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| Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
|---|---|---|---|---|---|
| Team17 Group Plc | LSE:TM17 | London | Ordinary Share | GB00BYVX2X20 | ORD GBP0.01 |
| Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
|---|---|---|---|---|---|---|---|---|---|---|
| 15.00 | 5.88% | 270.00 | 260.00 | 270.00 | 265.00 | 255.00 | 255.00 | 279,980 | 16:35:20 |
| Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
|---|---|---|---|---|---|
| Prepackaged Software | 137.44M | 23.48M | 0.1610 | 16.46 | 386.38M |
From Apr 2019 to Apr 2024
TIDMTM17
RNS Number : 3378A
Team17 Group PLC
11 September 2018
This announcement contains inside information for the purposes of Article 7 of Regulation (EU) No 596/2014. Upon the publication of this announcement, this information is now considered to be in the public domain.
11 September 2018
Team17 Group plc
("Team17", the "Group" or the "Company")
Half year results
Record performance in H1 underpinned by strong growth across the business
Team17, a global games label, creative partner and developer of independent ("indie"), premium video games, is pleased to announce its maiden interim results for the six month period ended 30 June 2018.
Financial highlights:
-- Solid revenue growth - revenues up 48% to GBP15.4m (H1 2017: GBP10.4m) -- Gross profit increased 25% to GBP6.9m (H1 2017: GBP5.5m)
-- Gross margin decreased to 44.4% (H1 2017: 52.4%) driven by revenue mix in H1 weighted towards third party IP
Hot Features
Premium
-- Adjusted EBITDA* increased 36% to GBP4.9m (H1 2017: GBP3.6m)
-- Adjusted Earnings per share ("EPS")** of 1.93 pence (H1 2017: 0.56 pence)
-- Cash flow from operations of 274.2% (H1 2017: 91.5%)***
-- Net cash (debt) of GBP13.4m (H1 2017: (GBP37.5m))
Operational highlights:
-- Successfully completed IPO on AIM in May 2018
o Raised GBP107.5m through a significantly oversubscribed fundraising with institutional investors, of which GBP45.1m was raised for the Group to repay debt through the issuance of new shares
o The IPO enables Team17 to retain its independence and enhance its profile whilst providing the ability to incentivise both current and future employees
-- My Time At Portia, the first game published by the Group with a Chinese label partner, launched in January 2018
-- Overcooked 2 was successfully launched in August 2018 -- The Group's back catalogue continues to perform strongly -- Continued investment in both commercial and creative talent underpinning planned expansion
o Commercial team relocated to larger premises allowing for growth
o Evaluating larger premises for the development team
Outlook:
-- Performance for the full year will be second half weighted as expected in line with previous years
-- Revenue growth in the second half will be driven by new product launches and continued growth in the business
-- Gross margins will improve as expected in H2 driven by the revenue mix -- The board remains confident in delivering full year in line with expectations
Debbie Bestwick MBE, Chief Executive Officer of Team17, commented:
"We are delighted to announce our maiden interim results as a public company, further demonstrating the strong progress we are making as a business. Following our successful IPO, we have a strong base from which to push forward with the business, and continue to grow the footprint and our international fan base. We continue to strengthen our international relationships and work with independent developers on exciting new games, and through lifecycle management, ensure the longevity of our back catalogue."
*Adjusted EBITDA is defined as operating profit adjusted to add back depreciation of property, plant and equipment, amortisation of brands and impairment of intangible assets (excluding capitalised development costs) and any exceptional items. Exceptional items are those items believed to be exceptional in nature by virtue of their size and or incidence. Exceptional items are detailed in note 4.
** Adjusted EPS is defined as profit after tax adjusted to add back any exceptional items divided by Weighted Average Number of Shares. Exceptional items are those items believed to be exceptional in nature by virtue of their size and or incidence. Exceptional items are detailed in note 4.
*** Cash flow from operations is calculated as cash flow from operating activities divided by EBITDA
Enquiries:
Team17 Group plc via Vigo Communications Debbie Bestwick MBE, Chief Executive Officer +44 (0)20 7390 0238 Paul Bray, Chief Financial Officer & Chief Operating Officer GCA Altium (Nominated Adviser) Phil Adams / Adrian Reed / Paul Lines +44 (0)845 505 4343 Berenberg (Broker) Chris Bowman / Toby Flaux / Marie-Agnes Stolberg +44 (0)20 3207 7800 Vigo Communications (Financial Public Relations) Jeremy Garcia / Fiona Henson team17@vigocomms.com +44 (0)20 7390 0238
About Team17
Founded in 1990, Team17 Group plc is a leading international video games label and creative partner for independent developers. The portfolio comprises games such as The Escapists, Overcooked, Yoku's Island Express, Yooka-Laylee, My Time At Portia, the Worms franchise and many more from developers around the world. Visit www.team17.com for more info.
Operational review
Introduction
Following its admission to trading on AIM in May 2018, Team17 is pleased to report its maiden half year results. The Group continued to deliver growth in the first half of the year, with revenues up 48% to GBP15.4m (H1 2017: GBP10.4m) and gross profit up 25% to GBP6.9m versus H1 2017 at GBP5.5m.
The Group supports both owned first party IP and third party IP - through partnering with indie developers globally - in the development and publishing of games across multiple platforms typically for a fixed percentage share of revenues. The Group focuses on premium, rather than free to play games, and has launched over 100 games, including the iconic and well-established Worms franchise, as well as Overcooked and The Escapists.
The H1 performance has been driven by strong momentum of sales across both the Group's back catalogue of titles, as well as through sales of new titles launched in the period.
Strategy
Team17 was founded in 1990 and began launching third party games through its games label in 2014, during which time the Company has developed a strong market position, focused on the premium high-quality independent gaming market. The market for premium high quality games is seeing strong growth, driven by increased accessibility for customers through digital distribution, and reduced barriers to entry for developers with greater access to online tools and development kits.
Through its games label, the Company partners with indie developers across the world, from lone developers to large creative studios, to provide a full partnership offering which spans development, publishing and lifecycle management. The Company has a stringent due diligence process in place, its greenlight process which works to identify the best creative ideas and global talent.
Having released over 100 games to date, Team17 has developed significant experience in optimising go to market execution, through influencer marketing, social media, traditional PR and events, giving the games the best possible launch and creating strong foundations for longevity. The Company seeks to maximize long term revenues through building gaming franchises with longevity, as demonstrated through the Worms franchise, and more recently Overcooked and The Escapists.
Team17's significant back catalogue underpins revenues. In H1 2018 85% of revenues were derived from this channel (FY 2017: 53%). The remainder of revenue is comprised of new franchises.
Wider market dynamics
The video games market has seen significant growth in recent years, driven by advances in technology. Digital distribution has made it easier for independent developers to launch games to a wide market. In addition, gaming development tools are now more accessible to developers and the trend of crowdfunding has enabled indie developers to raise financing to convert ideas to reality.
Team17 remains focused on the indie market. In H1 2018 alone there have been over 4,000 games launched on Steam, a leading digital distribution platform, compared to approximately 560 in the whole of 2013.
Games development and launches in H1 2018
Team17 has seen continued strong momentum in H1 2018. The Group is pleased to have successfully launched a number of games across multiple platforms and see a strong pipeline of launches for H2 2018. The games have been a combination of new titles, and also new franchises on existing, successful titles - all of which form an important role in Team17's 'life cycle management' activity.
The games launched in H1 2018 include:
My Time at Portia First Chinese label partner launched
in January 2018 on Steam
The Escapists 2 Launched January 2018 on Nintendo Switch
Raging Justice Launched in May 2018 across all platforms
Yoku's Island Express Launched in May 2018 across all platforms
Forged Battalion Launched January 2018 on PC
Sheltered New game mode on Steam launched in January
2018
The Group's launch schedule continues to be a fluid process, based on life cycle management initiatives and planning by the commercial teams. Team17 has continued its launch program in H2, and in early-September, announced the launch of PLANET ALPHA, the Company's 100(th) game.
The Group has already scheduled the launch of a number of titles throughout 2019, which will be announced at the optimum time to benefit the individual titles. The pipeline underpins management's confidence in the future prospects of the Group. The Company will also remain focused on maximising the earnings potential of the Company's portfolio.
As previously announced, the Group launched Overcooked 2 in August 2018 to much critical acclaim.
Team17 continues to assess a large number of opportunities through its games label greenlight process. With all opportunities, Team17 works to maximize the game lifecycle, thereby creating an avid platform of gamers looking for new titles from existing franchises, and updates and extensions to existing games.
Current trading and outlook
The Group is delighted with the progress it has made in the first half of the year and, as in previous years, expects a stronger performance in the second half. As well as continuing to grow the business, Team17 has undertaken a hugely successful IPO and succeeded in raising the profile of the Group.
In line with Team17's growth strategy, the Group has invested in both commercial and creative talent across both its Wakefield and Nottingham offices. As such, Team17's commercial team has now relocated to larger premises near Nottingham, supporting new game launches in addition to maximising the lifecycle of the Group's established back catalogue. The Group is also currently evaluating opportunities to expand the development team and to relocate to larger premises.
The Group continues to see strong momentum in the indie games market and is confident it can continue to deliver significant growth to its shareholders.
Debbie Bestwick MBE
Chief Executive Officer
10 September 2018
Condensed Consolidated Statement of Comprehensive Income
Unaudited Unaudited Audited
Six months Six months Year ended
ended ended 31 December
30 June 30 June 2017
2018 2017
Note GBP'000 GBP'000 GBP'000
Revenue 3 15,439 10,430 29,634
Cost of sales (8,579) (4,960) (12,782)
======================================= ===== ============= ============ =============
Gross profit 6,860 5,470 16,852
Gross profit % 44.4% 52.4% 56.9%
======================================= ===== ============= ============ =============
Administrative expenses (2,984) (2,850) (5,933)
Exceptional items 4 (2,552) - (1,988)
======================================= ===== ============= ============ =============
Total administrative expenses (5,536) (2,850) (7,921)
Operating profit 1,324 2,620 8,931
Finance income 30 3 8
Finance cost (1,323) (1,817) (3,581)
======================================= ===== ============= ============ =============
Profit before tax 31 806 5,358
Taxation 6 (479) (232) (963)
======================================= ===== ============= ============ =============
(Loss)/profit and total comprehensive
(expense)/income attributable
to shareholders (448) 574 4,395
======================================= ===== ============= ============ =============
Basic and diluted (loss)/earnings (0.41) Pence 0.56 Pence 4.26 Pence
per share
Basic and diluted adjusted 1.93 Pence 0.56 Pence 6.19 Pence
(loss)/earnings per share
======================================= ===== ============= ============ =============
All results relate to continuing activities.
Condensed Consolidated Statement of Financial Position
Audited
Unaudited 31 December
30 June 2018 2017
Note GBP'000 GBP'000
================================ ======= ============== =============
ASSETS
Non-current assets
Goodwill 5 21,083 21,083
Brands 5 18,714 19,606
Development costs 5 3,302 3,104
Property, plant and equipment 682 634
Deferred tax - 335
================================ ======= ============== =============
43,781 44,762
================================ ======= ============== =============
Current assets
Trade and other receivables 4,412 6,618
Prepayments 267 199
Cash and cash equivalents 13,423 8,440
================================ ======= ============== =============
18,102 15,257
================================ ======= ============== =============
Total assets 61,883 60,019
================================ ======= ============== =============
EQUITY AND LIABILITIES
Equity
Share capital 1,313 10
Share premium 44,084 377
Merger reserve (153,822) -
Other reserve 153,813 644
Retained earnings 5,965 6,413
================================ ======= ============== =============
Total equity 51,353 7,444
================================ ======= ============== =============
Non-current liabilities
Interest bearing loans and
borrowings - 37,970
Accrued interest on loan
notes - 3,520
Provisions 57 50
Deferred tax liabilities 3,396 3,674
================================ ======= ============== =============
Total non-current liabilities 3,453 45,214
================================ ======= ============== =============
Current liabilities
Trade and other payables 522 1,558
Interest bearing loans and
borrowings - 1,345
Current tax liabilities 731 723
Accruals and deferred income 5,824 3,735
================================ ======= ============== =============
Total current liabilities 7,077 7,361
================================ ======= ============== =============
Total liabilities 10,530 52,575
================================ ======= ============== =============
Total equity and liabilities 61,883 60,019
================================ ======= ============== =============
Condensed Consolidated Statement of Changes in Equity
Share Share Merger Other Retained
capital premium reserve Reserve earnings Total
========================== ========= ========= ========== ========= ========== ========
Six months to GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
30 June 2017
========================== ========= ========= ========== ========= ========== ========
Balance at
1 January 2017 10 377 - 644 254 1,285
Profit and total
comprehensive
income for the
year - - - - 574 574
========================== ========= ========= ========== ========= ========== ========
Balance at
30 June 2017
(unaudited) 10 377 - 644 828 1,859
========================== ========= ========= ========== ========= ========== ========
Year to 31 December
2017
========================== =================================================================
Balance at
1 January 2017 10 377 - 644 254 1,285
Share based compensation - - - - 1,764 1,764
Profit and total
comprehensive
income for the
year - - - - 4,395 4,395
========================== ========= ========= ========== ========= ========== ========
Balance at
31 December 2017
(audited) 10 377 - 644 6,413 7,444
========================== ========= ========= ========== ========= ========== ========
Six months to
30 June 2018
========================== ========= ========= ========== ========= ========== ========
Balance at
1 January 2018 10 377 - 644 6,413 7,444
Capital re-organisation 1,030 (377) (153,822) 153,169 - -
New shares issued
on the IPO 273 44,814 - - - 45,087
Transaction costs
of new equity
instruments - (730) - - - (730)
========================== ========= ========= ========== ========= ========== ========
Total Transactions
with owners recognised directly within equity 1,303 43,707 (153,822) 153,169 - 44,357 ========================== ========= ========= ========== ========= ========== ======== Loss and total comprehensive expense for the period - - - - (448) (448) ========================== ========= ========= ========== ========= ========== ======== Balance at 30 June 2018 (unaudited) 1,313 44,084 (153,822) 153,813 5,965 51,353 ========================== ========= ========= ========== ========= ========== ========
Condensed Consolidated Statement of Cash Flows
Unaudited Unaudited
Six months Six months Audited
ended ended Year ended
30 June 30 June 31 December
2018 2017 2017
Note GBP'000 GBP'000 GBP'000
===================================== ===== ============ ============ =============
Operating activities
Profit before tax 31 806 5,358
Adjustments for:
Depreciation of property,
plant and equipment 153 96 214
Amortisation of intangible
fixed assets 5 1,981 1,480 3,170
Share-based compensation 4 - - 1,764
Finance income (30) (3) (8)
Financial expenses 1,323 1,817 3,581
Financing fees written off 4 258 27 54
(Increase)/decrease in trade
and other receivables 2,138 (854) (3,401)
Increase in trade and other
payables 1,049 386 2,485
Increase in provisions 7 5 10
===================================== ===== ============ ============ =============
Cash generated from operating
activities 6,910 3,760 13,227
Tax paid (415) (460) (1,504)
===================================== ===== ============ ============ =============
Net cash inflow from operating
activities 6,495 3,300 11,723
===================================== ===== ============ ============ =============
Cash flow from investing activities
Purchase of property, plant
and equipment (215) (142) (453)
Sale of property, plant and
equipment 17 - -
Capitalisation of development
costs 5 (1,287) (489) (1,686)
===================================== ===== ============ ============ =============
Net cash from investing activities (1,485) (631) (2,139)
===================================== ===== ============ ============ =============
Cash flow from financing activities
Proceeds from new equity issued
(note 7) 45,087 - -
Capitalised transaction costs
of new equity instruments (730) - -
Interest received 30 3 8
Interest paid (including rolled
up loan note interest) (4,843) (436) (921)
Repayment of directors loans
(note 7) (1,345) (2,317) (2,596)
Repayment of loan notes (note
7) (38,226) - (4,828)
===================================== ===== ============ ============ =============
Net cash from financing activities (27) (2,750) (8,337)
===================================== ===== ============ ============ =============
Net increase/(decrease) in
cash and cash equivalents 4,983 (81) 1,247
Cash and cash equivalents
at beginning of period 8,440 7,193 7,193
===================================== ===== ============ ============ =============
Cash and cash equivalents
at end of period 13,423 7,112 8,440
===================================== ===== ============ ============ =============
Notes to the Condensed Consolidated Interim Financial Statements
1. Nature of operations and general information
Team17 Group PLC and its subsidiaries (The Group) are a global games label, creative partner and developer of independent ("indie"), premium video games.
The Group successfully floated on the UK AIM stock market on 23 May 2018.
2. Basis of preparation
This interim report has been prepared in accordance with the AIM rules and IAS 34 "Interim Financial Reporting" as adopted by the European Union. The shares in the Company were admitted to the UK AIM stock market on 23 May 2018. The condensed consolidated financial statements for the 6 months ended 30 June 2018 should be read in conjunction with the financial statements of Team 17 Holdings Limited for the year ended 31 December 2017 (the "Prior year financial statements") which includes the financial results of the group prepared in accordance with International Financial Reporting Standards (IFRSs) as adopted by the European Union. The report of the auditors for the prior year financial statements for the year ended 31 December 2017 was unqualified, did not contain an emphasis of matter paragraph and did not include a statement under Section 498 of the Companies Act 2006. The Group's interim condensed consolidated financial information is not audited and does not constitute statutory financial statements as defined in Section 434 of the Companies Act 2006. These condensed interim financial statements were approved for issue on 3(rd) September 2018.
Going concern
The Directors are satisfied that the Group has adequate resources to continue in business for the foreseeable future, and accordingly continue to adopt the going concern basis in preparing the accounts.
Accounting policies
The Group's principal accounting policies used in preparing this information are as stated on pages 18 to 24 of the prior year financial statements with the exception of the Group reorganisation as described below. There has been no change to any accounting policy from the date of the prior year financial statements. In connection with the admission, the Group undertook a reorganisation of its corporate structure which resulted in the Company becoming the ultimate holding company of the Group. Prior to the reorganisation the ultimate holding company was Team 17 Holdings Limited.
The transaction was accounted for as a capital reorganisation rather than a reverse acquisition since it did not meet the definition of a business combination under IFRS 3. In a capital reorganisation, the consolidated financial statements of the Group reflect the predecessor carrying amounts of Team 17 Holdings Limited with comparative information of Team 17 Holdings Limited presented for all periods since no substantive economic changes have occurred.
The requirements of IFRS 9 - Financial Instruments and IFRS 15 - Revenue from contracts with customers have been adopted in this financial information. Both standards were adopted by Team 17 Holdings Limited in the financial statements for the year ended 31 December 2017. There was no impact of the adoption of these standards to any balances previously reported.
3. Segmental information
The Chief Operating Decision Maker considers this business as a single operating segment, however this information is voluntarily disclosed.
Revenue split by channel:
Unaudited Unaudited
Six months Six months Unaudited
ended ended Year ended
30 June 30 June 31 December
2018 2017 2017
GBP'000 GBP'000 GBP'000
========== ============ ============ =============
Digital 14,059 8,645 26,006
Physical 1,380 1,785 3,628
============ ============ =============
15,439 10,430 29,634
============ ============ =============
3. Segmental information (continued)
Revenue by geographical region:
Unaudited Unaudited
Six months Six months Unaudited
ended ended Year ended
30 June 30 June 31 December
2018 2017 2017
GBP'000 GBP'000 GBP'000
========================= ============ ============ =============
USA & Canada 5,649 4,765 13,710
Europe (excl UK) 2,894 2,436 6,641
UK 1,388 1,675 3,598
Rest of world 2,039 1,108 3,529
Unidentified Location * 3,469 446 2,156
============ ============ =============
15,439 10,430 29,634
============ ============ =============
* At the time of producing this financial information no location data was available from the customer for the digital download.
Revenue by Third Party/Own IP:
Unaudited Unaudited
Six months Six months Unaudited
ended ended Year ended
30 June 30 June 31 December
2018 2017 2017
GBP'000 GBP'000 GBP'000
================ ============ ============ =============
Own IP 5,763 4,449 14,870
Third Party IP 9,676 5,981 14,764
============ ============ =============
15,439 10,430 29,634
============ ============ =============
Revenue by New Titles/Back catalogue:
Unaudited Unaudited
Six months Six months Unaudited
ended ended Year ended
30 June 30 June 31 December
2018 2017 2017
GBP'000 GBP'000 GBP'000
=============================== ============ ============ =============
New franchise 2,239 2,179 6,350
Existing franchise new titles - 1,045 7,548
Back catalogue 13,200 7,206 15,736
============ ============ =============
15,439 10,430 29,634
============ ============ =============
4. Exceptional items
Unaudited Unaudited
Six months Six months Audited
ended ended Year ended
30 June 30 June 31 December
2018 2017 2017
GBP'000 GBP'000 GBP'000
================================= ============ ============ =============
IPO related costs 2,552 - -
Share-based compensation charge - - 1,988
2,552 - 1,988
============ ============ =============
Exceptional items in the 6 months ending 30 June 2018 relate to significant one-off costs, which have not been deducted from equity, associated with the Group's admission onto AIM in May 2018. The costs comprise advisors fees (GBP1,323,000), the write off of unamortised loan note fees (GBP240,000), stock exchange listing fees (GBP43,000), other IPO costs (GBP29,000) and bonuses payable to Directors which were contingent on admission to AIM (GBP917,000). Costs totalling GBP730,000 incurred in association with the IPO which met IAS 32 definition of transaction costs (being incremental and directly related to the issuance of new equity instruments and which would have been avoided had the instruments not been issued) have been deducted from share premium.
Exceptional items in 2017 relate to the estimated fair value of shares issued by the company during 2018 to the former chairman in respect of the settlement of a claim that arose in 2017. The charge of GBP1,988,000 included GBP224,000 of associated employment taxes.
5. Intangibles
Development Brands Goodwill Total
costs
GBP'000 GBP'000 GBP'000 GBP'000
Cost
At 1 January 2017 5,021 21,983 21,083 48,087
Additions 489 - - 489
=========== ======= ======== =======
At 30 June 2017 5,510 21,983 21,083 48,576
Additions 1,197 - - 1,197
=========== ======= ======== =======
At 31 December 2017 6,707 21,983 21,083 49,773
Additions 1,287 - - 1,287
=========== ======= ======== =======
At 30 June 2018 7,994 21,983 21,083 51,060
=========== ======= ======== =======
Amortisation
At 1 January 2017 2,216 594 - 2,810
Charge for the period 589 891 - 1,480
=========== ======= ======== =======
At 30 June 2017 2,805 1,485 - 4,290
Charge for the period 798 892 - 1,690
=========== ======= ======== =======
At 31 December 2017 3,603 2,377 - 5,980
Charge for the period 1,089 892 - 1,981
=========== ======= ======== =======
At 30 June 2018 4,692 3,269 - 7,961
=========== ======= ======== =======
Net carrying amount
At 30 June 2018 3,302 18,714 21,083 43,099
=========== ======= ======== =======
At 31 December 2017 3,104 19,606 21,083 43,793
=========== ======= ======== =======
At 30 June 2017 2,705 20,498 21,083 44,286
=========== ======= ======== =======
At 1 January 2017 2,805 21,389 21,083 45,277
=========== ======= ======== =======
Goodwill
The Group tests annually for impairment, or more frequently if there are indicators that goodwill might be impaired. There are no indicators of impairment at 30 June 2018.
6. Taxation
Unaudited Unaudited
Six months Six months Audited
ended ended Year ended
30 June 30 June 31 December
2018 2017 2017
GBP'000 GBP'000 GBP'000
============================= ============ ============ =============
Current tax:
Current year tax 423 534 2,547
Adjustment in relation of
prior period * - - (525)
============ ============ =============
423 534 2,022
============ ============ =============
Deferred tax:
Origination and reversal of
temporary differences 56 (302) (1,059)
============ ============ =============
Total tax charge 479 232 963
============ ============ =============
* The adjustment in respect of prior period relates to Video Game Tax Relief and R&D tax credits claimed on finalisation of the tax computations.
Unaudited Unaudited
Six months Six months Audited
ended ended Year ended
30 June 30 June 31 December
2018 2017 2017
GBP'000 GBP'000 GBP'000
=================================== ============ ============ =============
Reconciliation of total tax
charge:
Profit before tax 31 806 5,358
============ ============ =============
Taxation using the UK Corporation
Tax rate of 19.00%
(2017: 19.25%) 6 155 1,031
Effects of:
Expenses not deductible for
tax purposes 473 77 457
Adjustment in respect of prior
periods - - (525)
============ ============ =============
479 232 963
============ ============ =============
Factors that may affect future tax charges
As a result of changes to the UK corporation tax rates that were substantively enacted as part of the Finance Bill 2016 on 6 September 2016 the main rate will reduce to 17% from 1 April 2020. Deferred taxes at the balance sheet date have been measured using these enacted tax rates and reflected in these interim condensed consolidated financial statements.
7. Admission to AIM
This note should be read in conjunction with the consolidated statement of changes in equity and the consolidated statement of cash flows. The Group's admission onto AIM involved a number of transactions which are explained below:
i) Capital re-organisation
Prior to Admission the Company acquired the entire share capital of Team 17 Holdings Limited (comprising GBP0.01 nominal ordinary shares) in exchange for issuing the same number of its own ordinary shares (of GBP1 nominal ordinary shares) to the existing shareholders of Team 17 Holdings Limited. This transaction was under common control and treated as a capital restructuring and not a business combination. The Company recorded the investment at fair value and applied group reconstruction relief, leading to the creation of the merger reserve of GBP153,822,000. The impact of this transaction on the consolidated financial statements is disclosed as a 'Capital reorganisation' in the statement of changes in equity.
Subsequently (but prior to admission), the Company sub-divided its GBP1 ordinary shares into GBP0.01 nominal shares. The impact of this share split has been taken into account in the calculation of Earnings per share in accordance with IAS 33. The sub-division of shares has been retrospectively applied from the first day of the comparative financial period, leading to an increase in the weighted average number of shares in issue across all periods. EPS for the year ending 31 December 2017 has been restated as a result.
ii) New share issue
Prior to the listing the Company had in issue 103,962,794 GBP0.01 ordinary shares. As part of the IPO the Company issued a further 27,325,482 GBP0.01 ordinary shares, at GBP1.65 per share. This raised a total of GBP45,087,045. A further 37,849,200 existing sale shares were placed, at GBP1.65, by the existing shareholders. Following admission, the Company had in issue 131,288,276 ordinary GBP0.01 shares of which 65,174,682 were placed on AIM.
The GBP45,087,045 proceeds of the share issue were utilised by the Company to: repay shareholder loan notes (GBP37,970,000); repay director loans (GBP1,345,000); repay accrued interest on shareholder loan notes (GBP4,630,000); repay accrued interest on directors loans (GBP198,000); and settle transaction costs associated with the listing (note 4).
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
IR FKKDPCBKDFCD
(END) Dow Jones Newswires
September 11, 2018 02:01 ET (06:01 GMT)
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