Final Results
Yoomedia PLC
26 May 2006
YooMedia plc / Ticker: YOO / Market: AIM / Sector: Media
26 May 2006
YooMedia plc ('YooMedia' or 'the Group')
Preliminary Results
YooMedia plc, the AIM traded interactive media and gaming group, announces its
preliminary results for the year ended 31 December 2005.
Overview
• Turnover up over fourfold to £85.6m (2004: £21.3m)
• EBITDA loss of £2.9m (2004: loss of £7.5m)
• Expect to enter profitable trading in 2006
• Improved financial position after share placings and a loan note issue
• Games and Gambling division expected to make a positive contribution going
forward following agreements with blue-chip companies including William Hill
and Gala Leisure
• Strategic options being explored for the potential sale or spin off of the
dating business
• YooMedia Enhanced Solutions established to provide a multi-digital
platform service for the marketing and advertising sectors - contracts with
major brands such as Boots, Nestle and Anheuser Busch
• Board strengthened with the appointment of Neil MacDonald as Group
Managing Director
YooMedia Managing Director Neil MacDonald said: 'The Company has undergone some
significant changes as it focuses on its core offering and establishes itself as
a leading interactive media and gaming group. I am confident that the business
is on the cusp of achieving its goals. It is now in a stronger financial
position following our fund raising, which has reduced our debt. With an
innovative team, pioneering technology, healthy, and solid relationships with
leading blue-chip companies I believe that we have put in place the right
procedures and business structure to become profitable and maximise our
potential.'
Chairman's Review
2005 presented YooMedia with a number of challenges, including rapid changes in
our core markets, the completion of our integration into a single operating
business, and the business performance of our Games and Gambling division. I am
pleased to report that we have met these challenges and embarked on a process
which re-aligns YooMedia as a key independent player in the converging digital
media market place.
Turnover rose to £85.6m (2004: £21.3m), and earnings before interest, tax,
depreciation and exceptional items ('EBITDA') improved to a loss of £2.9m,
compared to a loss of £7.5m in 2004. These results are in line with analyst
expectations and the trading update issued by the Company in February.
Following a major strategic review of the business, which was initiated in the
second half of 2005, the Company has focussed its resources and capabilities in
order to become a leading provider of interactive television, mobile and
Internet services to businesses. YooMedia's combination of technologies, a wide
range of products and solutions, and interactive television expertise places the
Company in a position to take advantage of the fundamental changes in the
broadcast and online markets.
Our own intellectual property and our delivery and development capability will
be applied to provide unique value added services for broadcasters and content
providers seeking to take advantage of the new ways in which television and
telephony will be delivered to viewers and utilised by consumers. In 2006, we
expect to see significant market take up of 'on demand' television services
through existing TV platforms as well as on broadband Internet and mobile
devices. These services and platforms lend themselves to all the interactive and
transactional services that YooMedia now offers.
In June 2005, the Company announced that lower results than expected would be
reported, primarily as a result of performance in the Games and Gambling
division. Several actions were therefore undertaken within each business unit to
improve performance.
YooMedia has further developed its capability to create and deliver content with
interactivity to all digital media platforms. In line with this, new
market-leading services have been launched, such as our data-casting service for
the Freeview platform, in addition to the continued delivery of innovative
services, such as our real time sms messaging service synchronised to TV
programming. Innovation has continued whilst we have met the business
challenges, including launching the first mobile phone based video dating
service for our Dateline brand. This gained recognition as the best mobile TV
channel at the inaugural Mobile TV awards in Cannes.
1. Games & Gambling
Turnover £69.9m, gross loss £1.4m
The Games and Gambling division's contribution was substantially below the
original projections for 2005. A significant factor in this was the
underperformance of the arrangement with William Hill, due to causes beyond
YooMedia's control. In November it was announced that an agreement had been
reached with William Hill on new terms that would improve YooMedia's position
for the remainder of the year and into 2006.
At the end of 2005, YooMedia entered into a long term agreement with Gala
Leisure which will see the Avago channel transformed into a Gala owned and
branded channel in the second half of 2006. This coupled with the new William
Hill terms and eradication of further loss making activities, has addressed the
performance issues of last year and now the Company believes the division will
make a positive contribution going forward.
YooMedia continues to provide a range of interactive TV, mobile, and Internet
gambling services for third parties and affiliates. With major clients such as
William Hill and Gala, I am confident that our business is now in good shape to
grow and take advantage of further regulatory changes and market developments in
the near and mid term.
2. Dating
Turnover £4.5m, gross profit contribution £3.1m
A new managing director, Jose Adams, was appointed in September 2005 to increase
the online growth of our dating brands, Dateline and Avenues. Registered user
numbers were in excess of one million and strong growth has already been seen as
a result of new online marketing initiatives. The new management has also
implemented re-structuring plans across the business including initiatives to
improve customer service and product offerings.
To realise the value of the dating business, the Board has decided to pursue
wider strategic options and appointed Seymour Pierce to explore possibilities
for the division. In line with the emphasis on generating value, it was
announced in February 2006 that the minority shareholdings in the dating
business were acquired by the Company.
3. YooMedia Interactive Services
Turnover £11.0m, gross profit contribution £7.0m
YooMedia's Interactive Services business encompasses the wide range of products
and services we provide to clients in the broadcasting, publishing, advertising,
retail and public sectors. The Company continues to be the largest independent
provider of the full range of digital interactive services from production
through broadcast management, interactive service development and consumer or
viewer response management including individual financial transactions. We
continue to handle between five and seven million financial transactions with UK
consumers each month.
The Interactive Services division includes the activities carried out for major
clients such as NHS Direct Interactive, for whom YooMedia manages the dedicated
interactive TV service on Sky. We recently announced that this contract has been
extended by the Department of Health with options to take it into 2008.
In 2005 we carried out extensive integration and harmonisation of our offerings
in order to deliver an improved high quality of service across all products and
to all clients whilst developing innovative technical services. YooMedia's
Interactive Services is behind such developments as the Dateline mobile video
dating service, and the sms response service for ITV and Celador, which is part
of the Who Wants to Be a Millionaire TV show.
We were able to achieve greater than expected cost savings through the
integration of different businesses and harmonisation of technical platforms,
following the acquisitions made in 2004 and the service integration programme.
Annualised cost savings from these are more than £4 million.
In 2005 we identified the need to broaden the Interactive Services offering
beyond interactive TV. As a result, YooMedia Enhanced Solutions ('YES') was
successfully launched to provide a multi-digital platform service for the
marketing and advertising sectors. Our offering of integrating branding and
promotion campaigns across interactive TV, mobile phone and web platforms has
proved to be distinctive within the UK market and has resulted in contracts to
supply services to major brands such as Boots, Nestle and Anheuser Busch.
At the start of 2005, YooMedia's business on the Freeview platform was the
YooPlay games channel, which offered a limited range of games on a pay-to-play
basis. Our strategy now is to align ourselves with exciting new developments,
which will see the functionality of the Freeview platform become enhanced
through interactive data services delivered with next generation Freeview set
top boxes. We have announced three significant contracts for our new data
casting service which uses bandwidth previously allocated to games. Electra
Entertainment, Gemstar TV Guide, and tvtv, a branch of Sony UK Ltd, will all use
this new service to deliver their enhanced services for Freeview viewers.
Our joint venture with ICTV, Broadband TV Group, made good progress in 2005 and
we are confident that the significant investment and development made will bear
fruit this year. We completed a successful pilot of the Broadband TV service on
the NTL platform and delivered high quality interactive content in partnership
with 24 content providers, including MTV, Disney, ITN, CNN, Cartoon Network and
others. The Broadband TV proposition, now renamed 4GTV, proved effective at
bridging the gap for the viewer between traditional broadcast television and a
personal, on-demand interactive service. We remain excited at the prospects for
this technology as we see the rapid growth of demand for personalised and on
demand content on many digital platforms. We also announced that the technology
is highly applicable to 3G mobile phone platforms and that the joint venture
holds the worldwide rights for the exploitation of this with 3G platforms and
mobile content providers.
Acquisitions
In April 2005 we completed the acquisition of Viavision Limited, which saw the
addition of a second TV studio and broadcast facility in London to our
portfolio. Channels operating there include Pokerzone TV, a leading poker
channel, and the Baby Channel.
Dividends
The Directors do not recommend the payment of a dividend.
The Board
During the year there were a number of changes to the Board. Neil MacDonald
joined following his appointment as Group Managing Director, replacing David
Docherty. Robin Robbins assumed the role as Finance Director in September 2005
but has since had to step down for health reasons, and we wish Robin well in his
recovery. Jonathan Apps also stepped down from the Board.
Outlook
As indicated in February, we expect to achieve positive EBITDA in 2006 through
the combination of the re-positioning of the Games and Gambling business, sales
growth and new lines of business in Interactive Services, and improved
efficiencies on delivering our services.
In December 2005 we completed a share placing, the proceeds of which were used
to strengthen the balance sheet. Further to this, we have recently concluded a
loan note issue and a further placing which are designed to both reduce and
substantially replace the Company's bank debt with equity based finance. We
expect the cost of capital to be reduced in 2006 as a result. Net debt at the
end of the year stood at £5.0m. Your Board is confident that the future
financing needs can be met from the realisation of value from our Dating
subsidiary, more flexible bank facilities and cash generated from operations.
Unaudited results for the first quarter of 2006 reflect the benefits resulting
from these actions and we expect this to continue during the year with a
positive impact at EBITDA level, principally weighted towards the second half of
the year.
The Company has taken decisive steps to reposition the business and identify
foundations for business growth in new technologies and emerging platforms. We
believe that with our proprietary technology and experienced team, YooMedia will
play an integral role in the rapidly maturing interactive media market. The last
few months have seen a high volume of activity which we expect to maintain as we
continue to build and develop relationships with key blue chip companies.
Michael Sinclair
Chairman
26 May 2006
YooMedia PLC
Consolidated Profit & Loss Account
For the Year ended 31 December 2005
Note Ongoing Acquisitions Unaudited Audited
2005 2005 Total 2004
£ £ £ £
Turnover 2 84,726,061 854,413 85,580,474 21,267,478
Cost of sales (76,816,056) (73,810) (76,889,866) (21,519,797)
Gross profit / (loss) 7,910,005 780,603 8,690,608 (252,319)
Administrative Costs (11,012,309) (628,481) (11,640,790) (7,283,167)
Earnings before Interest, Tax, (3,102,304) 152,122 (2,950,182) (7,535,486)
Depreciation, Amortisation and
Exceptionals
Depreciation 3 (1,843,410) (284,002) (2,127,412) (567,918)
Amortisation 3 (2,997,918) - (2,997,918) (1,396,536)
Impairment of goodwill 3 - - - (8,684,348)
Exceptional items 4 (2,376,482) - (2,376,482) (5,860,431)
Total Depreciation Amortisation and (7,217,810) (284,002) (7,501,812) (16,509,233)
Exceptionals
Operating loss 3 (10,320,114) (131,880) (10,451,994) (24,044,719)
Interest receivable and similar 50,512 108,665
income
Interest payable and similar charges (775,251) (81,232)
Loss on ordinary activities before (11,176,733) (24,017,286)
taxation
Tax recoverable on ordinary - 27,264
activities
Loss on ordinary activities after (11,176,733) (23,990,022)
taxation
Equity minority interests 22,690 198,957
Loss for the financial year (11,154,043) (23,791,065)
Loss per share
- basic and diluted (2.38p) (15.14p)
YooMedia PLC
Consolidated Balance Sheet
As at 31 December 2005
Note Unaudited Audited
2005 2004
£ £
Fixed assets
Goodwill 43,980,071 44,634,190
Other Intangible assets 1,925,364 1,402,158
Tangible assets 2,736,661 3,044,029
Investments 12,958 -
48,655,054 49,080,377
Current assets
Debtors 5 7,633,843 6,015,898
Cash and cash equivalents 116,799 7,770,287
7,750,642 13,786,185
Creditors : amounts falling due within one 6 (15,075,486) (14,421,579)
year
Net current (liabilities) / assets (7,324,844) (635,394)
Total assets less current liabilities 41,330,210 48,444,983
Creditors: amounts falling due greater 7 (1,815,814) (1,421,126)
than one year
Provisions for liabilities and charges 8 (1,834,251) (2,025,123)
Deferred income (881,327) (1,407,029)
Net assets 36,798,818 43,591,705
Capital and reserves
Called up share capital 12,059,461 11,418,970
Share premium account 75,521,347 69,011,512
Shares to be issued 280,500 3,047,000
Capital redemption reserve 455,331 455,331
Profit and loss account (51,875,108) (40,721,084)
Equity shareholders' funds 36,441,532 43,211,729
Equity minority interest 357,286 379,976
Net Equity 36,798,818 43,591,705
YooMedia plc
Consolidated Cash Flow Statement
For the Year Ended 31 December 2005
Unaudited Audited
2005 2004
£ £
Net cash outflow from operating activities (8,334,017) (10,902,176)
Returns on investments and servicing of finance
Interest received 50,512 108,665
Interest paid (704,131) (63,542)
Interest element of finance lease rental payments (71,120) (17,689)
Net cash inflow/(outflow) from returns on (724,739) 27,434
investments and servicing of finance
Taxation - -
Capital expenditure and financial investment
Payments to acquire intangible assets (1,878,201) (791,901)
Payments to acquire tangible fixed assets (1,820,044) (383,764)
Net cash outflow from capital expenditure and (3,698,245 (1,175,665)
financial investment
Acquisitions and disposals
Purchase of subsidiary undertakings (264,779) (6,656,431)
Purchase of trade and assets of a business - (627,118)
Net cash received with subsidiary undertakings (1,683) 641,124
Net cash outflow from acquisitions and disposals (266,462) (6,642,425)
Net cash outflow before management of liquid (13,023,463) (18,692,832)
resources and financing
Management of liquid resources
Decrease/(Increase) in short-term deposits with 6,417,423 (4,896,404)
banks
Financing
Issue of ordinary share capital 2,981,326 32,027,461
Costs associated with issue of share capital - (1,682,564)
Issue of convertible loan notes - -
Loans and finance leases acquired with subsidiary 650,000 -
undertakings
Repayment of loans - (6,920,766)
Repayment of capital element of finance leases and (371,055) (59,663)
hire purchase contracts
Net cash inflow from financing 3,260,271 23,364,468
(Decrease) in cash in the year (3,345,769) (224,768)
Notes to the financial statements
1. Basis of Preparation
During the year ended 31 December 2005, the Group recorded a loss of £11.2
million and at 31 December 2005 the Group had net current liabilities of £7.3
million. Net cash outflow from operating activities in 2005 was £8.3 million.
The Directors consider that the acquisition of DITG and TGC in December 2004 was
a significant milestone for the Group. The acquisition has enabled management
to realise significant synergies and cost savings in the combined Group and the
group is implementing the proposals identified by the strategic review carried
out in 2005.
As part of their considerations of going concern, the directors have prepared
working capital projections for the period to 31 December 2007. These
projections assume growth in revenue above historic levels, further cost
reductions and additional synergy benefits beyond those already actioned
following the acquisitions referred to above. The projections, taken together
with unaudited management accounts to date, show the group becoming EBITDA and
cash flow positive during 2006.
The directors are currently negotiating new bank facilities to replace those
existing which were negotiated prior to the recent convertible note and equity
placing, and which expire on 23rd June 2006. The directors believe that these
new bank facilities will be agreed on a basis more favourable than those
currently existing and when taken in conjunction with other financing options,
including further proposed restructuring and the recent convertible loan debt
issuance, there will be adequate working capital facilities available to the
Group. In addition to the existing facilities, the Group will require further
proposed restructuring relating in particular to the realisation of value of the
Dating Division.
Consequently, the directors consider that it is appropriate to prepare the
accounts on the going concern basis. However, in common with similar businesses
at this stage of their development, the Directors recognise that there will
remain a material uncertainty over the Group's ability to realise future
profitability and positive cash flows until the Group has established a track
record of profitable trading, cash generation and meeting its working capital
projections.
There is, therefore, material uncertainty related to the above events and
conditions which may cast significant doubt on the entity's ability to continue
as a going concern and it may be unable to realize its assets and discharge its
liabilities in the normal course of business.
The financial information set out in this preliminary announcement does not
constitute the Group's statutory accounts for the years ended 31 December 2005
or 2004, but is derived from those accounts. The statutory accounts for the
year ended 31 December 2004 have been delivered to the Registrar of Companies,
and those for the year ended 31 December 2005 will be delivered to the Registrar
of Companies following the Annual General Meeting. The Directors anticipate
that the audit opinion in respect of the year ended 31 December 2005 will
contain a similar emphasis of matter to that of the prior year.
2. Accounting policies
These financial statements have been prepared under the historical cost
convention and are in accordance with applicable accounting standards.
Basis of consolidation
The Group financial statements consolidate the financial statements of YooMedia
plc and its subsidiary undertakings drawn up to 31 December each year. No profit
and loss account is presented for YooMedia plc as permitted by section 230 of
the Companies Act 1985.
The subsidiaries have been included within the Group financial statements using
the acquisition method of accounting. Accordingly the Group profit and loss
account and Group cash flow statement includes the results and cash flows of the
subsidiaries from the dates of acquisition up to 31 December 2005
Goodwill
Goodwill arises on the excess of the consideration over the fair value of the
identifiable assets acquired. Goodwill is amortised through the profit and loss
account over its useful economic life.
Positive goodwill arising on acquisitions is capitalised, classified as an asset
on the balance sheet and amortised on a straight line basis over its useful
economic life up to a presumed maximum of 20 years. It is reviewed at the end
of the first full financial year following the acquisition and in other periods
if events or changes in circumstances indicate that the carrying value may not
be recoverable.
Depreciation
Depreciation is calculated so as to write off the cost of fixed assets, less
their estimated residual values, on a straight line basis over the expected
useful economic lives of the assets concerned. The principal annual rates used
for this purpose are:
Computer equipment 33%
Office equipment 33%
Fixtures and fittings 33%
Short-leasehold improvements 20%
Deferred taxation
The charge for taxation is based on the loss for the year and takes into account
taxation deferred because of timing differences between the treatment of certain
items for taxation and accounting purposes.
Deferred tax is recognised in respect of all timing differences that have
originated but not reversed at the balance sheet date where transactions or
events that result in an obligation to pay more, or a right to pay less, tax in
the future have occurred at the balance sheet date, except that deferred tax
assets are recognised only to the extent that the Directors consider that it is
more likely than not that there will be suitable taxable profits from which the
future reversal of the underlying timing differences can be deducted.
Deferred tax is measured on a non-discounted basis at the tax rates that are
expected to apply in the periods in which timing differences reverse, based on
tax rates and laws enacted or substantively enacted at the balance sheet date.
Turnover
Turnover, which excludes value added tax, comprises revenue from interactive
media services and dating services and is recognised as these services are
provided or in accordance with the contract. Gaming revenues, where the Company
holds a gaming licence, are recognised on a gross basis and winnings are
recognised as a cost of sale. All turnover is generated in the United Kingdom.
Foreign currencies
Assets and liabilities in foreign currencies are translated into sterling at
rates of exchange ruling at the end of the financial year. Transactions in
foreign currencies are translated into sterling at the rate of exchange ruling
at the date of the transaction. Exchange differences on retranslation of assets
and liabilities are taken to the profit and loss account in the year in which
they arise.
Operating leases
Rentals payable in respect of operating leases are charged in the profit and
loss account on a straight line basis over the lease term.
Research and development expenditure
The Group has capitalised internal development incurred on the production of
various interactive media services. These development costs are included within
Intangible Fixed Assets. Previously, the Group wrote off all development
expenditure as incurred. The capitalisation of development costs is due to a
greater certainty of revenues being generated from these assets.
The policy of the Group is to amortise these capitalised development costs over
their useful economic lives which is expected to be between two and three years.
These costs are expensed through the profit and loss account.
Research costs are expensed to the profit and loss account as incurred.
Financial instruments
The Group's financial instruments comprise cash and liquid resources together
with debtors and creditors that arise directly from its operations.
The Group does not enter into derivative or hedging transactions. It has been,
throughout the year under review, the Group's policy that no trading in
financial instruments shall be undertaken. The Group places the majority of its
cash on interest-bearing, short-term and instant-access deposit. Funds are
transferred to and from deposit on a daily basis. The Group's objective is to
minimise the risk of loss to the Group by limiting the Group's credit exposure
to quality institutions maintaining a very high credit rating. The main risk
arising from the Group's financial instruments is interest rate risk.
The Group's policy in relation to interest rate risk is to monitor short and
medium-term interest rates and to place cash on deposit for periods that
optimise the amount of interest earned, while maintaining access to sufficient
funds to meet day-to-day cash requirements.
Movements in the exchange rates can affect the Group's balance sheet. The
magnitude of this risk is not presently significant to the Group and therefore
no specific measures are currently undertaken to manage this risk.
Share options issued to employees
Under Urgent Issue Task Force abstract 17 (UITF 17), the Group is required to
recognise as a charge in the profit and loss account, the amount by which the
fair market value of any share options issued to employees exceeds their
respective exercise prices at the date of grant. These costs are recognised over
the vesting period. The charge is notional in that there is no underlying cash
flow or other financial liability associated with the charge, nor does it give
rise to a reduction in net assets or shareholders' funds. In addition there is
no impact on distributable profits.
As a result of the grant of share options under unapproved schemes since 6 April
1999, the Group will be obliged to pay National Insurance contributions on the
difference between the market value of the underlying shares and their exercise
price when the options are exercised.
The liability is calculated on the difference between the exercise price and the
market value at the date the options are exercised. In accordance with UITF 25,
a provision is recognised by reference to the market value at each balance sheet
date and the charge is recognised over the performance period.
3. Operating loss
The operating loss is stated after charging the following:
2005 2004
£ £
Depreciation of owned assets 1,945,191 527,877
Depreciation of assets held under finance lease 182,219 40,041
Amortisation of deferred development costs 674,815 159,962
Write-off of deferred development costs 680,180 336,285
Amortisation of goodwill 2,323,103 1,236,574
Impairment of goodwill - 8,684,348
UITF 17 charge 1,115,837 579,167
Auditors' remuneration 265,000 145,721
- non-audit services 25,000 36,200
Operating lease charges - other 33,954 415,400
4. Exceptional items
Exceptional items, within administrative expenses, relate mainly to the
significant strategic redirection that the Group undertook during the year
evidenced by the number of acquisitions. These items are detailed below:
2005 2004
£ £
Recognised in arriving at operating loss:
Redundancy costs1 437,225 1,242,798
Provision for losses on onerous contracts - 1,638,373
Write-down of assets related to onerous contracts - 713,000
Exceptional bonus payments2 - 1,096,873
Exceptional professional fees 143,240 253,935
UITF 17 charge3 1,115,837 579,167
Write-off of deferred development costs 680,180 336,285
2,376,482 5,860,431
1 Including all relevant taxes and other related costs of redundancy.
2 Including all relevant taxes.
3 As described in note 2, under Urgent Issue Task Force abstract 17 (UITF 17),
the Company is required to recognise as a charge in the profit and loss account,
the amount by which the fair market value of any share options issued to
employees exceeds their respective exercise prices at the date of grant. The
charge is notional in that there is no underlying cash flow or other financial
liability associated with the charge, nor does it give rise to a reduction in
net assets or shareholders' funds. In addition there is no impact on
distributable profits.
5. Debtors
Group 2005 2004
£ £
Trade debtors 3,195,741 3,424,966
Other debtors 487,664 1,114,891
Prepayments 3,533,704 1,448,777
Taxation and social security 416,734 27,264
7,633,843 6,015,898
Other debtors include £249,338 (2004 - £351,657) relating to rent deposits which
are recoverable in more than one year.
6. Creditors - amounts falling due within one year
Group 2005 2004
£ £
Bank loans and overdraft 3,488,006 1,378,302
Obligations under finance leases and hire purchase contracts 160,284 276,027
Trade creditors 7,757,666 8,794,531
Taxation and social security 361,242 722,821
Other creditors 774,462 989,980
Accruals and deferred income 2,533,826 2,259,918
15,075,486 14,421,579
7. Creditors - amounts falling due in more than one year
Group 2005 2004
£ £
Loans 1,000,000 1,000,000
Obligations under finance leases and hire purchase contracts 465,814 71,126
Other Creditors 350,000 350,000
1,815,814 1,421,126
The loan relates to a revolving credit facility granted to the Group by Lloyds
TSB plc. This attracts interest at a rate of interest of base plus 5%.
8. Provisions for liabilities and charges
Group Employers'
National
Insurance on Provision for
share options restructuring Other Total
£ £ £ £
At 1 January 2005 92,085 1,933,038 - 2,025,123
Charged during the year 1,115,837 - 337,745 1,453,582
Released during the year (71,132) (1,413,755) (159,566) (1,644,453)
At 31 December 2005 1,136,790 519,282 178,179 1,834,251
Employers' National Insurance on share options
On exercise of share options issued after 5 April 1999, under an unapproved
executive option scheme, the Company is required to pay National Insurance on
the difference between the exercise price and the market value at the exercise
date of the shares issued. The Company will become unconditionally liable to pay
the National Insurance upon exercise of the options, which are exercisable over
a period of 10 years from date of grant. The Company therefore makes a provision
following the grant of options as opposed to on vesting or on exercise. The
amount of National Insurance payable will depend on the number of employees who
remain with the Company and exercise their options, the market price of the
Company's ordinary shares at the time of exercise, and the prevailing National
Insurance rate at that time.
Contacts:
Neil MacDonald YooMedia plc Tel: 020 7462 0870
Isabel Crossley St Brides Media & Finance Ltd Tel: 020 7242 4477
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