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JAYWING PLC Interim / Quarterly Report 2014

Nov 26, 2014

7728_ir_2014-11-26_21236d75-a162-4d29-9ac8-8199f9314879.html

Interim / Quarterly Report

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RNS Number : 9942X

Jaywing PLC

26 November 2014

Date:   25 November 2014    

On behalf of:   Jaywing plc ("Jaywing", "the Company" or "the Group")

Embargoed:    0700hrs 26 November 2014

Jaywing plc

Interim Results 2014/2015

Jaywing plc (AIM: JWNG) today announced its interim results for the six months ended 30 September 2014.

Performance Highlights

·      Gross profit £15.27m; (2013: £10.40m)

·      EBITDA* before other income £1.98m; (2013: £1.09m)

·      Net debt £5.52m; (2013: £1.88m); undrawn banking facilities of £3.75 million

·      Adjusted basic earnings per share 1.76 pence; (2013: 1.55 pence)

·      Adjusted diluted earnings per share 1.72 pence (2013: 1.50 pence)   

*Before acquisition related costs and share based payment (credit)/charges

Commenting on the results, Ian Robinson, Chairman of Jaywing plc, said:

"These results show the success of our strategic restructuring and repositioning with significant growth in gross profit and adjusted EBITDA, reflecting the acquisition of Epiphany Solutions on 17th March 2014.

Market conditions continue to improve with client spend on the increase as consumer confidence returns.  Many brands are turning their attention to delivering seamless and personalised customer experiences across multiple channels and devices.

Our enlarged business contains all of today's key specialisms - data, analytics, website design and build, search marketing, content marketing, social media and brand communications. With our collaborative business model and culture we are able to provide our clients with fully integrated solutions that treat their customers as individuals and deliver attractive returns on investment."

Enquiries:

Jaywing plc
Michael Sprot (Company Secretary) Tel: 0114 281 1200
Cenkos Securities plc
Nicholas Wells Tel: 020 7397 8900

INTERIM RESULTS

The growth in both gross profit and EBITDA as shown in the table below has continued in the six months to 30 September 2014. Gross profit increased to £15.27m (2013: £10.40m) and EBITDA increased to £1.98m (2013: £1.09m).

Continuing business EBITDA

6 months to 30 Sept 2014 6 months to 31 March 2014 6 months to 30 Sept 2013 6 months to 31 March 2013
£'000 £'000 £'000 £'000
Revenue 17,261 13,489 13,204 13,923
Direct costs (1,990) (2,264) (2,805) (3,698)
Gross profit 15,271 11,225 10,399 10,225
Operating expenses excluding depreciation, amortisation, exceptional items, acquisition related costs and (credit)/charges for share based payments (13,295) (9,999) (9,305) (9,136)
Operating profit before depreciation, amortisation, exceptional items, acquisition related costs and (credit)/charges for share based payments 1,976 1,226 1,094 1,089

The business operates in two divisions: Agency Services and Media & Analysis. The performance of the business in these two areas is shown in note 4.

EBITDA in the Agency Services division has fallen slightly to £1.14m (2013: £1.37m), which is partially due to the creation of a new team in Content Marketing. This new team is already starting to show promising signs with a number of new client wins. Pleasingly, our efforts to build the profile of the business following the name change in 2013 have been recognised with the award for "Best Large Agency" at the Prolific North Northern Marketing Awards.

The Media & Analysis division has shown significant growth with gross profit increasing to £8.28m (2013: £3.09m) and EBITDA increasing to £2.24m (2013: £0.90m). This includes a full six months of trading from Epiphany which is performing in line with expectations.

Net debt at 30 September 2014 was £5.52m, down from £5.81m at 31 March 2014.

Overall, the start to the year has been very positive following the re-structuring last year.  The new shape of the business is providing a higher degree of recurring revenues, more cross-selling opportunities and access to the digital data from which our data scientists can develop innovative products and services. 

Ian Robinson

Chairman

25 November 2014

Consolidated interim statement of comprehensive income (unaudited)

Six months ended

30 Sept 2014
Six months ended

30 Sept 2013
Audited year

ended

31 March 2014
Note £'000 £'000 £'000
Revenue 4 17,261 13,204 26,693
Direct costs (1,990) (2,805) (5,069)
Gross profit 15,271 10,399 21,624
Other operating income - 170 312
Amortisation (1,767) (733) (1,549)
Operating expenses (14,656) (9,785) (20,715)
Operating (loss)/profit (1,152) 51 (328)
Finance income 3 - -
Finance costs (138) (35) (52)
Net financing costs (135) (35) (52)
(Loss)/Profit before tax (1,287) 16 (380)
Tax credit/(expense) (9) (39) 182
Loss for the period from continuing operations (1,296) (23) (198)
Profit for the period from discontinued operations - 256 256
Loss on measurement to fair value less costs to sell of discontinued operation - (4,847) (4,853)
Loss for the period attributable to the equity holders of the parent (1,296) (4,614) (4,795)
Loss per ordinary share 6
Basic earnings per share
- Loss from continuing operations (1.74p) (0.03p) (0.27p)
- Loss from discontinued operations - (6.16p) (6.17p)
(1.74p) (6.19p) (6.44p)
Diluted earnings per share
- Loss from continuing operations (1.70p) (0.03p) (0.26p)
- Loss from discontinued operations - (5.94p) (6.03p)
(1.70p) (5.97p) (6.29p)

Consolidated interim balance sheet (unaudited)

30 Sept 2014 30 Sept 2013 Audited

31 March 2014
Note £'000 £'000 £'000
Assets
Non-current assets
Property, plant and equipment 627 336 638
Goodwill 30,446 24,621 30,442
Other intangible assets 9,772 5,487 11,539
40,845 30,444 42,619
Current assets
Trade and other receivables 8,376 6,612 8,691
Cash and cash equivalents 1,204 1 1,994
Assets included in disposal group classified as held for sale - 8,041 -
9,580 14,654 10,685
Total assets 50,425 45,098 53,304
Liabilities
Current liabilities
Bank overdraft - (1,374) -
Other interest bearing loans and borrowings 7 (4,062) (500) (4,612)
Trade and other payables (8,497) (3,339) (8,886)
Tax payable (713) (540) (492)
Provisions (151) - (131)
(13,423) (5,753) (14,121)
Non-current liabilities
Other interest bearing loans and borrowings 7 (2,657) - (3,188)
Deferred tax liabilities (1,983) (1,261) (2,337)
Liabilities included in disposal group classified as held for sale - (4,245) -
(4,640) (5,506) (5,525)
Total liabilities (18,063) (11,259) (19,646)
Net assets 32,362 33,839 33,658
Equity
Capital and reserves attributable to equity holders of the company
Share capital 34,051 34,051 34,051
Share premium account 6,608 6,608 6,608
Capital redemption reserve 125 125 125
Shares purchased for treasury (25) (25) (25)
Share option reserve 88 137 88
Retained earnings (8,485) (7,057) (7,189)
Total equity 32,362 33,839 33,658

Consolidated interim cash flow statement (unaudited)

Six months ended

30 Sept 2014
Six months ended

30 Sept 2013
Audited year

 ended

31 March 2014
Note £'000 £'000 £'000
Cash flow from operating activities
Loss for the period (1,296) (4,614) (4,795)
Adjustment for:
Depreciation, amortisation and impairment 1,955 5,931 2,063
Loss on disposal - - 5,442
Movement in provisions 20 - 131
Finance income (3) - -
Finance costs 138 35 52
Share based payment (credit)/charge (5) - 36
Taxation 9 116 (694)
Operating cash flow before changes in working capital 818 1,468 2,235
(Increase)/decrease  in trade and other receivables (326) (591) 366
Increase in trade and other payables 103 55 2,237
Cash generated from operations 595 932 4,838
Interest received 3 - -
Interest paid (130) (35) (41)
Tax paid - (314) (509)
Net cash flow from operating activities 468 583 4,288
Cash flows from investing activities
Acquisition of subsidiary Epiphany Solutions net of cash acquired - - (10,543)
Acquisition of property, plant and equipment (177) (93) (392)
Proceeds from disposal of assets - - 3,288
Net cash outflow from investing activities (177) (93) (7,647)
Cash flows from financing activities
Increase in borrowings - - 7,800
Repayment of borrowings (1,081) (1,000) (1,632)
Net cash (outflow)/inflow from financing activities (1,081) (1,000) 6,168
Net (decrease) / increase in cash, cash equivalents and bank overdrafts (790) (510) 2,809
Cash and cash equivalents at beginning of period 1,994 (815) (815)
Cash and cash equivalents at end of period 1,204 (1,325) 1,994
Cash and cash equivalents comprise:
Cash at bank and in hand 1,204 1 1,994
Bank overdrafts 7 - (1,326) -
Cash and cash equivalents at end of period 1,204 (1,325) 1,994
Included in continuing operations 1,204 (1,373) 1,994
Included in disposal group - 48 -
1,204 (1,325) 1,994

Consolidated interim statement of changes in equity (unaudited)

Share capital Share premium account Hedging reserve Capital redemption reserve Treasury Shares Share option reserve Retained earnings Total  equity
£'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
Balance at 31 March 2013 34,051 6,608 - 125 (25) 137 (2,443) 38,453
Loss for the period - - - - - - (4,614) (4,614)
Total comprehensive income for the period - - - - - - (4,614) (4,614)
Balance at 30 September 2013 34,051 6,608 - 125 (25) 137 (7,057) 33,839
Transfer from share option reserve - - - - - (49) 49 -
Transactions with owners - - - - - (49) 49 -
Loss for the period - - - - - - (181) (181)
Total comprehensive income for the period - - - - - - (181) (181)
Balance at 31 March 2014 34,051 6,608 - 125 (25) 88 (7,189) 33,658
Loss for the period - - - - - - (1,296) (1,296)
Total comprehensive income for the period - - - - - - (1,296) (1,296)
Balance at 30 September 2014 34,051 6,608 - 125 (25) 88 (8,485) 32,362

1.     General Information

Jaywing plc (the "Company") is incorporated and domiciled in the United Kingdom. The Company is listed on the AIM market of the London Stock Exchange. The registered address is Players House, 300 Attercliffe Common, Sheffield, S9 2AG.

The interim financial information was approved for issue on 25 November 2014.                        . 

2.     Basis of preparation

The consolidated interim financial statements for the six months ended 30 September 2014 have been prepared in accordance with applicable accounting standards and under the historical cost convention except for certain financial instruments that are carried at fair value.

The financial information for the year ended 31 March 2014 set out in this interim report does not constitute statutory accounts as defined in Section 434 of the Companies Act 2006.  The Group's statutory financial statements for the year ended 31 March 2014 have been filed with the Registrar of Companies.  The auditor's report on those financial statements was unqualified and did not contain statements under Section 498 (2) or Section 498 (3) of the Companies Act 2006.

The consolidated interim financial information should be read in conjunction with the annual financial statements for the year ended 31 March 2014, which have been prepared in accordance with International Financial Reporting Standards (IFRSs) as adopted by the European Union.

3.     Accounting policies

Except as described below, the principal accounting policies of Jaywing plc and its subsidiaries ("the Group") are consistent with those set out in the Group's 2014 annual report and financial statements.

Taxes on income in the interim periods are accrued using the tax rate that would be applicable to expected total annual earnings.

The following standards and interpretations of relevance to the Group have been issued but are not yet effective and have not been adopted by the Group:

· IFRS 9 Financial Instruments (effective 1 January 2018)

· IAS 27 (Revised), Separate Financial Statements (effective 1 January 2016)

· IFRS 15 Revenue for Contracts with Customers (effective 1 January 2017)

These standards and interpretations are not expected to have any significant impact on the Group's financial statements.

Other standards and interpretations in issue but not yet effective are not considered to have any relevance to the Group.

4.     Segment information (unaudited)

The Group reports its business activities in two areas: Agency Services and Media & Analysis being its two primary business activities. Unallocated represents the Group's head office function, along with intragroup transactions.

Total assets exclude intangible assets, cash and external borrowings which have not been allocated to operating segments.

All the Group's activities are carried out within the UK.

4.     Segment information (unaudited) (continued)

Six months ended 30 September 2014
Agency Services Media & Analysis Unallocated Total Group
£'000 £'000 £'000 £'000
Revenue 8,053 9,399 (191) 17,261
Direct costs (1,058) (1,123) 191 (1,990)
Gross profit 6,995 8,276 - 15,271
Operating expenses excluding depreciation, amortisation, exceptional items, acquisition related costs and charges for share based payments (5,853) (6,038) (1,404) (13,295)
Operating profit / (loss) before depreciation, amortisation, exceptional items, acquisition related costs and credit for share based payments 1,142 2,238 (1,404) 1,976
Depreciation (126) (58) (4) (188)
Amortisation (458) (1,309) - (1,767)
Compensation for loss of office (37) - - (37)
Acquisition related costs (106) (1,035) - (1,141)
Credit for share based payments - - 5 5
Operating profit / (loss) 415 (164) (1,403) (1,152)
Finance costs (135)
Profit before tax (1,287)
Tax expense (9)
Loss for the period (1,296)
Six months ended 30 September 2013
Agency Services Media & Analysis Unallocated Continuing Group Disposal Group Total
£'000 £'000 £'000 £'000 £'000 £'000
Revenue 9,491 4,455 (742) 13,204 7,382 20,586
Direct costs (2,185) (1,362) 742 (2,805) (1,439) (4,244)
Gross profit 7,306 3,093 - 10,399 5,943 16,342
Operating expenses excluding depreciation, amortisation, exceptional items, acquisition related costs and charges for share based payments (5,938) (2,190) (1,177) (9,305) (5,375) (14,680)
Operating profit/(loss) before depreciation, amortisation, exceptional items, acquisition related costs and charges for share based payments 1,368 903 (1,177) 1,094 568 1,662
Other operating income 153 17 - 170 - 170
Depreciation (92) (21) (4) (117) (48) (165)
Amortisation (464) (269) - (733) (187) (920)
Compensation for loss of office (41) - (115) (156) - (156)
Acquisition related costs (207) - - (207) - (207)
Operating profit / (loss) 717 630 (1,296) 51 333 384
Finance costs (35) - (35)
Profit before tax 16 333 349
Tax expense (39) (77) (116)
(Loss)/profit for the period (23) 256 233

4.   Segment information (unaudited) (continued)

Year ended 31 March 2014 (audited)
Agency Services Media & Analysis Unallocated Continuing Group Disposal Group Total
£'000 £'000 £'000 £'000 £'000 £'000
Revenue 17,917 9,875 (1,099) 26,693 7,382 34,075
Direct costs (3,543) (2,684) 1,158 (5,069) (1,439) (6,508)
Gross profit 14,374 7,191 59 21,624 5,943 27,567
Operating expenses excluding depreciation, amortisation, exceptional items, acquisition related costs and charges for share based payments (11,749) (4,878) (2,677) (19,304) (5,375) (24,679)
Operating profit/(loss) before depreciation, amortisation, exceptional items, acquisition related costs and charges for share based payments 2,625 2,313 (2,618) 2,320 568 2,888
Other operating income 281 31 - 312 - 312
Depreciation (232) (41) (6) (279) (48) (327)
Amortisation (924) (625) - (1,549) (187) (1,736)
Loss before tax on disposal - - - - (5,442) (5,442)
Compensation for loss of office (66) - (116) (182) - (182)
Release of provisions 73 - 125 198 - 198
Acquisition related costs (270) (441) (401) (1,112) - (1,112)
Charges for share based payments - - (36) (36) - (36)
Operating profit / (loss) 1,487 1,237 (3,052) (328) (5,109) (5,437)
Finance income - - -
Finance costs (52) - (52)
Loss before tax (380) (5,109) (5,489)
Tax expense 182 512 694
Loss for the period (198) (4,597) (4,795)
Total assets Agency Services Media & Analysis Unallocated Continuing Group Disposal Group Total
£'000 £'000 £'000 £'000 £'000 £'000
30 September 2014 24,487 28,772 (2,834) 50,425 - 50,425
31 March 2014 27,078 28,035 (1,809) 53,304 - 53,304
30 September 2013 24,864 12,087 106 37,057 8,041 45,098

5.     Tax expense (unaudited)

A reconciliation of the charge that would result from applying the standard UK corporation tax rate to profit before tax to the tax charge is given below.

Six months ended

30 Sept 2014
Six months ended

30 Sept 2013
Audited year

 ended

31 March 2014
£'000 £'000 £'000
Recognised in the consolidated statement of comprehensive income:
Current year tax 308 320 433
Origination and reversal of temporary differences (299) (204) (1,127)
Total tax charge 9 116 (694)
Loss before tax (1,287) (4,498) (5,489)
Tax charge thereon at UK corporation tax rate of 21% (2013: 23%) (270) (1,035) (1,262)
Effects of:
Non-deductible expenses 240 - 883
Impairment of goodwill - 1,115 -
Other 39 36 (27)
Prior year adjustment - - (288)
Total tax charge 9 116 (694)

6.     Loss per share (unaudited)

Six months ended

30 Sept 2014
Six months ended

30 Sept 2013
Audited year

 ended

31 March 2014
Pence per share Pence per share Pence per

Share
Basic earnings per share
- Loss from continuing operations (1.74p) (0.03p) (0.27p)
- Loss from discontinued operations - (6.16p) (6.17p)
(1.74p) (6.19p) (6.44p)
Diluted earnings per share
- Loss from continuing operations (1.70p) (0.03p) (0.26p)
- Loss from discontinued operations - (5.94p) (6.03p)
(1.70p) (5.97p) (6.29p)

Loss per share has been calculated by dividing the loss attributable to shareholders by the weighted average number of ordinary shares in issue during the period. The calculations of basic and diluted loss per share are:

Six months ended

30 Sept 2014
Six months ended

30 Sept 2013
Audited year

 ended

31 March 2014
£'000 £'000 £'000
Loss for the period from continuing operations (1,296) (23) (198)
Loss for the period from discontinued operations - (4,591) (4,597)
Weighted average number of ordinary shares in issue: Number '000 Number '000 Number '000
Basic 74,505 74,505 74,505
Adjustment for share options, warrants and contingent shares 1,755 2,737 1,755
Diluted 76,260 77,242 76,260
Adjusted earnings per share
Six months ended

30 Sept 2014
Six months ended

30 Sept 2013
Audited year

 ended

31 March 2014
Pence per share Pence per share Pence per

Share
Basic adjusted earnings per share 1.76p 1.55p 3.23p
Diluted adjusted earnings per share 1.72p 1.50p 3.15p

Adjusted earnings per share have been calculated by dividing the profit attributable to shareholders before other income, amortisation, impairment and charges for share based payments by the weighted average number of ordinary shares in issue during the period. The numbers used in calculating the basic and diluted adjusted earnings per share are reconciled below:

Six months ended

30 Sept 2014
Six months ended

30 Sept 2013
Audited year

 ended

31 March 2014
£'000 £'000 £'000
(Loss)/profit before tax and impairment (1,287) 349 (5,489)
Amortisation 1,767 920 1,736
Loss before tax on disposal - - 5,442
Other income -
Acquisition related costs 1,141 207 1,112
(Credit)/charges for share based payments (5) - 36
Adjusted profit attributable to shareholders 1,616 1,476 2,837
Current period tax charge (308) (320) (433)
1,308 1,156 2,404

7.     Bank overdraft, borrowings and loans (unaudited)

30 Sept 2014 30 Sept 2013 Audited

31 March 2014
Summary £'000 £'000 £'000
Bank overdraft - 1,326 -
Borrowings, undiscounted cash flows 6,719 500 7,800
6,719 1,826 7,800
Borrowings are repayable as follows:
Within 1 year
Bank overdraft - 1,326 -
Borrowings 4,062 500 4,612
Total due within 1 year 4,062 1,826 4,612
In more than one year but less than two years 1,062 - 1,062
In more than two years but less than three years 1,063 - 1,063
In more than three years but less than four years 532 - 1,063
Total amount due 6,719 1,826 7,800
Average interest rates at the balance sheet date were: % % %
Overdraft 2.75 3.35 2.75
Term loan 3.25 - 3.25
Revolving credit facility 3.25 3.35 3.25

As the loans are at variable market rates their carrying amount is equivalent to their fair value.

The borrowing facilities available to the Group at 30 September 2014 were £2.5 million (2013: £3.9 million) and, taking into account cash balances within the Group, there was £3.8 million (2013: £2.1 million) of available borrowing facilities.

A composite accounting system is set up with the Group's bankers, which allows debit balances on overdraft to be offset across the Group with credit balances.

Reconciliation of net debt Cash at bank and in hand Overdraft Borrowings Net debt
£'000 £'000 £'000 £'000
30 September 2014 1,204 - (6,719) (5,515)
31 March 2014 1,994 - (7,800) (5,806)
30 September 2013 1 (1,326) (500) (1,825)

8.     Provisions (unaudited)

30 Sept 2014 30 Sept 2013 Audited

31 March 2014
£'000 £'000 £'000
At the beginning of the period 131 - -
Additional provisions 20 - 131
At the end of the period 151 - 131

Provisions relate to leases in the Group where the commercial benefit has either ceased or will cease before the normal expiry period.

9.     Share capital (unaudited)

Authorised:

45p deferred shares 5p ordinary shares
£'000 £'000
Authorised share capital at 31 March 2014 and 30 September 2014 45,000 10,000

Allotted, issued and fully paid

45p deferred shares 5p ordinary shares
Number Number £'000
Issued share capital at 31 March 2014 and at 30 September 2014 67,378,520 74,604,999 34,051

No shares were issued in the period.

10.   Related party transactions (unaudited)

There were no significant changes in the nature and size of related party transactions for the period from those disclosed in the Annual Report for the year ended 31 March 2014.

INDEPENDENT REVIEW REPORT TO JAYWING PLC

Introduction

We have been engaged by the company to review the interim financial information in the half-yearly financial report for the six months ended 30 September 2014 which comprises the consolidated interim statement of comprehensive income, the consolidated interim balance sheet, the consolidated interim cash flow statement, the consolidated interim statement of changes in equity and the related notes 1 to 10.  We have read the other information contained in the half-yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the condensed set of financial statements.

This report is made solely to the company in accordance with guidance contained in ISRE (UK and Ireland) 2410, 'Review of Interim Financial Information performed by the Independent Auditor of the Entity'. Our review work has been undertaken so that we might state to the company those matters we are required to state to them in a review report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company, for our review work, for this report, or for the conclusion we have formed.

Directors' responsibilities

The half-yearly financial report is the responsibility of, and has been approved by, the directors. The AIM rules of the London Stock Exchange require that the accounting policies and presentation applied to the interim financial information are consistent with those which will be adopted in the annual accounts having regard to the accounting standards applicable for such accounts.

As disclosed in note 2, the annual financial statements of the Group are prepared in accordance with International Financial Reporting Standards as adopted by the European Union. The interim financial information in the half-yearly financial report has been prepared in accordance with the basis of preparation in note 2. 

Our responsibility

Our responsibility is to express to the company a conclusion on the interim financial information in the half-yearly financial report based on our review.

Scope of review

We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410, 'Review of Interim Financial Information Performed by the Independent Auditor of the Entity'. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK and Ireland) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Based on our review, nothing has come to our attention that causes us to believe that the interim financial information in the half-yearly financial report for the six months ended 30 September 2014 is not prepared, in all material respects, in accordance with the basis of accounting described in note 2.

Grant Thornton UK LLP

Chartered Accountants

Sheffield

25 November 2014

This information is provided by RNS

The company news service from the London Stock Exchange

END

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