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YOC AG — Interim / Quarterly Report 2013
Aug 31, 2013
497_10-q_2013-08-31_669b0c5a-9343-4253-8936-925fe86131ef.pdf
Interim / Quarterly Report
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Interim Report First Half 2013
Berlin, August 29th , 2013
CONTENT
S. 02 LETTER TO THE SHAREHOLDERS
S. 05
YOC AT A GLANCE
S. 06
INTERIM CONSOLIDATED MANAGEMENT REPORT
S. 15
INTERIM CONSOLIDATED FINANCIAL STATEMENTS
Letter to the Shareholders
Dear Shareholders,
As expected, the first six months of 2013 have been defined by YOC's challenging business situation. A great deal is being done in the company in order to reposition it both financially and technologically so that it is fit to handle future challenges.
The second quarter was defined by the attention management has given to the sale of the technology segment, which was concluded at the end of July 2013 after one and half years of preparation. In the time up to the conclusion of the sale, this transaction had taken up a significant portion of the management's attention.
We made considerable progress with growth in the German media segment. We also continued the positive trend set in Q1 in both Spain and Austria. In the other countries, Q2 saw us lay the foundations for our next offensives.
As a result of our new orientation, we are focusing on the technological redevelopment and continued development of our products and, to this end, are recruiting qualified, highly motivated persons.
General meeting on 6 June 2013
The General Meeting strengthened the financing possibilities available to YOC AG to a substantial extent. The company is now authorised to issue an ordinary cash capital increase including subscription rights up to a nominal volume of EUR 571,700. We also resolved upon new authorised capital so that we can increase the company's share capital by up to EUR 1,300,000 by issuing new shares against cash contributions and/or contributions in kind with approval from the Supervisory Board.
A new Supervisory Board was also formed at the General Meeting with the members Board Chairman Dr. Bernhard Heiss, Dr. Nikolaus Breul (Vice Chairman) and Ludwig Prinz zu Salm-Salm. The collaboration between the Management Board and the Supervisory Board has since become a pillar of YOC AG.
Liquidity situation at YOC
The fully placed capital increase, which was approved in April and brought in gross issue proceeds of approximately EUR 1,292,500, has improved YOC's liquidity situation.
Though the resolutions made at the meeting of the Supervisory Board and the sale of our mobile technology subsidiary Sevenval GmbH in July 2013 will not (yet) be accounted for on our balance sheets, they will make a lasting contribution towards improving the company's financial situation.
Business with international customers (YOC Media)
Internationally, numerous new customers were acquired and business with existing customers was expanded in the past six months.
In Germany, Austria and Spain, customers such as Vodafone, Fiat, Warner, T-Mobile, Citroen C4, Renault, REWE, Hornbach and their agencies booked our services. Our clientele trusts in our international reach, creative formats as well as our consulting and technological expertise. This in turn has led other customers and agencies to expand their cooperation with us. Attractive figures are already being reported in the third quarter in Germany, Austria and Switzerland. Our French subsidiary is recovering to an increased degree and, with Vladimir Chou, has reported a change in management in August 2013. A productive strategic partnership with renowned agencies is also developing in this area and offering a basis for increased access to customers.
In line with the UK's role as a pioneer in the area of mobile advertising, our subsidiary is a market leader for mobile advertising in Great Britain. New campaigns such as Windows Phone, O2, Nestle, H&M, Coty, Clinique, Virgin Media, Peugeot, Pepsico have revitalised business along with strategic partnerships with large UK agencies and high profile customers.
Outlook
In addition to the expansion of our international reach, we continue to pursue the strategy of increased tablet advertising: We are developing an advertising portfolio specifically for this mobile device in order to follow the trend set by users. The conversion rate to tablets is three times as high as with smartphones, which is why this advertising medium is exceedingly interesting for advertisers. Per visit, tablet users surf 1.7 times as many pages as smartphone owners and their behaviour resembles that of desktop users. We recently launched an O2 campaign with our new Interactive Video Ad format for smartphones and tablets.
Our focus on the Gaming business segment has attracted considerable interest from numerous publishers. Technological implementation is underway, which is why we are also expecting good things to come during the further course of the year.
In summary, we continue to work towards giving our company a solid, flexible and innovative basis - however, we must keep in mind that the road ahead will not be without its challenges. Nonetheless, the sale of our Mobile Technology segment concluded in the third quarter will allow us to expand our core competencies and continue our strategic consolidation process for the remainder of 2013.
We look forward to continuing our cooperation in the future.
Kind regards,
Dirk Freytag CEO of YOC AG
YOC at a Glance
| Segment Media und Holding | ||||
|---|---|---|---|---|
| (continuing operations) (in kEUR) | H1/2013 | H1/2012 | Change | Change in % |
| Revenue and earnings | ||||
| Total revenue | 9,631 | 10,532 | -901 | -9% |
| Germany | 4,414 | 4,568 | -154 | -3% |
| Other countries | 5,217 | 5,964 | -747 | -13% |
| Total | 9,983 | 10,782 | -799 | -7% |
| EBITDA | -3,636 | -2,316 | -1,320 | -57% |
| EBITDA margin (in%) | -36% | -21% | k.A. | k.A. |
| Earnings after tax | -4,015 | -2,812 | -1,203 | -43% |
| Earnings per share (diluted in EUR) | -1.52 | -1.47 | -0.05 | -3% |
| Earnings per share (basic in EUR) | -1.53 | -1.47 | -0.06 | -4% |
| Employees | ||||
| Average number of employees*1 | 106 | 115 | -10 | -8% |
| Number of employees at end of June | 109 | 115 | -6 | -5% |
| Total output per employee (in kEUR) | 95 | 94 | 1 | 1% |
| Segment Mobile Technology | ||||
| (discontinued operations) (in kEUR) | H1/2013 | H1/2012 | Change | Change in % |
| Revenue and earnings | ||||
| Total revenue | 5,810 | 7,022 | -1,212 | -17% |
| Germany | 4,546 | 4,183 | 363 | 9% |
| Other countries | 1,264 | 2,839 | -1,575 | -55% |
| Total | 6,258 | 7,596 | -1,338 | -18% |
| EBITDA | 601 | 899 | -299 | -33% |
| EBITDA margin (in%) | 10% | 12% | k.A. | k.A. |
| Earnings after tax | -2,666 | 118 | -2,784 | >-100% |
| Earnings per share (diluted in EUR) | -1.01 | 0.06 | -1.07 | >-100% |
| Earnings per share (basic in EUR) | -1.02 | 0.06 | -1.08 | >-100% |
| Employees | ||||
| Average number of employees*1 | 116 | 113 | 3 | 3% |
| Number of employees at end of June | 114 | 110 | 4 | 4% |
| Total output per employee (in kEUR) | ||||
| 54 | 67 | -13 | -20% |
| Group (in kEUR) | |||||
|---|---|---|---|---|---|
| Financial position and liquidity | |||||
| Total assets | 18,084 | 23,061* 2 |
-4,977 | -22% | |
| Equity ration (in %) | k.a. | 12 %* 2 |
k.a. | k.a. | |
| Cash flow from operative activities | -2,453 | -1,002 | -1,451 | >-100% |
*1 Based on permanent employees
*2 at 31/12/2012
Where rounded figures are used, differences may occur due to commercial rounding
Interim Consolidated Management Report
(unaudited)
The Company´s Performance in the first half of 2013
The YOC Group´s total revenue sank by 12% to EUR 15.4 million in the period under review (H1/2012: EUR 17.5 million). 62% (H1/2012: 60%) thereof pertain to the Media segment, while 38% (H1/2012: 40%) are attributable to the Mobile Technology segment.
The operating result of the YOC Group before depreciation and amortisation stood at EUR -3.0 million in the first six months of 2013.
Cash flow from operating activities came out to EUR -2.5 million.
YOC MEDIA
Mobile Advertising
In the mobile advertising business area, YOC Group markets the mobile internet portals and applications of media companies, publishing groups and independent portal operators as well as the applications for internet-enabled end devices and monetises these. Throughout the course of targeted mobile marketing, YOC works particularly closely with media and advertising agencies, and directly with advertising companies from the consumer goods, services and financial industries.
It is operated on a CPM (cost per mille) reach and performance basis. YOC offers its customers the complete spectrum of mobile marketing solutions. With a portfolio of several hundred international publishers, YOC Group has the largest premium media network in Europe. Premium pages such as The Sun, krone.at, MTV and Europa Press are marketed at a fixed price.
With its YOC Media Network, YOC offers classic banner formats, video ad formats to monetise video content and interactive rich media advertising formats, which proactively involve users and thus contribute to positive brand building. Premium-based campaigns focus above all on branding and image, but also factor in the advertiser's awareness targets. To achieve these objectives and create maximum visibility media agencies nowadays use high-profile rich media advertising formats such as the YOC Touch and Play Ad, which provokes a high user-engagement. .
Affiliate Marketing
Within the YOC Group, the subsidiary belboon GmbH (former belboon-adbutler GmbH) represents the performance marketing network belboon. With about 1,300 partner programmes and 65,000 active publishers from 30 countries, belboon belongs to the top three affiliate networks on the German speaking market. It includes online and mobile marketing, which is operated on a performance-based pricing model. Publishers and advertisers can thus benefit from significant synergy effects due to a purely performancebased pricing model and enormous network reach. The expansion of international operations of belboon is focused on the French market in particular. A constantly increasing reach in Europe is part of the aims of the network in the sense of a physical growth.
An affiliate network provides an independent internet-based platform, which acts as a marketplace for advertisers, merchants and sales partners. Therefore, belboon links the online advertising of advertisers to the advertising space of publishers. The port folio of services offered by the affiliate network provides its customers with marketing solutions which are tailored to individual needs. These include retargeting, performance display advertising, SEO/ SEM, voucher code marketing, social media marketing, affiliate marketing, email marketing and mobile affiliate marketing.
The belboon affiliate network is responsible for the financial interactions between business partners and the administrative technology. This includes the tracking and classification of generated commissions via tracking technologies and the provision of sophisticated management and controlling platforms for advertisers and publishers. In line with the
industry standards, belboon operates its services according to a performance-based pricing model, mainly based on generated sales and leads.
MOBILE TECHNOLOGY
The business unit Mobile Technology is mainly represented through the YOC subsidiaries Sevenval GmbH and Sevenval Ltd. With in-house developed technology mobile internet portals and applications are implemented and hosted and the necessary software licensed.
In this way, Sevenval offers to create individual mobile websites, with content that may partially or significantly differ from the customer's stationary internet website, as well as the automatic optimisation of stationary content for mobile end devices and is therefore able to react quickly to market innovations, for example tablets. The FIT Technology developed by Sevenval can adjust websites to the properties of devices, operating systems and browsers and enables the optimised conversion of existing online content for all internet-enabled devices.
As part of the concentration process on the business unit Media, the company decided during the second half of 2012 to dispose of its Mobile Technology business area, mainly consisting of its subsidiaries Sevenval GmbH and Sevenval Ltd. This decision remains valid and will be driven forward. The business area continues to work towards increasing recurring revenues and license income and focuses on licensing the Sevenval FIT software and implementing related solutions.
Development of net assets, financial position and result of operations
Revenue trend and total output
In H1 2013, the YOC Group's revenue declined by 12% to EUR 15.4 million (previous year: EUR 17.5 million).
Total output shrank similarly by 12% to EUR 16.2 million in the first six months of the current fiscal year (previous year: EUR 18.4 million).
Revenue by segment
The Media segment recorded a decline in revenue by EUR 0.9 million (9% year-on-year) to EUR 9.6 million in the period under review.
The increase in international revenue is countered by a revenue drop in Germany. The fall in revenue compared to H1 2012 in the German domestic market is owed primarily to the strategic decision to shut down the ubiyoo platform.
In England, Austria and Spain YOC saw pleasing revenue growth in the Media segment compared to the previous year, whereas the trend in France went the other way. The change in the publisher portfolio caused the YOC Group's revenue to fall below the prioryear period.
The Media segment accounted for 62% of the YOC Group's total revenue in H1 2013, thereby posting a slight increase over H1 2012 (60 %).
Revenue in the Mobile Technology segment shrank by EUR 1.2 million to EUR 5.8 million in the first half of the fiscal year (previous year: EUR 7.0 million). The revenue decline is attributable to the discontinuation of peripheral activities and phase-out of areas that are no longer part of Mobile Technology's core business in the course of the strategic streamlining of the company focus.
Gross income
The positive gross margin trend in H1 2013 is largely attributable to a reduction in expenses for goods and services with a simultaneous increase in sales revenue. Expenses for goods and services fell by 17% to EUR 7.9 million (previous year: EUR 9.5 million).
The gross margin in the Media segment sank slightly to 26% (previous year: 27%).
The Mobile Technology segment was able to further reduce the share of external resources in customer projects, meaning the gross margin improved significantly in this segment to 92% (previous year: 78%). The closing of the low-margin Mobile Messaging business segment in 2012 also contributed to the improved gross margin in the current reporting period.
The gross margin for the Group stands at 51% (previous year: 44 %).
Personnel expenses and personnel development
The average number of staff in H1 2013 remains unchanged over the previous year at 221 employees. Two additional employees have joined the company since the previous quarter.
Personnel expenses climbed from kEUR 225 to kEUR 2.872 in the Media segment, caused mainly by compensation for severance payments and higher bonuses and commissions.
Other operating expense
Other operating expenses in the Group increased by EUR 0.7 million to EUR 3.4 million (previous year: EUR 2.7 million). Other operating expenses pertaining to continuing operations (Media) amounted to EUR 2.2 million (previous year: EUR 1.7 million). Mainly higher legal and professional expenses impacted this position.
In the Mobile Technology segment, other operating expenses remained virtually unchanged at EUR 1.2 million.
In total, the relation to total operating revenue is 21 % (previous year: 15 %).
EBITDA
At Group level, operating earnings before interest, tax, depreciation and amortisation stood at EUR -3.0 million in H1 2013 (previous year: EUR -1.4 million). The EUR -1.6 million change over the same period in the previous year is attributable to the decline in sales revenue from discontinued operations and products as well as peripheral activities and higher legal and professional fees.
EBITDA in the Media segment in the first six months of the fiscal year is below the previous year at EUR -1.5 million (previous year: EUR -0.9 million).
The Mobile Technology segment generated a positive contribution of EUR 0.6 million to results in the period under review (previous year: EUR 0.9 million).
Together with Overhead expenses in the amount of EUR -2.0 million (previous year: EUR - 1.4 million), the company's operating business suffered a loss overall in the first six months of 2013.
EBIT and earnings after tax
The Group's net income comes to EUR -6.7 million in the period under review (previous year: EUR -2.4 million).
The impairment of goodwill of discontinued operations subject to IFRS 5 led to additional expenses of EUR 3.1 million.
Tax expenses relate almost entirely to changes in deferred taxes. In contrast to the same period in the previous year, there were no deferred tax assets for losses generated in Germany in the first six months of 2013.
Financial position and net assets
The following information refers to both continued and discontinued operations:
As at the reporting date, the YOC Group´s cash and cash equivalents amounted to EUR 0.4 million, up EUR 0.2 million since 31 December 2012.
Cash flow from operating activities stood at EUR -2.5 million (H1 2012: EUR -1.0 million) in H1 2013, thus basically reflecting the business performance in the first six months of the current fiscal year.
Cash flow from/used in investing activities amounted to EUR -0.4 million in the period under review. EUR -0.2 million thereof pertained to payments for investments in property, plant and equipment. Another EUR -0.2 million represent development costs in connection with the further development of technological platforms. Technological competitiveness is essential for the YOC Group's further growth and the expansion of the market position, which is why we pursue further development and new development of our software solutions and platforms in-house.
Cash flow from financing activities in the amount of EUR 3.1 million resulted primarily from capital increases in February and May 2013 with proceeds of EUR 3.1 million and the repayment of loan liabilities to banks as scheduled.
Furthermore YOC received a loan in April 2013 by the shareholder DIH Deutsche Industrie-Holding GmbH, Frankfurt/Main, amounting to EUR 0.6 million.
The YOC Group's total assets amounted to EUR 18.1 million on 30 June 2013, down 22% since 31 December 2012. The decline is primarily attributable to the impairment of goodwill of discontinued operations in the amount of EUR 3.1 million as part of the valuation of the sold Mobile Technology segment pursuant to IFRS 5.
Report on risks and outlook
Riskreport
The YOC Group is an internationally oriented service provider operating in a dynamic market, which naturally involves company and sector-specific risks as well as financial risks. These primarily include risks in connection with the market and the competitive environment, technological risks, liability risks, personnel risks, planning risks, organisational risks as well as financial and treasury risks. Such risks may arise from the Group's own business actions or from external factors. The YOC Group has taken measures to identify and reduce potential risks early on. For this purpose, a corresponding risk management system was set up. Within this system, risks are regularly recorded, evaluated and, if necessary, continually monitored through a Group-wide risk inventory.
The YOC Group's risk policy, which was established by the Management Board, has not changed and is a component of the company policy seeking to achieve sustainable growth, increase the value of the company and guarantee the Group's continued existence in the long term. In this context, the company consciously takes necessary risks under consideration of the risk/return ratio in order to make use of market opportunities and to be able to exploit the generated potential for success.
Due to the anticipatory risk controlling measures within the internal control system, risks and opportunities can be identified and evaluated early on, meaning that the company can promptly react to such risks and opportunities in an appropriate manner, thereby guaranteeing efficient control in the interest of the company's success. Measures to be taken in the scope of risk control are implemented by the operating units.
With cash and cash equivalents of EUR 0.4 million as of 30 June 2013, the company has a rather low liquidity reserve in relation to the company's size. For this reason and to strengthen the equity base, the Management Board performed capital increases in February and May 2013 which generated total cash proceeds of EUR 3.1 million. The Annual General Meeting in June 2013 approved additional capital increases up to a nominal amount of kEUR 572. The Management Board was also authorised to increase share capital by a nominal amount of up to kEUR 1,300 until 5 June 2018 by issuing new shares with the consent of the Supervisory Board.
After the end of the reporting period, the sale of the Mobile Technology segment added EUR 5.0 million to cash and cash equivalents, EUR 1.9 million and EUR 0.4 million of which were used to repay all the acquisition loans and a shareholder loan, respectively.
Outlook and events after the reporting date
YOC will continue to streamline the company's business focus. In this context, the YOC Group completed the sale of the Mobile Technology segment with effect from 31 July 2013. As part of the sale, the Sevenval GmbH subsidiary based in Cologne, assets of Sevenval Ltd. based in London, assets that belong to the Mobile Technology segment of YOC AG and assets of YOC Central Eastern Europe GmbH based in Vienna were transferred to the buyer, a subsidiary of Berlin Technologie Holding GmbH.
YOC AG will receive a purchase price amounting to as much as EUR 6.5 million, comprised of both fixed and variable purchase price components, for the sale of the 'Mobile Technology' segment.
Following the sale of the Mobile Technology segment, the YOC Group will concentrate exclusively on market opportunities arising in the Media segment as from August 2013 and strive to generate steady growth. YOC anticipates additional growth impulses in the course of the year from the implementation of the new strategy with its dynamic, productive and at the same time visionary and data-driven positioning of YOC Media.
The Group aims to improve the earnings situation through leaner structures, while at the same time generating steady growth.
Towards the end of the fiscal year, the company expects to see the first positive effects from the new business elements behavioural targeting, real-time bidding and the highly promising gaming business.
In the second half of 2013, the Media segment is expected to show a positive revenue trend and another improvement in earnings.
With regard to the opportunities for the YOC Group's future performance, the YOC Group refers to the Management Report of the 2012 Annual Report as no major changes are expected in this respect.
Interim Consolidated Financial Statements
(unaudited)
| Media and Holding | Mobile Technology | ||
|---|---|---|---|
| (continuing | (discontinued | ||
| Consolidated Income Statement Q2 2013 (in EUR) | operations) | operations) | Total |
| Revenue | 4,850,728 | 2,802,600 | 7,653,328 |
| Own work capitalised | 24,773 | 99,503 | 124,276 |
| Other operating income | 77,509 | 134,856 | 212,365 |
| Total output | 4,953,011 | 3,036,959 | 7,989,970 |
| Expenses for goods and services | 3,839,442 | 293,723 | 4,133,165 |
| Personnel expenses | 1,922,116 | 1,899,911 | 3,822,027 |
| Other operating expenses | 1,262,465 | 660,551 | 1,923,016 |
| EBITDA | -2,071,014 | 182,773 | -1,888,241 |
| Depreciation and amortisation expenses | 177,836 | 0 | 177,836 |
| Impairments | 0 | 3,055,000 | 3,055,000 |
| EBIT | -2,248,850 | -2,872,227 | -5,121,077 |
| Financial income | 15,678 | 0 | 15,678 |
| Financial expenses | 29,409 | 0 | 29,409 |
| Financial result | -13,731 | 0 | -13,731 |
| EBT | -2,262,581 | -2,872,227 | -5,134,808 |
| Income taxes | 11,908 | 9,374 | 21,282 |
| Net income | -2,274,489 | -2,881,601 | -5,156,090 |
| Earnings per share diluted | -0.86 | -1.09 | -1.95 |
| Earnings per share basic | -0.87 | -1.10 | -1.97 |
| Consolidated statement of comprehensive income Q2 2013 (in EUR) | Total |
|---|---|
| Net income | -5,156,090 |
| Unrealised gains from foreign currency translation | 24,886 |
| Total other comprehensive income | 24,886 |
| Total comprehensive income | -5,131,204 |
› The figures are not subject to an auditor´s review.
| Media and Holding | Mobile Technology | ||
|---|---|---|---|
| (continuing | (discontinued | ||
| Consolidated Income Statement Q2 2012 (in EUR) | operations) | operations) | Total |
| Revenue | 5,570,062 | 3,619,413 | 9,189,475 |
| Own work capitalised | 50,000 | 109,725 | 159,725 |
| Other operating income | 75,123 | 133,793 | 208,916 |
| Total output | 5,695,186 | 3,862,931 | 9,558,116 |
| Expenses for goods and services | 4,050,025 | 782,271 | 4,832,296 |
| Personnel expenses | 1,826,961 | 2,013,313 | 3,840,274 |
| Other operating expenses | 881,597 | 550,115 | 1,431,712 |
| EBITDA | -1,063,398 | 517,232 | -546,166 |
| Depreciation and amortisation expenses | 213,018 | 262,052 | 475,071 |
| EBIT | -1,276,416 | 255,180 | -1,021,236 |
| Financial income | 37,603 | 0 | 37,603 |
| Financial expenses | 81,380 | 846 | 82,225 |
| Financial result | -43,777 | -846 | -44,623 |
| EBT | -1,320,193 | 254,334 | -1,065,859 |
| Income taxes | 480,000 | 130,486 | 610,486 |
| Net income | -1,800,193 | 123,848 | -1,676,345 |
| Earnings per share diluted | -0.94 | 0.06 | -0.88 |
| Earnings per share basic | -0.94 | 0.06 | -0.88 |
| Consolidated statement of comprehensive income Q2 2012 (in EUR) | Total |
|---|---|
| Net income | -1,676,345 |
| Unrealised gains from foreign currency translation | 15,599 |
| Total other comprehensive income | 15,599 |
| Total comprehensive income | -1,660,746 |
| Media and Holding | Mobile Technology | ||
|---|---|---|---|
| (continuing | (discontinued | ||
| Consolidated Income Statement H1 2013 (in EUR) | operations) | operations) | Total |
| Revenue | 9,631,172 | 5,810,477 | 15,441,649 |
| Own work capitalised | 55,899 | 190,483 | 246,382 |
| Other operating income | 296,370 | 257,393 | 553,763 |
| Total output | 9,983,442 | 6,258,353 | 16,241,795 |
| Expenses for goods and services | 7,424,275 | 523,150 | 7,947,425 |
| Personnel expenses | 3,982,375 | 3,971,304 | 7,953,679 |
| Other operating expenses | 2,213,237 | 1,163,360 | 3,376,597 |
| EBITDA | -3,636,446 | 600,538 | -3,035,908 |
| Depreciation and amortisation expenses | 324,912 | 0 | 324,912 |
| Impairments | 0 | 3,055,000 | 3,055,000 |
| EBIT | -3,961,358 | -2,454,462 | -6,415,820 |
| Financial income | 15,925 | 0 | 15,925 |
| Financial expenses | 55,695 | 0 | 55,695 |
| Financial result | -39,770 | 0 | -39,770 |
| EBT | -4,001,128 | -2,454,462 | -6,455,590 |
| Income taxes | 13,403 | 211,076 | 224,479 |
| Net income | -4,014,531 | -2,665,538 | -6,680,069 |
| Earnings per share diluted | -1.52 | -1.01 | -2.53 |
| Earnings per share basic | -1.53 | -1.02 | -2.55 |
| Consolidated statement of comprehensive income H1 2013 (in EUR) | Total |
|---|---|
| Net income | -6,680,069 |
| Unrealised gains from foreign currency translation | 23,677 |
| Total other comprehensive income | 23,677 |
| Total comprehensive income | -6,656,392 |
| Media and Holding | Mobile Technology | ||
|---|---|---|---|
| (continuing | (discontinued | ||
| Consolidated Income Statement H1 2012 (in EUR) | operations) | operations) | Total |
| Revenue | 10,531,998 | 7,022,384 | 17,554,382 |
| Own work capitalised | 108,933 | 232,000 | 340,933 |
| Other operating income | 140,744 | 342,043 | 482,787 |
| Total output | 10,781,675 | 7,596,426 | 18,378,100 |
| Expenses for goods and services | 7,848,042 | 1,680,934 | 9,528,976 |
| Personnel expenses | 3,579,066 | 3,961,390 | 7,540,456 |
| Other operating expenses | 1,670,846 | 1,054,956 | 2,725,802 |
| EBITDA | -2,316,280 | 899,146 | -1,417,134 |
| Depreciation and amortisation expenses | 428,452 | 496,723 | 925,176 |
| EBIT | -2,744,732 | 402,423 | -2,342,309 |
| Financial income | 63,894 | 64 | 63,958 |
| Financial expenses | 154,984 | 1,837 | 156,820 |
| Financial result | -91,089 | -1,773 | -92,863 |
| EBT | -2,835,821 | 400,650 | -2,435,172 |
| Income taxes | -24,012 | 282,679 | 258,667 |
| Net income | -2,811,809 | 117,970 | -2,693,839 |
| Earnings per share diluted | -1.47 | 0.06 | -1.41 |
| Earnings per share basic | -1.47 | 0.06 | -1.41 |
| Consolidated statement of comprehensive income H1 2012 (in EUR) | Total |
|---|---|
| Net income | -2,693,839 |
| Unrealised gains from foreign currency translation | 21,087 |
| Total other comprehensive income | 21,087 |
| Total comprehensive income | -2,672,752 |
| 31/12/2012 | ||
|---|---|---|
| in EUR | 30/06/2013 | (audited) |
| ASSETS | ||
| Non-current assets | 3,713,106 | 3,772,769 |
| Property, plant and equipment | 582,820 | 679,748 |
| Goodwill | 1,639,739 | 1,639,739 |
| Intangible assets | 758,942 | 756,613 |
| Deferred tax assets | 731,605 | 696,668 |
| Current assets | 14,370,708 | 19,288,287 |
| Trade receivables | 3,975,140 | 4,828,697 |
| Other receivables | 355,266 | 282,009 |
| Tax assets | 12,908 | 43,951 |
| Securities | 14,101 | 14,101 |
| Cash and cash equivalents | 439,225 | 235,737 |
| Assets classified as held-for-sale | 9,574,068 | 13,883,792 |
| Total assets | 18,083,814 | 23,061,056 |
| EQUITY AND LIABILITIES | ||
| Equity | -847,151 | 2,702,568 |
| Subscribed capital | 2,858,500 | 2,380,000 |
| Additional paid in capital | 20,213,472 | 17,585,298 |
| Retained earnings | -23,978,982 | -17,298,913 |
| Other comprehensive income from currency translation differences | 110,178 | 86,501 |
| Own shares | -50,319 | -50,319 |
| Non-current liabilities | 399,621 | 404,999 |
| Provisions | 59,799 | 52,297 |
| Loans and borrowings | 0 | 0 |
| Other liabilities | 299,197 | 289,488 |
| Other financial liabilities | 15,257 | 35,671 |
| Deferred tax liabilities | 25,369 | 27,542 |
| Current liabilities | 18,531,342 | 19,953,489 |
| Prepayments received | 1,813,381 | 1,945,002 |
| Trade payables | 3,843,464 | 3,867,915 |
| Loans and borrowings | 2,910,138 | 3,493,677 |
| Other liabilities | 1,719,316 | 2,045,098 |
| Other financial liabilities | 4,778,723 | 4,288,505 |
| Tax liabilities | 0 | 157,912 |
| Provisions | 192,178 | 75,000 |
| Liabilities associated with assets classified as held-for-sale | 3,274,143 | 4,080,379 |
| Total equity and liabilities | 18,083,814 | 23,061,056 |
| in EUR | H1/2013 | H1/2012 |
|---|---|---|
| Net income of continuing operations | -4,014,532 | -2,811,809 |
| Net income of discontinued operations | -2,665,537 | 117,970 |
| Depreciation, amortisation and impairments | 3,379,912 | 925,175 |
| Taxes recognised in the income statement | 224,479 | 258,668 |
| Interest recognised in the income statement | -39,770 | 92,863 |
| Other non-cash income and expenses | 67,850 | 74,009 |
| Cash-Earnings | -3,047,597 | -1,343,124 |
| Result from disposal of assets | -852 | 4,347 |
| Changes in receivables and other receivables | 0 | -29,565 |
| Changes in receivables and other receivables | 2,183,632 | 72,468 |
| Changes in liabilities, prepayments and other liabilities | -1,518,732 | 493,340 |
| Changes in provisions | 122,665 | -51,721 |
| Interest received | 437 | 742 |
| Interest paid | -35,027 | -115,495 |
| Income taxes paid | -157,417 | -33,066 |
| Cashflow from operating activities | -2,452,891 | -1,002,074 |
| Purchase of property, plant and equipment | -138,879 | -539,931 |
| Purchase of intangible assets | -64,095 | -1,050 |
| Outflow from development costs | -246,382 | -340,933 |
| Cashflow from investing activities | -449,356 | -881,914 |
| Inflows from capital increases | 3,162,500 | 0 |
| Transaction costs related to issuance of new shares | -100,000 | 0 |
| Repayment of liabilities under finance lease | 0 | -19,898 |
| Repayment of bank loans | -590,000 | -283,000 |
| Issuance of bank loans | 610,000 | 957,610 |
| Cashflow from financing activities | 3,082,500 | 654,712 |
| Net increase / decrease | 180,253 | -1,229,277 |
| Changes in cash and cash equivalents due to exchange rates | 0 | 1 |
| Cash and cash equivalents at the beginning of the period | 259,809 | 1,571,368 |
| Cash and cash equivalents at the end of the period | 440,061 | 342,092 |
| Other comprehensive | ||||||
|---|---|---|---|---|---|---|
| Subscribed | Additional | Retained | income from currency | |||
| in EUR | capital | paid in capital | earnings | translation differences | Own shares | Total |
| as of 01/01/2013 | 2,380,000 | 17,585,298 | -17,298,913 | 86,501 | -50,319 | 2,702,568 |
| Net income | -6,680,069 | -6,680,069 | ||||
| Currency translation | 23,677 | 23,677 | ||||
| differences | ||||||
| Comprehensive income | 0 | 0 | -6,680,069 | 23,677 | 0 | -6,656,393 |
| Issuance of subscribed capital |
478,500 | 2,684,000 | 3,162,500 | |||
| Stock option programme | 29,756 | 29,756 | ||||
| Transaction costs including tax benefits |
-85,582 | -85,582 | ||||
| as of 30/06/2013 | 2,858,500 | 20,213,472 | -23,978,982 | 110,178 | -50,319 | -847,151 |
| as of 01/01/2012 | 1,915,000 | 15,013,956 | -5,955,498 | 58,237 | -50,319 | 10,981,376 |
| Net income | -2,693,839 | -2,693,839 | ||||
| Currency translation | 21,087 | 21,087 | ||||
| differences | ||||||
| Comprehensive income | 0 | 0 | -2,693,839 | 21,087 | 0 | -2,672,752 |
| Issuance of subscribed | 0 | |||||
| capital | ||||||
| Stock option programme | 52,921 | 52,921 | ||||
| Transaction costs including tax benefits |
0 | |||||
| as of 30/06/2012 | 1,915,000 | 15,066,877 | -8,649,337 | 79,324 | -50,319 | 8,361,546 |
No shares are held by non-controlling shareholders
› The figures are not subject to an auditor´s review.
Notes to the Financial Statements
1. General information
YOC AG with headquarters at Karl-Liebknecht-Straße 1, Berlin, Germany, is an international service provider in the fields of Media (marketing of media packages and advertising formats) and Mobile Technology (development of mobile internet portals and mobile marketing campaigns).
YOC AG is listed in the Prime Standard of the Frankfurt Stock Exchange under the identification number WKN 593273 / ISIN DE 0005932735.
2. Principles for the preparation of the financial statements, accounting and valuation methods
Principles for the preparation of the financial statements
YOC AG's interim financial statements as of 30 June 2013 were prepared in compliance with the German Securities Trading Act (WpHG). The interim consolidated financial statements were prepared as condensed financial statements pursuant to IAS 34 and comply with Section 315a of the German Commercial Code (HGB) and are in accordance with the rules of the International Financial Reporting Standards (IFRS) of the International Accounting Standards Board (IASB) as adopted by the European Union and valid on the reporting date as well as the interpretations of the IFRS Interpretations Committee (IFRS IC).
The condensed and unaudited interim consolidated financial statements of YOC AG do not contain all the information and disclosures required for the preparation of complete financial statements at the end of the financial year. Therefore, we recommend reading the interim financial statements together with the consolidated financial statements for the 2012 financial year.
Accounting and valuation methods
In the first half of 2013, all Standards that have been mandatory since 1 January 2013 were applied.
IFRS 13 for the first time provides a concept for the measurement and provision of information on fair value as far as such information is required or permitted by other IFRS Standards. IFRS 13 harmonises the fair value definition as the price that would have to be paid in the scope of a proper transaction for the sale of an asset or the transfer of a liability among market participants on the valuation date. In addition, the Standard supplements and replaces the requirements regarding information on the measurement of the fair value in other IFRS Standards, including IFRS 7 'Financial Instruments: Disclosures':
The first-time application of this Standard does not have any material effect on the measurement of assets and liabilities. Adjustments pertain in particular to the Notes to the financial statements. According to the Standard, the information that had to be disclosed on the market values of financial instruments and the classification of financial instruments at the end of the financial year, now also has to be disclosed in the interim financial statements.
The other Accounting Standards that have to be applied for the first time in the 2013 financial year have no effect on the presentation of net assets, the financial position and results of operations in the consolidated interim financial statements. The Notes to the 2012 Annual Report include a detailed presentation of these Accounting Standards.
3. Sale of discontinued operations
YOC AG has sold its Sevenval GmbH subsidiary based in Cologne, assets of Sevenval Ltd. based in London, assets that belong to the 'Mobile Technology' segment of YOC AG and assets of YOC Central Eastern Europe GmbH based in Vienna to a subsidiary of Berlin Technologie Holding GmbH with effect from 31 July 2013. YOC AG will receive a purchase price amounting to as much as EUR 6.5 million, comprised of both fixed and variable purchase price components, for the sale of the 'Mobile Technology' segment.
As of 1 August 2013, YOC AG will concentrate on the Media segment. The Mobile Technology segment, which was sold at the time the interim financial statements were prepared, is still classified as discontinued operations in the interim report pursuant to IFRS 5.
With its reclassification as assets held-for-sale, the Mobile Technology segment was measured at the lower of its fair value (measured on the basis of available purchase offers) less selling costs in the 2012 consolidated financial statements. The measurement was verified on the basis of the final purchase price that was agreed at the end of July 2013. Pursuant to IFRS 5.23, this latest verification of the measurement resulted in write-downs on the goodwill in discontinued operations in the amount of EUR 3.1 million.
The fair value is classified as a Level 1 input pursuant to IFRS 13.
The main components of the discontinued operations assets and liabilities as of 30 June 2013 are as follows:
Assets and liabilities
| of discontinued operations (in kEUR) | 30/06/2013 |
|---|---|
| Property, plant and equipment | 436 |
| Goodwill | 3,740 |
| Intangible assets | 2,961 |
| Trade receivables | 2,210 |
| Other assets | 227 |
| Cash and cash equivalents | 1 |
| Assets classified as held-for-sale | 9,574 |
| Deferred tax liabilities | 1,056 | |
|---|---|---|
| Prepayments received | 683 | |
| Trade payables | 204 | |
| Liabilities resulting from PoC | 411 | |
| Other liabilities | 579 | |
| Other financial liabilities | 341 | |
| Liabilities associated with assets | ||
| classified as held-for-sale | 3,274 |
The cash flow from discontinued operations in the first half-year 2013 is as follows:
Cashflows from discontinued operations
| (in TEUR) | H1/2013 |
|---|---|
| Operating cashflow | 870 |
| Investing cashflow | -269 |
| Financing cashflow | 0 |
| Cashflows from discontinued operations | 601 |
4. Notes to the balance sheet
The notes to the balance sheet pertain solely to the Media segment (continuing operations).
Equity
In February 2013, YOC AG implemented a capital increase amounting to 220,000 bearer shares with a nominal value of the share capital of EUR 1.00 per share in order to shore up its capital base. The issue was at EUR 8.50 per share.
In May 2013, YOC AG implemented another capital increase amounting to 258,500 bearer shares with a nominal value of the share capital of EUR 1.00 per share in order to shore up its capital base. The issue was at EUR 5.00 per share.
The Annual General Meeting on 6 June 2013 approved an ordinary cash capital increase with subscription rights with a volume of up to a nominal amount of EUR 571,700.00 to strengthen the equity base. Any new shares issued would be fully entitled to dividends as of 1 January 2013.
In addition, the Annual General Meeting approved new authorised capital according to which the Management Board is authorised to increase the company's share capital on one or more occasions up to a total nominal amount of EUR 1,300,000.00 until 5 June 2018 by issuing new bearer shares against cash contributions and/or contributions in kind.
Loans
In July 2013, the company agreed with the lending banks to fully repay the acquisition loans as soon as the Mobile Technology segment was sold. Accordingly, all acquisition loans were repaid in July 2013 following the sale of the Mobile Technology segment. These are therefore recognised as current liabilities in the financial statements as of 30 June 2013.
YOC AG still has a credit line amounting to kEUR 1,000 from the commercial bank at its disposal. As of 30 June 2013 the credit line drawdown was kEUR 958. It is subject to an interest rate of 2.69 % p.a. as of 30 June 2013.
Other disclosures regarding financial instruments
The following table shows the book values and fair values of the financial assets and liabilities as recognised in the interim consolidated financial statements as well as their classification in accordance with IAS 39 and the level of the fair value hierarchy:
| Recognised at | non-financial | Measurement | ||||
|---|---|---|---|---|---|---|
| Measured at | amortised | assets/ | Total as of | category | Fair-value | |
| 30/06/2013 (in kEUR) | fair value | cost | liabilities | 30/06/2013 | IAS 391 ) |
hierarchy |
| ASSETS | ||||||
| Cash and cash equivalents | 439 | 439 | LaR | n/a | ||
| Trade receivables | 3,975 | 3,975 | LaR | n/a | ||
| Other assets | 36 | 319 | 355 | LaR | n/a | |
| Securities | 14 | 14 | AfS | Level 1 | ||
| LIABILITIES | ||||||
| Loans | 2,910 | 2,910 | FLAC | n/a | ||
| Trade payables | 3,843 | 3,843 | FLAC | n/a | ||
| Other liablities | 4,794 | 2,019 | 6,812 | FLAC | n/a | |
| thereof finance-leasing | 57 | |||||
| obligations | ||||||
| Recognised at | non-financial | Measurement | ||||
| Measured at | amortised | assets/ | Total as of | category | Fair-value | |
| 31/12/2012 | fair value | cost | liabilities | 30/06/2013 | IAS 391 ) |
hierarchy |
| ASSETS | ||||||
| Cash and cash equivalents | 236 | 236 | LaR | n/a | ||
| Trade receivables | 4,829 | 4,829 | LaR | n/a | ||
| Other assets | 29 | 253 | 282 | LaR | n/a | |
| Securities | 14 | 14 | AfS | Level 1 | ||
| LIABILITIES | ||||||
| Loans | 3,494 | 3,494 | FLAC | n/a | ||
| Trade payables | 3,868 | 3,868 | FLAC | n/a | ||
| Other liabilities | 4,324 | 2,335 | 6,659 | FLAC | n/a | |
| thereof finance-leasing | 77 | |||||
| obligations |
1) AfS: available for sale financial assets; LaR: loans and receivables; FLAC: other financial liabilities measured at amortized cost;
Securities (Level 1) are measured on the basis of quoted market prices in active markets.
The fair value of receivables and liabilities that are measured at amortised cost is determined by means of discounting using a market interest rate with the corresponding risk level and maturity. In accordance with the principle of materiality, the fair value of current balance sheet items equals the balance sheet value of such items.
5. Segment reporting
Reportable segments
Segment reporting is based on the internal management structure. The Group is made up of the following reportable business segments:
1. Media
2. Mobile Technology (discontinued operations)
The following table shows the earnings of the individual segments. In accordance with the internal reporting structure, EBITDA is used as the measure of earnings:
| continuing | discontinued | ||||
|---|---|---|---|---|---|
| operations | operations | ||||
| Segment reporting | |||||
| (in kEUR) | Media | Mobile Technology | Overhead | Consolidation | YOC Group |
| H1 2013 | |||||
| External revenues | 9,631 | 5,811 | 15,442 | ||
| Internal revenues | 0 | 22 | -22 | 0 | |
| Total revenues | 9,631 | 5,833 | -22 | 15,442 | |
| Own work capitalised | 56 | 191 | 246 | ||
| Other operating income | 296 | 257 | 554 | ||
| Total output | 9,983 | 6,258 | 16,242 | ||
| Costs of goods sold | 7,424 | 523 | 7,947 | ||
| Personnel expense | 3,097 | 3,971 | 886 | 7,954 | |
| Other operating expense | 1,006 | 1,163 | 1,207 | 3,377 | |
| EBITDA | -1,544 | 601 | -2,093 | -3,036 |
| H1 2012 | |||||
|---|---|---|---|---|---|
| External revenues | 10,532 | 7,022 | 17,554 | ||
| Internal revenues | 69 | 201 | -270 | ||
| Total revenues | 10,601 | 7,223 | -270 | 17,554 | |
| Own work capitalised | 109 | 232 | 341 | ||
| Other operating income | 141 | 342 | 483 | ||
| Total output | 10,782 | 7,596 | 18,378 | ||
| Costs of goods sold | 7,848 | 1,681 | 9,529 | ||
| Personnel expense | 2,872 | 3,961 | 707 | 7,540 | |
| Other operating expense | 959 | 1,055 | 712 | 2,726 | |
| EBITDA | -897 | 899 | -1,419 | -1,417 |
EBITDA of continuing operations (Media and Overhead) is reconciled to net income as follows:
| Reconciliation (in kEUR) | H1/2013 |
|---|---|
| EBITDA (continuing operations) | -3,636 |
| Depreciation and amortisation | -325 |
| Financial result | -40 |
| Income taxes | -13 |
| Net income from discontinued operations | -2,666 |
| Net income | -6,680 |
6. Cash flow statement
The following information refers to both continued and discontinued operations:
As at the reporting date, the YOC Group´s cash and cash equivalents amounted to EUR 0.4 million, up EUR 0.2 million since 31 December 2012.
Cash flow from operating activities stood at EUR -2.5 million (H1 2012: EUR -1.0 million) in H1 2013, thus basically reflecting the business performance in the first six months of the current fiscal year.
Cash flow from/used in investing activities amounted to EUR -0.4 million in the period under review. EUR -0.2 million thereof pertained to payments for investments in property, plant and equipment. Another EUR -0.2 million represent development costs in connection with the further development of technological platforms. Technological competitiveness is essential for the YOC Group's further growth and the expansion of the market position, which is why we pursue further development and new development of our software solutions and platforms in-house.
Cash flow from financing activities in the amount of EUR 3.1 million resulted primarily from capital increases in February and May 2013 with proceeds of EUR 3.1 million and the repayment of loan liabilities to banks as scheduled.
Furthermore YOC received a loan in April 2013 by the shareholder DIH Deutsche Industrie-Holding GmbH, Frankfurt/Main, amounting to EUR 0.6 million.
7. Guarantees, contingent liabilities and similar obligations
YOC AG furnished the bank with a blanket assignment naming all YOC AG and Sevenval GmbH's domestic trade receivables as security for the amount of kEUR 2,920 owed to credit institutions as of 30 June 2013. On 30 June 2013, trade receivables had a value of kEUR 1,037.
At the end of April 2013, YOC AG was granted a shareholder loan by DIH Deutsche Industrie-Holding GmbH, Frankfurt/Main, in the nominal amount of kEUR 610 (payout amount: kEUR 600). The loan is subject to an interest rate of 8.5 % p.a. and is due for repayment in the near future. YOC AG pledged its share in Sevenval GmbH, Cologne, to the lender as security.
8. Related party disclosures
No significant business transactions were performed with related companies or persons in the period under review. For the shareholder loan granted after the end of the reporting period, please refer to item 7.
9. Events after the interim reporting period
The following significant events took place after 30 June 2013Fehler! Verweisquelle konnte nicht gefunden werden. until publication of the interim financial statements:
Upon the sale of the Mobile Technology segment (please refer to item 3), Jan Webering, the member of the Management Board who was responsible for this segment, resigned from the YOC AG Management Board.
At the end of July 2013, YOC AG agreed with the lending bank, as part of the sale of the Mobile Technology segment, to fully repay the acquisition loan in the amount of kEUR 1,898. The full amount has now been repaid. In turn, the bank released the blanket assignment (please refer to item 7).
The company agreed with DIH Deutsche Industrie-Holding GmbH at the end of July 2013 to release the shares in Sevenval GmbH that were pledged to secure the shareholder loan (please refer to item 7) granted for repayments in the amount of kEUR 386 plus the accrued interest.
Statement of Responsibility made by the Management Board
(Pursuant to Sect. 37y No.1 Securities Trading Act (WpHG) in conjunction with Sect. 297 Para.2 Sent.4 and Sect. 315 Para. 1 Sent. 6 German Commercial Code (HGB))
To the best of our knowledge we assure that the consolidated financial statements conveys a true and fair view of the net assets, financial position and results of operations of the group according to the applicable accounting principles and the conduct of business including the business results and the situation of the group are described in the Group management Report so as to convey a true and fair view of the facts and circumstances as well as the material risks and opportunities of the group´s probable development.
Berlin, August 29, 2013
Dirk Freytag, CEO of YOC AG