TIDMVIP
RNS Number : 3143D
Vipera PLC
26 April 2017
For immediate release 26 April 2017
VIPERA PLC
("Vipera" or the "Company")
Preliminary Results for the Year Ending 31 December 2016
Vipera (AIM:VIP), the specialist provider of mobile financial
software services, is pleased to announce its audited financial
results for the year ended 31 December 2016.
Highlights
-- Revenue increased to EUR7.9 million (2015: EUR6.8 million)
-- Launch of retail product offering for a major European retailer
-- Committed to reorganisation to deploy with greater efficiencies
-- Continued to investment in product development
-- Net cash at year-end was EUR1.5 million (2015: EUR3.2 million)
Marco Casartelli, CEO of Vipera plc, commented: "2016 has been
another year of successful progress for Vipera. We are looking to
accelerate our growth path in 2017 with both existing customers and
products, and with new initiatives."
Contact:
Vipera PLC
Marco Casartelli (CEO) Tel: +39 02 8688
Martin Perrin (CFO) 2037
Tel: +44 (0) 20
7193 0833
finnCap Ltd (Nomad and Broker) Tel: +44 (0) 20
Adrian Hargrave / Anthony Adams 7220 0500
(Corporate Finance)
Christian Hobart / Camille
Gochez (Corporate Broking)
IFC Advisory Ltd (Financial Tel: +44 (0) 203
PR and IR) 053 8671
Tim Metcalfe
Heather Armstrong
About Vipera:
Vipera Plc (AIM:VIP) a cutting edge Mobile Financial Services
and Digital Customer Engagement Solutions provider, serves
financial institutions and retailers worldwide with differentiated
mobile banking, card management and customer engagement
capabilities based around its proprietary bank grade multi-purpose
platform, Motif. Additionally, it provides consultancy and other
services to banks and financial institutions. For further
information, please visit www.vipera.com
Overview
Activities and business review
Vipera provides software and services that enable mobile access
to personal financial services and offers multi-channel mobility
solutions for a range of banking, card management, digital customer
engagement and other functionality ready for deployment by
financial institutions, primarily banks. We also provide
consultancy services focused on the technology needs of banks and
financial institutions.
In 2016 Vipera continued its growth in revenues; increasing from
EUR6.8M to EUR7.9M. The results of the Group for the year are set
out in the Consolidated Statement of Comprehensive Income on page
13 and the Consolidated Statement of Financial Position on page
14.
Growth was strong in both product related revenues and
consulting, with both showing a 17% increase on the prior year,
driven particularly by increased business from core customers.
Support and maintenance revenue continues to accumulate and
represented 12% of the group's revenue in 2016.
Your Board would, again, like to thank all of our staff and our
business partners for their enthusiastic work and commitment during
the year.
Strategy
The Group's core strategy is to provide and develop customised
mobile solutions, operating both directly and also with local
partners in key markets for distribution and system
integration.
Deployments of solutions are subject to varying pricing models
according to the needs of the customer, in common with normal
practice in the systems solutions and payments industries.
A key milestone achieved in 2016 was the deployment of a
retailer-orientated solution, broadening the range of use cases
with quality customers for our product offering.
Markets
The market in which we operate continues to evolve. Recent
changes have been to our advantage: in particular the growing
digitisation of the retail check-out process and shopping
experience is favourable to our expansion into retail solutions. In
addition the forthcoming Payment Services Directive 2 ("PDS2")
creates opportunities for us, in Europe, to provide product and
services to both banks and the anticipated new service providers
empowered by PSD2.
The Group continues to develop its customer proposition and
remains confident that it is well placed to benefit from changes in
the financial services market.
Customers
We continue to win new customers, and to provide additional
products and services to existing customers. The majority of our
customers are in Mainland Europe and in the Middle East and range
from smaller local banks to Tier 1 institutions. These customers
embrace both our mainstream mobile banking solutions and new
innovations.
Financial review and key performance indicators
The Board considers that Group sales and the financial position
for the year continue to be the key performance indicators of
Vipera and these are set out in the Consolidated Statement of
Comprehensive Income. Further strengthening our relationships with
partners and with long standing customers is having a significantly
positive impact on our increasing sales.
The continued addition of new customers and projects has led to
the instigation of a reorganisation to assist smooth delivery of an
increasing number of customer deployments and greater efficiencies
within the Group. This Group reorganisation impacts the valuation
of the goodwill attached to the Company's subsidiary operations,
and appropriate accounting provisions are being made for this,
however there will be no cash impact.
Aside from the accounting for the reorganisation, operating
losses before provisions were in line with expectations.
The Group loss before tax was EUR1.5M for the year ended 31
December 2016 (2015: loss of EUR646k); the loss per share was 0.62c
(2015: 0.33c).
Net cash as at 31 December 2016 was EUR1.5 million, which will
allow for continued investment in product development and to
support the working capital needs of the Group.
Research and development
We have continued to invest in our product, creating
enhancements in response to and in anticipation of trends in
industry and technology, capitalising some EUR420k of expenditure
in the year. During 2016 two significant projects were undertaken
to our Host Card Emulation product, and our Retail Offering.
Risk management
The Group is exposed to a number of business risks. The risk
appetite of the Group is determined by the Board which is
responsible for identifying and evaluating the key risk areas of
the business and ensuring that those risks can be managed at a
level acceptable to the Board.
The Board has identified the following as the key risks:
-- Technology
The business is highly dependent on its key software in
providing its mobile banking solutions. Its own and competitive
technology is always subject to evolution. The Group is constantly
investing in its product offering and looking to address customers'
current and future expected needs.
-- Customer relationships
The Group is reliant upon key contracts with large financial
institutions and other organisations. The Group has expanded its
customer relationships and sales channels, in part, to mitigate
this risk.
-- Key staff
Staff are a key asset in the business and retaining the services
of key staff is essential to ongoing revenue generation and
development of the business. All the Directors during 2016 are
shareholders in the business with longstanding commitment to its
prosperity. In attracting and retaining staff, the Board seeks to
have a remuneration structure that takes into account what is
affordable, and what market rates are. Just as importantly, it
seeks to create an environment of interesting work in a cordial but
professional setting.
-- Liquidity
Adequate working capital is a core requirement of the Group. The
Group currently has cash balances and no long-term borrowings. Cash
forecasts identifying the future liquidity requirements of the
Group are produced on a regular basis. The Board seeks to strike
the right balance between investing to grow the business rapidly,
and the prudence of conserving cash. In assessing this balance, the
board has regard to operational liquidity, and to the long-term
solvency of the business.
-- EU referendum
The decision to leave the European Union has created greater
uncertainty in the UK economy which has implications for the
financial statements of all entities. The Board has assessed the
impact of the EU referendum result and considered the reporting
requirements within the Strategic Report and Directors' Report. The
Board is not aware of any significant impacts on the future
performance and position of the business including solvency,
liquidity and going concern.
Going concern
The Board keeps Group budgets and updated projections under
regular review. As part of its assessment of the risks, and
opportunities, facing the Group, the board keeps under review the
longer-term capital requirements, the business model and customer
proposition as these evolve in a fast moving technology environment
over the foreseeable future.
Future developments
The evolution of banking services and payments continues, to our
advantage, as consumers and businesses have become more accepting,
and indeed more expecting, of their digital relationship with
financial service providers. Within the EU, regulatory changes in
the form of the Second Payment Services Directive reinforce this
trend and we believe we are well placed to provide new services to
banks and other service providers with products and services based
on our Motif platform.
The group is currently undergoing a restructuring, the results
of which will be announced when finalised. As a consequence of this
we have started to assess the performance of Codd & Date
differently and believe it can now be split into two cash
generating units identifiable by their revenue streams;
'Consulting' and 'Projects', with Projects being subsumed into the
main, 'Motif' operations of Vipera.
With this restructuring, and the impact on 'Projects', an
impairment assessment has been undertaken and it is felt
appropriate to recognise a provision of EUR776k during the year. We
are satisfied that there are no other direct expenditures or losses
necessarily entailed by the planned restructuring.
Outlook for the coming year
We have started 2017 with a larger backlog of business than ever
before. We have enlarged our partner network and substantial
additional new business has already been won from both existing
customers and new financial institutions. We therefore look to
further substantial progress in 2017.
Consolidated Statement of Comprehensive Income
For the year ended 31 December 2016
Note 2016 2015
EUR EUR
========================================= ==== =========== ===========
Revenue 2 7,905,397 6,807,373
Costs of sales (6,176,479) (4,671,438)
========================================= ==== =========== ===========
Gross margin 1,728,918 2,135,935
Operating expenses (2,420,763) (2,767,857)
========================================= ==== =========== ===========
Operating loss before reorganisation
provisions (691,845) (631,922)
Reorganisation provisions 5 (776,238) -
========================================= ==== =========== ===========
Operating loss after reorganisation
provisions (1,468,083) (631,922)
Finance income 741 1,118
Finance costs (20,631) (15,169)
========================================= ==== =========== ===========
Loss before taxation (1,487,973) (645,973)
Taxation 3 (110,984) (154,943)
========================================= ==== =========== ===========
Loss for the year (1,598,957) (800,916)
========================================= ==== =========== ===========
Other comprehensive income
Items that may be subsequently
reclassified to profit or loss:
Currency translation difference (920,569) 114,018
========================================= ==== =========== ===========
Total comprehensive income for
the year (2,519,526) (686,898)
========================================= ==== =========== ===========
Loss for the year attributable
to:
Owners of the parent (1,610,190) (766,054)
Non-controlling interest 11,233 (34,862)
========================================= ==== =========== ===========
Loss for the year (1,598,957) (800,916)
========================================= ==== =========== ===========
Total comprehensive income for
the year attributable to:
Owners of the parent (2,530,759) (652,036)
Non-controlling interest 11,233 (34,862)
========================================= ==== =========== ===========
Total comprehensive income for
the year (2,519,526) (686,898)
========================================= ==== =========== ===========
Earnings per ordinary share attributable
to owners of the parent during
the year (expressed in cents per
share)
(0.62) (0.33)
Basic and diluted 4 c c
========================================= ==== =========== ===========
The loss for the financial year dealt with in the financial
statements of the Parent Company, Vipera Plc, was EUR1,810,918
(2015 - loss of EUR664,355). As permitted by Section 408 of the
Companies Act 2006, no separate statement of comprehensive income
is presented in respect of the Parent Company.
All amounts relate to continuing operations.
Consolidated Statement of Financial Position
As at 31 December 2016
31 December 31
2016 December
Note 2015
EUR EUR
===================================== ==== ============= ===========
Non-current Assets
Goodwill 5 1,667,907 2,444,145
Intangible assets 6 3,096,676 3,106,280
Deferred taxation 7 456,492 517,956
Property, plant and equipment 8 146,755 48,887
===================================== ==== ============= ===========
Total non-current assets 5,367,830 6,117,268
===================================== ==== ============= ===========
Current Assets
Trade and other receivables 9 3,864,041 3,096,647
Cash and cash equivalents 2,052,005 3,839,642
===================================== ==== ============= ===========
Total current assets 5,916,046 6,936,289
===================================== ==== ============= ===========
Current liabilities
Trade and other payables 10 (2,977,676) (2,250,643)
Borrowings 11 (548,446) (604,036)
Deferred revenue (685,893) (505,690)
Current taxation (18,089) (163,892)
===================================== ==== ============= ===========
Total current liabilities (4,230,104) (3,524,261)
===================================== ==== ============= ===========
Net current assets 1,685,942 3,412,028
===================================== ==== ============= ===========
Net Assets 7,053,772 9,529,296
===================================== ==== ============= ===========
EQUITY
Share capital 12 7,068,808 7,068,808
Share premium 12 9,281,835 9,281,835
Reverse acquisition reserve (4,016,334) (4,016,334)
Foreign currency translation reserve (642,513) 278,056
Retained loss (4,844,091) (3,277,903)
===================================== ==== ============= ===========
Equity attributable to the owners
of the parent 6,847,705 9,334,462
Non-controlling interest 206,067 194,834
===================================== ==== ============= ===========
Total equity 7,053,772 9,529,296
===================================== ==== ============= ===========
Consolidated Statement of Changes in Equity
For the year ended 31 December 2016
Attributable to equity shareholders
Foreign
Reverse Shares currency
Share Share acquisition to be translation Retained Non-controlling Total
capital premium reserve issued reserve loss Total interest Equity
EUR EUR EUR EUR EUR EUR EUR EUR EUR
================ ========= ========= =========== ====== =========== =========== =========== =============== ===========
As at 1 January
2015 6,215,381 6,529,476 (4,016,334) - 164,038 (2,548,352) 6,344,209 278,611 6,622,820
Loss for the
year - - - - - (766,054) (766,054) (34,862) (800,916)
Other
comprehensive
income for the
year
- items that may
be subsequently
reclassified
to profit or
loss
Currency
translation
difference - - - - 114,018 - 114,018 - 114,018
================ ========= ========= =========== ====== =========== =========== =========== =============== ===========
Total
comprehensive
income for the
year - - - - 114,018 (766,054) (652,036) (34,862) (686,898)
================ ========= ========= =========== ====== =========== =========== =========== =============== ===========
Share based
payment
transactions - - - - - 36,503 36,503 - 36,503
Non-controlling
interest
arising on
business
combination - - - - - - - (48,915) (48,915)
Shares issued
net
of issue costs 853,427 2,752,359 - - - - 3,605,786 - 3,605,786
================ ========= ========= =========== ====== =========== =========== =========== =============== ===========
Total
transactions
with owners,
recognized
directly in
equity 853,427 2,752,359 - - - 36,503 3,642,289 (48,915) 3,593,374
================ ========= ========= =========== ====== =========== =========== =========== =============== ===========
As at 31
December
2015 and 1
January
2016 7,068,808 9,281,835 (4,016,334) - 278,056 (3,277,903) 9,334,462 194,834 9,529,296
Loss for the
year - - - - - (1,610,190) (1,610,190) 11,233 (1,598,957)
Other
comprehensive
income for the
year
- items that may
be subsequently
reclassified
to profit or
loss
Currency
translation
difference - - - - (920,569) - (920,569) - (920,569)
================ ========= ========= =========== ====== =========== =========== =========== =============== ===========
Total
comprehensive
income for the
year - - - - (920,569) (1,610,190) (2,530,759) 11,233 (2,519,526)
================ ========= ========= =========== ====== =========== =========== =========== =============== ===========
Share based
payment
transactions - - - - - 44,002 44,002 - 44,002
Total
transactions
with owners,
recognized
directly in
equity - - - - - 44,002 44,002 - 44,002
================ ========= ========= =========== ====== =========== =========== =========== =============== ===========
As at 31
December
2016 7,068,808 9,281,835 (4,016,334) - (642,513) (4,844,091) 6,847,705 206,067 7,053,772
================ ========= ========= =========== ====== =========== =========== =========== =============== ===========
Consolidated Statement of Cash Flows
For the year ended 31 December 2016
Group
31 31
December December
2016 2015
EUR EUR
=============================== =========== =========
Cash Flows from Operating
Activities
Loss for the year before
tax (1,487,973) (645,973)
Impairment provisions 776,238 -
Depreciation of property,
plant and equipment 24,232 22,066
Impairment of intangible
assets 39,190 3,243
(Gain)/loss on sale of
property, plant and equipment (13,168) 1,921
Expenses settled by the
issue of shares 44,002 36,503
Foreign exchange losses (348,780) -
Finance costs (net) 19,890 14,051
(Increase)/decrease in
trade and other receivables (767,394) (471,037)
Increase/(decrease) in
trade and other payables 851,646 695,113
================================ =========== =========
Cash generated from/(used
in) operations (862,117) (344,113)
Interest paid (20,631) (15,169)
Tax paid (190,516) (11,076)
================================ =========== =========
Net cash generated from/(used
in) operating activities (1,073,264) (370,358)
================================ =========== =========
Cash Flows from Investing
Activities
Development costs capitalised (421,840) (315,075)
Purchases of property,
plant and equipment (123,965) (34,417)
Cash in subsidiary undertaking
disposed of - (29,736)
Interest received 741 1,118
================================ =========== =========
Net cash used in investing
activities (545,064) (378,110)
================================ =========== =========
Cash Flows from Financing
Activities
Issue of shares - 3,803,716
Issue costs - (197,930)
================================ =========== =========
Net cash generated from
financing activities - 3,605,786
================================ =========== =========
Net increase/(decrease)
in cash and cash equivalents (1,618,328) 2,857,318
Exchange (losses)/gains (169,309) (175,088)
Cash and cash equivalents
at beginning of year 3,839,642 1,157,412
================================ =========== =========
Cash and cash equivalents
at end of year 2,052,005 3,839,642
================================ =========== =========
Notes to the Financial Statements
For the year ended 31 December 2016
1 Basis of preparation
The financial statements have been prepared in accordance with
International Financial Reporting Standards ("IFRS"), and
International Financial Reporting Interpretations Committee
("IFRIC") interpretations and with those parts of the Companies Act
2006 applicable to companies preparing their accounts under IFRS,
as adopted by the European Union, and the Companies Act 2006.
The preliminary announcement for the year ended 31 December 2016
was approved and authorised for issue by the board of directors on
25 April 2016.
The financial information set out in this preliminary
announcement does not constitute audited financial statements for
the year ended 31 December 2016.
The financial information for the year ended 31 December 2015 is
derived from the statutory accounts for that year which have been
delivered to the Registrar of Companies. The auditors reported on
those accounts: their report was unqualified and did not draw
attention to any matters by way of emphasis and did not contain a
statement under s498 (2) or (3) Companies Act 2006 or equivalent
preceding legislation.
The financial information for the year ended 31 December 2016 is
derived from the statutory accounts for that year which will be
posted to shareholders and delivered to the Registrar of Companies.
The auditors reported on those accounts: their report was
unqualified and did not draw attention to any matters by way of
emphasis and did not contain a statement under s498 (2) or (3)
Companies Act 2006 or equivalent preceding legislation.
The financial information set out in this preliminary
announcement does not constitute statutory accounts as defined in
Section 434(3) of the Companies Act 2006.
2 Total revenue and segmental analysis
IFRS 8 requires operating segments to be identified on the basis
of internal reports about components of the Group that are
regularly reviewed by the chief operating decision-maker ("CODM"),
being the Chief Executive Officer, and the Chief Financial Officer
to allocate resources to any segments and to assess their
performance. The CODM only considers the operating segments at a
revenue level for internal reporting. All other reporting is due on
a consolidated basis. As such apart from the information disclosed
below all information is as per the primary statements.
Total revenue comprises: 2016 2015
Revenue from external customers: EUR EUR
========================================= ========= =========
Licence, digital projects and deployment
fees 3,890,841 3,845,525
Consultancy advisory 2,875,060 2,455,496
Transactional and per user revenues 221,974 196,643
Support and maintenance charges 916,573 309,277
Other fees 949 432
========================================= ========= =========
7,905,397 6,807,373
========================================= ========= =========
Revenues are generated in a number
of countries analysed as to:
Europe 6,250,877 5,618,863
Middle East 1,518,960 522,848
Far East 135,560 665,662
========================================= ========= =========
7,905,397 6,807,373
========================================= ========= =========
Revenues in excess of 10% with a single
customer were as follows:
========================================= ========= =========
Customer 1 1,323,562 1,164,248
Customer 2 1,132,100 767,604
Customer 3 1,086,935 743,559
Customer 4 * 1,023,118 -
Others 3,339,682 4,131,962
========================================= ========= =========
7,905,397 6,807,373
========================================= ========= =========
* in 2015, the fourth largest customer represented less than 10%
of turnover and as such is not disclosed.
3 Tax
Analysis of tax charge/(credit) on 2016 2015
continuing operations:
EUR EUR
=================================== ======= =======
Current tax
Current year 44,713 164,295
=================================== ======= =======
44,713 164,295
Deferred tax
Current year 66,271 (9,352)
=================================== ======= =======
Net tax charge/(credit) 100,984 154,943
=================================== ======= =======
Factors affecting the tax credit for the year
The tax for the year is higher (2015 - higher) than the standard
rate of corporation tax in the UK applied to the Group loss before
tax of 20% (2015: 20%). The difference is explained below:
2016 2015
EUR EUR
======================================== =========== =========
Group loss before tax (1,487,973) (645,973)
======================================== =========== =========
Credit on loss on continuing operations
at standard rate (297,595) (129,195)
Effect of:
Expenses not deductible in determining
taxable profit 169,609 90,856
Deferred taxation 66,271 (13,383)
Tax in foreign jurisdictions 6,534 50,021
Capital taxes 2,011 2,056
Effect of different corporate tax
rates on UK and overseas earnings 4,830 30,852
Profits set against prior year losses (55,417) (8,917)
Tax losses for the year not relieved 214,741 132,653
======================================== =========== =========
110,984 154,943
======================================== =========== =========
Factors affecting the tax charge of future periods
Tax losses available to be carried forward by the Group at 31
December 2016 against future taxable profit are estimated to
comprise excess management expenses of approximately EUR3,424,513
arising in the UK and trading losses of approximately EUR1,701,582
arising in Switzerland. In addition, capital losses of
approximately EUR2,761,774 arising in the UK are available to be
carried forward.
A deferred tax asset at 20% amounting to approximately
EUR685,000 (31 December 2015: EUR368,000) has not been recognised
in respect of accumulated realised losses in the UK (excluding
capital losses), as there is insufficient evidence that the asset
will be recovered in the foreseeable future. There were no other
factors that may affect future tax charges.
4 Earnings per share
Basic earnings per share has been calculated by dividing the
loss attributable to equity holders of the company after taxation
by the weighted average number of shares in issue during the year.
There is no difference between the basic and diluted earnings per
share as the effect on the exercise of options and warrants would
be to decrease the earnings per share.
Since the year end, no warrants have been exercised which may
result in the dilution of the earnings per share in the future.
Details of share options and warrants that were anti-dilutive but
may be dilutive in the future are set out in note 22.
Basic and Diluted 2016 2015
====================================== =============== =============
Loss for the year EUR(1,598,957) EUR(800,916)
Loss attributable to Non-controlling
interests EUR (11,233) EUR 34,862
====================================== =============== =============
Loss attributable to owners of the
parent EUR(1,610,190) EUR(766,054)
====================================== =============== =============
Weighted average number of shares 258,490,165 230,617,899
====================================== =============== =============
Earnings per share (Euro cents) (0.62)c (0.33)c
====================================== =============== =============
5 Goodwill
EUR
Cost
At 1 January 2015 2,828,874
Additions -
================================ ============
At 31 December 2015 2,828,874
Additions -
================================ ============
At 31 December 2016 2,828,874
================================ ============
Accumulated impairment losses
At 1 January 2015 (384,729)
Impairment losses for the year -
================================ ============
At 31 December 2015 (384,729)
Impairment losses for the year (776,238)
================================ ============
At 31 December 2016 (1,160,967)
================================ ============
Net book value
At 31 December 2016 1,667,907
================================ ============
At 31 December 2015 2,444,145
================================ ============
Impairment Tests on Goodwill
A summary of goodwill Parent Codd
allocation in the Group Company & Date Total
is as follows: Srl
EUR EUR EUR
========================= ======== ========= =========
At 1 January 2015 422,672 2,021,473 2,444,145
Additions - - -
------------------------- -------- --------- ---------
At 31 December 2015 422,672 2,021,473 2,444,145
Movement in year - (776,238) (776,238)
At 31 December 2016 422,672 1,245,235 1,667,907
========================= ======== ========= =========
The recoverable amount of the goodwill in Codd & Date Srl is
determined based on value-in-use calculations, taking into account
the impact of the re-organisation described in the Strategic
Report, which has led to Codd and Date also being assessed by its
revenue segments. These calculations use pre-tax cash flow
projections, based on financial budgets approved by management
covering a one-year period. Cash flows beyond the one-year period
are extrapolated using the estimated growth rates stated below. The
key assumptions used for value-in-use calculations in 2016 are as
follows:
CGU Codd Vipera
& Date
Gross margin 32 % 28 %
Growth rate 7.5 % 17 %
Discount
rate 10 % 15 %
Management determined budgeted gross margin based on past
performance and its expectations of market development. The average
growth rates used are consistent with the forecasts included in
industry reports. The discount rates used are pre-tax, and reflect
specific risks relating to the relevant operating segment.
An impairment has arisen for the goodwill of Codd and Date,
which relates solely to the CGU's 'Projects' revenue segment. The
impairment to C&D's goodwill was calculated based on the
proportion of 'Projects' revenue out of the total CGU's
revenue.
6 Intangible assets
Group
Product
platforms
EUR
========================== ======== ===========
Cost
At 1 January 2015 3,332,517
Intra-group transfer -
Additions purchased 83,559
Capitalised staff costs 231,516
========
Total additions 315,075
Exchange differences 292,882
========================== ======== ===========
At 31 December 2015
/1 January 2016 3,940,474
Intra-group transfer
Additions purchased 23,002
Capitalised staff costs 398,838
========
Total additions 421,840
Exchange differences (506,041)
========================== ======== ===========
At 31 December 2016 3,856,273
========================== ======== ===========
Accumulated amortisation
At 1 January 2015 (756,169)
Impairment for the year (3,243)
Exchange differences (74,782)
========================== ======== ===========
At 31 December 2015
/1 January 2016 (834,194)
Impairment for the year (39,190)
Exchange differences 113,787
========================== ======== ===========
At 31 December 2016 (759,597)
========================== ======== ===========
Net book value
At 31 December 2016 3,096,676
========================== ======== ===========
At 31 December 2015 3,106,280
========================== ======== ===========
The above intangible assets comprise investment in the
development of Vipera product platforms. All research and
development costs not eligible for capitalisation have been
expensed.
During the year, an impairment review as to specific components
of the capitalised research and development costs gave rise to an
impairment provision amounting to EUR39,190 (2015: EUR3,243).
The recoverable amount of the above cash-generating unit has
been determined based on value in use calculations. The value in
use calculations use cash flow projections based on financial
projections approved by Management covering a five-year period.
These incorporate contracted revenues, revenues which are based on
project tenders and projected revenue. Given the nature of the work
and the visibility of revenue in the future, it is considered
appropriate not to extend the discounted cash flow workings beyond
this period. Management are unlikely to make accurate forecasts for
an indefinite period and therefore 5 years has been used a reliable
estimate. Probabilities have been assigned to revenues, net of
direct costs, based on the anticipated success - a rate of 60-90%
has been applied to work which is contracted or from repeat
customers, versus 60% applied to projected work from new customers.
A discount rate of 15% has been used in the calculations, being an
uplift on the discount rate used in assessing goodwill which
reflects the business as a whole rather than the IP element alone.
A reduction in the projected revenues by 56% would remove the
remaining headroom and give rise to the recognition of a further
impairment charge against profit or loss.
7 Deferred taxation
31 December 31 December
Group 2016 2015
EUR EUR
================================== =========== ===========
Intangible assets 60,028 25,617
Property, plant and equipment 233 230
Timing differences on provisions 72,930 105,058
Unused tax losses 323,301 387,051
================================== =========== ===========
456,492 517,956
================================== =========== ===========
Reconciliation of net deferred
tax asset
Opening balance as of 1 January 517,956 456,875
Tax income/(expense) recognised
in consolidated Statement of
Comprehensive Income (66,271) 9,352
Exchange differences 4,807 51,729
================================== =========== ===========
Balance at 31 December 456,492 517,956
================================== =========== ===========
Deferred tax assets are recognised on tax losses carried forward
to the extent that the realisation of the related tax benefit
through future taxable profits is probable.
The movement in deferred tax assets and liabilities during the
year is as follows:
At (Charged)/Credited
31 December to Statement
2015 of At
/ 1 January Comprehensive 31 December
2016 Income 2016
EUR EUR EUR
========================== ============ ================== ============
Deferred tax assets
Property, plant and
equipment 230 3 233
Intangible assets 13,187 - 13,187
Timing differences on
provisions 117,488 2,283 119,771
Unused tax losses 387,051 (63,750) 323,301
========================== ============ ================== ============
517,956 (61,464) 456,492
========================== ============ ================== ============
Deferred tax liabilities
Intangible assets - - -
Net 517,956 (61,464) 456,492
========================== ============ ================== ============
The movement in deferred tax assets and liabilities during the
prior year was as follows:
At (Charged)/Credited
31 December to Statement
2014 of At
/ 1 January Comprehensive 31 December
2015 Income 2015
EUR EUR EUR
========================== ============ ================== ============
Deferred tax assets
Property, plant and
equipment 208 22 230
Intangible assets 13,187 - 13,187
Timing differences on
provisions - 117,488 117,488
Unused tax losses 717,893 (330,842) 387,051
========================== ============ ================== ============
731,288 (213,332) 517,956
========================== ============ ================== ============
Deferred tax liabilities
Intangible assets (274,413) 274,413 -
Net 456,875 61,081 517,956
========================== ============ ================== ============
8 Property, plant and equipment
Office
equipment Technical
and fittings equipment Total
Group EUR EUR EUR
================================= ============== ============ ==========
Cost
At 1 January 2015 32,529 44,407 76,936
Additions 14,300 20,117 34,417
Disposals (6,369) - (6,369)
Exchange differences 155 1,214 1,369
================================= ============== ============ ==========
At 31 December 2015 / 1 January
2016 40,615 65,738 106,353
Additions 104,904 19,061 123,965
Disposals (3,266) (1,353) (4,619)
Exchange differences (252) 165 (87)
================================= ============== ============ ==========
At 31 December 2016 142,001 83,611 225,612
================================= ============== ============ ==========
Accumulated depreciation
At 1 January 2015 21,439 17,138 38,577
Charge for the year 8,528 13,538 22,066
Disposals (4,438) - (4,438)
Exchange differences 105 1,156 1,261
================================= ============== ============ ==========
At 31 December 2015 / 1 January
2016 25,634 31,832 57,466
Charge for the year 9,219 15,013 24,232
Disposals (2,786) - (2,786)
Exchange differences (227) 172 (55)
================================= ============== ============ ==========
At 31 December 2016 31,840 47,017 78,857
================================= ============== ============ ==========
Net book value
At 31 December 2016 110,161 36,594 146,755
================================= ============== ============ ==========
At 31 December 2015 14,981 33,906 48,887
================================= ============== ============ ==========
9 Trade and other receivables
2016 2015
Group Group
EUR EUR
=================== ========== ==========
Trade receivables 3,335,517 2,551,234
Accrued revenue 5,474 252,055
Other receivables 256,226 228,789
Prepayments 266,824 64,569
=================== ========== ==========
3,864,041 3,096,647
=================== ========== ==========
Trade receivables
Included in the Group's trade receivables are debtors with a
carrying amount of EUR775,286 (2015 - EUR461,656) which are past
due at the reporting date against which the Group has provided
EUR377,633 (2015 - EUR439,575) to reflect changes in credit quality
and recoverability.
Ageing of past due trade receivables: 2016 2015
EUR EUR
====================================== ======= =======
0 - 15 days 102,736 -
16 - 30 days - 21,620
Over 30 days 672,550 440,036
====================================== ======= =======
775,286 461,656
====================================== ======= =======
The carrying amount of the Group's trade receivables are
denominated in the following currencies:
2016 2015
EUR EUR
=========== ========= =========
US Dollars 730,916 111,075
Euros 2,604,601 2,440,159
=========== ========= =========
3,335,517 2,551,234
=========== ========= =========
The maximum exposure to credit risk at the reporting date is the
carrying value reported above. The Group does not hold collateral
as security. The carrying value of trade and other receivables is a
fair approximation of their fair value.
10 Trade and other payables
2016 2015
Group Group
EUR EUR
============================= ========== ==========
Trade payables 1,224,694 854,890
Other payables and accruals 1,752,982 1,395,753
============================= ========== ==========
2,977,676 2,250,643
============================= ========== ==========
Trade payables
Included in the Group's trade payables are creditors with a
carrying amount of EUR335,942 (2015 - EUR305,629) which are past
due at the reporting date.
Ageing of past due trade payables: 2016 2015
EUR EUR
=================================== ======= =======
0 - 15 days 221,657 157,139
16 - 30 days 63,763 109,884
Over 30 days 50,522 38,606
=================================== ======= =======
335,942 305,629
=================================== ======= =======
11 Borrowings
2016 2015
Group Group
EUR EUR
======================= ======== ========
Factoring arrangement 548,446 604,036
548,446 604,036
======================= ======== ========
Borrowings represent sales invoices, in Italy, denominated in
Euros, which have been discounted at a floating borrowing rate of
some 3.5% and are repayable upon collection of such invoices. At 31
December 2016, there was some EUR400,000 of unused invoice
discounting facility available.
The fair value of the current borrowings equals their carrying
value, as the impact of discounting is not significant. The fair
values are based on cash flows discounted using a rate based on the
borrowings rate of 5%.
12 Called up share capital
2016 2015
No. of No. of
shares shares
'000 EUR '000 EUR
==================== ============ ========== ============ ==========
Allotted and fully
paid:
Ordinary shares of
1p 258,490,165 3,225,400 258,490,165 3,225,400
Deferred shares of
24p 13,310,735 3,843,408 13,310,735 3,843,408
========== ==========
7,068,808 7,068,808
==================== ============ ========== ============ ==========
Share Capital No. of No. of
1p Ordinary 24p Deferred
Shares EUR Shares EUR
===================== ============= ========== ============== ==========
At 1 January 2015 197,007,837 2,371,973 13,310,735 3,843,408
Shares issued 61,482,328 853,427 - -
===================== ============= ========== ============== ==========
At 31 December 2015 258,490,165 3,225,400 13,310,735 3,843,408
Shares issued - - - -
===================== ============= ========== ============== ==========
At 31 December 2016 258,490,165 3,225,400 13,310,735 3,843,408
===================== ============= ========== ============== ==========
Share Premium EUR
===================== ==========
At 1 January 2015 6,529,476
Shares issued (net
of issue costs) 2,752,359
====================== ==========
At 31 December 2015 9,281,835
Shares issued (net -
of issue costs)
===================== ==========
At 31 December 2016 9,281,835
====================== ==========
The Ordinary Shares entitle the holders to receive all ordinary
dividends and all assets on a winding up, subject only to
satisfying the entitlement, if any, of the holders of the Deferred
Shares.
A Deferred Share does not entitle the holder thereof to receive
notice of or attend and vote at any general meeting of the Company
or to receive a dividend or other distribution or to participate in
any return of capital on a winding up other than the nominal amount
paid on such shares once the holders of new Ordinary Shares have
received a distribution of GBP10,000,000 per new Ordinary
Share.
13 Events after the Reporting Period
On 19 April 2017, the Company completed the first stage of the
reorganisation announced on 29 December 2016. Pursuant to this the
company has issued 1,929,560 new ordinary shares in consideration
for the acquisition of a further 7.12% of Codd & Date srl.
Following this, the Company now holds 58.12% of the issued share
capital of Codd & Date srl.
No other adjusting or significant non-adjusting events have
occurred between the reporting date and the date of
authorisation.
-Ends -
This information is provided by RNS
The company news service from the London Stock Exchange
END
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