TIDMUSG
RNS Number : 1989C
Ultimate Sports Group PLC
27 September 2018
Ultimate Sports Group PLC
("USG" or the "Company")
27 September 2017
Interim Results
Ultimate Sports Group Plc, the AIM listed investment vehicle, is
pleased to announce its interim results for six months ended 30
June 2018.
CHAIRMAN'S STATEMENT AND CHIEF EXECUTIVE'S REVIEW
For the six months ended 30 June 2018 we are reporting a total
comprehensive loss of GBP45,552 (30 June 2017: loss GBP53,375).
USG's cash balances as at 30 June 2018 were GBP479,722 (30 June
2017: GBP208,022). The directors are not recommending the payment
of a dividend.
FUNDRAISE
As reported comprehensively in the Circular to Shareholders
issued in February 2018, the Company raised GBP537,500 (before
legal and other professional expenses) by the issue of 10,750,000
new shares at 5p per share following approval obtained from
shareholders at the General Meeting in March 2018
SUBSTANTIAL SHAREHOLDERS
The Company welcomes the involvement of Mr. Richard Bernstein as
a strategic shareholder following on from fundraising concluded in
February 2018. 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. To date he has carried out and continues to
undertake due diligence on potential introductions at his own
expense.
PANTHEON LEISURE PLC ("PANTHEON")
USG holds 85.87% of the issued share capital of Pantheon which
in turn owns 100% of the operating business of Pantheon's Sport and
Leisure division. Pantheon's sport and leisure division is the
owner of Sport in Schools Limited also known as The Elms Sport in
Schools ("ESS").
Pantheon as a group made a profit of GBP43,913 for the six
months ended 30 June 2018 (30 June 2017: GBP33,057 (excluding the
non - recurring net proceeds on the sale of the business of
Football Partners Ltd).
SPORT IN SCHOOLS LIMITED
On a turnover of GBP800,705 (30 June 2017 - GBP739,249), ESS has
contributed a divisional profit of GBP80,059 (30 June 2017:
GBP70,644).
CORPORATE GOVERNANCE CODE
In accordance with changes to AIM Rules regarding corporate
governance our website will be updated to reflect our compliance
with (and explains any departures from) the standard set by the
Quoted Companies Alliance.
PROSPECTS
As outlined in the Report and Accounts for the year ended 30
December 2017 issued in June 2018 we continue to pursue, from a
firm financial base, a strategy of developing Sport in Schools
Limited and to carefully appraise any and all acquisition
opportunities, including those proposed by Mr. Bernstein.
R.L. Owen
G.M. Simmonds 26 September 2018
Consolidated statement of comprehensive income for the six
months ended 30 June 2018
Unaudited Unaudited Audited
6 months 6 months Year ended
ended 30 ended 30 31 December
June 2018 June 2017 2017
GBP GBP GBP
Continuing and discontinued
activities:
Revenues 800,836 839,599 1,369,193
Cost of revenues (385,274) (391,624) (793,310)
415,562 447,975 599,883
----------- ----------- -------------
Administrative expenses (461,285) (467,028) (833,533)
Exceptional item and non-recurring
costs - (65,707) (563,325)
(461,285) (532,735) (1,396,858)
Operating loss (45,723) (84,760) (796,975)
Finance income 171 - -
Finance costs - (1,986) (3,714)
Other gains 20,497
Loss before taxation (45,552) (86,746) (780,192)
Taxation - 20,144 17,572
-----------
Loss after taxation from continuing
activities (45,552) (66,602) (762,620)
Profit from discontinued activities - - 53,567
----------- ----------- -------------
(45,552) (66,602) (709,053)
----------- ----------- -------------
Attributable to:
----------- ----------- -------------
Owners of the company (51,755) (81,046) (709,470)
----------- ----------- -------------
Non- controlling interests 6,203 14,444 417
----------- ----------- -------------
(45,552) (66,602) (709,053)
----------- ----------- -------------
Other comprehensive (loss)/income
----------- ----------- -------------
Net gain/(loss) arising on
revaluation of available-for-sale
investments - 16,130 (1,838)
----------- ----------- -------------
Tax relating to components
of other comprehensive income - (2,903) 331
----------- ----------- -------------
- 13,227 (1,507)
----------- ----------- -------------
Total comprehensive loss attributable
to:
----------- ----------- -------------
Owners of the company (51,755) (67,819) (710,977)
----------- ----------- -------------
Non- controlling interests 6,203 14,444 417
----------- ----------- -------------
(45,552) (53,375) (710,560)
----------- ----------- -------------
Diluted and undiluted total
comprehensive
----------- ----------- -------------
loss per share (0.0018)p (0.0032)p (0.0320p)
----------- ----------- -------------
Statement of financial position as at 30 June 2018
Unaudited Unaudited Audited
as at 30 as at 30 As at 31
June June December
2018 2017 2017
GBP GBP GBP
Non- current assets
Goodwill and patents 60,054 60,054 60,054
Plant and equipment 13,713 15,343 12,923
Social media website development costs - 491,432 -
------------ ------------
Total non-current assets 73,767 566,829 72,977
------------ ------------ ------------
Current assets
Available-for-sale investments - 42,128 -
Trade and other receivables 205,684 231,019 68,981
Cash and cash equivalents 479,722 208,022 129,611
------------ ------------ ------------
Total current assets 685,406 481,169 198,592
------------ ------------ ------------
Total assets 759,173 1,047,998 271,569
Current liabilities
Trade and other payables 218,397 253,196 173,661
Borrowings 1,000 38,500 2,000
------------ ------------ ------------
Total current liabilities 219,397 291,696 175,661
------------ ------------ ------------
Total liabilities 219,397 291,696 175,661
Net assets 539,776 756,302 95,908
============ ============
Equity
Share capital 2,388,664 2,281,164 2,281,164
Share premium 775,374 385,641 393,454
Merger reserve 325,584 325,584 325,584
Fair value reserve - 11,720 -
Retained earnings (2,892,550) (2,198,335) (2,840,795)
Equity attributable to owners of the
company 597,072 805,774 159,407
Non-controlling interest (57,296) (49,472) (63,499)
Total Equity 539,776 756,302 95,908
============ ============ ============
Consolidated statement of changes in equity
Six months Six months
ended ended Year ended
30 June 30 June 31 December
2018 2017 2017
GBP GBP GBP
Total equity at the beginning
of period/year 95,908 578,767 578,767
Issue of shares 489,420 224,686 224,687
Revaluation gains/(losses)
on available-for sale investments - 16,130 1,838
Taxation on items taken
directly to equity - (2,903) (331)
Share based payments - 6,224 -
Loss for the period/year (45,552) (66,602) (709,053)
At end of period/year 539,776 756,302 95,908
=========== =========== =============
Consolidated statement of cash flows for the six months ended 30
June 2018
Six months Six months Year ended
ended ended 31 December
30 June 2018 30 June 2017 2017
GBP GBP GBP
Cash flow from all activities:
Loss before taxation from continuing
activities (45,552) (86,746) (780,192)
Profit before taxation from discontinued
activities - - 53,567
(45,552) (86,746) (726,625)
Adjustments for:
Depreciation and amortisation 3,557 47,709 546,937
Finance income (171) - -
Finance costs - 1,986 3,714
Share based payments - 6,224 -
Profit on sale of tangible assets - (30,865)
Other gains and losses - (103,097)
Operating cash flow before working
capital movements (42,166) (30,827) (309,936)
(Increase)/decrease in receivables (136,703) (133,317) 28,720
(Increase)/decrease in payables 44,736 30,649 (48,886)
Net cash absorbed by operations (134,133) (133,495) (330,102)
--------------
Taxation - 17,241 17,241
-------------- -------------- -------------
Cash flow from Investing activities
Property, plant and equipment acquired (4,347) (2,122) (9,820)
Intangible asset development costs - (16,300) (16,300)
Proceeds on sale of property, plant
and equipment - - 33,187
Proceeds on disposal of available
for sale investments - 48,334
Net proceeds on sale of business - 82,600
-------------- -------------- -------------
Net cash from/(used) in investing
activities (4,347) (18,422) 138,001
-------------- -------------- -------------
Financing activities
Proceeds from share issues 489,420 224,686 224,687
Finance income 171
Finance costs - (1,986) (3,714)
Repayment of borrowings (1,000) (9,439) (45,939)
Net cash from/(used) in financing
activities 488,591 213,261 175,034
-------------- -------------- -------------
Net increase/(decrease) in cash and
cash equivalents 350,111 78,585 174
Cash and cash equivalents and bank
overdraft at the beginning of the
period/year 129,611 129,437 129,437
Cash and cash equivalents at the
end of the period/year 479,722 208,022 129,611
============== ============== =============
Notes to the financial statements for the six months ended 30
June 2018
1. General information
Ultimate Sports Group plc (the "company") is a company domiciled
in England and its registered office address is 30 City Road,
London EC1Y 2AB. The condensed consolidated interim financial
statements of the company for the six months ended 30 June 2018
comprise the company and its subsidiaries (together referred to as
"the group").
The condensed consolidated interim financial statements do not
constitute statutory accounts as defined in Section 434 of the
Companies Act 2006.
The financial information for the year ended 31 December 2017
has been extracted from the statutory accounts. The auditors'
report on those statutory accounts was unqualified and did not
contain a statement under Section 434 of the Companies Act 2006. A
copy of those accounts has been filed with the Registrar of
Companies.
The group has presented its results in accordance with the
measurement principles set out in International Financial Reporting
Standards as adopted by the EU using the same accounting policies
and methods of computation as were used in the annual financial
statements for the year ended 31 December 2017. As permitted, the
interim report has been prepared in accordance with the AIM rules
for companies and is not compliant in all respects with IAS34
'Interim Financial Statements'.
The condensed consolidated interim financial statements do not
include all the information required for full annual financial
statements and therefore cannot be construed to be in full
compliance with IFRS.
The condensed consolidated interim financial statements were
approved by the board and authorised for issue on 26 September
2018.
2. Business segment analysis
Six months ended 30 June
2018
Discontinued Continuing
Sports and Sports and Social
Continuing activities leisure leisure media website Consolidated
Results from operations GBP GBP GBP GBP
Revenue - 800,705 131 800,836
=============== =========== =============== =============
Segment operating profit/(loss) 80,059 (20,079) 59,980
=========== ===============
Group operating expenses (105,703)
-------------
Operating loss (45,723)
Finance income 171
-------------
Loss before tax from continuing
activities (45,552)
Net revenue from discontinued - -
Activities
============== -------------
Loss before tax (45,552)
Taxation -
-------------
Operating profit/(loss)
after tax (45,552)
=============
Six months ended 30 June
2017 Discontinued Continuing
Sports and Sports and Social
leisure leisure media website Consolidated
Results from operations GBP GBP GBP GBP
Revenue 100,000 739,249 350 839,599
============= =========== =============== =============
Segment operating profit/(loss) 70,644 (78,020) (7,376)
=========== ===============
Group operating expenses (146,582)
-------------
Operating loss (153,958)
Finance costs net (1,986)
-------------
Loss before tax from continuing
activities (155,944)
Net Revenue from discontinued
Activities 69,198 69,198
============= -------------
(86,746)
Taxation 20,144
-------------
Loss after taxation from
all activities (66,602)
=============
Year Ended 31 December
2017 Discontinued Continuing
Sports and Sports and Social
leisure leisure media website Consolidated
Results from operations GBP GBP GBP GBP
Revenue - 1,366,710 483 1,369,193
============= =========== =============== =============
Segment operating (loss)/profit 28,255 (587,536) (559,281)
=========== ===============
Group operating expenses (237,694)
Operating loss (796,975)
Other gains and losses 20,497
Finance costs (3,714)
Loss before tax from continuing
activities (780,192)
Discontinued activities 53,567 53,567
============= -------------
(726,625)
Taxation 17,572
-------------
Loss after taxation from
all activities (709,053)
=============
3. Taxation
The tax charge in the accounts represents adjustments for
deferred tax arising from origination and reversal of timing
differences.
4. Basic and diluted loss per share
Comprehensive loss per share for the six month period ended 30
June 2018 has been calculated on the comprehensive loss
attributable to owners of the company of GBP51,755 and on the
weighted average number of shares in issue during the period of
29,344,788.
Comprehensive loss per share for the six month period ended 30
June 2017 has been calculated on the comprehensive loss
attributable to owners of the company of GBP67,819 and on the
weighted average number of shares in issue during the period of
21,029,720.
Comprehensive loss per share for the year ended 31 December 2017
has been calculated on the comprehensive loss attributable to
owners of the company of GBP710,977 and on the weighted average
number of shares in issue during the year of 22,211,434.
For the six month period ended 30 June 2018, six month period
ended 30 June 2017 and for the year ended 31 December 2017, share
options and warrants to subscribe for shares in the company are
anti-dilutive and therefore diluted earnings per share information
is the same as the basic loss per share.
* * ENDS * *
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)
Charlotte Page/Isabel de Salis +44 (0)20 7236 1177
Cantor Fitzgerald Europe (Nomad and Joint
Broker)
Marc Milmo / Catherine Leftley +44 (0)20 7894 7000
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END
IR LDLFLVKFLBBX
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