REG - SpaceandPeople PLC - Preliminary Results <Origin Href="QuoteRef">SAL.L</Origin> - Part 2
27/03/2017 07:06
- Part 2: For the preceding part double click ID:nRSa5317Aa
Promotion Promotion Retail Retail Other Group
liabilities UK Germany UK Germany
as at 31 December '15 £'000 £'000 £'000 £'000 £'000 £'000
Total segment assets 6,482 1,654 4,781 1,455 1,423 15,795
Total segment liabilities (2,031) (802) (1,214) (1,101) (434) (5,582)
Total net assets 4,451 852 3,567 354 989 10,213
5. Operating profit
The operating profit is stated after charging:
12 months to 12 months to
December '16 December '15
£'000 £'000
Motor vehicle leasing 93 68
Property leases 369 298
Amortisation of intangible assets 16 16
Depreciation of property, plant and equipment 328 439
806 821
Auditor's remuneration:
Fees payable for:
Audit of Company 19 19
Audit of subsidiary undertakings 22 22
Tax services 4 4
Other services 3 2
48 47
Directors' remuneration 539 534
6. Staff costs
The average number of employees in the Group during the period was as
follows:
12 months to 12 months to
December '16 December '15
Executive DirectorsNon-executive Directors 33 33
Administration 30 32
Telesales 60 64
Commercial 15 24
Maintenance 7 6
118 132
12 months to 12 months to
December '16 December '15
£'000 £'000
Wages and salaries 4,149 4,208
Social Security costs 481 497
Pensions 50 57
4,680 4,762
Details of Directors' emoluments, including details of share option schemes,
are given in the remuneration report. These disclosures form part of the
audited financial statements of the Group.
7. Non-recurring costs
During the period, the Group incurred one off costs of £289k (2015: Nil).
£163k was incurred relating to restructuring of the UK and German retail
divisions and £126k incurred relating to the MPK France pilot.
8. Finance income and costs
12 months to 12 months to
December '16 December '15
£'000 £'000
Finance costs:
Interest payable (40) (28)
9. Taxation
12 months to 12 months to
December '16 December '15
£'000 £'000
Current tax expense:
Current tax on profits for the year 70 117
Adjustment for (over) / under provision in prior periods (62) 7
Total current tax 8 124
Foreign tax:
Current tax on foreign income for the period - 25
Adjustment for under provision in prior periods 4 -
Total foreign tax 4 25
Deferred tax:
Charge / credit in respect of tax losses 37 (37)
Charge in respect of temporary timing differencesCharge in relation to prior period (18)13 85-
Total deferred tax 32 48
Income tax expense as reported in the Income Statement 44 197
The tax assessed for the period is lower than the standard rate of corporation
tax in the UK. The differences are explained below:
12 months to 12 months to
December '16 December '15
£'000 £'000
Profit on ordinary activities before tax (768) 1,061
Profit on ordinary activities at the standard rate of corporation tax in
the UK of 20.25% (2015: 20.25%)
Jan - Mar 2015: 21% - 56
Apr - Dec 2015: 20% - 159
Jan - Dec 2016: 20% (154) -
Tax effect of:
- Prior period adjustment (59) 7
- Difference due to foreign taxation rates- Tax losses- Disallowable items -(17)274 12(37)-
Income tax expense as reported in the Income Statement 44 197
10. Discontinued operations
During the period, the Group took decision to close its S&P+ business, which
operated in a niche sector distinct from SpaceandPeople's core business.
SpaceandPeople owned 51% of S&P+ and didn't consider it prudent to continue
funding the venture beyond what had already been provided. The combined
results of the discontinued operations included in the loss for the year are
set out below. The comparative loss / profit from discontinued operations have
been represented to include those operations classified as discontinuing in
the current year.
12 months to 12 months to
December '16 December '15
Profit / (Loss) for the year from discontinued operations £'000 £'000
Revenue 487 2,381
Cost of Sales (343) (1,738)
Gross Profit 144 643
Administration expenses (435) (622)
Results from Operating activities (Net of Tax) (291) 21
Non-controlling interest eliminated (252) -
(Loss) / profit for period from Discontinued operations (543) 21
11. Profit for the period
The Company has taken advantage of the exemption allowed under Section 408 of
the Companies Act 2006 and has not presented its own Income Statement in these
financial statements. The Group profit for the period includes a Company loss
after tax and before dividends of (£73k) after the incorporation of all UK
head office costs (2015 profit: £568k) which is dealt with in the financial
statements of the parent Company.
12. Dividends
12 months to 12 months to
December '16 December '15
£'000 £'000
Paid during the period 429 390
Recommended final dividend - 429
Equity - No final dividend is recommended for 2016 (final dividend for 2015 -
2.20p per ordinary share)
13. Goodwill
Cost £'000
At 31 December 2014 8,225
Additions -
At 31 December 2015 8,225
Additions -
At 31 December 2016 8,225
Accumulated impairment losses
At 31 December 2014 -
Charge for the period -
At 31 December 2015 -
Charge for the period -
At 31 December 2016 -
Net book value
At 31 December 2014 8,225
At 31 December 2015 8,225
At 31 December 2016 8,225
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 and SpaceandPeople India Pvt Limited are identifiable CGUs and the
carrying amount of Goodwill is allocated against these CGUs. No amortisation
of the carrying value has been occurred at the financial statement review
date. Goodwill for the UK Retail sub group remains unchanged at £7,981,000 and
goodwill for SpaceandPeople India Pvt Limited remains unchanged at £244,000.
The recoverable amounts of the cash generating units are determined on value
in use calculations which use cash flow projections based on financial budgets
approved by the Board covering a five-year period followed by a terminal
factor at a discount rate of 3% per annum. 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. As a result of the sensitivity analysis carried
out, the Directors believe that any reasonable possible change in the key
assumptions on which the recoverable amounts are based would not cause the
aggregate carrying amounts to exceed the aggregate recoverable amounts of the
cash generating units and that cash flows from these units will continue in
line with expectations for the foreseeable future.
14. Other intangible assets
Cost Website Product Patents & Total
development development trademarks
£'000 £'000 £'000 £'000
At 31 December 2014 284 137 71 492
Additions - - 15 15
At 31 December 2015 284 137 86 507
AdditionsElimination of S&P+ -- -- 25(8) 25(8)
At 31 December 2016 284 137 103 524
Amortisation Website Product Patents & Total
Development development trademarks
£'000 £'000 £'000 £'000
At 31 December 2014 284 137 53 474
Charge for the period - - 16 16
At 31 December 2015 284 137 69 490
Charge for the periodElimination of S&P+ -- -- 16(3) 16(3)
At 31 December 2016 284 137 82 503
Net book value Website Product Patents & Total
development Development trademarks
£'000 £'000 £'000 £'000
At 31 December 2014 - - 18 18
At 31 December 2015 - - 17 17
At 31 December 2016 - - 21 21
15. Property, plant and equipment
The Group movement in property, plant & equipment assets was:
Cost Plant & Fixture & Computer Total
equipment fittings equipment
£'000 £'000 £'000 £'000
At 31 December 2014 2,281 258 478 3,017
Additions 626 - 64 690
At 31 December 2015 2,907 258 542 3,707
AdditionsDisposalsElimination of S&P+ 151(18)- 16-- 159-(127) 326(18)(127)
At 31 December 2016 3,040 274 574 3,888
Depreciation Plant & Fixture & Computer Total
Equipment Fittings Equipment
£'000 £'000 £'000 £'000
At 31 December 2014 1,066 233 344 1,643
Charge for the period 342 13 84 439
At 31 December 2015 1,408 246 428 2,082
Charge for the periodElimination of S&P+ 235- 3- 90(80) 328(80)
At 31 December 2016 1,643 249 438 2,330
Net book value Plant & Fixture & Computer Total
equipment Fittings Equipment
£'000 £'000 £'000 £'000
At 31 December 2014 1,215 25 134 1,374
At 31 December 2015 1,499 12 114 1,625
At 31 December 2016 1,397 25 136 1,558
16. Deferred tax
31 December '16 31 December '15
£'000 £'000
Deferred tax liability:Deferred tax liability to be recognised after more than 12 months Deferred tax assets:Deferred tax asset to be recognised after less than 12 months 90 - 95 (37)
Deferred tax liability (net) 90 58
At 1 January 2016Debit / (Credit) in respect of lossesCharge in respect of temporary timing differences on property, plant and equipment 5837(5) 10(37)85
At 31 December 2016 90 58
17. Trade and other receivables
31 December '16 31 December '16
£'000 £'000
Trade debtors 2,530 3,516
Other debtors 469 443
Prepayments 351 246
Total 3,350 4,205
Amounts falling due after more than one year included above are: 424 400
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.
The Directors do not believe that there is a significant concentration of
credit risk within the trade receivables balance. As of 31 December 2016,
trade receivables of £345k (2015: £596k) were past due but not impaired.
The ageing of trade debtors:
Current 0 - 30 Days 31 - 60 Days 61 Days + Total
£'000 £'000 £'000 £'000 £'000
31 December '16 2,185 96 72 177 2,530
31 December '15 2,920 130 94 372 3,516
18. Cash and cash equivalents
31 December '16 31 December '15
£'000 £'000
Cash at bank and on hand 1,584 1,723
1,584 1,723
19. Trade and other payables
31 December '16 31 December '15
£'000 £'000
Trade creditors 514 628
Other creditors 1,625 1,470
Social Security and other taxes 395 610
Accrued expenses 1,404 1,342
Deferred income 328 456
Trade and other payables 4,266 4,506
Corporation tax (146) 18
Total 4,120 4,524
20. Other borrowings
31 December '16 31 December '15
£'000 £'000
Bank loan:
Less than one year 1,000 250
Greater than one year 200 750
1,200 1,000
As at 31 December 2016, SpaceandPeople plc had drawn down £1.2 million (2015:
£1 million) of its agreed bank facility of £2 million (2015: £2 million), £1
million of which expires in July 2017 and the other £1 million expires in July
2019. The Group is in technical breach of its covenants in relation to these
facilities and no further drawdown is permitted until the covenant breaches
have been resolved.
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.
Liquidity risk - The Group operates a cash-generative business and holds net
funds. The Directors consider the funding structure to be adequate for the
Group's current funding requirements and this is expected to strengthen
further during 2017.
Borrowing facilities - The Group has agreed facilities of £2 million, of which
£1.2 million was utilised at the year end.
£1 million was drawn down from a £1 million facility, which expires in July
2017, at a rate of 2.99% above base rate. The other £200k was drawn down from
the other £1 million facility, which expires in July 2019, at a rate of 2.99%
above base rate. Both of these facilities are secured by an omnibus guarantee
and set off agreement, secured by an unlimited debenture incorporating a bond
and 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 revolving
credit facilities of £2million, of which £1.2 million was utilised at the year
end. All financial liabilities will be financed from existing cash reserves
and operating cash flows.
Foreign currency risk - The Group is exposed to foreign exchange risk
primarily from Euros due to its German operations and Euro denominated
licensing income as detailed in note 4 Segmental Reporting. The Group monitors
its foreign currency exposure and hedges the position where appropriate. In
addition, the Group has investments in a subsidiary in India.
22. Operating lease commitments
At the period end date, SpaceandPeople plc had outstanding commitments for
future lease payments which fall due as follows:
31 December '16 31 December '15
£'000 £'000
Within 1 year 863 1,820
Between 2 and 5 years inclusive 499 1,239
23. Called up share capital
Allotted, issued and fully paid 31 December '16 31 December '15
Class Nominal value
Ordinary 1p £ 195,196 195,196
Number 19,519,563 19,519,563
24. 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.
25. Earnings per share
12 months to 12 months to
31 December '16 31 December '15
Pence per share Pence per share
Basic earnings per share
Before non-recurring costs 0.3p 4.26p
After non-recurring costs (3.38p) 4.26p
Diluted earnings per share
Before non-recurring costs 0.3p 3.89p
After non-recurring costs (3.12p) 3.89p
Diluted earnings per share is calculated by adjusting the weighted average
number of ordinary shares outstanding to assume conversion of all dilutive
potential ordinary shares.
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 '16 31 December '15
£'000 £'000
Profit after tax for the period attributable to (660) 831
owners of the Company
Profit after tax for the period before non-recurring costs attributable to owners of the company 67 831
12 months to 12 months to
31 December '16 31 December '15
'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 '16 31 December '15
£'000 £'000
Profit after tax for the period attributable to (660) 831
owners of the Company
Profit after tax for the period before non-recurring costs attributable to owners of the company 67 831
12 months to 12 months to
31 December '16 31 December '15
'000 '000
Weighted average number of ordinary shares 21,169 21,386
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 '16 31 December '15
'000 '00
Weighted average number of shares in issue 19,520 19,520
during the period
Weighted average number of ordinary shares 1,649 1,866
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 21,169 21,386
used in the calculation of diluted earnings per
share
26. 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 1,680,000 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 201531 March 2016 980,000700,000 12 January 2018 - 12 January 202531 March 2019 - 31 March 2027 47.4p61.0p
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 '16 31 December '15
Number of options outstanding as at the beginning of the period 985,307 1,130,082
Granted 700,000 980,000
LapsedForfeited (20,307)(107,765) (1,109,775)(15,000)
Number of options outstanding as at the end of the period 1,557,235 985,307
In total, 1,557,235 options were outstanding at 31 December 2016 (985,307 at
31 December 2015) with a weighted average exercise price of 53.1p (47.6p at 31
December 2015).
The total share-based payment charge for the year, calculated in accordance
with IFRS2 on share based payments, was £nil (2015: £3k).
27. Save As You Earn Scheme
The Group has established a Save As You Earn ("SAYE") scheme that all UK based
employees are entitled to participate in. The scheme will run for three years
from 1 June 2015 and at the end of the term, participants will have the
opportunity to buy shares in the Company at a price of 46p, which is a 20
percent discount on the closing share price on 2 April 2015.
In aggregate, share options have been granted under the SAYE scheme over
273,515 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
28 April 2015 273,515 1 June 2018 - 30 November 2018 46p
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 '16 31 December '15
Number of options outstanding as at the beginning of the period 257,863 -
Granted - 273,515
Forfeited (110,579) (15,652)
Number of options outstanding as at the end of the period 147,284 257,863
In total, 147,284 options were outstanding at 31 December 2016 (257,863 at 31
December 2015) with an exercise price of 46p (46p at 31 December 2015).
The total share-based payment charge for the year, calculated in accordance
with IFRS2 on share based payments, was £nil (2015: £7k).
This information is provided by RNS
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