REG - dotDigital Group plc - Final Results <Origin Href="QuoteRef">DOTD.L</Origin> - Part 3
13/10/2015 07:01
- Part 3: For the preceding part double click ID:nRSM0296Cb
- The audit of Company subsidiaries 27 26
- Non audit fees: Tax and review of interim accounts 4 3
38 36
8. INCOME TAX EXPENSE
Analysis of the tax charge from continuing operations:
30.6.15 30.6.14
£'000 £'000
Current tax on profits for the year 262 166
Deferred tax on origination and reversal of timing differences 325 44
587 210
Overprovision in previous periods - (29)
587 181
Tax charge from continuing operations 587 181
587 181
Factors affecting the tax charge:
30.6.15 30.6.14
£'000 £'000
Profit on ordinary activities before tax 5,243 3,600
Profit on ordinary activities multiplied by the standard rate of corporation tax in the UK of 20.75% (2014: 22.50%) 1,088 810
Effects of:
Expenses not deductible (250) 281
Research and development enhanced claim (747) (661)
Expenditure permitted on exercising options (238) (247)
Overseas tax (profits)/losses (43) 25
Capital allowances in excess of depreciation (48) (42)
Total income tax 262 166
Deferred tax was calculated using the rate 20% (2014: 20.75%). For further details on deferred tax please see note 23.
9. PROFIT/(LOSS) OF PARENT COMPANY
As permitted by Section 408 of the Companies Act 2006, the profit and loss account of the parent company is not presented
as part of these financial statements. The parent company's loss for the financial year was £318,852 (2014: £363,022).
10. DIVIDENDS
Amounts recognised as distributions to equity holders in the period
30.6.15 30.6.14
£'000 £'000
Final dividend for year end 30 June 2015 of 0.2p per share 570 279
Proposed dividend for the year end 30 June 2015 of 0.36p (2014: 0.2p) per share 1,041 566
The proposed final dividend is subject to approval by the shareholders at the Annual General Meeting and has not been included as a liability in these financial statements.
11. EARNINGS PER SHARE
Earnings per share data is based on the consolidated profit using and the weighted average number of shares in issue of the
parent company. Basic earnings per share are calculated by dividing the earnings attributable to ordinary shareholders by
the weighted average number of ordinary shares outstanding during the period.
Diluted earnings per share is calculated using the weighted average number of shares adjusted to assume the conversion of
all dilutive potential ordinary shares.
Reconciliations are as follows:-
30.6.15
Weighted
average Per share
From continuing operations Earnings number of Amount
£'000 shares Pence
Basic EPS
Profit for the year attributable to the owners of the parent 4,656 284,804,914 1.63
Options and Warrants - 5,001,766 -
Diluted EPS
Profit for the year attributable to the owners of the parent 4,656 289,806,680 1.61
From continuing operations
30.6.15 30.6.14
£'000 £'000
Profit for the year attributable to the owners of the parent 4,656 3,419
Adjustments to exclude profit/(loss) from discontinued operations - 41
Profit for the year from continuing operations for the purpose of basic of basic earnings per share excluding discontinued operations
4,656 3,460
From discontinued operations
30.6.15 30.6.14
Per share (p) Per share (p)
Basic EPS - (0.02)
Diluted EPS - (0.01)
There was no difference in the weighted average number of shares used in the calculation of basic and diluted earnings per share as the effect of all notionally dilutive shares outstanding were anti-dilutive.
2015 2014
Weighted average number of shares Shares Shares
Basic EPS 284,804,914 279,107,898
Diluted EPS 289,806,680 290,380,434
The denominators and numerators used are the same those detailed above for both basic and diluted earnings per share from continuing and discontinued operations.
30.6.14
Weighted
average Per share
From continuing and discontinued operations Earnings number of Amount
£'000 shares Pence
Basic EPS
Profit for the year attributable to the owners of the parent 3,419 279,107,898 1.22
Options and Warrants - 11,272,536 -
Diluted EPS
Profit for the year attributable to the owners of the parent 3,419 290,380,434 1.18
30.6.14
Weighted
average Per share
From continuing operations Earnings number of Amount
£'000 shares Pence
Basic EPS
Profit for the year attributable to the owners of the parent 3,460 279,107,898 1.24
Options and Warrants - 11,272,536 -
Diluted EPS
Profit for the year attributable to the owners of the parent 3,460 290,380,434 1.19
Adjusted earnings per share represents the performance of the company had the exceptional item listed above not occurred in
the year and is only presented for guidance purposes.
12. GOODWILL
Group
30.6.15 30.6.14
COST £'000 £'000
At 1 July
And 30 June 4,121 4,121
ACCUMULATED INPAIRMENT LOSS
At 1 July and at 30 June 3,512 3,512
NET BOOK VALUE 609 609
Goodwill arising on business combinations is not amortised but is reviewed for impairment on an annual basis, or more
frequently if there are indications that goodwill may be impaired. Goodwill acquired in a business combination is
allocated, at acquisition, to cash generating units (CGU's) that are expected to benefit from that business combination.
The carrying amount of goodwill relates wholly to the Group's single trading activity and business segment. This has been
tested for impairment during the current financial year by comparison with the recoverable amounts of the CGU.
Recoverable amounts for CGU's are based on the higher of value in use and fair value less costs to sell. The recoverable
amounts of the CGU have been determined from value in use calculations. These calculations use pre-tax cash flow
projections based on financial budgets approved by management covering a five year period. The key assumptions for the
value in use calculations are those regarding discount rates, growth rates, and expected changes in margins. Management
estimate discount rates using pre-tax rates that reflect the current market assessment of the time value of money and the
risks specific to the CGU's. Changes in income and expenditure are based on past experience and expectations of the future
changes in the market. The pre-tax discount rate used to calculate the value in use are 10% (2014 - 10%). The valuations
indicate sufficient headroom such that a reasonably possible change in key assumptions would not result in impairment of
goodwill.
13. INTANGIBLE ASSETS
Group
Computer Internally generated development Domain
softwares costs names Totals
£'000 £'000 £'000 £'000
COST
At 1 July 2014 274 5,013 16 5,303
Additions - 1,612 - 1,612
At 30 June 2015 274 6,625 16 6,915
AMORTISATION
At 1 July 2014 195 2,102 15 2,312
Amortisation for the year 33 1,125 1 1,159
At 30 June 2015 228 3,227 16 3,471
NET BOOK VALUE 46 3,398 - 3,444
At 30 June 2015
Computer Internally generated development Domain
softwares costs names Totals
£'000 £'000 £'000 £'000
COST
At 1 July 2013 211 3,668 16 3,895
Additions 63 1,345 - 1,408
At 30 June 2014 274 5,013 16 5,303
AMORTISATION
At 1 July 2013 155 1,278 13 1,446
Amortisation for the year 40 824 2 866
At 30 June 2014 195 2,102 15 2,312
NET BOOK VALUE 79 2,911 1 2,991
At 30 June 2014
Development cost additions represents resources the Group have invested in the development of new innovative and ground
breaking technology products for marketing professionals. This platform allows them to create, send and automate marketing
campaigns. Following development of the products the group intends to licence the use of the platform.
14. PROPERTY, PLANT AND EQUIPMENT
Group
Short Fixtures & Computer
Leasehold fittings equipment Totals
£'000 £'000 £'000 £'000
COST
At 1 July 2014 288 308 888 1,484
Additions 107 93 467 667
Disposals - - (1) (1)
At 30 June 2015 395 401 1,354 2,150
DEPRECIATION
At 1 July 2014 47 112 498 657
Depreciation for the year 48 91 258 397
Eliminated on disposal - - (1) (1)
At 30 June 2015 95 203 755 1,053
NET BOOK VALUE
At 30 June 2015 300 198 599 1,097
Short Fixtures & Computer
Leasehold fittings equipment Totals
£'000 £'000 £'000 £'000
COST
At 1 July 2013 107 155 620 882
Additions 181 154 272 607
Disposals - (1) (4) (5)
At 30 June 2014 288 308 888 1,484
DEPRECIATION
At 1 July 2013 25 64 321 410
Depreciation for the year 22 49 180 251
Eliminated on disposal - (1) (3) (4)
At 30 June 2014 47 112 498 657
NET BOOK VALUE
At 30 June 2014 241 196 390 827
15. INVESTMENTS
Company
Shares in Shares in
Group Group
undertakings undertakings
30.6.15 30.6.14
COST £'000 £'000
At 1 July and 30 June 8,705 8,705
AMORTISATION
At 1 July and at 30 June 3,519 3,519
NET BOOK VALUE
At 30 June 5,186 5,186
The Group or the company's investments at the balance sheet date in the share capital of companies include the following:
Subsidiaries Proportion of
voting power
held %:
Dotmailer Limited
Class of share
Ordinary 100
Ordinary A 100
Nature of business: web and Email based marketing
Dotagency Limited
Class of share
Ordinary 100
Nature of business: Non-trading
Dotsearch Europe Limited
Class of share
Ordinary 100
Nature of business: Branch company
Dotcommerce Limited
Class of share
Ordinary 100
Nature of business: Dormant
Doteditor Limited
Class of share
OrdinaryNature of business: Dormant 100
DotSEO Limited
Class of share
OrdinaryNature of business: Dormant 100
Dotsurvey Limited
Class of share
Ordinary B, C and D Nature of business: Dormant 100
Dotmailer Inc
Class of share
OrdinaryNature of business: Web and email based marketing 100
All of the above subsidiaries have been included within the consolidated results
All the above companies with the exception of dotmailer Inc were incorporated in England and Wales. Dotmailer Inc was
incorporated in Delaware, USA.
16. TRADE AND OTHER RECEIVABLES
Group Company
30.6.15 30.6.14 30.6.15 30.6.14
£'000 £'000 £'000 £'000
Current:
Trade receivables 4,589 3,119 - -
Less: Provision for impairment of trade receivables (343) (336) - -
Trade receivables - net 4,246 2,783 - -
Other receivables 39 35 - -
Amounts owed by group undertakings - - 3,108 3,821
VAT - - 7 12
Prepayments 1,043 844 9 12
5,328 3,662 3,124 3,845
Further details on the above can be found in note 22.
Included within prepayments is an amount of £121,998 (2014: £104,429) in relation to deferred commission which is
considered to be long term.
17. CASH AND CASH EQUIVALENTS
Group Company
30.6.15 30.6.14 30.6.15 30.6.14
£'000 £'000 £'000 £'000
Bank accounts 11,932 9,306 166 109
11,932 9,306 166 109
18. CALLED UP SHARE CAPITAL
Allotted, issued, fully paid Nominal 30.6.15 30.6.14
number value £'000 £'000
287,002,065 £0.005 1,435 1,414
(2014: 282,782,065)
1,435 1,414
During the reporting period the company undertook the following transactions involving the issuing and reclassifying issued
share capital:
On 07 August 2014 a number of employees exercised their share options increasing the issued share capital by 790,000 shares
at a premium price of between 5p and 7.5p.
On 20 October 2014 a number of employees exercised their share options increasing the issued share capital by 730,000
shares at a premium price of between 5p and 7.5p.
On 18 December 2014 a number of employees exercised their share options increasing the issued share capital by 910,000
shares at a premium price of between 5p and 7.5p.
On 27 April 2015 a number of employees exercised their share options increasing the issued share capital by 1,790,000
shares at a premium price of between 5p and 7.5p.
19. RESERVES
Group
Retained Share Reverse acquisition
earnings premium reserve
£'000 £'000 £'000
As at 1 July 2014 12,211 5,147 (4,695)
Issue of share capital - 235 -
Share repurchase - - -
Dividends (570) - -
Profit for the year 4,656 - -
Other comprehensive income: Currency translation - - -
Share based payment - - -
Balance as at 30 June 2015 16,297 5,382 (4,695)
Retranslation Other
Reserve reserves Totals
£'000 £'000 £'000
As at 1 July 2014 (6) 82 12,739
Issue of share capital - - 235
Share repurchase - (213) (213)
Dividends - - (570)
Profit for the year - - 4,656
Other comprehensive income: Currency translation 3 - 3
Share based payment - 106 106
Balance as at 30 June 2015 (3) (25) 16,956
Retained Share Reverse acquisition
earnings premium reserve
£'000 £'000 £'000
As at 1 July 2013 9,071 4,863 (4,695)
Issue of share capital - 284 -
Dividends (279) - -
Profit for the year 3,419 - -
Currency translation - - -
Share based payment - - -
Balance as at 30 June 2014 12,211 5,147 (4,695)
Retranslation Other
reserve reserves Totals
£'000 £'000 £'000
As at 1 July 2013 (2) 13 9,250
Issue of share capital - - 284
Dividends - - (279)
Profit for the year - - 3,419
Currency translation (4) - (4)
Share based payment - 69 69
Balance as at 30 June 2014 (6) 82 12,739
Company
Retained Share Other
earnings Premium reserves Totals
£'000 £'000 £'000 £'000
At 1 July 2014 2,423 5,147 82 7,652
Issue of share capital - 235 - 235
Share repurchase - - (213) (213)
Dividends (570) - - (570)
Loss for the year (319) - - (319)
Share based payment - - 106 106
At 30 June 2015 1,534 5,382 (25) 6,891
Share
Retained Share based
earnings premium payments Totals
£'000 £'000 £'000 £'000
At 1 July 2013 3,065 4,863 13 7,941
Issue of share capital - 284 - 284
Reclassification of reserves (279) - - (279)
Loss for the year (363) - - (363)
Share based payment - - 69 69
At 30 June 2014 2,423 5,147 82 7,652
20. TRADE AND OTHER PAYABLES
Group Company
30.6.15 30.6.14 30.6.15 30.6.14
£'000 £'000 £'000 £'000
Current:
Trade payables 853 819 16 2
Social security and other taxes 498 549 - -
Other payables 349 391 91 12
VAT 574 559 - -
Accruals and deferred income 1,163 666 39 60
3,437 2,984 150 74
Further details on liquidity and interest rate risk can be found in note 22.
21. LEASING AGREEMENTS
Minimum lease payments under non cancellable operating leases fall due as follows:-
30.06.15
Land &
Buildings Others Totals
£'000 £'000 £'000
Within one year 232 19 251
Between two to five years 1,490 12 1,502
1,722 31 1,753
30.06.14
Land &
Buildings Others Totals
£'000 £'000 £'000
Within one year 311 34 345
Between two to five years 2,147 19 2,166
2,458 53 2,511
Operating leases represent rents payable by the Group for its office properties. Leases are negotiated for an average term
if five years and rentals are fixed on average for two years with the option to extend for a further five years at the
prevailing market rate at the time.
22. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT
The Groups activities expose it to a number of financial risks that include credit risk, liquidity risk, currency risk and
interest rate risk. These risks and the Group's policies for managing them have been applied consistently during the year
and are set out below.
The Group hold no financial or non other financial instruments other than those utilised in the working operations of the
Group and that listed in this note. It is the Group's policy not to trade in derivative contracts.
Principle financial instruments
The principle financial instruments used by the Group, from which financial instrument rate risk arises, are as follows:
-Trade receivables
-Cash and cash equivalents
-Trade and other payables
Financial instruments by category
The following table sets out the financial instruments as at the reporting date:
Group Company
30.6.15 30.6.14 30.6.15 30.6.14
£'000 £'000 £'000 £'000
Financial assets
Trade and other receivables 5,328 3,662 16 24
Bank balances 11,932 9,306 166 109
17,260 12,968 182 133
Financial liabilities
Trade payables 853 819 16 2
Accrued liabilities and other payables 2,584 2,165 130 72
3,437 2,984 146 74
The fair value of the Financial assets and Financial liabilities equal to their carrying values. All financial assets are
categorised as loans and receivables and all financial liabilities are categorised as financial liabilities at amortised
costs.
General objectives, policies and processes
The Board has overall responsibility for the determination of the Group's risk management objectives and policies and
whilst retaining ultimate responsibility for them, it has delegated the authority for designing and operating processes
that ensure the effective implementation of the objectives and policies to the Group's risk committee. The Board receives
monthly reports from the Risk Committee through which reviews the effectiveness of the processes put in place and the
appropriateness of the objectives and policies it sets.
The overall objective of the Board is to set policies that seek to reduce risk as far as possible without unduly affecting
the Company's competitiveness and flexibility. Further details regarding these policies are set out below:
Interest rate risk
The Group's interest rate risk arises from interest
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