REG - dotDigital Group plc - Interim Results <Origin Href="QuoteRef">DOTD.L</Origin> - Part 2
27/02/2018 07:16
- Part 2: For the preceding part double click ID:nRSa9756Fa
revaluation (4) (28) (54)
Increase/(Decrease) in trade and other receivables (2,103) (2,298) (1,641)
Decrease/(Increase) in trade and other payables (199) 79 290
Net cash from operations 3,192 3,113 8,813
10. CALLED UP SHARE CAPITAL
During the period ended 31 December 2017, 250,000 Ordinary Shares of £0.005
per share (31 December 2016: 788,696 Ordinary Shares of £0.005 per share, 30
June 2017: 1,453,696 Ordinary Shares of £0.005 per share) were issued.
The issued share capital as at 31 December 2017 was 296,488,485 Ordinary
Shares of £0.005 per share
(31 December 2016: 295,573,485 Ordinary Shares of £0.005 per share, 30 June
2017: 296,238,485 Ordinary Shares of £0.005 per share as per the audited
accounts).
11. RELATED PARTY NOTE
Transactions between the company and its subsidiaries, who are related
parties, have been eliminated on
consolidation and are not disclosed in this note.
Key management remuneration:
Key management include Directors and non-executive Directors
The remuneration paid for key management for employee services are as follows:
6 months 6 months 12 months
to 31 Dec 2017 to 31 Dec 2016 to 30 June 2017
Unaudited Unaudited Audited
£'000s £'000s £'000s
Remuneration and other short term benefits 346 301 558
Pension cost 17 24 50
363 325 608
6 months 6 months 12 months
to 31 Dec 2016 to 31 Dec 2016 to 30 June 2017
Unaudited Unaudited Audited
£'000s £'000s £'000s
The following transactions were carried out with related parties
Sale of services
Entities controlled by non - executive director of the Group:
Cloudcall - Email marketing services 9 10 -
Cadence Performance Ltd - Email marketing services 1 1 2
10 11 2
Year end balances arising from the sale of services
Entities controlled by non-executive directors of the Group:
Cloudcall - Email marketing services - 1 -
- 1 -
12. SUBSEQUENT EVENTS TO 31 DECEMBER 2017
As at the date of these statements and the date they were approved by the
Board of Directors there were no such events to report.
Copies of this interim statement are available from the Company at its
registered office at, No 1 London Bridge London, SE1 9BG. The interim
financial information document will also be available on the Company's website
www.dotdigitalgroup.com.
This information is provided by RNS
The company news service from the London Stock Exchange
al
Reporting
Standards
("IFRS")
as
adopted
by the
European
Union and
on a
historica
l basis,
using the
accountin
g
policies
which are
consisten
t with
those set
out in
the
Group's
annual
report
and
accounts
for the
year
ended 30
June
2017. The
interim
financial
informati
on for
the six
months to
31
December
2017,
which
complies
with IAS
34
'Interim
Financial
Reporting
' has
been
approved
by the
Board of
Directors
on 27
February
2018.
The
unaudited
interim
financial
informati
on for
the
period
ended 31
December
2017 does
not
constitut
e
statutory
accounts
within
the
meaning
of
Section
435 of
the
Companies
Act 2006.
The
comparati
ve
figures
for the
year
ended 30
June 2017
are
extracted
from the
statutory
financial
statement
s which
have been
filed
with the
Registrar
of
Companies
and
contain
an
unqualifi
ed audit
report
and did
not
contain
statement
s under
Section49
8 to 502
of the
Companies
Act 2006.
3.
SIGNIFICA
NT
ACCOUNTIN
G
POLICIES
The
accountin
g
policies
applied
are
consisten
t with
those of
the
annual
financial
statement
s for the
year
ended 30
June
2017, as
described
in those
financial
statement
s.
Taxes on
income in
the
interim
periods
are
accrued
using the
tax rate
that
would be
applicabl
e to
expected
total
earnings.
4.
SEGMENTAL
REPORTING
On the 21
November
2017, the
Group
completed
the
acquisiti
on of the
Comapi
group of
companies
("Comapi"
) whose
line of
business
is the
provision
of omni
-channel
messaging
and cloud
communica
tion.
Dotmailer
's single
line of
business
remains
the
provision
of web
-based
marketing
services.
The chief
operating
decision
maker
considers
the
Group's
only
reportabl
e segment
to be by
geographi
cal
location
this
being UK,
US and
rest of
the
world("Ro
W")
operation
s are
shown
below:
6 months to 31 December 2017
UK US RoW
Operations Operations Operations Total
£'000s £'000s £'000s £'000s
Income
statement
Revenue 14,403 2,516 1,848 18,767
Gross 11,909 2,082 1,613 15,604
profit
Profit 2,423 828 1,097 4,348
before
income
tax
Total
comprehen
sive
income
attributa 2,345 526 1,115 3,986
ble to
the
owners of
the
parent
UKOperations£'000s USOperations£'000s RoWOperations£'000s Total£'000s
Financial
position
Total 37,378 2,166 708 40,252
assets
Net 12,607 1,726 487 14,820
current
assets
The UK operations includes Comapi as its turnover and expenses arise solely
from operations within the UK, though Comapi delivers messages to over 200
countries around the world on behalf of its customers. The revenue from Comapi
was £1.3m and the profit before tax was £0.1m from the date of acquisition to
the end of the period.
The Group has not reported the different lines of businesses as separate
operating segments as they do not meet the qualitative threshold under IFRS 8
Operating Segments.
6 months to 31 December 2016 UK US RoW Operations Operations Operations Total £'000s £'000s £'000s £'000s Income statement Revenue 11,747 1,839 1,397 14,983 Gross profit 10,273 1,554 1,201 13,028 Profit before income tax 2,852 512 918 4,282 Total comprehensive income attributable to the owners of the parent 2,360 356 911 3,627 Financial position Total assets 31,119 1,483 418 33,020 Net current assets
21,109 1,099 316 22,524
12 months to 30 June 2017 UK US RoW Operations
Operations Operations Total £'000s £'000s £'000s £'000s
Income statement Revenue 24,743 3,907 3,316 31,966 Gross
profit 21,291 3,293 2,923 27,507 Profit before income
tax 4,779 1,062 2,250 8,091 Total comprehensive income
attributable to the owners of the parent 3,929 921 2,242
7,092 Financial position Total assets 32,578 1,556 302
34,436 Net current assets 21,961 1,120 213 23,294
5. INCOME TAX EXPENSEAnalysis of the tax charge from continuing operations: 6 months 6 months 12 months to 31 Dec 2017 to 31 Dec 2016 to 30 June 2017 Unaudited Unaudited Audited £'000 £'000 £'000 Current tax on profits for the period 403 655 847 Deferred tax on origination and reversal of timing differences (47) (28) 98 356 627 945 6. DIVIDENDS
The proposed final dividend of £1,627,056 for the year ended 30 June 2017 of 0.55p per share was paid on the 31 January 2018.
£'000s
Income statement
Revenue
11,747
1,839
1,397
14,983
Gross profit
10,273
1,554
1,201
13,028
Profit before income tax
2,852
512
918
4,282
Total comprehensive income
attributable to the owners of the parent
2,360
356
911
3,627
Financial position
Total assets
31,119
1,483
418
33,020
Net current assets
21,109
1,099
316
22,524
12 months to 30 June 2017
UK US RoW
Operations Operations Operations Total
£'000s £'000s £'000s £'000s
Income statement
Revenue 24,743 3,907 3,316 31,966
Gross profit 21,291 3,293 2,923 27,507
Profit before income tax 4,779 1,062 2,250 8,091
Total comprehensive income
attributable to the owners of the parent 3,929 921 2,242 7,092
Financial position
Total assets 32,578 1,556 302 34,436
Net current assets 21,961 1,120 213 23,294
5. INCOME TAX EXPENSEAnalysis of the tax charge from continuing operations:
6 months 6 months 12 months
to 31 Dec 2017 to 31 Dec 2016 to 30 June 2017
Unaudited Unaudited Audited
£'000 £'000 £'000
Current tax on profits for the period 403 655 847
Deferred tax on origination and reversal of timing differences (47) (28) 98
356 627 945
6. DIVIDENDS
The proposed final dividend of £1,627,056 for the year ended 30 June 2017 of
0.55p per share was paid on the 31 January 2018.
7. EARNINGS PER SHARE
6 months 6 months 12 months
to 31 Dec 2017 to 31 Dec 2016 to 30 June 2017
Unaudited Unaudited Audited
Continuing operations
Earnings per Ordinary share:
Basic (pence) 1.35 1.24 2.42
Diluted (pence) 1.34 1.23 2.41
Adjusted basic (pence) 1.41 1.24 2.42
Adjusted diluted (pence) 1.41 1.23 2.41
6 months 6 months 12 months
to 31 Dec 2017 to 31 Dec 2016 to 30 June 2017
Unaudited Unaudited Audited
£'000s £'000s £'000s
Profit for the period from continuing
operations for the purpose of basic earnings
per share excluding discontinued operations 3,992 3,655 7,146
Adjusted profit for the period from continuing operations for the purpose of basic earnings per share excluding discontinued operations 4,191 3,655 7,146
Weighted average number of shares in issue as follows:
6 months 6 months 12 months
to 31 Dec 2017 to 31 Dec 2016 to 30 June 2017
Unaudited Unaudited Audited
Weighted average number
Basic 296,283,322 294,981,963 295,457,101
Diluted 297,924,652 296,251,618 296,518,859
The adjusted profit for the period, adjusted basic earnings per ordinary share
and adjusted diluted earnings per ordinary share exclude exceptional costs of
£0.2m relating to one-off acquisitions costs of Comapi.
8. GOODWILL
As at As at As at
31 Dec 2017 31 Dec 2016 30 June 2017
Unaudited Unaudited Audited
Group £'000s £'000s £'000s
Cost
At beginning of period 4,121 4,121 4,121
Additions 11,531 - -
At end of period 15,652 4,121 4,121
Amortisation
At beginning of period 3,512 3,512 3,512
Impairment - - -
At end of period 3,512 3,512 3,512
Net book value at end of period 12,140 609 609
On the 21 November 2017, the Group acquired all the voting rights of Comapi
for a purchase consideration of £10.7m in cash in exchange for all Comapi
shares. Comapi's business is the provision of omni-channel messaging and cloud
communication.
The Directors believe the acquisition will:
· Extend dotdigital's marketing automation platform to provide an
industry leading solution offering fully integrated omni-channel and
conversational commerce support to marketers,
· Enable dotdigital to deliver aligned conversational messaging across
channels including email, mobile push, SMS, Facebook messenger, Apple business
messenger, Twitter and live chat
· Enable dotdigital customers to meet consumer demand for a more
personalised communication experience and
· Position dotdigital as the most advanced platform on the market and
make dotdigital more relevant in the strategic mobile first Asian market.
Goodwill of £11.5m was recognised on the acquisition, being the excess of the
purchase consideration over the provisional fair value of net assets acquired
as set out below.
Provisional Fair value of assets acquired
£'000s
Assets
Non-current assets
Intangibles assets -
Property, plant and equipment 42
42
Current assets
Trade and other receivables 1,258
Cash and cash equivalents 158
1,416
Total assets 1,458
Liabilities
Non-current liabilities
Debt 20
20
Current liabilities
Trade and other payables 3,233
3,233
Total liabilities 3,253
Total (1,795)
Acquisition costs of £0.2m were recognised in the Consolidated Income
Statement under exceptional costs.
As at 31 December 2017, the Group had not obtained all information required on
the valuation of all identifiable intangible assets acquired from Comapi. This
will be completed during the measurement in accordance with IFRS 3 revised.
Goodwill is allocated to the Group's two cash generating units identified,
that being Dotmailer and Comapi. The goodwill addition in the period ended 31
December 2017 relates to the acquisition of Comapi and the goodwill at the
beginning of the period relates to Dotmailer.
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 (CGUs) that are expected
to benefit from that business combination.
The carrying amount of goodwill relates to the Group's two trading activities
and business segments. This has been tested for impairment during the current
period by comparison with the recoverable amounts of the CGU. Recoverable
amounts for CGUs 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 estimates discount rates using pre-tax rates that reflect the
current market assessment of the time value of money and the risks specific to
the CGUs. 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 is 10% (2017: 10%). The valuations indicate
sufficient headroom such that a reasonably possible change in key assumptions
would not result in impairment of goodwill.
9. RECONCILIATION OF PROFIT BEFORE CORPORATION TAX TO NET CASH GENERATED FROM OPERATIONS
6 months 6 months 12 months
to 31 Dec 2017 to 31 Dec 2016 to 30 June 2017
Unaudited Unaudited Audited
£'000s £'000s £'000s
Profit before income tax from all operations 4,348 4,282 8,091
Adjustments for:
Depreciation and amortisation 1,124 1,003 2,038
Loss on disposal of fixed assets 3 - (58)
Share based payments 26 84 162
Unpaid share capital - 5 -
Finance income
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