Zoo Digital Group PLC
30 July 2007
ZOO DIGITAL GROUP PLC
('ZOO', 'the Company' or 'the Group')
PRELIMINARY RESULTS FOR THE YEAR ENDED 31ST MARCH 2007
ZOO Digital Group plc, the digital media technology company, today announces its
financial results for the year ended 31 March 2007.
• Successful placing and acquisition of Scope Seven
• Group turnover reduced in line with expectations following restructure
to £3.75m (2006: £9.16m).
• Significant reduction in loss before Interest, Tax, Depreciation and
Amortisation to £1.42m (2006: £3.61m restated).
• Retained Loss after loss on disposal of discontinued operations and
goodwill amortisation reduced to £1.88m (2006: £8.49m restated).
• ZOOtech completed the development of the revolutionary software tool,
Templated Authoring System (TAS).
• ZOOtech signs first major contract for TAS.
• ZOOtech signs a major contract for the Menu Regionalisation Tool with
SDI Media, the World's leading provider of subtitle and dubbing
services to the entertainment industry.
• 17 patents granted to date out of a total of over 60 patents applied
• Group restructured with sale of Interactive DVD production business.
• Successful share placing and Loan note issue raising £4.2 million
Commenting on the results, Stuart Green, CEO of ZOO said:
'I am pleased to report a period of significant progress for the Group and
increased focus on its unique productivity solutions for interactive DVD and
digital media production. I anticipate that the fundraising and acquisition of
the assets of Scope Seven, a Los Angeles based facility, will accelerate the
implementation of the Group's broader strategy. I believe that the prospects
for the Group are exciting and look forward to a period of rapid growth as we
capitalise on our range of innovative software products and services. I remain
confident and very excited about the prospects for the Group moving forward.'
ZOO Digital Group plc Tel: 0114 241 3700
Stuart Green - Chief Executive Officer
Helen Gilder - Group Finance Director
KBC Peel Hunt Ltd Tel: 020 7418 8900
Richard Kauffer/James Bryce
Weber Shandwick Financial Tel: 020 7067 0700
Nick Dibden/ Charlie Hooper
CHAIRMAN AND CHIEF EXECUTIVE'S STATEMENT
We are pleased to report a period of significant progress for the Group and
increased focus on its unique productivity solutions for interactive DVD and
digital media production. In these areas the Group has leading positions in
growing markets: for interactive DVD we provide the market-leading technology
for title production, and for digital media production we supply a growing range
of innovative software-based solutions that deliver remarkable benefits to
content producers. We now offer services as key components of our proposition
alongside the licensing of our proprietary technologies, giving customers the
flexibility to choose to insource or outsource. This broader and more flexible
offering will, we believe, enable us to accelerate sales and business growth.
In September 2006 we completed a fundraising of £4.2 million before expenses to
underpin the Group's business plan and provide working capital. Shortly
thereafter we disposed of the assets of ZOO Interactive Video Limited (ZIV), our
consumer interactive DVD product development business, to focus on our business
to business solutions.
To accelerate the implementation of the Group's broader strategy we have today
announced a further fundraising to fund the acquisition of the assets of a Los
Angeles based facility that will become the Group's service provider for the
strategically important Hollywood market. We believe that the prospects for the
Group under its new structure are exciting and look forward to a period of rapid
growth as we capitalise on our range of innovative software products and
Following the reorganisation of the Group, turnover for the year to 31 March
2007 fell, in line with expectations, to £3.75 million (2006: £9.16 million).
The loss before interest, tax, depreciation and amortisation was reduced
significantly to £1.42 million (2006: £3.61 million as restated).
As at 31 March 2007 the Group had net current assets of £1.94 million (2006: net
current liabilities £415,000) including a bank balance of £2.03 million (2006:
overdraft of £317,000)
ZOOtech Ltd. ('ZOOtech')
The past 12 months have been a period of continuing growth for ZOOtech during
which a major new product - the Templated Authoring System - was released to the
market and a contract for its adoption was announced with a major Hollywood
ZOOtech's products were designed at the outset for use by professionals in the
digital media production market, and the company has been targeting the various
facilities that provide studios with production services for DVD title creation.
ZOOtech's products employ innovative algorithms that automate processes that
have been traditionally performed manually, and centralise functions that are
normally performed by multiple operators. The benefits these products bring
include significant reductions in production time and greater reliability, which
in turn lead to savings in cost and shorter time to market.
To strengthen the Group's proposition the Board has identified that broadening
its proprietary technology licensing offering to incorporate certain production
services will provide a more appealing solution for studios and rights holders.
The inclusion of these services as a key component of its offer will enable
ZOOtech to offer a complete service and thereby reduce the lead time in the
ZOOtech now offers a DVD-Video testing service which has been engaged by a
number of customers and which complements well its unique software products.
The service has been adopted by a major Hollywood studio for which ZOOtech is
now instrumental in ensuring the high standards of quality that are expected for
worldwide DVD-Video products.
ZOOtech has begun to establish exclusive relationships with certain production
facilities in key territories through which the benefits afforded by its
software are delivered to studios and video publishers. A recent strengthening
of the commercial team has enabled ZOOtech to identify potential affiliated
partner organisations in worldwide territories. We expect to have appointed
affiliates in the USA, Europe, Australia and Asia within a few months.
The financial statements show a reduction in turnover for the ZOOtech business
which is due to the difference in how the revenue has been earned from the
contract for the regionalisation tool. In October 2005 we announced that we had
signed a contract with a major Hollywood studio for the use of our
Regionalisation tool. In that first year we received a one off fee of $1.25
million for the usage of the tool. We are pleased to report that the tool is
now fully integrated into the systems within the studio and is used for the
production of the majority of their regionalised menus and the contract has
changed such that we are paid on a usage basis. We are pleased with this
contract as it gives us a recurring revenue stream for the future. The impact
on the financial statements for the year to March 2007 is that the revenue is
reduced as the usage fees did not begin until the final quarter of the financial
year. If the revenues had been received on a usage basis from the start of this
contract we would have shown an increase in turnover from the previous year.
ZOOtech continues to identify significant opportunities in the field of digital
media production to apply its existing technologies and develop new products and
services that offer substantial benefits to its customers. The company
continues to invest heavily in research and development to provide long term
revenue and profit growth potential for the group.
ZOOtech's product development and licensing initiatives are now focused in two
distinct areas: Interactive DVD, for which it licenses its DVD-EXTRA STUDIO
technology for title production, and Digital Media Technologies, for which it
provides innovative software tools to enable the efficient production of digital
media including DVD products and the constituent elements that make up such
We continue to be active in protecting our intellectual property and now have 17
granted patents that relate to the proprietary algorithms used in our products.
Our software product development team continues to innovate with the creation of
new products as well as adaptation of existing software and intellectual
property for new applications in current and adjacent markets. We anticipate
further announcements in the coming year as we deploy new products and further
adaptations that will increase the Group's revenue earning potential.
Acquisition and Fundraising
To accelerate the broadening of its offering by including premium production
services, the Group has today announced its intent to acquire certain assets of
Scope Seven Inc. ('Scope Seven'), a leading independent supplier of compression
and authoring services to Hollywood studios and the DVD production market,
located in Los Angeles, California.
Scope Seven is a privately held media production and design company providing
world class creative and technical services to select companies in the
entertainment, games and education industries. Scope Seven has been a customer
of ZOOtech since 2004 when it licensed the DVD-EXTRA STUDIO product and has
since become one of the leading suppliers of iDVD production services in North
America. Through its affiliation with Global Digital Media Xchange Inc. (GDMX),
a Time Warner company, and other studios, Scope Seven has created thousands of
DVD titles since the inception of the DVD format. Its customers include Warner
Home Video, 20th Century Fox, New Line Entertainment and the BBC amongst many
Following the acquisition Scope Seven will become the exclusive provider of
services based on a number of ZOOtech's products into the lucrative Hollywood
market. Initial market testing undertaken by the Group amongst Hollywood
studios and other video publishers indicates strongly that the combination of
ZOOtech's technologies and Scope Seven's service offering will enable sales
opportunities to be converted more quickly than has previously been possible.
To fund the acquisition, the Group has also announced today a fundraising by a
placing of shares. The proceeds of the placing will be used to fund the
acquisition and to provide working capital facilities for the new Scope Seven
Following the disposal of ZIV, the Group's interest in the Interactive DVD
market is now focused around the licensing of its DVD-EXTRA STUDIO technology.
This is a professional software product that is used by multimedia developers,
compression and authoring facilities and post production companies to create
sophisticated iDVD products. ZOOtech receives revenues in the form of per-disc
royalties and project-related fees.
Of the approximately 150 iDVD titles in the UK market at Christmas 2006 around
half were produced using DVD-EXTRA STUDIO. ZOOtech has around 100 customers,
including both developers and publishers, in the iDVD market.
In the past year we have agreed licensing terms with a number of companies in
the education sector, including Scholastic Inc. and Robinette Resources Inc.
Scholastic have used DVD-EXTRA STUDIO to create a range of new interactive DVD
titles including 'Clifford Phonics' and two games based on the popular 'I Spy'
series which are adaptations of existing CD-ROM products. Robinette has been
using DVD-EXTRA STUDIO to create at least 26 new titles for the award-winning '
Know It All' interactive DVD education series. This represents a significant
move in the US K-12 education market.
Recently the Group announced a licence agreement with Mattel where DVD-EXTRA
STUDIO will be used to create several high-profile DVD games, including 'High
School Musical 2 DVD Board Game' and '1 vs. 100 DVD Game'. DVD-EXTRA STUDIO
enables the development of complex interactivity in order to produce game-play
true to each property at the highest possible levels of quality and
compatibility. The product also provides the ability to localise game titles
cost-effectively and was used on the production of the German, Italian, Spanish
and French versions of Mattel's original High School Musical DVD Board Game.
We were delighted to announce recently a licence agreement with Dicentia,
Scandinavia's leading all-inclusive supplier of digital media. Dicentia has
licensed DVD-EXTRA STUDIO to develop a series of interactive games that will be
distributed in Sweden, Denmark, Norway, Finland and Germany.
The Interactive DVD group within ZOOtech is continuing to pursue licensing
agreements for iDVD products primarily in the UK, USA and Central Europe. The
decisions taken by our customers to adopt DVD-EXTRA STUDIO for production of
such titles hinge on the unique benefits the product offers for ease of creation
of sophisticated interactive content and the efficiency of adapting titles for
multiple territories and languages.
Digital Media Technologies
The majority of ZOOtech's research and development efforts in the past year have
been focused around the adaptation and enhancement of existing and creation of
new technologies for digital media production. These technologies provide
remarkable benefits by simplifying hitherto complex and costly processes,
enabling shorter time to market for video products and more cost effective
The Menu Regionalisation Tool continues to be used within a major Hollywood
studio for the production of all of its menus for worldwide DVD release, and we
announced that this licence agreement had been renewed for a further year. More
recently we announced that SDI Media, the world's leading provider of subtitling
and language dubbing services to the entertainment industry, has licensed the
Menu Regionalisation Tool and will be offering services based on the use of the
tool to its clients which include many of the world's leading media and
entertainment groups including Hollywood studios, international broadcasters and
interactive game publishers. We are looking forward to working closely with SDI
in the future as they deploy the technology on behalf of their existing and
We completed the first release of our unique Templated Authoring System (TAS)
and announced a first licensing deal to a major Hollywood studio where it is now
being used for the production of a substantial proportion of the studio's
worldwide DVD title releases. With this new automated software solution
customers are able to realise significant efficiencies in the creation of titles
for DVD-Video and other platforms. The product simplifies the DVD development
process which can now be undertaken without the need for highly trained
operators. TAS has been designed to accommodate current and future video-based
technologies. By defining templates for different platforms, alternative
versions of the titles - such as HD DVD, Blu-ray Disc, Video on Demand and
Download to Own - can be quickly and easily created using the same system but
different asset data.
We have been in discussions with a number of leading studios and video
publishers concerning the adoption of TAS as the basis of future video title
production and anticipate a number of significant new customers in the near
ZOO Interactive Video Ltd. ('ZIV')
The ZIV division was established in 2003 as ZOO's consumer product development
team with a focus on the creation of interactive DVD ('iDVD') titles using the
Group's DVD-EXTRA STUDIO technology. Through its partnerships with leading
publishers including Universal Pictures and 2Entertain Ltd, ZIV's efforts have
been responsible for the establishment of the interactive DVD category at retail
which, over the Christmas 2006 period, resulted in around 150 titles published
into the UK market alone. Of these ZIV developed the award winning 'Who Wants
to be a Millionaire? 4' - the latest iDVD edition in the best selling franchise
which has sold over a million copies in the UK alone. Other ZIV titles produced
for Christmas 2006 included 'Telly Addicts 2', 'A Question of Sport', 'Smash
Hits', 'Time Tunnel' and 'TMF starDANCER'.
With such a sizeable array of titles in the market, ZIV succeeded in
establishing the iDVD category at retail and the Board concluded that it was no
longer imperative to maintain the division. Consequently, in October 2006 the
decision was taken to discontinue the acquisition of intellectual property
rights for the creation of iDVD products and to divest the Group of the ZIV
division. Andy Scrivener, previously Chief Operating Officer, resigned his
position on the Board with effect from 3 October 2006 and established his own
independent iDVD development business with the full support of the Group.
Eleven staff transferred from ZOO to this new company together with some
associated licences for a deferred consideration of £200,000 payable to ZOO in
March 2008. All current and future revenues relating to products created prior
to October 2006 are retained by the Group.
The Board would like to thank Andy for his contribution to the business and for
his pioneering work to establish a viable and growing interactive DVD market in
the UK. We have subsequently welcomed him as a new licensee and have been
working closely with him in his new venture where DVD-EXTRA STUDIO is being used
under a commercial licence to create new products, including further editions in
the 'Who Wants to be a Millionaire?' franchise.
ZOO now has a wide range of customers using DVD-EXTRA STUDIO and our focus is on
development of our unique video production technologies where significant
opportunities exist, rather than development of consumer products. As a
consequence of the disposal of the ZIV business the Group has focused on
providing market-leading professional products and services to support those
customers from which ZOOtech earns royalties and fees.
The quality of our staff and management is key to the continuing success and
growth of the Group. We employ a multi-disciplinary team of highly talented
individuals who have been responsible for the innovations and product
developments that we expect to yield significant revenues and profits in the
years ahead. Our excellent commercial team continues to make good progress in
developing relationships with studios and other customers across multiple
territories. We experience low staff turnover and offer share-based incentives
to management and staff to ensure that rewards are linked to the success of the
We are delighted to be augmenting the team with the management and staff of
Scope Seven, who have established an excellent reputation in the industry for
first class services. We look forward to working with the team in the exciting
period ahead as we broaden our offering to augment our revolutionary
technologies with first class services, and strengthen relationships with studio
On behalf of the Directors we would like to thank all staff for their continuing
dedication and support for the business.
The Board remains confident about the prospects for the Group and we look
forward to an exciting year and continued development of the business. The
acquisition of Scope Seven will provide a platform for us to increase our
penetration of the Hollywood market at a pace that is significantly faster than
has been possible with a pure technology licensing proposition.
We believe that ZOO offers an attractive opportunity for investors and
anticipate further growth in our interactive DVD division in the coming year as
well as a substantial increase in revenues due to our Digital Media Technologies
and Scope Seven divisions as we consolidate our position regarding existing
products and launch a number of new products and services.
The business continues to attract new customers and the international affiliates
that we are in the process of appointing will play an increasingly important
role in securing relationships with key multi-national companies. Our product
plans are well founded; we undertake market testing in relation to each new
product and base our developments on the requirements provided by existing and
prospective customers. We anticipate that ZOO's technologies will play an
increasingly significant role in the digital media production market.
Christopher H B Honeyborne
Stuart A Green
30 July 2007
CONSOLIDATED PROFIT AND LOSS ACCOUNT
YEAR ENDED 31 MARCH 2007
Continuing operations 1,399 1,696
Discontinued operations 2,350 7,468
Cost of sales (1,404) (6,183)
Gross profit 2,345 2,981
Other operating income 117 -
Other operating expenses
- other (3,883) (6,589)
Loss before interest, tax,
depreciation and amortisation (1,421) (3,608)
- depreciation (144) (173)
- amortisation of intangible
fixed assets (402) (682)
Total operating expenses (4,429) (7,444)
Continuing operations (1,876) (1,798)
Discontinued operations (91) (2,665)
Profit/(loss) on disposal of
discontinued operation 310 (3,698)
Group restructuring (94) -
Other interest receivable and
similar income 53 25
Amounts written off investment - (240)
Interest payable and similar charges (185) (109)
Loss on ordinary activities before
taxation (1,883) (8,485)
Tax on loss on ordinary activities - -
Loss for the financial year (1,883) (8,485)
Loss per share
Basic 12 (36.97p) (206.00p)
Diluted 12 (36.97p) (206.00p)
Loss per share - continuing
Basic 12 (39.43p) (51.52p)
Diluted 12 (39.43p) (51.52p)
CONSOLIDATED BALANCE SHEET
YEAR ENDED 31 MARCH 2007
Intangible assets 1,993 2,007
Tangible assets 170 342
Stock - 48
Debtors 1,817 2,499
Cash at Bank and in hand 2,026 -
Creditors: Amounts falling due
within one year (1,903) (2,962)
Net current assets/(liabilities) 1,940 (415)
Total assets less current
liabilities 4,103 1,934
Creditors: Amounts falling due
after one year (3,013) -
Net assets 1,090 1,934
Capital and reserves
Called-up share capital 887 635
Share premium account 22,102 21,648
Other reserves 8,598 8,598
Share option reserve 326 418
Convertible loan note reserve 266 -
Profit and loss account (31,013) (29,276)
Shareholders' funds (all equity) 1,166 2,023
Interest in own shares (76) (89)
CONSOLIDATED CASH FLOW STATEMENT
YEAR ENDED 31 MARCH 2007
Net cash outflow from operating
activities (875) (2,004)
Exceptional items (338) (35)
Returns on investments and servicing
of finance (474) (251)
Capital expenditure and financial
investment (412) (470)
Cash outflow before financing (2,099) (2,760)
Financing 4,361 3,172
Increase in cash in the year 2,262 412
Reconciliation of net cash flow to
movement in net (debt)/funds
Increase in cash in year 2,262 412
Cash inflow from increase in debt
and lease financing (3,013) -
Change in net (debt)/funds
resulting from cash flows (751) 412
Net debt at 1 April 2006 (317) (729)
Foreign exchange translation
adjustment 81 -
Net debt at 31 March 2007 (987) (317)
Basis of Preparation and Accounting
The financial statements have been prepared under the historical cost convention
and in accordance with applicable United Kingdom accounting standards.
The financial information set out in this announcement does not constitute full
accounts within the meaning of section 240 of the Companies Act 1985.
The balance sheet at 31 March 2007 and the profit and loss account, cash flow
statement and associated notes to the year then ended have been extracted from
the Group's financial statements. These financial statements have not yet been
delivered to the Registrar of Companies.
The directors do not recommend the payment of a dividend for the year.
(Profit)/Loss on disposal of
discontinued operation comprises:
- (profit)/loss on disposal of games
publishing business (271) 2,737
- loss on disposal of iDVD production
business 25 -
- credit in respect of lapsed share
options (64) -
- disposal of goodwill - 961
- redundancy costs 165 -
- credit in respect of lapsed share
options (71) -
The profit on the disposal of the games publishing business is an adjustment to
overprovided expenses included in the previous year's loss on the sale.
The group restructuring costs have arisen as a direct consequence of the
disposal of the games publishing and iDVD production businesses.
Loss per share
The calculations of loss per share are based on the following losses and numbers
Basic and Diluted
Loss/(Profit) for the financial year
Continuing operations 2,008 2,122
Discontinued operations (125) 6,363
of shares of shares
Weighted average number of shares
for basic & diluted loss per share 5,092,801 4,118,939
The weighted average number of shares in issue at 31 March 2006 has been
restated following the share consolidation.
No adjustment has been made for 'in the money' share options as this would
decrease the loss per share, which is not dilutive. No adjustment has been made
for 'out of the money' share options based on the assumption that shareholders
would not exercise these options.
The Profit/(loss) per share on discontinued activities is as follows:
Basic 2.45p (154.48p)
Diluted 2.45p (154.48p)
This information is provided by RNS
The company news service from the London Stock Exchange