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| Share Price: 6.375 | Bid: 5.75 | Ask: 6.25 | Change: 0.375 (+6.25%) | |||||||
| ||||||||||
?
BGLOBAL PLC
("Bglobal" or the "Company" or the "Group")
Preliminary Results for the year ended 31 March 2012
Bglobal plc (AIM: BGBL), the leading provider of smart metering solutions to the energy market,
announces its preliminary results for the year ended 31 March 2012.
Highlights
· Revenue of £18.41 million (2011: £28.99 million)
· Recurring revenues increased by 29% to £9.21 million (2011: £7.14 million)
· More than 175,000 smart meters now installed
· DCDA revenues increased by 32% to £3.35 million (2011: £2.53 million)
· Gross margins up to 60% (2011: 45%)
· Adjusted EBITDA of £1.11 million1 (2011: £4.16 million2)
· Adjusted Operating profit £0.67 million3 (2011: £3.88 million4)
· Adjusted Profit before taxation of £0.62 million3 (2011: £3.81 million loss4)
· Adjusted Profit after taxation of £1.18 million3 (2011: £3.10 million loss4)
· Earnings per share 1.11p (2011: loss per share 1.51p)
· Net cash generated from operations £1.87 million (2011: £2.32 million)
1 Before crediting £1.46 million contingent consideration adjustment and £0.04 million in relation to share based payments
2 Before charging £2.91 million contingent consideration adjustment, £0.19 million acquisition costs and £0.14 million in relation to share based payments
3 Before crediting £1.46 million contingent consideration adjustment, £0.04 million in relation to share based payments and before charging amortisation of acquired intangibles of £1.53 million
4 Before charging £2.91 million contingent consideration adjustment, £0.19 million acquisition costs, £0.14 million in relation to share based payments and amortisation of acquired intangibles of £1.28 million
Tim Jackson-Smith, Group Chief Executive of Bglobal, commented: "In the last 12 months the Group has focused on developing its Smart Meter Services Platform, including the ability to offer a SMETS1 compliant dual fuel metering system, and extending its reach into energy services. We have made great progress on both of these fronts and these initiatives have demonstrated the strengths that each part of our business has and how they set us apart from our competition. The Group has maintained its market leading position in bringing new entrants into the UK energy market, having introduced three companies since the beginning of 2012. The Board is confident that the Group has the resources and ability to play a leading role in the foundation stage of the mass rollout of smart meters and, through the delivery of smart data, to work with our customers to help them use less and pay less for their energy."
-end-
For further information visit www.bglobalplc.com or contact:
|
Tim Jackson-Smith, CEO |
Mark Taylor |
Simon Compton |
|
Nick Kennedy, CFO |
Charles Stanley Securities |
Jack Chubb |
|
Bglobal plc |
Nominated Adviser |
Tavistock Communications |
|
Tel: 01254 819 607 |
Tel: 020 7739 8200 |
Tel: 020 7920 3150 |
PRELIMINARY RESULTS FOR THE YEAR ENDED 31 MARCH 2012
I am pleased to report the Group's results for the year ended 31 March 2012. As predicted we have seen a fall in revenue. However, we continued to take a tight control of costs and we have now moved into profitability. We are now collecting data from over 160,000 smart meters and are the industry leader in this regard in the mandated industrial and commercial market. The Group is working well and we continue to work hard and take advantage of the knowledge from our talented workforce to drive strategic advantage, and deliver our strategy of being the trusted supplier of smart energy efficiency services to end users.
Results
Revenue decreased by 36.5% to £18.41 million (2011: £28.99 million), recurring and other services revenues increased by 28.9% to £9.21 million (2011: £7.14 million, including £0.52 million pre-acquisition) which is in line with our expectations. The Group's gross margin increased to 60% (2011: 45%) as a result of reduced installations and increased services revenue. Administrative costs before separately identifiable items increased to £9.97 million (2011: £8.97 million) mainly as a result of having a full year's trading costs from Utiligroup and the cost savings in B Global Metering only occurring midway through the year together with the associated costs of restructuring. The benefit of the lower cost base will be evident in the financial year to 31 March 2013.
Operating profit (before the credit of £1.46 million due to the contingent consideration paid on the acquisition of Utiligroup, the charge for amortisation of acquired intangibles of £1.53 million and credit of £0.04 million relating to share based compensation) for the year was £0.67 million (2011: £3.82 million). After net finance costs of £0.05 million (2011: £0.07 million), the reported profit before taxation was £0.59 million (2011: £0.72 million loss) and the earnings per share was 1.11p (2011: loss per share 1.51p). The Group's cash balances at 31 March 2012 were £3.54 million.
Dividend
The Board is not recommending a dividend, as all funds are needed at this time to be invested in the development of the business.
Business and market developments
On 5 April 2012, the Government published a series of proposed measures to support the consumer in the upcoming smart meter rollout programme. According to the Department of Energy and Climate Change ("DECC"), 30 million homes and small businesses will have smart meters by 2019 enabling all consumers to have access to accurate information thereby bringing an end to estimated billing.
The rollout of smart meters will take place in two phases. During the Foundation Stage, which began in March 2011, the Government will work with industry, consumer groups and other stakeholders to ensure all the necessary groundwork is done for the Enduring Stage of the mass rollout.
The Foundation Stage will enable the industry to build and test all the systems required to start the mass rollout, ensuring positive consumer engagement and delivering energy saving benefits. A key part of this will be learning from early installations. It will also enable companies to test and learn what works best for consumers, and how to help people get the best from their meters. DECC's Impact Assessment, assumes low, central and high estimates of 2.7 million, 4 million and 6.5 million smart meters, respectively, being installed during the Foundation Stage.
A key milestone was met in April 2012 when DECC published the Smart Metering Equipment Technical Specifications (SMETS1), which will enable suppliers to start installing smart meters during the Foundation Stage that will satisfy their rollout obligations. The initial version of SMETS1 has been notified to the European Commission and ratified on 5 July 2012.
I said last year that Ofgem was looking at reforms to increase liquidity in the UK wholesale market for electricity. Ofgem recently announced in the last six months some "positive progress" has been made. Industry-led initiatives have delivered improvements in day-ahead trading, and Ofgem is considering whether to require the Big Six to sell 25% of their generation output on the forward market. DECC says it will continue to work with industry and Ofgem to ensure liquidity strengthens but will "act if necessary" where barriers to entry are not addressed.
Ofgem says a "wide range of views" have been received in response to both its domestic and non-domestic proposals under the Retail Market Review. Updated proposals will now be published before the winter.
As a result of the DECC and Ofgem initiatives we have seen a number of new entrants coming into the market, taking confidence that barriers to entry are being reduced. However, larger players are in the wings watching and waiting but, in my view, are rightly being cautious about entering the market, especially before the outcomes of Retail Market Review and Electricity Market Reform are known.
Employees
The last financial year was a demanding year as the Board re-positioned the Group in a challenging trading environment. These results have been achieved by the skill, commitment and enthusiasm of all our staff and I would like to thank them all for their contribution during the year.
We are committed to attracting and retaining the best talent available to us and recognise that one way of achieving this aim is to allow participation in share option schemes that align the interests of shareholders and management. The Board feels that the current long term incentive plan that was put in place over 2 years ago for the senior management team is no longer fit for purpose and we will be implementing a new scheme that will offer a better blend of motivation and reward. Further details of this scheme will be made available in advance of the Company's annual general meeting.
Outlook
We have now developed our end-to-end platform that will support suppliers during the foundation phase for smart metering, making their businesses more efficient by using accurate data and helping their customers make the right decisions on energy management. A key element of this platform is the SMETS1 compliant dual fuel metering system that we have developed and are currently testing. We have also worked hard this year to build a suite of energy services for the industrial and commercial market that will deliver significant savings for businesses, local authorities and government bodies. Our management team, lead by Tim Jackson-Smith, sees huge opportunities during the foundation phase and beyond for our software and services. We are clear where our target market is, we see our Smart Meter Services Platform as providing a key differentiator and we have the talent to service those markets.
I am pleased to report that, despite challenging trading conditions during the year ended 31 March 2012, the Group has remained profitable and, at an operational level, cash generative. Revenue for the year to 31 March 2012 decreased by 36.5% to £18.41 million (2011: £28.99 million) and the adjusted EBITDA was £1.11 million (2011: £4.16 million). At the year end the Group had cash balances of £3.54 million, which is sufficient for ongoing working capital requirements.
Group Performance
As expected, there was a marked slowdown in the volume of meter installations taking place in the industrial and commercial sector as a result of the uncertainty around the mass rollout of smart metering in the UK. However, Bglobal Metering has continued to see strong interest in its data services and in the last quarter of the financial year signed a contract with Npower to provide data collection and data aggregation services for a further three year period.
Revenue for Bglobal Metering in the year ended 31 March 2012 was £11.46 million (2011: £22.92 million). The revenue derived from data collection and aggregation services grew strongly in the year, increasing by more than 32.4% on the previous year to £3.35 million (2011: £2.53 million). Recurring and other service revenue accounted for 44.5% of total revenue and this continues to increase monthly in line with installations. The business benefited from the cost saving measures implemented during the course of the financial year, which helped to produce annualised savings of £1.95 million. The Board constantly monitors the cost base of the business and will take action to reduce costs even further if necessary.
Utiligroup remained profitable and cash generative throughout the year. Utiligroup's revenue for the year was £7.13 million (2011: £7.15 million, including £0.71 million of pre-acquisition revenue) and EBITDA was £1.13 million (2011: £1.81 million).
There has been a lot of interest in Utiligroup's Supplier in a Box™ product set from a number of new entrants to the energy supply sector and during the 12 months ended 31 March 2012, the business has brought two companies into the market, including Energetix. As the energy supply market evolves and as both DECC and a number of consumer groups call for increased competition, the Board remains confident that Utiligroup will be able to take advantage of the opportunities that these developments bring.
In Australia, Utilisoft has consolidated its position with a number of its customers and has built up a significant recurring revenue stream that provides the business with a strong platform from which to further grow its customer base.
Strategy
During the 12 months ended 31 March 2012, a somewhat clearer picture did emerge as to the likely shape that the mass rollout of smart meters in the UK will take and this has enabled us to focus our efforts on developing a dual fuel SMETS1 compliant offering alongside the creation of a Smart Meter Services Platform that can offer customers a true end-to-end funded smart meter solution. We believe that this solution will be of particular interest to the independent energy suppliers in the market and are actively marketing this to them.
In line with our stated aim of becoming a trusted provider of smart energy services to end users, we have also continued to develop and refine our energy solutions business and are now in a position to offer a full range of energy services to our customers. In the current climate and against a backdrop of increasing energy costs, we believe that helping our customers to buy smart and use smart will prove to be a compelling proposition.
Our negotiations with Samsung C&T are ongoing and they are working with us on a number of the initiatives that we are involved in. We also continue to be in discussions with the large retail player that is looking to enter the energy market. Their plans have been delayed and they now intend to launch in 2013 and we are discussing with the business the products and services that we will need to provide to enable it to enter the UK energy market.
Outlook/Current Trading
The Group is trading in line with management's expectations for the first three months of the current financial year. Following a transitional year, the Group is now focused on delivering to its target markets a complete smart metering solution through the Smart Meter Services Platform and a key element of this is our ability to offer a SMETS1 compliant dual fuel metering system. I am pleased to report that we are making good progress on this and the system is currently being tested ahead of its formal launch.
Energy services also forms a key plank of our strategy and to recognise this we have formed a new subsidiary, Bsmart Energy Solutions, which will deliver these services. These initiatives bring together the strengths of the businesses within the Group and set us apart from our competitors.
The Board is confident that the Group has the resources and ability to play a leading role in the foundation stage of the mass rollout of smart meters and, through the delivery of smart data, to work with our customers to help them use less and pay less for their energy.
PRELIMINARY RESULTS FOR THE YEAR ENDED 31 MARCH 2012
BGLOBAL PLC
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2012
|
|
|
Before Separately identifiable items |
Separately identifiable items (Note 7) |
Total 2012 |
Total 2011 |
|
|
|
£ |
£
|
£ |
£
|
|
REVENUE |
|
18,411,004 |
- |
18,411,004 |
28,994,958 |
|
Cost of sales |
(7,325,354) |
- |
(7,325,354) |
(15,865,184) |
|
|
--------------------------------------- |
--------------------------------------- |
--------------------------------------- |
--------------------------------------- |
|
Gross profit |
11,085,650 |
- |
11,085,650 |
13,129,774 |
|
Share based compensation |
36,367 |
- |
36,367 |
(138,782) |
|
|
Administrative expenses Separately identifiable items |
(9,968,777) - |
- 1,460,513 |
(9,968,777) 1,460,513 |
(8,967,185) (3,108,911) |
|
|
|
|
---------------------------------------- |
--------------------------------------- |
---------------------------------------- |
------------------------------------------ |
|
EARNINGS BEFORE INTEREST TAX DEPRECIATION AND AMORTISATION |
|
1,153,240 |
1,460,513 |
2,613,753 |
914,896 |
|
Amortisation and depreciation |
|
(1,978,694) |
- |
(1,978,694) |
(1,565,417) |
|
|
|
________ |
_________ |
________ |
________ |
|
|
|
|
|
|
|
|
OPERATING PROFIT/(LOSS) |
|
(825,454) |
1,460,513 |
635,059 |
(650,521) |
|
|
|
|
|
|
|
|
Finance costs |
|
(82,519) |
- |
(82,519) |
(90,488) |
|
Finance income |
|
37,850 |
- |
37,850 |
19,050 |
|
|
---------------------------------------- |
--------------------------------------- |
---------------------------------------- |
------------------------------------------ |
|
|
PROFIT/(LOSS) BEFORE TAXATION |
(870,123) |
1,460,513 |
590,390 |
(721,959) |
|
|
Taxation |
|
559,419 |
- |
559,419 |
(709,251) |
|
|
--------------------------------------- |
---------------------------------------- |
--------------------------------------- |
------------------------------------------ |
|
|
ATTRIBUTABLE TO OWNERS OF THE PARENT |
(310,704) |
1,460,513 |
1,149,809 |
(1,431,210) |
|
|
|
_______________________________________________________________ |
_____________________________________________________________________ |
____________________________________________________________ |
____________________________________________________________________ |
|
|
|
|
|
|
|
|
|
Currency translation difference |
|
(21,805) |
- |
(21,805) |
21,434 |
|||||
|
|
--------------------------------------- |
---------------------------------------- |
--------------------------------------- |
------------------------------------------ |
||||||
|
Other comprehensive income |
(21,805) |
- |
(21,805) |
21,434 |
||||||
|
|
---------------------------------------- |
---------------------------------------- |
---------------------------------------- |
------------------------------------------ |
||||||
|
TOTAL COMPREHENSIVE INCOME/(EXPENSE) FOR THE YEAR |
(332,509) |
1,460,513 |
1,128,004 |
(1,409,776) |
||||||
|
|
========================================= |
========================================== |
========================================= |
========================================== |
||||||
|
|
|
|
|
|
||||||
|
Basic earnings/(loss) per share - pence |
|
|
|
1.11 |
(1.51) |
|||||
|
Fully diluted earnings/(loss) per share - pence |
|
|
|
1.11 |
(1.51) |
|||||
All income is derived from continuing operations.
BGLOBAL PLC
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 MARCH 2012
ASSETS
Non-current assets
|
|
|
2012 |
2011 |
|
|
|
£ |
£ |
|
Intangible assets |
|
7,753,039 |
8,827,783 |
|
Property, plant & equipment Financial asset |
|
657,791 200,000 |
760,739 - |
|
Deferred tax assets |
|
1,207,978 |
1,251,065 |
|
|
------------------------------------------ |
------------------------------------------ |
|
|
|
9,818,808 |
10,839,587 |
|
|
|
------------------------------------------ |
------------------------------------------ |
|
|
Current assets |
|
|
|
|
Inventories |
|
1,013,855 |
2,538,211 |
|
Subsidiaries held for sale |
|
268,446 |
214,420 |
|
Trade and other receivables |
|
4,656,586 |
6,887,561 |
|
Cash and cash equivalents |
|
3,539,599 |
6,618,464 |
|
|
------------------------------------------ |
------------------------------------------ |
|
|
|
9,478,486 |
16,258,656 |
|
|
|
------------------------------------------ |
----------------------------------------- |
|
|
Total assets |
19,297,294 |
27,098,243 |
|
|
|
========================================== |
========================================== |
|
|
|
|
|
|
|
EQUITY AND LIABILITIES |
|
|
|
|
Equity attributable to equity holders of the parent company |
|
|
|
|
Share capital |
|
1,063,078 |
997,318 |
|
Share premium Share based compensation |
|
20,708,897 351,450 |
20,026,632 387,817 |
|
Merger reserve |
|
792,128 |
792,128 |
|
Translation reserve |
|
(371) |
21,434 |
|
Retained deficit |
|
(9,919,894) |
(11,069,703) |
|
|
------------------------------------------ |
----------------------------------------- |
|
|
Total equity |
12,995,288 |
11,155,626 |
|
|
|
------------------------------------------ |
----------------------------------------- |
|
|
|
|
|
|
|
Non-current liabilities |
|
|
|
|
Other financial liabilities |
|
950,000 |
950,000 |
|
Deferred tax liability |
|
1,077,167 |
1,634,286 |
|
|
------------------------------------------ |
-------------------------------- |
|
|
|
|
2,027,167 |
2,584,286 |
|
|
|
------------------------------------------ |
----------------------------------------- |
|
Current liabilities |
|
|
|
|
Trade and other payables |
|
4,143,112 |
6,801,897 |
|
Current tax |
|
36,016 |
307,902 |
|
Other financial liabilities |
|
95,711 |
6,248,532 |
|
|
------------------------------------------ |
-------------------------------------- |
|
|
|
4,274,839 |
13,358,331 |
|
|
|
------------------------------------------ |
--------------------------------------- |
|
|
Total liabilities |
6,302,006 |
15,942,617 |
|
|
|
------------------------------------------ |
------------------------------------------ |
|
|
Total liabilities and equity |
19,297,294 |
27,098,243 |
|
|
|
========================================== |
========================================== |
|
BGLOBAL PLC
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2012
|
|
Share Capital |
Share Premium Account |
Share Based Payment Reserve |
Merger Reserve |
Translation Reserve |
Retained Deficit |
Total |
|
|
£ |
£ |
£ |
£ |
£ |
£ |
£ |
|
At 1 April 2010 |
790,930 |
12,765,291 |
249,035 |
792,128 |
- |
(9,638,493) |
4,958,891 |
|
Issue of shares |
204,052 |
7,604,456 |
- |
- |
- |
- |
7,808,508 |
|
Exercise of options |
2,336 |
56,378 |
- |
- |
- |
- |
58,714 |
|
Issue costs of shares |
- |
(399,493) |
- |
- |
- |
- |
(399,493) |
|
|
--------------------------------- |
-------------------------------- |
-------------------------------- |
------------------- |
--------------------------------- |
------------------------------------- |
------------------------------------- |
|
Total transactions with owners in their capacity as owners |
206,388 |
7,261,341 |
- |
- |
- |
- |
7,467,729 |
|
Share based compensation |
- |
- |
138,782 |
- |
- |
- |
138,782 |
|
Loss for the year |
- |
- |
- |
- |
- |
(1,431,210) |
(1,431,210) |
|
Currency translation difference |
- |
- |
- |
- |
21,434 |
- |
21,434 |
|
|
--------------------------------- |
-------------------------------- |
-------------------------------- |
------------------- |
--------------------------------- |
------------------------------------- |
------------------------------------- |
|
Total comprehensive profit/( loss) for the year |
- |
- |
- |
- |
21,434 |
(1,431,210) |
(1,409,776) |
|
|
--------------------------------- |
-------------------------------- |
--------------------------------- |
------------------- |
--------------------------------- |
------------------------------------- |
--------------------------------------- |
|
At 31 March 2011 |
997,318 |
20,026,632 |
387,817 |
792,128 |
21,434 |
(11,069,703) |
11,155,626 |
|
Issue of shares |
65,760 |
682,265 |
|
|
|
|
748,025 |
|
|
--------------------------------- |
-------------------------------- |
--------------------------------- |
------------------- |
--------------------------------- |
--------------------------------------- |
--------------------------------------- |
|
Total transactions with owners in their capacity as owners |
65,760 |
682,265 |
- |
- |
- |
- |
748,025 |
|
Share based compensation |
- |
- |
(36,367) |
- |
- |
- |
(36,367) |
|
Profit for the year |
- |
- |
- |
- |
- |
1,149,809 |
1,149,809 |
|
Currency translation difference |
- |
- |
- |
- |
(21,805) |
- |
(21,805) |
|
|
--------------------------------- |
-------------------------------- |
--------------------------------- |
------------------- |
--------------------------------- |
--------------------------------------- |
--------------------------------------- |
|
Total comprehensive profit/(loss) for the year |
- |
- |
- |
- |
(21,805) |
1,149,809 |
1,128,004 |
|
|
----------------------------------- |
---------------------------------- |
----------------------------------- |
----------------------------------- |
----------------------------------- |
--------------------------------------- |
--------------------------------------- |
|
At 31 March 2012 |
1,063,078 |
20,708,897 |
351,450 |
792,128 |
(371) |
(9,919,894) |
12,995,288 |
|
|
========================================== |
========================================== |
========================================== |
========================================== |
======================================== |
========================================== |
========================================== |
BGLOBAL PLC
CONSOLIDATED STATEMENT OF CASHFLOWS
FOR THE YEAR ENDED 31 MARCH 2012
|
|
|
2012 |
2011 |
|
|
|
£ |
£ |
|
CASH FLOW FROM OPERATING ACTIVITIES |
|
|
|
|
Profit/(loss) before taxation |
|
590,390 |
(721,959) |
|
Movement in contingent and deferred consideration |
|
(1,460,513) |
2,914,617 |
|
|
Share based compensation |
|
(36,367) |
138,782 |
|
|
|
|
|
|
|
|
Finance costs |
|
82,519 |
90,488 |
|
|
|
|
|
|
|
|
Finance income |
|
(37,850) |
(19,050) |
|
|
Depreciation |
|
244,704 |
196,252 |
|
Amortisation |
|
1,733,990 |
1,369,165 |
|
Decrease/(increase) in inventories |
|
1,524,356 |
(944,003) |
|
Decrease/(increase) in trade and other receivables |
|
2,357,950 |
(2,988,188) |
|
(Decrease)/increase in trade and other payables |
|
(2,658,785) |
2,275,799 |
|
(Gain)/loss on forward contracts |
|
(40,593) |
13,019 |
|
Movement on subsidiaries held for sale |
|
(54,026) |
107,210 |
|
Foreign exchange difference |
|
(25,671) |
21,434 |
|
|
|
---------------------------------------- |
------------------------------------------ |
|
CASH GENERATED FROM OPERATIONS |
|
2,220,104 |
2,453,566
|
|
Taxation paid |
|
(353,474) |
(131,496) |
|
|
|
---------------------------------------- |
------------------------------------------ |
|
NET CASH GENERATED FROM OPERATIONS |
|
1,866,630 |
2,322,070 |
|
|
|
|
|
|
INVESTING ACTIVITIES |
|
|
|
|
Payments to acquire property, plant and equipment |
|
(134,122) |
(204,018) |
|
Payments to acquire intangible assets |
|
(663,014) |
(312,591) |
|
Payments to acquire subsidiary undertaking |
|
(3,823,477) |
(4,300,000) |
|
Net cash acquired with subsidiary undertaking Payment to acquire loan note |
|
- (200,000) |
603,755 - |
|
Finance income |
|
37,850 |
19,050 |
|
|
|
---------------------------------------- |
------------------------------------------ |
|
NET CASH USED IN INVESTING ACTIVITIES |
|
(4,782,763) |
(4,193,804) |
|
|
|
---------------------------------------- |
------------------------------------------ |
|
FINANCING ACTIVITIES |
|
|
|
|
Proceeds on issue of ordinary shares |
|
- |
6,417,729 |
|
Repayment of bank loan |
|
(30,316) |
(24,179) |
|
Payments in respect of obligations under finance leases Finance costs |
|
(49,897) (82,519) |
(56,463) (90,488) |
|
|
|
---------------------------------------- |
------------------------------------------ |
|
NET CASH (USED IN)/GENERATED FROM FINANCING ACTIVITIES |
|
(162,732) |
6,246,599 |
|
|
|
---------------------------------------- |
------------------------------------------ |
|
|
|
|
|
|
Net (decrease)/increase in cash and cash equivalents |
|
(3,078,865) |
4,374,865 |
|
Cash & cash equivalents at the beginning of the financial year |
|
6,618,464 |
2,243,599 |
|
|
|
---------------------------------------- |
------------------------------------------ |
|
Cash & cash equivalents at the end of the financial year |
|
3,539,599 |
6,618,464 |
|
|
|
========================================== |
========================================== |
BGLOBAL PLC
NOTES TO THE PRELIMINARY STATEMENT
|
1 |
FINANCIAL INFORMATION |
The preliminary financial information does not constitute full accounts within the meaning of section 434 of the Companies Act 2006 but is derived from accounts for the years ended 31 March 2012 and 31 March 2011, both of which are audited. The preliminary announcement is prepared on the same basis as set out in the statutory accounts for the year ended 31 March 2012. While the financial information included in this preliminary announcement has been prepared in accordance with the recognition and measurement criteria of International Financial Reporting Standards (IFRS), as adopted by the European Union (EU), this announcement does not in itself contain sufficient information to comply with IFRSs.
Bglobal plc is incorporated and domiciled in the United Kingdom. The consolidated financial information of Bglobal plc set out in this announcement is presented in Pounds Sterling (£), which is also the functional currency of the parent. The consolidated financial information has been approved for issue by the Board of Directors on 10 July 2012.
The statutory accounts for the year ended 31 March 2012 will be delivered to the Registrar of Companies following the Company's Annual General Meeting. Statutory accounts for the year ended 31 March 2011 have been filed with the Registrar of Companies. The auditors' report on those accounts was unqualified and did not contain any statement under Section 237 (2) or (3) of the Companies Act 1985.
|
2 |
GOING CONCERN |
The directors believe that the use of the going concern basis of accounting is appropriate because they consider that the Group has considerable financial resources, together with long term contracts with a number of customers. As such the directors believe that the Group is well placed to manage its business risks successfully. The directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. Thus they continue to adopt the going concern basis of accounting in preparing the financial statements.
|
3 |
SEGMENTAL INFORMATION (continued) |
The Group has three reportable segments: Central costs, Metering and data services, and Software and related services. This disclosure correlates with the information which is presented to the Group's Chief Decision Maker, the CEO. The Group's revenue, profit before taxation and net assets were all derived from its principal activities. Operations are carried out within the United Kingdom and Australia.
The Group generated total revenues from its 2 largest customers of £1,991,218 and £1,381,878 (2011: £9,814,597 and £8,508,279). Operations are carried out within the United Kingdom and Australia.
|
Year ended 31 March 2012 |
|
Metering and data services |
Software and related services |
Adjustments |
Total |
||||||||
|
REVENUE |
|
£ |
£ |
£ |
£ |
||||||||
|
|
|
|
|
|
|
||||||||
|
Total revenue - UK |
|
11,455,194 |
4,740,928 |
- |
16,196,122 |
||||||||
|
Inter segment sales - UK |
|
- |
- |
(169,836) |
(169,836) |
||||||||
|
Australia |
|
- |
2,384,718 |
- |
2,384,718 |
||||||||
|
|
|
----------------------------------------- |
---------------------------------------------- |
------------------------------------------- |
---------------------------------------------- |
||||||||
|
|
|
11,455,194 |
7,125,646 |
(169,836) |
18,411,004 |
||||||||
|
|
|
======================================== |
=============================================== |
========================================== |
=============================================== |
||||||||
|
RESULT |
|
Metering and data services |
Software and related services |
Central costs |
Total |
||||||||
|
|
|
£ |
£ |
£ |
£ |
||||||||
|
Segment result before amortisation and depreciation
Amortisation and depreciation |
|
287,889
(270,178) |
1,134,085
(180,451) |
(268,734)
(1,528,065) |
1,153,240
(1,978,694) |
||||||||
|
Segment result before separately identifiable items |
|
17,711 |
953,634 |
(1,796,799) |
(825,454) |
||||||||
|
Separately identifiable items |
|
- |
- |
1,460,513 |
1,460,513 |
||||||||
|
|
|
----------------------------------------- |
---------------------------------------------- |
------------------------------------------- |
---------------------------------------------- |
||||||||
|
Segment result after separately identifiable items |
|
17,711 |
953,634 |
(336,286) |
635,059 |
||||||||
|
Finance income |
|
- |
27,627 |
10,223 |
37,850 |
||||||||
|
Finance costs |
|
(2,682) |
(3,629) |
(76,208) |
(82,519) |
||||||||
|
|
|
----------------------------------------- |
---------------------------------------------- |
------------------------------------------- |
---------------------------------------------- |
||||||||
|
Profit/(loss) before tax |
|
15,029 |
977,632 |
(402,271) |
590,390 |
||||||||
|
|
|
======================================== |
=============================================== |
=========================================== |
=============================================== |
||||||||
|
|
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
|
|||||||
|
CAPITAL ADDITIONS |
|
|
|
|
|
|
|||||||
|
|
|
|
|
|
|
|
|||||||
|
Property, plant and equipment - UK |
|
33,722 |
65,048 |
- |
98,770 |
|
|||||||
|
Property, plant and equipment - Australia |
|
- |
35,352 |
- |
35,352 |
|
|||||||
|
|
|
----------------------------------------- |
---------------------------------------------- |
------------------------------------------- |
---------------------------------------------- |
|
|||||||
|
|
|
33,722 |
100,400 |
- |
134,122 |
|
|||||||
|
|
|
========================================= |
=============================================== |
=============================================== |
=============================================== |
|
|||||||
|
3 SEGMENTAL INFORMATION (continued) |
|
|
|
|
|||||||||
|
|
|
Metering and data services |
Software and related services
|
Central |
Total |
|
|||||||
|
|
|
£ |
£ |
£ |
£ |
|
|||||||
|
Intangible assets - UK |
|
- |
260,005 |
- |
260,005 |
|
|||||||
|
Intangible assets - Australia |
|
- |
403,009 |
- |
403,009 |
|
|||||||
|
|
|
----------------------------------------- |
---------------------------------------------- |
------------------------------------------- |
---------------------------------------------- |
|
|||||||
|
|
|
- |
663,014 |
- |
663,014 |
|
|||||||
|
|
|
========================================= |
=============================================== |
=============================================== |
=============================================== |
|
|||||||
|
|
|
|
|
|
|
||||||||
|
|
|
Metering and data services |
Software and related services |
Central |
Total |
|
|||||||
|
AMORTISATION AND DEPRECIATION |
|
£ |
£ |
£ |
£ |
|
|||||||
|
|
|
|
|
|
|
|
|||||||
|
UK |
|
270,178 |
79,288 |
- |
349,466 |
|
|||||||
|
Australia Central |
|
- |
101,163 - |
- 1,528,065 |
101,163 1,528,065 |
|
|||||||
|
|
|
---------------------------------------- |
---------------------------------------------- |
---------------------------------------- |
---------------------------------------------- |
|
|||||||
|
|
|
270,178 |
180,451 |
1,528,065 |
1,978,694 |
|
|||||||
|
|
|
======================================== |
=============================================== |
=============================================== |
=============================================== |
|
|||||||
|
|
|
Metering and data services |
Software and related services |
Central |
Total |
|
|||||||
|
ASSETS |
|
£ |
£ |
£ |
£ |
|
|||||||
|
|
|
|
|
|
|
|
|||||||
|
UK |
|
6,448,889 |
4,297,528 |
- |
10,746,417 |
|
|||||||
|
Australia Central |
|
- - |
1,626,795 - |
- 6,924,082 |
1,626,795 6,924,082 |
|
|||||||
|
|
|
---------------------------------------- |
---------------------------------------------- |
------------------------------------------- |
---------------------------------------------- |
|
|||||||
|
|
|
6,448,889 |
5,924,323 |
6,924,082 |
19,297,294 |
|
|||||||
|
|
|
========================================= |
=============================================== |
=============================================== |
=============================================== |
|
|||||||
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||||||||
|
|
||||||||||||||||||||||||||||||||||||||||||||||||||
|
||||||||||||||||||||||||||||||||||||||||||||||||||
|
3 |
SEGMENTAL INFORMATION (continued) |
|
Year ended 31 March 2011 |
|
Metering and data services |
Software and related services |
Adjustments |
Total |
|
REVENUE |
|
£ |
£ |
£ |
£ |
|
|
|
|
|
|
|
|
Total revenue - UK |
|
22,920,682 |
3,992,367 |
- |
26,913,049 |
|
Inter segment sales - UK |
|
- |
- |
(365,642) |
(365,642) |
|
Australia |
|
- |
2,447,551 |
- |
2,447,551 |
|
|
|
----------------------------------------- |
---------------------------------------------- |
------------------------------------------- |
---------------------------------------------- |
|
|
|
22,920,682 |
6,439,918 |
(365,642) |
28,994,958 |
|
|
|
======================================== |
=============================================== |
=============================================== |
=============================================== |
|
RESULT |
|
|
|
|
|
|
Segment result before amortisation and depreciation
Amortisation and depreciation |
|
Metering and data services (restated) £ 2,492,002
(283,136) |
Software and related services (restated) £ 1,814,900
(63,514) |
Central (restated)
£ (283,095)
(1,218,767) |
Total (restated)
£ 4,023,807
(1,565,417) |
|
|
|
|
|
|
|
|
Segment result before separately identifiable items |
|
2,208,866 |
1,751,386 |
(1,501,862) |
2,458,390 |
|
Separately identifiable items |
|
- |
- |
(3,108,911) |
(3,108,911) |
|
|
|
----------------------------------------- |
---------------------------------------------- |
------------------------------------------- |
---------------------------------------------- |
|
Segment result after separately identifiable items |
|
2,208,866 |
1,751,386 |
(4,610,773) |
(650,521) |
|
Finance income |
|
- |
8,398 |
10,652 |
19,050 |
|
Finance costs |
|
(10,188) |
(2,685) |
(77,615) |
(90,488) |
|
|
|
----------------------------------------- |
---------------------------------------------- |
------------------------------------------- |
---------------------------------------------- |
|
Profit/(loss) before tax |
|
2,198,678 |
1,757,099 |
(4,677,736) |
(721,959) |
|
|
|
======================================== |
=============================================== |
=============================================== |
=============================================== |
|
|
|
|
|
|
|
|
The table above has been restated to be consistent with the current year's presentation whereby central costs and amortisation are separately disclosed, in accordance with the format of the information which is regularly provided to the Group's chief decision maker.
CAPITAL ADDITIONS |
|||||
|
|
|
Metering and data services |
Software and related services |
|
Total |
|
|
|
£ |
£ |
|
£ |
|
Property, plant and equipment - UK |
|
201,220 |
139,812 |
|
341,032 |
|
Property, plant and equipment - Australia |
|
- |
9,974 |
|
9,974 |
|
|
|
----------------------------------------- |
---------------------------------------------- |
|
---------------------------------------------- |
|
|
|
201,220 |
149,786 |
|
351,006 |
|
|
|
======================================== |
=============================================== |
|
=============================================== |
|
|
|
|
|
|
|
|
Intangible assets - UK |
|
312,591 |
4,687,018 |
|
4,999,609 |
|
Intangible assets - Australia |
|
- |
2,368,484 |
|
2,368,484 |
|
|
|
----------------------------------------- |
---------------------------------------------- |
|
---------------------------------------------- |
|
|
|
312,591 |
7,055,502 |
|
7,368,093 |
|
Goodwill |
|
- |
2,336,765 |
|
2,336,765 |
|
|
|
----------------------------------------- |
---------------------------------------------- |
|
---------------------------------------------- |
|
|
|
312,591 |
9,392,267 |
|
9,704,858 |
|
|
|
========================================== |
=============================================== |
|
=============================================== |
|
3 |
SEGMENTAL INFORMATION (continued) |
|
|
|
Metering and data services (restated) |
Software and related services (restated) |
Central
(restated) |
Total
(restated) |
|
|
|
£ |
£ |
£ |
£ |
|
AMORTISATION AND DEPRECIATION |
|
|
|
|
|
|
|
|
|
|
|
|
|
UK |
|
283,136 |
49,919 |
- |
333,055 |
|
Australia
Central |
|
-
- |
13,595
- |
-
1,218,767 |
13,595
1,218,767 |
|
|
|
----------------------------------------- |
---------------------------------------------- |
------------------------------------------- |
---------------------------------------------- |
|
|
|
283,136 |
63,514 |
1,218,767 |
1,565,417 |
|
|
|
========================================= |
=============================================== |
=============================================== |
=============================================== |
|
ASSETS
|
|
|
|
|
|
|
UK |
|
12,095,753 |
3,327,886 |
- |
15,423,639 |
|
-Australia
Central |
|
-
- |
1,085,149
- |
-
10,589,455 |
1,085,149
10,589,455 |
|
|
|
----------------------------------------- |
---------------------------------------------- |
------------------------------------------- |
---------------------------------------------- |
|
|
|
12,095,753 |
4,413,035 |
10,589,455 |
27,098,243 |
|
|
|
======================================== |
=============================================== |
=============================================== |
=============================================== |
|
LIABILITIES |
|
|
|
|
|
|
|
|
|
|
|
|
|
UK |
|
4,306,864 |
2,080,738 |
- |
6,387,602 |
|
-Australia
Central |
|
-
- |
655,375
- |
-
8,899,640 |
655,375
8,899,640 |
|
|
|
----------------------------------------- |
---------------------------------------------- |
------------------------------------------- |
---------------------------------------------- |
|
|
|
4,306,864 |
2,736,113 |
8,899,640 |
15,942,617 |
|
|
|
========================================= |
=============================================== |
=============================================== |
=============================================== |
The table above has been restated to be consistent with the current year's presentation whereby central amortisation, intangibles and deferred tax are separately disclosed, in accordance with the format of the information which is regularly provided to the Group's chief decision maker.
|
4 |
TAXATION |
|
|
|
|
|
|
2012 £ |
2011 £ |
|
Current tax: |
|
|
|
Corporation tax at 26 % (2011: 28%) |
218,618 |
243,585 |
|
Research and development tax credit |
(137,030) |
(131,318) |
|
Adjustment in respect of prior periods |
(126,975) |
20,546 |
|
|
------------------------------- |
------------------------------------ |
|
Total current tax |
(45,387) |
132,813 |
|
|
|
|
|
Deferred tax: |
|
|
|
Origination and reversal of temporary differences |
(514,032) |
576,438 |
|
|
------------------------------- |
------------------------------------ |
|
|
(514,032) |
576,438 |
|
|
------------------------------- |
------------------------------------ |
|
Income tax (credit)/charge |
(559,419) |
709,251 |
|
|
================================= |
==================================== |
The charge for the period can be reconciled to the profit/(loss) per the consolidated statement of comprehensive income as follows:
|
|
2012 £ |
2011 £ |
|
|
|
|
|
Profit/(loss) for the period |
1,149,809 |
(1,431,210) |
|
Total income tax (credit)/expense |
(559,419) |
709,251 |
|
|
----------------------------- |
------------------------------------ |
|
Profit/(loss) on ordinary activities before tax |
590,390 |
(721,959) |
|
|
================================ |
========================================= |
|
|
|
|
|
Tax at the UK corporation tax rate of 26 % (2011: 28%) |
153,501 |
(202,149) |
|
|
|
|
|
Expenses not deductible for tax purposes |
(393,289) |
947,401 |
|
Tax credit received |
(137,030) |
(131,318) |
|
Unrelieved tax losses and other deductions arising in the period |
59,210 |
8,422 |
|
Tax losses not recognised as a deferred tax asset |
- |
75,139 |
|
Effect of rate change |
(114,836) |
(8,790) |
|
Adjustment in respect of prior periods |
(126,975) |
20,546 |
|
|
----------------------------- |
------------------------------------ |
|
Total tax (credit)/expense |
(559,419) |
709,251 |
|
|
================================= |
======================================= |
|
5 |
EARNINGS / (LOSS) PER SHARE |
Basic earnings per share are calculated by dividing the profit attributable to equity holders of the Company by the weighted average number of ordinary shares in issue during the year.
Diluted earnings per share are calculated by dividing the profit attributable to equity holders of the Company by the weighted average number of ordinary shares that would be issued on conversion of all dilutive potential ordinary shares into ordinary shares.
|
|
2012 £ |
2011 £ |
|
|
|
|
|
Profit/(loss) on continuing activities attributable to equity holders |
1,149,809 |
(1,431,210) |
|
|
============================================ |
============================================ |
|
|
|
|
|
Weighted average number of shares |
2012 Number of shares |
2011 Number of shares |
|
|
|
|
|
For basic earnings/loss per ordinary share |
103,486,998 |
94,975,117 |
|
Potential exercise of share options and LTIPs |
76,696 |
- |
|
|
--------------------------------- |
------------------------------------ |
|
For diluted earnings per ordinary share |
103,563,694 |
94,975,117 |
|
|
================================= |
==================================== |
|
|
|
|
|
Basic |
1.11p |
(1.51)p |
|
|
==================================== |
====================================== |
|
|
|
|
|
Diluted |
1.11p |
(1.51)p |
|
|
====================================== |
======================================= |
The loss for the prior period and the weighted average number of ordinary shares for calculating the diluted loss per share for the year ended 31 March 2011 are identical to those for the basic loss per share. This is because the outstanding share options and shares arising on conversion of the convertible financial liabilities would have the effect of reducing the loss per ordinary share and would therefore not be dilutive under the terms of International Accounting Standard ("IAS") No 33.
Adjusted earnings per share
The basic earnings per share before separately identifiable costs, share based compensation and amortisation of acquired intangibles are shown to highlight the underlying earnings trend and is calculated using the number of shares outlined in the table above:
|
|
2012 £ |
2011 £ |
|
|
|
|
|
Profit/(loss) on continuing activities attributable to equity holders |
1,149,809 |
(1,431,210) |
|
Adjustments: |
|
|
|
Acquisition costs |
- |
194,294 |
|
Contingent consideration |
(1,460,513) |
2,914,617 |
|
Share based compensation |
(36,367) |
138,782 |
|
Amortisation of acquired intangible |
1,528,065 |
1,282,281 |
|
|
--------------------------------- |
------------------------------------- |
|
Adjusted basic earnings |
1,180,994 |
3,098,764 |
|
|
================================= |
==================================== |
|
|
|
|
|
Adjusted basic earnings per share |
1.14p |
3.26p |
|
|
=================================== |
===================================== |
|
6 |
FINANCIAL ASSET INVESTMENTS |
|
|
2012 |
2011 |
|
Company: |
£ |
£ |
|
Investments in subsidiaries: |
|
|
|
Cost at 1 April Acquisition of Nutech Training and Samglobal |
22,087,757 2 |
10,430,058 - |
|
Acquisition of Utiligroup |
- |
8,050,000 |
|
Costs of acquisition |
- |
194,294 |
|
Contingent consideration |
- |
367,398 |
|
Earn out adjustment |
(1,460,513) |
2,914,617 |
|
Share based compensation adjustment |
(77,947) |
131,390 |
|
|
------------------------------------ |
------------------------------------ |
|
At 31 March |
20,549,299 |
22,087,757 |
|
|
==================================== |
==================================== |
|
7 |
SEPARATELY IDENTIFIABLE ITEMS |
|
|
2012 |
2011 |
|
|
£ |
£ |
|
Included within administrative expenses:- |
|
|
|
Earn out on Acquisition |
(1,460,513) |
2,914,617 |
|
Acquisition costs |
- |
194,294 |
|
|
________ |
________ |
|
|
(1,460,513) |
3,108,911 |
|
|
=================================== |
==================================== |
The separately identifiable credit in the year related to share price movements in the Company and the effect upon the value of the equity element of the contingent consideration structured in the acquisition of Utiligroup.
|
8 |
SHARE CAPITAL |
|
|
2012 |
2011 |
|
||
|
|
£ |
£ |
|
||
|
|
|
|
|
||
|
Authorised: |
|
|
|
||
|
|
|
|
|
||
|
150,000,000 (2011: 150,000,000) Ordinary 1p shares |
1,500,000 |
1,500,000 |
|
||
|
|
========================================== |
========================================== |
|
||
|
|
|
|
|
||
|
|
No |
£ |
|
||
|
|
|
|
|
||
|
Issued and fully paid: |
|
|
|||
|
|
|
|
|||
|
Balance at 31 March 2011 |
99,731,823 |
997,318 |
|||
|
Issued shares |
6,576,048 |
65,760 |
|||
|
|
----------------------------------- |
------------------------------------- |
|||
|
Balance at 31 March 2012 |
106,307,871 |
1,063,078 |
|||
|
|
================================== |
===================================== |
|||
|
|
|
|
|||
|
Issued and fully paid: |
|
|
|||
|
|
No |
£ |
|||
|
Balance at 31 March 2010 |
79,093,008 |
790,930 |
|||
|
Issued shares Exercised options |
20,405,244 233,571 |
204,052 2,336 |
|||
|
|
----------------------------------- |
------------------------------------- |
|||
|
Balance at 31 March 2011 |
99,731,823 |
997,318 |
|||
|
|
================================== |
==================================== |
|||
Ordinary shares
The total number of issued shares at 31 March 2012 was 106,307,871 (2011: 99,731,823).
On 5 September 2011 as part of the contingent consideration for the acquisition of Utiligroup Limited 6,576,048 shares were issued at a price of 11.3p per share.
|
|
|
|
|
|
|
|
|
9 |
ANNUAL REPORT AND ACCOUNTS |
A copy of the Annual Report and Financial Statements for the year ended 31 March 2012 will be sent to all shareholders shortly and will be available from the Company at Bglobal plc
Arkwright House, 2 Arkwright Court, Blackburn Interchange, Darwen, Lancashire BB3 0FG or by visiting our web site at www.bglobalplc.com.
| Date | Source | Headline | Category |
|---|---|---|---|
| 10-May-13 16:10 | RNS | Response to DECC statement | Company Announcement - General |
| 22-Apr-13 07:00 | RNS | Trading Update | Results and Trading Reports |
| 26-Mar-13 08:00 | RNS | Directorate Change | Executive Changes |
| 12-Mar-13 07:00 | RNS | Agreement with GnERGY | Company Announcement - General |
| 06-Mar-13 08:34 | RNS | Holding(s) in Company | Holding(s) in Company |
| 01-Mar-13 07:42 | RNS | Disposal | Mergers, Acquisitions and Disposals |
| 11-Dec-12 07:33 | RNS | Replacement: Interim Results | Results and Trading Reports |
| 11-Dec-12 07:00 | RNS | Interim Results | Results and Trading Reports |
| 03-Dec-12 07:52 | RNS | Trading Statement | Results and Trading Reports |
| 16-Oct-12 12:11 | RNS | Directorate Change | Executive Changes |
| 24-Sep-12 10:28 | RNS | Acquisition of Draig Technology Limited | Mergers, Acquisitions and Disposals |
| 12-Sep-12 07:00 | RNS | Annual Financial Report | Results and Trading Reports |
| 09-Aug-12 09:10 | RNS | JV signed with Samsung C&T Corporation | Company Announcement - General |
| 10-Jul-12 10:10 | RNS | Preliminary Results - Replacement | Company Announcement - General |
| 10-Jul-12 07:00 | RNS | Preliminary Results | Results and Trading Reports |
| 15-May-12 07:00 | RNS | Trading Update | Results and Trading Reports |
| 26-Apr-12 07:00 | RNS | TV white space used to read smart meter | Company Announcement - General |
| 02-Apr-12 07:00 | RNS | Deal with Energetix | Company Announcement - General |
| 02-Apr-12 07:00 | RNS | Electricity Supply Licence & Software Licence | Company Announcement - General |
| 13-Dec-11 14:31 | RNS | Half Yearly Report - Replacement | Results and Trading Reports |
| 13-Dec-11 07:00 | RNS | Half Yearly Report | Results and Trading Reports |
| 24-Nov-11 14:37 | RNS | Holding(s) in Company | Holding(s) in Company |
| 08-Nov-11 07:03 | RNS | Half Year Trading Update | Results and Trading Reports |
| 06-Oct-11 11:27 | RNS | Director/PDMR Shareholding | Company Announcement - General |
| 03-Oct-11 08:31 | RNS | Director's Dealing | Directors' Dealings |
| 30-Sep-11 13:36 | RNS | Total Voting Rights | Holding(s) in Company |
| 16-Sep-11 15:49 | RNS | Issue of Equity | Company Announcement - General |
| 08-Sep-11 17:18 | RNS | Holding(s) in Company | Holding(s) in Company |
| 31-Aug-11 10:28 | RNS | Issue of Equity | Company Announcement - General |
| 15-Aug-11 11:58 | RNS | Director's Dealing | Directors' Dealings |

