Half-yearly Report
PARALLEL MEDIA GROUP PLC ("PMG" OR THE "GROUP")
INTERIM RESULTS
FOR THE 6 MONTHS ENDED 30 JUNE 2009
HIGHLIGHTS
- Successfully promoted and delivered the second Ballantine's
Championship, the largest golf tournament in South Korea
- Delivered highly acclaimed art exhibitions in Seoul and London
sponsored by Standard Chartered
- Turnover increased 17% to £5.7m (2008: £4.8m)
- Gross profit increased 47% to £1.4m (2008: £0.9m)
- EBITDA (Earnings before interest, tax, deprecation and
amortisation) £385,000 (2008: loss £154,000)
- Operating Profit £296,000 (2008: loss £222,000)
- Profit for the period £60,000 (2008 loss £346,000)
- Positive cash inflow from operations £356,000 (2008: £34,000)
Contact Details
For more information please contact:
Martin Doherty +44 (0) 20 7225 2000
Chief Financial Officer, Parallel
Media Group Plc
Tony Rawlinson / Antony Legge +44 (0) 20 7492 4777
Dowgate Capital Advisers Limited
www.parallelmediagroup.com
CHAIRMAN'S STATEMENT
Business Overview
Parallel Media Group PLC (PMG) continues to make positive progress. In 2009
to date, PMG has successfully promoted and delivered the second Ballantine's
Championship, (a PGA European Tour golf event in Jeju Island, Korea) and
launched the Korean Eye - the Moon Generation, a highly acclaimed exhibition
of contemporary art in Seoul and in the Saatchi Gallery in London.
The success of the Ballantine's Championship (Korea's largest golf tournament)
and the Korean Eye (sponsored by Standard Chartered Bank and Visit Korea, the
Korean National Tourist Board) has now established PMG as the premier promoter
of international sports & lifestyle sponsorship events in Korea.
PMG has continued its role as commercial partner and advisor for the Omega
Mission Hills World Cup of Golf in China, which will continue to at least
until 2018.
Internationally, PMG distributes the worldwide television rights for the
Ladies European Tour which continues to 2013. New sponsorship, media and
hospitality propositions for several events are being developed including the
Football World Cup in 2010 and the London Olympics in 2012.
Financial Review
Turnover for the six months to 30 June 2009 increased 17% to £5.7m (2008:
£4.8m), due mainly to increased secondary sponsorship for the Ballantine's
Championship. The gross profit for the period increased 47% to £1.4m (2008:
£0.9m) and gross margins are expected to continue improving as events mature
and demand for secondary sponsorship increases.
PMG is investing in building new long-term opportunities with multi-year
revenue contracts providing a platform for growth in Asia and internationally.
In the period under review, development costs (the costs incurred to create
new events from which future revenues are expected) were £0.13m; The operating
profit for the period was £0.30m (2008: loss £0.22m). The profit for the
period after finance costs was £60,000 (2008: loss £346,000).
The cash balance at the 30 June 2009 was a positive £0.86m. During the period
PMG extended existing bank facilities and entered into new loans totalling
£0.2m. Convertible loans and medium term loans totalling £0.1m were repaid in
the period.
The net liability of the group has been reduced in the period to 30 June 2009
to £2.85m (31 December 2008 £3m). Convertible loans outstanding at 30 June
2009 are £2.5m (31 December 2008: £2.4m). At the 30 June 2009, the group had
net debt of £3.1m (31 December 2008: £3.2m). The group generated £0.36m cash
from operations during the period and will actively manage the demands for
cash required for growth, with the reduction of debt expected in 2009 and
beyond.
I am pleased to update you on the ongoing case of RAM Media Limited (in
administration) vs The Greek Ministry of Culture, which I have mentioned in
past reports. The High Court in London has made an award in favour of RAM
Media Limited and is holding hearings with regards to costs. PMG is RAM
Media's largest creditor with a claim of £0.75m and it would presently appear
that we should receive a substantial proportion of our claim by early 2010.
Stakeholders
I would like to take this opportunity to thank our board members, major
stakeholders and staff who continue to contribute to PMG's success. PMG has
built a loyal, world class team, whose dynamism enables us to offer expertise
and support to a growing international clientele of blue chip companies,
tourist boards and brands. Our team is now beginning to reap the benefits of
determined and focussed investment in our core business. I also believe that
we shall soon be in a position to reward the patience of our shareholders.
Future Prospects
The second half of 2009 will see PMG managing the Kazakhstan Open and
promoting the Korean Ladies Masters and the UBS Hong Kong Open. We remain
confident of achieving profits for the full year 2009 based on current
contracts. Discussions are continuing with several potential replacement
sponsors for the Hong Kong Open event in November 2010 and beyond. PMG is
positioning itself to benefit from the increasing focus of Olympic sponsor
spend targeted at the London 2012 games and is building sponsorship and media
event assets in Asia and internationally. PMG now has a portfolio of events
and sponsorship deals that continue in to the next decade and which, together
with the opportunities in the pipeline, underpin the creation of long term
value for shareholders.
David Ciclitira
Chairman,
30 July 2009
CONSOLIDATED INCOME STATEMENT
FOR THE SIX MONTHS ENDED 30 JUNE 2009
6 months to 6 months to 12 months to
30 June 30 June 31 December
2009 2008 2008
unaudited unaudited audited
Notes £'000 £'000 £'000
Continuing operations
Revenue 5,679 4,842 9,500
Cost of Sales (4,308) (3,914) (7,358)
Gross Profit 1,371 928 2,142
Administrative Expenses (1,055) (1,071) (1,799)
Foreign Exchange 69 (11) 53
Impairment Profit (Loss) on
revaluation of investment - - (38)
Earnings before interest, tax,
depreciation and amortisation 385 (154) 358
Amortisation of intangibles (89) (68) (136)
Operating Profit / (Loss) 296 (222) 222
Finance cost (237) (131) (508)
Investment Income 1 7 16
Profit / (Loss) on ordinary
activities before tax 60 (346) (270)
Taxation - - -
Profit / (Loss) for the period 60 (346) (270)
Attributable to:
Minority Interests - - -
Equity Holders of the parent 60 (346) (270)
60 (346) (270)
Earnings (loss) per share 4
Basic 0.01p (0.08p) (0.06p)
Diluted 0.01p (0.08p) (0.06p)
CONSOLIDATED BALANCE SHEET
AS AT 30 JUNE 2009
30 June 30 June 31 December
2009 2008 2008
unaudited unaudited audited
Notes £'000 £'000 £'000
Non-current assets
Property, Plant & Equipment 19 19 22
Intangible Assets 2,341 2,477 2,409
Development Costs 280 - 161
Investments 13 55 17
Total non-current assets 2,653 2,551 2,609
Current Assets
Trade Receivables 1,227 459 851
Cash 859 762 728
Total current assets 2,086 1,221 1,579
Current Liabilities:
Financial Liabilities - borrowings 6 867 766 514
Financial Liabilities - convertible
loans 146 2,226 208
Trade & Other payables 3,675 2,674 3,290
Total current liabilities 4,688 5,666 4,012
Net current assets/(liabilities) (2,602) (4,445) (2,433)
Non- current liabilities -
financial borrowings 7 (2,898) (1,011) (3,186)
Net Liabilities (2,847) (2,905) (3,010)
Equity
Share Capital 9 3,070 3,064 3,070
Share premium 2,091 2,077 2,091
Equity element of convertible loans 57 92 57
Other reserves 557 557 557
Capital redemption reserve 5,034 5,034 5,034
Foreign translation reserve 45 177 (41)
Retained earnings (13,571) (13,799) (13,631)
Total Equity (2,717) (2,798) (2,863)
Minority Interest (130) (107) (147)
Equity attributable to equity holders
of the parent (2,847) (2,905) (3,010)
CONSOLIDATED CASH FLOW STATEMENT
FOR THE SIX MONTHS ENDED 30 JUNE 2009
30 June 30 June 31 Dec
2009 2008 2008
unaudited unaudited audited
£'000 £'000 £'000
Cash flows from operating activity
Operating Profit / (Loss) 296 (222) 222
Depreciation 4 6 8
Sale of investments 5 - -
Amortisation of intangibles 89 68 136
Impairment loss on revaluation of - - 38
investments
Development costs capitalised (139) - (161)
(Increase)/decrease in debtors (377) 382 (196)
Increase/(decrease) in creditors 385 (187) 592
Increase in share capital re: elimination - - 20
of debt
Foreign exchange on non-operating (11) (13) 129
activities
Increase in translation reserve 104 - (259)
Cash generated from / (used in) 356 34 529
operations
Cash flow from investing activities
Purchase of property, plant & equipment (1) (1) (6)
Interest received 1 8 16
Net cash generated from (used in) - 7 10
investing activities
Cash flow from financing activities
Increase in bank facility 184 - (188)
Cash received from convertible loans 14 - 198
Convertible loans repaid (55) (548) (577)
Loan received - 693 761
Loan repaid (56) (215) (480)
Costs incurred re: share consolidation - - (106)
Interest paid (173) (61) (417)
Net cash (used in) / generated from (86) (131) (809)
financing activities
Net increase / (decrease) in cash and 270 (90) (270)
cash equivalents
Cash and cash equivalents at 728 837 837
beginning of the year
Exchange (loss) / gains on cash and (139) 15 161
cash equivalents
Net (decrease)/increase in cash and 270 (90) (270)
cash equivalents
Cash and cash equivalents at end 859 762 728
of the period
CONSOLIDATED CHANGES IN EQUITY
FOR THE SIX MONTHS ENDED 30 JUNE 2009
The table below sets out the movements in reserve for the six months ended 30
June 2009
Share Share Equity Other Capital Forex Minority P&L Total
Capital Premium reserve reserves Redemption reserve Interest
At 1 January 2009 3.070 2.091 57 557 5.034 (41) (147) (13,631) (3,010)
Profit for the period - - - - - - - 60 60
Foreign exchange - - - - - 86 - - 86
Minority Interest
movement - - - - - - 17 - 17
At 30 June 2009 3,070 2,091 57 557 5,034 45 (130) (13,571) (2,847)
The table below sets out the movements in reserve for the year ended 31
December 2008
Share Share Equity Other Capital Forex Minority P&L Total
Capital Premium reserve reserves Redemption reserve Interest
At 1 January 2008 3.064 2.077 92 557 5.034 177 (109) (13,453) (2,561)
(Loss) for the period - - - - - - - (270) (270)
Equity element of old
convertible loan - - (92) - - - - 92 -
Equity element of
new convertible loan - - 57 - - - - 57
Foreign exchange - - - - - (218) - - (218)
Proceeds of share
issue 6 14 - - - - - - 20
Minority Interest
movement - - - - - - (38) - (38)
At 31 December 2008 3,070 2,091 57 557 5,034 (41) (147) (13,631) (3,010)
NOTES TO THE FINANCIAL INFORMATION
1. Basis of Preparation
The condensed financial statements have been prepared using accounting
policies consistent with International Financial Reporting Standards and in
accordance with the International Accounting Standard (IAS) 34 Interim
Financial Reporting.
The condensed consolidated Interim Financial Statements should be read in
conjunction with the annual financial statements for the year ended 31
December 2008, which have been prepared in accordance with IFRS's. The
comparative figures shown for the year ended 31 December 2008 do not
constitute statutory accounts as they have been extracted from the statutory
accounts which have been filed with the Registrar of Companies. These interim
results are unaudited and do not constitute statutory accounts.
2. Significant Accounting Policies
The condensed financial statements have been prepared under the historical
cost convention, except for the revaluation of financial instruments.
The same accounting policies, presentation and method of computation are
followed in these condensed financial statements as were applied in the
preparation of the Group's financial statements for the year ended 31 December
2008.
3. Segment Information
The group is organised into two main divisions Event Promotion and Consultancy
and Sales. The Event Promotion division is based in Hong Kong and operates
professional golf tournaments in Asia which are Sanctioned by the European
Tour and Ladies European Tour. The Consultancy and Sales division is based in
the London headquarters and works with major international brands, sports
federations and tourist boards on sports and lifestyle projects, brand
development, sales and marketing opportunities.
Event Promotion Sales & Consultancy
Consolidated
Asia Europe
6 months to 6 months to 6 months to 6 months to 6 months to 6 months to
30 June 30 June 30 June 30 June 30 June 30 June
2009 2008 2009 2008 2009 2008
£'000 £'000 £'000 £'000 £'000 £'000
Group
Revenue 5,397 4,647 282 195 5,679 4,842
Segment result 983 552 119 39 1,102 591
Unallocated
corporate
overhead (806) (813)
Operating profit /
loss 296 (222)
Finance Costs (237) (124)
Investment income 1 -
Profit / (Loss) 60 (346)
Segment Assets 3,113 2,776 752 169 3,865 2,945
Unallocated
corporate
assets 871 815
Consolidated total
assets 4,736 3,760
Segment liabilities (2,843) (1,871) (19) (13) (2,862) (1,883)
Unallocated
corporate
liabilities (4,721) (4,782)
Consolidated total
liabilities (7,583) (6,665)
Net liabilities (2,847) (2,905)
4. Earnings / (loss) per Share
The basic earnings per share is calculated by dividing the loss attributable
to equity shareholders by the weighted average number of shares in issue
during the year. In calculating the diluted earnings per share, outstanding
share options, warrants and convertible loans are taken into account where the
impact of these is dilutive.
6 months to 6 months to year ended
30 June 30 June 31 December
2009 2008 2008
(i) Basic
Profit /Loss for the period (£'000) 60 (345) (270)
Weighted average number of shares
in issue (No.) 467,072,593 413,037,700 422,540,236
Earning / (loss) per share (p) 0.01p (0.08p) (0.06p)
(ii) Fully diluted
Profit / Loss for the period (£'000) 60 (345) (270)
Add back interest charged on convertible
loans (£'000) 79 37 169
Revised Profit / Loss for the period
(£'000) 139 (308) (101)
Weighted average number of shares in
issue (No.) 467,072,593 413,037,700 422,540,236
Weighted average of potential dilutive
effect of ordinary shares issuable under:
- Convertible loan agreements 1,679,630,220 179,830,274 671,650,685
- Employee share schemes 15,162,750 12,543,000 13,031,063
- Warrants 31,706,202 25,778,025 29,007,572
Weighted average number of
shares (No.) 2,193,571,765 631,189,000 1,136,229,556
Diluted Earnings / (loss) per
share (p) 0.01p (0.08p) (0.06p)
5. Dividends - No dividend was recommended or paid for the period under review
6. Financial Liabilities - Borrowings
30 June 31 December
2009 2008
£'000 £'000
Bank facility 300 116
Medium Term Lending (repayable < 1year) 567 398
867 514
7. Non-Current Liabilities - Financial Borrowings
30 June 31 December
2009 2008
£'000 £'000
Convertible loans 2,321 2,235
Loans (1 to 2 years) 129 129
Medium term lending (1 to 2 years) 448 822
2,898 3,186
Convertible Loans
The value of convertible loans at the balance sheet date has been determined
in accordance with IAS 32. This requires the recognition of the debt and
equity components of the amounts received, with equity components shown
directly in equity reserves.
30 June 31 December
2009 2008
£'000 £'000
Convertible loans due in less than one year 146 208
Convertible loans due in more than one year 2,321 2,235
30 June Latest Interest at Conversion
Conversion or Eurolibor + price
2009 repayment
date
£'000
Convertible loans due in less 146 31 +3% 0.25p
than one year (see note (1) December
below) 2009
Convertible loans due in more 2,321 1 July 2010 +4% 0.25p
than one year (see note (2)
below)
note 1: This loan is secured via a fixed and floating charge. Interest is
accrued at Euro Libor + 3%. The loan can be converted into ordinary shares at
a price of 0.25 pence. The lender has the right to convert into ordinary
shares or be repaid in 6 instalments to December 2009.
note 2: The convertible loan amounts due in more than one year of £2,321,000
includes £1,265,241 which is owed to Walbrook Trustees (Jersey) Limited, who
are trustees of a discretionary trust (the Tokyo Settlement) of which D
Ciclitira is a potential beneficiary.
The convertible loans due in more than one year are eligible for a redemption
premium equal to 50 per cent as approved at the General Meeting on 24 October
2008, with such premium payable in cash at the election of the Company or
otherwise through the issue of New Ordinary Shares at the conversion price of
0.25 pence per share or such lower price as any other person is issued shares
in the Company after the date on which the relevant loan agreement is varied.
Other loans
The loan of £129,000 is payable to a company under the control of D Ciclitira.
This loan is unsecured and carries interest at 14%. This loan together with
short-term lending from other DCiclitira controlled entities which totalled
£327,000 have the option to convert into ordinary shares at 0.025p together
with associated premium as approved by shareholders at the General Meeting on
24th October 2008.
Medium term lending
The amount of £448,000 is comprised of scheduled instalments due to repay
medium term debt, due in more than one year.
8. Issued Share Capital
Issued share capital as at 30th June 2008 is £3.07m being 467,072,593 ordinary
shares of 0.01 pence; 199,831,545 deferred shares of 0.5 pence and 103,260
deferred B shares of £19.60. There were no movements in the issued share
capital of the Company in the period.
9. Other
Copies of unaudited interim results have not been sent to shareholders,
however copies are available at www.parallelmediagroup.com or on request from
the Company Secretary at the company's Registered Office: 3-12 Harbour Yard,
Chelsea Harbour, London, SW10 0XD
10. Approval of Interim Financial Statements
The interim financial statements were approved by the board of directors on
30th July 2009.