REG - Mobile Streams plc - Final Results
20/12/2024 07:00
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RNS Number : 8468Q Mobile Streams plc 20 December 2024
20 December 2024
Mobile Streams plc
("MOS" or "the Company")
Audited Results for the year to 30 June 2024 and Notice of AGM
The Company is pleased to announce its audited results for the year to 30 June
2024.
The Company will publish the Accounts and the Notice of Annual General Meeting
("AGM") on its website later today. These, and the accompanying Form of Proxy
in relation to the AGM and Accounts, will be posted to Shareholders as soon as
possible. The AGM will be held at 11.00am on 16 January 2025 at 12 Hay Hill,
Mayfair, London, W1J 8NR.
This announcement contains inside information for the purposes of Article 7 of
the Market Abuse Regulation (EU) No. 596/2014, as it forms part of UK Domestic
Law by virtue of the European Union (Withdrawal) Act 2018. Upon the
publication of this announcement, this inside information is now considered to
be in the public domain.
For further information, please contact:
Mobile Streams plc
John Barker, Chairman
+44 7711920865
www.mobilestreams.com
Beaumont Cornish (Nominated Adviser)
James Biddle and Roland Cornish
+44 (0) 20 7628 3396
Peterhouse Capital Limited (Broker)
Lucy Williams and Duncan Vasey
+44 (0) 20 7469 0930
AUDITED RESULTS FOR THE YEAR TO 30 JUNE 2024
Chairman's Statement
The Board of Mobile Streams plc presents its audited accounts for the
financial year ended 30 June 2024.
In the year to 30 June 2024 Mobile Streams made substantial progress in the
transition of its business from the sale of legacy products to new product
offerings especially the entry into the Mexican sports betting market and
media market. As a result of this progress the company continues to believe
that due to the growing revenues from BET, in December we will reach our
target as announced via RNS on 25 March 2024, to obtain operational
profitability on a monthly basis in 2024.
On 12 December 2023 the Group announced the completion of a funding round
raising £675,000 (gross) via the issue of shares and the entry into the
Mexico publishing and online sports betting & online casino operations.
Further funding rounds were completed in the first quarter of 2024 raising a
further £470,000 (gross). We deployed a portion of these raised funds to
acquire a 25% equity interest in the Mexican casino and sports book company
that will conduct the sports betting activities, and over a period of time a
10% stake in Capital Media Sports, owner of Estadio, a well-known Mexican
sports publishing brand. The Group is working with Capital Media Sports and
various experienced sports betting parties on the development of this new
business in the run-up to the consumer launch of the on-line casino and sports
book business. This new business is referred to as BET.
I am delighted to have joined the Group during the year to take over as your
Chairman from Bob Moore. I am also delighted that the Group has recently
further strengthened the Board with the appointment of Stefano Loreti in
October 2024 who has many years of experience and will be an invaluable source
of counsel to the business as it continues to grow.
Group revenue for the year ended 30 June 2024 was £436k (2023: £1,824k) with
the large reduction essentially due to the cessation of Streams Data revenue
from International Gaming Systems ("IGS") which ceased on 30 June 2023 (as
referenced in the interim results). Great progress was made in the development
of the new business operations in Mexico as certain milestones on the pathway
to commercial launch were delivered to BET. The Group sharpened its focus
onto this potentially lucrative business opportunity during the year and at
the same time delivered substantial improvements in operating expenses. As a
result, the loss before tax was substantially improved to £959k (2023:
£3,789k loss).
The Directors do not propose payment of a dividend (2023: £Nil). At 30 June
2024, the Group had a net cash balance of £235k, with a bank debt (Bounce
Back Loan) of £36k (2023: £913k cash, with bank debt of £41k).
Since 30 June 2024 the Group has raised a further £1.6m in equity, mostly via
the exercise of Warrants. This provides the liquidity to continue the
progression and growth of the business. As at 16 December 2024 the cash
available to the Group amounted to £1,420k.
Looking ahead to 2025 the Board has put together a strategy that we believe is
both exciting and achievable and therefore we are confident that, subject to
the continuing development of the BET business, the level of trade in this new
business segment will continue to build significantly.
The Directors have prepared a cashflow projection which includes the proceeds
from the recent funding round and warrant exercise events which are expected
to cover the Company's working capital requirements for the foreseeable
future.
John Barker
Chairman
19 December 2024
Operating review
Mobile Streams' performance during the financial year ended 30 June 2024
combined the continued decrease in revenues from the legacy content business
with development works on the Streams Data platform.
Group revenue for the year ended 30 June 2024 was £436k (2023: £1,814k). The
Streams Data revenue from International Gaming Systems ("IGS") (£1,495k in
2023) ceased on 30 June 2023, and the remaining legacy revenues continued to
decline to £86k (2023: £105k from mobile operators and £182k NFT sales).
A significant amount of work was undertaken during the year in respect of the
development of the Sports betting market in Mexico, achieving revenues of
£350k. Additionally, whilst the revenue expected from the Company's
historical NFT contracts has taken longer to come through due to NFT market
conditions, the Board continues to believe that over the life of the contracts
the expected revenues are achievable, as the digital products will become part
of the BET loyalty program.
The gross profit of £388k (2023: £12k) increased substantially with the
margin increasing from 1% to 89%. The prior year margin had been impacted by
upfront royalties payable on NFT contract revenues which were not repeated in
the current year. The current year margin also benefitted through the
charging of Mexican sports betting development works where the associated
internal headcount costs were reported within administrative expenses. In line
with the global deterioration in the conditions in the individual collection
NFT market the group has successfully transitioned the way it utilises its NFT
platform. Moving away from offering individual collections to focusing it on
being used to deliver the BET loyalty programme. The Group's Heroes platform
and the benefits from the sports team and athletes involved will be utilised
in the delivery of this. This approach means the company continues to maximize
the value and utilization of its NFT platform technology.
Mobile Operator sales
Mobile Operator revenues from the legacy content business were generated
mainly in Argentina, with small contributions from Mexico and India. The
Argentine Peso continued to devalue significantly during the period, affecting
the revenues when expressed in GBP. We continue to work with our longest
standing billing partner locally, and throughout the year this remained the
foundation of the legacy content business. As remarked in Note 25 Events
after the reporting date, the Directors have taken the decision to close the
Argentine business and associated closure costs are not expected to be
significant.
Sales by Territory
Revenues in the UK generated from development works in relation to the
deployment of the Streams Data platform and fees to BET were £350k (2023:
£nil). Remaining UK revenues were £4k (2023: £1,525k), and overseas
mobile operator sales were £82k (2023: £105k)
Financial review
Group revenue for the year ended 30 June 2024 was £436k, (2023: £1,824k) due
principally to the full year impact of the termination of the IGS contract on
30 June 2023 and the beginning of the creation on the Mexican sports media
business.
Gross profit was £388k being a substantial increase versus the prior year
(2023: £12k). This reflected the profits from mobile operator sales and
profits from development works associated with the BET.
Marketing costs decreased significantly to £82k, (2023: £876k) as the
business refocused its efforts onto the development of the Sports betting
market and reduced its promotional support on Sports NFT campaigns.
Administrative costs, excluding amortisation charges, decreased to £1,397k
(2023: £1,923k) , driven by a substantial reduction in consulting fees
payable to sports stars as part of the NFT programme costs.
The amortisation charge was £168k (2023: £296k) and pertained to the Streams
Data platform which is being amortised across an expected useful life of 5
years. In the prior year financial statements intangible assets were
impaired to £nil value in the light of the global NFT trading levels at that
time which resulted in an impairment charge of £348k to intangible assets and
£360k to Goodwill. During the current year the Directors re-evaluated the
carrying value of its Streams Data platform in the light of recent technical,
commercial and financial developments and reversed £306k of the prior
impairment. This £306k impairment reversal was taken to the statement of
consolidated income in the current year.
The Group recorded a loss after tax of £959k for the year ended 30 June 2024
(2023: loss of £3,789k). Basic earnings per share improved to a loss of 0.019
pence per share (2023: loss of 0.093 pence per share).
The Group had cash of £235k at 30 June 2024, with a bank debt of £36k (2023:
£913k cash, with bank debt of £41k).
Key performance indicators ("KPI's")
The KPIs used by the Group are Gross profit as a percentage of revenue,
Trading EBITDA**, and variances in revenue and profit. These KPIs are reviewed
on a regular basis, at both the business unit and country level, and managed
largely by reference to budgets and reforecasts. The group does not measure
non-financial KPIs.
Gross profit as a percentage of revenue is a measure of our profitability.
Gross profit was £388k for the year ended 30 June 2024 (2023: £12k). The
Gross profit margin was 88% for the year ended 30 June 2024 (2023: 1%).
Gross profit informs the Board about the fundamental profitability of business
transactions when considering purely direct costs and revenues.
Trading EBITDA** was a loss of £885k for the year ended 30 June 2024 (2023:
loss of £2,776k). Trading EBITDA informs the Board in relation to
what extent are the business operations generating or absorbing cash. The
Board is relatively pleased by this significant reduction to the rate that the
business has absorbed cash in the year ending 30 June 2024 versus the prior
year.
** Earnings before tax, interest, amortisation, depreciation, share
compensation expense and impairment of assets (Trading EBITDA) is calculated
by adding back all tax, interest, amortisation, depreciation, share
compensation expense and impairment of assets entries in the consolidated
income statement to profit after tax. Trading EBITDA is a non-IFRS measure and
is calculated as profit before tax, interest, amortisation, depreciation,
share compensation expense and impairment of assets.
Strategy
The Group strategy is to create a world class sports media group.
Historically the Group has delivered world class gaming content to a global
audience via its mobilegaming.com platform in partnership with our
long-standing carrier relationships in countries including India, Argentina
and Mexico. The Group has now rolled out the next stage in its strategy by
investing in Mexican companies BET and Capital Media Sports to create with its
partners one of the leading sports media groups in Mexico. With these partners
the Group is in the final stages of preparations for the launch of online
sports betting and online casino operations as well as sports podcast services
utilising the media brands within Capital Media Sports. The group today has
now evolved into a multi play sports media business currently focused on the
Mexican market.
Share Issue
In January 2024 the Group issued 964,285,715 shares at 0.07 pence per share
via a placing and 191,259,992 shares at 0.06 pence per share via a retail
offer.
In March 2024 the Group issued 707,149,460 shares at 0.0425 pence per share
via a share placing, 70,588,235 shares at 0.0425 pence per share via a Broker
Offer and 58,823,529 shares at 0.0425 pence per share via a further Broker
Offer.
In May 2024 the Group issued 62,353,128 shares at 0.0425 pence per share to
Directors in lieu of Director's fees.
In October 2023 the Group issued 777,777,777 Warrants with a strike price of
0.30 pence per share and exercisable up to 30(th) June 2025.
Between January 2024 and March 2024 the Group issued 2,008,540,069 Warrants
with a strike price of 0.15 pence per share and exercisable up to 30 June
2025.
As a result of the Company's share price fluctuation and growth since 30 June
2024, 929,847,567 warrants were exercised by warrant-holders in the period
from 1 July 2024 to the date of this report.
In June 2024 the Group issued 320,000,000 Options over Ordinary Shares to
senior management with a strike price of 0.07 pence and exercisable up to June
2034.
Principal risks and uncertainties
The Directors have set out below the principal risks facing the business.
Development of new Business in Mexico (BET)
The Group's operations, current revenues and financial forecasts are heavily
focused around the successful launch of the new Sports Media business in
Mexico, referred to as BET. The Group is mitigating this risk via
maintaining a close involvement in these activities and through its
strengthened Board which includes executives with significant experience in
this territory and industry.
Contracts with Mobile Network Operators (MNOs)
Mobile Streams maintains relationships with numerous MNOs in the various
territories. These operators now account for a relatively small portion of the
Group's business. Any decline in sales to these MNOs is unlikely to have a
material impact on the group's financial position..
Contracts with rights holders
The majority of content provided by Mobile Streams is licensed from rights
holders. While Mobile Streams is not dependent on any single rights holder for
its entertainment content, termination, non-renewal or significant
renegotiation of a contract could result in lower revenue. The Group seeks to
enter into new content licensing arrangements to mitigate these risks.
Competition
Competition from alternative providers could adversely affect operating
results through either price pressures, or lost custom. Products and pricing
of competitors are continuously monitored to ensure the Group is able to react
quickly to changes in the market.
General macro-economic environment
Economic conditions resulting from significant monetary and fiscal
interventions by Governments and Central Bank policies in many countries,
designed to stabilise the economy and combat rising inflation have resulted in
lower growth and difficult conditions in both stock and bond markets. To date,
these policies and interventions have not directly affected the company or its
markets, but a sustained period of recession or low growth may create risk for
the Group's business and strategy.
Fluctuations in currency exchange rates
During the current year approximately 19% of the Group's revenue was generated
by operations outside the UK and pertained to local supply of mobile
operations in Mexico, Argentina and India.. The Group is therefore partially
exposed to foreign currency fluctuations and the financial condition of the
Group may be adversely impacted by foreign currency fluctuations, although
costs are largely incurred in the same currencies as revenues which helps
mitigate the net impact of these risks. Argentina had an inflation rate in
excess of 200% in the year to 30 June 2024 (and 115% in the previous year) and
the Argentinian economy is designated as hyper-inflationary. See note 21
"Foreign currency risk". The supply of services from the Group to BET was
denominated in GBP and supplied from the UK and therefore bears no currency
risk.
The Group has operations in Latin America and India. As a result, it faces
both translation and transaction currency risks.
Currency exposure is not currently hedged, though the Board continuously
reviews its foreign currency risk exposure and potential means of combating
this risk.
Dependencies on key Executives and personnel
The success of the business is substantially dependent on the Directors and
senior management team. The risks have been mitigated by addressing the
remuneration and incentives for the management team during the year.
Technology risk
A significant portion of the future revenues are dependent on the Group's
technology platforms. Instability or interruption of availability for an
extended period could have an adverse impact on the Group's financial
position.
Mobile Streams makes use of market leading cloud based infrastructure, and
where necessary has invested in resilient hardware architecture, and continues
to maintain software control processes to minimise this risk. Further relating
to technology is the fact that customers are spending less on streaming
content due to cyber-security issues experienced in the last years.
Management controls and reporting procedures and execution
The ability of the Group to implement its strategy in a competitive market
requires effective planning and management control systems. The Group's
future growth will depend upon its ability to expand whilst improving exposure
to operational, financial and management risk.
Going concern risk
In common with the Going Concern disclosures in the Group Financial
Statements, the parent company Financial Statements have been prepared on a
going concern basis, which assumes that the Group and the parent company will
continue in operational existence for the foreseeable future, being 12 months
from the date of sign-off of these accounts.
The Group and parent company use annual budgeting, forecasting and regular
performance reviews to assess the longer-term profitability of the Group and
make strategic and commercial changes as required to ensure that cash
resources are maintained.
Although there was a significant loss for the year ending 30 June 2024, the
Directors kept costs carefully controlled whilst continuing to develop the
Streams data insight and intelligence platform. The Streams business provides
bespoke services to the B2B (business to business) market and targets
customers in the US, Latin America and Europe. The Board believes that the
Streams Data offering, fees and the forthcoming Mexican sports betting
business create significant opportunities for the Group to deliver growth in
shareholder value via newly developed products and services. The Board
continues to examine additional sources to broaden the appeal of its content
business. The main focus for the current year will be growing and developing
the Mexican BET business in respect of which the Group's forecasts assume will
represent a growing proportion of revenues.
After consideration of the above, and with inclusion of the uncertainties as explained in greater detail in the Directors' Report and Note 1 of these accounts, the Directors consider that the continued adoption of the going concern basis is appropriate. In making this determination the Directors have taken into consideration the current availability of cash and their expectations in relation to the cash burn rate and expense management and not on the future revenue streams which carry risk.
Financial risk management objectives and policies
The Group uses various financial instruments. These include cash and various
items, such as trade receivables and trade payables that arise directly from
its operations. The numerical disclosures relating to these policies are set
out in the notes to the Financial Statements.
The existence of these financial instruments exposes the Group to a number of
financial risks, which are described in more detail below. The Group does
not currently use derivative products to manage foreign currency or interest
rate risks.
The main risks arising from the Group's financial instruments are market risk,
currency risk, liquidity risk and credit risk. The Directors review, and agree
policies for managing each of these risks and they are summarised below. These
policies have remained unchanged from previous periods.
Market risk
Market risk encompasses three types of risk, being currency risk, fair value
interest rate risk and price risk. In this review interest rate and price risk
have been ignored as they are not considered material risks to the
business. Given the enhanced focus on the development of the Mexican
Sports betting business, the Group is exposed to currency risk pertaining to
the Mexican peso (MXP). The Mexican Peso has performed poorly in recent
months and following the US Presidential election in November 2024. Sales
transactions between the Group and its Mexican BET partner are denominated in
GBP, whilst the Group's direct 22.72% interest in the BET business is
denominated in MXP. This affords the group an element of inherent currency
hedging at this time.
Liquidity risk
The Group seeks to manage financial risk by ensuring sufficient liquidity is
available to meet foreseeable needs and to invest cash assets safely and
profitably.
Other than the £36k balance of the Bounce Back Loan taken out by KrunchData
to use for working capital needs, the Group currently has no borrowing
arrangements in place. The Group prepares cash flow forecasts which are
reviewed at Board meetings to monitor liquidity.
Credit risk
The Group's principal financial assets are bank deposits, cash and trade
receivables. The credit risk associated with the bank deposits and cash is
limited as the counterparties have high credit ratings assigned by
international credit-rating agencies. The principal credit risk arises
therefore from the Group's trade receivables. Most of the Group's trade
receivables comprise fees owing by its associate in relation to works in
development of the BET business. Whilst historically credit risk has been low
management continuously monitors its financial assets and performs credit
checks on prospective partners.
Future developments
Since the year end, the Group has been engaged in continuing development and
discussions with key companies engaged in the growing sports betting market in
Mexico. The Company is partnering with a major player in this industry and
has established an associate investment in a new Mexican company for the
execution of consumer-facing sports bets. The Group has started to provide
services to the new venture in respect of marketing and development, and the
Directors expect to grow their current business by taking advantage of
synergies with the new media business and Mexican consumer betting market.
Section 172 Companies Act disclosure
When making decisions, the Directors of the Company must act in a way they
consider, in good faith, is most likely to promote the success of the Company
for the benefit of its members as a whole, while also considering the broad
range of stakeholders who interact with and are impacted by the business.
Throughout the year, while discharging their duties, section 172(1) requires a
Director to have regard, amongst other matters, to the:
· likely consequences of any decisions in the long term
· interests of the company's employees
· need to foster the company's business relationships with
suppliers, customers and others
· impact of the company's operations on the community and
environment
· desirability of the company maintaining a reputation for high
standards of business conduct, and
· need to act fairly as between members of the company.
In discharging their section 172(1) duties, the Directors have had regard to
the factors set out above, as well as other factors relevant to the decisions
being made. The Board acknowledges that not all decisions made will
necessarily result in a positive outcome for all stakeholders, nevertheless
the Board aims to ensure that the decisions made are consistent and intended
to promote the Company's long-term success.
Examples of how the Directors have engaged with the Company's stakeholders
with regard to section 172(1) are detailed below:
· Regular operating and financial updates through the Regulatory
News Service ("RNS")
· Holding an Annual General Meeting ("AGM") where shareholders can
cast their vote on resolutions
· Investor presentation for existing and potential shareholders,
and corresponding Q&A session
· Regular contact from the board of directors with existing
shareholders
These actions were designed to ensure the appropriate standards of governance
and to protect and enhance value for shareholders.
Shareholders
The Board aims to build long term shareholder value by pursuing the stated
strategy. RNS updates are provided as required, and in addition Directors
provide regular interviews and updates, and respond to all queries received
from investors, all within the necessary regulatory and commercial
constraints.
Employees
The Board strives to maintain and develop a culture where all employees feel
valued and included. The Company supports the professional and personal
development of employees, which are viewed as fundamental to the continued
success of the company.
Business conduct, ethics and anti-corruption
It is the Group's policy to conduct its business in an honest and transparent
way without the use of corrupt practices or acts of bribery to obtain an
unfair advantage. The group has a zero tolerance approach to bribery and
corruption. Any breach of these rules results in disciplinary actions which
may include dismissal.
Suppliers, customers and others
The Board recognises that it is crucial that the company delivers a reliable
service to its customers. Strong relationships with suppliers are maintained,
including by seeking to pay suppliers within their agreed terms wherever
possible.
The Board regards compliance with all relevant regulatory frameworks with the
upmost importance. As a data and communications business, it is essential that
the company fully complies with data protection and other regulations across
all territories in which it operates. Audit and Compliance functions report to
the Board on a regular basis. Training and monitoring are continually
developed and open communication between the Board and stakeholders is
encouraged.
Community and environment
Mobile Streams is aware of the different environments in which it operates.
The Strategic Report was approved by the Board and signed on its behalf by:
John Barker
Chairman
19 December 2024
Items dealt with in the Strategic Report
The company has chosen in accordance with Companies Act 2006, s. 414C(11) to
set out in the Group's strategic report information required by Large and
Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008,
Sch. 7 to be contained in the directors' report. It has done so in respect of:
• Business review
• Principal risks and uncertainties
• Future developments
The principal activities of the Group are the sale of content for distribution
on mobile devices and provision of data insight and intelligence platforms and
services. The Company is registered in England and Wales under company
number 03696108.
Results and dividends
The trading results and the Group's financial position for the year ended 30
June 2024 are shown in the attached Financial Statements, and are discussed
further in the Strategic Report.
The Directors have not proposed a dividend for this year (2023: £Nil).
Shareholder interests
The table below shows all significant shareholders who have disclosed holdings
above 3.0% of the issued share capital at the date of the company's last
review on 16 December 2024.
Shareholder Ordinary shares of 0.01p each Percentage shareholding
LYNCHWOOD NOMINEES LIMITED 2006420 2,577,490,281 29.75%
HARGREAVES LANSDOWN (NOMINEES) LIMITED VRA 653,908,245 7.55%
AURORA NOMINEES LIMITED (2288700) 640,264,913 7.39%
HARGREAVES LANSDOWN (NOMINEES) LIMITED 15942 609,636,704 7.04%
W.A. TECHNOLOGY GROUP LTD 521,428,571 6.02%
LAWSHARE NOMINEES LIMITED ISA 402,236,111 4.64%
LAWSHARE NOMINEES LIMITED SIPP 337,751,614 3.90%
STEFANO LORETI 312,605,042 3.61%
INTERACTIVE INVESTOR SERVICES NOMINEES LIMITED SMKTNOMS 276,883,522 3.20%
HARGREAVES LANSDOWN (NOMINEES) LIMITED HLNOM 250,708,599 2.89%
Directors and their interests
The Directors of the Company (the "Board" or the "Directors"), who served
during the year, together with their beneficial interests in the ordinary
shares of the Group, as at 30 June 2024, are set out below.
Ordinary Ordinary
shares of shares of
0.01 pence each 0.01 pence each
30 June 2024 30 June 2023
DIRECTORS
Mark Epstein 144,900,281 109,185,995
John Barker (appointed 11 April 2024) 300,000,000 -
Stefano Loreti (appointed 23 October 2024) 156,302,521 -
Charles Goodfellow (resigned 28 June 2024) 45,853,143 45,853,143
Bob Moore (resigned 2 Sept 2024) 35,714,286 -
Sri Ramakrishna Uthayanan (appointed 23 July 2021) - -
PDMRs
Nigel Burton 169,375,241 169,375,241 169,375,241
161,413,736
Tom Gutteridge 109,185,995 109,185,995
The remuneration of each of the Directors and Senior Management for the period
ended 30 June 2024 is set out below:
Year to 30 June 2024 Year to 30 June 2023
Salary Fees Benefits Post-employment benefits Other Long Term benefits Termination Benefits Total Total
£'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
M Epstein 77 - - - 68 - 145 86
T Gutteridge (#) 77 - - - 68 - 145 86
C Goodfellow 23 - - - - - 23 30
N Burton (#) 45 - - - 67 - 112 63.5
R Moore - 25 - - - - 25 30
R Uthayanan 30 48 - - - - 78 78
J Barker - 5 - - - - 5 -
A Hembry (#) - - - - - - - 15
Total 252 78 - - 203 - 533 388.5
(#) Senior management (non-Board role)
Other Long Term benefits comprise the fair value of share options granted
during the year.
Contractual arrangements state that until such time as the Board determines
otherwise, Directors fees (comprising salaries and fees per the above table)
will be paid quarterly or half yearly in Ordinary Shares, priced at the Volume
Weighted Average Price ("VWAP") of the Ordinary Shares for the period to which
the payment relates, after deduction and payment of all necessary taxes. As
announced on 4 January 2022, based on the budget and cash projections, the
Board now considers that the Company is in a position to pay salaries in cash,
although one former Director (Charles Goodfellow) and one senior manager
(Nigel Burton) had elected to continue to be partially paid in shares.
Going Concern
In common with the Going Concern disclosures in the Group Financial
Statements, the Company Financial Statements have been prepared on a going
concern basis, which assumes that the Group and the Company will continue in
operational existence for the foreseeable future, being 12 months from the
date of sign-off of these accounts.
The Group and Company use annual budgeting, forecasting and regular
performance reviews to assess the longer-term profitability of the Group and
make strategic and commercial changes as required to ensure that cash
resources are maintained. Although the Group remained loss-making in the year
ending 30 June 2024, the Group actively manages its use of cash, particularly
marketing and other expenditure.
Management have prepared projections for the Group's ongoing business covering
the 12 month period following the date of approval of the financial statements
to December 2025. These forecasts make certain assumptions in respect of
predicted revenue to be received from development of the new Mexican sports
betting business. As this is a new business venture, the Directors note that
there is an element of uncertainty surrounding these forecasts. However, the
Directors believe the revenue forecast targets to be achievable and reasonable
due to management's expertise and experience in the industry.
The Directors have modelled significant downside scenarios, including a severe
but plausible downside scenario, where predicted revenues commence in the
current year but are reduced by more than 40% and another where the targeted
consumer launch date becomes delayed by 6 months. Discretionary spending,
including investment in growth, will be carefully controlled and will be
reduced to the extent that gross and net revenues do not match budget
expectations. The various scenarios indicate how sensitive the forecasts are
to adverse changes in revenue forecasts.
These forecasts and scenarios that have been modelled take account of the
significant cash position in existence at the date of this report. In both
the severe but plausible downside scenario and the delayed launch scenario,
the application of cost discipline results in the development of a viable
business with sufficient cash to cover working capital requirements throughout
the Going Concern period.
Directors' responsibilities statement
The Directors are responsible for preparing the annual report and the
financial statements in accordance with applicable laws and regulations.
Company law requires the Directors to prepare financial statements for each
financial year. Under that law the Directors are required to prepare the
Group financial statements in accordance with UK-adopted international
accounting standards and applicable law. The Directors have elected to prepare
the parent company financial statements in accordance with United Kingdom
Generally Accepted Accounting Practice, including FRS 101 Reduced Disclosure
Framework (UK Accounting Standards and applicable law).
Under company law the Directors must not approve the financial statements
unless they are satisfied that they give a true and fair view of the state of
affairs of the Group and the parent company and of the profit or loss of the
group for that period.
In preparing these financial statements, the Directors are required to:
· select suitable accounting policies and then
apply them consistently;
· make judgements and accounting estimates that are
reasonable and prudent;
· for the Group financial statements, state whether
UK-adopted international accounting standards have been followed, subject to
any material departures disclosed and explained in the financial statements;
· for the parent company financial statements,
state whether United Kingdom Generally Accepted Accounting Practice, including
FRS 101 Reduced Disclosure Framework has been followed, subject to any
material departures disclosed and explained in the financial statements;
· prepare the financial statements on the going
concern basis unless it is inappropriate to presume that the Group and the
parent company will continue in business.
The Directors are responsible for keeping adequate accounting records that are
sufficient to show and explain the Group's and the parent company's
transactions and disclose with reasonable accuracy at any time the financial
position of the Group and the parent company and enable them to ensure that
the financial statements comply with the Companies Act 2006. They are also
responsible for safeguarding the assets of the Group and the parent company
and hence for taking reasonable steps for the prevention and detection of
fraud and other irregularities.
The Directors are responsible for the maintenance and integrity of the
corporate and financial information included on the Group's website.
Legislation in the United Kingdom governing the preparation and dissemination
of Financial Statements may differ from legislation in other jurisdictions.
Auditor
During the current year the Board made the decision to switch auditors and
appoint Saffery LLP.
Corporate Governance Statement
The Board is committed to maintaining high standards of corporate governance.
The Company's Corporate Governance Statement, which includes full details of
the recognised corporate governance code which the Company complies with and
an explanation of any departure from the code, is maintained on its website,
as required by AIM rules. The information is reviewed at least once per annum
and the website includes the date on which the information was last reviewed.
The most recent review has been undertaken during the process of preparing the
Annual Report and Financial Statements.
As a company whose shares are traded on AIM, the Board seeks to comply with
the Quoted Companies Alliance's Corporate Governance Code for small and
mid-size quoted companies (2018) ("the 2018 QCA Code"). In addition, the
Directors have adopted a code of conduct for dealings in the shares of the
Company by Directors and employees and are committed to maintaining the
highest standards of corporate governance. John Barker, in his capacity as
Non-Executive Director, has assumed responsibility for ensuring that the
Company has appropriate corporate governance standards in place and that these
requirements are followed and applied within the Company as a whole. The
corporate governance arrangements that the Board has adopted are designed to
ensure that the Company delivers long term value to its shareholders and that
shareholders have the opportunity to express their views and expectations for
the Company in a manner that encourages open dialogue with the Board. The
Board recognises that its decisions regarding strategy and risk will impact
the corporate culture of the Company as a whole and that this will impact the
performance of the Company. The Board is very aware that the tone and culture
set by the Board will greatly impact all aspects of the Company as a whole and
the way that employees behave. A large part of the Company's activities is
centred upon what needs to be an open and respectful dialogue with employees,
clients and other stakeholders. Therefore, the importance of sound ethical
values and behaviours is crucial to the ability of the Company to successfully
achieve its corporate objectives. The Board places great importance on this
aspect of corporate life and seeks to ensure that this flows through all that
the Company does.
The Company's Corporate Governance report, which can also be found on the
website, follows.
Corporate Governance Report
The QCA Code sets out 10 principles that should be applied. These are listed
below together with a short explanation of how the Company applies each of the
principles:
Principle One
Business Model and Strategy
The Board has concluded that the highest medium and long term value can be
delivered to its shareholders by the adoption of a single strategy for the
Company. The Company will seek to grow its business by entering into new
business segments where the Board believe will benefit the growth of the
Company (as disclosed in the Strategic Report), and will seek out further
complementary partnerships and acquisitions that create enhanced value.
Principle Two
Understanding Shareholder Needs and Expectations
The Board is committed to maintaining good communication and having
constructive dialogue with its shareholders. The Company has close ongoing
relationships with its private shareholders. Institutional shareholders and
analysts have the opportunity to discuss issues and provide feedback at
meetings with the Company. In addition, all shareholders are encouraged to
attend the Company's Annual General Meeting. Investors also have access to
current information on the Company through its website, www.mobilestreams.com,
and via Mark Epstein, CEO who is available to answer investor relations
enquiries.
Principle Three
Considering wider stakeholder and social responsibilities
The Board recognises that the long-term success of the Company is reliant upon
the efforts of the employees of the Company and its contractors, suppliers,
regulators and other stakeholders. The Board has put in place a range of
processes and systems to ensure that there is close oversight and contact with
its key resources and relationships. For example, all employees of the Company
participate in a structured Company-wide annual assessment process which is
designed to ensure that there is an open and confidential dialogue with each
person in the Company to help ensure successful two way communication with
agreement on goals, targets and aspirations of the employee and the Company.
These feedback processes help to ensure that the Company can respond to new
issues and opportunities that arise to further the success of employees and
the Company. The Company has close ongoing relationships with a broad range of
its stakeholders and provides them with the opportunity to raise issues and
provide feedback to the Company.
Principle Four
Risk Management
In addition to its other roles and responsibilities, the Audit and Compliance
Committee is responsible to the Board for ensuring that procedures are in
place and are being implemented effectively to identify, evaluate and manage
the significant risks faced by the Company. The risk assessment matrix below
sets out those risks, and identifies their ownership and the controls that are
in place. This matrix is updated as changes arise in the nature of risks or
the controls that are implemented to mitigate them. The Audit and Compliance
Committee reviews the risk matrix and the effectiveness of scenario testing on
a regular basis. The following principal risks and controls to mitigate them,
have been identified:
Activity Risk Impact Control(s)
Management Recruitment and retention of key staff Reduction in operating capability Stimulating and safe working environment
Balancing salary with longer term incentive plans
Regulatory adherence Breach of rules Censure or withdrawal of authorisation Strong compliance regime instilled at all levels of the Company
Strategic Damage to reputation Inability to secure new capital or clients Effective communications with shareholders coupled with consistent messaging
to our customers
Robust compliance
Secure off-site storage of data
Inadequate disaster recovery procedures Loss of key operational and financial data
Financial Liquidity, market and credit risk Inability to continue as going concern Robust capital management policies and procedures
Reduction in asset values Appropriate authority and investment levels as set by Treasury and Investment
Policies
Inappropriate controls and accounting policies Incorrect reporting of assets
Audit and Compliance Committee
The Directors have established procedures, as represented by this statement,
for the purpose of providing a system of internal control. An internal audit
function is not considered necessary or practical due to the size of the
Company and the close day to day control exercised by the Executive Directors.
However, the Board will continue to monitor the need for an internal audit
function. The Board works closely with and has regular ongoing dialogue with
the Company financial controller and has established appropriate reporting and
control mechanisms to ensure the effectiveness of its control systems.
Principle Five
A Well-Functioning Board of Directors
As at the date hereof the Board comprises, the CEO Mark Epstein, Finance
Director Sri Ramakrishna Uthayanan and two Non-Executive Directors, John
Barker (Chairman) and Stefano Loreti. Biographical details of the current
Directors are set out within Principle Six below. Executive and Non-Executive
Directors are subject to re-election at intervals of no more than three years.
The letters of appointment of all Directors are available for inspection at
the Company's registered office during normal business hours.
The Board meets at least eight times per annum. It has established an Audit
and Compliance Committee a Remuneration Committee, and a Nominations
Committee, particulars of which appear hereafter. The Non-Executive Directors
are considered to be part time but are expected to provide as much time to the
Company as is required. The Board notes that the QCA recommends a balance
between Executive and Non-Executive Directors and recommends that there be two
independent non-Executives. John Barker and Stefano Loreti are considered to
be Independent Directors. Further commentary in relation to the Board's
assessment of independence is set out within Principle Six below.
As the Company grows and develops the Board will periodically review its
corporate governance framework to ensure it remains appropriate for the size,
complexity and risk profile of the Company.
Attendance at Board and Committee Meetings
The Company shall report annually on the number of Board and committee
meetings held during the year and the attendance record of individual
Directors. To date in the current financial year the Directors have a 100%
record of attendance at such meetings. In order to be efficient, the Directors
meet formally and informally both in person and by telephone. During the year
there were 8 Board meetings, with Directors being present as per the table
below. The volume and frequency of such meetings is expected to continue at a
similar rate. The Audit and Compliance Committee met three times and the
Remuneration Committee, met twice, in each case with all members present.
Number of Board meetings held in the year ending 30 June 2024 8
Board Director Attendances:
Bob Moore 6
Mark Epstein 8
Rama Uthayanan 8
Charles Goodfellow 5
John Barker 6
Principle Six
Appropriate Skills and Experience of the Directors
The Board currently consists of four Directors led by Chairman John Barker
and, in addition, the Company has contracted the outsourced services of
Pennsec Limited to act as the Company Secretary. The Company believes that the
current balance of skills in the Board as a whole, reflects a very broad range
of commercial and professional skills across geographies and industries and
each of the Directors has experience in public markets. As demonstrated below
in the descriptions of each Director, the Board has the necessary commercial,
financial and legal skills required for the effective leadership of the Group.
The Board recognises that it currently has a limited gender diversity and this
will form a part of any future recruitment consideration if the Board
concludes that replacement or additional Directors are required.
Each Director undertakes a mixture of formal and informal continuing
professional development as necessary to ensure that their skills remain
current and relevant to the needs of the Group.
Mr Bob Dennis Moore, Non-Executive Chairman (resigned 2 Sept 2024)
Bob is a UK qualified lawyer (Barrister, called to the bar at Middle Temple
1981) with over 35 years' business, commercial and legal experience, including
as Head of International Legal Affairs at Enterprise Oil plc (a UK FTSE 100
company until its acquisition by Shell in 2002) and as Co-founder and
Commercial Director of Granby Oil & Gas plc, which was listed on AIM from
2005 until its sale in 2008. Bob has subsequently co-founded, and is Managing
Director of, several private engineering and energy businesses based in the UK
and Luxembourg. Bob resigned from the Board on 2 September 2024
Mr John Barker, Non-Executive Director and acting Chairman (from 2(nd) Sept
2024)
John is a highly experienced business leader with over 35 years' operating
within financial markets and more lately the sports and gaming sectors. John
has considerable expertise within e-sports, fan platforms and sports content
which will complement Mobile Streams' business strategy going forward.
John has held numerous senior roles and the highlights can be seen as follows
- Executive Director of Instinet (UK) Limited and then CEO and Head of
International at Liquidnet, both of which were start-up companies to be
successfully acquired by major financial institutions.
John was also a Non-Executive Director of Percentile Limited that was acquired
by Torstone Technology and in the world of e-sports the Chairman of Phoenix
Games Network Limited that was acquired by The Esports Entertainment Group, a
NASDAQ listed company.
Mr Mark Alexander Epstein, Chief Executive Officer
Mark is an experienced CEO, Director, entrepreneur, expert in marketing,
communications, technology and mobile. Mark is the co-founder of Krunch.ai a
next generation insight and intelligence platform, IgniteAMT a digital
transformation company and IgniteCAP an incubation and investment business.
Mark also co-founded and was CEO on its AIM listing of The People's Operator
PLC, a cause-based mobile phone network that had operations in the UK and USA.
Prior to that Mark co-founded Mass1 which he grew into one of the UK's most
successful campaign agencies. He has also held numerous senior management
positions in his career.
Sri Ramakrishna Uthayanan, Finance Director
Rama is a UK qualified accountant with over 35 years' audit and accounting
experience, including as Finance Director of AIM listed The People's Operator
plc from 2016 until 2019. He has been Finance Director at KrunchData Limited,
the Company's subsidiary since December 2018.
Mr Stefano Loreti, Non-Executive Director
Stefano has over 27 year of investment experience at institutional level and
is currently a Partner at Goldentree Asset Management, a $55 billion hedge
fund and global asset manager with investments across the world. Before
joining Goldentree in 2018 Stefano served as Partner at Hayfin Capital, a $31
billion global investment manager and also run, in senior roles, investment
books in a number of other asset managers and banks across several cycles.
Stefano is also a serial investor in start-ups and growing companies and
currently serves as Executive Director on the Board of Directors of Financial
Guaranty UK Ltd, a regulated UK insurance company and on the Board of Advisors
of Keo World, a leading B2B digital lender with operations in Mexico and
Brazil.
Stefano graduated cum laude in Economics at the Luiss G Carli University of
Rome and is a qualified chartered accountant.
Mr Barker and Mr Loreti are considered to be independent Directors of the
Company. In coming to this conclusion, the Board has taken a number of matters
into consideration including:
· the absence of previous employment or material business
relationships with the Company and its Shareholders;
· that none are party to any performance related share schemes; and
service length with the Company.
Principle Seven
Evaluation of Board Performance
The Board has undertaken an internal review of the Board, the Committees and
individual Directors, in the form of peer appraisal and discussions, to
determine their effectiveness and performance as well as the Directors'
continued independence.
The evaluation concluded that the Board demonstrates the appropriate level of
skills, knowledge and performance for the size and nature of the Group. The
Directors will continue to review the need to strengthen the Board as the
Group develops.
Principle Eight
Corporate Culture
The Board recognises that its decisions regarding strategy and risk will
impact the corporate culture of the Company as a whole and that this will
impact the performance of the Company. The corporate governance arrangements
that the Board has adopted are designed to ensure that the Company delivers
long term value to its shareholders and that shareholders have the opportunity
to express their views and expectations for the Company in a manner that
encourages open dialogue with the Board. The Board recognises that their
decisions regarding strategy and risk will impact the corporate culture of the
Company as a whole and that this will impact the performance of the Company.
The Board is very aware that the tone and culture set by the Board will
greatly impact all aspects of the Company as a whole and the way that
employees behave. A large part of the Company's activities is centred upon
what needs to be an open and respectful dialogue with employees, clients and
other stakeholders. Therefore, the importance of sound ethical values and
behaviours is crucial to the ability of the Company to successfully achieve
its corporate objectives.
The Board places great import on this aspect of corporate life and seeks to
ensure that this flows through all that the Company does. The Directors
consider that at present the Company has an open culture facilitating
comprehensive dialogue and feedback and enabling positive and constructive
challenge. There is frequent dialogue between the Directors and senior
management of the principal operating subsidiaries. The Board monitors the
corporate culture through a mix of formal and informal feedback, based on
which the Board is confident that a healthy culture consistent with the
principles adopted exists.
The Company has adopted, with effect from the date on which its shares were
admitted to AIM, a code for Directors' and employees' dealings in securities
which is appropriate for a company whose securities are traded on AIM and is
in accordance with the requirements of the Market Abuse Regulation which came
into effect in 2016.
Principle Nine
Maintenance of Governance Structures and Processes
Ultimate authority for all aspects of the Company's activities rests with the
Board, the respective responsibilities of the Chairman and Chief Operating
Officer arising as a consequence of delegation by the Board. The Board has
adopted appropriate delegations of authority which set out matters which are
reserved to the Board. The Chairman is responsible for the effectiveness of
the Board, while management of the Company's business and primary contact with
shareholders has been delegated by the Board to the Chief Executive Officer.
Audit and Compliance Committee
The Audit and Compliance Committee comprises John Barker, who chairs this
committee, and Rama Uthayanan. The Audit and Compliance Committee has primary
responsibility for monitoring the quality of internal controls and ensuring
that the financial performance of the Company is properly measured and
reported. It receives reports from the Executive management and auditors
relating to the interim and annual accounts and the accounting and internal
control systems in use throughout the Company. The Audit and Compliance
Committee shall meet not less than twice in each financial year and it has
unrestricted access to the Company's auditors.
Remuneration Committee
The Remuneration Committee comprises John Barker, who chairs this committee,
and Rama Uthayanan. The Remuneration Committee reviews the performance of the
Executive Directors and employees and makes recommendations to the Board on
matters relating to their remuneration and terms of employment. The
Remuneration Committee also considers and approves the granting of share
options pursuant to the share option plan and the award of shares in lieu of
bonuses pursuant to the Company's Remuneration Policy.
Nominations Committee
The Nominations Committee comprises John Barker, who chairs this committee,
and Rama Uthayanan.
Non-Executive Directors
The Board has adopted guidelines for the appointment of Non-Executive
Directors which have been in place and which have been observed throughout the
year. These provide for the orderly and constructive succession and rotation
of the Chairman and Non-Executive Directors insofar as both the Chairman and
Non-Executive Directors will be appointed for an initial term of three years
and may, at the Board's discretion believing it to be in the best interests of
the Company, be appointed for subsequent terms. The Chairman may serve as a
Non-Executive Director before commencing a first term as Chairman. The
Chairman's current term expires in September 2027 and the Non-Executive
Director's term expires in October 2027.
In accordance with the Companies Act 2006, the Board complies with: a duty to
act within their powers; a duty to promote the success of the Company; a duty
to exercise independent judgement; a duty to exercise reasonable care, skill
and diligence; a duty to avoid conflicts of interest; a duty not to accept
benefits from third parties and a duty to declare any interest in a proposed
transaction or arrangement.
Principle Ten
Shareholder Communication
The Board is committed to maintaining good communication and having
constructive dialogue with its shareholders. The Company responds to all
shareholders who contact the Directors, and as a result has positive ongoing
relationships with a wide range of shareholders. All shareholders and analysts
have the opportunity to discuss issues and provide feedback at meetings with
the Company. The Company also provides shareholder updates whenever
appropriate using both regulatory and other channels. In addition, all
shareholders are encouraged to attend the Company's Annual General Meeting.
Investors also have access to current information on the Company through its
website, www.mobilestreams.com, and via Mark Epstein, CEO, who is available to
answer investor relations enquiries.
The Company includes, when relevant, in its annual report, any matters of note
arising from the audit or remuneration committees.
On behalf of the Board
John Barker
Chairman
19 December 2024
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF MOBILE STREAMS PLC
Opinion
We have audited the financial statements of Mobile Streams plc (the 'parent
company') and its subsidiaries (the 'group') for the year ended 30 June 2024
which comprise the consolidated statement of comprehensive income,
consolidated statement of financial position, consolidated statement of
changes in equity, consolidated cash flow statement, parent company statement
of financial position, parent company statement of changes in equity and notes
to the financial statements, including significant accounting policies. The
financial reporting framework that has been applied in the preparation of the
group financial statements is applicable law and UK-adopted international
accounting standards. The financial reporting framework that has been applied
in the preparation of the parent company financial statements is applicable
law and United Kingdom Accounting Standards, including Financial Reporting
Standard 101, Reduced Disclosure Framework (United Kingdom Generally Accepted
Accounting Practice).
In our opinion:
· the financial statements give a true and fair view of the state
of affairs of the group and of the parent company as at 30 June 2024 and of
the group's loss for the year then ended;
· the group financial statements have been properly prepared in
accordance with UK-adopted international accounting standards;
· the parent company financial statements have been properly
prepared in accordance with United Kingdom Generally Accepted Accounting
Practice; and
· the financial statements have been prepared in accordance with
the requirements of the Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing
(UK) (ISAs (UK)) and applicable law. Our responsibilities under those
standards are further described in the Auditor's responsibilities for the
audit of the financial statements section of our report. We are independent of
the group and the parent company in accordance with the ethical requirements
that are relevant to our audit of the financial statements in the UK,
including the FRC's Ethical Standard as applied to listed entities, and we
have fulfilled our other ethical responsibilities in accordance with these
requirements. We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our opinion.
Our approach to the audit
The group consists of the parent entity and seven wholly owned subsidiaries,
which includes UK and overseas companies. A full scope audit was performed on
the complete group and parent financial information of Mobile Streams Plc, the
UK division incorporating Streams Data Limited and Krunch Data Limited, and
Mobile Streams Argentina SRL. Specific audit procedures on significant
balances were completed on one component (Mobile Streams Mexico) and for the
other components, a limited scope review was performed. All audit procedures
were undertaken by the group engagement team except in the case of the audit
of Mobile Streams Argentina SRL, where the component was subject to audit
procedures by component auditors under the instruction of the group engagement
team.
We tailored the scope of our audit to ensure that we obtained sufficient
evidence to support our opinion on the financial statements as a whole, taking
into account the structure of the Group, the accounting processes and
controls, and the industry in which it operates.
As part of designing our audit, we determined materiality and assessed the
risks of material misstatement in the financial statements. In particular, we
looked at areas where the Directors made subjective judgements, for example in
respect of significant accounting estimates that involved making assumptions
and considering future events that are inherently uncertain.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were
of most significance in our audit of the financial statements of the current
period and include the most significant assessed risks of material
misstatement (whether or not due to fraud) we identified, including those
which had the greatest effect on the overall audit strategy, the allocation of
resources in the audit; and directing the efforts of the engagement team.
These matters were addressed in the context of our audit of the financial
statements as a whole, and in forming our opinion thereon, and we do not
provide a separate opinion on these matters.
Key Audit Matter - Going Concern How our scope addressed this matter
The going concern assumption is a fundamental and pervasive principle in the Our audit procedures included the following:
preparation of the group and the parent financial statements.
During the year, the group underwent significant changes in regard to its · Obtained the directors' formal going concern assessment,
business strategy, and subsequently undertook successful fundraises in August confirmed that it covers an appropriate period, checked its arithmetical
and October 2024. The existence of previous operating losses, and accuracy and agreed information to supporting documentation;
uncertainties in developing sales forecasts for the new business all give rise
to heightened concern that the company may not have sufficient resources to · Reviewed bank statements to verify the level of cash currently
continue to meet its liabilities as they fall due for a period of at least 12 held;
months from the date of approval of the financial statements.
· Reviewed the projected cashflows and other available evidence to
assess the ability of the group and the parent company to continue in
Due to the significance of the going concern assumption to the group and the operation for at least twelve months from the date of signing this report;
parent financial statements, going concern is considered to be a key audit
matter. · Reviewed the appropriateness of underlying assumptions within the
forecast, identified the key assumptions, being the existence and timing of
revenue streams and challenged management on the appropriateness of these;
· Assessed whether the forecasts are in line with our understanding
of the business and wider economic conditions;
· Reviewed management's sensitised forecasts considering realistic
scenarios and performed our own sensitivity analysis on the key assumptions
underlying the directors' going concern assessment in order to test the
robustness of the forecast model;
· Obtained evidence for the existence of future rights to royalties
income included in the sales forecast and likelihood of receipt through review
of correspondence with trading partners;
· Considered the impact of mitigating actions in the event that
forecast revenues were not in line with projections;
· Discussed events after the reporting date with the directors to
assess their impact on the going concern assumption; and
· Assessed the disclosures in the financial statements including
the accounting policy which describes the going concern basis of accounting to
ensure that it is an accurate reflection of the basis for the group is a going
concern.
Based on the procedures performed, we concluded that there is not a material
uncertainty in relation to going concern and that the continued adoption of
the going concern basis of accounting in these financial statements remains
appropriate.
Our application of materiality
We apply the concept of materiality in planning and performing our audit, in
evaluating the effect of misstatements and in forming our opinion. Our overall
objective as auditor is to obtain reasonable assurance that the financial
statements as a whole are free from material misstatement, whether due to
fraud or error. We consider materiality to be magnitude by which
misstatements, including omissions, could influence the economic decisions of
reasonable users that are taken on the basis of the financial statements.
In order to reduce to an appropriately low level the probability that any
misstatements exceed materiality, we use a lower materiality level,
performance materiality, to determine the extent of testing needed.
Importantly, misstatement below this level will not necessarily be evaluated
as immaterial as we also take account of the qualitative nature of identified
misstatements, and the circumstances of their occurrence, when evaluating
their effect on the financial statements as a whole.
Based on our professional judgement, and taking into account the possible
metrics used by investors and other readers of the accounts, we have
determined an overall group materiality of £100,000 (2023: £223,000) and a
parent company materiality of £75,000 (2023: £200,000). Group and parent
materiality is based on 7.5% of respective loss before taxation (2023: 7% of
loss before taxation).
Performance materiality was set at £75,000 (2023: £156,000) for the group,
representing 75% of overall materiality. Performance materiality for the
parent company was set at £56,000 (2023: £140,000) representing 75% of
overall materiality.
Our triviality level was set at £5,000 (2023: £11,150) and any uncorrected
audit differences below this level were not reported to management, unless
warranted under qualitative grounds.
Materiality for the significant components of the group ranged from £15,000
(2023: £34,000) to £75,000 (2023: £200,000) based on 7.5% of loss before
taxation (2023: £7% of loss before taxation) for each component.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors'
use of the going concern basis of accounting in the preparation of the
financial statements is appropriate. Our evaluation of the directors'
assessment of the group and the parent company's ability to continue to adopt
the going concern basis of accounting is set out in the 'Key audit matters'
section above.
Based on the work we have performed, we have not identified any material
uncertainties relating to events or conditions that, individually or
collectively, may cast significant doubt on the group or the parent company's
ability to continue as a going concern for a period of at least twelve months
from when the financial statements are authorised for issue.
Our responsibilities and the responsibilities of the directors with respect to
going concern are described in the relevant sections of this report.
Other information
The other information comprises the information included in the annual report,
other than the financial statements and our auditor's report thereon. The
directors are responsible for the other information. Our opinion on the
financial statements does not cover the other information and, except to the
extent otherwise explicitly stated in our report, we do not express any form
of assurance conclusion thereon. Our responsibility is to read the other
information and, in doing so, consider whether the other information is
materially inconsistent with the financial statements or our knowledge
obtained in the course of the audit or otherwise appears to be materially
misstated. If we identify such material inconsistencies or apparent material
misstatements, we are required to determine whether this gives rise to a
material misstatement in the financial statements themselves. If, based on the
work we have performed, we conclude that there is a material misstatement of
this other information we are required to report that fact.
We have nothing to report in this regard.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
· the information given in the Strategic Report and the Directors'
Report for the financial year for which the financial statements are prepared
is consistent with the financial statements; and
· the Strategic Report and the Directors' Report have been prepared in
accordance with applicable legal requirements.
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the group and the parent
company and their environment obtained in the course of the audit, we have not
identified material misstatements in the Strategic Report or the Directors'
Report.
We have nothing to report in respect of the following matters in relation to
which the Companies Act 2006 requires us to report to you if, in our opinion:
· adequate accounting records have not been kept by the parent
company, or returns adequate for our audit have not been received from
branches not visited by us; or
· the parent company financial statements are not in agreement with
the accounting records and returns; or
· certain disclosures of directors' remuneration specified by law
are not made; or
· we have not received all the information and explanations we
require for our audit.
Responsibilities of directors
As explained more fully in the Directors' Responsibilities Statement set out
below, the directors are responsible for the preparation of the financial
statements and for being satisfied that they give a true and fair view, and
for such internal control as the directors determine is necessary to enable
the preparation of financial statements that are free from material
misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for
assessing the group and the parent company's ability to continue as a going
concern, disclosing, as applicable, matters related to going concern and using
the going concern basis of accounting unless the directors either intend to
liquidate the group or the parent company or to cease operations, or have no
realistic alternative but to do so.
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the group and
parent company financial statements as a whole are free from material
misstatement, whether due to fraud or error, and to issue an auditor's report
that includes our opinion. Reasonable assurance is a high level of assurance,
but is not a guarantee that an audit conducted in accordance with ISAs (UK)
will always detect a material misstatement when it exists. Misstatements can
arise from fraud or error and are considered material if, individually or in
the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of these financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and
regulations. We design procedures in line with our responsibilities, outlined
above, to detect material misstatements in respect of irregularities,
including fraud. The specific procedures for this engagement and the extent to
which these are capable of detecting irregularities, including fraud are
detailed below.
Identifying and assessing risks related to irregularities:
We assessed the susceptibility of the group and parent company's financial
statements to material misstatement and how fraud might occur, including
through discussions with the directors, discussions within our audit team
planning meeting, updating our record of internal controls and ensuring these
controls operated as intended. We evaluated possible incentives and
opportunities for fraudulent manipulation of the financial statements. We
identified laws and regulations that are of significance in the context of the
group and parent company by discussions with directors, communication with
component auditors and by updating our understanding of the sector in which
the group and parent company operate.
Laws and regulations of direct significance in the context of the group and
parent company include The Companies Act 2006, the AIM Rules for Companies and
UK Tax legislation as well as similar laws and regulations prevailing in each
country in which we identified a significant component.
Audit response to risks identified:
We considered the extent of compliance with these laws and regulations as part
of our audit procedures on the related financial statement items including a
review of group and parent company financial statement disclosures. We
reviewed the parent company's records of breaches of laws and regulations,
minutes of meetings and correspondence with relevant authorities to identify
potential material misstatements arising. We discussed the parent company's
policies and procedures for compliance with laws and regulations with members
of management responsible for compliance.
During the planning meeting with the audit team, the engagement partner drew
attention to the key areas which might involve non-compliance with laws and
regulations or fraud. We enquired of management whether they were aware of any
instances of non-compliance with laws and regulations or knowledge of any
actual, suspected or alleged fraud. We addressed the risk of fraud through
management override of controls by testing the appropriateness of journal
entries and identifying any significant transactions that were unusual or
outside the normal course of business. We assessed whether judgements made in
making accounting estimates gave rise to a possible indication of management
bias. At the completion stage of the audit, the engagement partner's review
included ensuring that the team had approached their work with appropriate
professional scepticism and thus the capacity to identify non-compliance with
laws and regulations and fraud.
As group auditors, our assessment of matters relating to non-compliance with
laws or regulations and fraud differed at group and component level according
to their particular circumstances. Our communications with component auditors
included a request to identify instances of non-compliance with laws and
regulations and fraud that could give rise to a material misstatement of the
group financial statements in addition to our risk assessment.
There are inherent limitations in the audit procedures described above and the
further removed non-compliance with laws and regulations is from the events
and transactions reflected in the financial statements, the less likely we
would become aware of it. Also, the risk of not detecting a material
misstatement due to fraud is higher than the risk of not detecting one
resulting from error, as fraud may involve deliberate concealment by, for
example, forgery or intentional misrepresentations, or through collusion.
A further description of our responsibilities is available on the Financial
Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities
(http://www.frc.org.uk/auditorsresponsibilities) . This description forms part
of our auditor's report.
Use of our report
This report is made solely to the parent company's members, as a body, in
accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work
has been undertaken so that we might state to the parent company's members
those matters we are required to state to them in an auditor's report and for
no other purpose. To the fullest extent permitted by law, we do not accept or
assume responsibility to anyone other than the parent company and the parent
company's members as a body, for our audit work, for this report, or for the
opinions we have formed.
…………………………………..
Luke Hanratty (Senior Statutory Auditor)
for and on behalf of Saffery LLP
Statutory
Auditors
St John's Court
Easton Street
High Wycombe
HP11 1JX
19 December 2024
……………………….
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME Year ended Year ended
30 June 2024
30 June 2023
Note £000's £000's
Revenue 3 436 1,824
Cost of sales 3 (48) (1,812)
Gross profit 388 12
Selling and marketing costs 3 (82) (876)
Administrative expenses 4 (1,565) (2,220)
Impairment of Goodwill 5 - (360)
Impairment of intangibles 5 305 (348)
Operating Loss (953) (3,792)
Finance income 3 6 3
Loss before tax (947) (3,789)
Share of after tax profit /(loss) of Associate 11 (12) -
Tax expense 6 - -
Loss for the year (959) (3,789)
-
Comprehensive Loss for the year (959) (3,789)
Attributable to:
Equity shareholders of Mobile Streams plc (959) (3,789)
(959) (3,789)
Other comprehensive income
Other comprehensive income - -
Total comprehensive loss for the year attributable to equity (959) (3,789)
shareholders of Mobile Streams plc
Loss per share
Pence per share Pence per share
Basic loss per share 7 (0.019) (0.093)
Diluted loss per share 7 (0.019) (0.093)
Consolidated STATEMENT OF FINANCIAL POSITION
Year ended Year ended
30 June 2024 30 June 2023
Note £000's £000's
Assets
Non- Current
Intangible assets 10 432 -
Investment in Associates 11 217 -
Other Investments 12 56 -
704 -
Current
Trade and other receivables 13 413 148
Cash and cash equivalents 15 235 913
648 1,061
Total assets 1,352 1,061
Equity
Equity attributable to equity holders of Mobile Streams plc
Called up share capital 16 973 768
Share premium 22,149 21,331
Translation reserve (3,050) (3,050)
Share Based Payment reserve 243 25
Retained earnings (19,501) (18,541)
Equity attributable to equity holders of Mobile Streams plc 815 533
Total equity 815 533
Liabilities
Current
Trade and other payables 17 501 487
Bank debt 18 36 41
537 528
Total liabilities 537 528
Total equity and liabilities 1,352 1,061
Company Registration Number: 03696108
The Financial Statements were approved by the Board of Directors on 19
December 2024 and are signed on its behalf by:
John Barker
Chairman
Consolidated STATEMENT OF CHANGES IN EQUITY
Equity attributable to equity holders of Mobile Streams plc
Called up share capital Share premium Translation reserve Share-based payment reserve Retained earnings Non- Controlling Interest Total Equity
£000's £000's £000's £000's £000's £000's £000's
Balance at 1 July 2022 659 19,334 (3,050) 13 (14,752) - 2,204
Loss for the year - - - (3,789) - (3,789)
Comprehensive Loss for the year - - - (3,789) - (3,789)
Share options charge - - - 12 - - 12
Issue of shares 109 1,997 - - - 2,106
Transactions with shareholders 109 1,997 - 12 - - 2,118
Balance at 30 June 2023 768 21,331 (3,050) 25 (18,541) - 533
Loss for the year - - - - (959) - (959)
Comprehensive loss for the year - - - - (959) - (959)
Share option charge - - - 217 - - 217
Issue of shares 205 818 - - - - 1,023
Transactions with Shareholders 205 818 - 217 - - 1,240
Balance at 30 June 2024 973 22,149 (3,050) 242 (19,501) - 815
consolidated CASH FLOW statement
Year ended Year ended
30 June 30 June
2024 2023
Note £000's £000's
Operating activities
Loss before taxation (947) (3,789)
Adjustments:
Amortization of intangible assets 10 168 296
Impairment of intangible assets 10 (305) 708
Impairment of receivables 13 - (15)
Profit on disposals of investments 12 - (22)
Share Based Payments, Remuneration paid to Management and consultants in 217 798
shares
Finance income (6) (3)
Changes in trade and other receivables 13 (265) 28
Changes in trade and other payables 17 14 45
Total cash generated in operating activities (1,124) (1,954)
Investing activities
Additions intangible assets 10 (294) (318)
Acquisitions - investment in associate 11 (229) -
Acquisitions - investment in equity investment 12 (56) -
Proceeds from sale of Gfinity shares 12 - 192
Finance income 6 3
Net Cash used in investing activities (573) (123)
Financing activities
Equity fund-raise (Gross) 1,171 1,400
Fundraise expenses (148) (80)
Net Equity fund-raise (after expenses) 1,023 1,320
Repayment of Bank loans 18 (5) (6)
Net Cash generated from financing activities 1,018 1,314
Net change in cash and cash equivalents (679) (763)
Exchange (losses) on cash and cash equivalents 1 1
Cash and cash equivalents at beginning of year 913 1,675
Cash and cash equivalents, end of year 15 235 913
Reconciliation of net debt is shown in Note 18.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
Mobile Streams plc (the 'Company') and its subsidiaries (together 'the Group')
delivers gaming content to a global audience, through its websites and
platforms, where long-standing carrier relationships are in countries
including India, Argentina and Mexico. The Streams data insight, intelligence
and visualisation services and marketing optimisation tools support the
content business, as well as serving enterprise level bespoke clients and the
Streams SaaS ("Software as a Service") self-service platform and deliver
next-generation content including gaming, Esports and related NFTs to a global
audience. The Group has expanded its operations in Mexico into publishing,
betting and media ownership, through the acquisition of a 25% stake,
subsequently diluted to a 22.72% stake in BET and a 10% interest in Capital
Media Sports S.A ("Capital Media Sports").
The Company is a public limited company incorporated and domiciled in the
United Kingdom. The address of its registered office is 125 Wood Street,
London, EC2V 7AW.
The Company is listed on the London Stock Exchange's Alternative Investment
Market.
These consolidated Financial Statements were approved for issue by the Board
of Directors on 19 December 2024.
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of preparation
The Group Financial Statements consolidate those of the parent company and all
of its subsidiary undertakings drawn up to 30 June 2024. They have been
prepared in accordance with International Financial Reporting Standards (IFRS)
as adopted for use in the United Kingdom and with those parts of the Companies
Act 2006 applicable to companies reporting under IFRS. The Financial
Statements have been prepared under the historical cost convention, with
investments in listed shares being valued under fair value through profit or
loss.
Going Concern
The Financial Statements have been prepared on a going concern basis, which
assumes that the Group and the Company will continue in operational existence
for the foreseeable future, being 12 months from the date of sign-off of these
accounts.
The Group and Company use annual budgeting, forecasting and regular
performance reviews to assess the longer-term profitability of the Group and
make strategic and commercial changes as required to ensure that cash
resources are maintained. Although the Group remained loss-making in the year
ending 30 June 2024, the Group actively manages its use of cash, particularly
marketing and other expenditure.
Management have prepared projections for the Group's ongoing business covering
the 12 month period following the date of approval of the financial
statements. These forecasts make certain assumptions in respect of predicted
revenue to be received from development of the new Mexican sports betting
business. As this is a new business venture, the directors note that there
is an element of uncertainty surrounding these forecasts. However, the
directors believe the revenue forecast targets to be achievable and reasonable
due to management's expertise and experience in the industry.
During the year the company has made substantial progress and sees this as a
major driver of revenue across the coming 18 months. The Group is expecting
that the development of the new Mexican sports betting segment will lead to
operational synergies which will enable the group to reach a larger target
market for NFT sales.
The Directors have modelled significant downside scenarios, including where
predicted revenues commence in the current year but are reduced by more than
40%. Discretionary spending, including investment in growth, will be carefully
controlled and will be reduced to the extent that gross and net revenues do
not match budget expectations. The various scenarios indicate how sensitive
the forecasts are to adverse changes in revenue forecasts.
These forecasts and scenarios that have been modelled take account of the
significant cash position in existence at the date of this report. In the
most downside of all scenarios, the application of cost discipline results in
the development of a viable business with sufficient cash to cover working
capital requirements throughout the Going Concern period.
After consideration of the above, the Directors consider that the continued
adoption of the going concern basis is appropriate. In making this
determination the Directors have taken into consideration the current
availability of cash and their expectations in relation to the cash burn rate
and expense management and not on the future revenue streams which carry
risk.
Business combinations
The Group applies the acquisition method to account for business combinations.
The consideration transferred for the acquisition of a subsidiary (defined as
a company that is owned and controlled by the Group) is the fair values of
the assets transferred, the liabilities incurred to the former owners of the
acquiree and the equity interests issued by the Group. The consideration
transferred includes the fair value of any asset or liability resulting from a
contingent consideration arrangement. Identifiable assets acquired and
liabilities and contingent liabilities assumed in a business combination are
measured initially at their fair values at the acquisition date. The Group
recognises any non-controlling interest in the acquisition either at fair
value or at the non-controlling interest's proportionate share of the
recognised amounts of acquiree's identifiable net assets. Acquisition-related
costs are expensed as incurred. The group recognises investments in associates
under the equity method of accounting in which the equity investment is
initially recorded at cost and is subsequently adjusted to reflect the Group's
share of the net profit or loss of the associate.
Consolidation
Control is achieved where the Company is exposed to, or has rights to,
variable returns from its involvement with the entity and has the ability to
affect those returns through its power over the entity. Subsidiaries are fully
consolidated from the date on which control is transferred to the Group. They
are de-consolidated from the date on which control is lost.
Intercompany transactions, balances and unrealised gains on transactions
between group companies are eliminated in full. Unrealised losses are also
eliminated unless the transaction provides evidence of an impairment of the
asset transferred. Subsidiaries' accounting policies have been changed where
necessary to ensure consistency with the policies adopted by the Group.
The separate Financial Statements and related notes of the Company follow the
Financial Statements and related notes of the Group, and are prepared in
accordance with FRS 101.
Foreign currency translation
(a) Presentational currency
The consolidated and parent company Financial Statements are presented in
British pounds. The functional currency of the parent entity is also British
pounds. The subsidiaries of the parent company and their respective functional
currencies are as follows: Mobile Streams de Argentina SRL (Argentine Peso),
Mobile Streams Columbia Limitada (Columbian Peso), Mobile Streams of Mexico de
CV (Mexican Peso), Mobile Streams India Private Limited (Rupee), Streams Data
Limited (British Pounds), KrunchData Limited (British Pounds).
(b) Transactions and balances
Foreign currency transactions are translated into the functional currency
using the exchange rates prevailing at the date the transaction occurs. Any
exchange gains or losses resulting from these transactions and the translation
of monetary assets and liabilities at the consolidated statement of financial
position date are recognised in the consolidated income statement, except to
the extent that a monetary asset or liability represents a net investment in a
subsidiary when exchange differences arising on translation are recognised in
equity within the translation reserve. Amount due from or to subsidiaries are
treated as part of net investment in the subsidiary when settlement is neither
planned nor likely to occur in the foreseeable future. Upon settlement,
amounts that have arisen are taken directly to profit or loss.
Foreign currency balances are translated at the year-end using exchange rate
prevailing at the year-end.
(c) Group companies
The financial results and position of all group entities that have a
functional currency different from the presentation currency of the Group are
translated into the presentation currency as follows:
1. assets and liabilities for each consolidated statement
of financial position are translated at the closing exchange rate at the date
of the consolidated statement of financial position.
2. income and expenses for each consolidated income
statement are translated at average exchange rates (unless it is not a
reasonable approximation to the exchange rate at the date of transaction).
3. all resulting exchange differences are recognised as a
separate component of equity (cumulative translation reserve).
Hyper-inflationary currencies
The Argentinian economy is designated as a hyper-inflationary. The Financial
Statements of the Argentinian subsidiary are stated in terms of the purchasing
power at the end of the reporting period through the selection of a general
price index before translation into the Group's presentation currency being
British Pounds Sterling (GBP).
Intangible assets
An intangible asset arising from the Company's product development (referred
to as Intangibles added internally (Streams) in Note 10: Goodwill and
Intangible assets) is recognised if, and only if, the Company can demonstrate
all of the following:
1. the technical feasibility of completing the intangible
asset so that it will be available for use or sale
2. its intention to complete the intangible asset and use
or sell it
3. its ability to use or sell the intangible asset
4. how the intangible asset will generate probable future
economic benefits
5. the availability of adequate technical, financial and
other resources to complete the development and to use or sell the intangible
asset
6. its ability to measure reliably the expenditure
attributable to the intangible asset during its development
Intangibles added internally are amortised on a straight line basis over their
estimated useful lives which is usually set at five years. Amortisation is
charged to the income statement from when the asset becomes available to use.
Where no internally generated intangible asset can be recognised, development
expenditure is recognised as an expense in the period in which it is incurred.
The Group recognises value in respect of acquired intangible assets at cost
less accumulated amortisation and impairment. Initial recognition is at fair
value and amortisation takes place across their estimated useful economic
lives. The effective life of the acquired intangible asset (which is usually
software) is the expected cash-generating life of the particular software
product.
Taxation
Current tax is the tax currently payable based on taxable profit for the year.
Deferred income tax is provided, using the liability method, on temporary
differences arising between the tax base of assets and liabilities and their
carrying amounts in the consolidated Financial Statements. However, deferred
tax is not provided on the initial recognition of goodwill, nor on the initial
recognition of an asset or liability unless the related transaction is a
business combination or affects tax or accounting profit.
Deferred income tax assets are recognised only to the extent that it is
probable that future taxable profit will be available against which the
temporary differences can be utilised. Deferred tax liabilities are provided
in full.
Provisions
Provisions, including those for legal claims, are recognised when the Group
has a present legal or constructive obligation as a result of past events, it
is probable that an outflow of economic benefits will be required to settle
the obligation and the amount can be reliably estimated.
Provisions are measured at the present value of management's best estimate of
the expenditure required to settle the present obligation at the consolidated
statement of financial position date. The discount rate used to determine the
present value reflects current market assessments of the time value of money
and the risks specific to the liability.
Financial Assets
Classification
Financial instruments are classified as financial assets measured at amortised
cost where the objective is to hold these assets in order to collect
contractual cash flows, and the contractual cash flows are solely payments of
principal and interest. They arise principally from the provision of goods and
services to customers (eg trade receivables).
Cash and cash equivalents comprise cash on hand and demand deposits held on
call with banks. Cash and cash equivalents are shown in note 15.
Receivables
Receivables, shown in Note 13, are non-derivative financial assets with fixed
or determinable payments that are not quoted in an active market. They are
included in current assets, except for maturities greater than 12 months after
the Statement of Financial Position date. These are classified as non-current
assets. The Group's receivables comprise trade and other receivables and cash
and cash equivalents in the Statement of Financial Position.
Recognition and Measurement
Financial assets are initially measured at transaction price plus transactions
costs. Receivables are subsequently carried at amortised cost using the
effective interest method less provision for impairment. Appropriate
provisions for estimated irrecoverable amounts are recognised in profit or
loss based upon an expected credit loss model. The amount of the provision is
the difference between the carrying amount and the present value of estimated
future cash flows. Interest income is recognised by applying the effective
interest rate, except for short term receivables when the recognition of
interest would be immaterial.
Impairment of Financial Assets
The Group recognises a loss allowance for expected credit losses on financial
assets which are measured at amortised cost. The measurement of the loss
allowance depends upon the consolidated entity's assessment at the end of each
reporting period as to whether the financial instrument's credit risk has
increased significantly since initial recognition, based on reasonable and
supportable information that is available, without undue cost or effort to
obtain.
Where there has not been a significant increase in exposure to credit risk
since initial recognition, a 12-month expected credit loss allowance is
estimated. This represents a portion of the asset's lifetime expected credit
losses that is attributable to a default event that is possible within the
next 12 months. Where a financial asset has become credit impaired or where it
is determined that credit risk has increased significantly, the loss allowance
is based on the asset's lifetime expected credit losses. The amount of
expected credit loss recognised is measured on the basis of the probability
weighted present value of anticipated cash shortfalls over the life of the
instrument discounted at the original effective interest rate.
The group always recognises lifetime expected credit losses (ECL) for trade
receivables. The expected credit losses on these financial assets are
estimated using a provision matrix based on the group's historical credit loss
experience, adjusted for factors that are specific to the debtors, general
economic conditions and an assessment of both the current as well as the
forecast direction of conditions at the reporting date, including time value
of money where appropriate. Trade receivables are grouped by geography and
ageing where appropriate.
The loss allowance reduces the asset's carrying value with a corresponding
expense through the Statement of Comprehensive Income.
If, in a subsequent period, the amount of the impairment loss decreases and
the decrease can be related objectively to an event occurring after the
impairment was recognised (such as an improvement in the debtor's credit
rating), the reversal of the previously recognised impairment loss is
recognised in the Statement of Comprehensive Income.
Trade receivables are considered to be in default where they are 12 months
overdue, or when in management's view there is no reasonable expectation of
recovery and would be written off at this time.
Financial Liabilities
Financial liabilities are obligations to pay cash or other financial assets
and are recognised when the Group becomes a party to the contractual
provisions of the instruments. Financial liabilities at amortised cost are
initially measured at fair value, net of transactions costs. They are
subsequently measured at amortised cost using the effective interest method.
Financial liabilities are derecognised when the Group or Company's contractual
obligations expire, are cancelled or are discharged. The Group's financial
liabilities consist of trade and other payables.
Cash and Cash Equivalents
For the purpose of the cash flow statements, cash and bank overdrafts comprise
cash at bank and in hand.
Loans and borrowings
After initial recognition, interest bearing loans and borrowings are
subsequently measured at amortised cost using the effective interest rate
method. Gains and losses are recognised in the income statement when the
liabilities are derecognised as well as through the effective interest rate
method (EIR) amortisation process. Amortised cost is calculated by taking into
account any discount or premium on acquisition and fees or costs that are an
integral part of the EIR. The EIR amortisation is included in finance costs in
the income statement.
Revenue recognition
Revenue of the Group arises from (1.) the supply of mobile operator services
to consumers, and (2.) the supply of development, marketing and intelligence
services to corporate customers including BET.
To determine whether to recognise revenue, the Group follows a 5-step process:
• Identifying the contract with a customer
• Identifying the performance obligations
• Determining the transaction price
• Allocating the transaction price to the performance obligations
• Recognising revenue when/as performance obligation(s) are satisfied.
Mobile Operator Services
Revenue from the supply of mobile operator services is recognised at the point
in time when the consumer is receiving the supply. Content subscriptions are
purchased by the customer through the carrier phone contract, creating the
obligation to provide content access to the customer. The transaction price is
determined and communicated to the customer during the subscription process.
When the customer has obtained access and the ability to use it, the revenue
is recognised on a monthly basis.
Development, Marketing and Intelligence services
Revenue from the performance of development, marketing and intelligence
services is recognised over time as the Group satisfies performance
obligations. The Group's Streams technology platform will be the system for
the Sports Betting Loyalty programme and current revenues are in respect of
the execution of pre-launch works as specified by the customer (BET).
The Group recognises contract liabilities for consideration received in
respect of unsatisfied performance obligations and reports these amounts as
other liabilities in the statement of financial position. Similarly, if the
Group satisfies a performance obligation before it receives the consideration,
the Group recognises a receivable in its statement of financial position.
The majority of the revenue of the Group arises from the supply of
development, marketing and intelligence services and is therefore reflected
over time.
Share based payments
Employees (including Directors) of the Group receive remuneration in the form
of share-based payment transactions, whereby employees render services in
exchange for shares or rights over shares ('equity-settled transactions').
Service providers also may receive settlement for their services in the form
of share-based payments.
The Group has applied the requirements of IFRS 2 Share-Based Payments to all
grants of equity instruments.
The cost of equity settled transactions with employees is measured by
reference to the fair value at the grant date of the equity instruments
granted. The fair value of options is determined by using the Black-Scholes
model. The cost of services provided to the Company settled by share-based
payments are either fair valued in same manner as those for employees or, if
available, by reference to the cash equivalent of those services.
The cost of equity-settled transactions is recognised in the consolidated
income statement, together with a corresponding increase in equity, over the
periods in which the performance conditions are fulfilled, ending on the date
on which the relevant employees become fully entitled to the award ('vesting
date'). At each consolidated statement of financial position date before
vesting the cumulative expense is calculated, representing the extent to which
the vesting period has expired and management's best estimate of the
achievement or otherwise of non-market conditions and of the number of equity
instruments that will ultimately vest. Market conditions are taken into
account in determining the fair value of the options granted, at grant date,
and are subsequently not adjusted for. The movement in cumulative expense
since the previous consolidated statement of financial position date is
recognised in the consolidated income statement, with a corresponding entry in
equity.
On a cumulative basis, no expense or increase in equity is recognised for
awards that do not ultimately vest. Awards where vesting is conditional upon a
market condition are treated as vesting irrespective of whether or not the
market condition is satisfied, provided that all other performance conditions
are satisfied.
Share capital
Ordinary shares are classified as equity. Incremental costs directly
attributable to the issue of new shares or options are charged to the share
premium account.
Equity balances
a) Called up share capital
Called up share capital represents the aggregate nominal value of ordinary
shares in issue.
b) Share premium
The share premium account represents the incremental paid up capital above the
nominal value of ordinary shares issued.
c) Translation Reserve
The translation reserve represents the cumulative translation adjustments on
translation of foreign operations.
d) Share based payments reserve in accordance with International Financial
reporting Standard 2 (IFRS2).
Determination of fair values
A number of the Company's accounting policies and disclosures require the
determination of fair value, for both financial and non-financial liabilities.
Fair values have been determined for measurement and/or disclosure purposes
based on the following methods. When applicable, further information about the
assumptions made in determining fair values is disclosed in the notes specific
to that asset or liability.
New standards and interpretations not yet adopted
During the financial year, the Group has adopted the following new IFRSs
(including amendments thereto) and IFRIC interpretations, that became
effective for the first time.
Standard Effective date, annual period beginning on or after
Disclosure of Accounting Policies (Amendments to IAS 1 Presentation of 1 January 2023
Financial Statements and IFRS Practice Statement 2 Making Materiality
Judgements)
Definition of Accounting Estimates (Amendments to IAS 8 Accounting Policies, 1 January 2023
Changes in Accounting Estimates and Errors)
Deferred Tax related to Assets and Liabilities arising from a Single 1 January 2023
Transaction (Amendments to IAS 12 Income Taxes)
Their adoption has not had any material impact on the disclosures or amounts
reported in the financial statements.
Standards issued but not yet effective:
At the date of authorisation of these financial statements, the following
standards and interpretations relevant to the Group and which have not been
applied in these financial statements, were in issue but were not yet
effective.
Standard Effective date, annual period beginning on or after
Classification of Liabilities as Current or Non-Current, Non-current 1 January 2024
Liabilities with Covenants: amendments to IAS 1
Supplier Finance Arrangements (Amendments to IAS 7 and IFRS 7) 1 January 2024
The directors are evaluating the impact that these standards will have on the
financial statements of the Group.
At the date of authorisation of these financial statements, the following
standards and interpretations relevant to the Group and which have not been
applied in these financial statements, have not been endorsed for use in the
UK and will not be adopted until such time as endorsement is confirmed.
Standard Effective date, annual period beginning on or after
Lack of Exchangeability (Amendments to IAS 21) 1 January 2025
IFRS 18 - Presentation and Disclosure in Financial Statements 1 January 2027
IFRS 19 - Subsidiaries without Public Accountability: Disclosures 1 January 2027
The directors are evaluating the impact that these standards will have on the
financial statements of the Group.
The new and amended Standards and Interpretations which are in issue but not
yet mandatorily effective are not expected to be material.
CRITICAL ACCOUNTING ESTIMATES, JUDGEMENTS AND ASSUMPTIONS
When applying the Group's accounting policies, it is necessary that management
makes a number of accounting estimates, judgements and assumptions about the
future. Estimates and judgements are evaluated on a regular basis and are
based on historical experience and other factors, such as expectations of
future events that are believed to be reasonable under the circumstances.
The critical judgements that have been made in arriving at the amounts
recognised in the consolidated Financial Statements are discussed below. The
Directors of the Group have determined that there are no critical accounting
estimates, judgements and assumptions associated with the Group's activities,
other than as outlined below
Valuation and asset lives of separately identifiable intangible assets
Based on the information available, the management have made the appropriate
judgements in respect of the estimated useful economic lives of both classes
of intangible assets as referenced in note 10, which are typically judged to
be 5 years from the point at which the assets become available for use. These
judgements are compared with available comparative information of similar
businesses. See Note 10: Goodwill and Intangible assets.
The assets' residual values and useful economic lives are reviewed and
valuations are adjusted, if appropriate, at each balance sheet date.
Impairment of intangible assets
Management make judgements as to whether or not intangible assets are
impaired. The calculation of the value requires the Directors to estimate the
future cash flows expected to arise from the cash-generating unit. According
to the NPV model used, the management needs to use a suitable discount rate in
order to calculate present value.
The carrying amount of intangibles in the prior year financial statements was
£nil following the prior year impairment assessment which was based upon the
NFT sales outlook. The model used for the impairment valuation in the prior
year was a sensitivity analysis of a discounted cash flow, using a discount
rate of 15% per year and an average revenue growth rate of 6% per year.
The Directors also reviewed in the prior year the value of Goodwill acquired
through the Krunch transaction. Taking a conservative view, the Directors
elected to impair the intangible assets to £nil carrying value in the prior
year.
As a result of the development in the Mexican Sports business and the
initiation of a revenue stream in the year ending 30 June 2024, the Directors
were able to re-assess the valuation of this internally generated intangible
asset (Streams Data Platform). The model used was a sensitivity analysis of
a discounted cash flow, using a discount rate of 15% per year. As a result
of this assessment, an amount of £306k of impairment that had been charged in
the prior year was reversed in the year ending 30 June 2024 and this, coupled
with further capitalisation of internal cost and net of amortisation, led to a
carrying value for this intangible asset of £431k at 30 June 2024.
The directors acknowledge that a key judgement within the assessment of
recoverable value of these intangibles is the quantum and timing of expected
cash flows from the Mexican Sport business, and that should these revenues
fail to crystallise further impairment may be required.
See Note 10: Goodwill and Intangible Assets.
Capitalisation of development costs
Included within Intangible Assets, Note 10, are costs capitalised in
connection with KrunchData platform. These costs are based on management's
view of the development team's time spent on the projects and considering the
requirements of IAS 38 "Intangible Assets.
The key estimates involved include the time spent by personnel on development
of the projects, and the judgement of management that the costs will be
recovered in future based on the success of these developments.
2. Services provided by the group's auditor
The Group (including its overseas subsidiaries) obtained the following
services from the Group's auditor and network firms:
Year ended Year ended
2024 2023
£000's £000's
Fees payable to the Company's auditor and its associates for the audit of the 58 96
parent company and consolidated accounts
58 93
3. Segmental reporting
As at 30 June 2024, the Group was organised into 4 geographical segments:
Europe, North America, Latin American, and Asia Pacific. The operating
segments are based on the location of the service provider and organised,
managed and reported to the Board of Directors. Revenues are from external
customers only and generated from two principal business activities: the sale
of mobile content through Multi-National Organisation's (Mobile Operator
Services), and the provision of consulting and development support to BET
including NFT technology (Development, Marketing and Intelligence services)
and Streams Data (Other Service Fees).
All operations are continuing, and all inter-segment transactions are priced
and carried out at arm's length.
An external customer, BET, an entity domiciled in Mexico, has associated
revenue over 10% of the Group's total revenue. Revenue to BET recognised in
the year ended 30 June 2024 was £350,000 (2023: £nil) and forms part of the
Europe segmental results below.
The segmental results for the year ended 30 June 2024 were as follows:
£000's Europe Asia Pacific North America Latin America Consol entries Group
Mobile Operator Services - - - 82 - 82
Other Service fees 4 - - - - 4
Development, Marketing and Intelligence services 350 - - - - 350
Total Revenue 354 - - 82 - 436
Cost of sales (11) - - (37) - (48)
Gross profit 343 - - 45 - 388
Selling, marketing and administration expenses (1,028) - - (234) - (1,262)
Trading EBITDA* (685) - - (189) - (874)
Amortisation (167) - - - - (167)
Impairment 305 - - - - 305
Share based compensation (217) - - - - (217)
Operating Loss (764) - - (189) - (953)
Finance income 5 - - 1 - 6
Loss before tax (759) - - (188) - (947)
Minority Interest - - - - - -
Share of after tax profit /(loss) of associate (12) - - - - (12)
Taxation - - - - - -
Loss after tax (771) - - (188) - (959)
The segmental results for the year ended 30 June 2023 were as follows:
£000's Europe Asia Pacific North America Latin America Consol entries Group
Mobile Operator Services - 10 - 95 - 105
Other Service fees 1,944 - - - (225) 1,719
Total Revenue 1,944 10 - 95 (225) 1,824
Cost of sales (1,773) - - (39) - (1,812)
Gross profit 171 10 - 56 (225) 12
Selling, marketing and administration expenses (2,399) - - (404) - (2,803)
Trading EBITDA* (2,228) 10 - (348) (225) (2,791)
Amortisation (133) - - - (148) (281)
Impairment (708) - - - - (708)
Share based compensation (12) - - - - (12)
Operating Loss (3,081) 10 - (348) (373) (3,792)
Finance income - - - 3 3
Loss before tax (3,081) 10 - (345) (373) (3,789)
Minority Interest - - - - - -
Taxation - - - - - -
Loss after tax (3,080) 10 - (345) (373) (3,789)
* Earnings before interest, tax, depreciation, amortisation, impairments of
assets and share compensation
4. ADMINISTRATIVE EXPENSES
Year ended Year ended
Administrative expenditure comprises the following items: 2024 2023
Notes £000's £000's
Staff Employment Costs 9 656 477
Professional Fees 405 1,215
Amortisation 168 297
Other expenses 336 231
1,565 2,220
5. Operating loss
Operating loss is stated after charging the following items: Year ended Year ended
2024 2023
Notes £000's £000's
Amortisation 10 168 296
Loss on foreign currency 19 (6)
Impairment/(reversal of impairment) of intangibles 10 (305) 348
Impairment of goodwill 10 - 360
Increase/(decrease) in credit loss provision 28 (15)
Share-based payments expense 217 12
164 995
Current year administrative expenses were £1,565k and prior year expenses
were £2,220k. Comparatively, the current year expenses were £655k lower than
prior year expenses.
6. income tax
The tax (credit)/charge is based on the profit before tax for the year and
represents:
2024 2023
£'000 £'000
Foreign tax on profits of the period - -
Total current tax - -
Deferred tax:
Origination & reversal of timing differences: (Deferred tax - -
charge/(credit))
Total Deferred tax - -
Total Tax benefit - -
2024 2023
Factors affecting the tax charge for the period £'000 £'000
Loss on ordinary activities before tax (947) (3,789)
Less: Expenses not deductible for tax 80 1,016
Adjusted Loss: 867 2,773
Loss multiplied by weighted average tax rate applicable
of corporation tax in the United Kingdom of 19% (165) (527)
Adjustment in respect of prior years - foreign tax - -
Deferred tax not recognized 165 527
Tax credit - -
Tax loss carried forward 8,300 7,500
No deferred tax asset has been recognised due to uncertainty as to when future
profits will be generated against which to relieve said assets. Estimated
tax losses amount to £8,300k (2023: £7,500k).
7. EARNINGS PER SHARE ('EPS')
Basic earnings per share is calculated by dividing the loss or profit
attributable to equity holders of the company by the weighted average number
of ordinary shares in issue during the period. For the years ended 30 June
2024 and 30 June 2023, options over ordinary shares have been excluded from
the calculations of earnings per share; the options were non-dilutive in both
years as the company was loss-making.
Reconciliations of the earnings and weighted average number of shares used in
the calculations are set out below.
The adjusted EPS figures have been calculated to reflect the underlying
performance of the business by excluding non-cash charges for depreciation,
amortisation, impairments and share compensation charges.
Year ended Year ended
2024 2023
Pence per share Pence per share
Basic loss per share (0.019) (0.093)
Diluted loss per (0.019) (0.093)
share
Reconciliations of the earnings and weighted average number of shares used in
the calculations are set out below.
2024 2023
£000's £000's
(3,789)
Loss for the year (959)
For adjusted earnings per share £000's £000's
Loss for the year (959) (3,789)
Add back: share compensation expense 217 12
Add back: depreciation and amortisation 168 296
Adjusted loss for the year (574) (3,481)
Weighted average number of shares
Number of shares Number of shares
For basic earnings per share 5,168,165,880 4,079,974,110
Exercisable share options - -
For diluted earnings per share 5,168,165,880 4,079,974,110
Pence per share Pence per share
Adjusted Loss per share (0.011) (0.085)
Adjusted diluted Loss per share (0.011) (0.085)
8. Directors' and Officers' remuneration
The Directors and senior management are regarded as the key management
personnel of Mobile Streams plc. Charges in relation to remuneration received
by key management personnel for services in all capacities during the year
ended 30 June 2024 are detailed in the Directors Report.
9. Directors and employees
Staff costs including Directors during the year were as follows:
2024 2023
£000's £000's
Wages and salaries 385 461
Social security costs 54 15
Share Based Payments 217 12
656 488
Remuneration of key management personnel during the year were as follows:
2024 2023
£000's £000's
Wages and salaries 330 363
Social security costs 45 12
Share Based Payments 203 11
578 396
Share options costs in respect of staff costs were £217,000 during the period
(2023: £12,000).
The average number of employees during the year was as follows:
Year ended Year ended
2024 2023
Number Number
UK Management 5 5
UK Development 1 1
Mexico 4 4
Argentina 1 1
11 11
10. GOODWILL AND INTANGIBLE ASSETS
The goodwill reflects the retention of the economic value accruing to the
Company from its acquisition of KrunchData Limited.
Intangibles acquired Intangibles added internally Subtotal Goodwill Total
Platform development and software Streams
£000's £000's £000's £000's £000's
Cost
At 1 July 2023 485 626 1,111 360 1,471
Additions - 294 294 - 294
At 30 June 2024 485 920 1,405 360 1,765
Accumulated amortisation and impairment
At 1 July 2023 (485) (626) (1,111) (360) (1,471)
Amortisation (36) (132) (168) - (168)
Impairment reversal 36 269 305 - 305
At 30 June 2024 (485) (489) (974) (360) (1,334)
Net book value at 30 June 2024 - 431 431 - 431
Net book value at 30 June 2023 - - - - -
The amortisation charge is included within administrative expenses in the
statement of comprehensive income.
Intangibles and goodwill up to 30 June 2023:
Intangibles acquired Intangibles added internally Subtotal Goodwill Total
Platform development and software Streams
£000's £000's £000's £000's £000's
Cost
At 1 July 2022 485 308 793 360 1,153
Additions - 318 318 - 318
At 30 June 2023 485 626 1,111 360 1,471
Accumulated amortisation and impairment
At 1 July 2022 (274) (194) (467) - (467)
Amortisation (167) (129) (296) - (296)
Impairment (44) (304) (348) (360) (708)
At 30 June 2023 (485) (626) (1,111) (360) (1,471)
Net book value at 30 June 2023 - - - - -
Net book value at 30 June 2022 211 115 326 360 686
The Company's internally developed software relates to the Streams Data
platform. The Group tests intangibles and goodwill annually for impairment, or
more frequently if there are indications that the asset might be impaired. The
recoverable amount is determined from value in use calculations. The key
assumptions, which are the long-term growth rates, the discount rates and the
cash flow forecasts were derived from the most recent financial budgets
approved by management covering a three-year period.
A sensitivity analysis was performed using a range of lower growth and higher
discount rate assumptions. The central case rates applied were:
• Long term (three year) average growth rate 6% per year
• Discount rate / cost of capital 15%
The discount rates used are based on comparative businesses weighted average
cost of capital.
In the prior year financial statements all intangible assets including
acquisition goodwill were impaired to £nil value as a prudent accounting
measure given a degree of uncertainty in relation to the timing of completion
of related commercial agreements with trade partners. Given the developments
during the year including the progression of commercial agreements in Mexico,
the raising of funding and the likely successful completion and
commercialisation of the Streams Data platform, the Directors have reviewed
their forecasts and expect to achieve a commercial return on this
technology. Accordingly £305,000 of the prior year impairment of £348,000
has been reversed in the current year and a further capitalisation of internal
costs has taken place.
11. INVESTMENT IN ASSOCIATES
30 June 2024 30 June 2023
Investment in Associates
£000's £000's
At 1(st) July - -
Additions 229 -
Disposals - -
Distributions received - -
Profit / (loss) after tax recognised in the consolidated income statement (12) -
Impairment of interest in Associate - -
At 30(th) June 217 -
On 1(st) February 2024 the group acquired a 25% direct interest in BET, a
company duly incorporated and governed by the laws of Mexico. From 30(th)
April 2024 this stake became diluted to 22.72% as an additional investor was
onboarded. The Group accounts for investments in associates using the equity
method of accounting. Summarised income statement information in respect of
BET for the period ending 30(th) June 2024 is set-out below as well as the
financial position at 30 June 2024 These results represent the earnings and
financial position of the Associate based on the entity's unaudited management
accounts. The group's share of after-tax losses of associates was £12k (2023:
£nil)
2024 2023
£000's £000's
Turnover - -
Profit / (loss) after tax (49) -
Total comprehensive income (49) -
30 June 2024
BET Financial Position £000's
Intangible Assets 675
Trade receivables 105
Prepayments 175
Cash and cash equivalents 345
Total assets 1,300
VAT payable (6)
Trade payables (173)
Total Current liabilities (179)
Net assets 1,121
Capital and reserves
Called up share capital 1,243
Fx reserve (73)
Retained Losses (49)
Shareholders deficit / Shareholders funds 1,121
During the year the Group provided £350,000 of services to BET. BET's
principle activity is the development of the Sports betting business in Mexico
which it expects to launch to consumers during Quarter one 2025.
12. OTHER ASSETS
Equity investments Capital Media UK listed shares Total Capital Media Sports UK Listed shares 2023
Sports 2024 Total
£000s £000s £000's £000s £000s £000's
At 1(st) July - - - - 170 170
Additions 56 - 56 - - -
Net fair value movement through profit or loss - - - - - -
Disposal - - - - (170) (170)
At 30(th) June 56 - 56 - - -
On 2(nd) November 2023 the group acquired a 10.0% interest in Capital Media
Sports S.A. de C.V., a company duly incorporated and governed by the laws of
Mexico.
13. Trade and other receivables
2024 2023
£000's £000'
Trade receivables 173 50
Other debtors 108 6
Other receivables 131 91
413 147
The carrying value of receivables is considered a reasonable approximation of
fair value.
In addition, some of the unimpaired trade receivables are overdue as at the
reporting date. The age profile of trade receivables is as follows:
2024 2023
Within terms £000's £000's
Not more than 30 days - 5
Overdue
Not more than 3 months 167 5
More than 3 months but not more than 6 months - 42
More than 6 months but not more than 1 year 34 40
More than 1 year - 98
Allowance for credit losses (28) (140)
173 50
Allowance for Credit Losses 2024 2023
£000's £000's
Opening position 140 216
Utilisation of credit loss provision (140) (61)
Increase / (decrease) in credit loss provision 28 (15)
Closing position 28 140
The Directors consider that the carrying value of trade and other receivables
represents their fair value. In determining the recoverability of trade
receivables, the Group considers any change in the credit quality of the
receivable from the date credit was granted up to the reporting date. The
Group has adopted IFRS9 to trade receivables and considered the recoverability
of amounts owing from its customers by applying the simplified model for
expected credit losses to trade receivables to measure the loss allowance at
an amount equal to lifetime expected credit losses. Provision for expected
credit losses have been made at an average rate of 15% of overdue debts. The
Group does not hold any collateral as security for its trade and other
receivables.
14 Contingent asset
As at 30(th) June 2024 the group had a UK R&D Tax credit claim in progress
pertaining to the years ending 30(th) June 2022 and 30(th) June 2023. The
claim is currently being assessed by HMRC and, if successful, would lead to a
cash inflow in the amount of approximately £170k. The Group's accounting
policy is to not recognise R&D tax credits until the point of receipt on
the basis that the successful receipt of them cannot be predicted with any
certainty and therefore neither the statement of consolidated income for the
year ending 30(th) June 2024 nor the statement of financial position at 30(th)
June 2024 include any recognition of this sum.
15. Cash and cash equivalents
Cash and cash equivalents include the following components:
2024 2023
£000's £000's
Argentina´s cash at bank and in hand 3 8
Other companies 232 905
Cash at bank and in hand 235 913
The balances are: £217,000 in British pounds, £1,000 in Indian Rupees,
£3,000 in Argentine pesos and £14,000 in Mexican pesos.
The majority of cash (£0.2m) is held with NatWest Group plc, the long-term
credit rating of which is P-2 (Moody's) and A-2 (S&P).
16. SHARE CAPITAL and RESERVES
2024 2023
£000's £000's
Ordinary Share capital 973 768
Share premium 22,149 21,331
Translation Reserve (3,050) (3,050)
Share Based Payment reserve 243 25
Retained earnings (19,489) (18,541)
827 533
The total number of Ordinary Shares in issue as at 30 June 2024 was
6,424,115,963 with a par value of 0.01 pence per share (30 June 2023:
4,369,655,903 with a par value of 0.01 pence per share). All issued shares are
fully paid. In addition, there are 140,753,533 Deferred Shares of 0.19 pence
nominal value each in issue (30 June 2023: 140,753,533 with nominal value 0.19
pence per share) . The Deferred Shares, as their name suggests, have very
limited rights which are deferred to the Ordinary Shares and effectively carry
no value as a result. Accordingly, the holders of the Deferred Shares are not
entitled to receive notice of, attend or vote at general meetings of the
Company, nor are they entitled to receive any dividends or any payment on a
return of capital until at least £10,000,000 has been paid on each Ordinary
Share. The Deferred Shares will not be admitted to trading on AIM or any other
market.
The Group's main source of capital is the parent company's equity shares. The
Group's policy is to retain sufficient authorised share capital so as to be
able to issue further shares to fund acquisitions, settle share-based
transactions and raise new funds. Share based payments relate to employee
share options schemes. The schemes have restrictions on headroom so as not
to dilute the value of issued shares of the Company. The Group has not
raised debt financing in the past and does not expect to do so in the
future.
Allotted, called up and fully paid Year ended Year ended
2024 2023
In issue at 1 July 4,369,655,903 3,285,590,326
Issued during year 2,054,460,058 1,084,065,577
In issue at 30 June 6,424,115,963 4,369,655,903
Deferred shares of 0.19p nominal value Year ended Year ended
2024 2023
In issue at 1 July 140,753,533 140,753,533
Issued during year - -
In issue at 30 June 140,753,533 140,753,533
The balance in the share premium account represents the proceeds received
above the nominal value on the issue of the Company's equity share capital.
In January 2024 the Group issued 964,285,715 shares at 0.07 pence per share
via a placing and 191,259,992 shares at 0.06 pence per share via a retail
offer.
In March 2024 the Group issued 707,149,460 shares at 0.0425 pence per share
via a share placing, 70,588,235 shares at 0.0425 pence per share via a Broker
offer and 58,823,529 shares at 0.0425 pence per share via a further broker
offer.
In May 2024 the Group issued 62,353,128 shares at 0.0425 pence per share to
Directors in lieu of Director's fees.
In October 2023 the Group issued 777,777,777 Warrants with a strike price of
0.30 pence per share and exercisable up to 30 June 2025.
Between January 2024 and March 2024 the Group issued 2,008,540,069 Warrants
with a strike price of 0.15 pence per share and exercisable up to 30th June
2025. No consideration was received in respect of any warrants issued in the
year.
In June 2024 the Group issued 320,000,000 Options over Ordinary Shares to
senior management with a strike price of 0.07 pence and exercisable up to June
2034. The options are conditional upon the holder remaining in employment of
the group at the date of exercise.
17. Trade and other payables
2024 2023
£000's £000's
Trade payables 254 246
Other payables 60 104
Accruals and deferred income 186 137
501 487
All amounts are current. The carrying values are considered to be a reasonable
approximation of fair value. Accruals and deferred income includes £58k
audit fees and £70k PAYE owing in respect of management remuneration.
18. LOANS AND BORROWINGS
The Directors believe the book value of loans and borrowings approximates fair
values. Book values are:
2024 2023
Current £ £
Bank debt 36,354 40,809
Non-Current - -
Total Loans and Borrowings 36,354 40,809
Prior to its acquisition by the Group, KrunchData Limited obtained a Bounce
Back Loan from Metro Bank PLC. The purpose of the Loan is to finance working
capital and investment in the business and to support trading or commercial
activity in the United Kingdom. The duration of this fixed sum loan agreement
is 72 months from the loan drawdown date of 02 July 2020. The interest rate
which applies to the loan agreement is 2.5% (fixed) per annum. The Directors
intend to repay the bounce-back loan on or before 30 June 2025 which is
earlier than its due date of 02 July 2026. Accordingly, they have classified
the loan as a current liability.
19. Share-based payments
The Group operates three share option incentive plans - an Enterprise
Management Incentive Scheme, a Global Share Option Plan and an ISO Sub Plan -
in order to attract and retain key staff. The remuneration committee can
grant options over shares in the Company to employees of the Group. Options
are granted with a fixed exercise price equal to the market price of the
shares under option at the date of grant and are equity settled, the
contractual life of an option is 10 years. Exercise of an option is subject to
good and bad leaver provisions. Options are valued at the date of grant
using the Black-Scholes option pricing model.
On 28 April 2023 the group issued 340,000,000 share options to senior staff as
part of their remuneration. These options have an exercise price of 0.11p per
share but are only exercisable if the volume weighted share price reaches 0.3p
measured over any 10 consecutive business days. They are exercisable up to 27
April 2033. It is the opinion of the Directors that the market condition would
be reached in 4 years.
On 07 June 2024 the group issued 320,000,000 share options to senior staff as
part of their remuneration. These options have an exercise price of 0.07p
per share and are exercisable up to 06 June 2034.
The valuation inputs into the Black-Scholes model used to determine the fair
value at the grant date for all share options in issue were as follows for
2024:
2024 2023
Grant date 07/06/2024 28/04/2023
Expiry date 06/06/2034 27/04/2033
Weighted average share price at grant date / pence 0.04 0.11
Weighted exercise price average / pence 0.07 0.11
Weighted average expected volatility / % 84% 124%
Weighted average expected life / years 4 4
Weighted average risk-free rate / % 4.164% 3.684%
Fair value at grant date / pence 0.02 0.08
a) The risk-free rate is based on the UK gilt rate as at the grant date
with a period to maturity commensurate with the expected term of the relevant
option tranche.
b) The fair value charge is spread evenly over the period between the
grant of the option and the earliest exercise date.
c) The expected volatility is based on the historical volatility of share
prices over the previous period of equivalent length as the option's expected
life. The expected life used in the model has been adjusted, based on
management's best estimate, for the effects of non-transferability, exercise
restrictions and behavioural considerations. The range of comparable companies
has been reviewed for grants in the current year resulting in the decrease in
expected volatility.
The table below illustrates the number and weighted average exercise price of
share options
OPTIONS 2024 Weighted Remaining 2023 Weighted Remaining
Number of Average Life in Number of average Life in
share options Exercise years share options exercise years
Price (p) Price (p)
At start of year 344,501,000 0.1159 9.71 4,501,000 0.5593 1.37
Issued in year 320,000,000 0.07 9.94 340,000,000 0.1100 9.83
Exercised - - - - - -
Forfeited (24,501,000) 0.3415 - - - -
At end of year 640,000,000 0.09 9.39 344,501,000 0.1159 9.71
The total charge for the year relating to employee share-based payment plans
was £217,000 (2023: £12,000) and is included in administrative expenditure
in the Statement of Comprehensive Income.
During the year ending 30 June 2024 no options were exercised (2023: none).
19A. WARRANTS
Warrants were issued in the year on the basis of one warrant per placing share
purchased. No consideration was received for the issue of warrants. The
directors have assessed that the fair value of warrants issued was nil and as
such not recognised in the financial statements. Each warrant entitled the
holder to subscribe for one ordinary share, on the following terms.
In October 2023 the Group issued 777,777,777 Warrants with a strike price of
0.30 pence per share and exercisable up to 30th June 2025.
Between January 2024 and March 2024 the Group issued 2,008,540,069 Warrants
with a strike price of 0.15 pence per share and exercisable up to 30th June
2025.
During the year ending 30 June 2024 no warrants were exercised (2023: none).
20. Capital commitments
The Group will be making its second and final tranches of investment of share
premium payable on its investment in capital Media Sports in the amount of MXN
3,700,000 (approximately £145,000) which becomes a liability of the group in
December 2024. (30 June 2023: £nil).
21. RISK MANAGEMENT OBJECTIVES AND POLICIES
The Group is exposed to currency and liquidity risk, which result from both
its operating and investing activities. The Group's risk management is
coordinated in close co-operation with the Board and focuses on actively
securing the Group's short to medium term cash flows by minimising the
exposure to financial markets. The most significant financial risks to which
the Group is exposed are described below. Also refer to the accounting
policies.
Foreign currency risk
The Group is exposed to transaction foreign exchange risk. The currencies
where the Group is most exposed to volatility are Argentine Peso, Mexican Peso
and Indian Rupee.
Currently no hedging instruments are used. The Company will continue to review
its currency risk position as the overall business profile changes.
Foreign currency denominated financial assets and liabilities, which are all
short-term in nature and translated into local currency at the closing rate,
are as follows.
2024 2023
000's 000's
USD ARS Other USD ARS Other
Nominal amounts £ £ £ £ £ £
Financial assets - 13 86 - 30 99
Financial liabilities (4) (8) (937) (5) (25) (483)
Short-term exposure (4) 5 (851) (5) 14 (384)
In the above table, 'Other' principally comprises Mexican peso denominated
financial assets and liabilities and
reflect the group's increased focus on the development of the BET business
within this territory.
Percentage movements for the period in the exchange rates for the British
Pound to US Dollar and Argentine Peso are below. These percentages have been
determined based on the average exchange rates during the period.
2024 2023
US Dollar +4.5% -9.5%
Argentine Peso +256.6% +35.8%
During the period the USD weakened slightly against the pound and the
Argentine peso considerably devalued.
The sensitivity of profit or loss to changes in the exchange rates arises
mainly from USD and Argentine peso denominated financial instruments. The
group's exposure to foreign exchange movements is not material
2024 2023
000's 000's
Impact on Profit Impact on Profit
£ £
GBP/USD exchange rate -10% devaluation of USD 0.4 0.4
GBP/ARG exchange rate - 10% devaluation of ARG (0.5) (1.3)
Liquidity risk
The Group seeks to manage financial risk by ensuring sufficient liquidity is
available to meet foreseeable needs. Management prepares cash flow forecasts
which are reviewed at Board meetings to ensure liquidity. With the exception
of the £36k Bounce back loan, the Group has no borrowing arrangements.
As at 30 June 2024, the Group's financial liabilities were all current and
have contractual maturities as follows:
30 June 2024 Within 6 months 6 to 12 months
£000's £000's
Trade and other payables 254 -
Bounce Back Loan - 36
The Directors have classified the Bounce Back loan as current on the basis
that they intend to repay this in full within this 6-12 month time frame.
The maturity of the Group's financial liabilities, which were all current at
the previous year end, was as follows:
30 June 2023 Within 6 months 6 to 12 months
£000's £000's
Trade and other payables 247 -
Capital Risk Management Disclosures
The Group's objectives when managing capital is to safeguard its ability to
continue as a going concern, so that it can provide returns for shareholders
and benefits for other stakeholders and to maintain an optimum capital
structure to reduce the cost of capital.
Capital is regarded as total equity, as recognised in the statement of
financial position, plus net debt. Net debt is calculated as total borrowings
less cash and cash equivalents.
Management assesses the Group's capital requirements in order to maintain an
efficient overall financing structure while avoiding excessive leverage. The
Group manages the capital structure and makes adjustments to it in the light
of changes in economic conditions and the risk characteristics of the
underlying assets. In order to maintain or adjust the capital structure, the
Group could issue new shares.
The capital risk management policy remains unchanged from the 30 June 2023
Annual Report.
22. FINANCIAL INSTRUMENTS
A number of the Group's accounting policies and disclosures require the
determination of fair value, for both financial and non-financial assets and
liabilities. Fair values have been determined for measurement and/or
disclosure purposes based on the accounting policies included in note 1. When
applicable, further information about the assumptions made in determining fair
values is disclosed in the notes specific to that asset or liability.
The Group's financial instruments comprise primarily cash and various items
such as trade debtors and trade payables which arise directly from operations.
The main purpose of these financial instruments is to provide working capital
for the Group's operations. The Group does not utilise complex financial
instruments or hedging mechanisms.
Financial assets and financial liabilities (except the investment in public
companies, see note 12) are initially measured at fair value and subsequently
at amortised cost. Transaction costs attributable to the acquisition of a
financial asset or financial liability measured at amortised cost are added or
deducted from the value of the financial asset or financial liability.
The tables below set out the Group's accounting classification of each class
of its financial assets and liabilities.
Note 2024 2023
£000's £000's
Financial Assets
Trade receivables 13 173 50
Other receivables 13 82 4
Cash and Cash equivalents 15 235 913
490 967
Financial Liabilities
Trade payables 17 (254) (247)
Accrued content costs 17 (25) (25)
Other accrued liabilities 17 (161) (113)
(440) (385)
The Group reviews the recoverability of its receivables and maintains an
expected credit loss model to appropriately recognise the risks of default.
All payables are expected to be paid in full. Cash and cash equivalents
comprise cash on hand and demand deposits held on call with banks. Therefore,
in the view of management, all of the above financial assets' carrying values
are stated at their amortised cost, as at 30 June 2024 and 2023.
23. Related party transactions
Key Management
Key management personnel consist of the Directors and senior management and their remuneration is disclosed in the Directors and employees, note 9. The shareholdings of key management are shown within the Director's Report. During the year key management were issued with 320,000,000 options over ordinary shares as per Note 19.
Related Parties
The Group has a 22.72% equity interest in BET where Mark Epstein is a Board
Member without beneficial interest. During the year the Group provided
services totalling £350,000 (2023 - £nil) excluding VAT to BET. At June 30
2024, BET owed the Group £166,541(2023 - £nil).
IgniteAMT Limited is a company where Mark Epstein is a Board Member and has a
beneficial interest and Sri Ramakrishna Uthayanan is the Finance Director
without beneficial interest and Tom Gutteridge is a Person of Significant
Control. During the year Company made payments of £163,500 (2023 -
£172,200) excluding VAT to IgniteAMT Limited. At June 30 2024, the company
owed IgniteAMT Limited £43,482 (2023 - £25,280).
Rama Uthayanan received £48,000 (2023 - £48,000) for fees from KrunchData,
which is disclosed in the Remuneration Committee report.
24. ULTIMATE CONTROLLING PARTY
The Directors do not consider there to be an ultimate controlling party due to
the composition of the share register.
25. EVENTS AFTER THE REPORTING DATE
On 1(st) August 2024 the Company raised £471,900 via a direct share
subscription.
On 2(nd) September 2024 Robert (Bob) Moore, the Company Chairman and
Non-Executive Director resigned from the Board to devote time to other
business commitments.
On 9(th) October 2024 the Company raised £317,899 via the exercise of
Warrants at 0.15p each.
On 9(th) October 2024 the Board took the decision to close the Argentine
business. The Board anticipates that the closure costs will not amount to
any significant sum.
On 23(rd) October 2024 a new Non-Executive Director (Stefano Loreti) was
appointed to the Board.
On 23(rd) October 2024 the Company raised £841,275 via the exercise of
Warrants at 0.15p and 0.30p each.
On 31(st) October 2024 the Company raised £36,179 via the exercise of
Warrants at 0.15p peach.
On 4(th) November 2024 the Company raised £187,000 via the exercise of
Warrants at 0.15p and 0.30p each.
These funds will be used to boost working capital and progress the new
business segment engaged in sports betting, publishing and media ownership in
Mexico.
COMPANY STATEMENT OF FINANCIAL POSITION
30 June 2024 30 June 2023
£000's £000's
Note
Current assets
Debtors 4 185 4
Cash and cash equivalents 208 865
Total current assets 393 869
Current Liabilities
Creditors: amounts falling due within one year 5 (332) (233)
Total current Liabilities (332) (233)
Net assets 61 635
Capital and reserves
Called up share capital 6 973 768
Share premium 7 22,149 21,331
Share Based Payment reserve 242 25
Retained Losses (23,303) (21,489)
Shareholders deficit / Shareholders funds 61 635
The parent Company has taken advantage of Section 408 of the Companies Act
2006 and has not included its own Statement of Comprehensive Income account in
these Financial Statements. The parent Company's recognised loss for the year
ended 30 June 2024 was £1.81m (year ended 30 June 2023: £5.44m loss).
The company registration number is 03696108
The notes form part of these Financial Statements.
The Financial Statements were approved by the Board of Directors on 19
December 2024.
John Barker
Chairman
COMPANY STATEMENT OF CHANGES IN EQUITY
For the year ended 30 June 2024
Share Share Share Based
capital premium Payment Retained
account account Reserve Losses Total
£000 £000 £000 £000 £000
At 1 July 2022 659 19,333 13 (16,047) 3,960
New equity issue 108 1,997 - - 2,105
Loss for the year - - - (5,442) (5,442)
Share Option charge - - 12 - 12
At 30 June 2023 768 21,331 25 (21,489) 635
New equity issue 205 818 - - 1,023
Loss for the year - - - (1,814) (1,814)
Share based payments - options - - 217 - 217
At 30 June 2024 973 22,149 242 (22,303) 61
COMPANY SIGNIFICANT ACCOUNTING POLICIES
summary of significant accounting policies
Statement of compliance
These Financial Statements have been prepared in accordance with applicable
accounting standards and in accordance with Financial Reporting Standard 101 -
"Reduced Disclosure Framework" (FRS 101) The principal accounting policies
adopted in the preparation of these Financial Statements are set out below.
These policies have all been applied consistently throughout the year unless
otherwise stated.
The Financial Statements have been prepared on a historical cost basis. The
Financial Statements are presented in Sterling (£) and have been presented in
round thousands (£'000).
In preparing these Financial Statements the Company has taken advantage of all
disclosure exemptions conferred by FRS 101. Therefore, these Financial
Statements do not include:
1. A statement of cash flows and related notes
2. The requirements of IAS 24 related party disclosures to disclose
related party transactions entered in to between two or more members of the
group as they are wholly owned within the group.
3. Disclosures in respect of key management personnel compensation.
4. The effect of future accounting standards not adopted.
5. Certain share based payment disclosures.
6. Disclosures in relation to impairment of assets.
7. Disclosures in respect of financial instruments (other than
disclosures required as a result of recording financial instruments at fair
value).
Additionally, the consolidated Group prepares accounts under IFRS as adopted
for use in the United Kingdom, which should be read in conjunction with these
statements specifically in respect of the judgements and estimates used in
considering the impairment of investments which is considered alongside that
of impairment of intangible assets.
Basis of preparation
The Financial Statements have been prepared on the historical cost basis with
investments being valued under fair value through profit or loss. The
principal accounting policies are set out below.
Going concern
The Financial Statements have been prepared on a going concern basis, which
assumes that the Group and the Company will continue in operational existence
for the foreseeable future, being 12 months from the date of sign-off of these
accounts. The Directors are aware that the business possesses a significant
amount of available cash and this in conjunction with the cash burn rate and
ability to control operating expenditures have led them to their conclusion
that the application of the going concern basis is appropriate. This is
discussed further in the Going Concern section of Note 1 of the Group
Financial Statements.
Investments in Subsidiaries
Investments in subsidiaries are stated in the Company's statement of financial
position at cost less provisions for impairment. The recoverability of
investments is considered to be a key judgement and estimate and these are
considered alongside those considered at a Group level in respect of the
recoverability of Intangible assets (See 1.1). Intercompany receivables
are stated in the Company's statement of financial position at the estimated
recoverable amount less provisions for impairment.
1. INVESTMENT IN EQUITY INVESTMENTS
Investment in Equity investments 30 June 2024 30 June 2023
£000's £000's
Cost - -
Additions - -
Amortisation in year - -
Impairment in year - -
Net Book Value at 30(th) June - -
There were no transactions in the current or prior years.
2. Other ASSETS
Shares in UK public companies 30 June 2024 30 June 2023
£000's £000's
Fair Value of Share b/f - 170
Shares of UK public companies disposed in year - (170)
Fair Value of Shares c/f - -
3. Investment in subsidiary companies
Investments in subsidiaries are reviewed for impairment when events indicate
the carrying amount may not be recoverable and are accounted for in the
Company's Financial Statements at cost less accumulated impairment losses.
During the prior year the Directors impaired the carrying value of the
investment in Krunch Data Limited by £1,500,000. This was a result of the
impairment exercise conducted in the prior year across all group intangibles
as per Note 10 of the Group Financial Statements which took into account the
current level of business. In the year ending 30(th) June 2022 Mobile
Streams Plc completed its 100% acquisition of KrunchData Ltd and recorded the
investment at cost being £1.5 million. Management assessed the recoverability
of investments at year ended 30 June 2023 and an impairment indicator was
identified as a result of the loss of the significant contract with customer,
IGS, and as NFT revenues did not perform as expected. Although the directors
are of the opinion that the investment in KrunchData Ltd is equivocal to its
original cost, as it underpins the Group's business model, the directors deem
it prudent to maintain this impaired position in the current year.
Investments in Subsidiary undertakings comprise:
Proportion held
Subsidiary Directly by Mobile Streams plc By other Group companies Total held by Group Country of incorporation Status
Mobile Streams Inc. 100% - 100% USA Dormant
Mobile Streams de Argentina SRL 50% 50% 100% Argentina Active
Mobile Streams Columbia Limitada. 50% 50% 100% Colombia Dormant
Mobile Streams of Mexico de CV 50% 50% 100% Mexico Active
Mobile Streams India Private Limited 99.99% - 99.99% India Active
Streams Data Limited 100% - 100% UK Active
KrunchData Limited 100% - 100% UK Active
All the subsidiaries' issued shares were ordinary shares and their principal
activities were the distribution of licensed mobile phone content and/or the
provision of data insight and intelligence platforms and services. The Group's
shareholdings in these entities remained unchanged in the year ending 30 June
2024.
The registered offices addresses are:
Mobile Streams plc
125 Wood Street
London
EC2V 7AW
Mobile Streams, Inc.
PO Box 471191
Celebration
FL 34747-4679
KrunchData Limited
125 Wood Lane
London
EC2V 7AW
Mobile Streams Argentina SRL
Viamonte 1815 3rd Floor appt G
Ciudad Autonoma de Buenos Aires
Republica Argentina
Mobile Streams India:
2106, Wing A, Bldg/2, Raheja Willows, CHS
L,
Birchwood, Akruli Rd, Kandivali East, Maharashtra,
India
Mobile Streams Colombia
AV. CRA 13 No. 69-74 OF. 701
Municipio Bogota D.C..
Colombia
Mobile Streams Mexico
Calle Florencia No. 57, 3° Piso,
Colonia Juarez, Delegacion Cuauhtemoc, Ciudad de Mexico, C.P. 06600.
Mexico
Streams Data Limited
125 Wood Street
London
EC2V 7AW
4. DEBTORS 2024 2023
£000's £000's
Trade debtors - 1
Other debtors 185 3
Intercompany debtors 3,542 2,598
Provision for Intercompany debtors (3,542) (2,598)
185 4
No expected credit loss provision has been applied in respect of the other debtors on the basis that they pertain to UK VAT recoverable and sums owing by members of staff in respect of which the Directors consider the likelihood of default to be remote. Management assessed the recoverability of intercompany debtors at year ended 30 June 2024. Due to a reduction in the revenue derived from the legacy business and as future revenue growth is based on uncertain and uncontracted revenue from the new business segment, the directors have continued to provide against intercompany debtors in full. In respect of this the charge to the profit and loss account amounted to £944k in the year ending 30(th) June 2024 (year ending 30(th) June 2023: £2,598k).
5. CREDITORS
Creditors: amounts falling due within one year
2024 2023
£000's £000's
Trade creditors 138 86
Accruals and deferred income 194 147
332 233
6. SHARE CAPITAL
For details of share capital refer to note 16 to the Group Financial
Statements.
7. share premium account
For details of share capital refer to note 16 to the Group Financial
Statements.
8. Capital commitments
The Company has no capital commitments at 30 June 2024 (2023: Nil). As
detailed in Note 20 to the Group Financial Statements - Capital Commitments,
the Group is currently committed to investing approximately £145,000 into its
new Mexican business segment.
9. Contingent liabilities
As at 30 June 2024 there were no contingent liabilities (2023: Nil).
10. Related party transactions
During the year the Company remunerated the Directors and Officers as
disclosed in the Remuneration Report.
Related Parties
The Group has a 22.72% equity interest in BET where Mark Epstein is a Board
Member without beneficial interest. During the year the company provided
services totalling £350,000 excluding VAT to BET. At June 30 2024, BET owed
the company £166,541.
IgniteAMT Limited is a company where Mark Epstein is a Board Member and has a
beneficial interest and Sri Ramakrishna Uthayanan is the Finance Director
without beneficial interest and Tom Gutteridge is a Person of Significant
Control. During the year Company made payments of £163,500 excluding VAT to
IgniteAMT Limited. At June 30 2024, the company owed IgniteAMT Limited
£43,482.
Rama Uthayanan received £48,000 for fees from KrunchData, which is disclosed
in the Remuneration Committee report.
The Company is taking advantage of the exemption per IAS 24 which does not
require disclosure of transactions entered into between members of a group
when one of the transacting parties is a wholly owned subsidiary.
11. Directors and employees
The average number of employees during the year to 30 June 2024 was as
follows:
Year-ended Year ended
2024 2023
Number Number
Management 5 5
5 5
Nominated Adviser Statement
Beaumont Cornish Limited ("Beaumont Cornish"), is the Company's Nominated
Adviser and is authorised and regulated in the United Kingdom by the Financial
Conduct Authority. Beaumont Cornish's responsibilities as the Company's
Nominated Adviser, including a responsibility to advise and guide the Company
on its responsibilities under the AIM Rules for Companies and AIM Rules for
Nominated Advisers, are owed solely to the London Stock Exchange. Beaumont
Cornish is not acting for and will not be responsible to any other persons for
providing protections afforded to customers of Beaumont Cornish nor for
advising them in relation to the proposed arrangements described in the
announcement or any matter referred to in it.
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