Half-yearly Report

MediaZest Plc Unaudited results for the six months ended 30 September 2013 CHAIRMAN'S STATEMENT Introduction Results for the six months ended 30 September 2013 for MediaZest Plc ("MediaZest", the "Company" and, together with its wholly owned subsidiary company Touch Vision Ltd, the "Group"). Fundraising On 13 December, the Company announced a conditional placing of 247,142,800 shares at 0.35p per share to raise £865,000 before expenses, and a proposed issue of 47,479,714 new shares through the conversion of loan interest amounting to £166,179 at a price of 0.35p per share. The shares are expected to be admitted to AIM on 2 January 2014 subject to the passing of the necessary resolutions at a General Meeting to be held on 31 December 2013. Previous to this, on 8 July 2013 the Company completed a placing of 143,200,000 shares at 0.25p per share. The gross proceeds included conversion of £50,000 of loan interest at the placing price. Net cash proceeds were £289,000 (of which £ 200,000 was used to pay down debt). Financial Review Revenue for the period was £1,572,000 (2012: £964,000) and the Group made a loss for the period after taxation of £183,000 (2012: £239,000), interest of £ 77,000 (2012: £55,000), administrative expenses before depreciation of £674,000 (2012: £625,000) and depreciation of £18,000 (2012: £20,000). Gross profit was £576,000 (2012: £461,000). The basic and fully diluted loss per share was 0.033 pence (2012: 0.073 pence). EBITDA was a loss of £98,000 (2012: £164,000). Operational Review The results for the period reflect a significant improvement in revenue compared to the corresponding period last year. This follows a large contract win announced at the beginning of the period with a multinational client, a constituent of the Consumer Staple sector of the S&P 500 index. Total revenue from the project, which is contracted through one of the world's biggest advertising groups, is expected to be approximately £1.1million in the period to summer 2014. Contract delivery has begun with great success, and the Group has already been paid £850,000 of this revenue, the majority of which falls within the period ended 30 September 2013. The Group is currently pitching for additional work relating to this project. Top line revenue for the period increased to £1,572,000 (2012: £964,000) representing growth of 63%. This growth was achieved through the large contract win detailed above, in addition to further work with existing customers such as Samsung, O2, Kuoni and JD Sports and new projects from growth areas such as the corporate market. Gross profit margin as a percentage of revenue was 37% (2012: 48%) mainly reflecting a number of low margin equipment supply only contracts with clients in the education sector. In addition, the reduced level of service and maintenance work provided for HMV following its administration in January 2013 had an impact. Prospects for ongoing project work in the retail, event/brand experience and corporate markets that the Group is targeting for future growth continue to be strong. As previously noted, the Board has pursued a policy this year of increasing its investment in the sales team and, in particular, the development of new business in the corporate sector. The Board was particularly pleased, therefore, to announce its first major win in this sector for several years, a project delivered in the period for a City of London based private equity company. Development in this sector has continued and, on 7 November 2013, the Group was able to announce a second major engagement in respect of a large videowall project, again in the City of London, due for completion late December 2013. The Board was also pleased to announce the opening of its new London showroom, which is expected to assist in driving revenues by giving the Group a means to demonstrate its unique technology offering. Whilst the impact of increased revenues has led to improved gross profit, investing in improving sales and marketing resource in order to generate increased future returns has naturally had an impact on the EBITDA and tempered the improvement in results. However, financial performance for the first half of the financial year remains much improved on corresponding periods in recent years. MediaZest Plc Operational Review (continued) Although interest and finance costs remained high in the half year, improvement in the Company's balance sheet and reduced levels of debt made possible by a conditional fundraising, as announced on 13 December 2013 and as detailed above, will enable the Group to significantly reduce these costs going forward. Outlook The Group has made good progress in the last 12 months, and this has enabled it to undertake a conditional placing to institutional and other investors to raise £865,000 (before expenses). This placing will allow MediaZest to capitalise upon the opportunities before it, both in driving additional business and developing new products for which the Board believes there is a substantial market. The Company will also de-gear its balance sheet as a consequence of this proposed placing. Furthermore, the Group will have improved its working capital position and its ability to develop additional products and enable it to continue to invest in the sales and marketing process. The calendar year is ending on a high note and the Group can look forward to further progress in 2014. Lance O'Neill 20 December 2013 Chairman MediaZest Plc CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2013 Unaudited Unaudited Audited Six months Six months 12 months Notes 30-Sep-13 30-Sep-12 31-Mar-13 £'000 £'000 £'000 Continuing Operations Revenue 1,572 964 1,850 Cost of sales (996) (503) (941) Gross profit 576 461 909 Administrative expenses (674) (625) (1,275) EBITDA (98) (164) (366) Administrative expenses - depreciation (18) (20) (47) Operating Loss (116) (184) (413) Interest (77) (55) (138) Loss before taxation (193) (239) (551) Taxation credit 10 - - Loss for the period and total (183) (239) (551) comprehensive loss for the period attributable to the owner of the parent Loss per ordinary 0.1p share Basic 2 (0.033p) (0.073p) (0.15p) Diluted 2 (0.033p) (0.073p) (0.15p) MediaZest Plc CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 SEPTEMBER 2013 Unaudited Unaudited Audited As at As at As at 30-Sep-13 30-Sep-12 31-Mar-13 £'000 £'000 £'000 Non-current assets Goodwill 2,772 2,772 2,772 Property, plant and equipment 51 83 63 Total non-current assets 2,823 2,855 2,835 Current assets Inventories 142 95 123 Trade and other receivables 440 406 515 Cash and cash equivalents - 33 1 Total current assets 582 534 639 Current liabilities Trade and other payables (1,244) (1,093) (1,155) Financial liabilities (393) (546) (707) Total current liabilities (1,637) (1,639) (1,862) Net current liabilities (1,055) (1,105) (1,223) Net assets 1,768 1,750 1,612 Equity Share Capital 2,879 2,587 2,736 Share premium account 4,225 4,004 4,029 Other reserves 7 7 7 Retained earnings (5,343) (4,848) (5,160) Total equity 1,768 1,750 1,612 MediaZest Plc CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2013 Share Share Share Options Retained Total Capital Premium Reserves Earnings Equity £'000 £'000 £'000 £'000 £'000 Balance at 31 March 2012 2,587 4,004 7 (4,609) 1,989 Loss for the period - - - (239) (239) Total comprehensive income for - - - (239) (239) the period Balance at 30 September 2012 2,587 4,004 7 (4,848) 1,750 Loss for the period - - - (312) (312) Total comprehensive income for - - - (312) (312) the period Issue of share capital 149 30 - - 179 Share issue costs - (5) - - (5) Balance at 31 March 2013 2,736 4,029 7 (5,160) 1,612 Loss for the period - - - (183) (183) Total comprehensive income for - - - (183) (183) the period Issue of share capital 143 215 - - 358 Share issue costs - (19) - - (19) Balance at 30 September 2013 2,879 4,225 7 (5,343) 1,768 MediaZest Plc CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2013 Unaudited Unaudited Audited Six Six months months 12 months Note 30-Sep-13 30-Sep-12 31-Mar-13 £'000 £'000 £'000 Net cash used in operating activities 3 12 (82) (385) Cash flows used in investing activities Purchase of plant and machinery (6) (6) (16) Disposal of plant and machinery - - 3 Net cash used in investing activities (6) (6) (13) Cash flow from financing activities Repayment of borrowings (8) (8) (17) Shareholder loans - - 77 Other loan repayments (77) - - Shareholder loan repayments (200) - - Interest paid (77) (55) (39) Proceeds of issue of shares 308 - 179 Share issue costs (19) - (5) Net cash generated from/(used in) (23) (63) 195 financing activities Net decrease in cash and cash equivalents (67) (151) (203) Cash and cash equivalents at beginning of (199) 4 4 period/year Cash and cash equivalents at end of period 4 (266) (147) (199) /year MediaZest Plc NOTES TO THE FINANCIAL INFORMATION 1. Basis of preparation The Group's annual financial statements are prepared in accordance with International Financial Reporting Standards (IFRS) as adopted for use in the EU applied in accordance with the provisions of the Companies Act 2006 applicable to companies preparing financial statements under IFRS. Accordingly, the consolidated half-yearly financial information in this report has been prepared using accounting policies consistent with IFRS. IFRS is subject to amendment and interpretation by the International Accounting Standards Board (IASB) and the IFRS Interpretations Committee and there is an ongoing process of review and endorsement by the European Commission. The financial information has been prepared on the basis of IFRS that the Directors expect to be applicable as at 31 March 2014. This interim report does not comply with IAS 34 "Interim Financial Reporting" (as adopted by the European Union), as permissible under the AIM Rules for Companies. Going Concern The Directors have considered financial projections based upon known future invoicing, existing contracts, pipeline of new business and the number of opportunities it is currently working on, particularly in the Retail sector. In addition, these forecasts have been considered in the light of the ongoing economic difficulties in the UK and global economy, previous experience of the markets in which the Group operates and the seasonal nature of those markets, as well as the likely impact of ongoing reductions to public sector spending. These forecasts indicate that the Group will generate sufficient cash resources to meet its liabilities as they fall due over the next 12 month period from the date of this interim announcement. As a result the Directors consider that it is appropriate to draw up the accounts on a going concern basis. Accordingly, no adjustments have been made to reflect any write downs or provisions that would be necessary should the Group prove not to be a going concern, including further provisions for impairment to goodwill and investments in Group companies. Non-statutory accounts The financial information contained in this document does not constitute statutory accounts within the meaning of Section 434 of the Companies Act 2006 ("the Act"). The statutory accounts for the year ended 31 March 2013 have been filed with the Registrar of Companies. The report of the auditors on those statutory accounts was unqualified, did not draw attention to any matters by way of emphasis and did not contain a statement under Section 498(2) or (3) of the Act. The financial information for the six months ended 30 September 2013 and 30 September 2012 is not audited. 2. Loss per share Basic loss per share is calculated by dividing the loss attributed to ordinary shareholders of £183,000 (2012: £239,000) by the weighted average number of shares during the period of 548,759,406 (2012: 327,625,327). The diluted loss per share is identical to that used for basic loss per share as the exercise of warrants would have the effect of reducing the loss per share and therefore is not dilutive under International Accounting Standard 33 "Earnings per Share". MediaZest Plc NOTES TO THE FINANCIAL INFORMATION (Continued) 3. CASH USED IN OPERATIONS Unaudited Unaudited Audited Six months Six months 12 months 30-Sep-13 30-Sep-12 31-Mar-13 £'000 £'000 £'000 Operating loss (116) (184) (413) Depreciation of tangible assets 18 20 47 (Increase)/decrease in inventories (19) 11 (17) Increase in payables 44 207 243 Decrease/(increase) in receivables 85 (136) (245) Net cash inflow/(outflow) from 12 (82) (385) operating activities 4. CASH AND CASH EQUIVALENTS Unaudited Unaudited Audited Six months Six months 12 months 30-Sep-13 30-Sep-12 31-Mar-13 £'000 £'000 £'000 Cash held at bank - 33 1 Bank overdraft (63) - (92) Invoice discounting facility (203) (180) (108) (266) (147) (199) 5. Subsequent Events On 13 December, the Company announced a conditional placing of 247,142,800 shares at 0.35p per share to raise £865,000 before expenses, and a proposed issue of 47,479,714 new shares through the conversion of loan interest amounting to £166,179 at a price of 0.35p per share. The shares are expected to be admitted to AIM on 2 January 2014 subject to the passing of the necessary resolutions at a General Meeting to be held on 31 December 2013. 6. Distribution of the Half-yearly Report Copies of the Half-yearly Report will be available to the public from the Company's website, www.mediazest.com, and from the Company Secretary at the Company's registered address at 27/28 Eastcastle Street, London, W1W 8DH. MediaZest Plc Tel: 020 7724 5680 Geoff Robertson Chief Executive Officer Nominated Adviser Northland Capital Partners Limited Tel: 0207 796 8800 Gavin Burnell/Edward Hutton Broker Hybridan LLP 0207 947 4350 Claire Noyce/William Lynne

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