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SYS Sysgroup Plc

24.00
0.00 (0.00%)
Last Updated: 08:00:00
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Sysgroup Plc LSE:SYS London Ordinary Share GB00BYT18182 ORD 1P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 24.00 23.00 25.00 24.00 24.00 24.00 240,058 08:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
Computer Related Svcs, Nec 22.71M -5.9M -0.0709 -3.39 19.98M

Daily Internet PLC Final Results (8037Z)

01/06/2016 7:00am

UK Regulatory


Sysgroup (LSE:SYS)
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TIDMDAIP

RNS Number : 8037Z

Daily Internet PLC

01 June 2016

01 June 2016

Daily Internet plc

("Daily Internet" or the "Company" or the "Group")

Final Results for the year ended 31 March 2016

Daily Internet plc (AIM: DAIP) announces its final results for the year ended 31 March 2016.

HIGHLIGHTS

Financial

   --     Revenue growth of 22.4% to GBP4.76m (2015: GBP3.89m) 
   --     Gross Profit margin increased to 63.0% (2015: 62.2%) 
   --     Adjusted EBITDA* profit of GBP0.67m (2015: GBP0.41m) 
   --     Profit before tax of GBP0.25m (2015: GBP(0.14m)) 
   --     Maiden profit after tax of GBP0.3m (2015: GBP(0.08m)) 

Operational

   --     Largest Managed Hosting customer upsold and renewed for a further three years 
   --     New key contract wins in the Merchant and Distribution sector 
   --     Strategic partnership with Epicor Software 

o SaaS platform developed for a subset of Epicor customers

   --     Re-aligning of cost base completed which included: 

o Closure of Maidenhead office

o Reduction of headcount in SME division

o Consolidation of duplicated functions across business units

o Netplan's legacy SME business transferred into the Group's SME division

o SME server estate consolidated into a common datacentre

 
                               2016         2015   % Increase 
----------------------  -----------  -----------  ----------- 
 Revenue                   GBP4.76m     GBP3.89m        22.4% 
 Gross profit              GBP3.00m     GBP2.42m        24.2% 
 Gross profit margin          63.0%        62.2%         1.5% 
 Adjusted EBITDA*          GBP0.67m     GBP0.41m        62.0% 
 Profit/(loss) before      GBP0.25m   GBP(0.14)m          N/A 
  tax 
 Cash generated from 
  operations               GBP0.67m     GBP0.35m        91.9% 
 Net (Cash)/Debt**       GBP(0.21)m     GBP0.39m          N/A 
 Basic EPS (pence)            0.06p      (0.02)p          N/A 
----------------------  -----------  -----------  ----------- 
 

*Adjusted EBITDA is earnings before interest, taxation, depreciation, amortisation, acquisition costs and fair value adjustments and share based payments

**Net (cash)/debt calculated as interest bearing debt, including obligations under financial leases, less cash

Chris Evans, Chief Executive commented: "Trading since the financial year-end has been in line with management expectations. During the year we repaid the remaining outstanding convertible loan notes, leaving the Group in a net cash position.

"With the continued growth in our Managed Hosting business, our cash generation and the slimming down of cost base in our SME Mass Market segment, we are well placed going into the 2016/2017 financial year with a strong foundation for future growth.

"We therefore look forward to the year ahead with confidence."

 
 For further information 
  please contact: 
                                   Tel: 0151 
  Daily Internet plc               559 1777 
  Chris Evans, Chief Executive 
  Julie Joyce, Finance 
  Director 
 Shore Capital (Nomad            Tel: 020 
  and Broker)                     7408 4090 
  Bidhi Bhoma / Edward 
  Mansfield 
 Newgate Communications          Tel: 020 
  Bob Huxford / Adam Lloyd        7653 9848 
  / Ed Treadwell 
 

About Daily Internet

Daily Internet is a leading cloud integrator. Solutions delivered comprise best of breed technologies, tailored and delivered to ensure customers benefit from the vast array of solutions and ever advancing hosting technologies. The Daily Group team keeps customers at the forefront of technology, enabling them to free up resources so they can focus on growing their core business without the distractions or complexity of the ever-changing hosting landscape.

The Group has offices in Liverpool, Nottingham and Coventry.

For more information, visit http://www.dailyplc.com

Chairman's Statement

I am pleased to report another year of substantial progress in which we reported positive profitability after tax for the first time. This follows on from us reporting our maiden adjusted EBITDA profit last year. The strong results delivered by the Group for the year ended 31 March 2016 highlight the substantial organic growth we have achieved, coupled with the successful integration of two acquisitions. Both of these acquisitions have now been fully integrated and continue to perform well.

The acquisition of Q4Ex Limited alongside the appointment of Chris Evans as CEO, in December 2014, was an important step in transitioning the business from our traditional SME Mass Market roots to one focused on Managed Hosting which is supported by longer term contracts and is consequently higher margin and more profitable.

Group revenues grew by 22% to GBP4.76m (2015: GBP3.91m). Growth was driven by our Managed Hosting division which increased revenues 36%, whilst the SME Mass Market division experienced steady revenue growth of 10%. Managed Hosting now represents the majority of Group revenues. In the SME Mass Market business we have focused on efficiencies through cost reductions to drive profitability.

During the year the balance of the outstanding convertible loan notes has been repaid. Consequently at the year end the Group had a net cash position of GBP0.21m. The strengthening of our balance sheet alongside investment in our capabilities provides the Group with a good platform for future growth.

Our dedicated staff have continued to work tirelessly and diligently to continue the growth in the business led by the example set by CEO Chris Evans and we believe this will ensure we can increase our growth in the coming year.

Michael Edelson

Chairman

31 May 2016

Chief Executive Officer's Report

Introduction

On entering this financial year we set ourselves a number of objectives, including the restructuring of our SME Mass Market division and an increased focus on growing our higher margin Managed Hosting division, while extending the average contract length of our larger Managed Hosting customers.

I am pleased to report that we have been successful in delivering on all of our objectives. The re-organisation was completed in the second half of our financial year and the Managed Hosting division now forms the majority of our revenues and remains the primary focus going forward. We also succeeded in ensuring our larger customers were contracted for longer term periods (the majority of which for three years). This has provided the Group with improved visibility of earnings and improved margins.

Our SME Mass Market division delivered an EBITDA contribution to the Group of GBP0.56m (2015: GBP0.28m) whilst Managed Hosting contributed GBP0.74m (2015: GBP0.57m). Group adjusted EBITDA was GBP0.67m, (after central costs of GBP0.63m) an increase of 62.0% (2015: GBP0.41m).

Operational Review

Managed Hosting division

Our Managed Hosting division has maintained its strength in Payment Card Industry Data Security Standard hosting ("PCI DSS"). We are a Level 1 Visa certified Service Provider and we consider this a strong differentiator to many of our peers. The PCI DSS business has continued to perform well with an overall trend of increasing customer spend. In particular, our largest customer renewed and extended the scope of its contract to bring in additional projects and add 'compute and storage' capacity to existing resources. This contracted revenue provides considerable forward visibility. We are also seeing an increase in consulting revenue as more of our customers seek help with their overall IT solution, this has in turn assisted in driving further contracted managed services.

The specialist Merchant and Distribution division of our Managed Hosting business delivered solid growth with a number of key strategic client wins in its sector. We furthered our partnership with Epicor software which, the Directors' believe, provides the most advanced Enterprise Resource Planning ("ERP") solution to the Merchant and Distribution industry in the form of their BisTrack suite of products. Our knowledge of this software application has driven consulting revenue and has assisted in creating the differentiator in this sector for our managed services providing a relatively unique one-stop specialist service to this vertical.

We developed a platform for a subset of Epicor customers effectively allowing them to purchase BisTrack application in a Software as a Service ("SaaS") model. Work with Epicor is continuing to build a joint sales pipeline for this SaaS product and other managed services.

Our technical team has also developed a cost effective disaster recovery solution. This solution utilises the Amazon Web Services ("AWS") public cloud platform allowing our customers to benefit from the 'pay as you use' elements of public cloud. We continue to work on other offerings which can leverage a basket of technologies to bring best of breed solutions to our clients in a cost effective manner.

We have continued to invest in our Managed Hosting business adding a number of key recruits to expand our technical capabilities. In addition, we continue to invest in our staff, providing technical training and certification. Alongside this we are tracking commercial trends so that we can continue to evolve and capitalise on changes within the Managed Hosting landscape.

SME Mass Market division

During the second half of the financial year we completed the re-organisation of our SME Mass Market business. This included the closure of one of our offices; the centralisation of a number of functions, including the removal of some duplicated roles across the Group; and a simplification of management reporting lines. The overall effect was to reduce staff numbers to a level more appropriate to the lower levels of growth expected from this segment. This re-organisation improved overall EBITDA margin and ensured we could focus our efforts on capitalising on the growing opportunities in the more profitable Managed Hosting division, where gross profit is higher and contracts are typically longer term.

Acquisitions

The businesses acquired in the previous financial year, being Evohosting and Q4Ex (which now trades as Netplan), have been fully integrated and continue to perform well.

The Board continues to evaluate acquisitions opportunities to supplement our organic growth but these must fit the board's stringent acquisition criteria.

Current trading and outlook

Trading since the financial year-end has been in line with management expectations. During the year we repaid the remaining outstanding convertible loan notes, leaving the Group in a net cash position.

With the slimming down of cost base in our SME Mass Market segment, the continued growth in our Managed Hosting business along with our cash generation we are well placed going into the 2016/2017 financial year with a strong foundation for future growth.

We therefore look forward to the year ahead with confidence.

Chris Evans

Chief Executive Officer

31 May 2016

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEARED 31 MARCH 2016

 
                                                      2016          2015 
                                                     Group         Group 
                                          Notes    GBP'000       GBP'000 
=======================================  ======  =========  ============ 
 Revenue                                      4      4,764         3,891 
 
 Cost of sales                                     (1,755)       (1,469) 
 
 
 Gross profit                                        3,009         2,422 
 
 Operating expenses before 
  depreciation, amortisation 
  , acquisition and integration 
  costs, fair value adjustments 
  and share based payments                           2,343         2,011 
=======================================  ======  =========  ============ 
 Operating profit before depreciation, 
  amortisation , acquisition 
  and integration costs, fair 
  value adjustments and share 
  based payments                                       666           411 
=======================================  ======  =========  ============ 
 Depreciation                                          292           263 
 Amortisation of acquired intangibles                  301           272 
 Amortisation of purchased 
  intangibles                                           18             4 
 Acquisition and integration 
  costs                                                 34           148 
 Fair value adjustment                        3      (207)          (83) 
 Share based payments                                  (8)         (118) 
=======================================  ======  =========  ============ 
 
 Administrative expenses                      5    (2,710)       (2,497) 
=======================================  ======  =========  ============ 
 
 Profit (loss) from operations                         299          (75) 
=======================================  ======  =========  ============ 
 
 Finance costs                                6       (51)          (63) 
=======================================  ======  =========  ============ 
 
 Profit (loss) before taxation                         248         (138) 
 
 Taxation                                               54            54 
=======================================  ======  =========  ============ 
 
 Total comprehensive income 
  (loss) attributable to the 
  equity holders of the company                        302          (84) 
 
 Basic and fully diluted earnings 
  (loss) per share                            9 
 Basic earnings (loss) per                        GBP0.006   GBP(0.0002) 
  share 
 Fully diluted earnings (loss)                    GBP0.006   GBP(0.0002) 
  per share 
 
 
   The Group's results are derived from continuing 
   operations. 
 The accompanying notes form an integral part 
  of this consolidated statement of comprehensive 
  income. 
 

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 31 MARCH 2016

 
                                             2016             2015 
                                            Group            Group 
                                                     (as restated) 
                                  Notes   GBP'000          GBP'000 
===============================  ======  ========  =============== 
 Assets 
 Non-current assets 
 Goodwill                            10     4,454            4,454 
 Intangible assets                   10     1,329            1,594 
 Property, plant and equipment       11       450              592 
===============================  ======  ========  =============== 
                                            6,233            6,640 
 Current assets 
 Trade and other receivables                  598              594 
 Cash and cash equivalents                    513              426 
===============================  ======  ========  =============== 
                                            1,111            1,020 
===============================  ======  ========  =============== 
 
 Total Assets                               7,344            7,660 
===============================  ======  ========  =============== 
 
 Equity and Liabilities 
 Equity attributable to the 
  equity shareholders of the 
  parent 
 Called up share capital             15     2,552            2,399 
 Share premium reserve                      6,493            6,493 
 Other reserve                              1,008              656 
 Retained losses                          (5,118)          (5,420) 
===============================  ======  ========  =============== 
                                            4,935            4,128 
===============================  ======  ========  =============== 
 Non-current liabilities 
 Obligations under finance 
  leases                             14        91              126 
 Contingent consideration due 
  on acquisitions                             435            1,225 
 Deferred taxation                            242              327 
                                              768            1,678 
===============================  ======  ========  =============== 
 Current liabilities 
 Trade and other payables                     718              712 
 Deferred Income                              707              756 
 Contingent consideration due                   -                - 
  on acquisitions 
 Convertible loan notes              13         -              103 
 Other loans                         13       105              175 
 Obligations under finance 
  leases                             14       111              108 
===============================  ======  ========  =============== 
                                            1,641            1,854 
===============================  ======  ========  =============== 
 
 Total Equity and Liabilities               7,344            7,660 
===============================  ======  ========  =============== 
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEARED 31 MARCH 2016

 
                                                          Attributable to equity holders 
                                                                           of the parent 
==========================  ============================================================ 
                                Share   Share premium      Other   Accumulated     Total 
                              capital         account    reserve 
                                                                        losses 
                              GBP'000         GBP'000    GBP'000       GBP'000   GBP'000 
==========================  =========  ==============  =========  ============  ======== 
 At 1 April 2014                2,038           6,185        206       (5,336)      3093 
==========================  =========  ==============  =========  ============  ======== 
 Loss and comprehensive 
  loss                              -               -          -          (84)      (84) 
 Issue of share 
  capital                         361             332        571             -     1,264 
 Expenses of 
  share issue                       -            (24)        (3)             -      (27) 
 Movement in 
  share option 
  reserve                           -               -      (118)             -     (118) 
==========================  =========  ==============  =========  ============  ======== 
 At 31 March 
  2015                          2,399           6,493        656       (5,420)     4,128 
==========================  =========  ==============  =========  ============  ======== 
 Profit and comprehensive 
  profit                            -               -          -           302       302 
 Issue of share 
  capital                         153               -        367             -       520 
 Expenses of 
  share issue                       -               -        (7)             -       (7) 
 Movement in 
  share option 
  reserve                           -               -        (8)             -       (8) 
==========================  =========  ==============  =========  ============  ======== 
 At 31 March 
  2016                          2,552           6,493      1,008       (5,118)     4,935 
==========================  =========  ==============  =========  ============  ======== 
 
 
 The following describes the nature and purpose 
  of each reserve within equity: 
======================================================================================== 
 Reserve                     Description and purpose 
==========================  ============================================================ 
 Share Premium               Amount subscribed for share capital 
  Reserve                     in excess of nominal values. 
 Other Reserve               Amount reserved for share based 
                              payments to be released over the 
                              life of the instruments and the 
                              equity element of convertible 
                              loans and the amount subscribed 
                              for share capital in excess of 
                              nominal value of acquisition of 
                              another company 
 Retained losses             All other net gains and losses 
                              and transactions with owners (e.g. 
                              dividends) not recognised elsewhere. 
 
 
 
 
 

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEARED 31 MARCH 2016

 
                                                     2016      2015 
                                                    Group     Group 
                                          Notes   GBP'000   GBP'000 
=======================================  ======  ========  ======== 
 Cash flows used in operating 
  activities 
 Profit (loss) after tax                              302      (84) 
 Adjustments for: 
 Depreciation and other amortisation      11/12       611       539 
 Fair Value adjustment on contingent 
  consideration                               3     (270)      (83) 
 Finance costs                                         51        63 
 Acquisition costs                                     34        84 
 Share based payments                                 (8)     (118) 
 Taxation                                            (54)      (54) 
 Operating cash flows before movement 
  in working capital                                  666       347 
=======================================  ======  ========  ======== 
 
 Decrease / (increase) in trade 
  and other receivables                                58     (201) 
 (Decrease) / increase in trade 
  and other payables                                 (74)       240 
 
 Net cash generated in operating 
  activities                                          650       386 
=======================================  ======  ========  ======== 
 
 Cash flows from investing activities 
 Payments to acquire property, 
  plant & equipment                                  (72)     (191) 
 Payments to acquire intangible                      (54)         - 
  assets 
 Acquisition costs                                   (34)      (75) 
 Payment for acquisitions net 
  of cash received                                      -     (880) 
 Net cash used in investing activities              (160)   (1,146) 
=======================================  ======  ========  ======== 
 
 Cash flows from financing activities 
 Net proceeds from issue of ordinary 
  share capital                                       (7)       408 
 Drawdown of invoice discounting 
  facility                                            105       175 
 Repayment of loan facility                         (175)         - 
 Repayment of loan notes                     13     (105)     (170) 
 Loan note interest paid                             (10)      (24) 
 Interest element of finance lease 
  payments                                           (39)      (32) 
 Capital repayment of finance 
  leases                                            (172)     (170) 
 Net cash (used)/generated from 
  financing activities                              (403)       187 
=======================================  ======  ========  ======== 
 Net increase (decrease) in cash 
  and cash equivalents                                 87     (573) 
 Cash and cash equivalents at 
  the beginning of the year                           426       999 
=======================================  ======  ========  ======== 
 Cash and cash equivalents at 
  the end of the year                                 513       426 
=======================================  ======  ========  ======== 
 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEARED 31 MARCH 2016

   1.      Accounting policies 

Basis of preparation

These accounts have been prepared in accordance with the accounting policies set out in the Annual Report and Financial Statements of Daily Internet plc for the year ended 31 March 2015.

The preparation of financial statements in compliance with adopted IFRS requires the use of certain critical accounting estimates. It also requires Group management to exercise judgement in applying the Group's accounting policies. The areas where significant judgements and estimates have been made in preparing the Financial Statements and their effect are disclosed in note 2.

Going concern

The Directors have prepared the Financial Statements on a going concern basis which assumes that the Group and the company will continue to meet liabilities as they fall due.

The directors have reviewed forecasts prepared for the period ending 31 March 2018 and considered the projected trading forecasts and resultant cash flows together with confirmed loan facilities and other sources of finance.

The Group's forecasts and projections, taking account of reasonably possible changes in trading performance, show that the Group can continue to operate within the current facilities available to it.

The Directors therefore have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future and thus they continue to adopt the going concern basis of accounting in preparing the financial statements.

   2.      Significant accounting estimates and judgements 

The preparation of this financial information requires management to make judgements, estimates and assumptions that affect the amounts reported for assets and liabilities at the period end date and the amounts reported for revenues and expenses during each period. However the nature of estimation means that actual outcomes could differ from those estimates. The key sources of estimation that have a significant impact on the carrying value of assets and liabilities are discussed below.

Impairment of goodwill and other intangibles

The Group tests goodwill for impairment on an annual basis in line with the accounting policy noted above. This involves judgement regarding the future development of the business and the estimation of the level of future profitability and cash flows to support the carrying value of goodwill. An impairment review has been performed at the reporting date and no impairment has been identified. More details including carrying values are included in note 10.

Impairment of other assets

The Group reviews the carrying value of all other assets for indications of impairment at each period end. If indicators of impairment exist, the carrying value of the asset is subject to further testing to determine whether its carrying value exceeds its recoverable amount.

Valuation of intangibles acquired in business combinations

Determining the fair value of customer relationships acquired in business combinations requires estimation of the value of the cash flows related to those relationships and a suitable discount rate in order to calculate the present value. More details including carrying values are included in note 10.

Valuation of contingent consideration

When valuing the contingent consideration still payable on acquisitions, the Group considers various factors including the performance of the acquired entity since acquisition together with its expected performance to the end of the earn-out period. Following the adoption of IFRS 3 (revised) - Business Combinations, contingent consideration is recognised at, and carried thereafter at, fair value. All changes in fair value (other than measurement period adjustments) are reflected in the income statement.

Useful economic lives of intangible assets

Intangible asset are amortised over their useful economic lives. Useful lives are based on management's estimates of the period over which the assets will generate revenue, which are periodically reviewed for continued appropriateness. Changes to estimates can result in changes in the carrying values and hence amounts charged to the income statement in particular periods which could be significant.

   3.      Financial instruments - risk management 

The Group's financial instruments comprise cash and liquid resources, convertible bonds and various items such as trade receivables and trade payables that arise directly from its operations.

There have been no substantive changes in the Group's objectives, policies and processes for managing those risks or the methods used to measure them from previous periods.

The Group's objective is to ensure adequate funding for continued growth and expansion.

All of the Group's financial instruments are carried at amortised cost with the exception of contingent consideration. There is no material difference between the carrying and fair value of its financial instruments, in the current or prior year, due to the instruments bearing interest at fixed rates or being of short term nature.

A summary of financial instruments held by category is shown below:

 
                                      Group              Company 
 Financial assets                  2016      2015      2016      2015 
                                GBP'000   GBP'000   GBP'000   GBP'000 
=============================  ========  ========  ========  ======== 
 Loans and receivables 
 Cash and cash equivalents          513       426        11         2 
 Trade receivables                  306       425         -         - 
=============================  ========  ========  ========  ======== 
 Total financial assets             819       851        11         2 
=============================  ========  ========  ========  ======== 
 
 
                                      Group              Company 
 Financial liabilities             2016      2015      2016      2015 
                                GBP'000   GBP'000   GBP'000   GBP'000 
=============================  ========  ========  ========  ======== 
 At amortised cost 
 Trade and other payables           563       544        71        45 
 Loans and other borrowings         105       278         -       103 
=============================  ========  ========  ========  ======== 
 At fair value                      668       822        71       148 
 Contingent consideration           435     1,225       435     1,225 
=============================  ========  ========  ========  ======== 
 Total financial liabilities      1,103     2,047       506     1,373 
=============================  ========  ========  ========  ======== 
 

Per the fair value hierarchy classifications under IFRS 7 Financial Instruments the contingent consideration due on acquisitions shown above are considered to be level 3 financial liabilities as there are no observable inputs for valuation.

 
                                 Group   Company 
 
                               GBP'000   GBP'000 
===========================   ========  ======== 
 Contingent consideration 
 At 1 April 2014                   933       933 
 Settled during the 
  year                           (850)     (850) 
 Fair value adjustment 
  through Income Statement        (83)      (83) 
 At acquisition                  1,225     1,225 
 At 31 March 2015                1,225     1,225 
 Settled during the 
  year                           (520)     (520) 
 Fair value adjustment 
  through Income Statement       (270)      (270 
 At 31 March 2016                  435       435 
============================  ========  ======== 
 

The fair value adjustment relates to the change in fair value calculation of the contingent consideration expected to be payable on the Q4Ex acquisition completed in the year.

Liquidity risk

Liquidity risk arises from the Group's management of working capital and the finance charges and principal repayments on its debt instruments. It is the risk that the Group will encounter difficulty in meeting its financial obligations as they fall due.

The Group's policy is to prepare periodic working capital forecasts, allowing an assessment of the cash requirements of the Group and Company, to manage liquidity risk. Cash resources are managed in accordance with planned expenditure forecasts and the directors have regard to the maintenance of sufficient cash resources to fund the Group and Company's immediate operating requirements and capital expenditure.

The following table sets out the contractual maturities (representing undiscounted contractual cash-flows) of financial liabilities:

 
 Group                                      Between    Between    Between 
                                 Up to        3 and      1 and      2 and       Over 
                              3 months    12 months    2 years    5 years    5 years 
 At 31st March                 GBP'000      GBP'000    GBP'000    GBP'000    GBP'000 
  2015 
==========================  ==========  ===========  =========  =========  ========= 
 Trade and other                   544            -          -          -          - 
  payables 
 Contingent consideration            -            -      1,225          -          - 
 Loans and borrowings              175          103          -          -          - 
==========================  ==========  ===========  =========  =========  ========= 
                                   719          103      1,225          -          - 
==========================  ==========  ===========  =========  =========  ========= 
 
 Group                                      Between    Between    Between 
                                              3 and      1 and      2 and 
                                 Up to           12          2          5       Over 
                              3 months       months      years      years    5 years 
 At 31st March                 GBP'000      GBP'000    GBP'000    GBP'000    GBP'000 
  2016 
==========================  ==========  ===========  =========  =========  ========= 
 Trade and other                   563            -          -          -          - 
  payables 
 Contingent consideration            -            -        435          -          - 
 Loans and borrowings              105            -          -          -          - 
==========================  ==========  ===========  =========  =========  ========= 
                                   668            -        435          -          - 
==========================  ==========  ===========  =========  =========  ========= 
 
 Company                                    Between    Between    Between 
                                              3 and      1 and      2 and 
                                 Up to           12          2          5       Over 
                              3 months       months      years      years    5 years 
 At 31st March                 GBP'000      GBP'000    GBP'000    GBP'000    GBP'000 
  2015 
==========================  ==========  ===========  =========  =========  ========= 
 Trade and other                    45            -          -          -          - 
  payables 
 Contingent consideration            -            -      1,225          -          - 
 Loans and borrowings                -          103          -          -          - 
==========================  ==========  ===========  =========  =========  ========= 
                                    45          103      1,225          -          - 
==========================  ==========  ===========  =========  =========  ========= 
 
 Company                                    Between    Between    Between 
                                              3 and      1 and      2 and 
                                 Up to           12          2          5       Over 
                              3 months       months      years      years    5 years 
 At 31st March                 GBP'000      GBP'000    GBP'000    GBP'000    GBP'000 
  2016 
==========================  ==========  ===========  =========  =========  ========= 
 Trade and other                    71            -          -          -          - 
  payables 
 Contingent consideration            -            -        435          -          - 
 Loans and borrowings                -            -          -          -          - 
==========================  ==========  ===========  =========  =========  ========= 
                                    71            -        435          -          - 
==========================  ==========  ===========  =========  =========  ========= 
 

Interest rate risk

The Group seeks to minimise exposure to interest rate risk by borrowing at fixed interest rates.

Credit risk

The Group's exposure to credit risk is limited as the majority of services provided within the SME Mass Market segment are under terms whereby payment is due on delivery or in advance of services provided. The managed hosting division gives 30 day terms and historically has had no requirement for doubtful debts. For cash and cash equivalents, the Group only uses recognised banks with high credit ratings.

Capital Disclosures

The Group monitors "adjusted capital" which comprises all components of equity (i.e. share capital, share premium, non-controlling interest, retained earnings, and revaluation reserve).

The Group's objective when maintaining capital are:

-- to safeguard the entity's ability to continue as a going concern, so that it can provide returns for shareholders in future periods and benefits for other stakeholders, and

-- to provide an adequate return to shareholders by pricing products and services commensurately with the level of risk.

The Group sets the amount of capital it requires in proportion to risk. The Group manages its capital structure and makes adjustments to it in the light of changes in economic conditions and the risk characteristics of the underlying assets.

   4.      Segmental analysis 

The chief operating decision maker for the Group is the Board of Directors. The Group reports in two segments:-

-- SME Mass Market - this segment provides a range of VPS, shared hosting, email and domain registration services to individuals and SME's.

-- Managed Hosting - this segment provides all forms of Cloud hosting to larger customers. This segment was created on the acquisition of Netplan in November 2013. Q4Ex which provides Cloud and professional services was acquired during the prior year has been included in this segment since acquisition and now trades as Netplan.

Information regarding the operation of the reportable segments is included below. The performance of each operating segment is based on revenue and earnings before interest, tax, depreciation and amortisation (EBITDA) before any allocation of Group overheads, share based payments, fair value adjustments or acquisition costs, as the Board believe this is the best measure for performance. The Groups Adjusted EBITDA has been calculated after deducting Group overheads which include the cost of the Board, Group marketing, legal and professional fees, share based payments, fair value adjustments and acquisition costs.

Assets and liabilities are not reviewed on a segmental basis. All segments are continuing operations. The accounting policies of the operating segments are the same as those described in the summary of significant accounting policies. Transactions between segments are accounted for using an arms length commercial basis.

 
                               2016    2016      2015    2015 
 Revenue by operating       GBP'000       %   GBP'000       % 
  segment 
========================  =========  ======  ========  ====== 
 SME Mass Market              2,249     47%     2,039     52% 
 Managed Hosting              2,515     53%     1,852     48% 
                              4,764    100%     3,891    100% 
========================  =========  ======  ========  ====== 
 
 Apart from one customer than accounts for 12.0% 
  of Group revenues no individual customer accounts 
  for more than 10% of the groups revenue (the 
  next highest being 6.2%). 
 The Group operates out of the UK and sells services 
  to the following geographical locations. 
 
                               2016    2016      2015    2015 
                            GBP'000       %   GBP'000       % 
========================  =========  ======  ========  ====== 
 
 UK                           3,792     80%     3,066     79% 
 Rest of World                  972     20%       825     21% 
 
                              4,764    100%     3,891    100% 
========================  =========  ======  ========  ====== 
 
 
                                   2016                                         2015 
                      EBITDA                                       EBITDA 
                      before                                       before 
                 acquisition                                  acquisition 
                       costs                        Profit          costs                        Profit 
                   and share                        (loss)      and share                        (loss) 
                       based        Depreciation    before          based        Depreciation    before 
                    payments    and amortisation       tax       payments    and amortisation      tax) 
                     GBP'000             GBP'000   GBP'000        GBP'000             GBP'000   GBP'000 
=============  =============  ==================  ========  =============  ==================  ======== 
 
 SME Mass 
  Market                 558               (164)       394            278               (150)       128 
 Managed 
  Hosting                742               (435)       307            567               (389)       178 
=============  =============  ==================  ========  =============  ==================  ======== 
                       1,300               (599)       701            845               (539)       306 
 Group 
  overheads            (635)                (12)     (647)          (434)                   -     (434) 
-------------  -------------  ------------------  --------  -------------  ------------------  -------- 
 Acquisition 
  costs                    -                   -      (34)              -                   -     (148) 
-------------  -------------  ------------------  --------  -------------  ------------------  -------- 
 Share 
  based 
  payments                 -                   -         8              -                   -       118 
-------------  -------------  ------------------  --------  -------------  ------------------  -------- 
 Fair value 
  adjustment               -                   -       270              -                   -        83 
-------------  -------------  ------------------  --------  -------------  ------------------  -------- 
 Group 
  interest                 -                   -      (51)              -                   -      (63) 
 
                         666               (611)       248            411               (539)     (138) 
=============  =============  ==================  ========  =============  ==================  ======== 
 
   5.      Expenses 
 
                                             2016      2015 
                                          GBP'000   GBP'000 
 ===========  =========================  ========  ======== 
 Auditor's remuneration: 
  Group:       Audit                           31        31 
   Taxation - compliance                        4         2 
   Corporate finance                            -         6 
   Other advisory                               1         3 
  Company:     Audit                            4         4 
 Depreciation of tangible fixed 
  assets: 
  Owned                                       215       156 
  Held under finance leases                    77       107 
 Amortisation of Intangible assets            319       276 
 Share based payments                         (8)     (118) 
 Staff costs                                1,671     1,191 
 Rentals payable under operating 
  leases                                       81        61 
 Marketing costs                               90       156 
 Acquisition and integration costs             34       148 
 Other administrative costs                    29       474 
 
 Total administrative expenses              2,710     2,497 
=======================================  ========  ======== 
 
   6.      Finance expense 
 
                                                  2016      2015 
                                               GBP'000   GBP'000 
====================================  ================  ======== 
 Interest payable on finance leases                 39        32 
 Interest payable on loan notes                     12        31 
                                                    51        63 
====================================  ================  ======== 
 
   7.      Staff numbers and costs 
 
 The average number of full time persons employed by the Group, including executive Directors 
  during the year increased by 10% to 31 (2015: 28) 
============================================================================================= 
 
 
 The aggregate payroll costs including executive Directors but excluding integration salary 
  costs and non-executive service fees were as follows: 
================================================================================================ 
                                                                          2016              2015 
                                                                       GBP'000           GBP'000 
===========================================================  =================  ================ 
 Wages and salaries                                                      1,387             1,072 
 Social security costs                                                     156               107 
 Benefits in kind                                                            6                12 
 Pension benefits accrued                                                   23                 - 
 Share based payment credit                                                (8)              (20) 
===========================================================  =================  ================ 
                                                                         1,564             1,171 
===========================================================  =================  ================ 
 

Key Management Personnel

Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the Group, including the Directors of the Company.

 
                              2016           2015 
                           GBP'000        GBP'000 
===================  =============  ============= 
 Fees and salaries             287            202 
 Benefits in kind                3              7 
                               290            209 
===================  =============  ============= 
 

The emoluments of the highest paid director Christopher Evans were GBP96,000 (2015: Mr Abby Hardoon GBP68,000).

The Group does not operate a defined benefits pension scheme and executive Directors who are entitled to receive pension contributions may nominate a defined contribution scheme into which the Company makes pension contributions. No pension contributions have been made in 2016 or 2015, though provision has been made in the accounts for pensions due of GBP8,700.

The fees relating to non-executive Directors are in some cases payable to third parties in connection with the provision of their services.

   8.      Share based payments and warrants 

The Company has granted a number of EMI options. The Directors have the discretion to grant options to subscribe for ordinary shares up to a maximum of 10 per cent of the Company's issued share capital. Options can be granted to any employee of the Group. There is no performance criteria associated with the options. The weighted average exercise price is 1.76p per share.

Rights to options over ordinary shares of the Company are summarised as follows:

 
                                                   No. of Ordinary Shares 
 Grant           Exercise   Exercise       At 31     Granted        Waived       At 31 
  date             period      price       March                                 March 
                                            2015                                  2015 
=============  ==========  =========  ==========  ==========  ============  ========== 
                  31 July 
                  2007 to 
                  30 July 
 24-Aug-07           2017       0.7p      89,286           -             -      89,286 
                   19 Dec 
                  2012 to 
                   18 Dec 
 19-Dec-12           2022         2p   4,025,000           -   (1,850,000)   2,175,000 
                   12 Dec 
                  2013 to 
                   11 Dec 
 12-Dec-13           2023       1.5p     825,000           -     (200,000)     625,000 
                   02 Mar 
                  2015 to 
                   01 Mar 
 02-Mar-15           2025      1.57p     300,000           -     (200,000)     100,000 
 
                   14 Aug 
                  2015 to 
                   13 Aug 
 14-Aug-15           2025       1.7p           -   1,000,000             -   1,000,000 
                   21 Feb 
                  2016 to 
                   20 Feb 
 21-Feb-2016         2026      1.38p           -     475,000             -     475,000 
=============  ==========  =========  ==========  ==========  ============  ========== 
                                       5,239,286   1,475,000   (2,250,000)   4,464,286 
 ========================  =========  ==========  ==========  ============  ========== 
 
 
 The options have been valued, using the Black 
  Scholes method, using the following assumptions: 
 Number of instruments 
  granted                       89,286   4,025,000   1,900,000 
 Grant date                  23-Mar-09   19-Dec-12   12-Dec-13 
 Expiry date                 30-Jul-17   18-Dec-22   11-Dec-23 
 Contract term (years)             8.2          10          10 
 Exercise price                   0.7p          2p        1.5p 
 Share price at granting            5p        2.5p      2.125p 
 Annual risk free rate 
  (%)                               5%        0.5%        0.5% 
 Annual expected dividend 
  yield (%)                         0%          0%          0% 
 Volatility (%)                    50%         40%         90% 
 Fair value per grant 
  instrument                     0.46p       1.36p       1.86p 
==========================  ==========  ==========  ========== 
 
 Number of instruments 
  granted                      300,000   1,000,000     475,000 
 Grant date                  12-Feb-15   14-Aug-15   21-Feb-16 
 Expiry date                 11-Feb-25   13-Aug-25   20-Feb-26 
 Contract term (years)              10          10          10 
 Exercise price                  1.57p        1.7p       1.38p 
 Share price at granting         1.55p        1.7p       1.77p 
 Annual risk free rate 
  (%)                             0.5%        0.5%        0.5% 
 Annual expected dividend 
  yield (%)                         0%          0%          0% 
 Volatility (%)                    40%         90%         55% 
 Fair value per grant 
  instrument                      0.8p       1.44p       1.19p 
 
 The inputs to the share valuation model utilised 
  at the grant of option is shown in the tables 
  above. Management has determined volatility 
  using their knowledge of the business. 
 

At 31 March 2016 there were 5,600,000 outstanding warrants to subscribe for the ordinary share capital of the Company as follows:

 
                               No. of Warrants and Exercise 
                                           price 
                             =============================== 
 Grant date     Expiry Date               5p           Total 
============  =============  ===============  ============== 
 09.01.12          08.01.22        5,600,000       5,600,000 
============  =============  ===============  ============== 
 

The fair value of the convertible loan warrants has been calculated at 0.009p based on the following assumptions - share price at granting 1.25p, annual risk free rate 0.5%, and volatility 20%. No provision has been made for the convertible loan note warrants in shared based payments.

   9.      Earnings per share 
 
                                              2016          2015 
 Profit (loss) for the financial        GBP248,000   (GBP84,000) 
  year attributable to shareholders 
 Weighted number of equity 
  shares in issue                      483,059,433   456,047,673 
 Basic earnings (loss) per               GBP0.0006   (GBP0.0002) 
  share 
 Diluted loss per share                  GBP0.0006   (GBP0.0002) 
====================================  ============  ============ 
 
   10.    Intangible assets 
 
                      Website   Development   Software        Customer   Positive 
 Group                   Cost          Cost   Licences   relationships   goodwill     Total 
                      GBP'000       GBP'000    GBP'000         GBP'000    GBP'000   GBP'000 
===================  ========  ============  =========  ==============  =========  ======== 
 Cost 
 At 1 April 
  2014                    166           232          -           1,547      2,576     4,521 
 Additions                 31             -          3               -          -        34 
 Acquired 
  from acquisition                                   4             367      1,878     2,255 
 Disposals                  -             -          -               -          -         - 
===================  ========  ============  =========  ==============  =========  ======== 
 
 At 31 March 
  2015                    197           232          7           1,914      4,454     6,810 
 
 
 At 1 April 
  2015                    197           232          7           1,914      4,454     6,810 
 Additions                  -             -         54               -          -        54 
 Disposals                  -             -          -               -          -         - 
===================  ========  ============  =========  ==============  =========  ======== 
 
 At 31 March 
  2016                    197           232         61           1,914      4,454     6,858 
 
 
 
 Accumulated amortisation 
  and impairment 
 At 1 April 
  2014                    166           232          -              82          -       480 
 On disposals               -             -          -               -          -         - 
 Charge for 
  the year                  3             -          1             272          -       276 
===================  ========  ============  =========  ==============  =========  ======== 
 
 At 31 March 
  2015                    169           232          1             354          -       756 
 
 At 1 April 
  2015                    169           232          1             354          -       756 
 On disposals               -             -          -               -          -         - 
 Charge for 
  the year                 11             -          7             301          -       319 
===================  ========  ============  =========  ==============  =========  ======== 
 
 At 31 March 
  2016                    180           232          8             655          -     1,075 
 
 
 Net book 
  value 
 At 31 March 
  2014                      -             -          -           1,465      2,576     4,041 
===================  ========  ============  =========  ==============  =========  ======== 
 At 31 March 
  2015                     28             -          6           1,560      4,454     6,054 
===================  ========  ============  =========  ==============  =========  ======== 
 At 31 March 
  2016                     17             -         53           1,259      4,454     5,783 
===================  ========  ============  =========  ==============  =========  ======== 
 
 

The Company held no Intangible assets at 31 March 2016 or 31 March 2015.

All amortisation and impairment charges are included in the depreciation, amortisation and impairment of non-financial assets classification, which is disclosed as administrative expenses in the statement of comprehensive income.

During the year, goodwill was reviewed for impairment in accordance with IAS 36 "Impairment of Assets". No impairment charges arose as a result of this review.

The recoverable amount is determined based on discounted cash flow basis and is allocated to individual cash generating units. The calculation uses pre-tax cash flow projections based on financial budgets approved by the Board covering a two year period. Cash flows beyond the two year period are extrapolated using the estimated growth rates stated below. The growth rates and margins used to estimate future performance are based on past performance and the experience of growth rates.

The carrying value of each CGU is as follows:-

 
                       2016      2015 
                    GBP'000   GBP'000 
=================  ========  ======== 
 SME Mass Market        620       598 
 Managed Hosting      4,977     5,298 
=================  ========  ======== 
                      5,597     5,896 
=================  ========  ======== 
 

The assumptions used for the impairment reviews are as follows

 
                                        SME Mass    Managed 
                                          Market    Hosting 
 Discount rate                               15%        15% 
 Growth rate year 2 to year 5                 1%        10% 
 Terminal growth rate                         1%         5% 
 
 Forecast period for which cashflows     2 years    2 years 
  are estimated 
=====================================  =========  ========= 
 

The Group had no contractual liability for development costs at 31(st) March 2016. As a result of the impairment testing carried out on the basis of these estimates and assumptions, no impairment provisions are required.

   11.    Property Plant and Equipment 
 
                              Furniture 
                                    and 
 Group                        equipment     Total 
                                GBP'000   GBP'000 
===========================  ==========  ======== 
 Cost 
 At 1 April 2014                    973       973 
 Additions                          316       316 
 Disposals                          (5)       (5) 
 Acquisition of subsidiary           57        57 
===========================  ==========  ======== 
 At 31 March 2015                 1,341     1,341 
 
 At 1 April 2015                  1,341     1,341 
 Additions                          161       161 
 Disposals                         (11)      (11) 
 At 31 March 2016                 1,491     1,491 
 
 Accumulated depreciation 
 
 At 1 April 2014                    491       491 
 On disposal                        (5)       (5) 
 Charge for the year                263       263 
===========================  ==========  ======== 
 At 31 March 2015                   749       749 
 
 At 1 April 2015                    749       749 
 On disposal                        (2)       (2) 
 Charge for the year                292       292 
===========================  ==========  ======== 
 At 31 March 2015                 1,041     1,041 
 
 Net book value 
 At 31 March 2014                   482       482 
===========================  ==========  ======== 
 At 31 March 2015                   592       592 
===========================  ==========  ======== 
 At 31 March 2016                   450       450 
===========================  ==========  ======== 
 

Included in the net book value of GBP450,000 (2015: GBP592,000) for furniture and equipment are assets held under finance leases with a NBV of GBP151,000 (2015: GBP269,000).

The depreciation for the year on these assets was GBP77,000 (2014: GBP107,000).

 
                             Furniture 
                                   and 
 Company                     equipment     Total 
                               GBP'000   GBP'000 
==========================  ==========  ======== 
 Cost 
 At 1 April 2014                     -         - 
 Additions                           3         3 
 Disposals                           -         - 
 At 31 March 2015                    3         3 
 
 At 1 April 2015                     3         3 
 Additions                          42        42 
 Disposals                           -         - 
 At 31 March 2016                   45        45 
 
 Accumulated depreciation 
 
 At 1 April 2014                     -         - 
 On disposal                         -         - 
 Charge for the year                 -         - 
==========================  ==========  ======== 
 At 31 March 2015                    -         - 
 
 At 1 April 2015                     -         - 
 On disposal                         -         - 
 Charge for the year                12        12 
==========================  ==========  ======== 
 At 31 March 2015                   12        12 
 
 Net book value 
 At 31 March 2014                    -         - 
==========================  ==========  ======== 
 At 31 March 2015                    3         3 
==========================  ==========  ======== 
 At 31 March 2016                   33        33 
==========================  ==========  ======== 
 

The Company held no finance leases at 31 March 2016 or 31 March 2015.

   12.    Investments 
 
                                                Company       Company 
                                                   2016          2015 
                                                GBP'000       GBP'000 
=========================================  ============  ============ 
 Investment in Subsidiaries 
 At 1 April 2015                                  6,575         5,147 
 Additions                                            -         2,293 
 Impairment                                           -         (865) 
=========================================  ============  ============ 
 Cost 31 March 2016                               6,575         6,575 
=========================================  ============  ============ 
 
 The Company's subsidiary undertakings all of 
  which are wholly owned (unless otherwise stated) 
  and included in the consolidated accounts are: 
 
 Undertaking                 Registration          Principal activity 
=========================  ==============  ========================== 
 Daily Internet Services          England     SME Mass Market Hosting 
  Limited 
 Netplan Internet                 England             Managed hosting 
  Solutions Limited 
 Netplan LLC*                         USA             Managed hosting 
 NameHOG Limited                  England                     Dormant 
 Q4Ex Limited                     England                     Dormant 
  18a Bridge Street               England                     Dormant 
  Limited 
=========================  ==============  ========================== 
 

*Netplan LLC is a wholly owned subsidiary of Netplan Internet Solutions Ltd

The recoverable amounts have been determined from discounted cash flow calculations based on cash flow projections from approved budgets covering a one-year period to 31 March 2017. The major assumptions can be found in note 10.

   13.    Loans and borrowings 

The book value and fair value of loans and borrowings are as follows:

 
                             Group   Company     Group   Company 
                              2016      2016      2015      2015 
 Non-Current               GBP'000   GBP'000   GBP'000   GBP'000 
========================  ========  ========  ========  ======== 
 Finance lease creditor         91         -       126         - 
========================  ========  ========  ========  ======== 
                                91         -       126         - 
========================  ========  ========  ========  ======== 
 
                              2016      2016      2015      2015 
 Current                   GBP'000   GBP'000   GBP'000   GBP'000 
========================  ========  ========  ========  ======== 
 Convertible loan                -         -       103       103 
 Other loan                    105         -       175         - 
 Finance lease creditor        111         -       108         - 
========================  ========  ========  ========  ======== 
                               216         -       386       103 
========================  ========  ========  ========  ======== 
 

Convertible Loan notes

During the year twenty-two GBP5,000 convertible loan notes were redeemed, there are no further convertible loan notes outstanding as at 31 March 2016.

   14.    Leases 

Group finance leases

 
 Future lease payments              Minimum              Present 
  are due as follows:        lease payments   Interest     value 
                                       2015       2015      2015 
                                    GBP'000    GBP'000   GBP'000 
=========================  ================  =========  ======== 
 Not later than one year                125         17       108 
 Later than one year and 
  not later than 5 years                133          7       126 
 Later than 5 years                       -          -         - 
=========================  ================  =========  ======== 
                                        258         24       234 
=========================  ================  =========  ======== 
 
                                    Minimum   Interest   Present 
                             lease payments                value 
                                       2016       2016      2016 
                                    GBP'000    GBP'000   GBP'000 
=========================  ================  =========  ======== 
 Not later than one year                126         15       111 
 Later than one year and 
  not later than 5 years                 97          6        91 
 Later than 5 years                       -          -         - 
=========================  ================  =========  ======== 
                                        223         21       202 
=========================  ================  =========  ======== 
 

The Company has no finance leases.

Group operating leases

 
 The total future value of minimum lease payments 
  is due as follows: 
                       Leasehold             Leasehold 
                        Property     Other    Property     Other 
                            2016      2016        2015      2015 
                         GBP'000   GBP'000     GBP'000   GBP'000 
====================  ==========  ========  ==========  ======== 
 Within one year              60         -          78         - 
 Within two to five 
  years                      131         -         168         - 
 After five years             35         -          58         - 
====================  ==========  ========  ==========  ======== 
                             226         -         304         - 
====================  ==========  ========  ==========  ======== 
 

The Company has no operating leases.

   15.    Share capital 
 
                                   Group   Company     Group   Company 
                                    2016      2016      2015      2015 
                                 GBP'000   GBP'000   GBP'000   GBP'000 
==============================  ========  ========  ========  ======== 
 Allotted, called up and 
  fully paid 
 At start of year 479,791,101 
  Ordinary shares of 0.5p 
  each                             2,399     2,399     2,038     2,038 
 Issued during the year 
  30,588,235 Ordinary shares 
  of 0.5p                            153       153       361       361 
==============================  ========  ========  ========  ======== 
 At end of year 510,379,336 
  Ordinary shares of 0.5p          2,552     2,552     2,399     2,399 
==============================  ========  ========  ========  ======== 
 

During the year the Company issued 30,588,235 ordinary shares of 0.5p each. These were issued at 1.7p per share in part settlement to the Q4Ex shareholders.

Under the terms of the EMI and unapproved share options a further 46,574,000 ordinary shares could be issued with a nominal value of GBP232,870.

   16.    Contingent liabilities 

There are no contingent liabilities at the year-end for either the group or company.

   17.    Related party transactions 
 
 Details of Directors' remuneration are given 
  in the Directors' Remuneration Report. Other 
  related party transactions are as follows:- 
                                                  Transaction           Balance 
                                                     value           Due to Related 
                                                                         Party 
                                                  2015      2016      2015      2016 
 Related party     Type of                     GBP'000   GBP'000   GBP'000   GBP'000 
  relationship      Transaction 
================  =========================   ========  ========  ========  ======== 
 
                             Use of personal 
                             credit cards to 
                        pay online suppliers 
                          and rent of office 
 Directors                         building*       412       450        34         0 
 
 Companies 
  in which 
  directors 
  or their 
  immediate 
  family have 
  a significant      Provision of management 
  / controlling         services and website 
  interest                            design        17        58         9         1 
 
 

*The practice of using personal credit cards to pay anything other than incidental expenses was ceased in the financial year, the company no longer permits this by policy.

   18.    Prior year restatement 

An amount of GBP928,000 has been reclassified from the share premium account to the other reserve to reflect the amount subscribed for share capital in excess of nominal value of the acquisition of another company. This has increased the previously reported other reserve by GBP928,000 and reduced the previously reported share premium reserve by GBP928,000. This adjustment has had no impact on the reported net assets or loss for the year ended 31 March 2015.

19. The financial information set out above does not comprise the Company's statutory accounts. The Annual Report and Financial Statements for the year ended 31 March 2015 have been filed with the Registrar of Companies. The Independent Auditors' Report on the Annual Report and Financial Statement for the year ended 31 March 2015 was unqualified, did not draw attention to any matters by way of emphasis, and did not contain a statement under 498(2) or 498(3) of the Companies Act 2006.

20. The Independent Auditors' Report on the Annual Report and Financial Statement for the year ended 31 March 2016 was unqualified, did not draw attention to any matters by way of emphasis, and did not contain a statement under 498(2) or 498(3) of the Companies Act 2006. These will be delivered to the Registrar of Companies following the annual general meeting.

21. The Group's full statutory financial statements for 31 March 2016 have been prepared in accordance with International Financial Reporting Standards (IFRSs and IFRIC interpretations) as endorsed by the European Union ("endorsed IFRS") and with those parts of the Companies Act 2006 applicable to companies preparing their accounts under endorsed IFRS.

   22.    This preliminary announcement was approved by the Board of directors on 31 May 2016. 

This information is provided by RNS

The company news service from the London Stock Exchange

END

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