Half-yearly report

MILESTONE GROUP PLC RESULTS FOR THE SIX MONTHS ENDED 31 MARCH 2011 Milestone Group PLC ("Milestone" or the "Company"), the AIM quoted (AIM:MSG) provider of digital media and technology solutions, announces results for the six months ended 31 March 2011. Highlights * Development of UK JumpStart Wireless capability completed in January 2011 * Raised £580,000 through the issue of shares during the period Highlights post period end * Significant strategic agreement signed with BGP Global Services for perpetual licence of FEDS, an innovative and bespoke web-based application * Established wholly-owned subsidiary OnSide Now Limited with initial focus on the football industry, utilising FEDS, to revolutionise community sports coaching * First deployment of the OnSide mobilie initiative is on schedule for release to Charlton Athletic Community Trust in July 2011 * Group restructured into three clear revenue generating divisions: Digital Services, Technology partnerships and OnSide Now Deborah White, Chief Executive, said: "Milestone has been working towards the goal of becoming a full service digital company. Over the last few months we have made significant progress that has seen the Company reach an inflection point where past preparation and development can progress to delivery of products and solutions. During the period we have continued to raise funds and worked with creditors to enable Milestone to continue this progress. We remain fully focused on sales and the delivery of shareholder value." For further information: Milestone Group PLC Deborah White, Chief Executive Tel: 020 7929 7826 Cairn Financial Advisers LLP, Nominated Adviser Liam Murray / Avi Robinson Tel: 020 7148 7900 Hybridan LLP, Broker Claire Louise Noyce Tel: 020 7947 4350 College Hill, PR Jamie Ramsay Tel: 020 7457 2020 CHIEF EXECUTIVE'S STATEMENT Milestone has continued to redefine its business strategy in the digital technology and solutions space during the six months to 31 March 2011. During the period, the Company was in discussions with BGP Global Services Ltd ("BGP") for an exclusive licence of its Facilitated Electronic Data System ("FEDS"). BGP provides a wide range of accredited and discreet consultancy, training and investigation services to law enforcement agencies and industry professionals throughout the world.  BGP has worked in partnership with London's Metropolitan Police Service, the City of London Police, and the Crown Prosecution Service as well as with major international corporations and sporting bodies.  BGP delivers training and assistance to both the public and private sector using their bespoke immersive training platforms such as FEDS. On 8 April 2011, after the period end, the Company announced that an agreement with BGP had been signed. BGP has now issued a perpetual licence to the Company in relation to FEDS, an innovative and bespoke web application which is used to facilitate business feedback and communication processes. The signing of this agreement is a key strategic development for Milestone. The Company has established a wholly-owned subsidiary, OnSide Now Limited ("OnSide"), to exploit the FEDS platform in the sporting community, initially targeted at the football industry. OnSide brings together the established FEDS platform with Milestone's skill set in the mobile technology space. The Company has worked to extend the current FEDS offering to build an innovative mobile platform that gathers and collates real time information from its key partners such as community football coaches, the local authority, community, club and law enforcement stakeholders to create a safer environment for the playing of sport in the community. This solution is to be offered to participants on a fee paying licenced basis. The official ambassadors for OnSide are Paul Elliot MBE, former Chelsea and Celtic player, Bob Quick, the former Metropolitan Police Assistant Commissioner and Piara Powar, the Executive Director of FARE (Football Against Racism in Europe). The first deloyment of OnSide is on schedule for release to Charlton Athletic Community Trust in July 2011. Once proven it is the Company's intention to extend its offering to include other football clubs and community sports. During the period, we welcomed Steve Robinson to the team as Chief Technical Officer. Steve was formally CTO of Ve Interactive, a partner of Milestone. He has extensive experience as a consultant, product architect and developer, project manager and published author. Steve's focus since joining the team has been to build and develop the UK capability requirements of the JumpStart Wireless offering and to create the framework of the OnSide initiative. Milestone has undergone a period of considerable transformation and is beginning to see the impact of recent investment into the business. The benefits of which are expected to drive significant future revenue growth. During the period the Group generated revenue of £18,731 from various one off projects. The loss for the period was £606,366. At the end of 2010, the Company raised £580,000 in cash for equity, as well as converting £150,000 of interest bearing loans and £25,000 of trade and other payables into new shares in addition to issuing new shares to certain Directors in respect of £320,000 of accrued but unpaid remuneration and the settlement of a discretionary award, as explained in the financial statements for the year ended 30 September 2010. This further aligns the management with shareholders in working towards the long term success of the business. The Company, as expected, continues to carefully monitor its working capital position and is seeking to raise further funds in the near future. As discussed in the year-end financial statements and announced on 14 April 2011, the Company is in receipt of a legal claim from a shareholder in the Company. The claim follows certain allegations made against the Company and Directors. The Board continues to be of the opinion that the claim is without merit and is vigorously defending the claim. It has been a challenging six months for the Company. Nevertheless the Directors have continued to grow the business, signed an important new strategic agreement and are in the process of delivering a pilot for its first wholly owned reveneue generating product to the market. Deborah White Chief Executive Officer CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME   Unaudited Unaudited Audited six months ended six months ended year 31 March 31 March ended 2011 2010 30 Sept     2010 £ £ £ Revenue 18,731 7,990 56,752 Cost of sales (10,484) - (32,625) Gross profit 8,247 7,990 24,127 Other operating income 2,043 - - Administrative expenses (606,366) (347,045) (1,135,749)   (604,323) (347,045) (1,135,749) Loss from operations (596,076) (339,055) (1,111,622) Finance expense (28,770) (37) (113,782) Finance income 27 3 6 Loss before taxation (624,819) (339,089) (1,225,398) Taxation expense - - - Loss from continuing operations (624,819) (339,089) (1,225,398) Profit/(loss) on discontinuing - - (82) operations Loss for period (624,819) (339,089) (1,225,480) Attributable to equity shareholders of the parent (624,819) (339,089) (1,225,480) There were no recognised income and expense items (2010: nil) other than those reflected in the above income statement. CONSOLIDATED STATEMENT OF FINANCIAL POSITION   Note Unaudited Unaudited Audited six months six months year ended ended ended 31 March 31 March 30 Sept 2011 2010 2010 £ £ £ Non-current Assets Property, plant & equipment   558 924 741 Investments   162,824 162,824 162,824 ---------------------------------------     163,382 163,748 163,565 Current Assets Trade and other receivables   61,535 39,078 39,745 Cash and cash equivalents   52,132 95,272 - ---------------------------------------     113,667 134,350 39,745 Current Liabilities Bank overdrafts   - - (752) Trade and other payables 4 (495,795) (318,860) (837,289) Interest bearing loans 5 (225,200) (336,000) (392,300) ---------------------------------------     (720,995) (654,860) (1,230,341) --------------------------------------- Net Assets / (Liabilities) (443,946) (356,762) (1,027,031) --------------------------------------- Capital and reserves attributable to equity holders of the company Share capital 6 229,354 106,586 127,067 Share premium account   10,155,758 8,852,100 9,050,141 Merger reserve   11,119,585 11,119,585 11,119,585 Capital Redemption Reserve   2,732,904 2,732,904 2,732,904 Retained losses   (24,681,547) (23,167,937) (24,056,728) --------------------------------------- Total Equity (443,946) (356,762) (1,027,031) --------------------------------------- Comparatives for the 6 months ended 31 March 2010 have been restated to reflect the change in presentation of the consolidated statement of financial position adopted in the year ended 30 September 2010 statutory accounts. CONSOLIDATED STATEMENT OF CASH FLOWS   Unaudited Unaudited Audited six months six months year ended ended ended 31 March 2011 31 March 2010 30 Sept 2010 £ £ £ Loss for the period (624,819) (339,089) (1,225,480) Adjustments for: Depreciation of tangible assets 183 182 365 Profit on disposal of property, plant - - - and equipment Net bank and other interest charges 28,743 34 47,305 Issue of share options - 2,400 - Issue of financial liabilities - - 66,471 Net loss before changes in working (595,893) (336,473) (1,111,339) capital Decrease/(increase) in trade and other (21,790) (36,615) (37,283) receivables (Decrease)/increase in trade and other 139,306 88,499 560,480 payables Cash from operations (478,377) (284,589) (588,142) Interest received 27 3 6 Interest paid (1,840) (37) (12,511) Net cash flows from operating (480,190) (284,623) (600,647) activities Investing Activities Purchase of Investments - (162,824) (162,824) Purchase of property, plant and - (1,106) (1,106) equipment Sales proceeds of property, plant and - - - equipment Net cash flows used in investing - (163,930) (163,930) activities Financing Activities Issue of ordinary share capital 558,574 247,500 411,000 Repayment of loan (25,500) - (3,000) New loans raised - 286,000 345,500 Net cash flows from financing 533,074 533,500 753,500 activities Net decrease in cash 52,884 84,947 (11,077) Cash and cash equivalents at beginning (752) 10,325 10,325 of period Cash and cash equivalents at end of 52,132 95,272 (752) period NOTES TO THE INTERIM FINANCIAL INFORMATION for the six month period ended 31 March 2011 1. General information The principal activity of Milestone Group PLC ("Milestone" or "the Company") and its subsidiaries (together "the Group") is as a digital solutions agency, with a focus on web and mobile applications. Milestone is the Group's ultimate parent company and is incorporated in the United Kingdom with registration number 4689130. Milestone is domiciled in the United Kingdom and has its registered office at 1st Floor, 2 Royal Exchange, London EC3V 3DG, and this is its principal place of business. Milestone's shares are quoted on the AIM market of the London Stock Exchange. Milestone's consolidated financial statements are presented in Pounds Sterling (£). These consolidated financial statements have been approved for issue by the Board of Directors on 29 June 2011. 2. Basis of preparation The financial information in the half yearly report has been prepared using the recognition and measurement principles of International Accounting Standards, International Financial Reporting Standards and Interpretations adopted for use in the European Union (collectively Adopted IFRSs). The principal accounting policies used in preparing the half yearly report are those the Group expects to apply in its financial statements for the year ending 30 September 2011 and are unchanged from those disclosed in the Group's Director's report and consolidated financial statements for the year ended 30 September 2010. The financial information for the six months ended 31 March 2011 and the six months ended 31 March 2010 is unaudited and does not constitute the Group's statutory financial statements for those periods. The comparative financial information for the full year ended 30 September 2010 has, however, been derived from the audited statutory financial statement for that period. A copy of those statutory financial statements has been delivered to the Registrar of Companies. While the financial figures included in this half-yearly report have been computed in accordance with IFRSs applicable to interim periods, this half- yearly report does not contain sufficient information to constitute an interim financial report as that term is defined in IAS 34. Going concern The business has now expanded and is focused on the generation of revenues from three areas, as previously stated. These being the provision of digital solutions, commissions from the sale of the JumpStart and Ve Interactive products and the creation of our own mobile-based IP and subsequent licensing model. The conversion of sales of both JumpStart and Ve Inteteractive have taken considerably longer to convert than previously anticipated. Measures to support the sales iniative have benefited from the building of a UK based JumpStart technology platform and bringing the knowledge in-house. This has been further demonstrated with the  creation of the OnSide mobile initiative - the first deployment of which is on schedule for release to Charlton Athletic Community Trust in July 2011. The Board remains focused on sales and whilst it has reviewed its forecasts to reflect the delay in the conversion of the pipeline, it remains active in its pursuit of partnerships and other sources of revenue to enhance its strategy. These revised forecasts show the business being profitable and cash generative in the future. However, achieving these forecasts will be dependent upon achieving sales and obtaining sufficient funding to settle existing and future obligations. The Company now has total net cash resources of approximately £53,000. On the basis that the Company continues to be able to manage the timing of settlement of its currenlty liabilities, the directors believe that its cash resources constitute adequate funds for at least the next 8 weeks. The Company, therefore, continues to carefully monitor its working capital position and is seeking to raise further funds in the near future. 3. Loss per share The calculation of the basic loss per share is based on the loss attributable to ordinary shareholders divided by the average weighted number of shares in issue during the year. The calculation of diluted loss per share is based on the basic loss per share, adjusted to allow for the issue of shares and the post tax effect of dividends and interest, on the assumed conversion of all other dilutive options and other potential ordinary shares. There were 500,000 share options outstanding at 31 March 2011 (2010: 500,000), however the figures have not been adjusted to reflect conversion of these share options as the effects would be anti-dilutive. Loss for 6 Weighted Per share Loss for 6 Weighted Per share months to average number amount months to average amount 31 March 2011 of shares   31 March 2010 number of £ (pence) £ shares (pence) (624,819) 178,974,231 (0.35) (339,089) 96,774,808 (0.35) 4. Trade and other payables   Unaudited Unaudited Audited   six months six months year   ended ended ended   31 March 2011 31 March 2010 30 Sept 2010 £ £ £ Trade Creditors 170,972 302,152 261,401 Taxation and Social Security 16,256 16,708 16,708 Other Payables - - - Financial liabilities held at amortised cost 40,000 - 66,471 Accruals and deferred income 268,567 - 492,709 -----------------------------------------   495,795 318,860 837,289 ----------------------------------------- Comparatives for the 6 months ended 31 March 2010 have been restated to reflect the change in presentation of the consolidated statement of financial position adopted in the year ended 30 September 2010 statutory accounts. 5. Interest bearing loans and borrowings - due within one year   Unaudited Unaudited Audited   six months six months year   ended ended ended   31 March 2011 31 March 2010 30 Sept 2010 £ £ £ Bank overdrafts (unsecured) - - 752 Interest bearing loans 225,200 336,000 392,300 -----------------------------------------------   225,200 336,000 393,052 ----------------------------------------------- Loan balances are unsecured and repayable within 12 months of the balance sheet date. The interest charge in the income statement for the period was £14,400 (2010: £nil). 6. Share Capital 31 March 30 Sept     2011   2010     Number £ Number £ Authorised Ordinary shares of 0.1p 2,267,095,595 2,267,096  2,267,095,595  2,267,096 --------------------------------------------------     2,267,095,595 2,267,096  2,267,095,595 2,267,096 -------------------------------------------------- Allotted, called up and fully paid Ordinary shares of 0.1p 229,354,066 229,354  127,067,508 127,067 --------------------------------------------------     229,354,066 229,354  127,067,508  127,067 -------------------------------------------------- On 10 November 2010 the Company announced that it had agreed to issue 17,873,391 ordinary shares of 0.1p each for a cash consideration of £201,969. On 25 November 2010 the Company announced that it had agreed to issue 24,408,061 ordinary shares of 0.1p each for a cash consideration of £275,811. On 20 December 2010 the Company announced that it had agreed to issue 1,966,337 ordinary shares of 0.1p each for a cash consideration of £22,219.61, 15,000,000 ordinary shares of 0.1p each for the conversion of an outstanding loan together with associated accrued interest amounting to £159,000, 400,000 ordinary shares of 0.1p each to the Company's NOMAD for a deemed aggregate value of £5,000 and 28,318,584 ordinary shares of 0.1p each to certain Directors of the Company in settlement of accrued but unpaid remuneration and a settlement of a discretionary award. On 31 December 2010 the Company announced that it had agreed to issue 5,517,241 ordinary shares of 0.1p each for a cash consideration of £80,000. On 25 March 2011 the Company announced that it had agreed to issue 8,802,944 ordinary shares of 0.1p each for a settlement of outstanding trade payables of £88,029.44. 7. Interim Report Copies of the interim report are available to shareholders on the Company's website atwww.milestonegroup.co.uk and from Milestone's registered office: 1st Floor, 2 Royal Exchange Steps, London EC3V 3DG. This announcement is distributed by Thomson Reuters on behalf of Thomson Reuters clients. The owner of this announcement warrants that: (i) the releases contained herein are protected by copyright and other applicable laws; and (ii) they are solely responsible for the content, accuracy and originality of the information contained therein. Source: Milestone Group PLC via Thomson Reuters ONE [HUG#1527054]

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