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SpaceandPeople PLC (SAL)

  Print      Mail a friend       Annual reports

Tuesday 29 March, 2016

SpaceandPeople PLC

Preliminary Results and Proposed Final Dividend

RNS Number : 2642T
SpaceandPeople PLC
29 March 2016
 

SpaceandPeople plc

 

("SpaceandPeople" and the "Company")

 

Preliminary Results and Proposed Final Dividend

 

 

SpaceandPeople, the retail, promotional and brand experience specialist, is pleased to announce its preliminary results for the 12 months ended 31 December 2015.

 

Financial Highlights

 

·      Gross revenue of £26.5 million

 

·      Net revenue of £13.8 million

 

·      Profit before tax attributable to shareholders of £1.0 million

 

·      Basic Earnings per share of 4.26p

 

·      Proposed final dividend of 2.2p

 

·      Net cash at year end of £0.7 million

 

Operational Highlights

 

·      56 Mobile Promotion Kiosks in operation by the year end

 

·      5 year Network Rail contract won

 

·      British Land contract won in early 2016

 

·      Immochan pilot MPK contract agreed in France starting in 2016

 

 

For further information, contact:

 

SpaceandPeople Plc

0845 241 8215

Matthew Bending, Gregor Dunlay

 


Cantor Fitzgerald Europe

020 7894 7000

David Foreman, Will Goode (Corporate Finance)


David Banks (Corporate Broking)


 

About SpaceandPeople

 

The SpaceandPeople Group is the leading international media specialist representing 750+ venues with a weekly footfall of over 70 million. The Group markets, sells and administers space in high footfall venues, including shopping centres, railway stations, retail parks and city centres. As the media owner of promotional spaces, we offer consumer brands the opportunity to promote their products through direct consumer engagement with experiential marketing events.

 

Chairman's Statement

 

2015 was a year of evolution and progress for SpaceandPeople against the background of a continuing tough retail trading environment.

 

In terms of financial performance, profit before tax and non-recurring items attributable to the shareholders was similar to the previous year at £1.0 million (2014: £1.0 million), however, basic EPS increased by 82% to 4.26p (2014: 2.34p) as a result of there being no non-recurring costs in 2015 (2014: £391k).

 

There were a number of areas where the business and product offering have been significantly changed for the future which we are confident will be of longer term benefit for the Group:

 

·           Commercially, the winning of the Network Rail contract will allow the Group to expand its range of venues and provides the security of a long term contract;

 

·           The Mobile Promotional Kiosk product was launched in 2014 and was expanded successfully in the course of the last year with 56 units currently operational and a target of expanding this to at least 80 to 90 units by the end of 2016; and

 

·           We commenced a promising pilot project with Immochan in France, a geographic expansion with significant potential.  We see the start-up costs on this as a fruitful investment.

 

As these new initiatives roll out and deliver growth, there will continue to be existing venues which will opt to create commercialisation revenues in-house rather than use the services of SpaceandPeople, but the pipeline of new opportunities, venue development and geographic expansion continues to outweigh business reversals.

 

It was also encouraging to see the cost base of the business lowered and underlying margins increasing in the course of the year.

 

With an expanded range of venues, new products available, the Management Team are focussed on ensuring that the sales effort is stepped up to meet the potential of these opportunities.

 

We believe that SpaceandPeople is creating a solid platform for growth and a sustainable future.

 

The Board has decided to recommend a full dividend of 2.20p per share, a ten percent increase on last year's dividend, payable on 29 April 2016 to all shareholders on the register on 15 April 2016.

 

I would like to thank all our staff for their hard work and effort in 2015.

 

Charles G. Hammond

Chairman

24 March 2016

 

 

Strategic Report

 

Principal Activities

 

The principal activity of the Group is the marketing and selling of promotional and retail licensing space on behalf of shopping centres and other venues throughout the UK and Germany and also in France and India.

 

Review of Business and Future Developments

 

The results for the period and the financial position of the Group are shown in the financial statements.

 

The review of the business and a summary of future developments are included in the Chairman's Statement, the Chief Executive Officer's Review and the Operating and Financial Review.

 

Principal Risks and Uncertainties

 

The principal risks identified in the business are:

 

Loss of client - Each year a number of the Group's contracts with clients come to an end. At this point some are renewed, some are not renewed and others are renegotiated. When the amount of business that we transact with an established client reduces, it can take time to replace this income with business from new clients. The Group is not overly reliant on any single client and the loss of a significant client, although unwelcome, would not put the viability of the business at risk.

 

Loss of key personnel - The unexpected loss of a member of our senior management team could have a negative effect on the business in the short term, however, we have a management team of ten members who are encouraged and required to engage with and assist their colleagues in other areas of the business to ensure that understanding and exchange of ideas is a core element of their roles. This ensures that the business is not at risk while we seek to replace the member or conduct a reorganisation of the team.

 

System failure - Whilst no guarantees can be given that all possible eventualities are covered, the Group has comprehensive and strict policies and contingency plans concerning power outages, telecommunications failure, virus protection, hardware and software failure, frequent and full offsite backup of all data and disaster recovery. Contracts and service level agreements are in place with reputable suppliers to ensure that any disruption and risk to the business is kept to an absolute minimum. The adequacy and appropriateness of these policies and plans are reviewed on a regular basis.

 

Legal claims - The Group constantly reviews its exposure to possible legal claims and takes appropriate advice and action to protect both itself and its clients where any avoidable risk is identified, for example, by amending terms and conditions, service agreements, licences and risk assessments.

 

Key Performance Indicators

 

The key performance indicators are:

 


2015

2014




Gross revenue (£m)

26.5

31.6

Net revenue (£m)

13.8

15.4

Profit before taxation attributable to shareholders (£m)

1.0

0.6

Basic earnings per share (p)

4.26

2.34

Proposed dividend (p)

2.2

2.0

Average number of Retail Merchandising Units (RMUs)

267

276

Average number of Mobile Promotions Kiosks (MPKs)

32

-




 

 

By order of the Board

 

 

 

Gregor Dunlay

Company Secretary

24 March 2016

 

 

Chief Executive Officer's Review

 

Overview

 

2015 has been a year of transition for SpaceandPeople with a focus on gaining significant new clients and delivering higher value services to both them and our existing clients.

 

The growth in our Mobile Promotion Kiosk ("MPK") business has been a real highlight for me and our significant investment in equipment and staffing for this is beginning to deliver positive results. Innovation, sustainability and development into new areas is key for our business.  Innovation is about new products and new processes, sustainability is about winning new venues and driving efficiencies. I am pleased to say the management team has delivered on both these areas.

 

Overall, profitability for 2015 was in line with our expectations given that we invested significantly in the MPK roll-out in the UK and France as well as deciding to recognise an element of promotional revenue that is now derived from the MPKs on the same basis that we recognise revenue from Retail Merchandising Units. This resulted in the deferral of £150k of net promotional revenues into 2016 that would previously have been accounted for in 2015.

 

The main achievements of 2015 included winning significant new business in the UK, such as the Network Rail contract from a very large and established incumbent. The contract, although only starting in the last few months of the year saw our UK agencies division have a significant increase in enquiries and this has created a strong sales pipeline for 2016.  Also the venues team headed up by Nancy Cullen delivered the British Land contract early in 2016 which is rolling out venue by venue throughout the year. These are important wins and will help us maintain sales in the UK.

 

In Germany we secured an extension to the ECE retail contract and also managed to renegotiate the opportunity to focus on the most profitable locations with reduced risk.

 

Finally, we negotiated a pilot project with Immochan group; the property arm of Auchan in France. Five key centres were selected for us to roll out the MPK programme in 2016, with an aim of securing a longer term full portfolio deal. The cost of setting up this division, in advance of it beginning to operate, was absorbed during the year.

 

Net revenue in 2015 was £1.6 million lower than 2014 at £13.8 million as a result of three main factors. Firstly, UK revenue was affected by the decision of a few venues to stop using our service. These decisions were known in advance and had been planned for with the cost base being adjusted to compensate for this. Secondly, German retail revenue was also lower than in the previous year, however almost all of the reduction of £356k was the result of weaker Sterling:Euro exchange rates. Thirdly, S&P+ did not have a repeat of the very large contract they transacted in 2014, but did deliver significantly more projects than in the previous year which was more in line with their business model and our expectations.

 

As I mentioned earlier, the other significant goal we set for 2015 was the roll out of the MPK programme in the UK. This innovative and unique product has been developed from an early prototype to an evolved design, and from 4 units in January 2015 we had 49 units operating in the UK by December 2015. Customer demand from both venues and brands wishing to use the product has been strong and the objective for 2016 is to enhance the scope and range of the MPKs reaching at least 80 units by the end of the year.

 

UK

 

As had been expected, retail operations in the UK contracted with the average number of RMUs in operation falling to 133 (2014: 141 RMUs) mainly as a result of the termination of the agreement with Intu. It is anticipated that this will continue to a lesser extent in 2016 as the contract with Whiterose Shopping Centre ends in the spring. The team however, has responded to the challenge of changing customer requirements and has developed a new pop up retail product. We piloted this programme in 2015 and saw some 30 pop up units trading over Christmas. The team has worked on improving the operations after the initial pilot and we anticipate that the industry will see short term on-demand retail as the new normal.  The team is also making great strides in building a pipeline of new venues including winning the Queensmere/Observatory centre in Slough in late 2015 and we are encouraged by the progress they are making.

The promotions business had a mixed year with some areas such as Agency and Brand Experience sales performing strongly, while historical bankers such as "Protailing" seeing significant declines due to products moving out of vogue and in-house teams being developed to service these specific users in malls. These pressures are well known and we have driven the growth of MPK's and pop up retail to counter these threats.

 

Germany

 

German promotions did very well in the face of tough trading conditions, seeing a 15% increase in sales compared with the previous year. Unfortunately this improvement was negated by foreign exchange movements in the year. We rolled out seven MPKs which is slightly fewer than we had hoped for, but we are focused on winning more contracts with this product in 2016.

 

SpaceandPeople Ventures

 

This is the grouping of overseas companies and companies that are new and that we are developing.

India delivered results that were in line with expectations, however, the environment in India remains tough for commercialisation and we don't see significant opportunities for growth in the Indian business in 2016. In the other branch of the Indian business, the contract selling consultancy, management services and IP to Quiosco to help develop their MacV brand saw 27 kiosks established during 2015 which we expect to grow further in 2016.

 

S&P+, our London based above-the-line ("ATL") advertising support company's main goal was customer and revenue diversification. In 2014 they transacted one large project that dominated the resources of the small team. In 2015 they broadened their offer and a larger number of smaller contracts were won, further establishing this unique business model. Revenues were lower than 2014 at £2.4 million, but I view the progress made in 2015 as being a real success.

 

Summary

The development of the MPK programme and the focus on product solutions as opposed to service solutions to UK and French venues in particular will be the key driver in 2016. The venues teams in Germany, UK and France have specific targets for rolling out MPKs and pop up retail solutions this year and this should make up the loss of the Whiterose Shopping Centre RMU contract. Although 2016 will see modest growth in profitability, the behind the scenes transformations the group is making will reposition and strengthen our offer which we believe will result in a more sustainable and growing business.

 

Matthew Bending

Chief Executive Officer

24 March 2016

 

 

Operating and Financial Review

 

The main aims for the Group in 2015 were to stabilise the business following the difficulties of 2014 and to make progress in gaining new clients, retain existing ones and roll out the new Mobile Promotion Kiosk ("MPK") service.

 

These objectives have been achieved. By the end of 2015 we had forty nine MPKs installed in venues throughout the UK and a further seven in Germany. We announced that we had won the exclusive rights to carry out promotional activities in Network Rail's portfolio of UK stations as well as securing a number of further individual contracts with a number of venues. In early 2016 we were able to announce a significant contract with British Land and we also commenced the pilot contract with Immochan in France to trial MPKs in five of their shopping malls.

 

The restructuring of overheads undertaken in 2014 has been successful and the business now operates more efficiently and effectively as a result.

 

Revenue

 

During 2015, gross revenue generated on behalf of our clients was £26.5 million, which was £5.1 million (16%) lower than in the previous year. This was due mainly to reductions in UK retail revenue along with a reduction in S&P+ revenue that was lower as a result of the large contract they carried out in 2014 not being replicated in 2015. As a result of this decrease in gross revenue, net revenue to the Group fell by £1.6 million (11%) to £13.8 million.

 

During 2015, UK promotions performed well with Brand Experience promotions increasing by 26% to £870k. Regional/Local revenue fell £309k (21%) although the majority of this was due to some revenue previously recorded as outbound sales being recorded as MPK revenue. UK retail sales were £464k (34%) lower than in the previous year. This was due in part to the loss of Manchester Arndale as a venue in early 2015 following a change in ownership control of this centre, but was also affected by a trend towards some venues deciding to arrange long-term retailers in-house.

 

UK RMU and MPK sales in 2015 were £3.2 million which was £83k (2%) lower than in 2014. This was due to there being fewer RMUs in operation during 2015 than in 2014 with an average of 133 compared with 141. The reduction in RMUs in operation was also due to the loss of Manchester Arndale as a venue along with the loss of Cabott Circus due to a change of control and the ending of the contract with Intu at Lakeside and Metro shopping centres. Efforts have been made to replace this lost business and towards the end of 2015 RMUs and Pop-Up kiosks were installed in the newly opened Grand Central in Birmingham, Ocean Terminal in Edinburgh and Queensmere/Observatory in Slough.

 

The decrease in RMU revenue was, however, almost fully offset by the increased revenue achieved from the roll out of MPKs. By the end of 2015, the 49 MPKs in operation in the UK had generated £656k of revenue in the year. They have been very well received by both venues and promoters and the roll out of new kiosks is continuing in 2016.

 

Gross revenue from German promotional activity was stable at €3.4 million compared with €3.3 million in the previous year, however, the relative weakness of Sterling compared with the Euro in 2015 compared with 2014 meant that converted revenue in 2015 was £2.4 million compared with £2.5 million in 2014. Revenue from German RMUs was £2.6 million compared with £3.0 million in the previous year. All but £74k of this difference was due to foreign exchange movements.

 

Administrative Expenses

 

Administrative expenses in the Group fell by £1.3 million (15%) to £7.4 million. This reduction was primarily as a result of the restructuring undertaken during 2014 along with additional savings identified during 2015.

 

The average number of people employed in the business increased by 3 to 132 from 129 in 2014 as a result of the recruitment of additional administrative staff.

 

Profit

 

Profit before tax and non-recurring costs attributable to shareholders was stable at £1.0 million (2014: £1.0 million). As there were no non-recurring costs in 2015, profit before taxation attributable to shareholders increased by 66% to £1.0 million (2014: £0.6 million).

 

The average rate of corporation tax across the Group in 2015 was 19% compared with 22% in 2014. This reduction was as a result of a reduction in the UK corporation tax rate and an increase in the proportion of the Group's profit that occurred in the UK where corporation tax rates are comparatively low.

 

Basic Earnings per Share ("EPS") increased by 82% to 4.26p (2014: 2.34p). Fully diluted EPS increased by 85% to 3.89p (2014: 2.10p). Basic EPS is calculated as profit after tax attributable to the owners of the Company divided by the weighted average number of shares in issue during the year which was 19,519,563 (2014: 19,519,563). Fully diluted EPS also takes into account the number of shares that would be issued on the exercise of outstanding share options. The weighted average number of shares used to calculate the diluted EPS was 21,385,604 (2014: 21,707,874).

 

Cash Flow

 

The Group generated £203k of net cash flow from operating activities during the year (2014: £771k). This was achieved after reducing the amount owed to creditors by £1.3 million during the year. During the year £690k was spent on fixed assets, the majority of which was spent on new MPKs, and a dividend of £390k was also paid during the year. An additional £500k was drawn down on the banking facility to part fund the capital expenditure.

 

Dividends

 

The Company is proposing a final dividend of 2.20p per share at the Annual General Meeting on 28 April 2016. If approved, this will be paid on 29 April 2016. This dividend would represent a distribution to shareholders of 53% of the basic EPS in 2015.

 

 

Gregor Dunlay

Chief Financial Officer

24 March 2016

 

 

Consolidated Statement of Comprehensive Income

 

           

Notes

12 months to

12 months to



31 December '15

31 December '14



£'000

£'000





Revenue

4

13,814

15,446





Cost of Sales

4

(5,685)

(5,839)





Gross Profit


8,129

9,607





Administration expenses


(7,335)

(8,696)

Other operating income


295

224





Operating profit before

5

1,089

1,135

non-recurring costs








Non-recurring costs

7

-

(391)





Operating Profit


1,089

744





Finance income

8

-

36

Finance costs

8

(28)

(18)





Profit before taxation


1,061

762





Taxation

9

(197)

(166)





Profit after taxation


864

596

 

Foreign exchange differences on


(39)

(28)

translation of foreign operations








Total comprehensive income for the


825

568

period








Profit for the year attributable to:








Owners of the Company


831

456

Non-controlling interests


33

140



864

596

Total comprehensive income for the




period attributable to:








Owners of the Company


792

428

Non-controlling interests


33

140

Total comprehensive income for the


825

568

period




 

Earnings per share

 

24



Basic - Before non-recurring costs


4.26p

3.91p

Basic - After non-recurring costs


4.26p

2.34p

Diluted - Before non-recurring costs


3.89p

3.51p

Diluted - After non-recurring costs


3.89p

2.10p

 

 

Consolidated Statement of Financial Position

Company number SC212277


Notes

31 December '15

31 December '14



£'000

£'000

Assets




Non-current assets:




Goodwill

12

8,225

8,225

Other intangible assets

13

17

18

Property, plant & equipment

14

1,625

1,374



9,867

9,617

Current assets:




Trade & other receivables

16

4,205

4,221

Cash & cash equivalents

17

1,723

2,115



5,928

6,336





Total assets


15,795

15,953





Liabilities




Current liabilities:




Trade & other payables

18

4,506

5,835

Current tax payable

18

18

(170)

Other borrowings

19

250

250



4,774

5,915

Non-current liabilities:




Deferred tax liabilities

15

58

10

Long-term loan

19

750

250



808

260





Total liabilities


5,582

6,175

 

 




Net assets


10,213

9,778





Equity




Share capital

22

195

195

Share premium


4,868

4,868

Special reserve


233

233

Retained earnings


4,747

4,345





Equity attributable to owners of the


10,043

9,641

Company




Non-controlling interest


170

137

Total equity


10,213

9,778

 

The financial statements were approved by the Board of Directors and authorised for issue on 24 March 2016.

 

Signed on behalf of the Board of Directors by:

 

 

M J Bending - Director

 

Consolidated Statement of Cash Flows

 


Notes

12 months to

12 months to



31 December '15

31 December '14



£'000

£'000

Cash flows from operating activities




Cash generated from operations


192

1,687

Interest paid

8

(28)

(18)

Taxation


39

(898)

Net cash inflow from operating


203

771

activities








Cash flows from investing activities




Interest received

8

-

36

Purchase of intangible assets

13

(15)

(30)

Purchase of property, plant & equipment

14

(690)

(245)

Net cash (outflow) from investing


(705)

(239)

activities








Cash flows from financing activities




Repayment of bank loan / loan notes


-

(205)

Bank facility received 


500

500

Dividends paid

11

(390)

(800)

Net cash inflow / (outflow) from


110

(505)

Financing activities








(Decrease) / Increase in cash and cash equivalents


(392)

27

Cash and cash equivalents at beginning of


2,115

2,088

period




Cash and cash equivalents at end of

17

1,723

2,115

period




 

 

Reconciliation of operating profit to net




cash flow from operating activities




Operating profit


1,089

744

Amortisation of intangible assets

13

16

19

Depreciation of property, plant &

14

439

461

equipment




Effect of foreign exchange rate moves


(39)

(28)

Decrease in receivables


16

916

Decrease in payables


(1,329)

(425)

Cash flow from operating activities


192

1,687

 

Consolidated Statement of Changes in Equity

 



Share


Share


Special 


Retained


Non-


Total



capital


premium


reserve


earnings


controlling


equity



£'000


£'000


£'000


£'000


interest


£'000











£'000
















At 31 December 2013


195


4,868


233


4,717


(3)


10,010














Comprehensive













income:













Foreign currency


-


-


-


(28)


-


(28)

translation













Profit for the period


-


-


-


456


140


596

Total comprehensive


-


-


-


428


140


568

income


























Transactions with













owners:













Dividends paid


-


-


-


(800)


-


(800)

Total transactions with


-


-


-


(800)


-


(800)

owners


























At 31 December 2014


195


4,868


233


4,345


137


9,778

 

Comprehensive













income:













Foreign currency













translation


-


-


-


(39)


-


(39)

Profit for the period


-


-


-


831


33


864

Total comprehensive


-


-


-


792


33


825

income


























Transactions with













owners:













Dividends paid


-


-


-


(390)


-


(390)

Total transactions with


-


-


-


(390)


-


(390)

owners


























At 31 December 2015


195


4,868


233


4,747


170


10,213

           

Notes to the Financial Statements

 

1.       General information

 

SpaceandPeople plc is a public limited company incorporated and domiciled in Scotland (registered number SC212277) which is listed on AIM (dealing code SAL).

 

2.       Basis of preparation

 

The Group's financial statements for the period ended 31 December 2015 and for the comparative period ended 31 December 2014 have been prepared on a going concern basis under the historical cost convention in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union (EU) and International Financial Reporting Interpretations Committee (IFRIC) interpretations, and with those part of the Companies Act 2006 applicable to companies reporting under IFRS.

 

The Directors have, at the time of approving the financial statements, a reasonable expectation that SpaceandPeople has adequate resources to continue in operational existence for the foreseeable future. Thus, they continue to adopt the going concern basis of accounting in preparing the financial statements.

 

Future accounting developments

 

New and revised IFRSs applied with no material effect on the consolidated financial statements

 

Title

Implementation

Effect on Group




IAS 19 - Amendments to 'Defined Benefit Plans: Employee Contributions'

Annual periods beginning on or after 1 July 2014

None




Annual Improvements to IFRSs (2010-2012 and 2011-2013)

Annual periods beginning on or after 1 July 2014

None










The following standard will be introduced in future periods

 

Title

Implementation

Effect on Group




IFRS 14 - 'Regulatory Deferral Accounts'

 

IFRS 15 - 'Revenue from Contracts with Customers'

 

IFRS 11 - Amendments to 'Accounting for Acquisitions of Interests in Joint Operations'

 

IAS 16 and IAS 38 - Amendments to 'Clarification of Acceptable Methods of Depreciation and Amortisation'

 

IFRS 9 - 'Financial Instruments (2014)'

 

IAS 27 - Amendments to 'Equity Method in Separate Financial Statements'

 

IFRS 10 and IAS 28 - Amendments to 'Sale or Contribution of Assets between an Investor and its Associate or Joint Venture'

 

Annual Improvements to IFRSs (2012-2014)

 

IAS 1 - Amendments to 'Disclosure Initiative'

 

IAS 12 - Amendments to 'Recognition of Deferred Tax Assets for Unrealised Losses'

 

IAS 7 - Amendments to 'Disclosure Initiative'

 

Annual periods beginning on or after 1 January 2016

 

Annual periods beginning on or after 1 January 2018

 

Annual periods beginning on or after 1 January 2016

 

 

Annual periods beginning on or after 1 January 2016

 

 

 

Annual periods beginning on or after 1 January 2018

 

Annual periods beginning on or after 1 January 2016

 

 

Annual periods beginning on or after 1 January 2016

 

 

 

Annual periods beginning on or after 1 January 2016

 

Annual periods beginning on or after 1 January 2016

 

Annual periods beginning on or after 1 January 2017

 

 

Annual periods beginning on or after 1 January 2017

None

 

 

None

 

 

None

 

 

 

None

 

 

 

 

None

 

 

None

 

 

 

None

 

 

 

 

None

 

 

None

 

 

None

 

 

 

None

 

 

 

 

Management anticipates that the standards and interpretations in issue, but not yet effective will be adopted in the financial statements when they become effective and foresee currently no material impact by the adoptions on the financial statements of the Group in the period of initial application. However, this will be assessed further upon implementation.

 

3.       Accounting policies

 

Statement of compliance

 

The consolidated financial statements have been prepared in accordance with International Financial Reporting Standards.

 

Basis of consolidation

 

The consolidated financial statements incorporate the financial statements of the Company and entities controlled by the Company (its subsidiaries).  Control is achieved where the Company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.

 

The results of subsidiaries acquired or disposed of during the period are included in the consolidated statement of comprehensive income from the effective date of acquisition and up to the effective date of disposal, as appropriate.  Total comprehensive income of subsidiaries is attributed to the owners of the Company and to the non-controlling interests, even if this results in the non-controlling interests having a deficit balance.

 

When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by other members of the Group.

 

All intra-group transactions, balances, income and expenses are eliminated in full on consolidation.

 

Goodwill

 

Goodwill arising on an acquisition of a business is carried at cost as established at the date of acquisition of the business less accumulated impairment losses, if any.

 

For the purpose of impairment testing, goodwill is allocated to each of the Group's cash-generating units (or groups of cash-generating units) that is expected to benefit from the synergies of the combination.

 

A cash-generating unit to which goodwill has been allocated is tested for impairment annually, or more frequently when there is indication that the unit may be impaired.  If the recoverable amount of the cash-generating unit is less than its carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro rata based on the carrying amount of each asset in the unit.  Any impairment loss of goodwill is recognised directly in the consolidated statement of comprehensive income.  An impairment loss recognised for goodwill is not reversed in subsequent periods.

 

On disposal of the relevant cash-generating unit, the attributable amount of goodwill is included in the determination of the profit or loss on disposal.

 

The Group's policy for goodwill arising on the acquisition of an associate is described below.

 

Investments in subsidiaries

 

The parent Company's investments in subsidiary undertakings are included in the Company statement of financial position at cost, less provision for any impairment in value.

 

Revenue

 

Revenue is measured at the fair value of consideration received or receivable. Revenue is shown net of value-added tax, rebates and discounts and after eliminating intergroup sales.  Revenue is recognised when the amount of revenue can be measured reliably, it is probable that future economic benefits will flow to the Group and when any specific delivery criteria have been met.

 

Commission

 

Revenue from commission receivable while acting as agent is recognised when the following conditions are satisfied;

 

-       Contract is agreed with promoter / merchant

-       Venue acceptance of contract

-       Invoice issued and no further input anticipated

 

Acting as principal

 

Revenue from agreements where we act as principal i.e. renting space from venues and reselling to promoters and operators, is recognised as gross revenue receivable by us, with the corresponding amount payable to the venue owner being recognised in administrative expenses.

 

Leasing Income

 

Revenue from leasing activities is recognised on a straight line basis over the term of the lease.

 

Licence Fees

 

Licence fee revenue is recognised on an accrual basis in accordance with the substance of the relevant agreement. 

 

Interest income

 

Interest income from a financial asset is recognised when it is probable that the economic benefits will flow to the Group and the amount of income can be measured reliably. Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to the asset's net carrying amount on initial recognition.

 

Leasing

 

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases.

 

Property, plant & equipment

 

Depreciation is provided at the annual rates below in order to write off each asset over its estimated useful life.

 

Plant & equipment

12.5% of cost

Fixtures & fittings

-

25% of cost

Computer equipment

Computer software

-

-

25% of cost

33% of cost

 

Property, plant & equipment is stated at cost less accumulated depreciation to date.

 

Intangible assets

 

Website development costs

 

The Group capitalises all costs directly attributable to further developing its websites, while costs which relate to on-going maintenance are expensed as they arise. The capitalised costs are depreciated over three years.

 

Patents and trademarks

 

The costs of obtaining patents and trademarks are capitalised and written off over the economic life of the asset acquired.

 

Impairment of non-current assets

The need for any non-current asset impairment is assessed by comparison of the carrying value of the asset against the higher of realisable value and the value in use or, in the case of intangible assets, the anticipated future cash flows arising from the asset.

 

Leasing commitments

 

Rentals paid under operating leases are charged against profit as incurred. The Group has no finance leases.

 

In the event that lease incentives are received to enter into operating leases, such incentives are recognised as a liability. The aggregate benefit of incentives is recognised as a reduction of rental expense on a straight line basis over the term of the relevant lease.

 

Taxation

 

The tax expense represents the sum of tax currently payable and deferred tax. Tax currently payable is based on the taxable profit for the period. The Group's liability for current tax is calculated using rates that have been enacted or substantially enacted at the balance sheet date.

 

Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in computation of taxable profits, and is accounted for using the liability method. Deferred tax liabilities are recognised for all temporary timing differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from the initial recognition, other than in a business combination, of other assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each balance sheet date and reduced to the extent it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.

 

Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised based on tax laws and rates that have been enacted at the balance sheet date. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited in other comprehensive income, in which case the deferred tax is also dealt with in other comprehensive income.

 

Foreign exchange

 

Items included in the Group's financial statements are measured using Pounds Sterling, which is the currency of the primary economic environment in which the Group operates, and is also the Group's presentational currency.

 

Transactions denominated in foreign currencies are translated into Sterling at the rates ruling at the dates of the transactions.  Monetary assets and liabilities denominated in foreign currencies at the balance sheet date are translated at the rates at that date.  These translation differences are dealt with in the profit and loss account.

 

The income and expenditure of overseas operations are translated at the average rates of exchange during the period. Monetary items on the balance sheet are translated into Sterling at the rate of exchange ruling on the balance sheet date and fixed assets at historical rates. Exchange difference arising are treated as a movement in reserves.

 

Financial instruments

 

Financial assets and liabilities are recognised in the Group's balance sheet when it becomes a party to the contractual provisions of the instrument.

 

Trade and other receivables

 

Are carried at original invoice value less an allowance for any uncollectable amounts. An allowance for bad debts is made when there is objective evidence that the Group will not be able to collect the debts. Bad debts are written off in the income statement when identified.

 

Cash and cash equivalents

 

Are carried in the balance sheet at cost and comprise cash in hand, cash at bank and deposits with banks.

 

 

Trade and other payables

 

Are carried at amortised costs and represent liabilities for goods or services provided to the Group prior to the period end that are unpaid and arise when the Group becomes obliged to make future payments in respect of these goods and services.

 

Equity instruments

 

Issued by the Group are recorded at the proceeds received, net of direct issue costs.

 

Share based payments

 

The Group operates a number of equity settled share based payment schemes under which share options are issued to certain employees. The fair value determined at the grant date of the equity settled share based payment, where material, is expensed on a straight line basis over the vesting period. For schemes with only market based performance conditions, those conditions are taken into account in arriving at the fair value at grant date.  

 

Pensions

 

The Group pays contributions to the personal pension schemes of certain employees. Contributions are charged to the income statement in the period in which they fall due.

 

Critical accounting judgements and estimates

 

The preparation of financial statements in conformity with IFRS requires the use of accounting estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of income and expenditure during the period. Although these estimates are based on management's best knowledge of current events and actions, actual results may differ from those estimates. IFRS also requires management to exercise its judgement in the process of applying the Group's accounting policies.

 

The areas where significant judgements and estimates have been made in the preparation of these financial statements are the useful lives and impairment of non-current and intangible assets, impairment of the value of investment in associates and taxation. Explanations of the methodology and the resultant assumptions are detailed in the relevant accounting policies above and the respective notes to the financial statements. 

 

Borrowing costs

 

Borrowing costs are amortised over the duration of the loan and recognised throughout the term of the loan.

 

4.       Segmental reporting

 

The Group maintains its head office in Glasgow and a subsidiary office in Hamburg, Germany. These are reported separately. In addition, the retail business, now trading as POP retail, has an office in London and a subsidiary in Germany. The Group has determined that these are the principal operating segments as the performance of these segments is monitored separately and reviewed by the Board.

 

The following tables present revenues, results and asset and liability information regarding the Group's two core business segments - Promotional Sales and Retail, split by geographic area, after licence fees and management charges made between Group companies, the Other segment incorporates S&P+ and SpaceandPeople India.

 

Segment revenues and

 

Promotion

 

Promotion

 

Retail

 

Retail

 

Head

 

Other

 

Group

results

UK

Germany

UK

Germany

Office



for 12 months to

£'000

£'000

£'000

£'000

£'000

£'000

£'000

31 December '15
















Continuing operations

3,063

2,438

3,151

2,632

-

2,530

13,814

revenue
















Cost of sales

-

-

(2,540)

(1,445)

-

(1,700)

(5,685)

Administrative expenses

(1,351)

(2,444)

(405)

(1,317)

(1,039)

(779)

(7,335)

Other revenue

-

59

-

176

-

60

295

Non recurring costs

-

-

-

-

-

-

-









Segment operating profit

1,712

53

206

46

(1,039)

111

1,089

/ (loss)
















Finance costs

(28)

-

-

-

-

-

(28)








Segment profit / (loss)

1,684

53

206

46

(1,039)

111

1,061

before taxation








 

Segment assets and

Promotion

Promotion

Retail

Retail

Other

Group

liabilities

UK

Germany

UK

Germany



as at 31 December '15

£'000

£'000

£'000

£'000

£'000

£'000








Total segment assets

6,482

1,654

4,781

1,455

1,423

15,795








Total segment liabilities

(2,031)

(802)

(1,214)

(1,101)

(434)

(5,582)








Total net assets

4,451

852

3,567

354

989

10,213

 

Segment revenues and

Promotion

Promotion

Retail

Retail

Head

Other

Group

results

UK

Germany

UK

Germany

Office



for 12 months to

£'000

£'000

£'000

£'000

£'000

£'000

£'000

31 December '14
















Continuing operations

3,603

2,507

3,277

2,988

-

3,071

15,446

revenue
















Cost of sales

-

-

(2,148)

(1,651)

-

(2,040)

(5,839)

Administrative expenses

(2,438)

(2,335)

(883)

(1,110)

(1,183)

(747)

(8,696)

Other revenue

-

24

-

190

-

10

224

Non recurring costs

(214)

(27)

(150)

-

-

-

(391)









Segment operating profit

951

169

96

417

(1,183)

294

744

/ (loss)
















Finance income

36

-

-

-

-

-

36

Finance costs

(16)

-

(2)

-

-

-

(18)









Segment profit / (loss)

971

169

94

417

(1,183)

294

762

before taxation








 

Segment assets and

Promotion

Promotion

Retail

Retail

Other

Group

liabilities

UK

Germany

UK

Germany



as at 31 December '14

£'000

£'000

£'000

£'000

£'000

£'000








Total segment assets

5,558

2,786

4,869

1,681

1,059

15,953








Total segment liabilities

(2,540)

(1,132)

(1,138)

(671)

(694)

(6,175)








Total net assets

3,018

1,654

3,731

1,010

365

9,778

 

 

 5.      Operating profit

 

The operating profit is stated after charging:


12 months to

12 months to


December '15

December '14


£'000

£'000




Motor vehicle leasing

68

63

Property leases

298

290

Amortisation of intangible assets

16

19

Depreciation of property, plant and equipment

439

461


821

833

Auditor's remuneration:



Fees payable for:



Audit of Company

19

18

Audit of subsidiary undertakings

22

22

Tax services

4

4

Other services

2

7


47

51




Directors' remuneration

534

671

 

6.       Staff costs

 

The average number of employees in the Group during the period was as follows:


12 months to

12 months to


December '15

December '14




Executive Directors

Non-executive Directors

3

3

3

3

Administration

32

26

Telesales

64

65

Commercial

24

25

Maintenance

6

7


132

129

 


12 months to

12 months to


December '15

December '14


£'000

£'000




Wages and salaries

4,208

4,470

Social Security costs

497

524

Pensions

57

42


4,762

5,036

 

Details of Directors' emoluments, including details of share option schemes, are given in the remuneration report. These disclosures form part of the audited financial statements of the Group.

 

7.       Non-recurring costs

 

During the previous period, the Group took steps to reduce costs and streamline overheads. As a result, non-recurring costs of £391,000 were incurred. This was as a result of redundancy costs (£230,000) and other costs (£11,000). The Group also made provision for possible retrospective costs in relation to UK centres (£150,000).

 

8.       Finance income and costs


12 months to

12 months to


December '15

December '14


£'000

£'000

Finance costs:



Interest received

-

36

Interest payable

(28)

(18)

 

 

9.       Taxation


12 months to

12 months to


December '15

December '14


£'000

£'000




Current tax expense:



Current tax on profits for the year

117

152

Adjustment for under provision in prior periods

7

(20)

Total current tax

 

124

132

Foreign tax:



Current tax on foreign income for the period

25

34

Adjustment for under provision in prior periods

-

-

Total foreign tax

25

34




Deferred tax:



Credit in respect of tax losses

(37)

-

Charge in respect of temporary timing differences

85

-

Total deferred tax

48

-




 

Income tax expense as reported in the Income Statement

 

197

 

166

 

 

The tax assessed for the period is lower than the standard rate of corporation tax in the UK. The differences are explained below:


12 months to

12 months to


December '15

December '14


£'000

£'000




Profit on ordinary activities before tax

1,061

762

Profit on ordinary activities at the standard rate of corporation tax in



the UK of 20.25% (2014: 21.5%)                                                              



Jan - Mar 2014: 23%

-

44

                                                                Apr - Dec 2014: 21%

-

120

                                                                Jan - Mar 2015: 21%

56

-

                                                                Apr - Dec 2015: 20%

159

-




Tax effect of:



-       Prior period adjustment

7

-

-       Difference due to foreign taxation rates

-       Tax losses

12

(37)

2

-




Income tax expense as reported in the Income Statement

197

166

 

 

 

10.     Profit for the period

 

The Company has taken advantage of the exemption allowed under Section 408 of the Companies Act 2006 and has not presented its own Income Statement in these financial statements. The Group profit for the period includes a Company profit after tax and before dividends of £568k after the incorporation of all UK head office costs (2014: £4k) which is dealt with in the financial statements of the parent Company.

 

 

11.     Dividends


12 months to

12 months to


December '15

December '14


£'000

£'000




Paid during the period

390

800

Recommended final dividend

429

390

 

Equity - 2.00p per ordinary share proposed and paid for 2014. Recommended final dividend for 2015 - 2.20p per ordinary share.

 

The recommended final dividend is subject to approval by shareholders at the Annual General Meeting and has not been included as a liability in the financial statements.

 

12.     Goodwill

Cost

£'000



At 31 December 2013

8,225

Additions

-

At  31 December 2014

8,225

Additions

-

At 31 December 2015

8,225

 

Accumulated impairment losses


At 31 December 2013

-

Charge for the period

-

At  31 December 2014

-

Charge for the period

-

At 31 December 2015

-

 

Net book value


At 31 December 2013

8,225

At  31 December 2014

8,225

At 31 December 2015

8,225

 

 

Goodwill acquired in a business combination is allocated at acquisition to the cash-generating units (CGUs) that are expected to benefit from that business combination. The Directors consider that the businesses of Retail Profile Holdings Limited and SpaceandPeople India Pvt Limited are identifiable CGUs and the carrying amount of Goodwill is allocated against these CGUs. No amortisation of the carrying value has been occurred at the financial statement review date. Goodwill for Retail Profile Holdings Limited remains unchanged at £7,981,000 and goodwill for SpaceandPeople India Pvt Limited remains unchanged at £244,000.

 

The recoverable amounts of the cash generating units are determined on value in use calculations which use cash flow projections based on financial budgets approved by the Board covering a five year period followed by a terminal factor at a discount rate of 6% per annum. Cash flow projections during the budget period are based on an average growth in EBITDA which the Directors consider to be very conservative given the plans for the businesses and the potential increased returns. As a result of the sensitivity analysis carried out, the Directors believe that any reasonable possible change in the key assumptions on which the recoverable amounts are based would not cause the aggregate carrying amounts to exceed the aggregate recoverable amounts of the cash generating units and that cash flows from these units will continue in line with expectations for the foreseeable future.

 

13. Other intangible assets

 

 

Cost

Website

Product

Patents &

Total


development

development

trademarks



£'000

£'000

£'000

£'000






At 31 December 2013

284

137

41

462

Additions

-

-

30

30

At  31 December 2014

284

137

71

492

Additions

-

-

15

15

At 31 December 2015

284

137

86

507

 

 

Amortisation

Website

Product

Patents &

Total


development

development

trademarks



£'000

£'000

£'000

£'000






At 31 December 2013

284

137

34

455

Charge for the period

-

-

19

19

At  31 December 2014

284

137

53

474

Charge for the period

-

-

16

16

At 31 December 2015

284

137

69

490

 

 

Net book value

Website

Product

Patents &

Total


development

Development

trademarks



£'000

£'000

£'000

£'000






At 31 December 2013

-

-

7

7

At 31 December 2014

-

-

18

18

At 31 December 2015

-

-

17

17

 

14.     Property, plant and equipment

 

The Group movement in property, plant & equipment assets was:

 

Cost

Plant &

Fixture &

Computer

Total


equipment

fittings

equipment



£'000

£'000

£'000

£'000






At 31 December 2013

2,071

258

443

2,772

Additions

210

-

35

245

At  31 December 2014

2,281

258

478

3,017

Additions

626

-

64

690

At 31 December 2015

2,907

258

542

3,707

 

Depreciation

Plant &

Fixture &

Computer

Total


Equipment

Fittings

Equipment



£'000

£'000

£'000

£'000






At 31 December 2013

725

208

249

1,182

Charge for the period

341

25

95

461

At  31 December 2014

1,066

233

344

1,643

Charge for the period

342

13

84

439

At 31 December 2015

1,408

246

428

2,082

 

Net book value

Plant &

Fixture &

Computer

Total


equipment

Fittings

equipment



£'000

£'000

£'000

£'000






At 31 December 2013

1,346

50

194

1,590

At  31 December 2014

1,215

25

134

1,374

At 31 December 2015

1,499

12

114

1,625

 

 

15.     Deferred tax



31 December '15


31 December '14



£'000


£'000






Deferred tax liability:

Deferred tax liability to be recognised after more than 12 months

 

Deferred tax assets:

Deferred tax asset to be recognised after less than 12 months

 


 

 

 95

 

 

 

(37)


 

 

10

 

 

 

-

Deferred tax liability (net)


58


10
















At 1 January 2015

Credit in respect of losses

Charge in respect of temporary timing differences on property, plant and equipment


10

(37)

 

85


10

-

 

-

At 31 December 2015


58


10

 

   

 

16. Trade and other receivables

 



31 December '15


31 December '14



£'000


£'000






Trade debtors


3,516


3,864

Other debtors


443


44

Prepayments


246


308

Accrued revenue


-


5

Total


4,205


4,221

 

Amounts falling due after more than one year included above are:


400


-

 

 

The maximum exposure to credit risk at the balance sheet date is the carrying amount of receivables detailed above. The Group does not hold any collateral as security.

 

The Directors do not believe that there is a significant concentration of credit risk within the trade receivables balance. As of 31 December 2015, trade receivables of £596k (2014: £685k) were past due but not impaired.

 

The ageing of trade debtors:

 


Current


0 - 30 Days


31 - 60 Days


61 Days +


Total


£'000


£'000


£'000


£'000


£'000











31 December '15

2,920


130


94


372


3,516











31 December '14

3,179


167


127


391


3,864

 

 

17. Cash and cash equivalents



31 December '15


31 December '14



£'000


£'000






Cash at bank and on hand


1,723


2,115



1,723


2,115

 

 

18.     Trade and other payables



31 December '15


31 December '14



£'000


£'000






Trade creditors


628


685

Other creditors


1,470


2,098

Social Security and other taxes


610


613

Accrued expenses


1,342


1,707

Deferred income


456


732

Trade and other payables


4,506


5,835






Corporation tax


18


(170)

Total


4,524


5,665

 

 

 

19.     Other borrowings



31 December '15


31 December '14



£'000


£'000

Bank loan:





Less than one year


250


250

Greater than one year


750


250








1,000


500

 

As at 31 December 2015, SpaceandPeople plc had drawn down £1,000,000 (2014: £500K) of its agreed bank facility of £2 million (2014: £2 million), £1 million of which expires in January 2016 and the other £1 million expires in July 2017.

 

20.     Financial instruments and risk management

 

The Group has no material financial instruments other than cash, current receivables and liabilities, in both this and the prior period, all of which arise directly from its operations. The net fair value of its financial assets and liabilities is the same as their carrying value as detailed in the balance sheet and related notes.

 

Credit risk - The Group's credit risk relates to its receivables and is managed by undertaking regular credit evaluations of its customers.

 

Liquidity risk - The Group operates a cash-generative business and holds net funds. The Directors consider the funding structure to be adequate for the Group's current funding requirements.

 

Borrowing facilities - The Group has agreed facilities of £2 million, of which £1 million was utilised at the year end. £750,000 was drawn down from a £1 million facility, which expires in July 2017, at a rate of 2.99% above base rate. The other £250,000 was drawn down from the other £1 million facility, which expires in January 2016, at a rate of 3.69% above base rate. Both of these facilities are secured by an omnibus guarantee and set off agreement, secured by an unlimited debenture incorporating a bond and floating charge. These facilities improve the financial flexibility of the Group.

 

Financial assets - These comprise cash at bank and in hand. All bank deposits are floating rate.

                       

Financial liabilities - These include short-term creditors and revolving credit facilities of £2million, of which £1 million was utilised at the year end. All financial liabilities will be financed from existing cash reserves and operating cash flows.

 

Foreign currency risk - The Group is exposed to foreign exchange risk primarily from Euros due to its German operations and Euro denominated licensing income as detailed in note 4 Segmental Reporting. The Group monitors its foreign currency exposure and hedges the position where appropriate. In addition, the Group has investments in a subsidiary in India.

 

 

21.     Operating lease commitments

 

At the period end date, SpaceandPeople plc had outstanding commitments for future lease payments which fall due as follows:



31 December '15


31 December '14



£'000


£'000






Within 1 year


1,820


2,744

Between 2 and 5 years inclusive


1,239


4,439

 

 

22.     Called up share capital

 

Allotted,  issued and fully paid

31 December '15


31 December '14

Class

Nominal value





Ordinary

1p

£

195,196


195,196



Number

19,519,563


19,519,563

 

23.     Related party transactions

 

Compensation of key management personnel

 

Key management personnel of the Group are defined as those persons having authority and responsibility for the planning, directing and controlling the activities of the Group, directly or indirectly. Key management of the Group are therefore considered to be the directors of SpaceandPeople plc. There were no transactions with the key management, other than their emoluments, which are set out in the remuneration report.

 

24.     Earnings per share                      


12 months to

12 months to


31 December '15

31 December '14


Pence per share

Pence per share




Basic earnings per share






Before non-recurring costs

4.26p

3.91p




After non-recurring costs

4.26p

2.34p




Diluted earnings per share






Before non-recurring costs

3.89p

3.51p




After non-recurring costs

3.89p

2.10p

 

 

Diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion of all dilutive potential ordinary shares.

 

Basic earnings per share

 

The earnings and weighted average number of ordinary shares used in the calculation of basic earnings per share are as follows:

 


12 months to

12 months to


31 December '15

31 December '14


£'000

£'000




Profit after tax for the period attributable to

831

456

owners of the Company







12 months to

12 months to


31 December '15

31 December '14


'000

'000




Weighted average number of ordinary shares

19,520

19,520

for the purposes of basic earnings per share



 

 

Diluted earnings per share

 

The earnings and weighted average number of ordinary shares used in the calculation of diluted earnings per share are as follows:

 


12 months to

12 months to


31 December '15

31 December '14


£'000

£'000




Profit after tax for the period attributable to

831

456

owners of the Company







12 months to

12 months to


31 December '15

31 December '14


'000

'000




Weighted average number of ordinary shares

21,386

21,708

for the purposes of diluted earnings per share



 

 

 

The weighted average number of ordinary shares for the purposes of diluted earnings per share reconciles to the weighted average number of ordinary shares used in the calculation of basic earnings per share as follows.

 


12 months to

12 months to


31 December '15

31 December '14


'000

'00




Weighted average number of shares in issue

19,520

19,520

during the period






Weighted average number of ordinary shares

1,866

2,188

used in the calculation of basic earnings per



share deemed to be issued for no



consideration in respect of employee options






Weighted average number of ordinary shares

21,386

21,708

 used in the calculation of diluted earnings per



share



 

 

25.     Share options

 

The Group has established a share option scheme that senior executives and certain eligible employees are entitled to participate in at the discretion of the Board which is advised on such matters by the Remuneration Committee.

 

In aggregate, share options have been granted under the share option scheme over 1,000,307 ordinary shares exercisable within the dates and at the exercise prices shown below, being the market value at the date of the grant.

 

Date of grant      

Number

Option period

Price

 





14 January 2009

8,000

14 January 2012 - 13 January 2016

50p

1 June 2009

12,307

1 June 2012 - 30 May 2015

65p

12 January 2015

980,000

12 January 2018 - 12 January 2025

47.4p

 

 

The movement in the number of options outstanding under the scheme over the period is as follows:

 


12 months to

12 months to


31 December '15

31 December '14







Number of options outstanding as at the beginning of the period

1,130,082

2,452,911




Granted

980,000

-

Lapsed

Forfeited

(1,109,775)

(15,000)

(1,322,829)

-

Number of options outstanding as at the end of the period

985,307

1,130,082

 

In total, 985,307 options were outstanding at 31 December 2015 (1,130,082 at 31 December 2014) with a weighted average exercise price of 47.6p (96.5p at 31 December 2014).  Of these, 20,307 were exercisable (420,082 at 31 December 2014) with a weighted average exercise price of 59.1p (89.0p at 31 December 2014).

 

The total share-based payment charge for the year, calculated in accordance with IFRS2 on share based payments, was £3k (2014: £nil). No value has been included in the accounts for share options issued prior to 2012. The fair value of these options was assessed at the date of issue and deemed to such that no adjustment in the financial statements was required.

 

26.     Save As You Earn Scheme

 

The Group has established a Save As You Earn ("SAYE") scheme that all UK based employees are entitled to participate in. The scheme will run for three years from 1 June 2015 and at the end of the term, participants will have the opportunity to buy shares in the Company at a price of 46p, which is a 20 percent discount on the closing share price on 2 April 2015.

 

In aggregate, share options have been granted under the SAYE scheme over 273,515 ordinary shares exercisable within the dates and at the exercise prices shown below, being the market value at the date of the grant.

 

Date of grant      

Number

Option period

Price

 

28 April 2015

273,515

1 June 2018 - 30 November 2018

46p

 

The movement in the number of options outstanding under the scheme over the period is as follows:

 


12 months to


31 December '15





Number of options outstanding as at the beginning of the period

-



Granted

273,515

Forfeited

(15,652)

Number of options outstanding as at the end of the period

257,863

 

In total, 257,863 options were outstanding at 31 December 2015 (none at 31 December 2014) with an exercise price of 46p (nil at 31 December 2014).

 

The total share-based payment charge for the year, calculated in accordance with IFRS2 on share based payments, was £7k (2014: £nil).

 


This information is provided by RNS
The company news service from the London Stock Exchange
 
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