Pinnacle Technology Group plc ("Pinnacle", the "Group" or the "Company")
Interim Results for the six months ended 31 March 2015
Pinnacle Technology Group plc (AIM: PINN), the AIM listed IT managed services provider, today announces its unaudited interim results for the six months ended 31 March 2015.
Financial Summary |
Unaudited 31 March |
Unaudited 31 March |
|
£ |
£ |
Revenue |
3,987,548 |
4,258,556 |
Gross Profit |
1,242,868 |
1,271,068 |
Adjusted EBITDA* |
(234,352) |
(269,882) |
Cash |
193,197 |
575,616 |
Net Assets
|
320,793 |
1,054,030 |
Earnings/Loss |
(521,524) |
(1,095,624) |
Exceptional one-off costs |
- |
(294,849) |
• Revenues of £3.99m for the six month period (H1-2014: £4.26m)
• Recurring revenues remain high at 87.6% providing a strong base for future growth
(H1-2014: 88.1%)
• Gross profit percentage maintained at 31.2% (H1-2014: 29.8%).
• Adjusted EBITDA losses of -£0.23m (H1-2014: -£0.27m), representing a decrease of 13%.
• Loss for the period of -£0.52m (H1-2014 loss of £1.10m), representing a 52% reduction.
• Balance sheet strengthened with placing of new shares and open offer raising £0.56 million
(before expenses) during the period.
• Further strengthened post period end with the placing of new shares at a 16% premium to
the mid-market price on 27th April 2015, raising £0.86million before expenses.
Commenting on the results, Nicholas Scallan, the Pinnacle CEO stated:
"Over the last year we have seen progress in returning the business to health with a much better defined focus, costs reduced and transformational projects underway. We are proud of our recent customer successes and product developments to support the business. We said it would take time to turn the business around, as seen by these results, but we remain confident that the leaner, more focussed organisation will return to profitable revenue growth. This confidence is further supported by the recent funding round that considerably strengthens the Company's balance sheet, with the substantial investment from two of the company's existing institutional shareholders".
*Adjusted EBITDA is measured as Earnings before interest, taxation, depreciation, amortisation of intangibles, exceptional costs relation to acquisition costs, share of results of associates and the embedded fair value adjustment in the convertible loan. H1-2014 = the half-year ended 31 March 2014 and H1-2015 = the half-year ended 31 March 2015
All company announcements can be found at www.pinn.uk.com
For further information please contact:
Pinnacle Technology Group plc Nicholas Scallan, Chief Executive |
020 8185 6393 |
N+1 Singer Ben Wright / Richard Salmond |
020 7496 3000 |
MXC Capital Advisory LLP Marc Young / Charlotte Stranner |
020 7965 8149
|
Beattie Communications Chris Gilmour / David Walker / Dean Herbert |
0844 842 5490 |
Pinnacle Technology Group plc (AIM: PINN) focuses on the business market for IT and communications services across the UK. Having grown since inception both organically and through a series of acquisitions, Pinnacle Technology offers a wide range of IT managed services and solutions including Managed Support Services; Unified Communications and Collaboration; IT Security; Voice, Broadband and Mobile Communications; Hosted Services and Infrastructure services. It operates as a value added reseller and integrator, and is focused on providing these services, both as an integrated offering to the SME market, and more broadly to the mid-market and public sector. Pinnacle works with some of the most prestigious organisations in the UK, who rely on us to deliver robust, bespoke technical solutions that deliver sustained value.
However, given the progress that has been made, as detailed below and as outlined in the circular to shareholders dated 28th April 2015, the Board is now of the view that the time is right to consider reviewing acquisition opportunities that will take advantage of the underlying capabilities of the Group, as well as the highly fragmented and regionalised market in which the Group operates. The Board was pleased to appoint MXC Capital Advisory LLP to assist with this process, and to also receive significant shareholder support at the General Meeting of 14th May 2015 at which shareholders voted to approve the placing of new shares in the company, raising £0.86million before expenses for the Group, at a 16 per cent. premium to the prior closing mid-market share price on 27th April 2015.
With the opportunities available to Pinnacle Technology and the early signs of progress coming from the initiatives being undertaken to return the business to health, albeit noting that further time and efforts are still required to restructure the Group into the appropriate form for its operations, the Board remains increasingly confident about the future prospects of the Company.
As we continue this journey, we would like to recognise the support and contribution of all of our customers, suppliers, shareholders and particularly our staff in helping us achieve positive change.
Dr James Dodd
CHAIRMAN
26 June 2015
In the six month period to 31st March 2015, the company has continued to address the issues presented in prior company reports, whilst making considerable progress with turning the business around to achieve profitable revenue growth. Although overall revenues were lower when compared to the same period last year, initiatives undertaken by the new management to restore the health of the business have resulted in a reduction of losses at both an operating and net levels.
Recurring revenues were maintained at a high rate of 87.6%, which provides the Group with a strong platform on which to build. Many of Pinnacle Technology's SME customers rely on the Group for their IT and communications needs, and this loyalty drives not only the opportunity to maintain current revenues but to cross and up-sell to these customers. The sales force has now been operating for over a year with a rebalanced approach towards customer contact between those out visiting customers in person, and those who are 'desk' based sales heads. This approach is proving successful and will continue.
Pinnacle Technology is delighted that post period end, United Utilities plc upgraded their existing services during May 2015; and recent customer project wins include Warner Music Group, Toyota (GB) plc, ACAS, Baxters Food Group and John Clark Motor Group. In addition, the Group is delighted with the re-signing of contracts with valued clients such as Scottish Autism, Amour Construction and Glenalmond College.
The period under review also saw an increased investment in sales and marketing to support new client acquisition in addition to the strategy of cross and up-selling to existing clients. This is a contributor to the EBITDA loss in the period, but we are confident that the overall benefit of this investment will support the return to profitable revenue growth and whilst carefully monitored for results, such investments continue to be made.
In March this year the business signed an exciting O2 Mobile Digital Services agreement. This supports our strategy, of harnessing our strengths in IT services and also results in favourable mobile contractual terms. Whilst this agreement is still being implemented, it is clear from the market as a whole that usage of mobile devices for data connectivity is greatly increasing, and there is a close relationship between the IT applications consumed by SMEs and the way in which they are accessed, via broadband and mobile devices. Providing a one-stop-shop for both clearly fits with Pinnacle's strategy of providing SME clients with all their IT and communications needs. An additional benefit of the arrangement with O2 is being able to access their products approved for use in the public sector on a reseller basis, where HM Government accreditation is required. Previously it was unlikely Pinnacle would have been able to retain or bid for such work.
As part of the operational review announced when the CEO joined, there was to be a continued reduction in costs coupled with a more sharply defined focus for the business. During the period under review, the implementation of the Easynet agreement was completed and since then significant migrations of the access network have been completed, resulting in an improved network cost base.
Costs are also being reduced with the closure of the Pinnacle data centre. Work on this is proceeding with the majority of high availability services being relocated to larger and more secure third party data centres; low availability services will follow. Partial savings are already being realised from this project.
Finally, the investments being made in refreshing group systems and technologies are progressing well. These investments support both an improved customer experience and better integration within the Group.
The majority of clients will enter in to a service level agreement with Pinnacle appropriate for their business IT needs. This approach is supported by the new Customer Relationship Management (CRM) system that has been implemented, initially for IT Services clients and with subsequent services to follow. Revenue from IT Services for the 6 months to 31 March 2015 was £627,867 (H1- 2014 £598,061), representing 15.7% of revenues. 64% of the IT Services revenue was recurring in nature.
The focus of the IT Security Business has traditionally been in areas of the market subject to fierce price competition. Following the reduction in operating costs, this operating segment is now much leaner. The revenues in this segment are cyclical, however the business has also been introducing training and professional services as an addition to the product mix.
Pinnacle Technology sells IT Security Solutions to both SMEs and enterprise clients, and has relationships with some of the leading vendors in the market such as Sophos, Arcserve and McAfee. Pinnacle Technology is pleased to have attained McAfee ACE accreditation partnership status during the period under review.
Revenue from Cloud Services and Data Connectivity for the 6 months to 31 March 2015 was £1,102,110 (H1-2014: £1,163,537), representing 27.6% of revenues (H1-2014: 27.3%).
Data Connectivity, such as the supply of super-fast broadband connections, plays an important role in the overall Pinnacle proposition. As noted above, and announced in September 2014, Pinnacle entered in to a strategic partnership with Easynet, the infrastructure for which is now in live production and on to which access network assets are being migrated resulting in a lower network cost base. In addition to reducing complexity and costs within the business, the arrangement also enables Pinnacle to sell enhanced broadband speeds at greater value.
Post period end, Ofcom (the UK communications regulator) announced a consultation on proposals to reduce the wholesale prices that BT charge for leased lines, covering both traditional technologies and more recent Ethernet-based services. It would be reasonable to assume that, if implemented, the proposals would likely feed through to lower prices in the market as a whole and we continue to monitor developments closely.
Customer retention rates remain strong but the segment reflects a diminishing market. Price changes and regulatory developments impact this market, in particular the simplification of non-geographic numbers being driven by Ofcom. Whilst Pinnacle is protected at the gross margin level to a degree since, being a reseller of services rather than an infrastructure owner, wholesale prices are reduced commensurately. The recent changes, which have only just come in to effect, are resulting in some disruption to the market and we are monitoring events closely and, where necessary, ensuring that services are sourced at market competitive rates.
Revenue from Mobile for the 6 months to 31 March 2015 was £247,440 (H1-2014 £261,409), representing 6.2% of revenue (H1-2014 6.1%). A particular highlight during the period under review was the signing of the O2 Mobile Digital Services agreement, already mentioned within this report. The implementation of this agreement continues and the business expects the benefits of the agreement to start flowing later this year.
Revenue analysis for the period is as follows:Analysis of revenue |
|
|
|
|
|
6 months to |
6 months to |
6 months to |
12 months to |
||
|
£ |
£ |
£ |
£ |
|
By business sector |
|
|
|
|
|
IT Services |
627,867 |
348,899 |
598,061 |
946,960 |
|
IT Security Solutions |
576,983 |
885,916 |
502,988 |
1,388,904 |
|
Cloud Services and Data Connectivity |
1,102,111 |
1,022,459 |
1,163,537 |
2,185,996 |
|
Telecommunication Services |
1,433,147 |
1,617,795 |
1,732,561 |
3,350,356 |
|
Mobile Solutions |
247,440 |
274,741 |
261,409 |
536,150 |
|
|
|
|
|
|
|
Continuing operations |
3,987,548 |
4,149,810 |
4,258,556 |
8,408,366 |
87.6% of revenues are recurring and renewable (H1:2014 88.1%).
Gross Profit
In the six months to 31st March 2015, we achieved a gross profit of £1,242,868 (H1- 2014 £1,271,068) and a gross profit percentage of 31.2% (H1-2014: 29.8%).
EBITDA and Net Loss
The adjusted EBITDA for the period was -£234,352 (H1-2014: -£269,882, H2-2014: -£241,929). Whilst we look to minimize the period between investment and payback, it is inevitable that our investment in the sales, marketing and operational development of the business will result in short-term losses, until we recoup the investment from sales of new contracted recurring revenues over time. The net loss in the business is affected by non-cash accounting items representing amortisation of intangible assets (£155,210), depreciation (£105,196), impairment of intangible assets (£46,857) and share based payments (£7,363).
Impairment of intangible assets
Where the expected future cash flows from a customer base are lower than originally expected, we make an additional charge to the income statement in the form of impairment. For the six months to 31st March 2015 we have charged £46,857 to the income statement as an impairment. This charge, whilst non-cash affecting, reflects a reduction in future cashflows expected from the acquired RMS customer base.
Whilst the matter was an unwelcome distraction for the management team in the short term, the Company and its legal advisors are both confident of success and are working on maximising the return of legal costs arising from this situation.
CONSOLIDATED INCOME STATEMENT
for the six month period ended 31 March 2015
|
|
6 months to |
6 months to |
Year to |
|
|
31 March |
31 March |
30 Sept |
|
Note |
£ |
£ |
£ |
|
|
|
|
|
Revenue |
3 |
3,987,548 |
4,258,556 |
8,408,366 |
|
|
|
|
|
Cost of sales |
|
(2,744,680) |
(2,987,488) |
(5,738,428) |
|
|
1,242,868 |
1,271,068 |
2,669,939 |
|
|
|
|
|
Operating expenses |
|
(1,791,846) |
(2,456,108) |
(4,606,416) |
|
|
|
|
|
Operating profit/( loss) |
|
(548,978) |
(1,185,040) |
(1,936,477) |
|
|
|
|
|
Adjusted EBITDA |
|
(234,352) |
(269,882)
|
(511,811) |
Amortisation of Intangible Assets |
5 |
(155,210) |
(195,671) |
(370,699) |
Depreciation |
|
(105,196) |
(155,871) |
(310,849) |
Exceptional costs |
|
- |
(294,849) |
(280,608) |
Impairment of intangible assets |
5 |
(46,857) |
(261,806) |
(462,522) |
Share based payments |
|
(7,363) |
(6,961) |
34,767 |
Embedded fair value in convertible loan |
|
- |
- |
- |
Share of profit from associate |
|
- |
- |
(34,755) |
|
|
|
|
|
Operating Loss |
|
(548,978) |
(1,185,040) |
(1,936,477) |
|
|
|
|
|
Interest receivable |
|
123 |
615 |
918 |
Interest payable |
|
(15,103) |
(7,269) |
(13,286) |
|
|
|
|
|
Net Finance expense |
|
(14,980) |
(6,654) |
(12,368) |
|
|
|
|
|
Loss before tax |
|
(563,958) |
(1,191,694) |
(1,948,845) |
|
|
|
|
|
Taxation |
|
42,434 |
96,070 |
174,976 |
|
|
|
|
|
Loss for the period from continuing operations |
3 |
(521,524) |
(1,095,624) |
(1,773,870) |
|
|
|
|
|
|
|
|
|
|
Loss per share |
|
|
|
|
basic and fully diluted - continuing |
4 |
(1.29)p |
(3.30)p |
(4.98)p |
All losses are attributable to continuing operations. Notes 1 to 9 form part of the analysis of these financial statements. |
||||
|
|
|
|
|
|
|
At 31 March |
At 31 March |
At 30 September |
|
Note |
£ |
£ |
£ |
Non-current assets |
|
|
|
|
Intangible assets |
5 |
790,029 |
1,367,841 |
992,096 |
Investments in Associated Companies |
|
165,300 |
200,055 |
165,300 |
Property, plant and equipment |
170,876 |
298,188 |
227,568 |
|
|
|
|
|
|
|
|
1,126,205 |
1,866,084 |
1,384,965 |
|
|
|
|
|
Current assets |
|
|
|
|
Inventories |
33,118 |
122,495 |
46,278 |
|
Trade and other receivables |
1,565,255 |
1,470,520 |
1,297,466 |
|
Cash and cash equivalents |
193,197 |
575,616 |
173,240 |
|
|
|
1,791,570 |
2,168,631 |
1,516,983 |
|
|
2,917,775 |
4,034,715 |
2,901,948 |
|
|
|
|
|
Liabilities |
|
|
|
|
Short term borrowings |
(64,506) |
(114,475) |
(143,659) |
|
Trade and other payables |
(1,602,817) |
(1,369,927) |
(1,442,538) |
|
Other taxes and social security costs |
|
(172,369) |
(203,134) |
(122,942) |
Accruals and other payables |
(584,254) |
(981,658) |
(615,599) |
|
|
|
|
|
|
Total current liabilities |
(2,423,946) |
(2,669,194) |
(2,324,738) |
|
|
|
|
|
|
Non-current liabilities |
|
|
|
|
Long term borrowings |
(7,130) |
(24,245) |
(17,148) |
|
Deferred tax liability |
(165,906) |
(287,246) |
(208,340) |
|
|
|
|
|
|
Total liabilities |
(2,596,982) |
(2,980,685) |
(2,550,226) |
|
|
|
320,793 |
1,054,030 |
351,721 |
|
|
|
|
|
Equity |
|
|
|
|
Share capital |
|
6,949,092 |
6,862,250 |
6,862,250 |
Share premium account |
7,171,261 |
6,757,206 |
6,774,870 |
|
Merger reserve |
7 |
283,357 |
283,357 |
283,357 |
Other reserve |
39,387 |
73,751 |
32,024 |
|
Fair value adjustment |
(1,064,130) |
(1,064,130) |
(1,064,130) |
|
Retained earnings |
6 |
(13,058,174) |
(11,858,404) |
(12,536,650) |
|
|
320,793 |
1,054,030 |
351,721 |
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
for the six month period ended 31 March 2015
|
|
|
|
|
|
|||||
|
|
|
6 months to |
6 months to |
12 months to |
|||||
|
|
|
£ |
£ |
£ |
|||||
|
Loss for the year from total operations |
(521,524) |
(1,095,624) |
(1,773,870) |
||||||
|
Total comprehensive negative income for the year |
(521,524) |
(1,095,624) |
(1,773,870) |
||||||
|
Attributable to equity holders of the parent |
(521,524) |
(1,095,624) |
(1,773,870) |
||||||
Share |
Share |
Merger |
Other |
Fair |
Retained |
||
capital |
premium |
Reserve |
Reserve |
Value |
earnings |
Total |
At 1 October 2013 |
6,816,166 |
6,379,792 |
283,357 |
66,791 |
(1,064,130) |
(10,762,780) |
1,719,196 |
Loss and total comprehensive loss for the period and expense for the period |
- |
- |
- |
- |
- |
(1,095,264) |
(1,095,624) |
|
|
|
|
|
|
|
|
Transactions with owners |
|
|
|
|
|
|
|
Share Issue |
46,084 |
- |
- |
- |
- |
- |
46,084 |
Share based payments |
- |
- |
- |
6,961 |
- |
- |
6,961 |
Premium on Share Issue |
- |
403,238 |
- |
- |
- |
- |
403,238 |
Expenses on Share Issue |
- |
(25,825) |
- |
- |
- |
- |
(25,825) |
Total Transactions with owners |
46,084 |
377,413 |
- |
6,961 |
- |
- |
430,458 |
Total movements |
46,084 |
377,413 |
- |
6,961 |
- |
(1,095,624) |
(665,166) |
|
|
|
|
|
|
|
|
Equity at 31 March 2014 |
6,862,250 |
6,757,205 |
283,357 |
73,752 |
(1,064,130) |
(11,858,404) |
1,054,030 |
At 1 October 2014 |
6,862,250 |
6,774,870 |
283,357 |
32,024 |
(1,064,130) |
(12,536,650) |
351,721 |
Loss and total comprehensive loss for the period and expense for the period |
- |
- |
- |
- |
- |
(521,524) |
(521,524) |
|
|
|
|
|
|
|
|
Transactions with owners |
|
|
|
|
|
|
|
Share Issue |
86,842 |
- |
- |
- |
- |
- |
86,842 |
Share based payments |
- |
- |
- |
7,363 |
- |
- |
7,363 |
Premium on Share Issue |
- |
477,628 |
- |
- |
- |
- |
477,628 |
Expenses on Share Issue |
- |
(81,237) |
- |
- |
- |
- |
(81,237) |
Total Transactions with owners |
86,842 |
396,391 |
- |
7,363 |
- |
- |
490,596 |
Total movements |
86,842 |
396,391 |
- |
7,363 |
- |
(521,524) |
(30,928) |
|
|
|
|
|
|
|
|
Equity at 31 March 2015 |
6,949,092 |
7,171,261 |
283,357 |
39,387 |
(1,064,130) |
(13,058,174) |
320,793 |
CONSOLIDATED STATEMENT OF CASH FLOWS
for the six month period ended 31 March 2015
|
|
6 months to |
6 months to |
|
12 months to 30 September |
|
|
£ |
£ |
|
£ |
Cash flows from operating activities |
|
|
|
|
|
Loss before taxation |
(563,958) |
(1,191,694) |
(1,948,845) |
||
|
|
|
|
|
|
Adjustments for: |
|
|
|
|
|
Depreciation |
105,196 |
155,871 |
310,849 |
||
Amortisation |
155,210 |
195,671 |
370,699 |
||
Impairment of intangible assets |
46,857 |
261,806 |
462,522 |
||
Share of (profit)/loss from associate |
- |
- |
34,755 |
||
Share option charge |
7,363 |
6,961 |
(34,767) |
||
Interest expense |
14,980 |
6,654 |
12,368 |
||
Decrease/(increase) in trade and other receivables |
(267,789) |
449,659 |
622,713 |
||
Decrease/(Increase) in inventories |
13,159 |
(31,273) |
44,944 |
||
Increase/(decrease) in trade payables, accruals and other creditors |
|
173,382 |
(271,483) |
|
(626,791) |
|
|
|
|
|
|
Net cash flow from operating activities |
(315,600) |
(417,828) |
(751,554) |
||
|
|
|
|
|
|
Cash flows from investing activities |
|
|
|
|
|
Purchase of property, plant and equipment |
(48,504) |
(5,185) |
(58,096) |
||
Sale of property, plant and equipment |
- |
- |
(31,352) |
||
Interest received |
123 |
615 |
918 |
||
|
|
|
|
|
|
Net cash used in investing activities |
(48,381) |
(4,570) |
(88,530) |
||
|
|
|
|
|
|
Cash flows from financing activities |
|
|
|
|
|
Issue of shares |
564,470 |
449,322 |
449,322 |
||
Receipt of invoice discount finance during the year |
637,453 |
953,977 |
1,901,371 |
||
Repayment of invoice discount finance during the year |
|
(632,473) |
(878,083) |
|
(1,827,659) |
Repayment of convertible loans and bank loans |
(2,186) |
(15,096) |
(36,436) |
||
Expenses paid in connection with share issue |
(81,237) |
(25,825) |
(8,160) |
||
Payment of finance lease liabilities |
(13,181) |
(21,419) |
(33,484) |
||
Interest paid |
(15,103) |
(7,269) |
(13,286) |
||
Net cash from financing activities |
457,743 |
455,607 |
431,668 |
||
Net (decrease)/increase in cash |
93,762 |
33,209 |
(408,416) |
||
Cash at bank and in hand at beginning of period |
57,102 |
465,518 |
465,518 |
||
Cash at bank and in hand at end of period |
150,864 |
498,727 |
57,102 |
||
Comprising: |
|
193,197 |
575,616 |
|
173,240 |
Bank overdrafts |
(42,333) |
(76,889) |
(116,137) |
||
150,864 |
498,727 |
57,103 |
NOTES TO THE FINANCIAL STATEMENTS
for the six month period ended 31 March 2015
1. General Information
Pinnacle Technology Group plc is a company incorporated in the United Kingdom under the Companies Act 2006. The principal activity of the group is the provision of IT and telecommunications solutions to businesses in the United Kingdom. The financial statements are presented in pounds sterling because that is the currency of the primary economic environment in which each of the Group's subsidiaries operates.
The address of its registered office is 5 Fleet Place, London, EC4M 7RD and its principal place of business is 1 Queenslie Court, Summerlee Street, Glasgow, G33 4DB. The company is listed on the AIM market of the London Stock Exchange under ticker symbol PINN.
2. Basis of preparation
This interim financial information has been prepared in accordance with the Company's accounting policies as disclosed in the financial statements for the year ended 30 September 2014. Pinnacle Technology Group plc is a company incorporated in England (registered number 05259846) and trades in the UK from office locations across England and Scotland.
The interim statements were approved by the Board of Directors on 26 June 2015.
3. Segment Reporting
The segment information is prepared using accounting policies consistent with those of the Group as a whole and all segments are continuing operations.
In addition to the measurement of recurring and non-recurring contracted revenue streams, the group currently recognises five major segments for monitoring and reporting purposes as follows:
- IT services
- IT Security solutions
- Cloud Services and Data Connectivity
- Telecommunications services
- Mobility Solutions
3.1 Analysis of revenue |
|
6 months to |
6 months to |
12 months to |
|
|
£ |
£ |
£ |
By operating segment |
|
|
|
|
IT Services |
627,867 |
598,061 |
946,960 |
|
IT Security Solutions |
576,983 |
502,988 |
1,388,904 |
|
Cloud Services and Data Connectivity |
1,102,110 |
1,163,537 |
2,185,996 |
|
Telecommunication Services |
1,433,147 |
1,732,561 |
3,350,356 |
|
Mobility Solutions |
247,440 |
261,409 |
536,150 |
|
Continuing operations |
3,987,548 |
4,258,556 |
8,408,366 |
|
|
3,987,548 |
|
8,408,366 |
|
|
|
|
|
|
|
|
|
|
|
United Kingdom |
3,987,548 |
4,258,556 |
8,408,366 |
|
Total revenue |
3,987,548 |
4,258,556 |
8,408,366 |
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
for the six month period ended 31 March 2015
3.1 Analysis of revenue (continued)
|
|
|
|
By origin |
6 months to |
6 months to |
12 months to |
|
£ |
£ |
£ |
Continuing operations |
|
|
|
Pinnacle Telecom plc |
404,787 |
388,578 |
694,889 |
Accent Telecom UK Limited |
1,867,114 |
1,821,049 |
3,675,017 |
Solwise Telephony Limited * |
- |
409,762 |
911,686 |
Pinnacle Cloud Solutions Limited |
1,143,461 |
974,652 |
1,737,871 |
RMS Managed ICT Security Limited |
572,186 |
636,601 |
1,354,693 |
Other group companies |
- |
27,914 |
34,210 |
Total revenue |
3,987,548 |
4,258,556 |
8,408,366 |
* All customers and trading assets relating to Solwise Telephony Limited were transferred to Pinnacle Cloud Solutions on 1 October 2014.
|
|||
By recurring nature |
|
|
|
Recurring and Renewable- continuing operations |
3,494,786 |
3,750,787 |
7,426,231 |
Non-Recurring - continuing operations |
492,762 |
507,769 |
981,235 |
Total revenue |
3,987,548 |
4,258,556 |
8,408,366 |
3.2 Analysis of net loss after tax |
6 months to |
6 months to |
12 months to |
3.2.1 By business sector |
£ |
£ |
£ |
IT Services |
|
|
|
Adjusted EBITDA |
73,088 |
138,147 |
198,503 |
Depreciation |
(25,063) |
(22,996) |
(39,315) |
Amortisation |
(12,965) |
(61,485) |
(59,908) |
Impairment |
- |
(194,698) |
(122,831) |
Exceptional Items |
- |
- |
(5,910) |
Finance Costs |
(393) |
(667) |
(2,785) |
(Loss) / Profit from operations before tax |
34,667 |
(141,699) |
(32,246) |
|
|
|
|
IT Security Solutions |
|
|
|
Adjusted EBITDA |
(234,981) |
(247,595) |
(466,844) |
Depreciation |
(14,832) |
(16,115) |
(26,868) |
Amortisation |
(88,384) |
(94,441) |
(179,200) |
Impairment |
(46,857) |
- |
(203,213) |
Exceptional Items |
- |
(61,388) |
(43,680) |
Finance Costs |
(10,990) |
(989) |
(665) |
(Loss) / Profit from operations before tax |
(396,044) |
(420,528) |
(920,470) |
|
|
|
|
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
for the six month period ended 31 March 2015
3.2.1 By operating segment (continued) |
6 months to |
6 months to |
12 months to |
|||||
Cloud Services and Data Connectivity |
£ |
£ |
£ |
|||||
Adjusted EBITDA |
64,549 |
(50,190) |
225,414 |
|||||
Depreciation |
(34,577) |
(68,285) |
(140,227) |
|||||
Amortisation |
(27,993) |
(16,815) |
(78,735) |
|||||
Impairment |
- |
(67,108) |
(109,183) |
|||||
Exceptional Items |
- |
(15,115) |
(22,829) |
|||||
Finance Costs |
(826) |
(1,222) |
(3,780) |
|||||
(Loss) / Profit from operations before tax |
1,153 |
(218,735) |
(129,340) |
|||||
|
|
|
|
|
||||
Adjusted EBITDA |
(191,335) |
(106,869) |
(478,483) |
|||||
Depreciation |
(30,091) |
(46,381) |
(101,141) |
|||||
Amortisation |
(23,573) |
(22,950) |
(41,380) |
|||||
Impairment |
- |
- |
(27,296) |
|||||
Exceptional Items |
- |
(204,025) |
(186,388) |
|||||
Finance Costs |
(1,887) |
(2,874) |
(5,549) |
|||||
(Loss) / Profit from operations before tax |
|
(246,886) |
(383,099) |
(840,237) |
||||
|
|
|
|
|
||||
Mobility Services |
|
|
|
|
||||
Adjusted EBITDA |
|
46,963 |
(10,316) |
45,221 |
||||
Depreciation |
|
(633) |
(2,094) |
(4,154) |
||||
Amortisation |
|
(2,295) |
- |
(11,475) |
||||
Exceptional Items |
|
- |
(14,321) |
(21,802) |
||||
Finance Costs |
|
(164) |
(241) |
(498) |
||||
(Loss) / Profit from operations before tax |
|
43,871 |
(26,972) |
7,292 |
||||
|
|
|
|
|
||||
Head office |
41,715 |
95,409 |
141,131 |
|||||
Total losses |
|
(521,524) |
(1,095,624) |
(1,773,870) |
||||
3.2.2 By destination |
|
|
|
|
||||
United Kingdom |
|
(521,524) |
(1,095,624) |
(1,773,870) |
||||
|
|
|
|
|
||||
3.2.3 By origin |
6 months to |
6 months to |
12 months to |
|
||||
31 March |
31 March |
30 September |
|
|||||
2015 |
2014 |
2014 |
|
|||||
£ |
£ |
£ |
|
|||||
Pinnacle Telecom plc |
(38,606) |
(23,724) |
(246,891) |
|
||||
Accent Telecom UK Limited |
7,490 |
221,812 |
508,715 |
|
||||
Solwise Telephony Limited * |
- |
(282,702) |
(197,535) |
|
||||
Pinnacle Cloud Solutions Limited |
(28,244) |
(272,086) |
(438,766) |
|
||||
RMS Managed ICT Security Limited |
(158,957) |
(185,936) |
(517,808) |
|
||||
Head Office and other group companies |
(147,997) |
(357,317) |
(510,886) |
|
||||
Loss from continuing operations before amortisation |
(366,314) |
(899,953) |
(1,403,171) |
|
||||
|
|
|
|
|
||||
Amortisation and Net Impairment of Intangibles |
(155,210) |
(195,671) |
(370,699) |
|
||||
|
|
|
|
|
||||
Total losses |
(521,524) |
(1,095,624) |
(1,773,870) |
|
||||
|
|
|
|
|
||||
* All customers and trading assets relating to Solwise Telephony Limited were transferred to Pinnacle Cloud Solutions on 1 October 2014.
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) |
|
|
||||||
3.2.4 By recurring nature |
6 months to |
6 months to |
12 months to |
|
||||
31 March |
31 March |
30 September |
|
|||||
2015 |
2014 |
2014 |
|
|||||
£ |
£ |
£ |
|
|||||
|
|
|
|
|
||||
Recurring - continuing operations |
(319,746) |
(729,384) |
(1,314,198) |
|
||||
Non-Recurring - continuing operations |
(46,568) |
(170,569) |
(88,973) |
|
||||
Profit from continuing operations before amortisation and discontinued |
(366,314) |
(899,953) |
(1,403,171) |
|
||||
|
|
|
|
|
||||
Amortisation and Net Impairment of Intangibles |
(155,210) |
(195,671) |
(370,699) |
|
||||
|
|
|
|
|
||||
Total losses |
(521,524) |
(1,095,624) |
(1,773,870) |
|
||||
4. Loss per share |
|
|
Audited |
Basic and fully diluted |
1.29 |
3.30 |
4.98 |
|
|
|
|
Loss attributable to ordinary shareholders |
(521,524) |
(1,095,624) |
(1,773,870) |
Weighted average number of shares in issue: |
|
|
|
Basic and fully diluted |
40,427,272 |
33,230,889 |
35,604,548 |
5. Intangible assets
Intangible assets are non-physical assets which have been obtained as part of an acquisition and which have an identifiable future economic benefit to the Group at the point of acquisition. The Group's policy regarding assessing impairment of intangible assets remains the same as disclosed in the financial statements for the year ended 30 September 2012
Prior to 1 October 2010, the Group's policy was for customer lists, IT systems and Maintenance contracts to be amortised over a maximum of 5 years from the date of acquisition. Following a review of this policy and in light of improved actual customer retention rates experienced since 30 September 2008, the Group amended its policy from 1 October 2010 onwards as follows:
Acquired Prior Acquired
to 30 September 2008 01 October 2008
onwards
- Maintenance contracts to be amortised over a period 5 years 10 years
- Customer lists to be amortised over a period of 5 years 10 years
- Custom Voice over internet systems to be amortised over a period of 5 years 10 years
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
for the six month period ended 31 March 2015
5. Intangible assets (continued)
|
|
|
|
|
|
Audited |
||
|
|
£ |
|
£ |
|
£ |
||
|
|
|
|
|
|
|
|
|
Net intangible assets at start of period |
|
992,096 |
|
1,825,317 |
|
1,825,317 |
|
|
Intangible asset additions |
|
- |
|
- |
|
- |
|
|
Impairment in the period |
|
(46,857) |
|
(261,806) |
|
(462,522) |
|
|
Amortisation in the period |
|
(155,210) |
|
(195,671) |
|
(370,699) |
|
|
Net intangible assets at period end |
|
790,029 |
|
1,367,841 |
|
992,096 |
|
|
|
|
|
|
|
|
|
|
|
6. Profit and loss reserve
|
|
|
Audited |
|
£ |
£ |
£ |
Opening deficit |
(12,536,650) |
(10,762,780) |
(10,762,780 |
Loss for the period |
(521,524) |
(1,095,624) |
(1,773,870) |
|
|
|
|
Closing deficit |
(13,058,173) |
(11,858,404) |
(12,536,650) |
7. Merger reserve
The Group has taken advantage of the merger relief provisions in relation to the acquisition of Solwise Telephony and its wholly owned subsidiary Sipswitch Limited. The Merger reserve represents the excess over nominal value of the fair value of consideration received for equity shares. In line with International financial reporting standard (IFRS) 3, all costs associated with the acquisition in the period have been expensed to the profit and loss account and shown as an exceptional item.
8. Post Balance Sheet Events
On 14 May 2015 shareholders voted to approve resolutions to effect a placing of 13,164,122 new Ordinary Shares at 6.5 pence per Ordinary Share raising gross proceeds of £0.86 million (before expenses) for the Company. The Issue Price of 6.5 pence per new Ordinary Share represents a 16% per cent. premium to the closing middle market price of 5.625 pence per Existing Ordinary Share on 27 April 2015, being the latest Dealing Day prior to the announcement of the Placing. The purpose of the placing was to provide funds to implement the Company's growth strategy as well as to fund the general working capital requirements of the Group.
As outlined in the circular to shareholders on 28th April 2015, in consideration of its agreement to cornerstone the placing and conditional upon its subscription for Ordinary Shares pursuant to the placing, MXC Capital has been granted warrants over 5 per cent. of the enlarged share capital of the company.
9. Statutory accounts
These financial statements do not constitute statutory accounts. The information is unaudited and has not been reviewed by the auditors. The statutory accounts for the year ended 30 September 2014, contained an unqualified audit report and are filed with the Registrar of Companies.