REG - YOLO Leisure & Tech - Final Results <Origin Href="QuoteRef">YOLO.L</Origin> - Part 2
22/12/2017 07:05
- Part 2: For the preceding part double click ID:nRSV1504Aa
3,610,628 3,875,483
---------------------- ---------------------- -----------------------
Net book value
At 30 September 2017 264,855 3,610,628 3,875,483
=========== =========== ===========
At 30 September 2016 300,588 826,674 1,127,262
=========== =========== ===========
Investments are measured at fair value. The Directors consider that the
carrying amount of investments approximates to their fair value.
Level 1 reflects financial instruments quoted in an active market.
All unquoted investments are Level 3 in the fair value hierarchy, being
financial instruments whose fair value is determined in whole or in part using
valuation techniques based on assumptions that are not supported by prices
from observable market transactions in the same instrument and not based on
available observable market data.
The Company acquired the following investments during the year:
On 28 February 2017 the Company made an investment of £85,896 in TVPlayer to
ensure the Company maintained its existing holding.
On 21 March 2017 the Company took the opportunity to invest a further £46,260
and acquire 1,840,000 shares in AudioBoom to increase the holding to 5,340,000
shares.
Magic Media Works Ltd
On 7 November 2016 the Company invested £1.4m through a convertible loan note
in Magic Media Works ("Loan Notes"). The Loan Notes bear interest at a rate
of 10% per annum from 1 March 2017 and are repayable on or before 31 December
2018.
On 5 June 2017 YOLO converted its Loan Notes to 41.42% of the Magic Media
Works shares on a fully diluted basis, and invested a further £500,000 as part
of the £1.2m Pre-IPO Loan Notes ("Pre-IPO Loan Notes") issued by Magic Media
Works Ltd.
The Pre-IPO Loan Notes will convert into ordinary shares in Magic Media Works
at a 33% discount to the share price on an initial public offer and will start
to accrue interest at 10% per annum from 1 December 2017. The Pre-IPO Loan
Notes are repayable on 1 December 2019.
10. TRADE AND OTHER RECEIVABLES 2017 2016
£ £
Trade receivables 20,100 8,400
Prepayments and accrued income 5,990 8,814
Other receivables 36,890 -
----------------- -----------------
62,980 17,214
======== ========
The Directors consider the carrying value of trade receivables to equal their
fair value. No interest is charged on receivables.
11. TRADE AND OTHER PAYABLES 2017 2016
£ £
Other taxes and social security costs 7,857 8,123
Accruals and deferred income 36,520 68,893
--------------- ---------------
44,377 77,016
======== ========
The Directors consider the carrying value of trade payables to equal their
fair value.
12. SHARE CAPITAL 2017 2016
£ £
Issued and fully paid
As at 1 October 2,582,954 2,182,954
Issue of 262,400,000 (2016: 40,000,000) Ordinary shares of 1p each 2,624,000 400,000
----------------------- -----------------------
At 30 September 2017 5,206,954 2,582,954
=========== ===========
The Company has the following classes of share capital
Ordinary shares 441,322,758 (2016: 178,922,758) shares of 1p each 4,413,228 1,789,228
Deferred shares (8,819,181 shares of 9p each) 793,726 793,726
---------------------- ----------------------
5,206,954 2,582,954
=========== ===========
Share transaction history
During the 2017 financial year the following share transactions took place.
Quantity of
1p shares Value
£
7 November 2016 Placing 262,400,000 2,624,000
========== ========
The Ordinary shares have full voting rights, priority dividend rights and
priority in the case of winding up.
The Deferred shares have no voting rights and shareholders are not entitled to
any dividend, and only receive the nominal amount paid up on their share after
there has been a distributed £1,000,000 to the holders of the Ordinary shares.
The Deferred shares shall not entitle the holders thereof to any further or
other right of participation in the assets of the Company.
Warrants
During the year warrants were granted as follows:
Type Exercise price
Expiry date Number
Placing warrants 1.3p
31 October 2019 50,800,000
Director Warrants 1.3p 31
October 2019 9,000,000
Warrant Number Exercise price pence Expiry Date
As At 1 October 2016 20,973,048 1.3p 15/07/2017
3,059,846 1.3p 15/07/2019
8,000,000 1.8p 27/01/2018
10,000,000 1.8p 31/07/2017
------------------------
42,032,894
Lapsed (20,973,048) 1.3 15/07/2017
(10,000,000) 1.8 31/07/2017
Granted during the year 59,800,000 1.3 31/10/2019
-------------------------
70,859,846
-------------------------
As At 30 September 2017 3,059,846 1.3 15/07/2019
8,000,000 1.3 27/01/2018
59,800,000 1.3 31/10/2019
------------------------
70,859,846
============
13. FINANCIAL INSTRUMENTS
The Company's financial instruments comprise cash and various items such as
trade receivables and trade payables that arise directly from its operations.
Categories of fair values of financial assets and liabilities
Set up below is a comparison by category of the carrying amounts and fair
values of the Company's financial instruments:
2017 2016
£ £
Financial assets
Cash and cash equivalents 619,939 139,412
Trade receivables 20,100 8,400
Other receivables 36,890 -
-------------- --------------
Total financial assets 676,929 147,812
Non-financial assets
Prepayments and accrued income 5,991 8,814
Other receivables -
--------------- ---------------
TOTAL ASSETS 682,920 156,626
======== ========
Financial liabilities
Financial liabilities measured at amortised cost:
Accruals 29,614 68,892
--------------- ---------------
29,614 68,892
Non-financial liabilities
Other payables 14,765 8,124
--------------- ---------------
TOTAL LIABILITIES 44,379 77,016
======== =========
The fair value of the Company's financial assets and liabilities are
considered by the Directors not to be materially different from their carrying
values in the statement of financial position, as such no fair value hierarchy
analysis has been produced.
It is and has been throughout the period under review, the Company's policy
that no trading in financial derivatives shall be undertaken.
The main risks arising from the Company's financial instruments are interest
rate movements, liquidity risk, and credit risk. The Directors do not
consider there to be significant exposure to market or price risk.
Interest rate risk
It is the Company's policy to regularly review the Company's exposure to
interest rate risk.
Financial assets
The Company's exposure to interest rate risk currently applies only to the
interest received on cash deposits which is based on the NatWest base rate.
The Company's floating rate cash balances at the year-end were £115,412 (2016:
£115,391).
13. FINANCIAL INSTRUMENTS (continued)
Liquidity risk
The principal risk to which the Company is exposed is liquidity risk. The
nature of the Company's activities means it finances its operations through
retained earnings and the issue of new shares to investors. The principal
cash requirements are in relation to the Company's investing policy and
meeting working capital requirements. The Company seeks to manage liquidity
through planning, forecasting, and careful cash management.
Credit risk
The Company carries out credit checks on potential customers and monitors and
chases debts that are overdue to mitigate their credit risk.
Capital management
The Company's main objective when managing capital is to protect returns to
shareholders by ensuring the Company will continue to invest and trade
profitably in the foreseeable future. The Company also aims to maximise its
capital structure of equity so as to minimise its cost of capital. The
Company expects its current and projected capital resources to be sufficient
to cover its existing liabilities.
The Company has not made any changes to its capital management during the
year.
14. ULTIMATE CONTROLLING PARTY
The Company is admitted to AIM and there is no individual controlling party.
The Directors' Report provides details of those shareholders with an
individual holding exceeding 3% of issued share capital.
15. RELATED PARTY DISCLOSURES
As well as remuneration of Directors (Note 5), the following transactions fall
within the scope of IAS 24 Related Party Disclosures.
During the year Sports Resource Group Limited, a company controlled by Chris
Akers who is a shareholder in Yolo Leisure and Technology Plc was paid
£160,000 (2016: £Nil) for corporate services. At the year end the Company owed
£Nil (2016: £Nil) to Sports Resource Group Limited.
16. Post Balance Sheet Events
TVPlayer - is raising further funds of £12m to invest further in technology,
marketing and some senior appointments. It has to date secured over £2m from
existing and new investors. YOLO has agreed to invest a further £50,000 in
TVPlayer via a convertible loan note as part of this fundraise.
Magic Media Works has secured commitments of £1.46m from existing and new
investors towards an intended £2 million new round of financing.
Henrik Holmark, previously the CFO of Pandora Jewellery, has invested £650,000
in this fund raise and will join the Magic board as a non-executive director.
YOLO has taken the strategic decision not to invest additional capital into
Magic. Further, as the largest shareholder in Magic, YOLO agreed to release
some of its shares in Magic and its anti-dilution rights to acquire additional
shares in Magic to new investors for nominal consideration in order to assist
Magic in completing the fund raise and so help it to achieve its goals and
potential. The board of Magic confirmed to YOLO that the provision of this
support by YOLO has been instrumental in allowing Magic to move forward to the
successful completion of this funding round.
This information is provided by RNS
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