REG - SpaceandPeople PLC - Final results for the year ended 31 December 2021
25/04/2022 07:00
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RNS Number : 1272J SpaceandPeople PLC 25 April 2022
SpaceandPeople plc
("SpaceandPeople" or the "Group")
Final Results for the year ended 31 December 2021
SpaceandPeople (AIM:SAL) the retail, promotional and brand experience
specialist, is pleased to announce its final results for the year ended 31
December 2021.
Financial Highlights
· Revenue of £4.0 million (2020: £2.8 million and 2019: £7.7
million)
· Operating profit of £0.2 million (2020: loss of £3.6 million
and 2019: profit of £0.1 million)
· Basic Earnings per Share before non-recurring costs and
discontinued operation of 0.9p (2020: loss of 7.2p and 2019: profit of 0.3p)
· Borrowings net of cash at year end of £0.4 million with
available facilities of £2.5 million (2020: net borrowings of £0.9 million)
Operational Highlights
· Multi-year contract renewal with major client ECE in Germany
· Extension of relationship with Landsec through to 2026
· Demonstrated resilience of the business with successful
bounce-back each time restrictions were lifted
· Refinancing of banking facilities for a longer period of time
Post Year End Highlights
· Extension of Network Rail agreement until 2023
Chair's Statement
After another year of pandemic-induced disruption, I would like firstly to
thank all of our staff and management across the business for their hard work
and support in 2021 as well as their continued commitment to the Group.
We have focussed on ensuring the business is in the best shape it can be for
the recovery which is now under way while dealing with the government-imposed
restrictions in the UK and Germany. The difficult decisions that were made
during this period have left a more resilient business which has a robust
balance sheet and stable, committed finance facilities. The biggest impacts
were felt in 2020's results through non-recurring charges in the income
statement with no similar charges in the year we are now reporting on.
Growth returned to the business in 2021, as we expected, but remained below
pre-pandemic levels despite new venue wins and we look forward to a more
normal year of trading in 2022. However, a significant milestone was achieved
last year with the move back into profit and positive earnings per share.
Key business developments and the financial performance of the Group are
covered in more detail in Nancy Cullen's CEO Report and Gregor Dunlay's
Operating and Financial Review.
Management is clear on the strategic growth opportunities in the UK and
Germany and there is the necessary capital, resource, skills and ambition
within the business to achieve these.
Your business is a cash generative one which has limited capital expenditure
needs and we will look to return to paying dividends at a suitably prudent
time. We will keep you informed of progress towards this over upcoming
reporting periods.
Finally, I would like to thank my Board colleagues for their support and input
throughout the year and to congratulate again the SpaceandPeople team for all
that they have achieved in 2021. In particular, I would like to thank Graham
Bird, who has chosen to retire from the Board at the forthcoming AGM, for his
invaluable support and insight as a director during an extremely turbulent
time.
George Watt
Chair
22 April 2022
Chief Executive Officer's Review
Introduction
2021 was yet another challenging year for the business - we started the year
in lockdown with the earliest venues to open being English shopping centres in
April 2021 and the latest being German shopping malls which opened fully
during May 2021. Thankfully, venues remained open for the rest of the year in
the UK, but the announcement regarding the new omicron variant of covid in
November 2021 had a profound effect on our business in November and December
and many of our retail clients suffered from poor Christmas sales due to
diminished footfall. In Germany, our shopping centre venues also remained
open, but customers visiting centres were subjected to vaccine passport checks
before they entered each store which had a detrimental effect on footfall.
Once again, I am indebted to our staff and senior team in both the UK and
Germany for their tenacity and tolerance over what has been another very
challenging year for them and to my fellow Directors for their resilience
after another year of difficult trading conditions.
A Year of Recovery
UK
Overall, 2021 was a year of recovery from the challenging circumstances that
we found ourselves in during 2020, when the majority of our venues were closed
for up to four months and train station footfall plummeted as a result of
lockdowns and subsequent working from home advice. For the most part, footfall
recovered well in 2021 post the April reopening and until November we were
recording strong footfall levels in both the UK and Germany and business
across all sectors that we represent was returning. Unfortunately for the
business, the publicity surrounding the omicron variant of covid created an
immediate slow-down in both demand for space and venue footfall and we
received a number of cancellations to pre-planned bookings at a critical time
of year. Our retail clients who continued to trade throughout this period also
reported poor trading figures as a result of low footfall in their venues.
In the UK, of all our revenue streams, the Brand Experience business suffered
the most. In 2021, many agencies chose alternative media (in preference to
live events), outdoor venues (due to social distancing) or postponed campaigns
until 2022. This affected revenue across the full portfolio of venues that we
represent. I am very pleased to report, however, that after a slow start to
2022, business levels in this sector are now recovering well.
In the retail sector business demand remained strong, in part due to our
vastly expanded network of venues, but also due to the variety of retail
options that we offer short-term retailers. It has been encouraging to see new
products and services continue to take space at our venues and the appetite
for pop-up retail continues unabated. Specific trends such as the increase in
pet ownership has also resulted in the growth of new product categories
including pet food subscription promotions and accessories kiosks. This year
we have exciting plans for an expansion of our Pop-Up Shop concept which we
hope will drive increased demand from both new and on-line retailers.
During the year we were also delighted to sign a contract extension with
Landsec, one of our most important property partners, for the provision of
experiential activity and short-term retailing. This agreement which covers 35
shopping centres, retail parks and leisure destinations was extended until
2026.
Germany
Our German business was affected significantly by lockdowns and the emergence
of the omicron variant. Shopping malls in Germany were permitted to reopen by
May and remained open throughout the rest of the year, however, as soon as the
omicron variant news was announced, malls required all customers to show their
vaccination status before entering any shops which had a significant negative
effect on footfall. At the end of March 2022, Germany removed all restrictions
including compulsory mask wearing. This was the first time that all
restrictions had been fully lifted since March 2020.
We did have significant good news during the year in that the German
management team successfully negotiated a new contract with ECE for a further
five years. The number of RMUs included in the new agreement is a minimum of
58 in 30 shopping centres, with the aim of agreeing further venues and RMUs
throughout the contract period. This new agreement also allows us to trade in
ECE malls without large minimum guarantees. During the year we also trialled
new venues for our products introducing our first RMU into Hauptbahnhof
Hamburg station. We will be monitoring sales here with a view to expanding our
train station network or introducing additional retail into this site.
Outlook
2021, although a marked improvement on 2020, was not without its challenges
both at the beginning and at the very end of the year and the business has yet
again had to build back from very difficult circumstances. I am pleased to
report however that we are now seeing business levels returning and footfall
in our venues continuing to grow. This has been helped by the removal of
working from home advice and by the phasing out of covid testing. January and
February remained affected in both the UK and Germany, but we are now seeing a
revival in business interest across all sectors in which we operate. At the
start of March 2022, we were delighted to announce that our partnership with
Network Rail had been extended for a further year. As footfall in stations
continues to grow during 2022, this relationship will be fundamental to the
recovery in revenue, which combined with a renewed focus on our key sectors, a
committed and highly motivated management team and vastly reduced overheads
will see improved operating profitability in 2022 even given the impact of
current general economic factors.
Nancy Cullen
Chief Executive Officer
22 April 2022
Operating and Financial Review
2021 saw the Group return to profitability despite another stop / start year
characterised by continuing periods of lockdown and government advice to
restrict interaction in both the UK and Germany, not always concurrently.
With this having been the case for some time now, the business was much better
prepared to react to closures and reopenings, but it still made planning and
forward selling extremely challenging.
Despite these issues, revenue increased by 43% to £4.0 million primarily
reflecting less time spent in lockdown. Along with a 15% reduction in cost of
sales and a 19% reduction in administration expenses (excluding non-recurring
costs), this led to a return to profitability following the extreme challenges
of 2020.
Revenue
Revenue generated in 2021 was £4.0 million, which was £1.2 million (43%)
higher than in the previous year. This was made up as follows:
2021 2020
£ million £ million Movement
UK promotions 2.1 0.8 +162%
UK retail 1.0 0.9 +11%
German combined 0.9 1.1 -18%
Total 4.0 2.8 +43%
The increase in total revenue was primarily due to there being longer periods
of time during 2021 than in the previous year when venues were open and able
to accept bookings and activity as well as the gradual recovery in sentiment
for both venues and promoters.
UK promotional revenue was up 162% to £2.1 million compared with the previous
year, although this was still 39% below that achieved in 2019. The increase
from the previous year was as a result of Brand Experience activity and kiosk
retailing experiencing encouraging recoveries, although Brand Experience
activity still remained some way behind 2019 levels as brands and agencies
remained cautious of face-to-face engagement.
In the UK retail division, Retail Merchandising Unit ("RMU") revenue recovered
slightly from the previous year. RMU retailers were some of the first
operators to return to venues each time restrictions were lifted, however, a
number of RMUs remained out of operation in some venues as the need to
maintain social distancing meant that RMUs in compromised positions had to be
removed from service for significant periods of time.
The Mobile Promotions Kiosk ("MPK") element of UK retail revenue continued to
be supressed during 2021. Revenue was 5% lower than in the previous year due
to a material decline in activity from the charity sector where face to face
engagement remained difficult.
German revenue fell by 18% to £0.9 million with a corresponding reduction in
cost of sales. The profile of the periods of lockdown in Germany differed from
the UK with venues locked down from the start of 2021 until the end of May and
with trade slow to recover through June. In the previous year, Germany had
only gone into lockdown from the middle of March until the start of May, so
was significantly less affected than the UK.
Administrative Expenses
Administrative expenses declined by £0.8 million from the previous year to
£3.5 million. This was as a result of the reduction in staff costs where
£0.7 million was saved with the reduction in the average number of staff
employed falling from 69 to 50. This follows the £0.6 million reduction in
administrative expenses achieved in the prior year and marks the completion of
the cost reduction plan put in place at the start of the pandemic.
Other Operating Income
As was the case in the previous year, other operating income mainly comprised
coronavirus business support provided by both the UK and German governments by
way of staff cost support and government compensation for loss of
profitability in Germany.
Operating Profit
During 2021, the Group returned to an operating profit position of £0.2
million, which although in itself is modest, marked a substantial turnaround
following the operating loss of £3.6 million in the previous period.
Basic Earnings per Share ("EPS") improved to 0.9p (2020: loss per share 17.2p)
and fully diluted EPS improved to 0.9p (2020: loss per share 17.2p). Basic EPS
is calculated as profit after tax and attributable to the owners of the
Company divided by the weighted average number of shares in issue during the
year which was 19,519,563 (2020: 19,519,563).
Basic EPS excluding non-recurring costs and discontinued operations improved
to 0.9p (2020: negative 7.2p).
Fully diluted EPS excluding non-recurring costs and discontinued operations
improved to 0.8p (2020: negative 17.2p).
Fully diluted EPS also takes into account the number of shares that would be
issued on the exercise of outstanding share options. The weighted average
number of shares used to calculate the diluted EPS was 20,752,108 (2020:
19,519,563).
Cash Flow
The Group cash inflow from operations was £0.8 million (2020: outflow of
£1.1 million). This was due to positive EBITDA of £0.5 million and a £0.2
million corporation tax receipt. As at the end of 2021, the Group had drawn
down £1.78 million of its banking facilities (2020: £1.75 million). With the
gross cash position being £0.5 million higher at the end of 2021 than 2020 at
£1.4 million (2020: £0.8 million), this resulted in borrowings net of cash
being £0.4 million (2020: £0.9 million).
Gregor Dunlay
Chief Financial Officer
22 April 2022
Consolidated Statement of Comprehensive Income
For the 12 months ended 31 December 2021
Notes
12 months to 12 months to
31 December 2021 31 December 2020
£'000 £'000
Continuing Operations
Revenue 4 4,020 2,813
Cost of sales 4 (1,211) (1,417)
Gross profit 2,809 1,396
Administration expenses 4 (3,456) (4,267)
Other operating income 5 800 739
Operating profit / (loss) before non-recurring costs 153 (2,132)
Non-recurring charges 8 - (1,442)
Operating profit / (loss) 153 (3,574)
Finance costs 9 (78) (27)
Profit / (loss) before taxation 75 (3,601)
Taxation 10 97 519
Profit / (loss) after taxation 172 (3,082)
Profit / (loss) from discontinued operation 11 12 (512)
Profit / (loss) for the period 184 (3,594)
Other comprehensive income
Foreign exchange differences on translation of foreign operations (38) (30)
Total comprehensive income for the period 146 (3,624)
Profit / (loss) for the period attributable to
Owners of the Company 184 (3,355)
Non-controlling interests - (239)
184 (3,594)
Total comprehensive income for the period attributable to
Owners of the Company 146 (3,385)
Non-controlling interests - (239)
146 (3,624)
Earnings / (loss) per share
Basic - before non-recurring charges and discontinued operation 24 0.9p (7.2)p
Basic - after non-recurring charges and discontinued operation 24 0.9p (17.2)p
Diluted - before non-recurring charges and discontinued operation 24 0.8p (7.2)p
Diluted - after non-recurring charges and discontinued operation 24 0.9p (17.2)p
Consolidated Statement of Financial Position
At 31 December 2021
Notes 31 December 2021 31 December 2020
£'000 £'000
Assets
Non-current assets:
Goodwill 13 6,881 6,881
Property, plant & equipment 14 690 1,028
Deferred tax asset 16 297 160
7,868 8,069
Current assets:
Trade & other receivables 15 2,196 1,990
Current tax receivable 6 176
Deferred tax asset 16 - 47
Cash & cash equivalents 17 1,380 839
3,582 3,052
Total assets 11,450 11,121
Liabilities
Current liabilities:
Trade & other payables 18 4,339 3,936
Borrowings repayable within one year 19 297 972
Lease liabilities 20 189 286
4,825 5,194
Non-current liabilities:
Borrowings repayable after one year 19 1,481 778
Lease liabilities 20 308 464
1,789 1,242
Total liabilities 6,614 6,436
Net assets 4,836 4,685
Equity
Share capital 22 195 195
Share premium 4,868 4,868
Special reserve 233 233
Retained earnings (460) (587)
Equity attributable to owners of the 4,836 4,709
Company
Non-controlling interest - (24)
Total equity 4,836 4,685
Consolidated Statement of Cash Flows
For the 12 months ended 31 December 2021
Notes 12 months to 12 months to
31 December 2021 31 December 2020
£'000 £'000
Cash flows from operating activities
Cash generated from operations 680 (1,185)
Interest received - discontinued operation 11 - 6
Interest paid 9 (78) (27)
Taxation 177 57
Net cash inflow / (outflow) from operating activities 779 (1,149)
Cash flows from investing activities
Purchase of property, plant & equipment 14 (80) (32)
Net cash outflow from investing (80) (32)
activities
Cash flows from financing activities
Proceeds from new Bank facility 1,000 1,000
Bank facility payments (972) -
Payment of lease obligations (186) (207)
Net cash (outflow) / inflow from (158) 793
financing activities
Increase / (decrease) in cash and cash equivalents 541 (388)
Cash and cash equivalents at beginning of 839 1,227
Period
Cash and cash equivalents at end of 17 1,380 839
period
Reconciliation of operating profit to net
cash flow from operating activities
Operating profit / (loss) 153 (4,092)
Write off of goodwill 13 - 1,100
Gain / loss on disposal (28) -
Depreciation of property, plant & 14 375 326
Equipment
Effect of foreign exchange rate moves (33) (33)
(Increase) / decrease in receivables (271) 1,438
Increase in payables 484 76
Cash inflow / (outflow) from operating activities 680 (1,185)
Consolidated Statement of Changes in Equity
For the 12 months ended 31 December 2021
Share Share Special Retained Non- Total
capital premium reserve Earnings controlling equity
£'000 £'000 £'000 £'000 interest £'000
£'000
At 31 December 2019 195 4,868 233 2,799 215 8,310
Comprehensive
income:
Foreign currency
translation - - - (30) - (30)
Loss for the period - - - (3,356) (239) (3,595)
Total comprehensive - - - (3,386) (239) (3,625)
income
At 31 December 2020 195 4,868 233 (587) (24) 4,685
Comprehensive
income:
Foreign currency
translation - - - (38) - (38)
Profit for the period 184 - 184
Total comprehensive - - - 146 - 146
income
Other movement - - - (24) 24 -
Equity settled share-based payment - - - 5 - 5
At 31 December 2021 195 4,868 233 (460) - 4,836
Notes to the Financial Statements
For the 12 months ended 31 December 2021
1. General information
SpaceandPeople plc is a public limited company incorporated and domiciled in
Scotland (registered number SC212277) which is listed on AIM (dealing code
SAL).
2. Basis of preparation
The Group's financial statements have been prepared under the historical cost
convention as described in the accounting policies set out in note 3 below.
These accounting policies are consistent with those in the previous year. The
financial statements are presented in Sterling, which is the functional
currency of the Group and are rounded to thousands (£'000).
Compliance Statement
These financial statements have been prepared in accordance with UK adopted
International accounting standards (UK-adopted IAS). As a result of the UK
leaving the EU, the International Accounting Standards and European Public
Limited-Liability Company (Amendment etc.) (EU Exit) Regulations 2019 (SI
2019/685) require all companies with accounting periods beginning on or after
1 January 2021 to apply UK-adopted IAS. In the previous year, the company
applied International Financial Reporting Standards as adopted in the European
Union (EU-adopted IFRS). Prior year comparatives have not been restated for
this change. On 1 January 2021 UK-adopted IAS and EU-adopted IFRS were
identical. Since this date timing differences in endorsement have arisen,
however no amendments would be required to these financial statements if they
were to be prepared in accordance with EU-adopted IFRS as at 31 December 2021.
Going Concern
The Directors are required to prepare the statutory financial statements on
the going concern basis unless it is inappropriate to presume that the Group
will continue in business. In satisfaction of this responsibility the
Directors have considered the Group's ability to meet its liabilities as they
fall due.
The Group meets its day-to-day cash requirements through working capital
management and the use of existing bank overdraft and loan. Management
information tools including budgets and cash flow forecasts are used to
monitor and manage current and future liquidity.
The current and future financial position of the Group, its cash flows and
liquidity position continue to be reviewed by the Directors. They take a
prudent view on the continuing recovery in the Group's business post covid
lockdowns and have stress tested these assumptions to ensure that cash flows
and liquidity are sufficiently robust to allow the Group to continue to trade
during this period.
During 2021, the Group refinanced its borrowing facilities with its principal
banker. The Group now has term loans in place that mature in 2025 and 2027
along with overdraft facilities available for a 3 year period. New covenants
are in place that reflect the current trading position and a reasonable view
of the continued recovery from the pandemic.
The Group continues to manage its cash flows prudently and the Directors are
confident that the current resources and available funding facilities will
provide sufficient headroom to meet the forecast cash requirements. The
Group's current and long-term forecast outlook has provided further assurance
to the Directors regarding its financial position.
As such, the Directors consider that it is appropriate to prepare the
financial statements on the going concern basis.
Accounting developments
New and revised IFRSs applied
Title Implementation Effect on Group
COVID-19 Related Rent Concessions (Amendments to IFRS16) Annual period beginning on or after 1 June 2020 There is no material impact on the financial statements.
Interest Rate Benchmark Reform - Phase 2 (Amendments to IFRS 9, IAS 39 and Annual periods beginning on or after 1 January 2021 There is no material impact on the financial statements.
IFRS 7, IFRS 4 and IFRS 16)
The following amendments will be introduced in future periods
Title Implementation Effect on Group
Onerous Contracts - Cost of Fulfilling a Contract (Amendment to IAS 37) Annual periods beginning on or after 1 January 2022 The Board does not anticipate any impact on the financial statements.
Annual Improvements to IFRS Standards 2018 - 2020 Annual periods beginning on or after 1 January 2022 The Board does not anticipate any impact on the financial statements.
Property, Plant and Equipment: Proceeds Before Intended Use (Amendments to IAS Annual periods beginning on or after 1 January 2022 The Board does not anticipate any impact on the financial statements.
16)
Reference to the Conceptual Framework (Amendments to IFRS 3) Annual periods beginning on or after 1 January 2022 The Board does not anticipate any impact on the financial statements.
Classification of Liabilities as Current or Non-current (Amendments to IAS 1) Annual periods beginning on or after 1 January 2023 * The Board does not anticipate any impact on the financial statements.
IFRS 17 Insurance Contracts and Amendments to IFRS 17 Insurance Contracts Annual periods beginning on or after 1 January 2023 * The Board does not anticipate any impact on the financial statements.
Disclosure of Accounting Policies (Amendments to IAS 1
and IFRS Practice Statement 2) Annual periods beginning on or after 1 January 2023 * A full impact assessment will be undertaken in due course.
Definition of Accounting Estimate (Amendments to IAS 8) Annual periods beginning on or after 1 January 2023 * A full impact assessment will be undertaken in due course.
Deferred Tax Related to Assets and Liabilities Arising from Annual periods beginning on or after 1 January 2023 * A full impact assessment will be undertaken in due course.
a Single Transaction _ Amendments to IAS 12 Income
Taxes
Management currently foresees no material impact by the adoptions on the
financial statements of the Group in the period of initial application.
However, this will be assessed further upon implementation.
* As yet, none of these have been endorsed for use in the UK and will not be
adopted until such time as endorsement is confirmed.
3. Accounting policies
Basis of consolidation
The consolidated financial statements incorporate the financial statements of
the Company and entities controlled by the Company (its subsidiaries). Control
is achieved where the Company has the power to govern the financial and
operating policies of an entity so as to obtain benefits from its activities.
The results of subsidiaries acquired or disposed of during the period are
included in the consolidated statement of comprehensive income from the
effective date of acquisition and up to the effective date of disposal, as
appropriate. Total comprehensive income of subsidiaries is attributed to the
owners of the Company and to the non-controlling interests, even if this
results in the non-controlling interests having a deficit balance.
When necessary, adjustments are made to the financial statements of
subsidiaries to bring their accounting policies into line with those used by
other members of the Group.
All intra-group transactions, balances, income and expenses are eliminated in
full on consolidation.
Goodwill
Goodwill arising on an acquisition of a business is carried at cost as
established at the date of acquisition of the business less accumulated
impairment losses, if any.
For the purpose of impairment testing, goodwill is allocated to each of the
Group's cash-generating units (or groups of cash-generating units) that is
expected to benefit from the synergies of the combination.
A cash-generating unit to which goodwill has been allocated is tested for
impairment annually, or more frequently when there is indication that the unit
may be impaired. If the recoverable amount of the cash-generating unit is less
than its carrying amount of any goodwill allocated to the unit and then to the
other assets of the unit pro rata based on the carrying amount of each asset
in the unit. Any impairment loss of goodwill is recognised directly in the
consolidated statement of comprehensive income within administration expenses.
An impairment loss recognised for goodwill is not reversed in subsequent
periods.
On disposal of the relevant cash-generating unit, the attributable amount of
goodwill is included in the determination of the profit or loss on disposal.
Investments in subsidiaries
The Parent Company's investments in subsidiary undertakings are included in
the Company statement of financial position at cost, less provision for any
impairment in value.
Revenue
Revenue is measured at the fair value of consideration received or receivable.
Revenue is shown net of value-added tax, rebates and discounts and after
eliminating intergroup sales. Revenue is recognised when the amount of revenue
can be measured reliably, it is probable that future economic benefits will
flow to the Group and when the relevant performance obligation is satisfied.
The performance obligation is considered to occur when the promotional or
retail booking event takes place. This performance obligation is satisfied
over the period of the booked event. Revenue does not contain a financing
component nor any element of variable consideration.
Promotion divisions
Revenue in the UK promotion division is recognised over the period the
promotion event takes place and is agreed by all parties. This policy is
adopted as our contractual right to commission income is crystallised at this
point. Payment of a deposit is typically due when the booking is made with the
balance payable 30 days prior to the promotion taking place or in instalments
if the promotion is of a duration longer than 30 days.
Retail divisions
Revenue in the UK and German retail divisions is recognised in the month
during which the booking takes place. This is due to the requirement to match
the revenue with performance obligations. Payment is due in advance on a
monthly basis.
Interest income
Interest income from a financial asset is recognised when it is probable that
the economic benefits will flow to the Group and the amount of income can be
measured reliably. Interest income is accrued on a time basis, by reference to
the principal outstanding and at the effective interest rate applicable, which
is the rate that exactly discounts estimated future cash receipts through the
expected life of the financial asset to the asset's net carrying amount on
initial recognition.
Government assistance
Grants from the government are recognised at their fair value where there is a
reasonable assurance that the grant will be received and the Group will comply
with all attached conditions. Grants received in are reported within other
operating income.
Leasing
IFRS 16 requires capitalisation of all leasing agreements with duration
exceeding 12 months, whereas the previous regulations only required
capitalisation of finance leases. The right-of-use asset and liability to be
recognised for each leasing agreement is the present value of the lease
payments.
The Group applied the following practical expedients as permitted by the
standard on transition:
· non recognition of right of use assets and liabilities for leases
of low value or for which the lease term ends within 12 months of the date of
transition
· the use of a single discount rate to a portfolio of leases with
reasonably similar characteristics
· the exclusion of initial direct costs for the measurement of the
right of use asset at the date of initial application
· the use of hindsight in determining the lease term where the
contract contains options to extend or terminate the lease.
At inception, the Group assesses whether a contract is, or contains, a lease
within the scope of IFRS 16. A contract is, or contains, a lease if the
contract conveys the right to control the use of an underlying identified
asset for a period of time in exchange for consideration.
Where a tangible asset is acquired through a lease, the Group recognises a
right-of-use asset and a lease liability at the lease commencement date.
Right-of-use assets are included within property, plant and equipment.
The right-of-use asset is initially measured at cost, which comprises the
present value of minimum lease payments determined at the inception of the
lease. The right-of-use asset is subsequently depreciated using the
straight-line method from the commencement date to the earlier of the end of
the useful life of the right-of-use asset or the end of the lease term. The
estimated useful lives of right-of-use assets are determined on the same basis
as those of other property, plant and equipment. The right-of-use asset is
periodically reduced by impairment losses, if any, and adjusted for certain
remeasurements of the lease liability.
The lease liability is initially measured at the present value of the lease
payments that are unpaid at the commencement date, discounted using the
interest rate implicit in the lease or, if that rate cannot be readily
determined, the Group's incremental borrowing rate. Lease payments included in
the measurement of the lease liability comprise fixed payments, variable lease
payments that depend on an index or a rate, amounts expected to be payable
under a residual value guarantee, and the cost of any options that the Group
is reasonably certain to exercise, such as the exercise price under a purchase
option, lease payments in an optional renewal period, or penalties for early
termination of a lease.
The lease liability is remeasured when there is a change in: future lease
payments arising from a change in an index or rate; the Group's estimate of
the amount expected to be payable under a residual value guarantee; or the
Group's assessment of whether it will exercise a purchase, extension or
termination option. When the lease liability is remeasured in this way, a
corresponding adjustment is made to the carrying amount of the right-of-use
asset or is recorded in profit or loss if the carrying amount of the
right-of-use asset has been reduced to zero.
The Group has elected not to recognise right-of-use assets and lease
liabilities for short-term leases of machinery that have a lease term of 12
months or less, or for leases of low-value assets including IT equipment. The
payments associated with these leases are recognised in profit or loss on a
straight-line basis over the lease term.
The Group has made judgements in adopting IFRS 16 such as identifying
contracts in scope for IFRS 16, determining the interest rate used for the
discounting of future cashflows, and the determining lease terms where the
lease has extension or termination options.
In the prior year, lease liabilities due within one year were shown within
Trade and other payables on the balance sheet. These have been shown
separately in the current year and prior year comparative to provide more
relevant information to the users of the financial statements. There is no
impact on the value of current liabilities as a result of the
reclassification.
Property, plant & equipment
Depreciation is provided at the annual rates below in order to write off each
asset over its estimated useful life.
Plant & equipment - 12.5% of cost
Fixtures & fittings - 25% of cost
Computer equipment - 25% of cost
Computer software - 33% of cost
Property, plant & equipment is stated at cost less accumulated
depreciation to date.
Intangible assets
Website development costs
The Group capitalises all costs directly attributable to further developing
its websites, while costs which relate to on-going maintenance are expensed as
they arise. The capitalised costs are depreciated over three years.
Patents and trademarks
The costs of obtaining patents and trademarks are capitalised and written off
over the economic life of the asset acquired.
Impairment of non-current assets
The need for any non-current asset impairment is assessed by comparison of the
carrying value of the asset against the higher of realisable value and the
value in use or, in the case of intangible assets, the anticipated future cash
flows arising from the asset.
Taxation
The tax credit or expense represents the sum of tax and deferred tax currently
recoverable or payable. Tax currently recoverable or payable is based on the
taxable loss or profit for the period. The Group's asset or liability for
current tax is calculated using rates that have been enacted or substantially
enacted at the balance sheet date.
Deferred tax is the tax expected to be payable or recoverable on differences
between the carrying amounts of assets and liabilities in the financial
statements and the corresponding tax bases used in computation of taxable
profits and is accounted for using the liability method. Deferred tax
liabilities are recognised for all temporary timing differences and deferred
tax assets are recognised to the extent that it is probable that taxable
profits will be available against which deductible temporary differences can
be utilised. Such assets and liabilities are not recognised if the temporary
difference arises from the initial recognition, other than in a business
combination, of other assets and liabilities in a transaction that affects
neither the taxable profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each balance sheet
date and reduced to the extent it is no longer probable that sufficient
taxable profits will be available to allow all or part of the asset to be
recovered.
Deferred tax is calculated at the tax rates that are expected to apply in the
period when the liability is settled or the asset is realised based on tax
laws and rates that have been enacted at the balance sheet date. Deferred tax
is charged or credited in the income statement, except when it relates to
items charged or credited in other comprehensive income, in which case the
deferred tax is also dealt with in other comprehensive income.
Foreign exchange
Items included in the Group's financial statements are measured using Pounds
Sterling, which is the currency of the primary economic environment in which
the Group operates and is also the Group's presentational currency.
Transactions denominated in foreign currencies are translated into Sterling at
the rates ruling at the dates of the transactions. Monetary assets and
liabilities denominated in foreign currencies at the balance sheet date are
translated at the rates at that date. These translation differences are dealt
with in the profit and loss account.
The income and expenditure of overseas operations are translated at the
average rates of exchange during the period. Monetary items on the balance
sheet are translated into Sterling at the rate of exchange ruling on the
balance sheet date and fixed assets at historical rates. Exchange difference
arising are treated as a movement in reserves.
Financial instruments
Financial assets and liabilities are recognised in the Group's balance sheet
when it becomes a party to the contractual provisions of the instrument.
Offsetting financial instruments
Financial assets and liabilities are offset and the net amount reported in the
Balance Sheet where there is a legally enforceable right to offset the
recognised amounts.
Trade and other receivables
Trade and other receivables where payment is due within one year do not
constitute a financing transaction and are recorded at original invoice value
less an allowance for any uncollectable amounts.
If payment is due after more than one year or if there is any other indication
of a financing transaction, trade and other receivables are recorded initially
at fair value less attributable transaction costs. In this situation, fair
value is equal to the amount expected to be received, discounted at a
market-related interest rate.
All trade and other receivables are subsequently measured at amortised cost,
net of impairment
The Group recognises lifetime ECL (expected credit losses) for trade
receivables, which are estimated by reference to past default experience of
the debtor and an analysis of the debtor's current financial position,
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 the time value of
money where appropriate.
The Group writes off a receivable when there is information indicating that
the debtor is in severe financial difficulty and there is no realistic
prospect of recovery. Write offs are recognised in the income statement when
identified.
Cash and cash equivalents
Cash and cash equivalents are carried in the balance sheet at cost and
comprise cash in hand, cash at bank and deposits with banks.
Trade and other payables
Trade and other payables are carried at amortised costs and represent
liabilities for goods or services provided to the Group prior to the period
end that are unpaid and arise when the Group becomes obliged to make future
payments in respect of these goods and services.
Equity instruments
Equity instruments issued by the Group are recorded at the proceeds received,
net of direct issue costs.
Share based payments
The Group operates a number of equity settled share-based payment schemes
under which share options are issued to certain employees. The fair value
determined at the grant date of the equity settled share-based payment, where
material, is expensed on a straight-line basis over the vesting period. For
schemes with only market-based performance conditions, those conditions are
considered in arriving at the fair value at grant date.
Pensions
The Group pays contributions to the personal pension schemes of the majority
of employees. Contributions are charged to the income statement in the period
in which they fall due.
Critical accounting judgements and estimates
The preparation of financial statements in conformity with IFRS requires the
use of accounting estimates and assumptions that affect the reported amounts
of assets and liabilities at the date of the financial statements and the
reported amounts of income and expenditure during the period. Although these
estimates are based on management's best knowledge of current events and
actions, actual results may differ from those estimates. IFRS also requires
management to exercise its judgement in the process of applying the Group's
accounting policies.
The areas where significant judgements and estimates have been made in the
preparation of these financial statements are the impairment of goodwill,
impairment of the value of investment in subsidiaries and taxation.
Explanations of the methodology and the resultant assumptions are detailed in
the relevant accounting policies above and the respective notes to the
financial statements.
Borrowing costs
Borrowing costs are amortised over the duration of the loan and recognised
throughout the term of the loan.
4. Segmental reporting
The Group maintains its head office in Glasgow and a subsidiary office in
Hamburg, Germany. These are reported separately. In addition, the retail
business, now trading as POP Retail, has a subsidiary in Germany. The Group
has determined that these are the principal operating segments as the
performance of these segments is monitored separately and reviewed by the
Board.
The following tables present revenues, results and asset and liability
information regarding the Group's two core business segments - Promotional
Sales and Retail, split by geographic area, after licence fees and management
charges made between Group companies. As of 1 January 2021, the German
Promotional Sales and Retail businesses were merged and are now disclosed as a
combined German Retail business. The Other segment incorporates SpaceandPeople
India until its disposal.
Segment revenues and Promotion Retail Retail Head Other Group
Results UK UK Germany Office
for 12 months to £'000 £'000 £'000 £'000 £'000 £'000
31 December 2021
Revenue 2,132 1,022 866 - - 4,020
Cost of sales - (701) (510) - - (1,211)
Administrative expenses (1,542) (259) (882) (773) - (3,456)
Other revenue 126 - 674 - - 800
Gain associated with discontinued operation - - - - 12 12
Segment operating profit / (loss) including discontinued operations 716 62 148 (773) 12 165
Finance costs (61) - (17) - - (78)
Segment profit / (loss) 655 62 131 (773) 12 87
before taxation including discontinued operations
Segment assets and Promotion Retail Retail Other Group
liabilities UK UK Germany
as at 31 December 2021 £'000 £'000 £'000 £'000 £'000
Total segment assets 5,968 4,732 750 - 11,450
Total segment liabilities (5,525) (646) (443) - (6,614)
Total net assets 443 4,086 307 - 4,836
Segment revenues and results for Promotion Promotion Retail Retail Head Other Group
12 months to UK Germany UK Germany Office
31 December 2020 £'000 £'000 £'000 £'000 £'000 £'000 £'000
Revenue 796 46 925 1,046 - - 2,813
Cost of sales - - (753) (664) - - (1,417)
Administrative expenses (1,955) (136) (250) (1,069) (857) - (4,267)
Other revenue 439 5 - 295 - - 739
Non-recurring charges (18) (111) - - (1,313) - (1,442)
Loss associated with discontinued operation - - - - - (518) (518)
Segment operating profit/(loss) after discontinued operations (738) (196) (78) (392) (2,170) (518) (4,092)
Finance costs - continuing operations (27) - - - - - (27)
Finance income - discontinued operation - - - - - 6 6
Segment profit/(loss) (765) (196) (78) (392) (2,170) (512) (4,113)
before taxation after discontinued operations
Segment assets and Promotion Promotion Retail Retail Other Group
liabilities UK Germany UK Germany
as at 31 December 2020 £'000 £'000 £'000 £'000 £'000 £'000
Total segment assets 5,327 89 4,735 545 525 11,221
Total segment liabilities (5,175) (45) (714) (561) (41) (6,536)
Total net assets 152 44 4,021 (16) 484 4,685
5. Other operating income
Other operating income is comprised of:
12 months to 12 months to
December 2021 December 2020
£'000 £'000
Government grants 668 595
Ancillary charges 132 144
800 739
6. Operating profit / (loss)
The operating profit / (loss) is stated after charging:
12 months to 12 months to
December 2021 December 2020
£'000 £'000
Impairment of goodwill - 1,100
Depreciation of property, plant and equipment 183 234
Depreciation of right of use assets 192 263
Interest charges in relation to finance lease obligations 48 61
Auditor's remuneration:
Fees payable for:
Audit of Company 32 27
Audit of subsidiary undertakings 16 16
Tax services 14 7
Other services 5 19
67 69
Directors' remuneration 554 887
7. Staff costs
The average number of employees in the Group during the period was as follows:
12 months to 12 months to
December 2021 December 2020
Executive Directors 3 4
Non-executive Directors 3 3
Administration 16 25
Telesales 19 25
Commercial 3 5
Maintenance 6 7
50 69
12 months to 12 months to
December 2021 December 2020
£'000 £'000
Wages and salaries 1,785 2,500
Social Security costs 198 276
Pensions 112 67
2,095 2,843
Details of Directors' emoluments, including details of share option schemes,
are given in the remuneration report on pages 20 to 21. These disclosures form
part of the audited financial statements of the Group.
8. Non-recurring charges
12 months to December 2021 £'000 12 months to December 2020 £,000
Impairment of UK Retail CGU - 1,100
Redundancy and severance costs - 342
- 1,442
9. Finance income and costs
12 months to 12 months to
December 2021 December 2020
£'000 £'000
Finance costs:
Interest payable on borrowings 30 27
Interest payable on lease obligations 48 61
10. Taxation
12 months to 12 months to
December 2021 December 2020
£'000 £'000
Current tax expense:
Current tax on profits/(losses) for the year - -
Adjustment for under/(over) provision in prior periods (7) (315)
Total current tax (7) (315)
Deferred tax:
Charge in respect of change of rate (66) -
Charge in respect of temporary timing differences (24) -
Adjustment for under/(over) provision in prior periods - (204)
Total deferred tax (90) (204)
Income tax credit as reported in the income statement (97) (519)
The tax assessed for the period differs to the standard rate of corporation
tax in the UK. The differences are explained below:
12 months to 12 months to
December 2021 December 2020
£'000 £'000
Profit / (loss) on ordinary activities before tax 75 (3,601)
Profit on ordinary activities at the standard rate of corporation tax in
the UK of 19% (2020: 14 (684)
19%)
Tax effect of:
- Adjustment for (over)/under provision in prior periods (7) (405)
- Effect of losses carried back - 180
- Effect of foreign tax - 112
- Disallowable items 1 278
- Change in tax rates substantively enacted (66) -
- Use of tax losses previously not recognised (39) -
Income tax credit as reported in the Income Statement (97) (519)
11. Discontinued operation
On 15 January 2021, the Group disposed of its entire holding in SpaceandPeople
India (Pvt) Limited and is reported as a discontinued operation. Financial
information relating to the discontinued operation is disclosed below.
12 months to 12 months to
December 2021 December 2020
£'000 £'000
Revenue - -
Administrative expenses (1) 12 (518)
Finance income - 6
Profit / (loss) from discontinued operation 12 (512)
(1 )Includes £497k provision against recoverability of trade debtors in 2020.
12. Dividends
No dividends were paid during the current or prior year. The Directors do not
recommend a final dividend for 2021 (2020: £nil).
13. Goodwill
Cost £'000
At 31 December 2019 8,225
Additions -
At 31 December 2020 8,225
Additions -
At 31 December 2021 8,225
Accumulated impairment losses
At 31 December 2019 244
Charge for the period 1,100
At 31 December 2020 1,344
Charge for the period -
At 31 December 2021 1,344
Net book value
At 31 December 2019 7,981
At 31 December 2020 6,881
At 31 December 2021 6,881
Goodwill acquired in a business combination is allocated at acquisition to the
cash-generating units (CGUs) that are expected to benefit from that business
combination. The Directors consider that the businesses of the UK Retail
sub-group are an identifiable CGU and the carrying amount of Goodwill is
allocated against this CGU.
The recoverable amount of the cash generating unit was determined based on
value-in-use calculations, covering a detailed forecast, followed by an
extrapolation of expected cash flows based on the targeted and expected growth
rate over the next five years followed by a terminal factor determined by
management.
The present value of the future cash flows is then calculated using a discount
rate of 7.83%. This discount rates include appropriate adjustments to reflect,
in the Directors' judgement, the market risk and specific risk of the GGU.
The growth rate utilised in calculation of the terminal factor is based on
expected inflationary growth in the UK beyond the period of forecasting. The
growth rate used was 1.7%.
Cash flow projections during the budget period are based on an average growth
in EBITDA which the Directors consider to be conservative given the plans for
the businesses and the potential increased returns particularly in relation to
the pipeline of new business opportunities, offset by the short and
medium-term issues caused by covid. The discount rates reflect appropriate
adjustments relating to market risk and specific risk factors of each CGU.
The estimate of recoverable amount for the CGU is sensitive to the discount
rate, the cash flow projections and the growth rate.
If the discount rate used is increased beyond 9.62%, for each further movement
of 1% an impairment loss of £0.435 million would have to be recognised and
written off against goodwill.
If the annual growth rate beyond 2021, used in the cash flow projection, is
decreased below 0.25%, for each further movement of 0.1% an impairment loss of
£0.1 million would have to be recognised and written off against goodwill.
14. Property, plant and equipment
The Group movement in property, plant & equipment assets was:
Cost Plant & equipment Fixture & fittings Computer equipment Right of use assets property Right of use assets plant & equipment Total
£'000 £'000 £'000 £'000 £'000 £'000
At 31 December 2019 3,046 290 809 420 137 4,702
Additions 15 3 14 568 39 639
Disposals - - - (166) (15) (181)
Forex - 2 - - - 2
At 31 December 2020 3,061 295 823 822 161 5,162
Additions 52 4 34 - 8 98
Disposals (10) - - (82) (15) (107)
Forex - (3) - (2) - (5)
At 31 December 2021 3,103 296 857 738 154 5,148
Depreciation Plant & equipment Fixture & fittings Computer equipment Right of use assets property Right of use assets plant & equipment Total
£'000 £'000 £'000 £'000 £'000 £'000
At 31 December 2019 2,596 275 736 156 45 3,808
Charge for the period 171 5 58 209 54 497
Depreciation on disposals - - - (165) (6) (171)
At 31 December 2020 2,767 280 794 200 93 4,134
Charge for the period 155 8 20 153 39 375
Depreciation on disposals - - - (36) (15) (51)
At 31 December 2021 2,922 288 814 317 117 4,458
Net book value Plant & equipment Fixture & fittings Computer equipment Right of use assets property Right of use assets plant & equipment Total
£'000 £'000 £'000 £'000 £'000 £'000
At 31 December 2019 450 15 73 264 92 894
At 31 December 2020 294 15 29 622 68 1,028
At 31 December 2021 181 8 43 421 37 690
The right of use lease liabilities are secured against the right of use
assets.
15. Trade and other receivables
31 December 2021 31 December 2020
£'000 £'000
Net trade debtors 1,587 1,545
Other debtors 324 110
Prepayments 285 335
Total 2,196 1,990
Amounts falling due after more than one year included above are: 79 92
The maximum exposure to credit risk at the balance sheet date is the carrying
amount of receivables detailed above. The Group does not hold any collateral
as security. No interest is charged on outstanding trade receivables. The
carrying amount of trade and other receivables approximates the fair value.
The Group applies the IFRS 9 simplified approach to measuring expected credit
losses on trade receivables which applies a credit risk percentage based upon
historical risk of default adjusted for forward looking estimates against
receivables that are grouped into age brackets. To measure the expected credit
losses, trade receivables were considered on a days past due basis.
31 December 2021 31 December 2020
£'000 £'000
Trade debtors 2,238 2,742
Loss allowance (650) (1,197)
Net trade debtors 1,587 1,545
Movement in loss allowance:
31 December 2021 31 December 2020
£'000 £'000
1 January 1,197 487
Additional provisions 291 710
Utilised or released (838) -
31 December 650 1,197
The Directors do not believe that there is a significant concentration of
credit risk within the trade receivables balance on customers or geographical
location.
As of 31 December 2021, trade receivables of £1.1 million (2020: £1.1
million) were past due but not impaired. The ageing analysis of those debtors
is as follows:
0 - 30 Days 31 - 60 Days 61 Days + Total
£'000 £'000 £'000 £'000
Net amount at 31 December 2021 140 78 878 1,095
Net amount at 31 December 2020 313 292 495 1,100
16. Deferred tax
31 December 2021 31 December 2020
£'000 £'000
Deferred tax assets:
Deferred tax asset to be recognised after less than 12 months
Deferred tax asset to be recognised after more than 12 months - 47
297 160
Deferred tax asset 297 207
Split as follows:
Fixed asset timing differences 24 10
Tax losses 263 191
Other 10 6
Deferred tax asset 297 207
Movement in the year:
At 1 January 207 3
Adjustment in respect of losses - 188
Change in tax rate substantively enacted 66 -
Charge in respect of temporary timing differences on property, plant and
equipment
24 16
At 31 December 297 207
The Finance Bill 2021 was substantively enacted on 24 May 2021 changing the
main rate of corporation tax from 19% to 25% after 1 April 2023. The closing
deferred tax asset has been measured in accordance with the rate substantively
enacted at the Balance Sheet date that would be expected to apply on reversal
of the timing differences.
Deferred tax is not recognised in respect of tax losses in Germany due to
uncertainty over when they will be recovered against the reversal of deferred
tax liabilities or future taxable profits. This is an unrecognised deferred
tax asset of £291k.
17. Cash and cash equivalents
31 December 2021 31 December 2020
£'000 £'000
Cash at bank and on hand 1,380 839
1,380 839
18. Trade and other payables
31 December 2021 31 December 2020
Amounts payable within one year £'000 £'000
Trade creditors 200 672
Other creditors 2,351 1,244
Social Security and other taxes 157 185
Accrued expenses 1,088 1,108
Deferred income 543 727
Total 4,339 3,936
All trade and other payables are short term. The carrying values of trade and
other payables are considered to be a reasonable approximation of fair value.
19. Other borrowings
31 December 2021 31 December 2020
£'000 £'000
Bank facilities:
Payable within one year 297 972
Payable after one year 1,481 778
1,778 1,750
As at 31 December 2021, SpaceandPeople plc had £1.78 million (2020: £0.75
million) of CBILS term loans, £0.78 million of which expire in April 2025 and
£1.0 million expire in January 2026. SpaceandPeople plc also had £0.75
million of overdraft facilities of which £nil was used as at 31 December 2021
(2020: £nil). The bank facilities are secured by floating charge over the
Group's assets and are subject to interest between 3.25% to 3.8% plus base.
20. Leases
Amounts recognised in the balance sheet:
The balance sheet shows the following amounts relating to leases:
31 December 2021 31 December 2020
£'000 £'000
Right of use assets
Property 421 622
Plant and equipment 37 68
458 690
Lease liabilities
Current 189 286
Non-current 308 464
Total 497 750
Amounts recognised in the statement of profit or loss:
The statement of profit or loss shows the following amounts relating to
leases:
12 months to December 2021 12 months to December 2020
£'000 £'000
Depreciation charge of right of use assets
Property 153 209
Plant and equipment 39 54
192 263
Below is a reconciliation of changes in liabilities arising from financing
activities:
1 January Cash New Other 31 December 2021
2021 flows Leases
£'000 £'000 £'000 £'000 £'000
Current lease liabilities 286 (186) 3 86 189
Non-current lease liabilities 464 - 5 (161) 308
Total liabilities from financing activities 750 (186) 8 (75) 497
The "Other" column includes the effect of reclassification of non-current
leases to current due to the passage of time, the effect of the disposal of
lease assets with their related creditors and the effect of the unwinding of
the discounted ROU creditors over time.
The company does not face a significant liquidity risk with regard to its
lease liabilities and these are monitored as part of the overall process of
managing cash flows.
21. Financial instruments and risk management
The Group has no material financial instruments other than cash, current
receivables and liabilities, in both this and the prior period, all of which
arise directly from its operations. The net fair value of its financial assets
and liabilities is the same as their carrying value as detailed in the balance
sheet and related notes.
Credit risk - The Group's credit risk relates to its receivables and is
managed by undertaking regular credit evaluations of its customers. The Group
is aware that customers' financial strength may have been adversely affected
by the covid pandemic and endeavours to work with them and our venue partners
to provide appropriate discounts and payment plans to enable them to continue
to trade and repay any amounts owed in an agreed manner. The Group does not
routinely offer credit terms to the majority of customers.
Liquidity risk - The Group usually operates a cash-generative business and has
significant cash headroom. The Directors consider the funding structure to be
adequate for the Group's current funding requirements and this is expected to
strengthen during future years. The following tables outline the Group's
contractual maturity of its financial liabilities:
Carrying amount On Demand/within one year Within 1-2 years Within 2-5 years Over 5 years
2021 £'000 £'000 £'000 £'000 £'000
Borrowings 1,778 297 322 634 525
Lease liabilities 497 189 162 146 -
Trade and other payables 4,339 4,339 - - -
Total 6,614 4,825 484 780 525
Carrying amount On Demand/within one year Within 1-2 years Within 2-5 years Over 5 years
2020 £'000 £'000 £'000 £'000 £'000
Borrowings 1,750 972 222 556 -
Lease liabilities 750 286 172 281 11
Trade and other payables 3,936 3,396 - - -
Total 6,436 5,194 394 837 11
Borrowing facilities - As at the balance sheet date, the Group has agreed
facilities of £2.55 million, of which £1.8 million was utilised at the year
end. These facilities are secured by a floating charge.
Financial assets - These comprise cash at bank and in hand. All bank deposits
are floating rate.
Financial liabilities - These include short-term creditors and CBILS term
loans of £1.8 million. All financial liabilities will be financed from
existing cash reserves and operating cash flows.
Interest rate risk - The Group is exposed to interest rate risk through the
impact of rate changes on interest-bearing borrowings. The interest rates and
terms of repayment are disclosed in note 19 to the financial statements.
Except as outlined above, the company has no significant interest-bearing
assets and liabilities. The company does not use any derivative instruments to
reduce its economic exposure to changes in interest rates. An increase or
decrease of 1% in interest rate during the year would have resulted in
movement of £18k to the Income Statement.
Foreign currency risk - The Group is exposed to moderate foreign exchange risk
primarily from Euros due to its German operation and Euro denominated
licensing income as detailed in note 4 - Segmental Reporting. The Group
monitors its foreign currency exposure and manages the position where
appropriate. A 5% change in the Euro rate at the year-end would have resulted
in an additional gain or loss of 45k.
22. Called up share capital
Allotted, issued and fully paid 31 December 2021 31 December 2020
Class Nominal value
Ordinary 1p £ 195,196 195,196
Number 19,519,563 19,519,563
23. Related party transactions
Compensation of key management personnel
Key management personnel of the Group are defined as those persons having
authority and responsibility for the planning, directing and controlling the
activities of the Group, directly or indirectly. Key management of the Group
are therefore considered to be the Directors of SpaceandPeople plc. There were
no transactions with the key management, other than their emoluments, which
are set out in the remuneration report on pages 20 to 21.
24. Earnings per share
12 months to 12 months to
31 December 2021 31 December 2020
Pence per share Pence per share
Basic earnings / (loss) per share
Before non-recurring charges and discontinued operation 0.9p (7.2)p
After non-recurring charges and discontinued operation 0.9p (17.2)p
Diluted earnings / (loss) per share
0.8p (7.2)p
Before non-recurring charges and discontinued operation
After non-recurring charges and discontinued operation 0.9p (17.2)p
Basic earnings per share
The earnings and weighted average number of ordinary shares used in the
calculation of basic earnings per share are as follows:
12 months to 12 months to
31 December 2021 31 December 2020
£'000 £'000
Profit / (loss) after tax for the period attributable to owners of the Company 184 (3,355)
Non-recurring charges - 1,442
Discontinued operation (12) 512
Profit / (loss) after tax for the period before non-recurring charges
attributable to owners of the company
172 (1,401)
12 months to 12 months to
31 December 2021 31 December 2020
'000 '000
Weighted average number of ordinary shares 19,520 19,520
for the purposes of basic earnings per share
Diluted earnings per share
The earnings and weighted average number of ordinary shares used in the
calculation of diluted earnings per share are as follows:
12 months to 12 months to
31 December 2021 31 December 2020
£'000 £'000
Profit / (loss) after tax for the period attributable to owners of the Company 184 (3,355)
Non-recurring charges - 1,442
Discontinued operation (12) 512
Profit / (loss) after tax for the period before non-recurring charges 172 (1,401)
attributable to owners of the company
12 months to 12 months to
31 December 2021 31 December 2020
'000 '000
Weighted average number of ordinary shares 20,752 19,520
for the purposes of diluted earnings per share
The weighted average number of ordinary shares for the purposes of diluted
earnings per share reconciles to the weighted average number of ordinary
shares used in the calculation of basic earnings per share as follows.
12 months to 12 months to
31 December 2021 31 December 2020
'000 '00
Weighted average number of shares in issue 19,520 19,520
during the period
Weighted average number of ordinary shares 1,232 -
used in the calculation of basic earnings per
share deemed to be issued for no
consideration in respect of employee options
Weighted average number of ordinary shares 20,752 19,520
used in the calculation of diluted earnings per
Share
As set out in note 25, there were share options outstanding as at 31 December
2020 which, if exercised, would increase the number of shares in issue.
However, the diluted loss per share is the same as the basic loss per share in
the year to 31 December 2020, as the loss for that year has an anti-dilutive
effect.
25. Share options
The Group has established a share option scheme that senior executives and
certain eligible employees are entitled to participate in at the discretion of
the Board which is advised on such matters by the Remuneration Committee.
In aggregate, share options have been granted under the share option scheme
over 1,101,000 ordinary shares exercisable within the dates and at the
exercise prices shown below, being the market value at the date of the grant.
Date of grant Number Option period Price
12 January 2015 246,000 12 January 2018 - 12 January 2025 47.4p
30 June 2021 855,000 30 June 2024 - 30 June 2031 12.5p
The movement in the number of options outstanding under the scheme over the
period is as follows:
12 months to 12 months to
31 December 2021 31 December 2020
Number of options outstanding as at the beginning of the period 1,300,818 1,815,325
Granted 855,000 -
Lapsed (254,818) (300,000)
Forfeited (800,000) (214,507)
Number of options outstanding as at the end of the period 1,101,000 1,300,818
In total, 1,101,000 options were outstanding at 31 December 2021 (1,300,818 at
31 December 2020) with a weighted average exercise price of 20.3p (22.3p at 31
December 2020).
The total share-based payment charge for the year, calculated in accordance
with IFRS2 on share-based payments, was £5k (2020: £nil).
For further information, please contact::
SpaceandPeople plc 0845 241 8215
Nancy Cullen / Gregor Dunlay
Zeus (Nominated Adviser and Broker) 020 3829 5000
David Foreman, Jamie Peel, Matt Hogg
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