TIDMUSG
RNS Number : 9505S
Ultimate Sports Group PLC
28 June 2018
28 June 2018
Ultimate Sports Group PLC
("USG" or the "Company" or the "Group")
Final Results and Notice of AGM
Ultimate Sports Group PLC, the AIM listed investment vehicle, is
pleased to announce its results for the year ended 31 December
2017. The Company also gives notice that its Annual General Meeting
('AGM') will be held at the Hellenic Centre 16/18 Paddington
Street, London W1U 5AS on 29 August 2018 at 11.30am. Copies of the
Notice of AGM together with the Annual Report for the year ended 31
December 2017 will be posted to shareholders and be available to
view on the Company's website www.ultimatesportsgroup.me.
Chairman's Statement and Chief Executive's Review
Our continuing trading activities - primarily through our
subsidiary Sport in Schools Limited (also known as The Elms Sport
in Schools) - resulted in a combined turnover of GBP1,369,193 (2016
- GBP1,248,490) and an operating loss, before non-recurring and
exceptional items, of GBP233,650 (2016 - GBP287,433).
The UltimatePlayer.me online platform is fully functional and
operating satisfactorily. Whilst Ultimate Player took steps last
year to expand the reach of its online platform, it became clear
that it would require a substantial budget to cover marketing,
promotion and advertising to secure its commercial viability. With
that in mind, your directors decided that it was appropriate to
write off non-recurring and exceptional items relating to the
development costs of the platform amounting to GBP563,325.
During the second half of 2017 your directors concluded that
further funding was required for the company to promote its
activities and seek to expand its horizons. Due to the limited
marketability of the company's shares, any further fund raising for
the company was unlikely to be achieved by share placings with
private investors. Accordingly, your directors decided that any
requirement for additional funds would need to be sourced by a
party taking a strategic stake.
In December 2017, an initial meeting was held with Mr Richard
Bernstein. There followed in rapid succession a series of meetings,
which, despite turbulent market conditions, resulted in a
successfully negotiated transaction. Mr Bernstein offered and the
company accepted (with shareholder approval) Mr Bernstein's
proposal to take a strategic stake in the company. In addition, the
company entered into an agreement with Mr Bernstein pursuant to
which Mr Bernstein will seek to introduce the company to potential
investment or acquisition opportunities.
The details of the entire transaction - which raised new funds
of GBP537,500 before expenses - were announced in February 2018 and
approved by shareholders at a General Meeting in March 2018.
Going forward your directors will continue to focus on the
development of Sport in Schools Limited and carefully look for and
appraise any and all acquisition opportunities, including those
proposed by Mr Bernstein. In addition, Ultimate Player will explore
new avenues designed to make its online platform commercially
viable.
We are pleased that this strategy can be conducted from a firm
financial base.
R L Owen (Chairman)
G M Simmonds (Managing Director)
27 June 2018
Consolidated statement of comprehensive income for the year
ended 31 December 2017
2017 2016
Notes GBP GBP
Continued activities
Revenue 6 1,369,193 1,248,490
Cost of sales (769,310) (717,020)
----------- ----------
Gross profit 599,883 531,470
Administrative expenses (833,533) (818,903)
----------- ----------
Operating Loss before exceptional
items (233,650) (287,433)
Exceptional item and non-
recurring costs 8 (563,325) (141,763)
----------- ----------
Operating loss 9 (796,975) (429,196)
Finance income 11 - 1,602
Finance costs 12 (3,714) (3,972)
Other gains and losses 13 20,497 -
----------- ----------
Loss before taxation (780,192) (431,566)
Taxation 14 17,572 6,836
----------- ----------
Loss after taxation from continuing
activities (762,620) (424,730)
Profit/((loss) for the year
from discontinued activities 7 53,567 (158,747)
----------- ----------
(709,053) (583,477)
----------- ----------
Attributable to:
Equity holders of the parent
company (709,470) (566,581)
Non-controlling interests 417 (16,896)
----------- ----------
(709,053) (583,477)
----------- ----------
Other comprehensive loss
Losses on available-for-sale
investments taken to equity (1,838) (3,275)
Taxation on items taken directly
to equity 14 331 618
Other comprehensive loss (1,507) (2,657)
----------- ----------
Comprehensive loss attributable
to:
Equity holders of the parent
company (710,977) (569,238)
Minority interest 417 (16,896)
Total comprehensive loss (710,560) (586,134)
=========== ==========
Loss per share (basic and diluted)
Loss from operations per share 15 (0.0319)p (0.0318)p
Other comprehensive loss per
share (0.0001)p (0.0001)p
---------- ----------
Total comprehensive loss per
share (0.0320)p (0.0319)p
========== ==========
The notes below form part of these financial statements.
Consolidated statement of financial position as at 31 December
2017
Notes 2017 2016
GBP GBP
Non current assets
Goodwill and other intangibles 17 60,054 564,546
Property, plant and equipment 19 12,923 31,570
Total non-current assets 72,977 596,116
------------ ------------
Current assets
Available-for-sale investments 20 - 25,998
Trade and other receivables 21 68,981 97,702
Cash and cash equivalents 129,611 129,437
------------ ------------
Total current assets 198,592 253,137
------------ ------------
Total assets 271,569 849,253
Current liabilities
Trade and other payables 22 173,661 222,547
Borrowings 25 2,000 17,377
------------ ------------
Total current liabilities 175,661 239,924
------------ ------------
Non-current liabilities
Borrowings 25 - 30,562
------------ ------------
Total non-current liabilities - 30,562
------------ ------------
Total liabilities 175,661 270,486
Net assets 95,908 578,767
Equity
Share capital 26 2,281,164 2,048,664
Share premium account 393,454 393,454
Merger reserve 325,584 325,584
Fair value reserve - (1,507)
Retained earnings (2,840,795) (2,123,512)
Equity attributable to shareholders'
of the parent company 159,407 642,683
Non- controlling interests (63,499) (63,916)
Total Equity 95,908 578,767
============ ============
The financial statements were approved and authorised for issue
by the board on 27 June 2018 and signed on its behalf by:
R L Owen
Director
G Simmonds
Director
Company registration number 03882621
The notes below form part of these financial statements.
Consolidated statements of changes in equity
To
equity
holders
Fair of the
Share Share Merger value Retained parent Non-controlling
capital premium reserve reserve earnings company interest Total
GBP GBP GBP GBP GBP GBP GBP GBP
Balance at 1
January
2016 1,526,164 401,039 325,584 1,150 (1,569,380) 684,557 951 685,508
Issue of new
shares 522,500 18,000 - - - 540,500 - 540,500
Share issue
costs - (25,585) - - - (25,585) - (25,585)
Released on sale
of
available for
sale
investments - - - (3,275) - (3,275) - (3,275)
Deferred tax on
items
taken directly
to equity - - - 618 - 618 - 618
Adjustment for
non-controlling
interest - - - - - - (47,971) (47,971)
Share based
payment - - - - 12,449 12,449 - 12,449
Loss for the
year - - - - (566,581) (566,581) (16,896) (583,477)
Reserves at 1
January
2017 2,048,664 393,454 325,584 (1,507) (2,123,512) 642,683 (63,916) 578,767
Issue of new
shares 232,500 - - - - 232,500 - 232,500
Share issue
costs - - - - (7,813) (7,813) - (7,813)
Released on sale
of
available for
sale
investments - - - 1,838 - 1,838 - 1,838
Deferred tax on
items
taken directly
to equity - - - (331) - (331) - (331)
Loss for the
year (709,470) (709,470) 417 (709,053)
At 31 December
2017 2,281,164 393,454 325,584 - (2,840,795) 159,407 (63,499) 95,908
========== ========= ======== ======== ============ ========== ================ ==========
Company statement of financial position as at 31 December
2017
Notes 2017 2016
GBP GBP
Non current assets
Investment in subsidiaries 18 516,468 606,571
Property, plant and equipment 19 1 20,915
------------ ------------
Total non-current assets 516,469 627,486
------------ ------------
Current assets
Available-for-sale investments 20 - 1,688
Trade and other receivables 21 342,203 971,993
Cash and cash equivalents 81,459 175,789
------------ ------------
Total current assets 423,662 1,149,470
------------ ------------
Total assets 940,131 1,776,956
Current liabilities
Trade and other payables 22 284,317 283,073
Borrowings 25 - 13,877
------------ ------------
Total current liabilities 284,317 296,950
------------ ------------
Non-current liabilities
Borrowings 25 - 28,562
------------ ------------
Total non-current liabilities - 28,562
------------ ------------
Total liabilities 284,317 325,512
Net assets 655,814 1,451,444
Equity
Share capital 26 2,281,164 2,048,664
Share premium account 393,454 393,454
Merger reserve 325,584 325,584
Retained earnings (2,344,388) (1,316,258)
Total equity 655,814 1,451,444
============ ============
The financial statements were approved and authorised for issue
by the board on 27 June 2018 and signed on its behalf by:
R L Owen
Director
G Simmonds
Director
Company registration number 03882621
The notes below form part of these financial statements.
Company statement of changes in equity
Share Share Retained
capital premium Merger reserve earnings Total
GBP GBP GBP GBP GBP
At 1 January
2016 1,526,164 401,039 325,584 (1,034,493) 1,218,294
Issue of new
shares 522,500 18,000 - - 540,500
Share issue costs - (25,585) - - (25,585)
Loss for the
year - - - (294,214) (294,214)
Share based payment - - - 12,449 12,449
At 1 January
2017 2,048,664 393,454 325,584 (1,316,258) 1,451,444
Issue of new
shares 232,500 - - - 232,500
Share issue costs - - - (7,813) (7,813)
Loss for the
year - - - (1,020,317) (1,020,317)
At 31 December
2017 2,281,164 393,454 325,584 (2,344,388) 655,814
============== ========= =============== ============ ============
Consolidated statement of cash flows for the year ended 31
December 2017
Note 2017 2016
GBP GBP
Cash flow from all operating activities
Loss before taxation from continuing
activities (780,192) (431,566)
Profit/(loss) before taxation from
discontinued activities 33c 53,567 (158,747)
---------------- -------------------
(726,625) (590,313)
Adjustments for:
Finance income - (1,602)
Finance expense 3,714 3,972
Impairment and amortisation of intangible
assets 520,792 57,089
Other gains and losses (103,097) -
Depreciation 26,145 53,406
Profit on sale of tangible assets (30,865) -
Share based payments - 12,448
Operating cash flow before working
capital movements (309,936) (465,000)
Increase in receivables 28,720 84,552
Decrease in payables (48,886) (162,567)
Net cash absorbed by operations (330,102) (543,015)
---------------- -------------------
Taxation 17,241 7,454
---------------- -------------------
Cash flow from investing activities
Finance income - 1,602
Property, plant and equipment acquired (9,820) (4,001)
Intangible asset development costs (16,300) (134,614)
Acquisition of non- controlling
interest - (47,970)
Proceeds on sale of property, plant 33,187 -
and equipment
Net proceeds on sale of business 82,600 -
Proceeds on disposal of available 48,334 -
for sale investments
Net cash from investing activities 138,001 (184,983)
---------------- -------------------
Cash flow from financing activities
Finance expense (3,714) (3,972)
Funds from share issue 224,687 514,915
Repayment of borrowings (45,939) (18,877)
Net cash from financing activities 175,034 492,066
---------------- -------------------
Net increase/(decrease) in cash
and cash equivalents in the year 33b 174 (228,478)
Cash and cash equivalents at the
beginning of the year 129,437 357,915
Cash and cash equivalents at the
end of the year 129,611 129,437
================ ===================
A statement of cash flows from discontinued activities is set
out in note 33c.
The notes below form part of these financial statements.
Company statement of cash flows for the year ended 31 December
2017
Notes 2017 2016
GBP GBP
Cash flow from operating activities
Loss before tax (1,020,317) (294,213)
Adjustments for:
Finance income (16,500) (16,500)
Finance expense 3,714 3,972
Other gains (1,034) -
Provision for impairment in value
of investments in subsidiaries 90,103 10,765
Provision for intra group indebtedness 889,245 -
Depreciation 18,592 27,888
Profit on sale of tangible assets (30,865) -
Share based payments - 12,448
Operating cash flow before working
capital movements (67,062) (255,640)
Decrease/(increase) in receivables (242,954) (269,926)
Increase in payables 1,244 41,993
Net cash absorbed by operations (308,772) (483,573)
------------ ----------
Cash flow from investing activities
Investment acquired - (47,000)
Proceeds on sale of property, plant 33,187 -
& equipment
Proceeds on sale of investments for 2,721 -
resale
------------ ----------
Net cash inflow/(outflow) from investing
activities 35,908 (47,000)
------------ ----------
Cash flow from financing activities
Funds from share issue 224,687 514,915
Finance expense (3,714) (3,972)
Hire purchase repayments (42,439) (13,877)
Net cash from financing activities 178,534 497,066
Net decrease in cash and cash equivalents
in the year 33b (94,330) (33,507)
Cash and cash equivalents at the
beginning of the year 175,789 209,296
Cash and cash equivalents at the
end of the year 81,459 175,789
============ ==========
The notes below form part of these financial statements
Notes to the group and parent company financial statements
1. General information
Ultimate Sports Group Plc is a public company limited by shares,
domiciled and incorporated in England and Wales and its activities
are as described in the chairman's statement and directors' report
on page 2 and page 4 respectively.
These financial statements are prepared in pounds sterling being
the currency of the primary economic environment in which the group
operates.
Basis of Preparation
The condensed Group financial statements for the year ended 31
December 2017 included in this report do not constitute statutory
accounts. The condensed Group financial statements are extracted
from the Group's statutory financial statements for the year ended
31 December 2017. The auditor has reported on those statutory
financial statements; their report was unqualified and did not
contain statements under s498(2) or (3) Companies Act 2006 or
equivalent preceding legislation.
While the financial information included in this announcement
has been prepared in accordance with the recognition and
measurement criteria of International Financial Reporting Standards
(IFRSs), this announcement does not itself contain sufficient
information to comply with IFRSs.
The condensed Group financial statements have been prepared on a
basis consistent with that adopted in the previous year's published
financial statements and in accordance with IFRSs.
The Group expects to publish statutory financial statements for
the year ended 31 December 2017 that comply with both IFRSs as
adopted for use in the European Union and IFRSs as compliant with
the Companies Act 2006 and Article 4 of the EU IAS Regulations
based on the information presented in this announcement.
The condensed financial statements were approved by the Board on
27 June 2018.
Audited statutory accounts for the year ended 31 December 2016
have been delivered to the registrar of companies. The Independent
Auditors' Report on the Annual Report and Financial Statements for
2016 was unqualified, did not contain a statement under 498(2) or
498(3) of the Companies Act 2006, but did contain a paragraph of
emphasis of matter relating to going concern without qualifying
their report.
2. Basis of Accounting
The consolidated financial statements of the group and the
financial statements of the parent company for the year ended 31
December 2017 have been prepared under the historical cost
convention except for the revaluation of available-for-sale
investments to fair value and are in accordance with International
Financial Reporting standards ("IFRS") as adopted by the EU. These
policies have been applied consistently except where otherwise
stated.
Future standards in place but not yet effective:
At the date of authorisation of these financial statements, the
following Standards were effective for annual periods beginning on
or after 1 January 2018:
-- IFRS 9 - Financial Instruments
-- IFRS 15 - Revenue from Contracts with Customers
At the date of authorisation of these financial statements, the
following Standards were effective for annual periods beginning on
or after 1 January 2019:
-- IFRS 16 - Leases
The following amendments to Standards are all effective for
annual periods beginning on or after 1 January 2018:
-- IFRS 2 - Classification and measurement of share-based payment transactions
-- IFRS 4 - Applying IFRS 9 Financial Instruments with IFRS 4 Insurance Contracts
Except for IFRS 16, see below, the directors do not believe that
there will be a material impact on the financial statements from
the adoption of these standards / interpretations
IFRS 16 requires the recognition of an asset and liability by
introducing a lessee accounting model. As at 31 December 2017, the
group has an asset and liability in respect of leases accounted for
on the basis of IFRS 16 of approximately GBP80,000.
There were no material changes in the financial statements as a
result of adopting new or revised accounting standards during the
year.
3. Significant accounting policies
(a) Basis of consolidation
The financial statements of the group incorporate the financial
statements of the company and entities controlled by the company,
which are its subsidiary undertakings. Control is achieved where
the company has the power to govern the financial and operating
policies of its subsidiary undertakings so as to benefit from their
activities.
Details of subsidiary undertakings are set out in note 18.
All intra-group transactions and balances have been eliminated
in preparing the consolidated financial statements.
(b) Revenue
Revenue arises from the disposal of available-for-sale
investments and income from sports and leisure activities
undertaken by the company and its subsidiary undertakings. In the
case of sports and leisure activities it represents invoiced and
accrued amounts for services supplied in the year, exclusive of
value added tax and trade discounts.
(c) Intangible assets
Goodwill arising on consolidation represents the excess of the
cost of acquisition over the group's interest in the fair value of
the identifiable assets and liabilities of subsidiary entities at
the date of acquisition. Goodwill is initially recognised as an
asset at cost and is subsequently measured at cost less any
accumulated impairment losses. Goodwill which is recognised as an
asset is reviewed for impairment at least annually. Any impairment
is recognised immediately in the statement of comprehensive income
and is not subsequently reversed.
For the purpose of impairment testing, goodwill is allocated to
each of the group's cash generating units expected to benefit from
synergies of the combination. Cash-generating units to which
goodwill has been allocated are tested for impairment annually, or
more frequently when there is an indication that the unit may be
impaired. If the recoverable amount of the cash generating unit is
less than the carrying amount of the unit, the impairment loss is
allocated first to reduce the carrying amount of any goodwill
allocated to the unit then to the other assets of the unit pro-rata
on the basis of the carrying amount of each asset in the unit. An
impairment loss recognised for goodwill is not reversed in a
subsequent period.
On disposal of a subsidiary, associate or jointly controlled
entity, the amount of goodwill is included in the determination of
the profit or loss on disposal.
Goodwill arising on acquisitions before the date of transition
to IFRS's has been retained at the previous UK GAAP amounts subject
to being tested for impairment at that date.
Development costs are expensed in arriving at the operating
profit or loss for the year unless the directors are satisfied as
to the technical, commercial and financial viability of individual
project. In this situation, the expenditure is recognised as an
asset and is reviewed for impairment on an annual basis.
Any impairment is recognised immediately in the income statement
and is not subsequently reversed.
Development costs recognised as an asset are amortised over a 10
year life, which commenced in September 2015 with the initial
launch of the website.
(d) Plant and equipment
Plant and equipment are stated at cost less depreciation.
Depreciation is provided at rates calculated to write off the cost
less their estimated residual value over their expected useful
lives.
The rates applied to these assets are as follows:
Plant & equipment 25% & 10% straight line
Motor vehicles 33.3% straight line
(e) Operating leases
Rentals applicable to operating leases, where substantially all
of the benefits and risks of ownership remain with the lessor, are
charged against revenue as and when incurred.
(f) Deferred taxation
Deferred taxation is provided in full in respect of timing
differences between the treatment of certain items for taxation and
accounting purposes. The deferred tax balance is not
discounted.
The recognition of deferred tax assets is limited to the extent
that the group anticipates making sufficient taxable profits in the
future to absorb the reversal of the underlying timing
differences.
(g) Trade receivables
Trade receivables are recognised at fair value. A provision for
impairment of trade receivables is established where there is
objective evidence that the company or group will not be able to
collect all amounts due according to the original terms of the
receivables. Significant financial difficulties of the debtor,
probability that the debtor will enter bankruptcy or liquidation
and default or delinquency of payments are considered indicators
that the trade receivable is impaired. The amount of the provision
is the difference between the asset's carrying amount and the
present value of estimated future cash flows. The carrying amount
of the asset is reduced through the use of an allowance account and
the amount of the loss is recognised in the income statement within
administrative expenses. When a trade receivable is uncollectable
it is written off against the allowance account for trade
receivables.
(h) Investments
Investments are classified as available for sale, and are
measured at fair value. Gains or losses in changes in fair value
are recognised directly in equity, until the security is disposed
of or is determined to be impaired, at which time the cumulative
gain or loss previously recognised in equity is included in the net
profit or loss for the period. Impairment losses recognised in
profit or loss are not subsequently reversed through profit or
loss.
Fair value of quoted investments is based on current bid prices.
If an investment is suspended from trading, fair value is based on
quoted bid prices on the first day that trading recommences
following suspension.
Investments in subsidiary undertakings are stated at cost less
provision for impairment in the parent company balance sheet.
(i) Cash and cash equivalents
Cash and cash equivalents include cash in hand and deposits held
at call with banks. Bank overdrafts are shown as borrowings within
current liabilities.
(j) Financial liabilities and equity
Financial liabilities and equity instruments are classified
according to the substance of the contractual arrangements entered
into. An equity instrument is any contract that evidences a
residual interest in the assets of the group after deducting all of
its liabilities.
Ordinary shares are classified as equity. Incremental costs
directly attributable to new shares are shown in equity as a
deduction from the proceeds.
Trade payables are recognised initially at fair value and
subsequently measured at amortised cost using the effective
interest method.
Borrowings are recognised initially at fair value, net of
transaction costs incurred. Borrowings are subsequently stated at
amortised cost, any difference between the proceeds (net of
transaction costs) and the redemption value is recognised in the
income statement over the period of the borrowing using the
effective interest method.
Borrowings are classified as current liabilities unless the
group has an unconditional right to defer settlement of the
liability for at least 12 months after the date of the statement of
financial position.
4. Critical accounting judgements and key sources of estimation uncertainty
The preparation of the group's financial statements require the
directors to make judgements, estimates and assumptions that effect
the application of policies and reported amounts in the financial
statements. These judgements and estimates are based on the
director's best knowledge of the relevant facts and circumstances.
Information about such judgements and estimation is contained in
the accounting policies and/or notes to the financial
statements.
Deferred tax asset
At the present time the directors' do not consider that there is
sufficient certainty regarding the utilisation of tax losses
available in the group. As a result, no deferred tax asset has been
recognised.
Impairment of goodwill
Determining whether goodwill is impaired requires an estimation
of the value in use of the cash generating units to which the
goodwill has been allocated. The value in use calculation requires
the entity to estimate the future cash flows expected to arise from
the cash generating unit and a suitable discount rate in order to
calculate present value. The carrying amount of goodwill is the
deemed cost on first time application of IFRS.
Details of the impairment review calculation are given in note
17.
Impairment of investment in subsidiary undertakings
The company holds listed investments through various subsidiary
undertakings. The values of these investments have been assessed
based on their current quoted market value. These values have been
used to estimate the recoverable value of the subsidiary
undertakings. Where the estimated recoverable value of the
company's investments in these subsidiary undertakings is less than
the carrying value, the investment has been written down to the
estimated recoverable value.
Impairment of intangible assets
The carrying value of intangible assets comprising unamortised
website costs are determined by reference to an assessment of
future income generated by the UltimatePlayer.me platform. Having
regard to the Board's decision to delay future plans for further
website development, all unamortised costs be fully impaired in the
year as an exceptional item (note 8).
5. Going concern
The directors have prepared financial forecasts covering the 12
months following approval of these financial statements, which show
the Group, following the issue of new shares raising GBP537,500,
can continue to carry on trading within its existing finance
facilities over that period.
In view of the above, the directors consider it appropriate to
prepare the financial statements on a going concern basis.
6. Business segment analysis
Segmental information with regard to continuing and non-
continuing activities is disclosed below and is based on the
different business activities in the group.
All turnover, profits, losses, assets and liabilities relate to
operations undertaken in the UK.
Year ended 31 December Sports and Social
2017 leisure media website Consolidated
GBP GBP GBP
Revenue 1,368,710 483 1,369,193
=========== =============== =============
Segment operating profit/(loss) 28,255 (587,536) (559,281)
=========== ===============
Group operating expenses* (237,694)
-------------
Operating loss (796,975)
Other gains and losses 20,497
Finance revenues less finance
costs (3,714)
Loss before taxation (780,192)
Taxation relating to the
social media website 17,572
-------------
Loss after taxation from
continuing activities (762,620)
Discontinued activities 53,567 53,567
----------- -------------
(53,567) (709,053)
=========== =============
Year ended 31 December Sports and Social
2016 leisure media website Consolidated
GBP GBP GBP
Revenue 1,246,888 1,602 1,248,490
=========== =============== =============
Segment operating profit/(loss) 122,535 (164,256) (41,721)
=========== ===============
Group operating expenses* (387,475)
Operating loss (429,196)
Other gains and losses -
Finance revenues less finance
costs (2,370)
Loss before taxation (431,566)
Taxation relating to the
social media website 6,836
-------------
Loss after taxation from
continuing activities (424,730)
Discontinued activities (158,747) (158,747)
----------- -------------
(158,747) (583,477)
=========== =============
* 'Group operating expenses' represent the costs of running the
group as a whole. The directors consider that the costs of running
Pantheon Leisure Plc of GBP53,370 (2016: GBP54,677) form part of
these costs as opposed to forming part of the segmental costs of
the sports and leisure division.
Financial position at 31
December 2017
Sports Social
and leisure media website Consolidated
GBP GBP GBP
Segment assets 55,714 1,846 57,560
============= ===============
Non segmental assets 214,009
-------------
Consolidated total assets 271,569
=============
Segment liabilities 158,457 4,162 162,619
============= ===============
Non segmental corporate liabilities 13,042
-------------
175,661
Capital additions 9,820 16,300
Depreciation/amortisation
and impairment 7,552 520,792
============= ===============
Financial position at 31
December 2016 Consolidated
GBP GBP GBP
Segment assets 77,264 519,065 596,329
============= ===============
Non segmental assets 252,924
-------------
Consolidated total assets 849,253
=============
Segment liabilities 197,053 19,168 216,221
============= ===============
Non segmental corporate liabilities 54,265
-------------
270,486
=============
Capital additions 4,001 134,614
Depreciation charge 53,406 57,089
============= ===============
Non segmental assets include group cash balances of GBP129,611
(2016: GBP129,437), plant and equipment of GBPNil (2016:
GBP20,915), goodwill of GBP59,954 (2016: GBP59,954), other assets
and receivables of GBP24,444 (2016: GBP42,618). Non segmental
liabilities include trade and other payables of GBP13,042 (2016:
GBP54,265), hire purchase liabilities attributable to the parent
company of GBPNil (2016: GBP42,439).
Segment assets include GBP2,727 (2016: GBP6,013) from
discontinued activities. Segment liabilities include GBP8,638
(2016: GBP65,937) from discontinued activities.
7. Discontinued Operations
2017 2016
GBP GBP
Revenue 11,015 373,935
Cost of sales and expenses (40,048) (532,682)
----------------- ---------------
Operating loss (29,033) (158,747)
Net proceeds on disposal 82,600 -
----------------- ---------------
53,567 (158,747)
----------------- ---------------
Football Partners Limited ceased small-sided football league
activities in December 2016 and subsequently disposed of its
trade for GBP100,000.
8. Exceptional item and non- recurring costs
2017 2016
GBP GBP
Exceptional item: 462,073 -
Development cost - full impairment
Non recurring costs:
Website expenditure and amortisation 101,252 141,763
563,325 141,763
========= ========
9. Operating loss
2017 2016
The operating loss is stated after GBP GBP
charging / (crediting):
Auditors' remuneration - audit services 20,875 25,840
Operating lease rentals - land and
buildings 13,507 10,905
Depreciation of property, plant
and equipment 26,145 53,406
Amortisation - Website development 58,719 57,089
Impairment - Website development 462,073 -
======== =======
Included in the audit fee for the group is an amount of GBP6,700
(2016: GBP6,000) in respect of the Company.
The auditors received fees of GBP1,250 (2016: GBP1,250) in
respect of the provision of services in connection with advice
relating to the group's interim results, and general advice.
10. (a) Staff Costs
Employee benefit costs were as follows: Group
2017 2016
GBP GBP
Wages and salaries 1,128,737 1,185,972
Social security costs 67,549 80,716
Pension contributions 7,019 8,169
Share based payment - 12,448
1,203,305 1,287,305
========== ==========
The average numbers of employees, including directors during the
year, was as follows:-
No. No.
Administration, sales and coaching
staff 91 80
===== =====
(b) Directors' remuneration
2017 2016
An analysis of directors' remuneration GBP GBP
(who are the key management personnel)
is set out below:
Salary and consultancy fees 32,859 106,951
======= ========
Executive directors:
Salaries 15,000 40,000
Car benefits 17,859 23,951
Consultancy fees - 30,500
------- --------
32,859 94,451
======= ========
Non-executive directors:
Salaries and benefits - 8,750
Consultancy fees - 3,750
------- --------
- 12,500
======= ========
2017 2016
Directors consultancy fees comprise: GBP GBP
G Simmonds and Simmonds & Co - 22,500
D Hillel - 8,000
D J Coldbeck - 3,750
------- -------
- 34,250
======= =======
The total cost of key management personnel being the executive
directors and including employers' national insurance was GBP32,859
(2016: GBP94,451).
The following amounts were paid 2017 2017 2016
for the services of the directors
in the year:
GBP GBP GBP
Salaries
and benefits Total Total
R L Owen 15,996 15,996 41,403
G Simmonds 16,863 16,863 45,048
D Hillel - - 8,000
J Zucker - - 6,250
D J Coldbeck - - 6,250
-------------- ------- --------
32,859 32,859 106,951
============== ======= ========
11. Finance income
2017 2016
GBP GBP
Interest revenue - bank deposits - 102
Dividends received - 1,500
------- ------
- 1,602
======= ======
12. Finance costs
2017 2016
GBP GBP
Interest on obligations under hire
purchase agreements 3,714 3,972
====== ======
13. Other gains and losses
2017 2016
GBP GBP
Profit on disposal of available for
sale investments (note 20) 20,497 -
14. Taxation
2016 2016
GBP GBP
Deferred tax (credit)/charge
Origination and reversal of temporary
differences (331) 618
Total deferred tax (credit)/(charge (331) 618
Research and development tax credits (17,241) (7,454)
--------- --------
Tax credit in income statement (17,572) (6,836)
========= ========
No income tax charge arises based on the loss for the year
(2016: nil).
The group has unutilised tax losses of GBP6,311,000 (2016:
GBP7,315,000) which includes GBP2,364,000 (2016: GBP2,982,000) in
relation to the company's subsidiary undertakings. Where it is
anticipated that future taxable profits will be available to
utilise these losses a deferred tax asset or a reduction in
deferred tax liability is recognised as appropriate.
Factors affecting the tax charge in the year
2017 2016
GBP GBP
Loss on ordinary activities before taxation (724,787) (590,313)
========== ==========
Loss on ordinary activities before taxation
at the standard rate of UK corporation
tax of 19.25% (2016: 20%) (139,521) (118,063)
Effects of:
Expenses not deductible for tax purposes - 3,016
Dividend income - (300)
Temporary differences in respect of depreciation
and capital allowances not reflected in
deferred tax 97,121 21,140
Unutilised tax losses not recognised as
a deferred tax asset 42,400 94,207
Adjustment on available-for-sale investments (331) 618
Research and development tax credits (17,241) (7,454)
Tax credit (17,572) (6,836)
========== ==========
In recognition of the effects on taxation arising from the
revaluation of the group's available-for-sale investments, a
deferred tax adjustment to the provision by GBP331 (2016: GBP618)
has been made and reflected as an adjustment to equity. During the
year claims for tax credits in relation to research and development
costs were made giving rise to cash credits of GBP17,241. These
claims related to expenditure incurred to December 2015.
15. Loss per share
Basic loss per share has been calculated on the group's loss
attributable to equity holders of the parent company of GBP709,470
(2016: GBP566,581) and on the weighted average number of shares in
issue during the year, which was 22,211,434 (2016:17,809,583).
Comprehensive loss per share is based on the same number of
shares and on the comprehensive loss for the year attributable to
the equity holders in the parent company of GBP710,977 (2016:
GBP569,238).
In view of the group loss for the year, share warrants and
options to subscribe for ordinary shares in the company are
anti-dilutive and therefore diluted earnings per share information
is not presented. There are options outstanding at 31 December 2017
on 210,000 ordinary shares.
16. Loss for the financial year
As permitted by Section 400 of the Companies Act 2006, the
profit and loss account for the company is not presented as part of
these financial statements.
The consolidated loss for the year of GBP709,053 (2016: loss:
GBP583,477) includes a loss of GBP1,020,317 (2016: loss GBP294,214)
dealt with in the accounts of the company.
17. Goodwill, intangibles and development costs
2017 2017 2017 2016
GBP GBP GBP GBP
Goodwill
Website and other
development intangibles Total Total
Cost at 1 January 570,887 60,054 630,941 496,327
Additions in the year 16,300 - 16,300 134,614
------------- ------------- -------- --------
Cost at 31 December 587,187 60,054 647,241 630,941
------------- ------------- -------- --------
Amortisation at 1 January 66,395 - 66,395 9,306
Charged in the year 58,719 - 58,719 57,089
Impairment write off 462,073 - 462,073 -
------------- ------------- -------- --------
Amortisation at 31
December 587,187 - 587,187 66,395
------------- ------------- -------- --------
Carrying value at 31
December - 60,054 60,054 564,546
============= ============= ======== ========
Goodwill of GBP59,954 included above relates to the acquisition
of Pantheon Leisure Plc which is included at its deemed cost on
first time application of IFRS.
The Group acquired GBP100 of intangible assets in 2013 at the
time of acquisition of a subsidiary.
Goodwill acquired in a business combination is allocated, at
acquisition, to cash generating units ("CGUs") that are expected to
benefit from that business combination. The carrying amount of
goodwill relates wholly to the leisure activities business
segment.
The recoverable amounts of the CGUs are determined from value in
use calculations. The key assumptions for the value in use
calculations are those regarding forecast revenues and operating
costs. Management have taken into account the following two
elements:
(i) Based on current assessments of the Sport in Schools
activities made by the directors, they consider that revenues will
continue to grow in 2018 and 2019; and
(ii) Operational costs are monitored and controlled
Development costs
Ultimate Player Limited continued to operate the
UltimatePlayer.me platform during the year. As a result of the
decision taken by the Board to delay future plans for further
website development, unamortised development costs have been fully
impaired and written off as an exceptional item (see note 8).
18. Investments in Subsidiaries
Company 2017 2016
GBP GBP
Cost of shares 1,947,932 1,947,932
Loan notes 220,000 220,000
---------- ----------
At 31 December 2,167,932 2,167,932
========== ==========
Impairment
At 1 January 1,561,361 1,550,596
Increase of provision in year 90,103 10,765
---------- ----------
At 31 December 1,651,464 1,561,361
========== ==========
Carrying value at 31 December 516,468 606,571
========== ==========
Included in investments is GBP220,000 of loan notes which carry
an interest coupon of 7.5% and are repayable on demand at par.
The following companies were subsidiaries at the balance sheet
date and the results and year end position of these companies has
been included in these consolidated financial statements.
Description
and proportion Country of
of share capital incorporation
Subsidiary undertakings owned or registration Nature of business
Westside Acquisitions Ordinary 100% England & Holding company
Limited Wales
Reverse Take-Over Investments Ordinary 100% England & Acquisition and development
Limited * Wales of shell companies
Westsidetech Limited Ordinary 100% England & Dormant
Wales
Westside Mining Plc Ordinary 100% England & Investment - inactive
Wales
Westside Sports Limited Ordinary 100% England & Holding company
Wales
Ultimate Player Limited Ordinary 100% England & Social media website
Wales
Football Data Services Ordinary 100% England & Website data services
Limited Wales - inactive
FootballFanatix Limited Ordinary 100% England & Social media website
Wales - inactive
Pantheon Leisure Plc ** Ordinary 85.87% England & Holding company
Wales
Sport in Schools Limited Ordinary 85.87% England & Sports coaching in
*** Wales schools
Football Partners Limited Ordinary 85.87% England & Non trading
*** Wales
The Elms Group Limited Ordinary 85.87% England & Dormant
*** Wales
Footballdirectory.co.uk Ordinary 85.87% England & Dormant
Limited **** Wales
* 33(1) /(3) % held indirectly through Westside Acquisitions Limited
** held indirectly through Westside Sports Limited
*** held indirectly through Pantheon Leisure Plc
**** held indirectly through The Elms Group Limited
Pantheon group of companies 2017 2016
GBP GBP
Net liabilities (49,529) (52,479)
Profit/(loss) for the year 2,950 (119,389)
Figures above incorporate the consolidated results of Pantheon
Leisure Plc, Sport in Schools Limited, Football partners Limited
and the Elms Group Limited for the year ended 31 December 2017.
19. Property, plant and equipment
Plant and
Group equipment Motor Vehicles Total
GBP GBP GBP
Cost
At 1 January 2016 144,442 83,662 228,104
Additions 4,001 - 4,001
Disposals - - -
Cost at 31 December 2016 148,443 83,662 232,105
Additions 9,820 - 9,820
Disposals (63,691) (83,662) (147,353)
At 31 December 2017 94,572 - 94,572
Depreciation
At 1 January 2016 112,269 34,860 147,129
Charge for the year 25,518 27,888 53,406
Disposals - - -
At 31 December 2016 137,787 62,748 200,535
Charge for the year 7,553 18,592 26,145
Disposals (63,691) (81,340) (145,031)
----------- --------------- ----------
At 31 December 2017 81,649 - 81,649
=========== =============== ==========
Carrying value
At 31 December 2017 12,923 - 12,923
=========== =============== ==========
At 31 December 2016 10,656 20,914 31,570
=========== =============== ==========
Plant and
Company equipment Motor Vehicles Total
GBP GBP GBP
Cost
At 1 January 2016 1,848 83,662 85,510
Additions - - -
Disposals - - -
Cost at 31 December 2016 1,848 83,662 85,510
Additions - - -
Disposals - (83,662) (83,662)
----------- --------------- ---------
At 31 December 2017 1,848 - 1,848
----------- --------------- ---------
Depreciation
At 1 January 2016 1,847 34,860 36,707
Disposals - - -
Charge for year - 27,888 27,888
----------- --------------- ---------
At 31 December 2016 1,847 62,748 64,595
Disposals - (81,340) (81,340)
Charge for the year 18,592 18,592
----------- --------------- ---------
At 31 December 2017 1,847 - 1,847
----------- --------------- ---------
Carrying value
At 31 December 2017 1 - 1
=========== =============== =========
At 31 December 2016 1 20,914 20,915
=========== =============== =========
The company was party to hire purchase agreements in respect of
its motor vehicles during the year.
Depreciation charged on assets subject to hire purchase
agreements in the year was GBP18,592 (2016: GBP27,888). The net
book value of these assets at the end of the year was GBPNil (2016:
GBP20,914).
20. Available-for-sale investments
The group holds the following investments which are stated at
fair value:
Group Company
2017 2016 2017 2016
Investments admitted to trading on AIM: GBP GBP GBP GBP
Current assets
Aeorema Communications Plc - 7,650 - -
SigmaRoc Plc - 18,348 - 1,688
Total - 25,998 - 1,688
------- ------- ---------------- -------------
Investments in AIM listed companies were disposed of in the year
giving rise to gains of GBP20,497 before fair value adjustments of
GBP1,838 recognised in the Statement of Other Comprehensive
Income.
21. Receivables and loan notes
Non-current assets
Company
In 2017, amounts due within one year included GBP220,000 of loan
notes (2016 - GBP220,000). The loan notes are convertible into 50
million new shares in Pantheon Leisure Plc (the borrower) at any
time before redemption. The loan notes carry an interest coupon of
7.5% and are repayable on demand at par.
Pantheon Leisure Plc is a subsidiary undertaking of Ultimate
Sports Group Plc.
The loan notes are included in investments.
Group
The group has no receivables and loan notes classified as
non-current assets.
Current assets
Group Company
2017 2016 2017 2016
GBP GBP GBP GBP
Trade receivables 24,371 41,763 - -
Other receivables 17,375 34,612 5,364
Amounts due from subsidiary undertakings - - 318,053 955,667
Prepayments and deferred expenditure 27,235 21,327 24,150 10,962
68,981 97,702 342,203 971,993
======= ======= ======== ========
The average credit period given for trade receivables at the end
of the year is 6 days (2016:9 days). Trade receivables are stated
net of a provision for irrecoverable amounts of GBPNil (2016:
GBPNil).
Amounts due from subsidiary undertakings are stated net of
provisions for irrecoverable amounts which total GBP1,375,864
(2016: GBP576,722).
The total charge in the year in respect of irrecoverable
receivables in the group accounts was GBPNil (2016: GBPNil).
As at 31 December, the ageing analysis of trade receivables, all
of which are due and not impaired is as follows:
GBP
<3 months
2017 24,371
2016 41,763
==========
22. Trade and other payables
Group Company
2017 2016 2017 2016
GBP GBP GBP GBP
Trade payables 982 29,102 - -
Other payables 1,216 48,263 - -
Taxes and social security 74,981 71,960 - -
Amounts due to subsidiary undertakings - - 273,573 273,573
Accruals and deferred income 96,482 73,222 10,744 9,500
173,661 222,547 284,317 283,073
======== ======== ======== ========
The average credit period taken for trade payables at the end of
the year is 1 day (2016: 12 days).
23. Bank overdraft
Sport in Schools Limited and Football Partners Limited have bank
overdraft facilities of GBP50,000 and GBP20,000 respectively which
are secured by guarantees of up to GBP50,000 and GBP20,000 for each
company given by Ultimate Sports Group Plc. Both overdrafts are
repayable on demand.
24. Deferred tax
The following are the deferred tax liabilities and assets
recognised by the group and movements during the current and
previous year:
Fair value Tax losses
Deferred tax liabilities gains offset Total
GBP GBP GBP
At 1 January 2016 287 (287) -
Charged in the income statement - 618 618
Credited directly to equity (618) - (618)
At 31 December 2016 (331) 331 -
Credited in the income statement 331 - 331
Charged directly to equity - (331) (331)
At 31 December 2017 - - -
=========== =========== ======
25. Borrowings
Group Company
2017 2016 2017 2016
GBP GBP GBP GBP
Due within one year
Interest free loans 2,000 3,500 - -
Hire purchase finance - 13,877 - 13,877
Total due within one year 2,000 17,377 - 13,877
------ ------- ----- -------
Due after more than one year
Interest free loans - 2,000 - -
Hire purchase finance - 28,562 - 28,562
Total due after more than one year - 30,562 - 28,562
------ ------- ----- -------
Total borrowings 2,000 47,939 - 42,439
====== ======= ===== =======
26. Issued and fully paid share capital
Shares of 10p each Number of shares GBP
At 1 January 2016 15,261,638 1,526,164
Shares issued in the year 5,225,000 522,500
At 1 January 2017 20,486,638 2,048,664
Shares issued in the year 2,325,000 232,500
At 31 December 2017 22,811,638 2,281,164
------------------- ------------------
In March 2017, the company raised GBP212,500 before costs from a
placing at a price of 10p per share resulting in the issue of a
further 2,125,000 shares of 10p each.
In June 2017, the company issued a further 200,000 shares at 10p
per share in consideration of GBP20,000 of professional fees.
At 31 December 2017 the company's issued shares carry no rights
to fixed income.
The market price of the company's shares at 31 December 2017 was
8.5p and the price range during the financial year was 8.5p and
15.0p.
Share options and warrants
On 17 January 2011 the company adopted an unapproved share
option scheme details of which are given in note 31.
To date the company has granted 577,500 to key executives and
employees engaged in the development of the social network. At the
year end and at the date of this report there are 210,000 options
to acquire ordinary share.
27. Financial commitments
The group is committed to making the following future minimum
lease payments under non-cancellable operating leases which fall
due as follows:
2017 2016
GBP GBP
Within one year
Land and buildings 16,358 14,091
Between two and five years
Land and buildings 47,193 49,732
After five years
Land and buildings 35,321 46,189
------------- ---------
98,872 110,012
------------- ---------
28. Reserves
Retained earnings represent the cumulative retained profit or
loss of the group.
Share premium is the amount subscribed for share capital in
excess of nominal value and is a capital reserve required by UK
company law.
The merger reserve is a non-statutory reserve and represents the
difference between the fair value and nominal value of the shares
exchanged for shares on acquisition of Reverse Take-Over
Investments Plc which took place in 2003.
The fair value reserve represents the cumulative surplus and
deficits on recognition of available-for-sale investments at fair
value, less tax attributable to the net surplus.
29. Post balance sheet events
Since the year end, the company raised a further GBP537,500 in
March 2018 by an issue of 10,750,000 ordinary shares of 1p each at
5p per share following a reorganisation of the share capital with
the sub-division of each 10p ordinary share into one new ordinary
of 1p each and one deferred share of 9p each. The funds were raised
to increase the working capital of the group.
There are no other post balance sheet events to be disclosed by
way of note.
30. Related parties
Details of the remuneration of directors are given in note 10.
In addition to the information given in that note, the following
provides further details of related party transactions involving
the company and its directors.
The directors are considered to be the key management personnel
of the group.
Simmonds & Co
The group made payments of GBP38,904 [excluding VAT] (2016 -
GBP35,080) as contributions towards office and secretarial costs to
Simmonds & Co, Chartered Accountants, a practice in which G
Simmonds is sole proprietor. No amounts were due at 31 December
2017 (2016 - GBPNil).
R Owen
The company paid for office facilities of GBP23,686 (2016 - GBP
22,431). No amounts were due to R Owen at the 31 December 2017
(2016- Nil).
31. Share-based payment transaction
At the date of this report, 577,500 share options have been
granted to employees or key executives involved in the group's
trading operations.
During 2017 185,000 share options lapsed (2016 - 182,500).
At the date of this report there remained share options to
acquire 210,000 shares (2016 - 392,500) that are exercisable.
Details of share options granted are:
Share options to acquire 210,000 shares were originally awarded
in 2011 and amended in 2012.
Share options to acquire 367,500 shares were awarded to
employees and key executives in 2014.
Options are valued using the Black-Scholes option pricing model.
The fair value per option granted and the assumptions used in the
calculation are as follows:
Grant date 17 January 2011 6 March 2014 30 April 2014
Share price at grant date 25p per share 27.5p per share 27.5p per share
---------------- ---------------- ----------------
Exercise price 25p per share 27.5p per share 27.5p per share
---------------- ---------------- ----------------
Shares under option 210,000 167,500 200,000
---------------- ---------------- ----------------
Expected volatility 17.0% 20.9% 20.9%
---------------- ---------------- ----------------
Option life (years) 10 years 7 Years 7 Years
---------------- ---------------- ----------------
Expected life (years) 10 Years 7 Years 7 Years
---------------- ---------------- ----------------
Risk-free interest rate 2.0% 2.0% 2.0%
---------------- ---------------- ----------------
Fair value per option 0.4p 0.07p 0.07p
---------------- ---------------- ----------------
Annual charge under IFRS GBP8,970 GBP1,586 GBP1,892
2
---------------- ---------------- ----------------
In accordance with IFRS2, the fair value of the share options
issued and recognised as a charge in the accounts for the year is
GBPNil (2016 - GBP12,448).
In arriving at the above:-
The expected volatility is based on historical volatility, the
expected life is the average expected period to exercise and the
risk-free rate of return is the yield on a zero-coupon UK
government bond for a term consistent with the assumed option
life.
32. Capital management and financial instruments
The group is mainly equity funded which together with interest
free borrowings of GBP2,000 represents the group's capital.
The group's objectives when maintaining capital are:
- To safeguard the entity's ability to continue as a going
concern, so that it can begin to provide returns for shareholders
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 amounts of capital it requires in proportion
to risk. The group manages its capital structure and makes
adjustments to it in light of changes in economic conditions and
risk characteristics of the underlying assets. In order to maintain
or adjust the capital structure, the group may adjust the amount of
dividends paid to shareholders, return capital to shareholders,
issue new shares, or sell assets to reduce debt.
Capital for the group comprises all components of equity - share
capital of GBP2,281,164 (2016: GBP2,048,664), share premium of
GBP385,641 (2016: GBP393,454), other reserves of GBP325,584 (2016:
GBP324,077), the retained deficit of GBP2,832,982 (2016:
GBP2,123,512) and debts which comprises loans of GBP2,000 (2016:
GBP5,500) and hire purchase commitments of GBPNil (2016:
GBP42,439).
During the year ended 31 December 2016 the group's strategy was
to preserve net cash resources by limiting cash absorbed from
losses and through good cash management.
Financial assets and financial liabilities are recognised in the
group's balance sheet when the group becomes a party to the
contractual provision of the instrument.
At 31 December 2017 and 31 December 2016, there were no material
differences between the fair value and the book value of the
group's financial assets and liabilities other than the interest
free loan which has a carrying value of GBP2,000 and a fair value
of approximately GBP1,500. Relevant financial assets and
liabilities are set out below.
Group Company
2017 2016 2017 2016
GBP GBP GBP GBP
Financial assets
Available-for-sale investments - 25,998 - 1,688
Cash and cash equivalents 129,611 129,437 81,459 175,789
Due from subsidiary undertakings - - 318,053 955,667
Trade and other short term receivables 32,571 53,615 - -
162,182 209,050 399,512 1,133,144
-------- -------- -------- ----------
Financial liabilities
(which are included at amortised cost)
Trade and other short term payables 2,198 77,365 - -
Due to subsidiary undertakings - - 273,573 273,573
Hire purchase obligations - 42,439 - 42,439
Loans 2,000 5,500 - -
4,198 125,304 273,573 316,012
======== ======== ======== ==========
The group's financial instruments comprise available-for-sale
investments, cash and cash equivalents, receivables, payables,
loans and hire purchase obligations that arise directly from its
operations.
Amounts shown in trade and other short term receivables exclude
prepayments and deferred expenditure for the group of GBP27,235
(2016: GBP21,327) and VAT recoverable of GBP9,175 (2016: GBP22,760)
for the group and GBP16,292 (2016: GBP10,962) of short term
receivables and VAT recoverable of GBP7,430 (2016: GBP5,364) for
the company.
Trade and short term payables exclude deferred income and
accruals of GBP96,482 (2016: GBP73,222), tax and social security
creditors of GBP74,981 (2016: GBP71,960) company for tax and
accruals of GBP10,744 (2016: GBP9,500).
The group has not adopted a policy of using financial
derivatives and does not rely on the use of interest rate
hedges.
In common with other businesses, the group is exposed to risks
that arise from its use of financial instruments. There have been
no substantive changes to the group's response to financial
instrument risk and the methods used to measure them from previous
periods.
The main risks arising from the group's financial instruments
are market, credit and liquidity risks.
Market risk arises mainly from uncertainty about future prices
of available-for-sale investments held by the group. The board
monitors movements in the carrying value of its investments on a
regular basis. As there are no remaining investments there is no
longer any market risk attributable to investments.
Credit risk arises from trade receivables where the party fails
to discharge their obligation in relation to the instrument. To
minimise this risk, management have appropriate credit assessment
methods to establish credit worthiness of new customers and monitor
receivables by regularly reviewing aged receivable reports. There
is no concentration of credit risk other than in respect to cash
held on deposit at the company's bank as set out above.
The amount exposed to risk in respect of trade receivables at 31
December 2017 was GBP24,371 (2016: GBP41,763).
Liquidity risk arises in relation to the group's management of
working capital and the risk that the company or any of its
subsidiary undertakings will encounter difficulties in meeting
financial obligations as and when they fall due. To minimise this
risk the liquidity position and working capital requirements are
regularly reviewed by management.
The directors do not consider changes in interest rates have a
significant impact on the group's cost of finance or operating
performance.
As the group's operations are conducted in the United Kingdom,
risks associated with foreign currency fluctuations are not
relevant.
33. Notes to statements of cash flows
a) Analysis of net funds
At 1 January At 31 December
2017 Cash Flow 2017
GBP GBP GBP
Group
Cash and cash equivalents 129,437 174 129,611
Borrowings (47,939) 45,939 (2,000)
Net funds 81,498 46,113 127,611
============= ========== ===============
Company
Cash and cash equivalents 175,789 (94,330) 81,459
Borrowings (42,439) 42,439 -
Net funds 133,350 (51,891) 81,459
============= ========== ===============
(b) Reconciliation of net cash flow to movement in net funds
Group Company
GBP GBP
Increase/(decrease) in cash & cash equivalents
in the year 174 (94,330)
Cash outflow on borrowings repaid in
the year 45,939 42,439
Movement in net funds/(debt) 46,113 (51,891)
======= =========
(c) Statement of cash flows from discontinued activities
2017 2016
GBP GBP
Cash flow from discontinued activities
Profit/(loss) before tax 53,567 (158,747)
Adjustments for:
Depreciation and impairment of fixed
assets - 15,530
Gain on disposal of trade (82,600) -
Movements in working capital
(Increase)/decrease in debtors (914) 47,593
(Decrease)/increase in creditors (42,084) 101,229
Cash (absorbed)/generated from operations (72,031) 5,605
--------- ----------
Investing activities
Net proceeds on disposal of trade 82,600 -
Net cash used in investing activities 82,600 -
--------- ----------
Financing activities
Repayment of borrowings (2,000) (2,000)
Net cash used in financing activities (2,000) (2,000)
--------- ----------
Net cash increase in cash and cash
equivalents 8,569 3,605
Cash and cash equivalents at the beginning
of the year (22,434) (26,039)
Cash and cash equivalents at the end
of the year (13,865) (22,434)
========= ==========
* *S * *
For further information, please visit www.ultimatesportsgroup.me
or contact:
Ultimate Sports Group PLC
Geoffrey Simmonds, Managing Director +44 (0)20 7935 0823
St Brides (Financial PR)
Isabel de Salis +44 (0)20 7236 1177
Cantor Fitzgerald Europe (Nomad and Joint
Broker)
Marc Milmo / Catherine Leftley +44 (0)20 7894 7000
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 FPMJTMBATBBP
(END) Dow Jones Newswires
June 28, 2018 09:54 ET (13:54 GMT)
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