Half Yearly Report

RNS Number : 8389E

Bright Things plc

30 December 2009

 



Bright Things plc

30 December 2009

Bright Things plc

('Bright Things' or 'the Company')

INTERIM RESULTS

Bright Things today announces its interim results for the period ended 30 September 2009.

Financial Highlights:

• Loss from operations increased to £716,000 (2008 H1 loss £624,000), due to increased marketing and amortisation. Marketing costs increased to £231,000 (2008 H1 - £63,000) in the period.  

• Maintained the reduction of other overheads.

• During the period, the Company undertook two fundraising exercises where 60,040,000 and 75,200,000 shares at 1.25p raised £750,500 and £940,000 before expenses. 

Operational Highlights:

• Subscriptions have increased month on month since the product launch in February as the customer base expanded. 

• Focused on the further development and sales and marketing of SocialGO, the social network maker.

Dominic Wheatley, CEO of Bright Things commented:

'We are looking forward to the next stage in the SocialGO project which is to refine the product and embark on a concerted marketing campaign. I am pleased with progress so far and hoping for growth of the business in 2010.'

For further information, please contact:

Bright Things plc                                             0845 299 7289 

Dominic Wheatley, CEO 

Edward Levey, Finance Director 

Astaire Securities plc                                       020 7448 4400 

William Vandyk 

www.brightthings.com 

www.SocialGO.com

Chairman's Statement 

Introduction

The first six months of the year have seen Bright Things focus on the further development and sales and marketing of SocialGO, the social network maker.

Revenues have increased month on month since the product launch in February as the customer base expanded. 

There has been an increase in the marketing costs for SocialGO, and in the amortisation of the SocialGO IP, however, I am pleased to be able to report that the Company has maintained the reductions in other costs. We will continue to work hard to ensure the Company keeps costs to a minimum. 

Financial Review

Revenue was £87,000 (2008 H1 - £2,000) and relates entirely to SocialGO.  

The loss from operations was £716,000 (2008 H1 loss £624,000), with research & development costs at £133,000 (2008 H1 - £326,000) and other administrative expenses at £512,000 (2008 H1 - £297,000).

Marketing cost increases have reflected on the above overheads. All overhead expenditure continues to be closely monitored.

The Group had cash deposits of £830,000 (2008 H1 - £73,000) at the Balance Sheet date. 

SocialGO

The product is now reaching the first stage of maturity and I am pleased with the quality and the additional features that have been introduced. Members of SocialGO networks can now sign in using their Facebook or Twitter account details and feed activity back to those channels. We have added GoCart, a widget that enables network owners to open an online store within their site and an IM chatroom allowing dozens of members to engage with each other simultaneously. The team has many new features and functions in the pipeline to be added over the coming months to make owning and belonging to these micro networks even more compelling.

There are a wide range of users building social networks on the SocialGO platform. Some are using it to promote their businesses. Some are building political networks. Church groups, charities and professional organizations are creating networks to reach their audiences. For examples of some of these networks in action, please visit www.socialgo.com/blog.

In November, the company opened a small office in Woodside, California. The US is the largest market for SocialGO and sales and marketing initiatives will be spear headed from there. Development and operations remain in Shoreditch, London.

Financing

As reported in the Annual Report the Company raised £750,500 on 8 April 2009 by the issuing of 60,040,000 new Ordinary 1p Shares at 1.25p per share.

On 2 September 2009 the Company announced that it had raised £940,000 by the issuing of 75,200,000 new Ordinary 1p Shares at 1.25p per share. This ensures the Company has sufficient working capital, and cash available for investment in SocialGO. 

Prospects and Strategy

With month on month increases in revenue, SocialGO has found it's audience of 'early adopters'. However, our expectation is that the concept of creating a network will gradually spread across businesses, non-profit organizations, educational communities and many other groups who will come to see the great benefits they can receive at a modest cost. We are still at the early stage of market awareness and therefore well positioned for the growing interest in using social media in the coming months. Creating an intricate and tested platform such as SocialGO is not a trivial exercise and the knowledge base within the company is valuable. Although we are always cautious, there is a growing sense of excitement as we achieve each new internal milestone both in product development and sales.

Post Balance Sheet Events

On 24 December 2009, the Company announced it entered into a conditional agreement to acquire the entire issued share capital of Get On With It Limited (GOWIT), a company from which Bright Things has been receiving software development and maintenance services under the terms of a Services Agreement since November 2007. Under the terms of the Acquisition Agreement, the Company has conditionally agreed to acquire the entire issued share capital of GOWIT. The consideration for the Acquisition will be the issue to the Vendors of 34,999,999 Consideration Shares (which have an aggregate value of £402,500 at an assumed price per share of 1.15 pence, being the mid-market quotation for an Ordinary Share on 22 December 2009, as derived from the AIM Supplement to the Daily Official List of the London Stock Exchange) and the grant of the Vendor Warrants over 41,625,000 Ordinary Shares, exercisable at a price of 1.25 pence per share. Upon completion of the Acquisition, the Services Agreement shall terminate.

On 24 December 2009 the Company also announced it has entered into a conditional subscription agreement with Veddis Ventures to raise £500,000 before expenses by the conditional subscription by Veddis Ventures for 40,000,000 new Ordinary Shares at the subscription price of 1.25 pence per share, together with 2,890,873 warrants each to subscribe for one Ordinary Share, exercisable at a price of 1.25 pence per share. 

Summary

Although we continue to explore all opportunities to utilise the Company's expertise and intellectual property the real focus for Bright Things continues to be SocialGO. Progress is encouraging and we will continue to update the market as and when significant milestones are passed.  

Administrative overhead reductions have been maintained and your Board will continue to carefully monitor the working capital requirements of the Company.

Finally, I would like to thank all employees for their continuing hard work and dedication during the period.

Ian Livingstone

Chairman  

30 December 2009 

Operational and financial review

Unaudited interim results for the 6 months ended 30 September 2009 and future product portfolio 

Bright Things had no product launches in the six month period to 30 September 2009.

The following product is scheduled for release in early 2010:

SocialGO - Social Network Maker boxed version

Development model

During the period to 30 September 2009 we continued to retain the core management and technical skills in house and subcontract development to an external partner. Having acquired CommonWorld Ltd from the owners of Get On With It Ltd in December 2007 the Company acquired the core IP for SocialGO. At that date, the company also entered into a contract with Get On With It Ltd who have the appropriate expertise in website design and development to complete development of SocialGO and provide ongoing development thereafter.

On 24 December 2009, the Company announced it entered into a conditional agreement to acquire the entire issued share capital of Get On With It Limited, a company from which Bright Things has been receiving software development and maintenance services under the terms of a Services Agreement since November 2007. This will bring all development in house.

Further revenue streams

The Group's Patent and Intellectual Property portfolio presents opportunities to generate revenue from the use of our technology in products outside of our initial target market.

Strategy for the future

The company is focusing its resources on SocialGO. The product, which was launched in February 2009 has progressed well.

Results for operations

The Group made loss from operations of £716,000 (2008 H1 - £624,000).

Reasearch and development and other administrative expenses were the main components of the loss on ordinary activities during the six months to 30 September 2009.

Key figures:

		6 Months	6 Months	Year
		Ended	Ended	Ended
		30 September	30 September	31 March
		2009	2008	2009
		£’000	£’000	£’000
Revenue		87	2	30
		________	________	________
Gross Loss		(71)	(1)	(18)
		________	________	________
Research and Development		133	326	838
		________	________	________
Other administrative expenses		512	297	840
		________	________	________
Net assets		979	184	48
		________	________	________
Increase/(Decrease) in cash and cash equivalents		746	(528)	(517)
		________	________	________
Basic and diluted loss per share		(0.3)p	(1.0)p	(1.8)p
		________	________	________

Revenue, £87,000 (2008 H1 - £2,000)

Revenue for the year consists of sales from SocialGO.

Cost of sales, £158,000 (2008 H1 - £3,000)

Cost of sales includes £103,000 SocialGO server costs; SocialGO transaction and customer support costs of £55,000. 

Gross loss, £71,000 (2008 H1 - £1,000)

The overall gross loss for the year is £71,000. This relates to SocialGO.

Administrative expenses

Administrative expenses for the six months ended 30 September 2009 are the main component of the loss on ordinary activities during the period. Administrative expenses are in line with expectation and are analysed into four categories:

Research & Development, £133,000 (2008 H1 - £326,000)

All CommonWorld post acquisition research and development expenditure was charged to the income statement account as incurred until the first receipt of revenue upon the commercial launch of SocialGO in February 2009 in accordance with the accounting policy in note 1 to the financial statements. From this point, development costs relating to the enhancement of SocialGO have been capitalised. Capitalised development costs for the six months ended 30 September 2009 total £164,000 and are not included in the above figure.

Other administrative expenditure - £512,000 (2008 H1 - £297,000)

Other administrative costs comprise all the costs of running Bright Things' operating and corporate functions. This includes the staff, contractors and agencies together with associated costs employed in sales, marketing, PR, design, project management, production, IT, quality assurance, finance and legal. 

The main component of general and administrative expenditure relates to marketing. Marketing costs increased to £231,000 (2008 H1 - £63,000) in the period. These costs relate to campaigns, external agencies and consultants retained for SocialGO.

Also included in other administrative expenditure is human resource costs, totalling £114,000 (2008 H1 - £97,000) for the period. 

The share based payment charge within administrative expenses for the year totalled £20,000 (2008 H1 - £21,000). Of this £13,000 (2008 - £18,000) related to employee share options, £7,000 (2008 H1 - £3,000) related to contractor share options.

Office and administration costs totalling £39,000 (2008 H1 - £39,000) in the period, included office costs of £25,000 (2008 H1 - £19,000). 

Travel and subsistence costs reduced to £10,000 (2008 H1 - £17,000).  

Financial expenses decreased in the period to £17,000 (2008 H1 - £24,000). £9,000 of this decrease relates to unrealised currency variances.

Professional expenses decreased in the period to £26,000 (2008 H1 - £30,000). 

Depreciation decreased in the period to £2,000 (2008 H1 - £6,000). Amortisation in the period increased to £53,000. There was no amortisation charge in the six months to 30 September 2008 as the intangible assets were not yet available for commercial use.

Taxation

No tax charge arises on the loss for the financial period. At 30 September 2009 the Group has approximately £14.5 million of losses available to carry forward to set against future taxable profits, subject to agreement with the UK and USA tax authorities.

Loss per share

Basic and diluted loss per share of 0.3p (2008 H1 loss of 1.0p) has improved due to an increased loss and the issuing of new shares in the period.

Working Capital

The Group's operational cash position has increased following fundraisings during the period. At 30 September 2009, the Group had cash of £830,000 (2008 H1 - £73,000). Net assets have increased from £48,000 at 31 March 2009 to £979,000 as at 30 September 2009 (2008 H1 - £184,000).

During the period, the Company undertook two fundraising exercises where 60,040,000 and 75,200,000 shares at 1.25p raised £750,500 and £940,000 before expenses. 

The board continues to monitor the organisation's general overheads to make savings where appropriate and constantly seeks cost efficiencies as appropriate given the current level of cash resources.

Financial Instruments

During the period, the Group's financial instruments, comprised cash and various items such as trade debtors and creditors that arise directly from operations. The main purpose of these financial instruments is to finance the Group's operations. The Group's policy is, and was throughout the period under review, not to trade in financial instruments. The main risk arising from the Group's financial instruments are liquidity risk and foreign currency risk. The Board reviews and agrees policies for managing each of these risks on a regular basis.

Liquidity risk

With reference to detailed cash flow forecasts the Group continually monitors the operational working capital requirements of the business. The Group continues to assess appropriate financing opportunities based on future business plans and working capital requirements. 

Edward Levey

Finance Director

30 December 2009

Consolidated income statement for the six month period ended 30 September 2009

Note	6 months ended 30 September 2009 (unaudited) £'000	6 months ended 30 September 2008 (unaudited) £'000	12 months ended 31 March 2009 (audited) £'000
Revenue	87	2	30
Cost of sales	(158)	(3)	(48)
	_______	_______	_______
Gross loss	(71)	(1)	(18)
Research and development costs	(133)	(326)	(838)
Administrative expenses - other	(512)	(297)	(840)
Total administrative expenses	(645)	(623)	(1,678)
	_______	_______	_______
Loss from operations	(716)	(624)	(1,696)
Finance income	-	7	10
	_______	_______	_______
Loss before and after tax for the financial period	(716)	(617)	(1,686)
	_______	_______	_______
Loss per share
Basic and diluted                                          3	(0.3)p	(1.0)p	(1.8)p
	_______	_______	_______

The notes on pages 13 to 22 form part of these financial statements.

Consolidated statement of changes in equity for the period ended 30 September 2009

		Called up 1p share capital	Deferred 9p share capital	Share premium	Merger reserve	Warrant reserve	Share based payment reserve	Retained deficit	Total
		£'000	£'000	£'000	£'000	£'000	£'000	£'000	£'000
At 1 April 2008		618	2,741	10,170	(136)	267	312	(13,192)	780
Loss for the period		-	-	-	-	-	-	(617)	(617)
Total recognised income and expense for the period		-	-	-	-	-	-	(617)	(617)
Share based payment charge		-	-	-	-	-	21	-	21
Share based payment charge - included in research and development		-	-	-	-	-	53	-	53
Issue of shares - to Get On With It Limited		31	-	-	-	-	(93)	9	(53)
At 30 September 2008		649	2,741	10,170	(136)	267	293	(13,800)	184

The notes on pages 13 to 22 form part of the group financial statements.

  Consolidated statement of changes in equity for the period ended 30 September 2009

		Called up 1p share capital	Deferred 9p share capital	Share premium	Merger reserve	Warrant reserve	Share based payment reserve	Retained deficit	Total
		£'000	£'000	£'000	£'000	£'000	£'000	£'000	£'000
At 1 October 2008		649	2,741	10,170	(136)	267	293	(13,800)	184
Loss for the period		-	-	-	-	-	-	(1,069)	(1,069)
Total recognised income and expense for the period		-	-	-	-	-	-	(1,069)	(1,069)
Share based payment charge		-	-	-	-	-	29	-	29
Correct share based payment charge reversed 30 July upon issue of shares		-	-	-	-	-	-	53	53
Issue of shares - private placing		628	-	1	-	156	-	-	785
Share issue costs		-	-	(34)	-	-	-	-	(34)
Issue of shares - to Get On With It Limited		80	-	-	-	20	-	-	100
At 31 March 2009		1,357	2,741	10,137	(136)	443	322	(14,816)	48

The notes on pages 13 to 22 form part of the group financial statements.

   Consolidated statement of changes in equity for the period ended 30 September 2009

		Called up 1p share capital	Deferred 9p share capital	Share premium	Merger reserve	Warrant reserve	Share based payment reserve	Retained deficit	Total
		£'000	£'000	£'000	£'000	£'000	£'000	£'000	£'000
At 1 April 2009		1,357	2,741	10,137	(136)	443	322	(14,816)	48
Loss for the period		-	-	-	-	-	-	(716)	(716)
Total recognised income and expense for the period		-	-	-	-	-	-	(716)	(716)
Share based payment charge		-	-	-	-	-	20	-	20
Issue of shares - private placing		600	-	150	-	-	-	-	750
Issue of shares - private placing		752	-	188	-	-	-	-	940
Share issue costs		-	-	(63)	-	-	-	-	(63)
At 30 September 2009		2,709	2,741	10,412	(136)	443	342	(15,532)	979

The notes on pages 13 to 22 form part of the group financial statements.

Consolidated balance sheet at 30 September 2009

Note	30 September 2009 (unaudited) £'000	30 September 2008 (unaudited) £'000	31 March 2009  (audited) £'000
Assets
Non-current assets
Property, plant and equipment	2	6	4
Intangible assets                                        4	535	414	424
	_______	_______	_______
Total non-current assets	537	420	428
	_______	_______	_______
Current assets
Trade and other receivables	24	22	13
Tax asset	48	34	31
Cash and cash equivalents	830	73	84
	_______	_______	_______
Total current assets	902	129	128
	_______	_______	_______
Total assets	1,437	549	556
Liabilities
Current liabilities
Trade and other payables	(246)	(180)	(214)
Tax liabilities	(35)	(9)	(12)
Accruals and deferred income	(179)	(176)	(282)
	_______	_______	_______
Total liabilities	(460)	(365)	(508)
	_______	_______	_______
Total net assets	979	184	48
	_______	_______	_______
Capital and reserves attributable to equity shareholders
Called up share capital - 1p ordinary             5	2,709	649	1,357
Called up share capital - 9p ordinary             5	2,741	2,741	2,741
Share premium	10,412	10,170	10,137
Warrant reserve	443	267	443
Merger reserve	(136)	(136)	(136)
Share based payment reserve	342	293	322
Retained deficit	(15,532)	(13,800)	(14,816)
	_______	_______	_______
Total Equity	979	184	48
	_______	_______	_______

The interim unaudited balance sheet was approved and authorised for issue by the Board of Directors on 30 December 2009. 

Edward Levey, Director

  Consolidated cash flow statement for the six month period ended 30 September 2009

	6 months ended 30 September 2009 (unaudited) £'000	6 months ended 30 September 2008 (unaudited) (as restated) £'000	12 months  ended 31 March 2009 (audited) (as restated) £'000
Cash flows from operating activities
Loss before tax	(716)	(617)	(1,686)
Share based payments	20	21	203
Depreciation on property plant and equipment	2	6	8
Amortisation of intangible assets	53	-	13
Finance income	-	(7)	(10)
	_______	_______	_______
Cash used in operating activities before	(641)	(597)	(1,472)
changes in working capital and provisions
(Increase)/Decrease in trade and other receivables	(11)	8	20
(Decrease)/Increase in trade and other payables	(65)	57	200
	_______	_______	_______
Cash used in operations	(717)	(532)	(1,252)
Investing activities
Purchase of property, plant and equipment	-	(3)	(3)
Purchase of intangible fixed assets	(164)	-	(23)
Finance income	-	7	10
	_______	_______	_______
Net cash (used in)/from investing activities	(164)	4	(16)
Financing activities
Proceeds from issue of new share capital	1,690	-	785
Costs of issue of new share capital	(63)	-	(34)
	_______	_______	_______
Net cash from financing activities	1,627	-	751
Net increase/(decrease) in cash and cash equivalents	746	(528)	(517)
Cash and cash equivalents at start of period	84	601	601
	_______	_______	_______
Cash and cash equivalents at end of period	830	73	84
	_______	_______	_______

Notes forming part of the interim financial statements for the period ended 30 September 2009

1    Accounting Policies    

Principal accounting policies

The Company is a public company incorporated and domiciled in the United Kingdom. The principal accounting policies applied in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied to all the periods presented, unless otherwise stated.

Basis of preparation

These interim financial statements have been prepared in accordance with EU Endorsed International Financial Reporting Standards ('IFRS') and the Companies Act 1985 applicable to companies reporting under IFRS. 

The accounting policies applied are consistent with those described in the Annual Report and Financial Statements for the year ended 31 March 2009, and with the policies expected to be applied to the Group's full year financial statements for the year ending 31 March 2010.

The financial information for the six months ended 30 September 2009 and the six months ended 30 September 2008 are unreviewed and unaudited, within the meaning of section 240 of the Companies Act 1985, such accounts do not constitute full statutory accounts of the Group.

The comparative figures for the financial year ended 31 March 2009 have been extracted from the statutory financial statements of Bright Things Plc for that financial year on which the report of the auditors was unqualified and did not contain statements under section 237(2) or (3) of the Companies Act 1985. 

Internally generated intangible assets (research and development costs)

Research and development

Expenditure on internally developed products is capitalised if it can be demonstrated that:

· it is technically feasible to develop the product for it to be sold;

· adequate resources are available to complete the development;

· there is an intention to complete and sell the product;

· the group is able to sell the product;

· sale of the product will generate future economic benefits; and

· expenditure on the project can be measured reliably.

Capitalised development costs are amortised straight-line over the useful economic life being the period that prudently simulates the flow of revenues from a typical product. At the close of each fiscal year products are reviewed for any loss of value where there is an indication of impairment. Where the expected contribution made by a product does not exceed the expected total cost of development then an impairment provision is made. The amortisation expense is included within administrative expenses in the consolidated income statement.

Development expenditure not satisfying the above criteria and expenditure on the research phase of internal projects are recognised in the consolidated income statement as incurred. 

Significant accounting judgements and estimates 

The preparation of these financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. These judgements and estimates are based on managements' best knowledge of the relevant facts and circumstances, having regard to prior experience, but actual results may differ from the amounts included in the financial statements. Information about such judgements and estimations is contained below, as well as in the accounting policies and accompanying notes to the financial statements.

2    Segmental information    

The Group operates in the following main business segments: SocialGO; Interactive DVD software and     Sales of component parts from stock.

The Group's primary reporting format is business segments. All amounts relate to continuing activities.

Period ended 30 September 2009
	Business Segments
	i-DVD software	Sale of component stock	SocialGO	Not allocated	Total
	£'000	£'000	£'000	£'000	£'000
Total segment revenue	-	-	87	-	87
Cost of sales	-	-	(158)	-	(158)
Gross profit	-	-	(71)	-	(71)
Research and development costs	-	-	(133)	-	(133)
Administrative expenses - other	-	-	(284)	(228)	(512)
Administrative expenses	-	-	(417)	(228)	(645)
Profit / (Loss) from operations	-	-	(488)	(228)	(716)
Finance income	-	-	-	-	-
Profit / (Loss)  before and after tax for the period	-	-	(488)	(228)	(716)

Period ended 30 September 2008
	Business Segments
	i-DVD software	Sale of component stock	SocialGO	Not allocated	Total
	£'000	£'000	£'000	£'000	£'000
Total segment revenue	2	-	-	-	2
Cost of sales	(1)	(2)	-	-	(3)
Gross profit	1	(2)	-	-	(1)
Research and development costs	-	-	(326)	-	(326)
Administrative expenses - other	-	-	(270)	(27)	(297)
Administrative expenses	-	-	(596)	(27)	(623)
Profit / (Loss) from operations	1	(2)	(596)	(27)	(624)
Finance income	-	-	-	7	7
Profit / (Loss)  before and after tax for the period	1	(2)	(596)	(20)	(617)

Year ended 31 March 2009
	Business Segments
	i-DVD software	Sale of component stock	SocialGO	Not allocated	Total
	£'000	£'000	£'000	£'000	£'000
Total segment revenue	21	-	9	-	30
Cost of sales	(3)	(2)	(43)	-	(48)
Gross profit	18	(2)	(34)	-	(18)
Research and development costs	-	-	(838)	-	(838)
Administrative expenses - other	-	-	(228)	(612)	(840)
Administrative expenses	-	-	(1,066)	(612)	(1,678)
Profit / (Loss) from operations	18	(2)	(1,100)	(612)	(1,696)
Finance income	-	-	-	10	10
Profit / (Loss)  before and after tax for the year	18	(2)	(1,100)	(602)	(1,686)

All recognised assets of the Group relate to SocialGO.

The Group's secondary reporting format for reporting segment information is geographic segments by location of customer.

Revenue

	6 months ended 30 September 2009 (unaudited)	6 months ended 30 September 2008 (unaudited)	12 months to 31 March 2009  (audited)
United Kingdom	15	(10)	3
United States of America	45	12	24
EU	10	-	2
Other	17	-	1
	_______	_______	_______
Revenue	87	2	30
	_______	_______	_______

All the Group's assets are UK based.

3    Loss per share

    Loss per share has been calculated using the following:

	6 months ended 30 September 2009 (unaudited)	6 months ended 30 September 2008 (unaudited)	12 months to 31 March 2009  (audited)
Loss after taxation for the period (£'000)	716	617	1,686
Weighted average number of shares ('000s)	205,337	62,872	92,108
	_______	_______	_______
Basic and diluted loss per share	0.3p	1.0p	1.8p
	_______	_______	_______

Loss per ordinary share has been calculated using the weighted average number of shares in issue during the relevant financial periods. The weighted average number of equity shares in issue, is 205,336,656 (2008 H1 - 62,872,387) and the earnings, being loss after tax is £716,000 (2008 H1 - £617,000 loss). There are no potentially dilutive shares in issue. Share options totalling 9,193,105 (2008 H1 - 3,593,105) have not been included in the calculation of diluted loss per share because they are anti-dilutive for the periods presented.

During the period ended 30 September 2009, the Company raised £750,500 and £940,000 from the issue of 60,040,000 and 75,200,000 new Ordinary 1p shares. There have been no other share issues since the balance sheet date that would significantly alter the basic and diluted EPS calculations if those transactions had occurred before the year end.

The company has outstanding issued warrants to subscribe for 540,541 10p ordinary shares at £1.50 per share, 250,000 10p ordinary shares at £2.50 per share and 35,380,000 1p ordinary shares at 5p per share (2008 - 540,541 10p ordinary shares at £1.50 per share and 250,000 10p ordinary shares at £2.50 per share). These outstanding warrants are considered to be anti-dilutive.

4    Intangible assets 

	Goodwill on consolidation	Intellectual property	Licenses	Total
	£’000	£’000	£’000	£'000
Cost
Balance at 1 April 2008	832	635	-	1,467
Additions	-	-	-	-
	----------	-----------	----------	----------
Balance at 30 September 2008	832	635	-	1,467
	========	=========	========	========
Balance at 1 October 2008	832	635	-	1,467
Additions	-	23	-	23
	-----------	------------	-----------	----------
Balance at 31 March 2009	832	658	-	1,490
	=========	=========	========	=======
Balance at 1 April 2009	832	658	-	1,490
Additions	-	164	-	164
	------------	------------	------------	----------
Balance at 30 September 2009	832	822	-	1,654
	=========	=========	========	=======
Amortisation and impairment
Balance at 1st April 2008	832	221	-	1,053
Provision for period	-	-	-	-
	-------------------	--------------------	------------------	----------------
Balance at 30 September 2008	832	221	-	1,053
	=========	=========	========	=======
Balance at 1 October 2008	832	221	-	1,053
Provision for period	-	13	-	13
	-------------------	-------------------	------------------	----------------
Balance at 31 March 2009	832	234	-	1,066
	=========	=========	========	=======
Balance at 1 April 2009	832	234	-	1,066
Provision for period	-	53	-	53
	-------------------	------------------	------------------	----------------
Balance at 30 September 2009	832	287	-	1,119
	=========	=========	========	=======
Net book value
At 30 September 2008	-	414	-	414
	=========	=========	========	=======
At 31 March 2009	-	424	-	424
	=========	=========	========	=======
At 30 September 2009	-	535	-	535
	=========	=========	========	=======

5    Share capital

On 8 April 2009, the Company raised £750,500 from the issue of 60,040,000 new Ordinary 1p Shares at 1.25p per share. 

On 2 September 2009, the Company raised £940,000 from the issue of 75,200,000 new Ordinary 1p Shares at 1.25p per share.

Ordinary shares of 1p each
		Authorised
		30 September	30 September	31 March
		2009	2008	2009
Ordinary shares of 1p each (‘000s)		500,000	500,000	500,000
		__________	__________	__________
Ordinary shares of 1p each (£’000)		5,000	5,000	5,000
		__________	__________	__________
		Allotted, called up and fully paid
		30 September	30 September	31 March
		2009	2008	2009
Ordinary shares of 1p each (‘000s)		270,916	64,916	135,676
		__________	__________	__________
Ordinary shares of 1p each (£’000)		2,709	649	1,357
		__________	__________	__________

Deferred shares of 9p each
		Authorised
		30 September	30 September	31 March
		2009	2008	2009
Deferred shares of 9p each (‘000s)		274,051	274,051	274,051
		__________	__________	__________
Deferred shares of 9p each (£’000)		2,741	2,741	2,741
		__________	__________	__________
		Allotted, called up and fully paid
		30 September	30 September	31 March
		2009	2008	2009
Deferred shares of 9p each (‘000s)		274,051	274,051	274,051
		__________	__________	__________
Deferred shares of 9p each (£’000)		2,741	2,741	2,741
		__________	__________	__________

The movement in share capital was as follows:
Ordinary shares of 1p each
		Number	£'000
In issue at 30 September 2008		64,916,328	649
1p Ordinary Shares issued for 1.25p each – 23 October 2008		62,760,000	628
1p Ordinary Shares issued for 1.25p each – 20 February 2009		8,000,000	80
		__________	__________
In issue at 31 March 2009		135,676,328	1,357
1p Ordinary Shares issued for 1.25p each – 8 April 2009		60,040,000	600
1p Ordinary Shares issued for 1.25p each – 2 September 2009		75,200,000	752
		__________	__________
In issue at 30 September 2009		270,916,328	2,709
		__________	__________

At 30 September 2009, options were outstanding over 9,193,105 shares, (2008 H1 - 3,593,105), including options held by directors. The 5,600,000 increase refers to share options exercisable at 1.25p per Ordinary Share. These were granted 24 October 2008. 700,000 of these options were granted to directors.

6    Events after the balance sheet date

On 24 December 2009, the Company announced it entered into a conditional agreement to acquire the entire issued share capital of Get On With It Limited (GOWIT), a company from which Bright Things has been receiving software development and maintenance services under the terms of a Services Agreement since November 2007. Under the terms of the Acquisition Agreement, the Company has conditionally agreed to acquire the entire issued share capital of GOWIT. The consideration for the Acquisition will be the issue to the Vendors of 34,999,999 Consideration Shares (which have an aggregate value of £402,500 at an assumed price per share of 1.15 pence, being the mid-market quotation for an Ordinary Share on 22 December 2009, as derived from the AIM Supplement to the Daily Official List of the London Stock Exchange) and the grant of the Vendor Warrants over 41,625,000 Ordinary Shares, exercisable at a price of 1.25 pence per share. Upon completion of the Acquisition, the Services Agreement shall terminate.

On 24 December 2009 the Company also announced it has entered into a conditional subscription agreement with Veddis Ventures to raise £500,000 before expenses by the conditional subscription by Veddis Ventures for 40,000,000 new Ordinary Shares at the subscription price of 1.25 pence per share, together with 2,890,873 warrants each to subscribe for one Ordinary Share, exercisable at a price of 1.25 pence per share. 

 

END

 

 

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