24 Apr 2012 07:00
Not for release, publication or distribution, in whole or in part, in, into or from any jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction
Date: | 24 April 2012 |
On behalf of: | NetPlay TV plc ('the Company', 'the Group' or 'NetPlay') |
For immediate release |
NetPlay TV plc
Preliminary Results
NetPlay TV plc (AIM: NPT) (the "Company"), the interactive gaming company, is pleased to announce its preliminary results for the year ended 31 December 2011.
Financial Highlights
§ 12.4% increase in Group revenue to £22.3m (2010: £19.8m)
§ 18.6% increase in Casino Revenue to £20.6m (2010: £17.4m)
§ EBITDA* from continuing operations £3.4m (2010: negative EBITDA of £2.8m)
§ Profit before tax £0.6m (2010: Loss before tax of £14.2m)
§ Operational cash flow of £2.5m (2010: negative £3.8m)
Operational Highlights
§ Five year contract with Channel 5
§ Successful launch of Supercasino iPad app
§ New TV pre midnight advertising strategy
Post period Highlight
§ New two year broadcast agreement with ITV
§ Q1 2012 average daily revenue
- 20% increase on Q1 2011
- 9% increase on Q4 2011
§ iPhone and iPad applications for Jackpot 247
§ Capital reduction process will enable the Board to consider adopting a future dividend policy if approved
_________________________
Commenting on the results, Charles Butler, NetPlayTV's Chief Executive said:
"We are very proud of the significant strategic and commercial progress made over the past year, and the robust results announced today illustrate the strength of the Company's live TV casino proposition.
"We are confident in the opportunities for growth available in the existing UK markets through a combination of strong customer acquisition and product development, whilst also pursuing quality international expansion opportunities. We will continue to leverage our strong broadcaster relationships to drive growth and in turn create long term shareholder value.
"We are looking forward to 2012 with confidence and expect to continue to build on the positive momentum and successful results of 2011."
Enquiries:
NetPlayTV plc | www.NetPlayTV.plc.uk |
Charles Butler, Chief Executive Officer | Via Redleaf |
Redleaf Polhill | Tel: 020 7566 6720 |
Rebecca Sanders-Hewett / Jenny Bahr | NetPlayTV@redleafpolhill.com |
Singer Capital (Nominated Adviser) | |
Jonathan Marren | Tel: 020 3250 7500 |
Notes to Editors:
About NetPlayTV plc
NetPlayTV TV plc is listed on the AIM market of the London Stock Exchange (NPT). NetPlayTV operates a number of interactive gaming services under an Alderney gaming license, including SuperCasino.com and Jackpot247.com. These services can also be viewed 24 hours a day live on Sky Channel 866, every evening on Channel 5 and four nights a week on ITV1.
The Company is focused on the delivery of a converged interactive gaming experience allowing its customers to interact with its games on a variety of platforms, TV, Internet and mobile from a common integrated wallet.
Chairman's Statement
2011 was an excellent year for NetplayTV. Following the restructuring at the end of 2010, the year started very well, gathered momentum and ultimately exceeded expectations.
With the correct internal structure in place and costs firmly under control at the start of the year we were able to concentrate on developing the core revenue drivers behind the business. This involved investing heavily in marketing with a particular emphasis on TV advertising. This advertising proved increasingly successful as the year progressed resulting in four impressive quarters of KPI growth and three profit upgrades during the year. I believe we have a great team of people working at NetplayTV and their enthusiasm and hard work combined with our USP of live TV casino has helped us deliver a strong set of results. I want to thank all of our staff for their hard work this year.
In October after working closely with Channel 5 for two years we signed a new five year partnership agreement to continue broadcasting seven nights a week, thereby securing one of the key channels for customer acquisition for Supercasino.com until 2016. This was a milestone for the Group as it illustrates not only the strength of the SuperCasino brand, but also that the commercial relationship between the companies is creating value for both parties and that the brand SuperCasino is going from strength to strength. The new agreement incorporates the existing post midnight teleshopping airtime which in turn is complimented by a significant amount of pre midnight advertising spots.
In December the Group launched its iPad application to add to the already successful iPhone application and the uptake so far has been very encouraging. We see mobile and tablet as one of the key growth drivers for the Group in 2012 and we are uniquely positioned through our TV presence to exploit the potential of this rapidly growing market.
I am extremely happy with the Company's performance in 2011 and I am pleased to report that 2012 has commenced strongly with Q1 KPIs ahead of both Q1 2011 and Q4 2011. Furthermore, the Group is making progress with its share capital reorganisation, which if approved will create positive distributable reserves which will in turn facilitate the potential introduction of a future dividend policy. We are in a good position to drive shareholder value from our existing UK business whilst continuing to consider newly regulated market opportunities.
Clive Jones
Non-Executive Chairman
23 April 2012
Chief Executive Officer's statement
2011 has been a highly successful year for the Group and 2012 has started strongly.
2011 Review
We started the year with a solid management structure in place and a clear strategy to deliver continued growth in our core live TV casino business. I am pleased to announce we delivered on every element of this strategy which has resulted in strong total revenue growth of 12.4%, casino revenue growth of 18.6%, and generated an EBITDA profit of £3.4m compared to an EBITDA* loss of £2.8m, giving an overall EBITDA margin of 15.4% (2010: negative 14.0%). Cash balances increased by £2.4m during the year to £7.9m and the Group made profit after taxation of £0.6m (2010: loss after taxation of £13.7m).
During the first half of the year we focused on improving the live product offering to enable us to extract maximum player acquisitions from our existing TV teleshopping post midnight airtime on Channel 5 and ITV1. This strategy proved to be successful and the results of this were clearly demonstrated by the interim results posting both a very healthy EBITDA of £1.7m and positive cash flow of £0.5m.
The second half of the year was mostly about continued product development whilst also looking to new channels for customer acquisition. After a successful trial advertising campaign on pre midnight airtime across multiple terrestrial and digital channels the Group increased its TV advertising expenditure significantly from July onwards. By leveraging our strong broadcaster relationships we were able to optimise our advertising spend and maximise acquisition of players by linking the adverts with the existing post midnight airtime on both Channel 5 and ITV1. The benefit of this increased advertisement spend can be seen in strong H2 revenue growth of 10.3% compared with H1 and resultant EBITDA of £1.7m and an increase in cash flow of £1.9m.
We spent a lot of time during the year working closely with our broadcast partners looking at ways to improve efficiency of TV as a medium for acquiring new customers and it was a real endorsement of our live TV casino product to sign a new five year deal with Channel 5 in October. In a market that is highly competitive for new customer acquisitions this puts the Group in a very strong position knowing it has secured one of its main marketing channels for the next five years.
It has also been a year in which the mobile industry has seen huge growth in the sale of smart phones and NetplayTV has positioned itself to ensure it takes maximum advantage of this exponential growth and the resultant changes in consumer behaviour when interacting with smartphones and tablets while watching TV.
Current Trading and Outlook
2012 has started strongly with Q1 new depositing customer acquisitions up 69.9% year on year and 34.3% quarter on quarter with active depositing players up 43.9% and 23.0% respectively. This resulted in average daily casino revenue growth of 20.3% year on year and 8.5% quarter on quarter.
Since the year end we disposed of our UK Bingo business allowing the Group to focus on the core live TV casino business where the marketing strategy is paying off and yielding much higher returns on investment.
The Group launched its Supercasino.com iPad application in December 2011 and in March 2012 launched iPhone and iPad for Jackpot247.com. Both brands have benefited from this launch and we expect to see strong quarter on quarter growth from customers accessing our brands via mobile and tablet while we continue to invest in this area of product development and take advantage of our unique position of acquiring customers watching TV directly into the smartphone and tablet applications.
The Group have started the process of a capital reduction to create positive distributable reserves. The special resolution was passed at an EGM on 3 April 2012 and the court hearing to confirm the capital reduction will take place on 2 May 2012. If approved, this will give the board greater flexibility when considering its future dividend policy.
We are confident the Group has strong growth opportunities in the UK and can continue to take market share. Whilst driving growth in the business is a key focus of the Board we are at the same time keeping a close eye on the European markets that are going through a process of regulation. We will look for broadcast partners in markets where we can leverage our existing fixed cost base and where the tax rates makes sense to build long term shareholder value.
We are excited about 2012 and are looking forward to building further on the positive momentum and successful results of 2011.
_________________________
*EBITDA is a non-GAAP, company specific measure and excludes share based payment charges and exceptional charges described in note 4. Where not explicitly mentioned, EBITDA refers to EBITDA from continuing operations.
Charles Butler
Chief Executive Officer
23 April 2012
Financial Overview
2011 was a record year for NetPlayTV with revenue up 12.4% to £22.3m (2010: £19.8m), positive EBITDA* of £3.4m (2010: negative EBITDA of £2.8m), Profit before tax of £0.6m (2010: Loss before tax of £14.2m) and net cash from operating activities of £2.5m (2010: negative £3.8m).
________________________
* EBITDA is a non-GAAP, company specific measure and excludes share based payment charges and exceptional charges described in note 4. Where not explicitly mentioned, EBITDA refers to EBITDA from continuing operations.
Product segmentation
Casino revenue accounted for £20.6m during 2011 representing year on year growth of 18.6%. Casino EBITDA was £4.6m (2010: EBITDA loss of £1.6m). Bingo only contributed £1.7m in revenue for 2011 (2010: £2.5m) and EBITDA of £0.1m (2010: £0.3m).
Year ended 31 December 2011 | Year ended 31 December 2010
| |
£ 000's | £ 000's | |
Revenue | ||
Casino segment | 20,593 | 17,357 |
Bingo segment | 1,679 | 2,450 |
Revenue from external customers | 22,272 | 19,807 |
EBITDA | ||
Casino segment | 4,605 | (1,643) |
Bingo segment | 115 | 332 |
Subtotal | 4,720 | (1,311) |
Other Income | 117 | - |
Head office costs | (1,417) | (1,468) |
EBITDA from continuing operations | 3,420 | (2,779) |
During the year the Group continued its strategy of focussing management time and marketing in its core live TV casino business and this can be seen by Casino accounting for 97.6% of segmental EBITDA. Overall EBITDA Margin increased during the year from negative 14.0% to positive 15.4%
In 2012 the Group has disposed of its UK Bingo operation for £375,000. This operation was continuing at 31 December 2011. The EBITDA from continuing operations excluding the Bingo operation is £3,305,000 (2010: EBITDA loss of £3,111,000).
Expenses
Although the Group has seen a 12.4% increase in revenue during the year, expense control remains a key focus within the business. Cost of sales have reduced by £1.3m and administrative expenses have reduced by £11.0m. There were no exceptional or impairment charges during 2011 (2010: £8.0m).
Year ended 31 December 2011 | Year ended 31 December 2010 | ||
£ 000's | £ 000's | ||
Administrative expenses | 6,432 | 17,438 | |
Depreciation of property, plant and equipment | (901) | (877) | |
Amortisation of intangible assets | (1,128) | (2,179) | |
Impairment of goodwill | - | (97) | |
Impairment of intangible assets | - | (4,668) | |
Exceptional items | - | (3,211) | |
Share based payments | (750) | (410) | |
Adjusted Administrative expenses |
| 3,653 | 5,996 |
For comparison purposes, adjusted administrative expenses is £3.7m (2010: £6.0m). This reduction is a result of the restructuring carried out at the end of 2010 and management's continued focus on keeping fixed costs to a minimum and linking variable costs, where possible, to performance.
The result of the above increased revenue and reduced costs has increased the Group's gross profit margin to 31.2% (2010: 16.2%) and EBITDA margin to 15.4% (2010: negative 14.0%).
Cash flow
The Cash balance at 31 December 2011 is £7.9m (2010: £5.6m) representing an increase of £2.4m. Cash generated from operations was £2.5m and is one of the key performance indicators used by the directors in running the business. This measure not only reflects the liquidity of the Group but also on the EBITDA to cash conversion. The increase of £2.5m during 2011 was after taking into account £1.2m of prior year restructuring costs. There are no outstanding prior year restructuring costs at 31 December 2011. The Adjusted Earnings per Share calculated using net cash generated from operating activities is 0.89 pence for 2011 (2010: Adjusted loss per share of 1.77 pence).
Key financial metrics
2011 | 2010 | |||
£ 000's | £ 000's | |||
Revenue | 22,272 | 19,807 | ||
Gross profit | 6,956 | 3,217 | ||
EBITDA | 3,420 | (2,779) | ||
Operating profit/(loss) |
| 641 |
| (14,221) |
Profit/(loss) before taxation | 642 | (14,226) | ||
Adjusted EPS from continuing operations (pence) | 0.89 | (1.96) | ||
Total assets | 15,637 | 14,951 | ||
Net assets | 10,698 | 9,263 | ||
Net current assets | 3,815 | 541 | ||
Cash generated from operations | 2,490 | (3,776) | ||
Cash and cash equivalents at the end of the period | 7,940 | 5,580 | ||
Average quarterly new depositing casino players (number)* | 7.879 | 7.189 | ||
Average quarterly active depositing casino players (number)* | 15,873 | 14,504 | ||
Casino revenue | 20,593 | 17,357 |
_________________________
* 2010 average quarterly data has excluded Q1 2010, as during this period the business moved the casino player database to Playtech and these KPIs cannot be reliably recreated for this quarter.
Business Model
The NetPlayTV business model is focused around the online casino gambling market with TV customer acquisition as the key differentiating factor. The Group operates with a combination of propriety front-end technology and third party back-end software. NetPlayTV offers its customers licensed games with the added layer of its live TV casino games broadcast on over 30 hours of terrestrial television per week.
Our approach differentiates NetPlayTV significantly from its competitors. The high level of exposure on TV creates strong brand awareness and trust and loyalty with its customers. This has resulted in some of the highest player values and player retention rates in the market.
The TV coverage acts as a unique marketing tool and is filled with continual calls to action, attracting new customers to open an account. Customers see the live roulette show on TV then have the option of opening and funding an account either via traditional telephone, web, smartphone or tablet. Once the account is opened the customer has the choice of playing the live games broadcast on television or any of the other games on the website. All games are available 24 hours a day and not just while the show is being broadcast.
NetPlayTV is focused on two brands, Supercasino.com on Channel 5 and Jackpot247.com (previously known as Challengejackpot.com) on ITV. The commercial agreements with these broadcasters are structured in such a way that both parties benefit as the performance of the brand improves. This ensures NetPlayTV and the broadcaster act in partnership with a common goal rather than a straight-forward airtime purchase.
Broadcast Platforms
Channel | Programme Brand | Broadcast Days |
ITV1 | Jackpot247 | 4 days a week |
Channel 5 | Super Casino | 7 days a week |
Sky Channel 866 | Super Casino | 7 days a week |
Freeview Channel 39 | Jackpot247 | 7 days a week |
Sky Channel 216 | Jackpot247 | 7 days a week |
Players are able to interact with SuperCasino and Jackpot247 by a variety of methods. The Group offers its full range of products currently via the following platforms:
·; Web - via an interactive Flash client
·; Interactive Voice Response - telephony system allowing customers to play via a touch-tone telephone
·; Mobile
o HTML5 Browser interface for iPhone
o Application in the iPhone App Store
o Java based application for other phones
·; Tablet - specific HTML5 site for the iPad.
·; The group plans to launch a dedicated Android application in the first half of 2012
NetPlayTV operates from its own state of the art TV studios which were fully refurbished in 2010. The running of the live TV casino shows are largely a fixed cost. The Group is trading well above this fixed cost base allowing a high percentage of incremental revenue to flow straight to EBITDA*.
_________
* EBITDA is a non-GAAP, company specific measure and excludes share based payment charges and exceptional charges described in note 4. Where not explicitly mentioned, EBITDA refers to EBITDA from continuing operations.
Strategy
NetPlayTV is the UK's largest interactive TV gaming company and the key focus of 2012 is to increase UK market share while looking for quality overseas expansion opportunities.
Market Drivers
TV Partnerships
NetPlayTV broadcasts in excess of 30 hours per week on two of the UK's leading TV broadcasters. The Group also undertakes commercial advertising on these channels as well as other terrestrial, digital and cable channels. This strategy delivers extensive viewer reach to target potential new customers.
Product Differentiation & Innovation
NetPlayTV is the only company offering live TV casino on terrestrial television channels in the UK. The Group controls all front end customer interfaces including iPhone and iPad which are seeing significant growth and already accounts for over 15.9% of all SuperCasino players. The Group sees its mobile and tablet as a very strong growth area for 2012 with 64% of people who own a tablet, watching TV and using the device at least once a week known as dual screening*.
Development of other acquisition channels
The Group will develop other acquisition channels, such as the affiliate network, display, pay per click and SEO marketing.
New Markets
Europe is experiencing rapid change with many countries opening up, going through the process of regulating online gambling and issuing licenses.
Strategy
Continued focus on core live TV Casino
The Group intends to increase UK market share by leveraging existing broadcaster relationships and expanding commercial advertising to compliment the core Teleshopping airtime. It also sees significant growth in the ability to target customers watching TV who have a smartphone or tablet live at the same time.
Retention of existing players
Driving player life-time value and with 40.0% of revenues from players who have been registered over 12 months old there is significant value in the existing customer base. The Group has very high retention rates and has a dedicated team of account managers and retention specialists in place alongside the best retention tool being that the customer sees the brand every night on terrestrial TV rather than just traditional email marketing.
New Markets
Due consideration will be given to newly regulated markets such as Italy, Spain, France, Denmark and potentially the Netherlands. Not all markets will be attractive due to onerous tax rates. The Group will only look to enter with the right airtime partner for that particular country.
Performance / KPIs
New depositing casino players
Average quarterly new depositing casino players in 2011 was 7,879 (2010**: 7,189)
Active depositing casino players
Average quarterly active depositing casino players in 2011 was 15,873 (2010**: 14,504)
Revenue
Casino Revenue increased by 18.6% to £20.6m (2010: £17.4m)
EBITDA and Operational Cash flow
EBITDA*** from continuing operations increased to £3.4m (2010: EBITDA loss of £2.8m) and operational cash flow to £2.5m (2010: negative £3.8m)
______
NetPlay TV plc
Consolidated statement of comprehensive income
for the year ended 31 December 2011
Year ended 31 December 2011 | Year ended 31 December 2010 | |||
Note | £ 000's | £ 000's | ||
Revenue | 22,272 | 19,807 | ||
Cost of sales | (15,316) | (16,590) | ||
Gross profit | 6,956 | 3,217 | ||
Administrative expenses | (6,432) | (17,438) | ||
Other income | 117 | - | ||
Operating profit/(loss) | 641 | (14,221) | ||
EBITDA* | 3,420 | (2,779) | ||
Depreciation of property, plant and equipment | (901) | (877) | ||
Amortisation of intangible assets | (1,128) | (2,179) | ||
Impairment of goodwill | - | (97) | ||
Impairment of intangible assets | - | (4,668) | ||
Exceptional items | - | (3,211) | ||
Share based payments | (750) | (410) | ||
Operating profit/(loss) |
| 641 |
| (14,221) |
Finance income | 7 | 19 | ||
Finance costs | (6) | (24) | ||
Profit/(loss) before taxation | 642 | (14,226) | ||
Income tax | 5 | - | 414 | |
Profit/(loss) from continuing operations | 642 | (13,812) | ||
Profit from discontinued operations | 3 | - | 104 | |
Profit/(loss) after taxation | 642 | (13,708) | ||
Other comprehensive income: | ||||
Exchange gains arising on translation of foreign operations | - | 49 | ||
Total other comprehensive income | - | 49 | ||
Total comprehensive income | 642 | (13,659) | ||
Basic profit/(loss) per share | ||||
From continuing operations (p) | 6 | 0.23 | (6.73) | |
From discontinued operations (p) | 6 | - | 0.05 | |
0.23 | (6.68) | |||
Diluted profit/(loss) per share | ||||
From continuing operations (p) | 6 | 0.22 | (6.73) | |
From discontinued operations (p) | 6 | - | 0.05 | |
0.22 | (6.68) |
_____
NetPlay TV plc
Consolidated statement of financial position
as at 31 December 2011
Company registration number: 03954744 | Year ended 31 December 2011 | Year ended 31 December 2010 | ||
Note | £ 000's | £ 000's | ||
ASSETS | ||||
Non-current assets | ||||
Property, plant and equipment | 7 | 977 | 1,790 | |
Goodwill | 8 | 3,617 | 3,617 | |
Other intangible assets | 9 | 2,148 | 3,174 | |
Other receivables | 141 | 141 | ||
Total non-current assets | 6,883 | 8,722 | ||
Current assets | ||||
Trade and other receivables | 814 | 649 | ||
Cash and cash equivalents | 7,940 | 5,580 | ||
Total current assets | 8,754 | 6,229 | ||
TOTAL ASSETS | 15,637 | 14,951 | ||
EQUITY AND LIABILITIES | ||||
Share capital | 10 | 10,679 | 10,653 | |
Share premium | 22,923 | 22,838 | ||
Merger reserve | 1,088 | 1,317 | ||
Other reserves | (1) | 72 | ||
Retained earnings | (23,991) | (25,617) | ||
Total equity | 10,698 | 9,263 | ||
Current liabilities | ||||
Trade and other payables | 4,939 | 5,516 | ||
Borrowings | - | 43 | ||
Provisions | - | 129 | ||
Total current liabilities | 4,939 | 5,688 | ||
TOTAL EQUITY AND LIABILITIES | 15,637 | 14,951 |
NetPlay TV plc
Consolidated statement of cash flows
for the year ended 31 December 2011
Year ended 31 December 2011 | Year ended 31 December 2010 | |||
Note | £ 000's | £ 000's | ||
Cash flows from operating activities | ||||
Profit /(loss) for the year | 642 | (13,708) | ||
Adjustments for: | ||||
Depreciation and amortisation | 2,029 | 3,103 | ||
Impairment of goodwill and other intangible assets | - | 4,765 | ||
Share based payments | 750 | 410 | ||
Foreign exchange differences | - | 136 | ||
Loss on disposal of property, plant and equipment | 8 | 101 | ||
Profit on disposal of discontinued operation, net of tax | - | (101) | ||
Finance income | (7) | (19) | ||
Finance costs | 6 | 24 | ||
Income tax credit | - | (414) | ||
(Increase)/decrease in trade and other receivables | (165) | 3,062 | ||
Decrease in trade and other payables | (644) | (667) | ||
Decrease in provisions | (129) | (468) | ||
Cash generated from/(used in) operations | 2,490 | (3,776) | ||
Income taxes received | - | 128 | ||
Net cash from/(used in) operating activities | 2,490 | (3,648) | ||
Cash flows from investing activities | ||||
Purchase of property, plant and equipment | 7 | (102) | (1,390) | |
Sale of property, plant and equipment | 5 | - | ||
Purchase of intangible assets | 9 | (169) | (1,510) | |
Sale of intangible assets | 67 | - | ||
Disposal of discontinued operation | 3 | - | 119 | |
Interest received | 7 | 19 | ||
Net cash used in investing activities | (192) | (2,762) | ||
Cash flows from financing activities | ||||
Proceeds from issuance of ordinary shares, net of issue costs | 111 | 2,441 | ||
Cash paid to revoke share options in the Company | - | (350) | ||
Interest paid | (6) | (24) | ||
Repayment of borrowings | (43) | (195) | ||
Net cash from financing activities | 62 | 1,872 | ||
Net increase/(decrease) in cash and cash equivalents | 2,360 | (4,538) | ||
Cash and cash equivalents at beginning of period | 5,580 | 10,118 | ||
Cash and cash equivalents at end of period | 7,940 | 5,580 |
Consolidated statement of changes in equity
for the year ended 31 December 2011
Share capital | Share premium | Merger reserve | Other reserves | Retained earnings | Total | |
£ 000's | £ 000's | £ 000's | £ 000's | £ 000's | £ 000's | |
As at 1 January 2010 | 9,811 | 21,239 | 1,317 | 19 | (11,969) | 20,417 |
Loss for the year | - | - | - | - | (13,708) | (13,708) |
Other comprehensive income | - | - | - | 49 | - | 49 |
Total comprehensive income | - | - | - | 49 | (13,708) | (13,659) |
Shares issued for: | ||||||
Cash | 833 | 1,667 | - | - | - | 2,500 |
Employee share options | 9 | 19 | - | - | - | 28 |
Costs of issuing shares | - | (87) | - | - | - | (87) |
Options lapsed, exercised or cancelled | - | - | - | 4 | - | 4 |
Share based payments charge | - | - | - | - | 410 | 410 |
Options revoked for cash consideration | - | - | - | - | (350) | (350) |
As at 31 December 2010 | 10,653 | 22,838 | 1,317 | 72 | (25,617) | 9,263 |
Profit for the year | - | - | - | - | 642 | 642 |
Other comprehensive income | - | - | - | - | - | - |
Total comprehensive income | - | - | - | - | 642 | 642 |
Shares issued for: | ||||||
Employee share options | 26 | 85 | - | - | - | 111 |
Share based payments charge | - | - | - | - | 686 | 686 |
Options lapsed, exercised or cancelled | - | - | - | - | (4) | (4) |
Disposal of investments | - | - | (229) | (73) | 302 | - |
As at 31 December 2011 | 10,679 | 22,923 | 1,088 | (1) | (23,991) | 10,698 |
Notes to the financial statements
1. Basis of preparation
The financial information set out in these preliminary results does not constitute the company's statutory accounts for the years ended 31 December 2011.
Statutory accounts for the year ended 31 December 2010 have been filed with the Registrar of Companies and those for the year ended 31 December 2011 will be delivered to the Registrar in due course; both have been reported on by the Independent Auditors. The independent auditors' reports on the Annual Report and accounts for the year ended 31 December 2010 and 31 December 2011 were unqualified, did not draw attention to any matters by way of emphasis, and did not contain a statement under 498(2) or 498(3) of the Companies Act 2006.
The financial information in these preliminary results has been prepared using the recognition and measurement principles of International Accounting Standards, International Financial Reporting Standards and Interpretations adopted for use in the European Union (collectively Adopted IFRSs). The principal accounting policies adopted have been consistently applied to all the years presented and are consistent with the policies published in the statutory accounts for the year ended 31 December 2010.
2. Segmental information
Description of the types of products and services from which each reportable segment derives its revenues
The Group has reportable segments as follows:
·; Casino - this division consists of online casino products. The brands operated in this division are Supercasino.com and Jackpot247.com which are aggregated into one reportable segment.
·; Bingo - this division runs a number of different online bingo websites operating in the UK and Europe.
·; Mobile - this division was discontinued in 2010. Its results are included within note 3.
Factors that management used to identify the Group's reportable segments
The Group's reportable segments are strategic business units that offer different products and services. Each segment has its own management team. These divisions are managed separately because each business requires different software technology and marketing strategies.
Measurement of operating segment profit or loss, assets and liabilities
The accounting policies of the operating segments are the same as those described in the summary of significant accounting policies. The Group evaluates performance on the basis of segment EBITDA which is defined as the segment profit or loss excluding segment depreciation and amortisation and non-recurring losses, such as exceptional items, intangible asset impairment, and the effects of share-based payments. Head office costs not derived from operations of any segment and are only disclosed in total.
During the year, the Group traded in the following geographical segments:
·; UK (comprising Supercasino.com, Jackpot247.com, and an element of the Bingos.com service)
·; The British Virgin Islands which holds Bingo Domain Names.
·; The 'rest of the world' segment includes Italy, Spain, Poland and Sweden (comprising an element of the Bingos.com service).
Casino | Bingo | Total |
| |||
2011 | 2011 | 2011 |
| |||
£ 000's | £ 000's | £ 000's |
| |||
Income statement items |
| |||||
Revenue from external customers | 20,593 | 1,679 | 22,272 |
| ||
Other costs | (17,908) | (1,673) | (19,581) |
| ||
Segment profit | 2,685 | 6 | 2,691 |
| ||
Other income | 117 |
| ||||
Head office costs | (1,417) |
| ||||
Share Based payments | (750) |
| ||||
Finance income | 7 |
| ||||
Finance cost | (6) |
| ||||
Tax | - |
| ||||
Profit after tax | 642 |
| ||||
Less tax | - |
| ||||
Less discontinued operations | - |
| ||||
Profit before tax and discontinued operations | 642 |
| ||||
| ||||||
Reconciliation to EBITDA | Casino | Bingo | Total |
| ||
2011 | 2011 | 2011 |
| |||
£ 000's | £ 000's | £ 000's |
| |||
| ||||||
Segment profit | 2,685 | 6 | 2,691 |
| ||
Depreciation and amortisation | 1,920 | 109 | 2,029 |
| ||
Segment EBITDA | 4,605 | 115 | 4,720 |
| ||
Other Income | 117 |
| ||||
Head office costs | (1,417) |
| ||||
EBITDA | 3,420 |
| ||||
| ||||||
Statement of financial position items | Casino | Bingo | Total |
| ||
2011 | 2011 | 2011 |
| |||
£ 000's | £ 000's | £ 000's |
| |||
Assets |
| |||||
Non-current assets | 5,069 | 1,814 | 6,883 |
| ||
Current assets | 8,667 | 87 | 8,754 |
| ||
Total assets | 13,736 | 1,901 | 15,637 |
| ||
| ||||||
Liabilities |
| |||||
Current liabilities | 4,864 | 75 | 4,939 |
| ||
Total liabilities | 4,864 | 75 | 4,939 |
| ||
| ||||||
|
| |||||
Casino | Bingo | Mobile | Total | |||
2010 | 2010 | 2010 | 2010 | |||
£ 000's | £ 000's | £ 000's | £ 000's | |||
Income statement items | ||||||
Revenue from external customers | 17,357 | 2,450 | - | 19,807 | ||
Other costs | (26,172) | (5,978) | - | (32,150) | ||
Discontinued operations | - | - | 104 | 104 | ||
Segment loss | (8,815) | (3,528) | 104 | (12,239) | ||
Head office costs | (1,468) | |||||
Share based payments | (410) | |||||
Finance income | 19 | |||||
Finance cost | (24) | |||||
Tax | 414 | |||||
Loss after tax | (13,708) | |||||
Less tax | (414) | |||||
Less discontinued operations | (104) | |||||
Loss before tax and discontinued operations | (14,226) | |||||
Reconciliation to EBITDA | Casino | Bingo | Subtotal | Mobile | Total | |
2010 | 2010 | 2010 | 2010 | 2010 | ||
£ 000's | £ 000's | £ 000's | £ 000's | £ 000's | ||
Segment loss | (8,815) | (3,528) | (12,343) | 104 | (12,239) | |
Depreciation and amortisation | 2,772 | 284 | 3,056 | 46 | 3,102 | |
Impairment of assets | 1,504 | 3,261 | 4,765 | - | 4,765 | |
Exceptional items | 2,896 | 315 | 3,211 | 31 | 3,242 | |
Segment EBITDA | (1,643) | 332 | (1,311) | 181 | (1,130) | |
Other income | - | |||||
Head office costs | (1,468) | |||||
EBITDA from continuing and discontinuing operations | (2,598) | |||||
Less EBITDA from discontinuing operations | (181) | |||||
EBITDA from continuing operations | (2,779) | |||||
Statement of financial position items | Casino | Bingo | Mobile | Total | ||
2010 | 2010 | 2010 | 2010 | |||
£ 000's | £ 000's | £ 000's | £ 000's | |||
Assets | ||||||
Non-current assets | 6,802 | 1,920 | - | 8,722 | ||
Current assets | 6,069 | 143 | 17 | 6,229 | ||
Total assets | 12,871 | 2,063 | 17 | 14,951 | ||
Liabilities | ||||||
Current liabilities | (5,544) | (60) | (84) | (5,688) | ||
Total liabilities | (5,544) | (60) | (84) | (5,688) | ||
Geographical information | External revenue by location of customers | Non-current assets by location of assets | |||
2011 | 2010 | 2011 | 2010 | ||
£ 000's | £ 000's | £ 000's | £ 000's | ||
United Kingdom including Channel Islands | 21,790 | 19,090 | 5,070 | 6,802 | |
British Virgin Islands | - | - | 1,813 | 1,920 | |
Rest of the World | 482 | 717 | - | - | |
22,272 | 19,807 | 6,883 | 8,722 |
3. Discontinued operations
There were no discontinued operations in the financial year up to 31 December 2011.
On 26 November 2010, the Group disposed of the 'Lucky Numbers' and 'Grab a Grand' SMS-based subscription services for initial cash consideration of £100,000 and contingent cash consideration of up to £50,000 dependent on performance conditions. At the reporting date £19,000 of the contingent consideration had accrued.
As a result of the above transaction, discontinued operations comprise the 'Mobile' business segment as reported in past annual reports.
The post-tax gain on disposal of discontinued operations was determined as follows:
£ 000's | |
Sale proceeds | 119 |
119 | |
Net assets disposed: | |
Property, plant and equipment | (6) |
Intangible assets | (12) |
(18) | |
Pre-tax gain on disposal of discontinued operations | 101 |
101 |
Analysis of the result of discontinued operations is as follows:
2011 | 2010 | |
£ 000's | £ 000's | |
Revenue | - | 918 |
Cost of sales | - | (696) |
Administrative expenses | - | (219) |
Gain from sale of discontinued operations after tax | - | 101 |
Profit for the year | - | 104 |
Analysis of the cash flows of discontinued operations is as follows:
2011 | 2010 | |
£ 000's | £ 000's | |
Profit/(loss) for the year | - | 104 |
Adjustments for: | ||
Depreciation and amortisation | - | 47 |
Profit on disposal of discontinued operation, net of tax | - | (101) |
Decrease in trade and other receivables | - | 514 |
Decrease in trade and other payables | - | (182) |
Net cash from operating activities | - | 382 |
Purchase of property, plant and equipment | - | (7) |
Disposal of discontinued operation | - | 119 |
Net cash from investing activities | - | 112 |
Repayment of borrowings | - | (8) |
Net cash used in financing activities | - | (8) |
Net cash flows from discontinued operations | - | 486 |
4. Exceptional items
2011 | 2010 | |
£ 000's | £ 000's | |
Aborted projects and restructuring costs | - | 727 |
One-off payment to settle VAT liabilities | - | 211 |
Onerous contracts | - | 2,273 |
- | 3,211 | |
There were no exceptional items disclosed in the financial year up to 31 December 2011
Aborted projects and restructuring costs include items of expenditure arising from strategic decisions which affect the Group's direction. This category of expenses includes items such as office closure costs and staff redundancies.
Onerous contracts relate to TV airtime and distribution agreements entered into by the Group which have become loss-making. Since the Group has been able to establish itself with significant presence on terrestrial channels, it rendered obsolete some of the existing airtime agreements on non-terrestrial platforms, such as Freeview and Freesat.
5. Income tax
2011 | 2010 | |
£ 000's | £ 000's | |
Current tax | ||
Adjustment in respect of prior years | - | (122) |
Total current tax credit | - | (122) |
Deferred tax | - | (292) |
Tax credit from continuing operations | - | (414) |
Tax charge from discontinued operations | - | - |
Total tax credit | - | (414) |
Factors affecting the tax expense for the year | |||||
The tax assessed in the year differs from the standard rate of corporation tax in the UK of 26.5% (2010: 28%). The differences are explained below: | |||||
2011 | 2010 | ||||
£ 000's | £ 000's | ||||
Profit/(loss) for the year | 642 | (13,708) | |||
Tax charge (including discontinued operations) | - | (414) | |||
Loss before tax | 642 | (14,122) | |||
Tax at the UK corporation tax rate of 26.5% (2010: 28%) |
170 | (3,954) | |||
Effects of: | |||||
Expenses not deductible for tax purposes | 452 | 101 | |||
Release of deferred tax liabilities | - | (292) | |||
Tax rate differences | - | 2,835 | |||
Adjustment in respect of prior years | - | (122) | |||
Unrelieved losses carried forward | - | 1,018 | |||
Brought forward trading losses utilised in the year | (622) | - | |||
Tax credit for the year | - | (414) | |||
|
6. Earnings per share
Year ended 31 December 2011 | Year ended 31 December 2010
| |
£ 000's | £ 000's | |
Profit/(loss) attributable to shareholders | ||
Profit/(loss) after taxation from continuing operations | 642 | (13,812) |
Profit/(loss) after taxation from discontinued operations | - | 104 |
Number of Shares | Number of Shares | |
Weighted average numbers of ordinary shares in issue | 280,047,424 | 205,180,118 |
Dilutive effect of shares under option | 8,954,953 | 2,889,026 |
Weighted average numbers of dilutive ordinary shares | 289,002,377 | 208,069,144 |
Pence per share | Pence per share | |
Earnings/(loss) per share (EPS) | ||
From continuing operations | 0.23 | (6.73) |
From discontinued operations | - | 0.05 |
0.23 | (6.68) | |
Diluted earnings/(loss) per share | ||
From continuing operations | 0.22 | (6.73) |
From discontinued operations | - | 0.05 |
0.22 | (6.68) |
The effect of the loss in 2010 is anti-dilutive and so in accordance with the IAS 33 the diluted loss per share is equal to the basic loss per share.
Adjusted Earnings per Share
The Directors believe that EPS calculated using net cash generated from operating activities better reflects the underlying performance of the business and assists in providing a clearer view of the performance of the Group. It is also a performance measure used internally to manage the operations of the business.
Net cash generated from operating activities attributable to shareholders | Year ended 31 December 2011 £'000 | Year ended 31 December 2010 £'000 |
from continuing operations | 2,493 | (4,030) |
from discontinued operations | - | 382 |
Adjusted Earnings/(loss) per share | Pence per share | Pence per share |
From continuing operations | 0.89 | (1.96) |
From discontinued operations | - | 0.19 |
0.89 | (1.77) | |
Adjusted Diluted earnings/(loss) per share | Pence per share | Pence per share |
From continuing operations | 0.86 | (1.96) |
From discontinued operations | - | 0.19 |
0.86 | (1.77) |
7. Property, plant and equipment - Group
Leasehold improvements | Computer equipment | Fixtures & fittings | Total | |
£ 000's | £ 000's | £ 000's | £ 000's | |
Cost | ||||
As at 1 January 2010 | 462 | 2,158 | 286 | 2,906 |
Exchange differences | - | (7) | (3) | (10) |
Additions | 3 | 1,356 | 31 | 1,390 |
Disposal | - | (931) | (152) | (1,083) |
As at 31 December 2010 | 465 | 2,576 | 162 | 3,203 |
Exchange differences | ||||
Additions | - | 93 | 9 | 102 |
Disposals | - | (107) | (1) | (108) |
As at 31 December 2011 | 465 | 2,562 | 170 | 3,197 |
Depreciation | ||||
As at 1 January 2010 | 174 | 1,151 | 158 | 1,483 |
Exchange differences | - | (7) | (3) | (10) |
Charge in the year | 60 | 746 | 73 | 879 |
Disposal | - | (797) | (142) | (939) |
As at 31 December 2010 | 234 | 1,093 | 86 | 1,413 |
Exchange differences | - | - | - | - |
Charge in the year | 132 | 727 | 42 | 901 |
Disposals | - | (93) | (1) | (94) |
As at 31 December 2011 | 366 | 1,727 | 127 | 2,220 |
Net book value | ||||
As at 31 December 2011 | 99 | 835 | 43 | 977 |
As at 31 December 2010 | 231 | 1,483 | 76 | 1,790 |
The net book value of assets held under finance leases and hire purchase contracts, included above, are as follows:
2011 | 2010 | |||
£ 000's | £ 000's | |||
Computer equipment | - | 75 |
8. Goodwill
There were no changes to goodwill during the year. The changes to goodwill shown below relate to 2010.
£ 000's | |
Cost | |
As at 1 January 2010 | 4,533 |
Disposals | (916) |
As at 31 December 2010 and 2011 | 3,617 |
Impairment | |
As at 1 January 2010 | 819 |
Charge in the period | 97 |
Disposals | (916) |
As at 31 December 2010 and 2011 | - |
Net book value | |
As at 31 December 2010 and 2011 | 3,617 |
£2,564,000 of goodwill arose on the acquisition of NetPlay TV Services Limited and NetPlay TV Broadcasting Limited in December 2006.
The recoverable amount of the Super Casino cash generating unit, to which the goodwill was allocated, has been determined using a value in use calculation.
The calculation of value in use is based on several assumptions which feed into a forecast model based on past player behaviour. The key assumptions of the forecast were as follows:
·; number of new player depositing registrations;
·; rate of retention of existing players;
·; spending patterns of players
·; cost per acquisition (CPA) from different acquisition sources;
·; the growth rate applied to cash flows arising after the end of approved budgets; and
·; the discount rate applied to cash flows.
The above assumptions are based on past experience, as considered appropriate for any external influences. For example a planned increase of marketing activity or TV airtime would be expected to increase player registrations.
Management forecasts cover a 12-month period and, beyond that, a growth rate of 2% is applied to cash flows up to 60 months. A discount rate of 19.8% has been used.
The directors do not believe that any reasonably possible change in key assumptions would lead to impairment of the carrying amount of the Super Casino cash generating unit.
£1,050,000 of goodwill arose on the business combination due to the acquisition of certain assets from Two Way Gaming Limited ("TWG") and the simultaneously entering into production and gaming contract with VMTV to operate the Jackpot247 Service.
The calculation of value in use is based on several assumptions which feed into a forecast model based on past player behaviour. The key assumptions of the forecast were as follows:
·; number of new player registrations;
·; rate of retention of existing players;
·; spending patterns of players;
·; the growth rate applied to cash flows arising after the end of approved budgets; and
·; the discount rate applied to cash flows.
The above assumptions are based on past experience, adjusted as considered appropriate for any external influences. For example a planned increase of marketing activity or TV airtime would be expected to increase player registrations.
Management forecasts cover a 12-month period, beyond that no growth is applied to cash flows. A discount rate of 19.8% has been used.
In 2010 the Group disposed of mobile-based SMS subscription quiz services resulting in an impairment charge of £97,000 to the income statement and the £916,000 disposal of goodwill cost and accumulated impairment.
9. Intangible assets
Customer databases | Domain names | Websites and other development | TV channel licence | Partner relationships | Total | |
£ 000's | £ 000's | £ 000's | £ 000's | £ 000's | £ 000's | |
Cost | ||||||
As at 1 January 2010 | 2,324 | 5,476 | 2,163 | 494 | 2,179 | 12,636 |
Additions | 1,470 | 27 | 13 | - | - | 1,510 |
Disposals | (320) | - | (2,071) | - | (1,182) | (3,573) |
As at 31 December 2010 | 3,474 | 5,503 | 105 | 494 | 997 | 10,573 |
Additions | 14 | 98 | 57 | - | - | 169 |
Disposals | - | - | - | (494) | - | (494) |
As at 31 December 2011 | 3,488 | 5,601 | 162 | - | 997 | 10,248 |
Amortisation | ||||||
As at 1 January 2010 | 1,273 | 656 | 1,798 | 82 | 254 | 4,063 |
Impairment | - | 2,686 | - | 315 | 1,667 | 4,668 |
Amortisation charge | 1,346 | 229 | 361 | 30 | 258 | 2,224 |
Disposals | (312) | - | (2,062) | - | (1,182) | (3,556) |
As at 31 December 2010 | 2,307 | 3,571 | 97 | 427 | 997 | 7,399 |
Amortisation charge | 987 | 112 | 29 | - | - | 1,128 |
Disposals | - | - | - | (427) | - | (427) |
As at 31 December 2011 | 3,294 | 3,683 | 126 | - | 997 | 8,100 |
Net book value | ||||||
As at 31 December 2011 | 194 | 1,918 | 36 | - | - | 2,148 |
As at 31 December 2010 | 1,167 | 1,932 | 8 | 67 | - | 3,174 |
The Group holds several highly desirable domain names which were acquired as part of the Bingos transaction in 2008, some of which being .de, .fr and .it domains, are particularly attractive for use in the German, French and Italian markets respectively.
During the year, the directors of the company have considered any indications of impairment and have come to the conclusion that there are none.
In 2010, it became apparent that legislation in France and Italy would restrict these domain names from being utilised to their full potential. Following an impairment review which took place in 2010 that considered the likely income that would be generated from selling or leasing the domain names the decision was taken to reduce the carrying value of a number of individual domain names by a total of £2,686,000.
In March 2010 the Group acquired the full rights to the Challenge Jackpot database from Virgin Media Television ("VMTV"). As part of this transaction the terms of the production agreement were amended and consequently an impairment charge of £985,000 had been expensed in the income statement to fully-impair the asset. In June 2010, notice was given that as of 31 December 2010 NetPlay TV would cease broadcasting the Challenge Jackpot service on VMTV. Consequently the directors re-assessed the value of the VMTV contract as of the date of notice and as at 31 December 2010 the full remainder of the carrying value of £682,000 has been impaired. Therefore the total impairment charge in 2010 in relation to the VMTV contract was £1,667,000.
10. Share capital
2011 | 2010 | |
£ 000's | £ 000's | |
Allotted, called up and fully paid | ||
282,309,552 (2010: 279,724,649) ordinary shares of 1p | 2,823 | 2,797 |
196,391,315 (2010: 196,391,315) deferred shares of 4p | 7,856 | 7,856 |
10,679 | 10,653 |
During the year, directors and employees exercised a total of 2,584,903 share options over ordinary share of 1p.
11. Subsequent events
The Group disposed of its UK Bingo operation in 2012 for a consideration of £375,000. An opportunity presented itself in February 2012 for the directors of NetPlay TV Group Limited to dispose of this non-performing operation and the transaction was completed on 29 February 2012. The disposal of this operation will result in a pre-tax gain on disposal of £224,000 in the 2012 financial statements.
At a general meeting duly convened on 3 April 2012 a special resolution was proposed and passed so that subject to the confirmation of the High Court of Justice in England and Wales the share premium account of the Company be reduced by £22,838,010 and all of the issued deferred shares of 4 pence each be cancelled. The expected date of the court hearing for the application to confirm the capital reduction is the 2 May 2012.