11 Feb 2021 08:30
11 February 2021
Maestrano Group PLC ("Maestrano" or the "Company" or the "Group")
Interim Accounts
Maestrano Group PLC (AIM: MNO), the Artificial Intelligence platform for transport corridor analytics, announces unaudited results for the six months ending 31 December 2020.
Six months to 31 December 2019 £'000 | Six months to 31 December 2020 £'000 | % change | % change (constant currency*) | |
Total revenue | 319 | 728 | +128% | +126% |
Cost of sales | 103 | 247 | +138% | +137% |
Total expenses | 927 | 1,274 | +37% | +36% |
Other income | 2 | 112 | ||
EBITDA | (710) | (681) | +6% | +5% |
*Constant currency reflects the results had the underlying transactional currencies, (i.e. USD, AUD and GBP) remained constant across the full financial year
Key Financial Highlights
· Total revenue up 128% in reported currency and 126% at constant currency. This increase reflects the strong business growth from Airsight (acquired 1 November 2019).
· Total expenses increased by 37% (36% at constant currency) as the Company invested in additional engineers and sales staff, particularly in the USA, in response to the large-scale opportunities apparent to the board and management.
· Underlying EBITDA before exceptional one-off items was a loss of £681K, a 6% improvement, driven by the increase in expenses being balanced by increased revenue. It should be noted that H1 2019 expenses and EBITDA have been adjusted following a change in the accounting recognition of the research and development rebate from November 2019 to June 2019.
· As at 31 December 2020 Cash balance was £849,898 and Net Assets were £2,236,261.
Enquiries:
Maestrano Group plc
Ian Buddery, Chairman c/o Arden Partners
Arden Partners (Nominated Adviser and Broker)
Richard Johnson / Ruari McGirr / Akhil Shah +44 (0)20 7614 5900
About Maestrano
Maestrano offers a patented cloud-based platform for master data management and business analytics, together with specialist hardware and software for capturing, analysing and reporting on large datasets within the transport sector, employing sophisticated artificial intelligence algorithms.
Further information on the Company is available at: www.maestrano.com
The information contained within this announcement is deemed to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014. Upon the publication of this announcement, this inside information is now considered to be in the public domain.
Maestrano Group plc
Review of operations by the Chief Executive Officer
31 December 2020
Maestrano Group Plc ("the Group") acquired Airsight Holdings Pty on 1 November 2019. The Group offers a patented cloud-based platform for master data management and business analytics, together with specialist hardware and software for capturing, analysing and reporting on large datasets within the transport and infrastructure sectors, employing sophisticated artificial intelligence algorithms.
Overview of results
We have made excellent progress in the six months to 31 December 2020, exceeding our business plan objectives both strategically and financially.
Customer contracts have all performed well and of particular note is the strength of our relationship with ARTC in Australia and Network Rail in the UK, with contract renewal and expansion in both cases.
We appointed a Vice President Americas in May 2020 then followed with the appointment of a senior USA rail executive as Head of Global Rail Solutions in November 2020. We plan further expansion of this team in the second half on the financial year, as activity builds with major US Railroads.
The Company designs and manufactures a lightweight LiDAR (Light Direction and Ranging) "payload" for installation on drones and other vehicles (including rail locomotives) under the Nextcore brand. In November 2020 we announced the release of a new version, the RN100, with double the performance at marginally increased cost. The previous RN50 continues as the entry-level product.
Revenue for the half year is summarised as follows:
Six Months to 31 December 2020 £ '000 | Six Months to 31 December 2019 £ '000 | Change | ||
Enterprise implementation (former Maestrano activity)
| 0 | 196 | ||
Enterprise subscriber (former Maestrano activity)
| 0 | 4 | ||
Corridor / Nextcore / Cordel (Airsight from Nov 2019)
| 728 | 119 | ||
Total Revenue | 728 | 319 | +128% |
Note: Maestrano acquired Airsight on 1 November 2019, so only November and December revenue is included for the six months to 31 December 2019.
Underlying EBITDA for the period was a loss of £0.681 million.
Revenue comparison with Airsight revenue for the full 6 month period in 2019 is as follows:
Six Months to 31 December 2020 £ '000 | Six Months to 31 December 2019 £ '000 | Change | ||
Corridor / Nextcore / Cordel (Airsight)
| 728 | 414 | +76% | |
Total Revenue | 728 | 414 | +76% |
Ongoing operations
The Company operates from offices in London, UK and Newcastle, Australia. The Company has staff in Australia, the USA and the UK. The Company has customers in Australia, New Zealand, the UK and Japan and is pursuing opportunities in the USA. Since the acquisition of the Airsight Holdings business in November 2019, the company has continued investing in its renewed growth strategy. As of 31 December 2020, the Company had cash and trade receivables totalling £1.07m.
Outlook
The Company has a well evolved and differentiated value proposition for its target markets and is looking forward to continuing growth in 2021 and beyond.
Nicholas Smith
Chief Executive Officer
11 February 2021
Maestrano Group plc
Review of operations by the Chief Financial Officer
31 December 2020
As noted above this period has been focused on integrating the acquired business and preparing an operating model for ongoing operations.
A summary of the Group's results are as follows:
Six Months to | Six Months to | |||
31 December 2020 | 31 December 2019 | Change | ||
£ '000 | £ '000 | |||
Enterprise implementation | 0 | 196 | ||
Enterprise subscriber | 4 | 4 | ||
Airsight (from 1 November 2019) | 728 | 119 | ||
Total Revenue | 728 | 319 | 128% | |
Direct Cost of sale | 247 | 103 | 138% | |
Gross Margin | 481 | 216 | 123% | |
Employee expenses | 823 | 445 | 85% | |
Occupancy expenses | 10 | 107 | -91% | |
Professional Fees | 277 | 286 | -3% | |
Other operational expenses | 164 | 89 | 84% | |
Total expenses | 1,274 | 927 | 37% | |
Other income | 110 | 1 | 100% | |
Interest income | 2 | 1 | 100% | |
EBITDA (earnings before interest expenses, taxation, depreciation and amortisation adjusted for other one-off items | (681) | (710) | 6% | |
Depreciation | 41 | 4 | -925% | |
Finance Costs | 6 | 1 | -500% | |
Other non-operating costs | 6 | 0 | ||
Loss before income tax expenses | (734) | (714) | 2% | |
Income tax | 0 | 0 | ||
Loss after income tax expense | (734) | (714) | 2% |
The above consolidated statements of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes
Revenue
Total revenue for the period increased by 128% to £0.73 million. The increase of revenue follows the successful completion of Airsight Holdings (Corridor Holdings) acquisition in November 2019. The prior period included two months of the Airsight Holdings revenue.
Operating expenses
Overall operating, restructuring, and acquisition expenses increased by £0.35 million compared to the previous corresponding period primarily as a result of increases in staff engaged in the development of the Cordel product. Staff expenses increased £0.38 million to £0.82 million. As at the 31 December 2020, Maestrano employed 28 staff across Australia, the UK and US.
Other income of £0.11 million, stems from support received from the Australian and New South Wales Governments in relation to Job Keeper, Economic Boost and payroll tax during the COVID-19 shutdowns.
It should be noted that the 2019 information has been adjusted following a change in the recognition of the research and development rebate from November 2019 to June 2019.
Underlying EBITDA for the period was a loss of £0.68 million, prior period was £0.71 million.
Finance and other non-operating expenditure were £0.12 million for the period relating the amortisation of right to use assets primarily property leases.
The loss after tax for the period was £0.73 million an increased loss of 2% compared to £0.71 million in the previous corresponding period.
Balance sheet, cash and working capital
The Group balance sheet remained strong with cash resources of £0.85 million and trade receivables of £0.22 million as at 31 December 2020. Cash outflow from operating activities was £0.94 million.
Underlying basis of EBITDA
The Group manages its operations by looking at the underlying EBITDA which excludes the impact of a number of one-off and non-cash items as this, in the Board's opinion, provides a more representative measure of the Group's performance. A reconciliation between the reported loss before tax and underlying EBITDA is included at note 6 to the financial statements.
Robert Lojszczyk
Chief Financial Officer
11 February 2021
Maestrano Group plc
Consolidated statements of profit and loss and other comprehensive income
For the period ended 31 December 2020
Unaudited six months | Audited year | |||
ended 31 December | ended 30 June | |||
Note | 2020 | 2019 | 2020 | |
£ | £ | £ | ||
Revenue from contracts with customers | 4 | - | 199,475 | 183,910 |
Airsight (from 1 November 2019) | 728,392 | 119,292 | 688,360 | |
Total Revenue | 728,392 | 318,767 | 872,270 | |
Direct Cost of sale | (247,163) | (102,669) | (254,430) | |
Gross Margin | 481,229 | 216,098 | 617,840 | |
Employee expenses | (822,665) | (445,375) | (1,169,112) | |
Occupancy expenses | (10,397) | (107,090) | (106,174) | |
Professional Fees | (276,834) | (285,979) | (485,611) | |
Other operational expenses | (164,434) | (89,068) | (139,678) | |
Total expenses | (1,274,329) | (927,513) | (1,900,575) | |
Other income | 5 | 109,522 | 798 | 441,617 |
Interest income | 1,723 | 553 | 1,725 | |
EBITDA (earnings before interest expenses, taxation, depreciation and amortisation adjusted for other one-off items | (681,855) | (710,064) | (839,393) | |
Depreciation | (40,523) | (4,016) | (36,104) | |
Finance Costs | (5,837) | (564) | (9,462) | |
Other non-operating costs | (5,972) | 0 | (84,990) | |
Loss before income tax expenses | (734,187) | (714,644) | (969,949) | |
Income tax | - | - | - | |
Loss after income tax expense for the period | (734,187) | (714,644) | (969,949) | |
Other comprehensive income | ||||
Items that may be reclassified subsequently to profit or loss | ||||
Foreign currency translation | 124,425 | (13,659) | 115,651 | |
Total comprehensive income for the period | (609,762) | (728,303) | (854,298) | |
Loss for the period attributable to: | ||||
Non-controlling interest | 0 | 0 | 0 | |
Owners of Maestrano Group plc | (734,187) | (714,644) | (969,949) | |
(734,187) | (714,644) | (969,949) | ||
Total comprehensive income for the period is attributable to: | ||||
Non-controlling interest | 0 | 0 | 0 | |
Owners of Maestrano Group plc | (609,762) | (728,303) | (854,298) | |
(609,762) | (728,303) | (854,298) | ||
Basic earnings per share (pence per share) | 15 | (0.50) | (0.49) | (0.78) |
Diluted earnings per share (pence per share) | 15 | (0.50) | (0.49) | (0.78) |
The above consolidated statements of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes
Maestrano Group plc
Consolidated balance sheet as at 31 December 2020
Unaudited | Audited | |||
December 31 | June 30 | |||
Note | 2020 | 2019 | 2020 | |
Assets | £ | £ | £ | |
Non-current assets | ||||
Intangibles | 1,223,403 | 1,049,272 | 1,223,403 | |
Lease Assets | 110,906 | 202,538 | 138,963 | |
Property, plant & equipment | 122,224 | 49,600 | 80,175 | |
Total non-current assets | 1,456,533 | 1,301,411 | 1,442,541 | |
Current assets | ||||
Trade and other receivables | 7 | 223,518 | 116,974 | 181,843 |
Other | 8 | 316,189 | 47,589 | 447,061 |
Cash and cash equivalents | 849,898 | 1,947,940 | 1,564,267 | |
Total current assets | 1,389,605 | 2,112,503 | 2,193,171 | |
Total Assets | 2,846,139 | 3,413,913 | 3,635,712 | |
Liabilities | ||||
Non-Current liabilities | ||||
Lease Liabilities | 63,000 | - | 84,788 | |
Total non-current liabilities | 63,000 | - | 84,788 | |
Current liabilities | ||||
Trade and other payables | 9 | 374,804 | 101,873 | 253,414 |
Unearned Income | 25,963 | - | 103,091 | |
Contingent Consideration | - | - | 127,834 | |
Lease Liabilities | 52,706 | 202,538 | 70,875 | |
Borrowings | 15,200 | 31,059 | - | |
Employee benefits | 78,205 | 122,574 | 149,687 | |
Total current liabilities | 546,878 | 458,045 | 704,901 | |
Net assets/(liabilities) | 2,236,261 | 2,955,869 | 2,846,023 | |
Equity | ||||
Share Capital | 1,460,854 | 1,460,853 | 1,460,854 | |
Share premium account | 7,781,192 | 7,781,194 | 7,781,192 | |
Other reserves | 10 | 2,404,599 | 2,156,240 | 2,280,174 |
Accumulated losses | (9,410,384) | (8,442,418) | (8,676,197) | |
Equity/(deficiency) attributable to the owners of Maestrano Group plc | 2,236,261 | 2,955,869 | 2,846,023 | |
Non-controlling interest | 0 | 0 | 0 | |
Total equity/(deficiency) | 2,236,261 | 2,955,869 | 2,846,023 | |
The above consolidated balance sheet should be read in conjunction with the accompanying notes
The interim financial statements of Maestrano Group plc (company number 1109701 (England and Wales)) were approved by the Board of Directors and authorised for issue on 11 February 2021. They were signed on its behalf by:
Ian Buddery Jonathan Macleod
Chairman Director
11 February 2021 11 February 2021
Maestrano Group plc
Consolidated statements of changes in equity
For the period ended 31 December 2020
Share | Share | Other | Accumulated | Non | Total | |
Unaudited six months ended | Capital | premium | reserves | Losses | Controlling | deficiency |
31 December 2019 | account* | Interest | in equity | |||
£ | £ | £ | £ | £ | £ | |
Balance at 1 July 2019 | 800,403 | 7,583,057 | 2,164,523 | (7,720,773) | 0 | 2,490,209 |
Loss after income tax expense for the period | (714,644) | 0 | (714,644) | |||
Other comprehensive income for the period, net of tax | (13,659) | (13,659) | ||||
Total comprehensive income for the period | 0 | 0 | (13,659) | (714,644) | 0 | (728,303) |
Transactions with owners in their capacity as owners: | ||||||
Acquisition Airsight Holdings | 660,450 | 198,135 | 0 | 858,585 | ||
Share-based payments (note 16) | 5,411 | 5,411 | ||||
Balance at 31 December 2019 | 1,460,853 | 7,781,192 | 2,156,275 | (8,435,417) | 0 | 2,962,869 |
Share | Share | Other | Accumulated | Non | Total | |
Unaudited six months ended | Capital | premium | reserves | Losses | Controlling | Deficiency |
31 December 2020 | account* | Interest | in equity | |||
£ | £ | £ | £ | £ | £ | |
Balance at 1 July 2020 | 1,460,854 | 7,781,192 | 2,280,174 | (8,676,197) | 0 | 2,846,023 |
Loss after income tax expense for the period | (734,187) | (734,187) | ||||
Other comprehensive income for the period, net of tax | 124,425 | 124,425 | ||||
Total comprehensive income for the period | 0 | 0 | 124,425 | (734,187) | 0 | 609,762 |
Transactions with owners in their capacity as owners: | ||||||
Share-based payments (note 16) | 0 | 0 | 0 | 0 | 0 | 0 |
Balance at 31 December 2020 | 1,460,854 | 7,781,192 | 2,404,599 | (9,410,384) | 0 | 2,236,261 |
Maestrano Group plc
Consolidated statements of changes in equity (cont'd)
For the period ended 31 December 2020
Share | Share | Other | Accumulated | Non | Total | |||
Audited year ended | Capital | premium | reserves | Losses | Controlling | deficiency | ||
30 June 2020 | account* | Interest | in equity | |||||
£ | £ | £ | £ | £ | £ | |||
Balance at 1 July 2019 | 800,403 | 7,583,057 | 2,164,523 | (8,057,774) | 0 | 2,490,209 | ||
Loss after income tax expense for the period | (969,949) | (969,949) | ||||||
Other comprehensive income for the period, net of tax | 115,651 | 115,651 | ||||||
Total comprehensive income for the period | 0 | 0 | 115,651 | (969,949) | 0 | (858,298) | ||
Transactions with owners in their capacity as owners: | ||||||||
Share Issue | 660,451 | 198,135 | 858,586 | |||||
Balance at 30 June 2020 | 1,460,854 | 7,781,192 | 2,280,174 | (8,676,197) | 0 | 2,846,023 | ||
* The share premium account is used to recognise the difference between the issued share capital at nominal value and the capital received, net of transaction costs | ||||||||
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes
Maestrano Group plc
Consolidated statements of cash flows
For the period ended 31 December 2020
Unaudited six months | Audited year | |||
ended December 31 | ended June 30 | |||
2020 | 2019 | 2020 | ||
£ | £ | £ | ||
Cash flows from operating activities | ||||
Loss before income tax expense for the period | (734,187) | (714,644) | (969,949) | |
Adjustments for: | ||||
Depreciation and amortisation | 40,523 | 4,016 | 36,104 | |
Share-based payments | 0 | 5,411 | 0 | |
Foreign exchange differences | 0 | 0 | (150,141) | |
Interest received | (1,723) | (553) | (1,725) | |
Interest and other finance costs | 5,837 | 0 | 9,462 | |
(689,550) | (705,770) | (1,076,249) | ||
Change in operating assets and liabilities: | ||||
Increase in inventories | (126,236) | 0 | (122,473) | |
Decrease/(increase) in trade and other receivables | 218,142 | 764,730 | 391,245 | |
Increase/(decrease) in lease assets | (14,822) | (202,538) | 0 | |
Decrease/(increase) in other operating assets | (2,594) | 40,073 | 101,510 | |
(Decrease)/Increase in trade and other payables | (41,651) | (426,559) | (148,630) | |
Decrease in other liabilities | 0 | 0 | (33,114) | |
Increase/(decrease) in lease liabilities | (13,809) | 202,538 | 0 | |
Increase (decrease) in employee benefits | (11,098) | 57,299 | 0 | |
(681,618) | (270,227) | (887,711) | ||
Interest Received | 1,723 | 553 | 1,725 | |
Interest and other finance costs paid | (5,837) | 0 | (3,280) | |
Income taxes paid | 0 | 0 | 0 | |
Net cash used in operating activities | (685,732) | (269,674) | (889,266) | |
Cash flows from investing activities | ||||
Aggregate cash flow on acquisition of subsidiary | 0 | 0 | 18,310 | |
Payments for property, plant and equipment | (72,438) | (12,684) | (71,589) | |
Net cash used in investing activities | (72,438) | (12,684) | (53,279) | |
Cash flows from financing activities | ||||
Interest on lease payments | 0 | 0 | (6,181) | |
Repayment lease arrangements | (11,069) | (16,903) | 0 | |
Net cash from financing activities | (11,069) | (16,903) | (6,181) | |
Net increase/(decrease) in cash and cash equivalents | (769,239) | (299,261) | (948,726) | |
Cash and cash equivalents at the beginning of the financial period | 1,564,267 | 2,247,201 | 2,247,201 | |
Effects of exchange rate changes on cash and cash equivalents | 54,870 | 0 | 265,792 | |
Cash and cash equivalents at the end of the financial period | 849,898 | 1,947,940 | 1,564,267 | |
The above consolidated statements of cash flows should be read in conjunction with the accompanying notes
Maestrano Group plc
Notes to the consolidated financial statements
For the period ended 31 December 2020
Note 1. General information
The financial statements cover Maestrano Group plc ('Company') as a consolidated entity consisting of Maestrano Group plc and the entities it controlled at the end of, or during, the period (referred to as the 'Group'). The financial statements are presented in Pound Sterling, which is Maestrano Group plc's functional and presentation currency.
The Company was incorporated on 6 December 2017 as a private company, Maestrano Group Limited. On 11 May 2018, the Company converted to a public company, Maestrano Group plc and on 30 May 2018 was admitted onto the Alternative Investment Market ('AIM'). On 19 April 2018, as part of a group reorganisation, the Company acquired 100% of the ordinary shares of Maestrano Pty Ltd from the existing shareholders and became the immediate and ultimate parent of the Group. On 31 October 2019, Maestrano Group plc acquired 100% of the shares in Airsight Holdings Pty Limited, an Australian based company.
Maestrano Group plc is a listed public company limited by shares, incorporated and domiciled in England and Wales. Its registered office and principal place of business are:
Registered office Principal place of business
10 John Street 2/2 Frost Drive
London WC1N 2EB Mayfield West NSW 2304
United Kingdom Australia
A description of the nature of the Group's operations and its principal activities are included in the directors' report, which is not part of the financial statements. The financial statements were authorised for issue, in accordance with a resolution of directors, on 11 February 2021. The directors have the power to amend and reissue the financial statements.
Note 2. Significant accounting policies
These financial statements for the interim half-year reporting period ended 31 December 2020 have been prepared in accordance with International Accounting Standards IAS 34 'Interim Financial Reporting'.
These interim financial statements do not include all the notes of the type normally included in annual financial statements. Accordingly, these financial statements are to be read in conjunction with the annual report for the year ended 30 June 2020 and any public announcements made by the Company during the interim reporting period.
New or amended Accounting Standards and Interpretations adopted
The Group has adopted all of the new or amended Accounting Standards and Interpretations issued by the International Accounting Standards Board that are mandatory for the current reporting period. Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted.
Going concern
The financial statements have been prepared assuming the Group will continue as a going concern. Under the going concern assumption, an entity is ordinarily viewed as continuing in business for the foreseeable future. In assessing whether the going concern assumption is appropriate, the directors have considered the Group's existing working capital and are of the opinion that the Group has adequate resources to undertake its planned program of activities for the 12 months from the date of approval of these financial statements. Further details of the directors' considerations in relation to going concern are included in the directors' report.
Note 3. Operating segments
Identification of reportable operating segments
The Group operates in one segment being provision of data integration and analytic services. This operating segment is based on the internal reports that are reviewed and used by the Board of Directors (who are identified as the Chief Operating Decision Makers ('CODM')) in assessing performance and in determining the allocation of resources.
The operating segment information is the same information as provided throughout the consolidated financial statements and are therefore not duplicated.
Note 4. Revenue from contracts with customers
Unaudited six months | Audited year | ||
ended December 31 | ended June 30 | ||
2020 | 2019 | 2020 | |
Enterprise implementation | £ 0 | £ 195,919 | £ 179,572 |
Enterprise subscriber & services | 0 | 3,556 | 4,338 |
Airsight Holdings | 728,392 | 119,292 | 688,360 |
Revenue from contracts with customers | 728,392 | 318,767 | 872,270 |
| Disaggregation of revenue | ||||||||
| |||||||||
| The disaggregation of revenue from contracts with customers is as follows: | ||||||||
| Unaudited six months | Audited year | |||||||
| ended December 31 | ended June 30 | |||||||
| Geographical regions | 2020 | 2019 | 2020 | |||||
| £ | £ | £ | ||||||
| United Kingdom | 129,964 | - | 8,150 | |||||
| Australia | 453,709 | 318,767 | 729,338 | |||||
| United States of America | (16,614) | - | 20,221 | |||||
| Japan | 55,114 | - | 80,243 | |||||
| New Zealand | 52,590 | - | 34,318 | |||||
| Malaysia | 17,861 | - | - | |||||
| India | 13,103 | - | - | |||||
| Russia | 22,664 | - | - | |||||
| |||||||||
| 728,392 | 318,767 | 872,270 | ||||||
| |||||||||
Enterprise implementation and enterprise subscriber income are recognised as revenue over time as opposed to a point in time. Airsight Holdings revenue is recognised when work has been completed |
| ||||||||
and invoiced. |
| ||||||||
Note 5. Other income | Unaudited six months | Audited year | |
ended December 31 | ended June 30 | ||
2020 | 2019 | 2020 | |
£ | £ | £ | |
Government grants and rebates | 109,522 | 798 | 441,617 |
109,522 | 798 | 441,617 | |
In FY2020 Government grants and rebates predominantly related to research and development rebates. In this half year it relates to support from the Australian and New South Wales Governments relating to COVID-19 business assistance.
Note 6. EBITDA reconciliation (earnings before interest expense, taxation, depreciation and amortisation) | |||
Unaudited six months | Audited year | ||
ended December 31 | ended June 30 | ||
2020 | 2019 | 2020 | |
EBITDA reconciliation | £ | £ | £ |
Loss before income tax | (734,917) | (714,644) | (969,949) |
Add: Interest expense | 5,837 | 564 | 9,462 |
Add: Depreciation and amortisation | 40,523 | 4,016 | 36,104 |
EBITDA | (688,557) | (710,064) | (924,383) |
Unaudited six months | Audited year | ||
ended December 31 | ended June 30 | ||
2020 | 2019 | 2020 | |
Underlying EBITDA reconciliation | £ | £ | £ |
EBITDA | (688,557) | (710,064) | (924,383) |
IPO | 0 | 0 | 0 |
Restructuring costs and Enterprise Investment Scheme set-up costs; acquisition costs | 5,972 | 84,990 | 0 |
Underlying EBITDA | (682,585) | (625,074) | (924,383) |
The financial statements include both the statutory financial statements and additional performance measures of EBITDA and Underlying EBITDA. The directors believe these additional measures | |||
provide useful information on the underlying trend in operational performance going forward without | |||
these unusual and other one-off items. | |||
Note 7. Current assets - trade and other receivables | Unaudited six months | Audited year | |||||
ended December 31 | ended June 30 | ||||||
2020 £ | 2019 £ | 2020 £ | |||||
Trade receivables | 223,518 | 116,974 | 132,946 | ||||
Other receivables | 0 | 0 | 48,897 | ||||
223,518 | 116,974 | 181,843 | |||||
Note 8. Current assets - other | Unaudited six months | Audited year |
| ||||
ended December 31 | ended June 30 |
| |||||
2020 | 2019 | 2020 |
| ||||
£ | £ | £ |
| ||||
Prepayments | 54,677 | 14,865 | 52,072 |
| |||
Inventory | 261,512 | 32,723 | 135,172 |
| |||
316,189 | 47,589 | 187,244 |
| ||||
Note 9. Current liabilities - trade and other payables | Unaudited six months | Audited year | |
ended December 31 | ended June 30 | ||
2020 | 2019 | 2020 | |
£ | £ | £ | |
Trade payables | 342,539 | 44,893 | 85,692 |
Accrued expenses | 32,480 | 106,323 | 121,132 |
Other payables | (214) | (49,344) | 46,590 |
374,804 | 101,873 | 253,414 | |
Note 10. Equity - other reserves | Unaudited six months | Audited year | |
ended December 31 | ended June 30 | ||
2020 | 2019 | 2020 | |
£ | £ | £ | |
Foreign currency reserve | 514,759 | 260,989 | 390,334 |
Share-based payments reserve | 0 | 5,411 | 0 |
Capital reorganisation reserve | 1,889,840 | 1,889,840 | 1,889,840 |
2,404,599 | 2,156,240 | 2,280,174 | |
Movements in reserves | ||||
Movements in each class of reserve during the current financial period are set out below: | ||||
Unaudited six months ended 31 December | Foreign | Share-based | Capital | Total |
Currency | payments | reorganisation | ||
£ | £ | £ | £ | |
Balance as at 1 July 2020 | 390,334 | 0 | 1,889,840 | 2,280,174 |
Foreign currency translation | 124,425 | 0 | 0 | |
Share-based payment | 0 | 0 | 0 | 0 |
Balance at 31 December 2020 | 514,759 | 0 | 1,889,840 | 2,404,599 |
Note 11. Equity - dividends
There were no dividends paid, recommended or declared during the current or previous financial period.
Note 12. Fair value measurement
The carrying amounts of trade and other receivables and trade and other payables are assumed to approximate their fair values due to their short-term nature.
The fair value of financial liabilities is estimated by discounting the remaining contractual maturities at the current market interest rate that is available for similar financial liabilities.
Note 13. Contingent liabilities
The contingent consideration at 30 June 2020 related to the purchase of Airsight Holdings Pty Ltd now Corridor Holdings Pty Ltd. The consideration is in the form of a share issue by Maestrano Group PLC and is dependent on the total revenue achieved by the Airsight Holdings Pty Ltd group for the financial year ending 30 June 2020. The consideration is calculated dividing the total revenue achieved by the Airsight Holdings Pty Ltd group in the year ended 30 June 2020 by AU$1,500,000, multiplied by 7,338,337. To determine how many shares are to be issued by Maestrano Group PLC. The shares were issued on 30 September 2020.
The contingent consideration recognised in the accounts was calculated using the fair value on the date of acquisition.
Note 14. Related party transactions
Parent entity
The parent entity and ultimate parent entity is Maestrano Group plc. There is no ultimate controlling party.
Transactions with related parties
There were no transactions with related parties during the current and previous financial period.
Receivable from and payable to related parties
There were no trade receivables from or trade payables to related parties at the current and previous reporting date.
Loans to/from related parties
There were no loans to or from related parties at the current and previous reporting date.
Note 15. Earnings per share | Unaudited six months | Audited year | |
ended December 31 | ended June 30 | ||
2020 | 2019 | 2020 | |
£ | £ | £ | |
Loss after income tax | (734,187) | (714,644) | (969,949) |
Non-controlling interest | 0 | 0 | 0 |
Loss after income tax attributable to the owners of Maestrano Group plc | (734,187) | (714,644) | (969,949) |
Number | Number | Number | |
Weighted average number of ordinary shares used in calculating basic earnings per share | 149,754,537 | 146,085,369 | 146,085,369 |
Weighted average number of ordinary shares used in calculating diluted earnings per share | 149,754,537 | 146,085,369 | 146,085,369 |
| |||
Pence | Pence | Pence | |
Basic earnings per share | (0.49) | (0.49) | (0.78) |
Diluted earnings per share | (0.49) | (0.49) | (0.78) |
Options and convertible notes have not been included in the diluted earnings per share as they are anti-dilutive | |||
Note 16. Share-based payments | |||||||
A share option plan has been established by the Group, whereby the Group may, at the discretion of the Board of Directors, grant options over the ordinary shares in the Company to certain key management personnel and | |||||||
and staff of the Group. The options are issued for nil consideration and are granted in accordance with performance | |||||||
guidelines established by the Board of Directors. | |||||||
Set out below are summaries of options granted currently under the plan in 2020:
| |||||||
Grant date | Expiry date | Exercise | Balance at | Granted | Exercised | Expired/ | Balance at |
price | the start of | forfeited/ | the end of | ||||
the period | other | the period | |||||
1/07/2019 | 30/06/2021 | £ 0.0130 | 0 | 5,082,222 | - | - | 5,082,222 |
13/03/2020 | 13/03/2022 | £ 0.0200 | 0 | 800,000 | - | - | 800,000 |
17/04/2020 | 17/09/2021 | £ 0.0180 | 0 | 2,082,500 | - | - | 2,082,500 |
04/05/2020 | 4/05/2023 | £ 0.0190 | 0 | 2,000,000 | - | - | 2,000,000 |
24/09/2020 | 24/09/2023 | £ 0.1000 | 0 | 2,000,000 | - | - | 2,000,000 |
Note 17. Events after the reporting period |
| ||||||
No matter or circumstance has arisen since 31 December 2020 that has significantly affected, or may significantly affect the Group's operations, the results of those operations, or the Group's state of affairs in future financial years. | |||||||
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