TIDMGMR
RNS Number : 2635Q
Gaming Realms PLC
05 June 2018
Gaming Realms plc
("Gaming Realms" or the "Company")
Final Results for the year ended 31st December 2017
Maiden Positive EBITDA
Gaming Realms plc (GMR.L), the developer, publisher and licensor
of mobile real money and social games, is pleased to announce its
full year audited results for the year ended 31st December
2017.
2017 Financial Highlights:
-- Delivered a maiden full year Adjusted EBITDA of GBP0.8m (2016: GBP2m loss)
-- Real money gaming ("RMG") EBITDA increased 113% to GBP2.7m (2016: 1.3m)
-- Social publishing EBITDA loss reduced 97% to GBP0.1m (2016: GBP1.8m loss)
-- Total Revenue down by 7% to GBP31.6m (2016: GBP34.0m) for the year ended 31 December 2017
-- Revenue excluding disposed non-core assets down by 1%
o RMG revenue increased by 5% to GBP22.7m (2016: GBP21.5m)
o RMG marketing spend decreased by 17%
o Social publishing revenue decreased by 13% to GBP6.9m (2016:
GBP7.9m), with 45% reduction in marketing as well as a reduction in
headcount of 19
o Licensing revenue was GBP0.8m (2016: GBP0.8m).
2017 Operational Highlights:
-- Game library growth to 19 proprietary games on our Grizzly platform (2016: 8)
-- Total game library growth to 683 games on our Grizzly platform (2016: 458)
-- Own game content and IP generated 38% (2016: 37%) of real
money gaming and social publishing revenue
-- Strategic brand partnership deployments with ITV and STORM
for LoveIslandgames as well as growing previous partnerships with
Fremantle and Endemol
-- Integration of real money gaming and social game development roadmap
-- Launched new content licensing business in addition to brand
licensing. In 2017 the Remote Game Server was certified and
deployed in New Jersey and Europe
-- Secured a 10-year services agreement and GBP3.5m convertible loan with Jackpotjoy Group
-- Settled $4.5m / GBP3.3m final tranche payment relating to the Slingo acquisition
Operational Update 2018:
-- 4 new licensing agreements signed with 888 Holdings, Golden
Nugget Casino, Leander Games and Gaming Innovation Group
-- Partnership launch with the Health Lottery for Real Money Gaming
-- Slingo launched on Ladbrokes Coral
Patrick Southon, CEO of Gaming Realms said:
"Achieving profitability marks a major milestone for Gaming
Realms. We have continued to deliver on our strategy of developing
and distributing our unique Slingo branded range of games, both
direct to customers via our in-house gaming and social platforms,
and increasingly via licensing our games to third party
operators."
"The focus on content licensing has shown excellent early
success and will provide Gaming Realms with longer term, consistent
higher margin revenues. The recent agreements signed with major
gaming and media companies illustrates the creativity of our
content, and we look forward to further progress and growth in
2018."
Enquiries:
Gaming Realms plc 0845 123 3773
Patrick Southon, CEO
Mark Segal, CFO
Peel Hunt LLP 020 7418 8900
Dan Webster
George Sellar
Nicole McDougall
Yellow Jersey 07747 788 221
Charles Goodwin
Georgia Colkin
Abena Affum
About Gaming Realms
Gaming Realms creates and publishes innovative real money and
social games for mobile, with operations in the UK, U.S. and
Canada. Through its market leading mobile platform and unique IP
and brands, Gaming Realms is bringing together media, entertainment
and gaming assets in new game formats. The Gaming Realms management
team includes accomplished entrepreneurs and experienced executives
from a wide range of leading gaming and media companies.
Chairman's Statement
I am pleased to report that the Group delivered a positive
Adjusted EBITDA of GBP0.8m for 2017 (2016: GBP2m loss). This was
achieved in part through significant cost reductions primarily in
Social Publishing, and our rationalisation in overall
marketing.
The Group's strategy of disposing of non-core assets, and
concentrating on delivering operating profit in its two main
business units, has resulted in the Group ending 2017 in a much
stronger position than the previous year. Following this strategy,
we sold our non-core affiliate business for GBP2.4m in March
2018.
We were able to grow Real Money Gaming revenue by 5% to GBP22.7m
during the year (2016 GBP21.5m). This was achieved through
operational improvements including player management, where bonus
costs reduced to circa 26% of Gross Gaming Revenue (2016: 29%), and
despite a 17% reduction in marketing costs.
The UK Real Money Gaming market has been challenging, with a
great deal of new regulation to contend with as well as adverse
changes in Point of Consumption tax. It would therefore be remiss
of me not to emphasise the adverse effect that increased Government
regulation has had on our UK Real Money Gaming business.
Implementing changes to comply with the various laws incurs one off
costs where it involves changes to our platforms and software, and
recurring daily costs where it affects the operation of the sites.
This has put pressure on margins throughout the last two years. On
May 17th 2018, the Government announced that it proposes to reduce
the permitted maximum allowed stake on Fixed Odds Terminals in
betting shops to GBP2 from the current GBP100. Due to the resulting
loss of tax revenue, the Government also announced that Remote
Gaming Duty may be raised at the next Budget in November 2018 in
order to balance the budget. This makes it likely that there will
be a further rise in the rate of Point of Consumption tax.
We had a significant year in Social Publishing, with a
reorganisation of the business and a substantial reduction in costs
of circa GBP3m on an annualised basis. This was accompanied by a
reduction of 45% in marketing expenditure which resulted in a
reduction of 13% in revenues to GBP6.9m (2016 GBP7.9m), whilst
reducing losses by 97% to GBP0.1m (2016 GBP1.8m).
We continued to execute synergies and leverage Slingo across our
business. For example we took Slingo Originals games produced in
our studio in London for real money, and offered these through our
Slingo Arcade mobile app. These synergies helped take our Social
Publishing business to profitability in H2 2017. Given these
positive results, we have refocused our social growth exclusively
through development of the Slingo Arcade app on which we will
publish Slingo Originals content.
With the increase in our library of proprietary games, we are
developing high margin revenue opportunities in game content
licensing. We launched into the New Jersey, USA market in H2 2017,
going live with Caesers Interactive, Resorts Digital Gaming and
Rush Street Interactive. Our game licensing in New Jersey has grown
in Q1 2018, with the addition of Golden Nugget and Pala
Interactive. In March 2018, GGR from our games accounted for over
3% of the total New Jersey online casino market. Currently we have
9 games live in that market, with a pipeline of content to be
produced for Real Money Gaming to distribute with existing and new
partners during the current year.
In December 2017, the Group entered into a 10-year framework
services agreement with the Jackpotjoy Group, under which we will
supply various real money gaming services including the licensing
of Slingo Originals content. The Company also signed a separate
agreement to build Jackpothappy as a white label site on the Gaming
Realms proprietary platform.
As part of the arrangements between the two companies, the
Jackpotjoy Group entered into a GBP3.5m secured convertible loan
agreement with the Company full details of which are given later in
this Report and Accounts.
In summary, the Group has delivered an annual positive Adjusted
EBITDA for the first time, significantly reduced run rate costs,
has achieved a break-even position in Social Publishing, and is
licensing games into New Jersey and Europe via its RGS. This is in
addition to having a growing profitable UK based Real Money Gaming
operation all leveraging our Slingo Originals games. Through focus
on these tightly integrated core activities, we are now in a
position to drive further profitable growth in the future.
Outlook for 2018
The Board has approved the 2018 operating plan which is to
increase top line growth in UK real money gaming from our Grizzly
operating platform and continue the development and licensing of
mobile focused gambling games.
We plan to expand our presence in Europe and extend the recent
licensing deals with 888 and Gala Bingo with deals involving other
large operators. Benefits flowing from these activities should be
supplemented by the benefits we hope to achieve from the 2017
investment in development and integration synergies within our
social publishing business.
Capitalising on our success in New Jersey, we will licence
Slingo Originals to more operators as well as licence our content
in other States approving real money online gaming such as
Pennsylvania. We will also pursue opportunities in Columbia and one
or more provinces in Canada. On May 14th 2018, the US Supreme Court
announced a decision to reverse a ban on sports betting within the
USA. Whilst the expansion of sports betting on a state by state
basis will no doubt be a slower process than many operators would
like, the introduction of legalised betting into many states is
likely to be a precursor to other forms of regulated online gaming.
In the longer term, it seems likely that this decision will enable
the Company to expand further into the US market, and is a cause
for some additional optimism for the future.
Based on the Company's performance to date in 2018, the board
believes that the results for the year ending 31 December 2018
should be in line with management's current expectations.
Michael Buckley
Chairman
Chief Executive's Review
Overview
In 2017, the Group continued its strategy to focus on developing
its unique proprietary content, 'Slingo Originals', and achieve a
positive Adjusted EBITDA result.
Real Money Gaming delivered revenue growth in the very
competitive UK market, despite the headwinds of increased
regulation and Point of Consumption tax. We continued to develop
and distribute market leading mobile content onto our Grizzly
platform as well as to third party operators. We also streamlined
our Social Publishing business, reducing losses to break even and
creating further synergies with our games studio in London.
The investment in both our proprietary platform and mobile
content development has led to the continued growth in a younger,
more casual player set. Mobile play has increased to 84.0% (2016:
80.0%) of gross gaming revenue.
Growth in 2017 has been supported by key media deals with ITV,
including Love Island and Dancing On Ice, as well as continuing
relationships with Fremantle for the X Factor and Britain's Got
Talent, which have allowed us to offer a more targeted gambling
offering to our key demographic. We have augmented this by the
in-house creation of 11 new unique 'Slingo Original' mobile games
bringing us to 19 in total, which account for over GBP123m (2016:
GBP86m) in wagering on the platform or 27% of the gross gaming
revenue for the year.
Gambling player deposits increased to GBP49.8m (2016: GBP49.0m).
We have also managed to reduce
bonus costs to 26% (2016: 29%) of gross gaming revenue. The cost
per acquisition on the platform was GBP74 (2016: GBP86), and we
gained 108,720 (2016: 116,349) new depositing players in the year.
Our revenue per depositing player increased 7% to GBP162 (2016:
GBP153).
Demand for our unique content has led to the development of a
Remote Game Server ("RGS") which allows our 'Slingo Original' games
to be licensed to third party operators as premium content. 2017
saw the launch of Slingo Originals in New Jersey and in Europe.
This will form a key part of our strategy in 2018 as we look to
expand the reach of our content into new international territories.
In 2018 we have achieved growth to 3% of the online casino market
in New Jersey as well as sign deals with several "tier one
operators" in Europe. We are aiming to be live with 10 "tier one
operators" by the end of the year. This will build high margin,
recurring revenue in adjacent markets.
We have further integrated the social business in H2 2017 with
the creation of a shared development path which now allows us to
deliver content simultaneously to both real money gaming and social
audiences. The first offering in this regard is Slingo Arcade
which, following launch in late Q4/16 has become our highest
grossing social app with very encouraging metrics. In future,
emphasis will be on using this channel to monetize content
developed for real money gaming similar to licensing our content to
third party operators. This has resulted in a reduction in Social
Publishing headcount from 53 in June 2016 to 19 in December 2017.
With the reduction in costs and marketing, we have seen revenues
fall 13% however this delivered a reduced full year EBITDA loss of
GBP0.1m (2016: GBP1.8m)
Market overview
We are continuing to focus on the younger more casual gambling
demographic. We are targeting them through mobile delivery and
original game IP. This is enabling us to acquire and engage players
away from the more crowded, male orientated sportsbook market. The
25 to 34 year-old group are our largest segment accounting for over
40% of all players. As a result of our content strategy, women are
delivering higher lifetime values on the platform despite the fact
that the active players, male to female ratio is 50:50.
Key Goals for 2018
1. Continued profitability in Real Money Gaming and Social
Publishing; following 2017 cost reductions and operational
improvements
2. Continue strategic investment in Slingo Originals content
library for overall revenue growth but with greater emphasis on
content licensing
3. Increase B2B partners on Grizzly platform
4. Increase new licensees for Slingo Original content
5. Further expansion of strategic media partnerships across all revenue streams
Patrick Southon
Chief Executive Officer
Financial Review
Overview
Gaming Realms has delivered a maiden full year Adjusted EBITDA
of GBP0.8m (2016: loss GBP2.0m). This was driven by revenue growth
in RMG (5%) and significant cost savings across both RMG and Social
Publishing.
Year-on-year revenue declined 7% to GBP31.6m (2016: GBP34.0m)
due to the prior year disposal of the white label operations and
agency business, which generated GBP1.9m of the GBP3.7m Affiliate
marketing revenue in 2016. Like for like revenue (excluding the
disposed assets) was down by 1%.
Marketing for the year, was GBP10.4m (2016: GBP14.8m) as the
Group has focused on more cost-efficient marketing strategies.
Loss after tax from continuing operations reduced by GBP0.7m to
GBP6.0m. Total loss after tax increased to GBP8.2m due to
impairment of GBP3.1m in respect of the discontinued Affiliate
marketing CGU.
2017
Real money Affiliate Social Licensing Other Intra-group Total
gaming marketing publishing
GBP GBP GBP GBP GBP GBP 2017
GBP
----------------- ---------------------------- ----------------------- ------------------- ---------------- ----------------------- ------------------ -------------
Revenue 22,717,729 1,322,713 6,878,760 839,541 179,315 (291,506) 31,646,552
Marketing
expense (8,022,410) (128,316) (2,171,341) - (109,514) - (10,431,581)
Operating
expense (8,867,787) (76,316) (1,754,450) (24,961) - 291,506 (10,432,008)
Administrative
expense (3,153,222) (226,035) (3,010,164) (1,036,352) (2,720,598) - (10,146,371)
Share-based
payments - - - - 149,810 - 149,810
----------------- ---------------------------- ----------------------- ------------------- ---------------- ----------------------- ------------------ -------------
Adjusted EBITDA 2,674,310 892,046 (57,195) (221,772) (2,650,797) - 786,402
----------------- ---------------------------- ----------------------- ------------------- ---------------- ----------------------- ------------------ -------------
2016
Real money Affiliate Social Licensing Other Intra-group Total
gaming marketing publishing
GBP GBP GBP GBP GBP GBP 2016
GBP
----------------- ---------------------------- ----------------------- ------------------- ---------------- ----------------------- ------------------ -------------
Revenue 21,543,708 3,697,951 7,884,101 786,843 45,515 - 33,958,118
Marketing
expense (9,685,716) (1,161,390) (3,937,053) - (26,756) - (14,810,915)
Operating
expense (7,464,252) (264,810) (1,608,789) - - - (9,337,851)
Administrative
expense (3,138,644) (676,922) (4,140,794) (343,488) (2,526,921) - (10,826,769)
Share-based
payments - - - - (993,349) - (993,349)
----------------- ---------------------------- ----------------------- ------------------- ---------------- ----------------------- ------------------ -------------
Adjusted EBITDA 1,255,096 1,594,829 (1,802,535) 443,355 (3,501,511) - (2,010,766)
----------------- ---------------------------- ----------------------- ------------------- ---------------- ----------------------- ------------------ -------------
Segmental revenue includes GBP291,506 (2016: NIL) of
inter-segment Licensing revenue. This is shown as an Operating
Expense under the Real Money Gaming segment and eliminates on
consolidation.
EBITDA and Adjusted EBITDA are non-GAAP measures and exclude
exceptional items, depreciation, and amortisation. Exceptional
items are those items the Group considers to be non-recurring or
material in nature that may distort an understanding of financial
performance or impair comparability.
Real money gaming
Real money gaming on the Grizzly platform has grown 5% to
GBP22.7m (2016: GBP21.5m). This reflects the continuing investment
into development and targeted marketing.
Operating expenses include point of consumption tax, third party
royalties and transaction costs. Operating costs have increased 15%
to GBP8.9m (2016: GBP7.5m) because of the increase in revenue and
size of the operation. Changes in point of consumption tax basis
resulted in costs increasing to 38% (2016: 35%) as a proportion of
revenue.
Adjusted EBITDA improved by 113% to GBP2.7m (2016: 1.3m) with
cost savings of GBP1.7m achieved in marketing.
Affiliates
Affiliate marketing generated revenues of GBP1.3m (2016:
GBP1.8m). 2016 also included GBP1.9m of revenue attributable to the
disposed white label and agency business.
The Affiliate business was reclassified as held for sale as at
31 December 2017 with GBP3.1m of impairment recognised. The Group
has sold the affiliate marketing business in Q1 2018 for
GBP2.4m.
Social Publishing
We achieved profit for Social Publishing in H2 2017, delivering
a reduced full year loss of GBP0.1m (2016: loss GBP1.8m) as a
result of reducing marketing by 45% and administrative expenses by
28%. Despite the reduction in marketing investment, Social
Publishing revenue decreased by only 13% to GBP6.9m (2016:
GBP7.9m).
During the year, Gaming Realms closed its Seattle operations
resulting in restructuring costs of GBP0.9m, which will provide
annual synergies of over GBP3m going forward.
Licensing
Licensing revenue increased 7% to GBP0.8m (2016: GBP0.8m)
despite having less brand licensing in the year due to the
licensing of our proprietary games via RGS. We launched in New
Jersey and Europe during 2017 from where we will see contributions
in 2018 and beyond.
Cashflow, Balance Sheet and Going Concern
Net cash decreased by GBP1.3m in 2017 (2016: increased by
GBP0.1m) due to continued investment in development of GBP3.2m. The
prior year cash position was improved by the sale of the white
label business for GBP1.2m and share issues totalling GBP4m.
Net assets totalled GBP16.2m (2016: GBP24.3m). The reduction
year-on-year is as a result of annual amortisation of Intangible
assets of GBP4.9m and Impairment of the Affiliate CGU of
GBP3.1m
Following the restructure of Social Publishing, the 2018 sale of
the Affiliates CGU, and the global high margin opportunities in
game content licensing the Directors believe the Group is in a
strong position and expects to be cash generative for 2018. As a
result the Directors consider that the Group has adequate resources
to continue its normal course of operations for the foreseeable
future.
Dividend
During the year, Gaming Realms did not pay an interim or final
dividend. The Board of Directors are not proposing a final dividend
for the current year.
Corporation and deferred taxation
The Group received GBP389,354 (2016: GBP27,961) in research and
development credits in the year and has recognised an unwind of
deferred tax of GBP223,617 (2016: GBP248,941) which arose on
business combinations.
Mark Segal
Chief Financial Officer
Consolidated Statement of Comprehensive Income
For the year ended 31 December 2017
2017 2016
Continuing GBP GBP
------------------------------------------ ------------- -------------
Revenue 30,323,839 32,188,618
Marketing expenses (10,303,265) (14,526,772)
Operating expenses (10,355,692) (9,220,384)
Administrative expenses (10,655,593) (10,280,232)
Share-based payments 4,810 (993,349)
------------------------------------------ ------------- -------------
Adjusted EBITDA total 786,402 (2,010,766)
Adjusted EBITDA - discontinued (892,046) (1,140,187)
Profit on disposal - 318,834
Restructuring costs (880,257) -
EBITDA (985,901) (2,832,119)
-------------
Amortisation of intangible assets (4,932,699) (3,979,941)
Depreciation of property, plant
and equipment (173,638) (120,789)
Finance expense (752,600) (1,178,154)
Finance income 239,603 3,022
------------------------------------------ ------------- -------------
Loss before tax (6,605,235) (8,107,981)
Tax credit 612,903 272,451
------------------------------------------ ------------- -------------
Loss for the financial year -
continuing (5,992,332) (7,835,530)
Loss/profit for the financial
year - discontinued (2,235,335) 1,140,187
------------------------------------------ ------------- -------------
Loss for the financial year -
total (8,227,667) (6,695,343)
------------------------------------------ ------------- -------------
Other comprehensive income
Fair value gain on available 207,222 -
for sale assets
Exchange (loss)/gain arising
on translation of foreign operations (1,022,056) 1,836,352
------------------------------------------ ------------- -------------
Total other comprehensive income (814,834) 1,836,352
------------------------------------------ ------------- -------------
Total comprehensive income (9,042,501) (5,999,178)
------------------------------------------ ------------- -------------
Loss attributable to:
Owners of the parent (8,225,956) (6,685,120)
Non-controlling interest (1,711) (10,223)
------------- -------------
(8,227,667) (6,695,343)
------------------------------------------ ------------- -------------
Total comprehensive income attributable
to:
Owners of the parent (9,007,324) (4,882,234)
Non-controlling interest (35,177) 23,243
------------------------------------------ ------------- -------------
(9,042,501) (4,858,991)
------------------------------------------ ------------- -------------
(Loss)/gain per share Pence Pence
Basic and diluted - continuing (2.15) (2.99)
Basic and diluted - discontinued (0.80) 0.43
------------------------------------------ ------------- -------------
Basic and diluted - total (2.95) (2.56)
------------------------------------------ ------------- -------------
* EBITDA and Adjusted EBITDA are non-GAAP measures and exclude
exceptional items, depreciation, and amortisation. Exceptional
items are those items the Group considers to be non-recurring or
material in nature that may distort an understanding of financial
performance or impair comparability.
Consolidated Statement of Financial Position
As at 31 December 2017
31 December 31 December
2017 2016
GBP GBP
-------------------------------- ------------- -------------
Non-current assets
Intangible assets 20,464,170 28,661,837
Available-for-sale investment 747,222 540,000
Property, plant and equipment 263,069 373,307
Other assets 163,865 152,000
-------------------------------- ------------- -------------
21,638,326 29,727,144
-------------------------------- ------------- -------------
Current assets
Trade and other receivables 3,759,434 3,347,595
Cash and cash equivalents 2,283,302 2,616,267
-------------------------------- ------------- -------------
6,042,736 5,963,862
Assets classified as held for 2,292,881 -
sale
-------------------------------- ------------- -------------
Total assets 29,973,943 35,691,006
-------------------------------- ------------- -------------
Current liabilities
Trade and other payables 9,269,732 7,058,781
Deferred consideration - 3,135,356
-------------------------------- ------------- -------------
9,269,732 10,194,137
-------------------------------- ------------- -------------
Non-current liabilities
Deferred tax liability 881,512 1,202,889
Other Creditors 2,843,529 -
Derivative liabilities 600,000 -
-------------------------------- ------------- -------------
4,325,041 1,202,889
-------------------------------- ------------- -------------
Total liabilities 13,594,773 11,397,026
-------------------------------- ------------- -------------
Net assets 16,379,170 24,293,980
-------------------------------- ------------- -------------
Equity
Share capital 28,442,874 27,413,329
Share premium 87,198,410 87,095,455
Merger reserve (67,673,657) (67,673,657)
Available for sale reserve 207,222 -
Foreign exchange reserve 1,419,842 2,408,432
Shares to be issued 145,000 -
Retained earnings (33,530,345) (25,154,580)
-------------------------------- ------------- -------------
Total equity attributable to
owners of the parent 16,209,346 24,088,979
-------------------------------- ------------- -------------
Non-controlling interest 169,824 205,001
-------------------------------- ------------- -------------
Total equity 16,379,170 24,293,980
-------------------------------- ------------- -------------
Consolidated Statement of Cash Flows
For the year ended 31 December 2017
2017 2016
GBP GBP
--------------------------------------------- ------------ -----------------------
Cash flows from operating activities
Loss for the period (8,227,667) (6,695,343)
Adjustments for:
Depreciation of property, plant and
equipment 173,638 120,789
Amortisation of intangible fixed assets 4,932,699 3,979,941
Impairment 3,127,381 -
Finance income (239,603) (3,022)
Finance expense 312,904 36,850
Movement in deferred consideration 479,987 1,141,304
Unwind of deferred tax recognised on
business acquisitions (223,617) (248,941)
Unrealised currency translation gains (57,957) (191,548)
Loss on disposal of property, plant
and equipment 11,670 6,531
Profit on disposal of assets - (318,834)
Share-based payments (release)/expense (4,810) 993,349
(Increase)/decrease in trade and other
receivables (411,839) 643,961
Increase in trade and other payables 1,166,029 2,759,244
--------------------------------------------- ------------ -----------------------
Net cash flows from operating activities 1,038,815 2,224,281
--------------------------------------------- ------------ -----------------------
Investing activities
Acquisition of subsidiary, net of cash
acquired - 18,759
Purchases of property, plant and equipment (91,447) (289,256)
Purchase of intangibles (3,197,971) (3,969,611)
Proceeds from disposal of property, 382 -
plant and equipment
Proceeds from disposal of assets - 1,200,000
Interest received 1,294 3,022
--------------------------------------------- ------------ -----------------------
Net cash used in investing activities (3,287,742) (3,037,086)
--------------------------------------------- ------------ -----------------------
Financing activities
Proceeds of Ordinary Share issue 1,132,499 4,025,000
Issuance cost of shares - (45,000)
Payment of deferred consideration - (3,071,447)
Proceeds from issue of convertible debt 122,966 -
Cost relating to issue of convertible (96,763) -
debt
Interest paid (173,192) (36,850)
--------------------------------------------- ------------ -----------------------
Net cash from financing activities 985,510 871,703
--------------------------------------------- ------------ -----------------------
Net (decrease)/increase in cash and
cash equivalents (1,263,417) 58,898
Cash and cash equivalents at beginning
of period 2,597,465 2,516,820
--------------------------------------------- ------------ -----------------------
Exchange (gain)/losses on cash and cash
equivalents (14,950) 21,747
--------------------------------------------- ------------ -----------------------
Cash and cash equivalents at end of
period 1,319,098 2,597,465
--------------------------------------------- ------------ -----------------------
Consolidated Statement of Changes in Equity
For the year ended 31 December 2017
Share Share Merger Available Foreign Shares Retained Total Non-controlling Total
capital premium reserve for Exchange to earnings to equity interest equity
sale Reserve be holders
reserve issued of parents
GBP GBP GBP GBP GBP GBP GBP GBP GBP GBP
1 January
2016 24,920,829 85,127,955 (68,393,657) - 605,546 - (19,462,809) 22,797,864 - 22,797,864
------------------ ----------- ----------- ------------- ----------- ---------- -------- ------------- ------------ ----------------- ------------
Loss for
the year - - - - - - (6,685,120) (6,685,120) (10,223) (6,695,343)
Other
comprehensive
income - - - - 1,802,886 - - 1,802,886 33,466 1,836,352
Total
comprehensive
income for
the year - - - - 1,802,886 - (6,685,120) (4,882,234) 23,243 (4,858,991)
------------------ ----------- ----------- ------------- ----------- ---------- -------- ------------- ------------ ----------------- ------------
Contributions
by and
distributions
to owners
Shares issued
as part of
the
consideration
in a business
combination 480,000 - 720,000 - - - - 1,200,000 - 1,200,000
Shares issued
as part of
the capital
raising 2,012,500 2,012,500 - - - - - 4,025,000 - 4,025,000
Cost of issue
of Ordinary
Share capital - (45,000) - - - - - (45,000) - (45,000)
Share-based
payment on
share options - - - - - - 993,349 993,349 - 993,349
Non-controlling
interests
on acquisition
of subsidiary - - - - - - - - 181,758 181,758
31 December
2016 27,413,329 87,095,455 (67,673,657) - 2,408,432 - (25,154,580) 24,088,979 205,001 24,293,980
------------------ ----------- ----------- ------------- ----------- ---------- -------- ------------- ------------ ----------------- ------------
Loss for
the year - - - - - - (8,225,956) (8,225,956) (1,711) (8,227,667)
Other
comprehensive
income - - - 207,222 (988,590) - - (781,368) (33,466) (814,834)
Total
comprehensive
income/(loss)
for the year - - - 207,222 (988,590) - (8,225,956) (9,007,324) (35,177) (9,042,501)
------------------ ----------- ----------- ------------- ----------- ---------- -------- ------------- ------------ ----------------- ------------
Contributions
by and
distributions
to owners
Shares issued
as part of
the capital
raising 1,029,545 102,955 - - - - - 1,132,500 - 1,132,500
Share-based
payment to
Director - - - - - 145,000 - 145,000 - 145,000
Share-based
payment on
share options - - - - - - (149,810) (149,810) - (149,810)
31 December
2017 28,442,874 87,198,410 (67,673,657) 207,222 1,419,842 145,000 (33,530,345) 16,209,346 169,824 16,379,170
------------------ ----------- ----------- ------------- ----------- ---------- -------- ------------- ------------ ----------------- ------------
Notes to the Preliminary Results
For the year ended 31 December 2017
1. Accounting policies
General information
Gaming Realms Plc (the "Company") and its subsidiaries (together
the "Group").
The Company is admitted to trading on AIM of the London Stock
Exchange. It is incorporated and domiciled in the UK. The address
of its registered office is One Valentine Place, London, SE1
8QH.
Basis of preparation
The consolidated financial statements are presented in
sterling.
These financial statements have been prepared in accordance with
International Financial Reporting Standards, International
Accounting Standards and Interpretations (collectively IFRSs) as
adopted by the EU and on a basis consistent with those policies set
out in our audited financial statements for the year ended 31
December 2016.
The financial information set out in this document does not
constitute the Group's statutory accounts for the year ended 31
December 2016 or 31 December 2017.
Statutory accounts for the year ended 31 December 2016 have been
filed with the Registrar of Companies and those for the year ended
31 December 2017 will be delivered to the Registrar in due course;
both have been reported on by independent auditors. The independent
auditors' reports on the Annual Report and Accounts for the year
ended 31 December 2016 and 31 December 2017 were 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.
The preparation of financial statements in compliance with
adopted IFRSs requires the use of certain critical accounting
estimates. It also requires Group management to exercise judgement
in applying the Group's accounting policies.
Basis of consolidation
The consolidated financial statements incorporate the assets and
liabilities of all subsidiaries of the Company as at 31 December
2017 and the results of all subsidiaries for the year then
ended.
Where the Company has control over an entity, it is classified
as a subsidiary. The Company controls an entity if all three of the
following elements are present: power over the entity, exposure to
variable returns from the entity, and the ability of the investor
to use its power to affect those variable returns. Control is
reassessed whenever facts and circumstances indicate that there may
be a change in any of these elements of control.
Intercompany transactions, balances and unrealised gains on
transactions between entities in the Group are eliminated.
Unrealised losses are also eliminated unless the transaction
provides evidence of the impairment of the asset transferred.
Accounting policies of subsidiaries have been changed where
necessary to ensure consistency with the policies adopted by the
Group.
The consolidated financial statements incorporate the results of
business combinations using the acquisition method. In the
statement of financial position, the acquiree's identifiable
assets, liabilities and contingent liabilities are initially
recognised at their fair values at the acquisition date. The
results of acquired operations are included in the consolidated
statement of comprehensive income from the date on which control is
obtained. They are deconsolidated from the date on which control
ceases.
Going concern
The Directors consider that the Group has adequate resources to
continue in operational existence for the foreseeable future. For
this reason, they continue to adopt the going concern basis in
preparing the consolidated financial statements.
2. Adjusted EBITDA
Adjusted EBITDA is stated before exceptional items as
follows:
2017 2016
GBP GBP
--------------------------------- ---------- ------------
Adjusted EBITDA - Total 786,402 (2,010,766)
Profit on disposal - 318,834
Adjusted EBITDA - discontinued (892,046) (1,140,187)
Restructuring costs (880,257) -
--------------------------------- ---------- ------------
EBITDA (985,901) (2,832,119)
--------------------------------- ---------- ------------
Discontinued
The Affiliate marketing CGU has been reclassified as held for
sale as management were actively seeking a sale of this business as
at 31 December 2017. The sale concluded in March 2018.
Restructuring costs
During 2017 the Group closed the Seattle office. Restructuring
costs relate to the closure costs associated with this including
employee severance payments.
3. Segment information
The Board is the Group's chief operating decision-maker.
Management has determined the operating segments based on the
information reviewed by the Board for the purposes of allocating
resources and assessing performance.
The Group has four reportable segments. The social publishing
segment provides freemium games to the US and Europe. Licensing
segment includes IP brand and content licensing to partners in the
US and Europe. The real money gaming division operates our brands
direct to the end user. In 2016 the Group disposed of its white
label and agency business which formed part of the RMG segment. It
has been separated in the revenue by product table below for
information. The Affiliate marketing segment provides digital
marketing and referrals for group and third-party brands and has
been classed as held for sale during the year (see note 8).
Revenue by product:
2017 2016
GBP GBP
---------------------- ---------------------------- -----------
Real money gaming 22,717,729 21,543,708
Disposed white
label and agency
business - 1,928,451
Social publishing 6,878,760 7,884,101
Licensing 839,541 786,843
Other 179,315 45,515
---------------------- ---------------------------- -----------
Total - continuing 30,615,345 32,188,618
Affiliate marketing
- discontinued 1,322,713 1,769,500
---------------------- ---------------------------- -----------
Total 31,938,058 33,958,118
---------------------- ---------------------------- -----------
Segmental revenue includes GBP291,506 (2016: NIL) of
inter-segment Licensing revenue. This is shown as an Operating
Expense under the Real Money Gaming segment and eliminates on
consolidation.
There were no customers who generated more than 10% of total
revenue.
Geographical information
The Group considers that its primary geographic regions are the
UK, including Channel Islands, US and the Rest of World. No revenue
was derived from real money gaming in the US. Revenues from
customers outside the UK (including Channel Islands) and US are not
considered sufficiently significant to warrant separate reporting.
All non-current assets are based in the UK.
External External
revenue revenue
by location by location
of customers of customers
2017 2016
GBP GBP
------------------------ --------------- ---------------
UK, including Channel
Islands 23,751,919 23,925,469
US 6,780,327 6,754,016
Rest of the World 1,114,306 3,278,633
------------------------ --------------- ---------------
31,646,552 33,958,118
------------------------ --------------- ---------------
Segmental reporting for the year is as below:
Real money Affiliate Social Licensing Other Intra-group Total
gaming marketing publishing
GBP GBP GBP GBP GBP GBP 2017
GBP
----------------- ---------------------------- ----------------------- ------------------- ---------------- ----------------------- ------------------ -------------
Revenue 22,717,729 1,322,713 6,878,760 839,541 179,315 (291,506) 31,646,552
Marketing
expense (8,022,410) (128,316) (2,171,341) - (109,514) - (10,431,581)
Operating
expense (8,867,787) (76,316) (1,754,450) (24,961) - 291,506 (10,432,008)
Administrative
expense (3,153,222) (226,035) (3,010,164) (1,036,352) (2,720,598) - (10,146,371)
Share-based
payments - - - - 149,810 - 149,810
----------------- ---------------------------- ----------------------- ------------------- ---------------- ----------------------- ------------------ -------------
Adjusted EBITDA 2,674,310 892,046 (57,195) (221,772) (2,650,797) - 786,402
----------------- ---------------------------- ----------------------- ------------------- ---------------- ----------------------- ------------------ -------------
Restructuring
costs (735,257)
Restructuring
costs -
share-based
payment (145,000)
Adjusted EBITDA
- discontinued (892,046)
----------------- ---------------------------- ----------------------- ------------------- ---------------- ----------------------- ------------------ -------------
EBITDA (985,901)
----------------- ---------------------------- ----------------------- ------------------- ---------------- ----------------------- ------------------ -------------
Amortisation
of Intangible
assets (4,932,699)
Depreciation
of property,
plant and
equipment (173,638)
Finance expense (752,600)
Finance income 239,603
----------------- ---------------------------- ----------------------- ------------------- ---------------- ----------------------- ------------------ -------------
Loss before
tax (6,605,235)
----------------- ---------------------------- ----------------------- ------------------- ---------------- ----------------------- ------------------ -------------
The affiliate marketing segment has been treated as a
discontinued operation in the income statement for the year ended
31 December 2017 and 31 December 2016. Prior year affiliate
marketing segment included white label and agency revenue of
GBP1,928,451 and EBITDA of GBP454,642. Affiliate revenue of
GBP1,769,500 and EBITDA of GBP1,140,187 has therefore been shown as
discontinued for 2016. See note 8.
Real money Affiliate Social Licensing Other Intra-group Total
gaming marketing publishing
GBP GBP GBP GBP GBP GBP 2016
GBP
----------------- ---------------------------- ----------------------- ------------------- ---------------- ----------------------- ------------------ -------------
Revenue 21,543,708 3,697,951 7,884,101 786,843 45,515 - 33,958,118
Marketing
expense (9,685,716) (1,161,390) (3,937,053) - (26,756) - (14,810,915)
Operating
expense (7,464,252) (264,810) (1,608,789) - - - (9,337,851)
Administrative
expense (3,138,644) (676,922) (4,140,794) (343,488) (2,526,921) - (10,826,769)
Share-based
payments - - - - (993,349) - (993,349)
----------------- ---------------------------- ----------------------- ------------------- ---------------- ----------------------- ------------------ -------------
Adjusted EBITDA 1,255,096 1,594,829 (1,802,535) 443,355 (3,501,511) - (2,010,766)
----------------- ---------------------------- ----------------------- ------------------- ---------------- ----------------------- ------------------ -------------
Profit on
disposal 318,834
Adjusted EBITDA
- discontinued (1,140,187)
----------------- ---------------------------- ----------------------- ------------------- ---------------- ----------------------- ------------------ -------------
EBITDA (2,832,119)
----------------- ---------------------------- ----------------------- ------------------- ---------------- ----------------------- ------------------ -------------
Amortisation
of Intangible
assets (3,979,941)
Depreciation
of property,
plant and
equipment (120,789)
Finance expense (1,178,154)
Finance income 3,022
----------------- ---------------------------- ----------------------- ------------------- ---------------- ----------------------- ------------------ -------------
Loss before
tax (8,107,981)
----------------- ---------------------------- ----------------------- ------------------- ---------------- ----------------------- ------------------ -------------
Other segment noted above includes unallocated head office
activities. Management do not report segmental assets and
liabilities internally and as such an analysis is not reported.
4. finance income and expense
2017 2016
GBP GBP
---------------------------------- -------- ------------------------
Finance income
Interest received 1,294 3,022
Foreign exchange movement on 238,309 -
deferred consideration
---------------------------------- -------- ------------------------
Total finance income 239,604 3,022
---------------------------------- -------- ------------------------
Finance expense
Bank interest expense paid 272,613 36,850
Deferred consideration movement 479,987 292,212
Foreign exchange movement on
deferred consideration - 849,092
---------------------------------- -------- ------------------------
Total finance expense 752,600 1,178,154
---------------------------------- -------- ------------------------
The deferred consideration in relation to the acquisition from
RealNetworks, Inc. is denominated in USD and was settled on 15(th)
December 2017. The retranslation of this balance resulted in a
GBP238,309 gain in the current year (2016: GBP849,092 loss).
5. tax credit
2017 2016
GBP GBP
----------------------------------------- -------- --------
Tax credit
Current tax
Adjustment for over provision in prior
periods (67) (4,451)
Current tax credit for the period 389,354 27,961
----------------------------------------- -------- --------
Total current tax 389,287 23,510
----------------------------------------- -------- --------
Deferred tax expense
Origination and reversal of temporary 223,617 -
differences
----------------------------------------- -------- --------
Total deferred tax 223,617 -
----------------------------------------- -------- --------
Total tax credit 612,903 23,510
----------------------------------------- -------- --------
The reasons for the difference between the actual tax credit for
the period and the standard rate of corporation tax in the UK
applied to profits for the year are as follows:
2017 2016
GBP GBP
------------------------------------------------ ------------ ------------
Loss for the period (8,840,570) (6,967,794)
Expected tax at effective rate of corporation
tax in the UK of 19.3% (2016: 20%) (1,701,507) (1,393,559)
Expenses not deductible for tax purposes 7,840 224,896
Effects of overseas taxation 179,516 (224,795)
Adjustment for over provision in prior
periods 67 4,451
Research and Development tax credit (389,354) (27,961)
Tax losses for which no deferred tax
assets have been recognised 1,290,535 1,144,517
Total tax credit (612,903) (272,451)
------------------------------------------------ ------------ ------------
6. Loss per share
Basic loss per share is calculated by dividing the loss
attributable to ordinary shareholders by the weighted average
number of shares in issue during the year. For fully diluted loss
per share, the weighted average number of ordinary shares in issue
is adjusted to assume conversion of dilutive potential ordinary
shares. The Group's potentially dilutive securities consist of
share options, performance shares and a convertible bond. As the
Group is loss-making, none of the potentially dilutive securities
are currently dilutive.
2017 2016
GBP GBP
------------------------------------------------ ------------ ------------
Loss after tax - continuing (5,992,332) (7,835,530)
(Loss)/profit after tax - discontinued (2,235,335) 1,140,187
------------------------------------------------ ------------ ------------
Loss after tax - total (8,227,667) (6,695,343)
------------------------------------------------ ------------ ------------
Number Number
------------------------------------------------ ------------ ------------
Weighted average number of ordinary shares
used in calculating basic loss per share 278,166,853 262,432,743
------------------------------------------------ ------------ ------------
Weighted average number of ordinary shares
used in calculating dilutive loss per share 278,166,853 262,432,743
------------------------------------------------ ------------ ------------
Pence Pence
------------------------------------------------ ------------ ------------
Basic and diluted loss per share - continuing (2.15) (2.99)
Basic and diluted loss/(profit) per share
- discontinued (0.80) 0.43
------------------------------------------------ ------------ ------------
Basic and diluted loss per share - total (2.95) (2.56)
------------------------------------------------ ------------ ------------
7. Intangible assets
Goodwill Customer Software Development Domain Intellectual Total
database costs names Property
GBP GBP GBP GBP GBP GBP GBP
Cost
Balance at 1 January
2016 18,092,116 4,543,648 1,091,241 2,888,724 363,401 5,354,379 32,333,509
Acquired through
business
combination 75,413 - 217,216 - - - 292,629
Additions - - - 3,969,611 - - 3,969,611
Disposals (2,513,765) (698,446) - - - - (3,212,211)
FX Movement 892,100 266,769 230,043 - 66,217 1,047,051 2,502,180
---------------------- ------------ ------------ ---------- --------- -------------- ------------
At 31 December 2016 16,545,864 4,111,971 1,538,500 6,858,335 429,618 6,401,430 35,885,718
---------------------- ------------ ------------ ---------- ------------- --------- -------------- ------------
Additions - - - 3,197,971 - - 3,197,971
Disposals - - - - - - -
Reclassified as held
for sale (5,420,262) (2,343,632) - - - - (7,763,894)
FX Movement (480,045) (141,830) (134,559) (9,198) (35,287) (558,338) (1,359,257)
At 31 December 2017 10,645,557 1,626,509 1,403,941 10,047,108 394,331 5,843,092 29,960,538
---------------------- ------------ ------------ ---------- ------------- --------- -------------- ------------
Amortisation -
Balance at 1 January
2016 - 2,055,945 135,717 919,856 45,581 248,609 3,405,708
Amortisation charge - 1,156,153 440,219 1,517,989 132,965 732,615 3,979,941
Disposals - (452,365) - - - - (452,365)
FX Movement - 81,939 67,052 260 20,386 120,960 290,597
At 31 December 2016 - 2,841,672 642,988 2,438,105 198,932 1,102,184 7,223,881
---------------------- ------------ ------------ ---------- ------------- --------- -------------- ------------
Amortisation charge - 916,459 490,691 2,627,075 135,287 763,187 4,932,699
Disposed - - - - - - -
Reclassified as held
for sale - (2,343,632) - - - - (2,343,632)
FX Movement - (86,841) (76,019) (3,918) (21,606) (128,196) (316,580)
At 31 December 2017 - 1,327,658 1,057,660 5,061,262 312,613 1,737,175 9,496,368
---------------------- ------------ ------------ ---------- ------------- --------- -------------- ------------
Net book value -
At 1 January 2016 18,092,116 2,487,703 955,524 1,968,868 317,820 5,105,770 28,927,801
At 31 December 2016 16,545,864 1,270,299 895,512 4,420,230 230,686 5,299,246 28,661,837
At 31 December 2017 10,645,557 298,851 346,281 4,985,846 81,718 4,105,917 20,464,170
---------------------- ------------ ------------ ---------- ------------- --------- -------------- ------------
8. assets and liabilities classfified as held for sale
During H2 2017 the Board concluded to pursue the sale of the
affiliate marketing business. Advisors were appointed and offers
invited, which were actively being discussed during late 2017. The
group has therefore reclassified this business as held for sale as
at 31 December 2017.
As a result, an impairment of GBP3.1m has been recognised based
on the recoverable amount of goodwill attributable to this segment.
Recoverable amount has been calculated as fair value less the costs
of disposal. Fair value is measured at GBP2.4m based on active
offers received during late 2017. The impairment has been included
in discontinued operations as below.
In March 2018 the Group sold its Affiliate business, for total
consideration of GBP2.4 million to First Leads Ltd. First Leads has
paid GBP2.0m on closing, and a further GBP0.4m will be payable on
31 December 2018, based on the achievement of performance
targets.
2017
GBP
---------------------- ------------
Net carrying amount
of disposal group 5,420,262
Impairment of held
for sale goodwill (3,127,381)
----------------------
2,292,881
---------------------- ------------
Discontinued operations:
2017 2016
GBP GBP
-------------------------- ------------ ----------
Revenue 1,322,713 1,769,500
Marketing expenses (128,316) (284,143)
Operating expenses (76,316) (117,467)
Administrative expenses (226,035) (227,703)
--------------------------- ------------ ----------
EBITDA 892,046 1,140,187
------------
Impairment of held for (3,127,381) -
sale assets
-------------------------- ------------ ----------
Loss for the financial
year - discontinued (2,235,335) 1,140,187
--------------------------- ------------ ----------
Cash flow from discontinued operations:
2017 2016
GBP GBP
-------------------------------- ------------ ----------
Cash flows from operating
activities
Profit/(Loss) for the period (2,235,335) 1,140,187
Adjustments for:
Impairment 3,127,381 -
-------------------------------- ------------ ----------
Net cash flows from operating
activities 892,046 1,140,187
-------------------------------- ------------ ----------
The Affiliate marketing segment did not have any material
financing or investing cash flows in the current or prior year.
9. Arrangement with JackpotJoy group
In December 2017 the group entered into a GBP3.5m secured
convertible loan agreement with Jackpotjoy plc and group companies
(together "Jackpotjoy Group") alongside a 10-year framework
services agreement for the supply of various real money
services.
Under the framework services agreement the first GBP3.5m of
services are provided free-of-charge within the first 5 years. This
will be recognised as revenue as it is utilised.
The convertible loan has a duration of 5 years and carries
interest at 3-month LIBOR plus 5.5%. It is secured over the Group's
Slingo assets and business. At any time after the first year,
Jackpotjoy Group may elect to convert all or part of the principal
amount into ordinary shares of Gaming Realms Plc at a discount of
20% to the share price prevailing at the time of conversion. To the
extent that the price per share at conversion is lower than 10p
(nominal value), then the shares can be converted at nominal value
and the difference paid in cash. Under this arrangement, the
maximum dilution to Gaming Realms shareholders will be
approximately 12%, assuming the convertible loan is converted in
full.
The number of shares is variable. The option therefore violates
the fixed-for-fixed criteria for equity classification and as a
result is classified as a liability. The fair value of the
conversion feature is determined at each reporting date with
changes recognised in profit or loss. The fair value as at 31
December 2017 was GBP0.6m based on a probability assessment of
conversion and future share price. This is a level 2 valuation as
defined by IFRS 13.
The remaining GBP2.9m of proceeds plus an estimate for
free-of-charge services is accounted for as an interest-bearing
loan. The interest rate used to discount the loan was calculated as
30.8%.
Other Derivative Total
Creditors Liability
GBP GBP GBP
----------------------------- ------------ ------------ ----------
At 1 January 2017 - - -
Proceeds from issue of
convertible debt 2,900,000 600,000 3,500,000
Cost relating to issue
of convertible debt (96,763) - (96,763)
Effective interest (30.8%) 40,232 - 40,232
----------------------------- ------------ ------------ ----------
At 31 December 2017 2,843,469 600,000 3,443,469
----------------------------- ------------ ------------ ----------
The proceeds are first allocated to the fair value of the
derivative liability. The key assumptions used to estimate the
derivative liability are as follows:
-- Future share price
-- Probability assessment of expected conversion
-- Timing and proportion converted to shares by JackpotJoy Group
The proceeds are then allocated between the use of the free
services and the interest-bearing loan. The key assumptions used to
estimate this split are:
-- Timing and amount of usage of the free services
-- Future 3-month LIBOR rates
Key sensitivities in the calculation of the above values
include:
-- For every GBP0.5m reduction in the estimate of free services,
there will be an equal reduction in the interest expense over the
term
-- Each 1% increase in 3-month LIBOR would result in an
additional GBP35k interest payable per annum, or GBP140k in total
assuming no capital is repaid or converted to shares
-- If the share price does not exceed 12p there will be no value
in the conversion element meaning the carrying value of the loan
will increase by GBP0.6m and interest expense will decrease by
GBP0.6m
10. Share capital
Ordinary shares
2017 2017 2016 2016
Number GBP Number GBP
---------------------
Ordinary shares of 284,428,747 28,442,874 274,133,292 27,413,329
------------ ----------- ------------ -----------
10 pence each
--------------------- ------------ ----------- ------------ -----------
On 11 August 2017 10,295,455 shares were issued at GBP0.11 per
share for a total consideration of GBP1,132,500.
On 2 March 2016, 7,625,000 shares were issued at GBP0.20 per
share for a total consideration of GBP1,525,000.
On 9 June 2016, 4,800,000 shares were issued at GBP0.25 per
share to the previous shareholders of Blueburra Holdings Limited to
satisfy the final GBP1,200,000 share element of vendor
consideration.
On 2 September 2016, 12,500,000 shares were issued at GBP0.20
per share for a total consideration of GBP2,500,000.
11. Post balance sheet events
After the balance sheet date the Group renewed and increased its
overdraft facility with Barclays to GBP2m, available for two years
with a reducing facility.
In March 2018 the Group sold its Affiliate CGU for total
consideration of GBP2.4 million to First Leads Ltd. First Leads has
paid GBP2.0m on closing, and a further GBP0.4m will be payable on
31 December 2018, based on the achievement of performance
targets.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
FR FIMLTMBIMBIP
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