respect of Potential Awards, however with respect to the initial awards, it is expected that LTIP Awards will vest in full on the third anniversary of the date of grant and be subject to an additional one year holding period, with vesting subject to the achievement of the Group's adjusted EBITDA and share price performance targets over the three year period from the date of grant to vesting. 50% of the shares subject to an LTIP Award are subject to EBITDA growth targets and the remaining 50% of the shares are subject to a share price target. In relation to the initial grant of the LTIP Awards, it is proposed that:

- 50% of the shares subject to the EBITDA target will vest if the adjusted EBITDA for the year ending 31 January 2021 (the "2021 EBITDA") exceeds GBP2m, 75% of such shares will vest if the 2021 EBITDA exceeds GBP2.5m and 100% of such shares will vest if the 2021 EBITDA exceeds GBP3m; and

- 50% of the shares subject to the share price target will vest if the share price following the Company's Annual General Meeting in 2021 (expected to be the end of May 2021) (the "2021 Share Price") exceeds GBP0.80, 75% of such shares will vest if the 2021 Share Price exceeds GBP1.00 and 100% of such shares will vest if the 2021 Share Price is GBP1.20 or more.

The fair value per award granted and the assumptions used in the calculation are shown in the table below.

 
 Grant date                                              4 September 2018 
------------------------------  ----------------------------------------------------------------- 
                                                 LTIP Awards                     Option Awards 
                                 50% share     50% EBITDA     1-year holding   Service conditions 
                                    price                         period 
 Option pricing model            Stochastic   Black-Scholes      Finnerty        Black-Scholes 
 Share price at grant              46.5p          46.5p           46.5p              46.5p 
 Exercise price                      0p            0p               0p               46.5p 
                                -----------  --------------  --------------- 
 Number of option holders                             8                                45 
 Number of awards granted                         1,846,895                        5,216,301 
                                -------------------------------------------- 
 Vesting period (years)              3              3              N/A                2-4 
                                                                                    60.42% - 
 Expected volatility               58.38%          N/A            40.94%             61.07% 
 Option life (years)                 10            10               10                 10 
 Expected life (years)               3              3               1                6 - 7 
 Risk-free rate                     N/A            N/A            0.89%          1.08% - 1.14% 
 Expected dividends expressed 
  as a dividend yield                0%            0%               0%                 0% 
                                                                 17.8p - 
 Fair value                        19.7p          46.5p            42.2p         25.9p - 26.7p 
 

For the LTIP Awards subject to a market condition, expected volatility is calculated over the period of time commensurate with the remainder of the performance period immediately prior to the date of grant. For the LTIP Awards subject to a non-market condition, expected volatility has no impact on the core value of an award with no exercise price or no market condition. In the Finnerty model, the expected volatility was calculated over the period commensurate with the holding period immediately prior to the date of the grant. For the Option Awards with service conditions, the expected volatility was calculated over the period of time commensurate with the expected award term immediately prior to the date of the grant.

A reconciliation of options over the year to 31 January 2019 is shown below:

 
                                            2019                            2018 
                                                Weighted                         Weighted 
                                  Number     average exercise      Number     average exercise 
                                                  price                            price 
-----------------------------  -----------  -----------------  ------------  ----------------- 
Outstanding brought forward    27,560,227         5.5p          71,365,230         4.0p 
Outstanding brought forward, 
 adjusted for the 10 for 
 1 share consolidation (note 
 13)                            2,756,022          54.9p            -                - 
Granted during the year         7,063,196         34.3p             -                - 
Lapsed during the year              -               -          (6,500,000)         1.0p 
Cancelled during the year      (2,469,985)        53.0p             -                - 
Forfeited during the year       (286,037)         71.2p        (37,305,003)        4.12p 
Outstanding carried forward     7,063,196         34.3p         27,560,227         5.5p 
=============================  ===========  =================  ============  ================= 
Exercisable as at 31 January        -               -           27,389,667         5.5p 
=============================  ===========  =================  ============  ================= 
 

The weighted average remaining contractual life of share options outstanding at the end of the year was 9.6 years (2018: 5.6 years). The exercise prices of the outstanding options range between 0p and 46.5p.

15. Share warrants

A reconciliation of warrants over the year to 31 January 2019 is shown below:

 
                                                 Number        Weighted 
                                                            average exercise 
                                                                 price 
Outstanding brought forward                     5,054,762        6.00p 
Impact of share consolidation during the year 
 *                                               505,476        60.00p 
Expired during the year                         (505,476)       60.00p 
----------------------------------------------  ---------  ----------------- 
Outstanding carried forward                         -              - 
==============================================  =========  ================= 
 

*On 21 August 2018 a share consolidation, being the consolidation of every 10 existing ordinary shares of 1 penny each into one consolidated ordinary share of 10 pence each, was approved at a General Meeting.

The share warrants expired on 13 June 2018.

16. Business combinations

Post year-end

On 7 May 2019, the Company entered into two share purchase agreements (each a "SPA") to acquire the entire issued share capital of Geomap-Imagis Participations ("Geomap-Imagis") (the "Acquisition"), for a total consideration of EUR7.0m (the "Consideration"). As at 6 May 2019, Geomap-Imagis had net cash of approximately EUR1.9m.

The first SPA, between 1Spatial plc, its wholly owned subsidiary 1Spatial France SAS ("1Spatial France"), and certain individual shareholders (the "Majority Vendors"), relates to 80 per cent. of the voting rights of Geomap-Imagis (the "Majority SPA") and the second SPA, between 1Spatial France and Esri France, relates to the remaining 20 per cent. of the voting rights of Geomap-Imagis (the "Esri SPA"). The SPAs have been entered into concurrently and are inter-conditional.

Under the terms of the Majority SPA, the Group shall pay to the Majority Vendors total consideration of EUR5,600,136, of which EUR4,433,137 is to be satisfied in cash (the "Majority Cash Consideration") by 1Spatial France with the balance of EUR1,166,999 to be satisfied by the issue by 1Spatial plc of new ordinary shares in the capital of the Company (the "Consideration Shares").

Of the Majority Cash Consideration, EUR4,024,135 is to be paid by 1Spatial France to the Majority Vendors immediately upon completion of the Acquisition ("Completion"), with the balance of EUR409,002 to be held in escrow until the first anniversary of Completion.

Of the consideration to be satisfied by the issue of the Consideration Shares, EUR726,459 will be satisfied immediately upon Completion and the balance of EUR440,540 will be satisfied on 30 March 2023. Accordingly, the Company has issued, conditional on Completion, 1,902,686 new ordinary shares (the "Initial Consideration Shares") at an effective price of 32.68 pence per Initial Consideration Share. The Initial Consideration Shares are subject to a lock up obligation until 31 December 2021.

Under the terms of the Esri SPA, 1Spatial France shall pay cash consideration of EUR1.4 million; half upon Completion (the "First Instalment") and half no later than 13 months following the Completion date (the "Second Instalment"). 1Spatial has granted a guarantee to Esri France to secure the payment of the Second Instalment.

Alongside and in conjunction with the Acquisition, 1Spatial France and 1Spatial Belgium ("1Spatial Europe") have entered into a new partnership agreement with Esri Inc. ("Esri") (the "Partnership Agreement"). The combination of the Partnership Agreement and Acquisition is expected to significantly benefit the Company's existing European customers in providing them with access to Esri's market leading global GIS platform.

In addition to being immediately earnings enhancing, the Acquisition offers a combination of specialised vertical business applications and significant know-how in the Group's target sectors, which can be delivered through the combination of 1Spatial Europe and Geomap-Imagis

 
                                                               GBP'000 
 Majority Cash Consideration - on completion (EUR4,433,137)     3,795 
 Initial Consideration Shares - on completion (EUR726,459)       622 
 Deferred Consideration Shares - issued on 30 March 
  2023 (EUR440,540)                                              377 
 Majority SPA total consideration                               4,794 
 
 Cash Consideration - First Instalment - on completion 
  (EUR700,000)                                                   599 
 Deferred cash consideration - Second Instalment 13 
  months following completion (EUR700,000)                       599 
 Esri SPA total consideration                                   1,198 
 
 Total purchase consideration                                   5,992 
------------------------------------------------------------  -------- 
 
 
 Provisional fair values of assets and liabilities 
  at the date of acquisition:                         GBP'000 
 Intangible assets *                                     - 
 Property, plant and equipment                          81 
 Cash and cash equivalents                             2,209 
 Trade and other receivables                           3,990 
 Trade and other payables                             (2,853) 
 Tax liability                                         (141) 
 Borrowings                                            (589) 
 Defined benefit pension obligation                    (673) 
 Total identifiable net assets                         2,024 
---------------------------------------------------  -------- 
 
 
 Goodwill *             3,968 
---------------------  ------ 
 Total consideration    5,992 
---------------------  ------ 
 
 
 Satisfied by: 
 - Majority Cash Consideration - on completion (EUR4,433,137)     3,795 
 - Cash Consideration - First Instalment - on completion 
  (EUR700,000)                                                     599 
 - Deferred cash consideration - Second Instalment 
  13 months following completion (EUR700,000)                      599 
 - Equity instruments - on completion (1,902,686 ordinary 
  shares of 1Spatial plc)                                          622 
 - Equity instruments (ordinary shares of 1Spatial 
  plc to the value of EUR440,540)                                  377 
--------------------------------------------------------------  -------- 
 Total consideration transferred                                  5,992 
--------------------------------------------------------------  -------- 
 
 
 Cash consideration on completion                                 4,394 
 Less: cash and cash equivalents acquired                        (2,209) 
 Plus: borrowings acquired                                         589 
--------------------------------------------------------------  -------- 
 Net cash outflow arising on completion                           2,774 
 Deferred cash consideration                                       599 
 Net cash purchase consideration                                  3,373 
--------------------------------------------------------------  -------- 
 

* The acquisition date of the business combination (7 May 2019) is after the end of the reporting period but before the annual report and accounts are authorised for issue (13 May 2019), and as such, the initial accounting for the split between intangible assets and goodwill is incomplete at the time that the annual report and accounts are authorised for issue.

2018

On 11 April 2017 the Company acquired the 51% of Sitemap Ltd that it did not already own for GBP200,000 in shares. The Company's investment in Sitemap to date has funded the development of a solution which locates and visualises sites which best fit commercial and residential property developer needs.

 
                                                         GBP'000 
 Value of consideration - issue of equity instruments      200 
 Total purchase consideration                              200 
------------------------------------------------------  -------- 
 
 
 Fair values of assets and liabilities at the date 
  of acquisition:                                     GBP'000 
 Intangible assets: 
 - Developed software                                   200 
 Property, plant and equipment                           2 
 Cash and cash equivalents                              15 
 Trade and other receivables                             6 
 Trade and other payables                              (14) 
 Tax asset                                              125 
 Deferred tax liabilities                              (34) 
 Total identifiable net assets                          300 
---------------------------------------------------  -------- 
 
 
 Gain on bargain purchase    (100) 
--------------------------  ------ 
 Total consideration          200 
--------------------------  ------ 
 
 
 Satisfied by: 
 - Equity instruments (5,524,862 ordinary shares of 
  1Spatial plc)                                        200 
----------------------------------------------------  ---- 
 Total consideration transferred                       200 
 
 
 Net cash inflow arising on acquisition 
 
 Cash and cash equivalents acquired                    15 
----------------------------------------------------  ---- 
                                                       15 
----------------------------------------------------  ---- 
 

17. Earnings/(loss) per ordinary share

Basic (loss)/profit per share is calculated by dividing the (loss)/profit attributable to equity holders of the Company by the weighted average number of ordinary shares in issue during the year.

 
                                                                       2019                  2018 
                                                                      GBP'000               GBP'000 
            Loss attributable to equity shareholders 
             of the Parent                                      (1,700)               (2,458) 
            Less loss from discontinued operations               (270)                (1,255) 
-------------------------------------------------------  --------------------  -------------------- 
            Loss from continuing operations                     (1,430)               (1,203) 
 
            Adjustments: 
            Income tax credit                                    (389)                 (753) 
            Net finance cost                                      191                   151 
            Depreciation                                          141                   231 
            Amortisation and impairment of intangible 
             assets                                              1,785                 1,474 
            Share-based payment charge/(credit)                   218                  (538) 
            Integration, strategic and one-off costs              672                  1,041 
            Adjusted EBITDA from continuing operations           1,188                  403 
-------------------------------------------------------  --------------------  -------------------- 
 
 
                                                                     2019                 2018 
                                                                     Number               Number 
                                                                      000s                 000s 
            Basic and diluted weighted average number 
             of ordinary shares                                86,425               75,883 
------------------------------------------------------  -------------------  ------------------- 
 
 
                                                             2019                2018 
                                                             Pence               Pence 
 
            Basic loss per share                      (1.97)              (3.20) 
            - from continuing operations              (1.65)              (1.50) 
            - from discontinued operations            (0.31)              (1.70) 
 
            Diluted loss per share                    (1.97)              (3.20) 
            - from continuing operations              (1.65)              (1.50) 
            - from discontinued operations            (0.31)              (1.70) 
 
            Basic adjusted EBITDA per share            1.06               (1.10) 
            - from continuing operations               1.37                0.60 
            - from discontinued operations            (0.31)              (1.70) 
 
            Diluted adjusted EBITDA per share          1.06               (1.10) 
            - from continuing operations               1.37                0.60 
            - from discontinued operations            (0.31)              (1.70) 
 
 

The 2018 EPS have been re-presented to reflect the share consolidation which occurred in August 2018 (see note 13).

As the option awards are anti-dilutive they have been excluded from the calculation of diluted weighted average number of ordinary shares.

18. Availability of annual report and financial statements

Copies of the Company's full annual report and financial statements are expected to be posted to shareholders in due course and, once posted, will also be made available to download from the Company's website at www.1spatial.com.

The annual report and financial statements will also be made available for inspection at the Company's registered office during normal business hours on any weekday. 1Spatial plc is registered in England and Wales with registered number 5429800. The registered office is c/o Tennyson House, Cambridge Business Park, Cambridge, Cambridgeshire, CB4 0WZ.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

END

FR AJMTTMBJBTBL

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May 14, 2019 02:01 ET (06:01 GMT)

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