TIDMFUZ8

RNS Number : 9706X

Fuse 8 PLC

15 December 2010

 
 Date:              15 December 2010 
 On behalf of:      Fuse 8 plc ('Fuse 8' or 'the Company') 
 Embargoed until:   0700hrs 
 

Fuse 8 plc

Interim results for the six months ended 30 September 2010

Fuse 8 plc (AIM: FUZ 8), the full service digital marketing agency, is pleased to announce its interim results for the six month period ended 30 September 2010.

Financial Highlights

-- Turnover of GBP2.40 million (2009: GBP2.06million)

-- Revenue of GBP1.63 million (2009: GBP1.54million)

-- Headline Operating Profits of GBP229,000 (2009: GBP384,000)

-- Cash balance GBP384,000 (2009: GBP149,000)

Operational Highlights

-- Completion of reverse acquisition and admission to AIM in July 2010

-- First step of strategic plan implemented with acquisition of digital agency in London in November 2010

-- New business wins include: Adidas, Asda and Soreen

Commenting on the Interim results Nigel Hunter, Chief Executive Officer said:

"We believe that AIM will be a great platform for us to achieve the Company's growth plans and, with this in mind, I am very pleased to be able to report such robust maiden results.

"We are optimistic for the next half and look forward to continuing to implement Fuse 8's strategic plan of growing the business organically while adding to our technical and service offer through targeted acquisitions."

For Further Information please contact:

 
 Fuse 8 plc 
 Nigel Hunter/Graeme Burns              Tel +44 (0)113 260 4600 
 finnCap 
 Geoff Nash/ Charlotte Stranner         Tel +44 (0) 20 7600 1658 
 Redleaf Communications                 fuse8@redleafpr.com 
 Rebecca Sanders-Hewett/ Lucy Salaman   Tel +44 (0) 20 7566 6700 
 

Notes to editors:

Fuse 8 is a full service digital marketing specialist covering a wide spectrum of services, ranging from creative development services to Search Engine Optimisation (SEO). Fuse 8, has offices in Leeds and Russia, centres most of its services around enhancing clients' reputations by helping to market and build their brands. The Group's principal expertise is in assisting its clients to build, grow and develop their online brands and, through this, help to drive sales and market share growth.

Fuse 8's current service offering encompasses the six main sectors below:

-- Online Design & Build

-- Digital Marketing

-- Creative Services

-- Media Planning & Buying

-- Marketing Consultancy

-- Online Press & Public Relations, Online Content

Fuse 8 was founded in 2000 by Mark Walton and Andy Hutchinson. As an early adopter of online technology, the Company has spent ten years developing and refining its digital marketing offering and has grown rapidly in a fragmented marketplace. The business now services more than 100 clients across the UK, Continental Europe, and the USA. Major clients currently include: Adidas, Arla Foods, Alton Towers, Asda, British Airways, Central Office of Information, Manpower, Miele, Persimmon Homes, Soreen, and UK Trade & Investment.

Fuse 8 is listed on the London Stock Exchange under the symbol FUZ8. Further information on the Company can be found at www.fuse8.com

INTERIM MANAGEMENT REPORT - SIX MONTHS TO 30 SEPTEMBER 2010

Chief Executive's Statement

It gives me great pleasure to deliver our maiden interim report following the Company's admission to AIM in July 2010.

During the six months to 30 September 2010 the Company has increased sales and, more importantly, revenues by some 17% and 6% respectively representing a solid start to our fifth consecutive year of revenue growth.

Fuse 8's client offering combines conventional marketing services with fully integrated online and digital marketing services which enable it to provide clients with a seamless service across all media channels. The benefits of the digitally focussed services we provide our clients are reflected in our continued revenue growth. The challenging economic climate of the last two years has meant that clients are looking for more tangible value for their marketing spend, and the highly measurable results achieved through digital communications help to ensure a more robust digital market. Accordingly, increasing proportions of our client's budgets are being spent on digital communications and our ten year heritage in digital marketing means that clients need and value the expertise we can apply to servicing them.

Clients continue to utilise the skills of Fuse 8 for both their digital and traditional marketing activities. However, the latest trends and new business activity continues to shift the majority of activity into the digital arena. Demand and appetite for new innovations has grown steadily over the period with clients old and new looking particularly to mobile technology and applications to form part of their overall digital communications strategy.

Fuse 8 is not immune to the economic difficulties affecting the UK and Europe. The Company has seen some clients, most noticeably in the public sector, being slower to commit to previously agreed plans or spend. However a diverse client base and a focus on new business has allowed the Company to continue growing revenue and to invest in its digital offering for clients. By producing measurable results Fuse 8 has become a strong player in this value conscious environment.

Fuse 8's office in Russia offers an offshore technology and digital production centre that has been operating successfully for the last seven years. Currently 35 highly skilled employees act as our centre of excellence in Russia delivering a high quality service for clients.

For Fuse 8's first interim report I am pleased to announce good progress on some key facets of the Company's development and, following this very active period, the business is better positioned than ever to deliver expert communication solutions to clients across a wider geography in the maturing digital arena.

Financial Overview

The balance sheet remains sound and for a business of our size we have robust cash balances and net current assets. Underlying cash generation continues to be positive although as a result of continually growing sales some of our cash reserves are utilised as working capital.

Significant investment has been made in business development activities including an increased business development resource, staff training and additional sales support. As a result, operating margins have been impacted slightly, though long-term delivery of profits continues. Whilst the operating margin of 14% achieved in the period is slightly below prior year levels, it is in line with the Board's expectations due to increased investment in staff and resources to drive organic growth. The Company anticipates that margins will return to previous levels as the Company continues the growth in revenue and leverages the advantage that our Russia office affords.

Strategy

As stated at the time of Fuse 8's admission to AIM, the Company's plan is to grow income and profits, steadily over time, both organically and by acquisition, to become one of the pre-eminent digital marketing agencies in the UK. The financial and operational achievements of the first six months represent positive steps in that plan.

The Company's organic growth is supported by investment in the marketing technology toolbox that we use to deliver services that, in turn, help to continually enhance our offering. The Board recognises that a greater spread of resource throughout the UK and London in particular, will help increase the Company's efficiency and profile and to that end is regularly appraising acquisition opportunities.

New Business

New business opportunities continue at pace, with Fuse 8's core digital services providing the Company with a firmer foothold with existing clients as well as helping to create dialogue with potential new clients.

Fuse 8 has three strategic areas from which it targets new business; cross selling of services to its current clients; winning new clients; and through strategic partnerships. New client wins during the period include Adidas, Asda and Soreen.

Post Period

Following the end of the six months under review Fuse 8 completed its first acquisition. Delete Digital Marketing, which was acquired in November, gives the Group both the London office it sought and a complementary team of experienced digital specialists. Delete also has a number of important clients including a range of high quality consumer and business brands such as BaByliss, Decca Records and Red Bull.

Summary & Outlook

Continued positive earnings throughout the period, during which the Company listed on AIM and the continued search for suitable acquisition opportunities, is testament to the strength of the entire Fuse 8 team. I would like to take this opportunity to thank each member of our team for their contribution towards our good performance.

The first half of the year has seen steady progress and there is positive momentum driving the Group forward with an encouraging new business pipeline. We believe that the second half will deliver further very positive steps in our growth plans. Whilst other companies are leaving AIM, I am pleased to be able to report such strong prospects for the Company; Fuse 8 is emerging as a forward thinking digital agency and the platform AIM provides should help propel the Company onwards in its ambition to become one of the UK's pre-eminent digital agencies.

Nigel Hunter

Chief Executive Officer

15 December 2010

Interim group statement of comprehensive income

for the six months ended 30 September 2010

 
                            6 months ended     6 months ended     Year ended 
                         30 September 2010  30 September 2009  31 March 2010 
                                   GBP'000            GBP'000        GBP'000 
                                 Unaudited          Unaudited      Unaudited 
 
Turnover                             2,407              2,063          4,512 
 
Revenue                 3            1,625              1,539          3,347 
----------------------   -----------------  -----------------  ------------- 
 
Administrative 
 expenses                            1,396              1,155          2,746 
----------------------   -----------------  -----------------  ------------- 
 
Headline operating 
 profit                 3              229                384            601 
 
Exceptional costs       8              411                  -              - 
 
Operating 
 (loss)/profit          3            (182)                384            601 
 
Finance costs                           10                  6             17 
Finance income                         (1)                  -            (1) 
Net finance cost                         9                  6             16 
 
(Loss)/ profit from 
 continuing operations 
 before tax                          (191)                378            585 
 
Taxation charge         4               54                 87            180 
----------------------   -----------------  -----------------  ------------- 
 
(Loss)/ profit for the 
 period and total 
 comprehensive income                (245)                291            405 
----------------------   -----------------  -----------------  ------------- 
 
Attributable to: 
Parent company's 
 shareholders                        (245)                291            405 
 
Basic earnings per 
 share from total 
 operations             5           (2.2p)               2.8p           4.0p 
----------------------   -----------------  -----------------  ------------- 
Diluted earnings per 
 share from total 
 operations             5           (2.2p)               2.8p           4.0p 
----------------------   -----------------  -----------------  ------------- 
 

Interim group statement of financial position

as at 30 September 2010

 
                           30 September 2010  30 September 2009  31 March 2010 
                                     GBP'000            GBP'000        GBP'000 
                                   Unaudited          Unaudited      Unaudited 
 
Non-current assets 
-------------------------  -----------------  -----------------  ------------- 
Property, plant and 
 equipment                               342                281            315 
 
Current assets 
Trade and other 
 receivables                           1,260              1,183          1,226 
Cash and cash equivalents                390                149            284 
-------------------------  -----------------  -----------------  ------------- 
                                       1,650              1,332          1,510 
-------------------------  -----------------  -----------------  ------------- 
Total assets                           1,992              1,613          1,825 
-------------------------  -----------------  -----------------  ------------- 
 
Current liabilities 
Trade and other payables                 860                714            744 
Corporation tax                          232                119            180 
Financial liabilities                     59                 49             30 
-------------------------  -----------------  -----------------  ------------- 
                                       1,151                882            954 
-------------------------  -----------------  -----------------  ------------- 
Non-current liabilities 
Financial liabilities                     90                 77            103 
Deferred tax                               9                  9              9 
-------------------------  -----------------  -----------------  ------------- 
                                          99                 86            112 
-------------------------  -----------------  -----------------  ------------- 
Total liabilities                      1,250                968          1,066 
-------------------------  -----------------  -----------------  ------------- 
 
Net assets                               742                645            759 
-------------------------  -----------------  -----------------  ------------- 
 
Shareholders' funds 
Share capital                            544                 18             18 
Share premium account                  1,667                  -              - 
Capital redemption 
 reserve                                   -                  2              2 
Merger reserve                       (1,963)                  -              - 
Retained earnings                        494                625            739 
 
Total equity                             742                645            759 
-------------------------  -----------------  -----------------  ------------- 
 

Interim group statement of change in equity

for the six months ended 30 September 2010

 
                             Share       Capital 
                  Issued   premium    redemption    Merger   Retained    Total 
                 capital   account       reserve   reserve   earnings   equity 
                 GBP'000   GBP'000       GBP'000   GBP'000    GBP'000  GBP'000 
Balance at 
 1 April 2009         18         -             2                  334      354 
--------------  --------  --------  ------------  --------  ---------  ------- 
Profit for the 
 financial 
 period                -         -             -         -        291      291 
Total 
 comprehensive 
 income for 
 the period            -         -             -         -        291      291 
--------------  --------  --------  ------------  --------  ---------  ------- 
Balance at 30 
 September 
 2009                 18         -             2         -        625      645 
Profit for the 
 financial 
 period                -         -             -         -        114      114 
--------------  --------  --------  ------------  --------  ---------  ------- 
Total 
 comprehensive 
 income for 
 the period            -         -             -         -        114      114 
--------------  --------  --------  ------------  --------  ---------  ------- 
Balance at 
 31 March 2010        18         -             2         -        739      759 
--------------  --------  --------  ------------  --------  ---------  ------- 
Loss for the 
 financial 
 period                -         -             -         -      (245)    (245) 
Total 
 comprehensive 
 income for 
 the period            -         -             -         -      (245)    (245) 
Reverse 
 acquisition         526     1,667           (2)   (1,963)          -      228 
Balance at 30 
 September 
 2010                544     1,667             -   (1,963)        494      742 
--------------  --------  --------  ------------  --------  ---------  ------- 
 

Interim group statement cash flows

for the six months ended 30 September 2010

 
                            6 months ended     6 months ended     Year ended 
                         30 September 2010  30 September 2009  31 March 2010 
                                   GBP'000            GBP'000        GBP'000 
                                 Unaudited          Unaudited      Unaudited 
 
Cash inflow from 
operating activities 
Cash inflow from 
 operating activities 
 before tax             7               51                114            364 
Corporation tax paid                     -                  -           (32) 
----------------------   -----------------  -----------------  ------------- 
Net cash inflow from 
 operating activities 
 after tax                              51                114            332 
 
Cash inflow/ (outflow) 
from investing 
activities 
Finance income 
 received                                1                  -              1 
Cash acquired on 
 reverse acquisition                    82                  -              - 
Purchase of property, 
 plant and equipment                 (129)              (128)          (220) 
Proceeds from 
 disposals of 
 property, plant and 
 equipment                              69                  -              - 
----------------------   -----------------  -----------------  ------------- 
Net cash inflow/ 
 (outflow) from 
 investing activities                   23              (128)          (219) 
----------------------   -----------------  -----------------  ------------- 
 
Cash inflow from 
financing activities 
Finance cost paid                        8                (6)           (17) 
Hire purchase 
 agreements                             24                 73             92 
Net cash inflow from 
 financing activities                   32                 67             75 
----------------------   -----------------  -----------------  ------------- 
 
Net increase in cash 
 and cash equivalents                  106                 53            188 
----------------------   -----------------  -----------------  ------------- 
 
Cash and cash 
 equivalents at 
 beginning of period                   284                 96             96 
 
Cash and cash 
 equivalents at end of 
 period                                390                149            284 
----------------------   -----------------  -----------------  ------------- 
 

Notes to the interim group financial statements

for the six months ended 30 September 2010

1. GENERAL INFORMATION

Fuse 8 plc and its subsidiaries' principal activities are digital marketing communications services.

Fuse 8 plc, a Public Limited Company, is incorporated and domiciled in the United Kingdom.

The financial information set out in the interim report does not constitute statutory accounts as defined in the Companies Act 2006.

The statutory financial statements for the year ended 31 March 2010 for Fuse 8 Group Limited and for the year ended 30 September 2009 for Fuse 8 plc (formerly Award International Holdings plc), both prepared under United Kingdom General Accepted Accounting Practices (GAAP), have been filed with the Registrar of Companies. The auditor's report on those financial statements was unqualified and did not contain a statement under Sections 498 (2) and (3) of the Companies Act 2006.

The interim report was approved by the Board on 14 December 2010.

2. BASIS OF PREPARATION

The Company issued new shares in June 2010 to acquire the share capital of Fuse 8 Group Limited (see note 8). After the acquisition the directors of Fuse 8 Group Limited, owned the majority of Fuse 8 plc. Under International Financial Reporting Standards (IFRS), the transaction is deemed to be a reverse acquisition. The assets and liabilities of Fuse 8 Group Limited have been recognised and measured at their pre-combination carrying values and the comparative results are those of Fuse 8 Group Limited and therefore the retained earnings and other reserves brought forward are those of Fuse 8 Group Limited. The cost of the acquisition was measured at the fair value of the ordinary shares that were issued to effect the reverse acquisition. The assets and liabilities of Fuse 8 plc have been recognised at the fair value at the acquisition date. The premium arising on the acquisition has been written off within the income statement. The share capital and share premium at the period end are those of the parent company Fuse 8 plc. The movement in the share capital and share premium from Fuse 8 Group Limited to Fuse 8 plc is recognised in a merger reserve.

This consolidated financial information for the six months ended 30 September 2010 has been prepared in accordance with IAS 34, "Interim Financial Reporting" as adopted by the European Union. The interim group financial statements should be read in conjunction with the annual financial statements for the year ended 31 March 2010, for Fuse 8 Group Limited prepared in accordance with UK GAAP and the AIM listing document dated 23 June 2010 which converted the UK GAAP financial statements to comply with IFRS. No adjustments were required to the numbers reported initially under UK GAAP to comply with IFRS and as such the comparative numbers for 31 March 2010 and 30 September 2009 agree with those presented under UK GAAP.

This interim financial information has been prepared using the accounting policies set out in the Group's admission document to AIM published on 23 June 2010.

Copies of the interim results for the six months ended 30 September 2010 are being sent to all shareholders. A copy can also be found on the Company's website at www.fuse8.com.

Comparative period

The comparative period for the interim financial statements is for the six months to 30 September 2009 and the 12 months to 31 March 2010 which was the previous year end for Fuse 8 Group Limited. The 31 March 2010 figures are drawn from the audited financial statements of Fuse 8 Group Limited and will be the comparative period for the Group financial statements prepared to 31 March 2011 for the Fuse 8 plc Group. However, as those financial statements were prepared under UK GAAP, the 31 March 2010 figures have been described as unaudited.

The period end of Fuse 8 plc (the parent) has been extended by six months to 31 March 2011. Due to the use of reverse acquisition accounting prescribed under IFRS, the Group results at 31 March 2011 will represent:

- 12 month trade of Fuse 8 Group Limited (the trading subsidiary) - Fuse 8 plc results from the date of the reverse acquisition of 23 June 2010 to 31 March 2011.

Prior to the release of the interim financial statement for the six months to 30 September 2010, Fuse 8 plc (when it traded as Award International Holdings plc) released interim results for the six months to 31 March 2010 which were included in the AIM admission document published on 23 June 2010. The results included in those interims to 31 March 2010 related solely to the Company's activities as Award International Holdings plc and the results occurred prior to the reverse acquisition. As such, the 31 March 2010 interims have not been included in these interim group financial statements as comparative information as they have no relevance to the newly created Group.

3. segmental analysis

The Group operates in one business segment, the provision of digital marketing communications services. As such, no further segmental information has been disclosed.

4. Taxation charge

The taxation charge for the period ended 30 September 2010 differs to the standard rate of tax as explained below.

 
                                    6 Months ended  6 Months ended  Year ended 
                                      30 September    30 September    31 March 
                                              2010            2009        2010 
                                           GBP'000         GBP'000     GBP'000 
(Loss)/ profit before taxation               (191)             378         585 
----------------------------------  --------------  --------------  ---------- 
(Loss)/ profit before taxation by 
 rate of tax of 28%                           (53)             105         164 
Non tax deductible acquisition 
 costs                                         115               -           - 
Other timing differences                       (8)            (19)          16 
Taxation charge                                 54              87         180 
----------------------------------  --------------  --------------  ---------- 
 

5. EARNINGS PER SHARE

The calculation of the basic earnings per share is based on the profit on ordinary activities after tax and on the weighted average number of Ordinary shares in issue during the year.

As a result of the reverse acquisition, the weighted average number of shares up until the reverse acquisition is deemed to be the number of shares that were issued by Fuse 8 plc for the reverse acquisition.

The diluted earnings per share figure is the same as the basic earnings per share as no diluting shares or options exist.

The (loss)/ profit and weighted average number of shares used in the calculations are set out below:

 
                          (Loss)/ 
Basic and diluted          profit  Weighted average number  Earnings per share 
earnings per share        GBP'000    of shares Number '000               Pence 
-----------------------  --------  -----------------------  ------------------ 
 
6 months ended 30 
 September 2010             (245)                   11,350              (2.2p) 
 
6 months ended 30 
 September 2009               291                   10,215                2.8p 
 
Year ended months ended 
 31 March 2010                405                   10,215                4.0p 
 
 

6. Dividend

The Board of Directors does not recommend the payment of a dividend.

7. Net cash inflow from operating activities

 
                                                           6 Months       Year 
                                            6 Months          ended      ended 
                                  ended 30 September   30 September   31 March 
                                                2010           2009       2010 
                                             GBP'000        GBP'000    GBP'000 
Operating (loss)/ profit                       (182)            384        601 
Depreciation                                      42             39         98 
Non cash element of acquisition 
 costs                                           110              -          - 
Profit on disposal of property, 
 plant and equipment                             (9)              -          - 
Increase in receivables                         (36)          (406)      (448) 
Decrease in payables                             126             97        114 
--------------------------------  ------------------  -------------  --------- 
Net cash inflow from operating 
 activities                                       51            114        364 
--------------------------------  ------------------  -------------  --------- 
 

8 Reverse acquisition

On the 23 June 2010, Fuse 8 plc (formerly Award International Holdings plc) acquired all of the issued share capital of Fuse 8 Group Limited. The transaction has been accounted for as a reverse acquisition under International Financial Reporting Standards. The amounts recognised for each class of assets, liabilities and contingent liabilities recognised at the acquisition date were as follows:

 
                                                    GBP'000 
Trade and other receivables                              41 
Cash                                                     82 
                                                    ------- 
Trade and other payables                                (5) 
Net assets acquired                                     118 
 
Non cash fair value of shares issued                    228 
Acquisition fees                                        301 
                                                    ------- 
                                                        529 
 
 Exceptional cost of acquisition recognised in the 
                                  income statement      411 
--------------------------------------------------  ------- 
 

This information is provided by RNS

The company news service from the London Stock Exchange

END

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