TIDMCROS
RNS Number : 9696G
Crossrider plc
10 March 2015
Crossrider plc
("Crossrider," the "Company" or the "Group")
Final results for the year ended 31 December 2014
Strong organic growth and operational progress following IPO
Crossrider (AIM:CROS) the creator of digital advertising
platforms specialising in monetising web and mobile media through
the use of big data, today announces its audited results for the
year ended 31 December 2014.
Financial highlights
-- Revenue up $56.3 million to $71.1 million, (2013: $14.8
million)
-- Pro-forma(1) revenue up $52.2 million to $73.8 million,
(2013: $21.6 million)
-- Adjusted EBITDA(2) up $12.2 million to $13.3 million, (2013:
$1.1 million)
-- Adjusted cash flow from operations(2) up $14.0 million to
$14.6 million, (2013: $0.6 million)
-- Adjusted basic EPS(3) 9.5 $ cents per share, (2013: 1.3 $
cents per share)
-- Strong balance sheet with no debt and $76 million of cash
balances at the period end
(1) Pro-forma revenue shows the revenues of the Group as if the
results of Ajillion and DefinitiMedia had been included since
inception.
(2) EBITDA, Adjusted EBITDA and Adjusted cash flow from
operations are non GAAP measures. Adjusted EBITDA and adjusted cash
flow from operations are company specific measures which exclude
other operating income and expenses which are considered to be one
off and non-recurring in nature. (See reconciliation in the Chief
Financial Officer's review below)
(3) Adjusted basic EPS excludes the after tax impact of
amortisation of acquired intangibles, and other operating income
and expenses which are considered to be one off and non-recurring
in nature.
Operational highlights
-- Completion of IPO raising $75 million, valuing the Company at
$250 million
-- Continued investment to maintain technological superiority of
the Crossrider engine and platforms, which continue to perform
strongly
-- Average unique monthly users up 50 million since IPO to 200
million
-- Average daily monetised ad spaces up 200 million since IPO to
1.8 billion
-- Average daily available ad spaces up 3 billion since IPO to
5.3 billion
-- Strong momentum into 2015
Commenting on the results, Koby Menachemi, Chief Executive
Officer of Crossrider, said:
"Since listing we have maintained strong momentum through
organic growth, in addition to developing our mobile offering. Our
technology serves every part of the digital advertising process,
making it more efficient and cost effective. Crossrider is at the
heart of the digital advertising industry's growth and we expect
our unique approach to create new opportunities for us throughout
2015 and beyond."
Outlook
The Board looks to 2015 with confidence due to the unique
strengths that differentiate Crossrider from its competitors,
enabling the Company to take advantage of the many opportunities it
faces in the rapidly growing digital advertising space. The
Company's technology platform is adaptable and scalable, ideally
positioning it in the mobile advertising space, which is expected
to be the fastest growing stream of digital advertising. Through
these opportunities, the Board expects the Company to continue
performing well through the next financial period.
- Ends -
For more information contact
Crossrider plc
Koby Menachemi, Chief Executive
Officer
Mark Carlisle, Chief Financial
Officer
c/o Bell Pottinger +44 (0) 20 3772 2500
Shore Capital
Bidhi Bhoma
Toby Gibbs
Jamie Cameron +44 (0) 20 7408 4090
Bell Pottinger
David Rydell
Olly Scott
James Newman +44 (0) 20 3772 2500
About Crossrider
Crossrider is a creator of digital advertising platforms
specialising in monetising web and mobile media through the use of
big data. The Company's web and mobile platforms power ad networks,
agencies and direct publishers and enable the delivery of relevant
digital advertising through the analysis of big data: making online
marketing significantly more efficient and cost effective.
The Group operates web and mobile platforms which generate big
data, enabling the development of a proprietary ad serving
algorithm and engine that can extract value from this data to
deliver relevant advertising to targeted users.
Crossrider's vision is to become the de facto standard platform
for delivering relevant web and mobile adverts to billions of
people, powering the next generation of digital advertising.
www.crossrider.com
Chairman's statement
On behalf of the Board it gives me great pleasure to present the
Company's maiden set of results. The last year has been a momentous
period in the Company's development, having successfully completed
an IPO on the London Stock Exchange's AIM market in September,
which raised $75 million, (GBP45.9 million) valuing the Company at
$250 million, (GBP152.9 million). Funds raised at the time of the
IPO enable us to confidently pursue our strategy to grow the
business. At the same time the wider business has continued to
perform strongly with the operational momentum which led us to
upwardly revise our expectations for the Group's financial results
on 18 December 2014. The Group grew significantly in 2014.
Crossrider's total revenues for the year were $71.1 million which
represents an increase of 380% on total revenues of $14.8 million
in 2013. Of the growth in revenue for 2014 of $56.3 million, $47.8
million was due to organic growth and $8.5 million due the
acquisition of Ajillion and DefinitiMedia in May 2014. Group
Adjusted EBITDA(1) was $13.3 million compared to $1.1 million in
2013. The Group was cash generative in the year with a cash inflow
from operations of $9.3 million and ended the year with cash
balances of $76.0 million at 31 December 2014.
Whilst pursuing a growth strategy for the business, the Board is
mindful of its duty to maintain strong financial discipline
balanced with the need to deliver innovation in the Company's
target markets; geographical diversity; and investment in research
and development to consolidate its position in existing markets.
The Company and its management are focussed on demonstrating the
Group's proven abilities across the mobile advertising value chain
and creating stable streams of revenue which will enable it to
increase market share and improve the breadth and depth of its
service offering. Crossrider's vision is to become the de facto
platform for delivering relevant web and mobile adverts to billions
of people, powering the next generation of digital advertising.
The Company has developed strong market presence in the United
Kingdom, North America and Europe. Whilst our immediate focus is
revenue growth in North America, we are also working to be
attractively positioned in a number of important South America and
Asian markets. At the heart of this activity is the Group's
continued commitment to technological innovation as embodied in the
Crossrider engine which drives the Company's ability to
appropriately target relevant advertising online and on-the-go for
its clients and their customers.
The Company's high standards of corporate governance have been
demonstrated through its recent initial public offering. The
executive management team of CEO and founder Koby Menachemi and CFO
Mark Carlisle provide industry expertise and listed company
experience in the UK and beyond. Crossrider benefits from 25 years
of information technology and software experience in Non-Executive
Director David Cotterell and AIM directorate experience in
Non-Executive Director Martin Blair.
Given the many opportunities within the Company's grasp and the
high quality of its technology platform, the Board looks to the
future with confidence. Crossrider operates in a market where
global spending is approximately $140 billion and is forecast to
grow this year by 14%(2) . We believe the future of digital
advertising is mobile as ever greater numbers of advanced smart
phones and tablets populate our target markets, creating
opportunities for businesses to efficiently deliver engaging
targeted advertising campaigns through our systems thereby
achieving greater return on investment.
Outlook
The Board looks to 2015 with confidence due to the unique
strengths that differentiate Crossrider from its competitors,
enabling the Company to take advantage of the many opportunities it
faces in the rapidly growing digital advertising space. The
Company's technology platform is adaptable and scalable, ideally
positioning it in the mobile advertising space, which is expected
to be the fastest growing stream of digital advertising. Through
these opportunities, the Board expects the Company to continue
performing well through the next financial period.
Don Elgie
Chairman
9 March 2015
(1) Group adjusted EBITDA is calculated as operating loss before
depreciation, amoritsation, other operating income, exceptional and
non-recurring costs and employee share-based payment charges. The
Directors believe that this provides a better understanding of the
underlying trading performance of the business. A reconciliation
from Group operating profit to Group adjusted EBITDA is included in
the Chief Financial Officers' review below.
(2) Source: eMarketer
Chief Executive Officer's review
It has been a transformational year for Crossrider. The
admission to AIM in September 2014 confirmed Crossrider's status as
a leader in the fast-growing digital advertising space, enabling
the Company to retain and attract leading talent in a highly
competitive market and providing access to the capital required to
continue the Company's development. It has been a year of
significant progress and change through which Crossrider has
demonstrated its prudent management and profitable business model
in a rapidly developing and growing sector.
Crossrider continues to position itself at the forefront of the
rapidly growing mobile advertising market which was estimated to be
worth $33 billion in 2014 and is expected to be worth $109 billion
by 2018(1) . In terms of geographical expansion, North America is
already a significant market for Crossrider with 28% of Group
revenue being derived from this region where it remains committed
to exploring expansion opportunities. In addition, the team
continues to focus on the key Asian and South American markets
which have significant potential.
The growth trajectory outlined at IPO has continued. During
December 2014, Crossrider delivered ads to 200 million users which
compared to delivering ads to 150 million users in September 2014
and 90 million in January 2014. Crossrider also monetised on
average more than 1.8 billion ad spaces per day in December 2014,
up from 1.6 billion in August 2014.
Strategy
Crossrider generates value from multiple points within the
digital advertising value chain. Our vision is to become the
de-facto standard platform for digital advertising. The Company's
aim is to leverage data and analysis from multiple web and mobile
platforms to enable better user targeting across a variety of
devices, thereby improving the efficiency of the advertising value
chain. To achieve this, Crossrider is focused on organic growth and
internal R&D activity combined with evaluating multiple
acquisition targets, within a framework of strong financial
discipline.
Organic growth strategy
The businesses within the wider Crossrider group continue to
grow and develop. Since the IPO, significant work has continued to
integrate these businesses and to make the most of the expertise
and talent of all our people across each of our platforms. We set
out below the specific strategies within the Web and Desktop and
Mobile divisions; our strategy is to leverage data, technology and
expertise across platforms and devices as technology converges.
In Web and Desktop we are focused on driving more and more data
through the extensions platform and to leverage this data with
existing and new technology. This is the core of Crossrider and our
team is constantly innovating to create exciting new initiatives
and technologies across the entire digital advertising value chain
to keep Crossrider at the forefront of this dynamic market. Our app
distribution business, which is growing rapidly as a result of its
integration into the Crossrider team, will also use this expertise
to create and distribute additional proprietary apps and to expand
into new markets.
In Mobile we aim to further increase the liquidity of data
across our platforms. We are also positioning Crossrider at the
forefront of exciting new growth opportunities by integrating
innovative new mobile video advertising technologies; and expanding
its exposure to new market segments. In addition, the Company is
working to grow its real time bidding activities in order to
deliver greater efficiencies for advertisers in the mobile space.
Our goal is to be the operating system of mobile advertising.
Acquisition strategy
Since the IPO, we have evaluated a significant number of
potential acquisitions, several of which have resulted from
in-bound opportunities. The Board's stated strategy at the time of
the IPO has not altered and the Group's acquisition criteria remain
focused on:
-- Relevant and unique or /disruptive technologies that can be
leveraged via our existing data and platforms;
-- Demonstrable track record of sustainable growth and
profitability; and
-- High quality teams.
Potential targets could include Ad Networks that enable us to
leverage additional data across our existing platforms; companies
with additional technology capabilities such as Big Data analysis,
Video or Programmatic Media buying; and diversified app companies
whose products can benefit from the Group's market leading
distribution capabilities. Additionally, we will also use
acquisitions to expand our existing product offerings into new
geographic territories.
Technology
Crossrider collects non-personally identifiable ("NPI") data
which our propriety algorithms use to appropriately target relevant
ads to users via the Group's platforms. This increases Return On
Investment (ROI) for advertisers and revenue for publishers.
Crossrider's Business Intelligence (BI) Dashboard also enables
clients to estimate user lifetimes, values and Average Revenue Per
Unit; and therefore to predict future campaign success and ROI. The
Group's technology strategy is to drive traffic and data to its web
and mobile platforms and to be able to target users across a
variety of devices.
Web and desktop
Crossrider's web and desktop division comprises its Web
extensions development and Desktop apps distribution platforms.
These platforms use Crossrider's data analysis technology and BI
dashboards to allow publishers and advertisers to easily view and
understand their traffic sources. Data analysis of KPIs, such as
installation success rate; number of active users; and type of
browser can be used to model potential revenue over a specific
campaign period.
Web extensions expand the functionality of an internet browser
in the same way that an app adds additional functionality to a
mobile device. Crossrider's web extensions platform allows
developers to use one code to build web extensions which function
on all four main internet browsers. Crossrider enables developers
to monetise their web apps through the provision of intelligent
advertising. Advertising revenue is shared between the developer
and Crossrider with the developer typically receiving the majority
of the net revenues generated from their apps.
At the time of admission to AIM, c.30,000 web app developers
were using Crossrider's propriety software platform generating 1.4
million daily new installations. This has risen to c.34,000 since
IPO, generating 1.6 million daily new installations. Web extensions
built using the Crossrider platform have now been downloaded c. 1.2
billion times. In November 2014 the Company also successfully
launched its Web extensions for Mac OS.
The Desktop apps distribution platform drove the distribution of
the Company's PC repair utility provider, Reimage, which performed
ahead of expectations for the 2014 financial year. Reimage uses a
repository of software "spare parts" by replacing faulty files with
new versions. In 2014 Reimage software was installed on over 16
million devices, repairing nearly 1 million PCs, reflecting the
high quality of this product. Over 70,000 subscriptions to Reimage
were sold in December 2014, up from over 30,000 in August 2014.
During 2014 Reimage also released its first app for the repair of
Android mobile phones and developed its Mac OS repair utility,
which is due for release in Q1 2015. Following the successful
distribution of the Reimage app this platform will be expanded to
distribute additional apps in the coming year.
The Web and Desktop division generated revenues of $62.6 million
in 2014. This represented organic revenue growth of 323% over
revenues of $14.8 million in 2013.
The strategy for the Web and Desktop division is to continue to
drive growth in traffic and data on the platform through the use of
better data analysis as well as the addition of innovative and
complimentary new products to the Group's web platforms.
Mobile
Crossrider's mobile division operates its own Mobile media
management platform Platform (Ajillion); and its own Mobile Ad
Network (DefinitiMedia).
Ajillion is a white-label mobile management platform for ad
networks, agencies and monetisation platforms, providing a full set
of technology tools that enable customers to manage and analyse
their day-to-day operations. It is currently used by 130 ad
networks worldwide. The Group's ad exchange allows ad networks to
buy and sell media from publishers and advertisers seamlessly.
Ajillion's revenue model is based on usage fees charged as a
revenue share.
Since IPO the Company has continued to invest in and scale its
Ajillion technology platform. In line with its strategy to increase
the volume of ad impressions available on its exchange it currently
receives over 5 billion ad requests daily, compared with 1.6
billion at IPO and has an average of 20,000 campaigns running at
any one time. Since its inception Ajillion's strategy has been to
invest in technology that supports the programmatic buying and
selling of media such as Real Time Bidding ("RTB"). RTB is the
buying and selling of online ad impressions through real-time
auctions that occur in the time it takes a webpage to load. In 2014
RTB became one of Ajillion's largest growing segments, both in
terms of activity and revenue. In addition, the Company has
continued to invest in additional industry leading ad formats and
has now successfully added video capability.
DefinitiMedia is Crossrider's captive ad network providing
advertisers and publishers with managed services through the
Ajillion platform. It operates in over 20 countries and has over 85
direct advertising relationships to purchase media space directly
from publishers, before engaging with advertisers on dynamic
models. DefinitiMedia benefits from both its ability to offer
targeted advertising using the Crossrider Engine and from the
capabilities of Ajillion, which includes precision tracking, scale
and global distribution. It operates a variable and fixed price
model, based on cost per acquisition ("CPA"), and also a revenue
sharing model. As the Group continues into the next phase of
integration for its platforms, DefinitiMedia has already started to
use its ad network expertise to manage advertising generated by the
Web and Desktop division.
The mobile division was acquired by the Group in May 2014. It
generated revenues of $8.5 million in 2014. On a pro-forma basis,
as if the division had been owned by the Company since its
inception, the division generated revenues of $11.2 million in 2014
(2013: $6.7 million).
The strategy for the mobile division is to continue to grow the
volume of ads placed using the Company's Ad Exchange through
further development and use of Crossrider's proprietary algorithm
for better audience targeting; further development of
publisher/sell side tools; and support for additional ad formats,
such as video. This will enable Crossrider to continue to expand
into new regions in addition to attracting and growing new and
existing clients.
Core values in software distribution
Crossrider is committed to its core value of distributing
quality software and is an active participant and sponsor of the
Microsoft Clean Software Alliance. Through this activity the
Company supports campaigns to prevent the download of malware and
unwanted programs.
People
Crossrider's achievements have been significant during the last
year and none of them would have been possible without the
expertise and dedication of its people, whom management thanks for
their hard work and innovative approach to serving customers.
Outlook
We operate in an extremely dynamic market, one which is
continuing to change. We aim to position Crossrider at the
forefront of this change. We continue to believe that the biggest
opportunity in the sector lies in mobile advertising and that this
will ultimately be the future of the business. Notwithstanding
this, new and growing technologies such as Video, Real Time Bidding
and Programmatic Media buying all represent areas for growth in
both web and mobile advertising.
As a result, the Company continues to invest in the capability
and reach of all of its platforms and is well positioned for the
continued convergence between web and mobile technology. We also
continue to actively seek acquisition opportunities and examine
those presented to us. This, combined with the market opportunities
particularly in the mobile advertising space, means that Crossrider
is well positioned for the future as we continue to deliver our
organic growth strategy and pursue our M&A strategy with
confidence.
Koby Menachemi
Chief Executive Officer
9 March 2015
(1) Source: eMarketer
Chief Financial Officer's review
Following the IPO in September 2014, the Group has continued its
strong organic growth and traded above expectations for the year
ended 31 December 2014. Revenue for the year was $71.1 million,
(2013: $14.8 million). Of the growth in revenue for 2014 of $56.3
million, $47.8 million was due to organic growth and $8.5 million
due the acquisition of Ajillion and DefinitiMedia in May 2014.
Adjusted EBITDA was $13.3 million, (2013: $1.1 million). Operating
cash flow for the year was strong at $9.3 million, (2013: $2.9
million outflow); after adjusting for one-off and non-recurring
items adjusted operating cash flow was $14.6 million, (2013: $0.6
million). The Group has a strong balance sheet with cash of $76.0
million at 31 December 2014 (31 December 2013 $2.2 million).
Revenue
2014 2013
$'000 $'000
Web and Desktop 62,647 14,846
Mobile 8,459 -
------ ------
Revenue 71,106 14,846
====== ======
Web and desktop revenue grew by $47.8 million to $62.6 million
in 2014 driven entirely by the organic growth of the Web extensions
and Desktop app distribution businesses in the year.
Revenue from Mobile activities in 2014 totalled $8.5 million and
was generated by the Ajillion and DefinitiMedia businesses that
were acquired in May 2014. On a pro-forma basis, (as if Ajillion
and Definiti had been part of the Group during the whole of 2013
and 2014) revenue from Mobile grew by $4.5 million to $11.2 million
in 2014.
The following table shows the revenues of the Group as if the
results of Ajillion and DefinitiMedia had been included since
inception:
2014 2013
$'000 $'000
Web and Desktop 62,647 14,846
Mobile 11,184 6,706
------ ------
Pro-forma revenue 73,831 21,552
====== ======
Gross profit
2014 2013
$'000 $'000
Revenue 71,106 14,846
Cost of sales (13,178) (3,359)
Gross profit 57,928 11,487
======== =======
Cost of sales comprises commissions paid to publishers and
payment processing fees.
Operating costs
Operating costs are analysed as follows:
2014 2014 2013 2013
Adjusted Total Adjusted Total
$'000 $'000 $'000 $'000
Direct sales and
marketing costs 32,812 32,812 4,614 4,614
Indirect sales and
marketing costs 1,728 3,082 660 660
--------- -------- --------- -------
Selling and marketing
costs 34,540 35,894 5,274 5,274
-------------------------- --------- -------- --------- -------
Research and development
costs 3,211 6,118 2,607 2,607
Management, general
and administrative
cost 6,833 14,790 2,475 6,015
Depreciation and
amortisation 364 8,917 112 7,967
--------- -------- --------- -------
Total operating
costs 44,948 65,719 10,468 21,863
========= ======== ========= =======
Adjusted operating costs exclude share based payment charges,
exceptional and non-recurring costs and amortisation of acquired
intangible assets.
Adjusted EBITDA
Adjusted EBITDA increased by $12.2 million to $13.3 million in
2014. Adjusted EBITDA is a non-GAAP company specific measure which
is considered to be a key performance indicator for the Group's
financial performance. It excludes other operating income, share
based payment charges and expenses which are considered to be
one-off and non-recurring in nature. Adjusted EBITDA is calculated
as follows:
2014 2013
$'000 $'000
Operating loss (7,497) (9,615)
Depreciation and amortisation 8,917 7,967
Other operating income (294) (761)
Employee share-based
payment charge 6,787 -
Exceptional and non-recurring
costs 5,431 3,540
------- -------
Adjusted EBITDA 13,344 1,131
======= =======
Other operating income relates to the net income, (gross income
recharged less related expenses) earned from services terminated in
2014.
Exceptional and non-recurring costs in 2014 comprise IPO related
costs of $0.8 million, (2013: $ nil), non-recurring staff costs of
$0.4 million, (2013 $ nil) and payments in respect of the
Crossrider, Ajillion and DefinitiMedia acquisitions expensed
through the income statement of $4.3 million, (2013: $3.5
million).
Loss before tax
Loss before tax was $11.7 million (2013: $12.4 million). Finance
costs in 2013 and 2014 primarily comprise interest on shareholder
loans which were capitalised in September 2014.
Profit after tax
Loss after tax was $11.8 million (2013: $12.3 million). The
Group continues to recognise a deferred tax asset of $0.5m (2013:
$0.4m) in respect of tax losses accumulated in previous years.
Cash flow
2014 2013
$'000 $'000
Cash flows from operations 9,314 (2,927)
Exceptional and non-recurring
costs 5,020 3,540
Other operating income 253 (31)
Adjusted cash flows
from operations 14,587 582
------ -------
% of Adjusted EBITDA 109% 51%
====== =======
Cash flows from operations was strong at $9.3 million (2013:
cash outflow from operations of $2.9 million). Adjusted cash flows
from operations was $14.6 million and as a result of robust working
capital management this represented 109% of adjusted EBITDA.
Tax paid in the year was $0.9 million which represented a
reduction of $8.4 million over the amount paid in 2013 of $9.3
million which arose as a result of the original acquisition of the
Crossrider business.
The net proceeds of the IPO in September 2014 were $71.4 million
and proceeds from borrowings $6.5 million. These were offset by
capital expenditure of $1.5 million and cash payments in respect of
the Crossrider, Ajillion and Definiti Media acquisitions totalling
$9.8 million. As a result, net cash inflow from investing and
financing activities was $63.8 million (2013: $1.8 million
outflow).
Financial position
At 31 December 2014 the Group had cash of $76 million and net
assets of $111 million. In September 2014 the Group capitalised
$56.1 million of shareholder loans prior to the IPO and the Group
is debt free. At 31 December 2014 trade receivables were $12.6
million, (2013: $4.9 million) which represented 34 days
outstanding, (2013: 52 days).
Key performance indicators
The Group's key performance indicators ("KPIs"), which are
reviewed by management on a regular basis are set out below:
2014 2013
Financial $'000 $'000
Revenue 71,106 14,846
Adjusted EBITDA 13,344 1,131
Cash flows from
operations 9,314 (2,927)
Adjusted cash flows
from operations 14,587 582
Net assets/(liabilities) 110,812 (2,023)
Non-financial Number Number
Headcount 132 80
Average unique monthly
users 200 million 90 million
Directors' responsibility statement
We confirm to the best of our knowledge:
1. The Group and Company financial statements, prepared in
accordance with IFRSs as adopted by the European Union give a true
and fair view of the assets, liabilities, financial position and
profit of the Group and Company; and
2. The business review, which is incorporated into the
Directors' Report, includes a fair review of the development and
performance of the business and the position of the Group and
Company, together with a description of the principal risks and
uncertainties they face.
The Directors of Crossrider plc are listed in the Group's Annual
Report and Accounts for the year ended 31 December 2014. A list of
current directors is maintained on Crossrider's website,
www.crossrider.com.
By order of the Board,
Koby (Yakov) Menachemi Mark Carlisle
Chief Executive Officer Chief Financial Officer
9 March 2015 9 March 2015
Consolidated statement of comprehensive income
For the year ended 31 December 2014
2014 2013
Note $'000 $'000
Revenue 2 71,106 14,846
Cost of sales (13,178) (3,359)
-------- --------
Gross profit 57,928 11,487
Selling and marketing
costs (35,894) (5,274)
Research and development
costs (6,118) (2,607)
Management, general
and administrative
costs (14,790) (6,015)
Depreciation and amortisation (8,917) (7,967)
-------- --------
Total operating costs (65,719) (21,863)
Other operating income
(*) 294 761
Operating loss 3 (7,497) (9,615)
Adjusted EBITDA (*) 3 13,344 1,131
-------- --------
Other operating income 294 761
Employee share-based
payment charge 6 (6,787) -
Exceptional and non-recurring
costs 3 (5,431) (3,540)
Depreciation and amortisation (8,917) (7,967)
-------- --------
Operating loss 3 (7,497) (9,615)
------------------------------ ---- -------- --------
Finance income 49 51
Finance costs (4,277) (2,883)
-------- --------
Loss before taxation (11,725) (12,447)
Tax (charge)/credit 4 (43) 98
-------- --------
Loss for the year (11,768) (12,349)
Other comprehensive
income:
Foreign exchange differences
on translation of foreign
operations 2 (16)
-------- --------
Total comprehensive
income for the year
- attributable to owners
of the parent (11,766) (12,365)
======== ========
Basic earnings per
share (cents) 7 (10.5) (12.3)
Diluted earnings per
share (cents) 7 (10.5) (12.3)
-------- --------
(*)Other operating income relates to the net income (gross
income recharged less related expenses) earned from services
terminated in 2014. Adjusted EBITDA is a non GAAP measure. Adjusted
EBITDA is a company specific measure which excludes employee
share-based payment charges and other operating income and expenses
which are considered to be one off and non-recurring in nature.
Consolidated statement of financial position
As at 31 December 2014
2014 2013
Note $'000 $'000
Non-current assets
Intangible assets 35,767 30,703
Property, plant and
equipment 1,178 433
Available for sale
investment - 16
Non-current loans receivable - 1,015
Deferred tax asset 4 567 444
37,512 32,611
-------- --------
Current assets
Trade and other receivables 14,100 5,281
Cash and cash equivalents 76,041 2,152
90,141 7,433
Total assets 127,653 40,044
======== ========
Equity
Share capital 5 15 10
Additional paid in
capital 136,399 11,088
Retained earnings (25,602) (13,121)
Equity attributable
to equity holders of
the parent 110,812 (2,023)
-------- --------
Non-current liabilities
Borrowings from related
parties - 37,950
Deferred tax liabilities 4 1,283 -
Deferred consideration
for the acquisition
of subsidiary 8 877 -
2,160 37,950
-------- --------
Current liabilities
Trade and other payables 13,538 4,117
Deferred consideration
for the acquisition
of subsidiary 8 1,143 -
14,681 4,117
-------- --------
Total equity and liabilities 127,653 40,044
======== ========
The financial statements were approved by the Board and
authorised for issue on 9 March 2015.
Yakov (Koby) Menachemi Mark Carlisle
Chief Executive Officer Chief Financial Officer
Consolidated statement of changes in equity
For the year ended 31 December 2014
Share Additional Retained Total
capital paid in earnings
capital
$'000 $'000 $'000 $'000
At 1 January 2013 1 3,531 (756) 2,776
Loss for the year - - (12,349) (12,349)
Other comprehensive
income:
Foreign exchange
differences on translation
of foreign operations - - (16) (16)
-------- ---------- --------- --------
Total comprehensive
income for the year - - (12,365) (12,365)
Transactions with
owners:
Capital contribution - 7,557 - 7,557
Elimination of former
parent (1) - - (1)
Issue of equity share
capital 10 - - 10
-------- ---------- --------- --------
Total transactions
with owners 9 7,557 - 7,566
-------- ---------- --------- --------
At 31 December 2013 10 11,088 (13,121) (2,023)
======== ========== ========= ========
At 1 January 2014 10 11,088 (13,121) (2,023)
Loss for the year - - (11,768) (11,768)
Other comprehensive
income:
Foreign exchange
differences on translation
of foreign operations - - 2 2
-------- ---------- --------- --------
Total comprehensive
income for the year - - (11,766) (11,766)
Transactions with
owners:
Share based payments - - 6,787 6,787
Issue of equity share
capital (*) 5 125,311 (7,502) 117,814
-------- ---------- --------- --------
Total transactions
with owners 5 125,311 (715) 124,601
-------- ---------- --------- --------
At 31 December 2014 15 136,399 (25,602) 110,812
======== ========== ========= ========
(*) Includes shareholder loans settled in exchange for the issue
of equity share capital.
Consolidated statement of cash flows
For the year ended 31 December 2014
2014 2013
Note $'000 $'000
Cash flow from operating activities
Loss for the year after taxation (11,768) (12,349)
Adjustments for:
Amortisation of intangible
assets 8,678 7,871
Depreciation of property,
plant and equipment 239 96
Current tax charge 4 431 185
Interest income (49) (40)
Interest expenses 2,825 2,843
Share based payment charge 6 6,787 -
Deferred tax movement 4 (388) (283)
Unrealised foreign exchange
differences 1,452 (16)
Foreign exchange on the translation
of non-current assets in foreign
currencies - (8)
-------- --------
Operating cash flow before
movement in working capital 8,207 (1,701)
Increase in trade and other
receivables (8,035) (3,959)
Increase in trade and other
payables 8,978 2,733
Increase in other current
liabilities 164 -
-------- --------
Cash flow from operations 9,314 (2,927)
Tax paid net of refunds (936) (9,310)
-------- --------
Cash generated from/(used
in) operations 8,378 (12,237)
Cash flow from investing activities
Purchases of property, plant
and equipment (950) (230)
Purchases of available for
sale financial assets - (16)
Loans granted - (850)
Net cash paid on business
combination 8 (9,799) -
Capitalisation of development
costs (597) (516)
-------- --------
Net cash used in investing
activities (11,346) (1,612)
Cash flow from financing activities
Interest paid - (13)
Net proceeds on issue of shares 71,419 9
Proceeds from borrowings 6,615 13,684
-------- --------
Net cash generated from financing
activities 78,034 13,680
-------- --------
Net increase/(decrease) in
cash and cash equivalents 75,066 (169)
Revaluation of cash due to
changes in foreign exchange
rates (1,177) -
Cash and cash equivalents
at beginning of year 2,152 2,321
-------- --------
Cash and cash equivalents
at end of year 76,041 2,152
======== ========
1. General information
The financial information set out in this document is for
Crossrider plc ("The Company") and its subsidiary undertakings
(together the "Group") in respect of the financial years ended 31
December 2013 and 2014.
Crossrider is a creator of digital advertising platforms
specialising in monetising web and mobile media through the use of
big data. The Company's web and mobile platforms power ad networks,
agencies and direct publishers and enable the delivery of relevant
digital advertising through the analysis of big data: making online
marketing significantly more efficient and cost effective.
Basis of preparation
The directors consider that the Group has adequate resources to
continue in operational existence for the foreseeable future and
that it is therefore appropriate to adopt the going concern basis
in preparing its financial statements.
The financial information set out in this document does not
constitute the Group's statutory financial statements for the year
ended 31 December 2014 or 31 December 2013. The annual report and
financial statements for the year ended 31 December 2014 were
approved by the Board of Directors on 9 March 2015 along with this
preliminary announcement. The financial statements for the year
ended 31 December 2014 have been reported on by the Independent
Auditor. The Independent Auditor's report on the financial
statements for 2014 was unqualified and did not draw attention to
any matters by way of emphasis.
The financial information set out in these preliminary results
has been prepared using International Financial Reporting Standards
(IFRSs) as adopted by the EU. The accounting policies adopted in
these preliminary results have been consistently applied to all the
years presented and are consistent with the policies used in the
preparation of the financial statements for the year ended 31
December 2013. The principal accounting policies adopted are
unchanged from those used in the preparation of the statutory
accounts for the period ended 31 December 2014. New standards,
amendments and interpretations to existing standards, which have
been adopted by the Group, have not been listed since they have no
material impact on the financial statements.
2 Segmental information
Segment revenues and results
The Group applies IFRS 8, "Operating Segments Reporting". Based
on the management reporting system, the Group operates two
reportable segments: Web and Desktop, and Mobile. Division between
the two segments is based upon the channel of delivery of product
or service.
Web and
Desktop Mobile Total
2014 2014 2014
$'000 $'000 $'000
Revenue 62,647 8,459 71,106
Cost of sales (13,178) - (13,178)
Direct sales and marketing
costs (25,609) (7,203) (32,812)
-------- -------- --------
Segment result 23,860 1,256 25,116
Central operating costs (11,772)
--------
Adjusted EBITDA(1) 13,344
Depreciation and amortisation (8,917)
Other operating income 294
Employee share-based
payment charge (6,787)
Exceptional and non-recurring
costs (5,431)
Operating loss (7,497)
Finance income 49
Finance costs (4,277)
--------
Loss before tax (11,725)
Taxation (43)
--------
Profit after taxation (11,768)
--------
Web and
Desktop Mobile Total
2013 2013 2013
$'000 $'000 $'000
Revenue 14,846 - 14,846
Cost of sales (3,359) - (3,359)
Direct sales and marketing
costs (4,614) - (4,614)
-------- -------- --------
Segment result 6,873 - 6,873
Central operating costs (5,742)
--------
Adjusted EBITDA(1) 1,131
Depreciation and amortisation (7,967)
Other operating income 761
Employee share-based -
payment charge
Exceptional and non-recurring
costs (3,540)
Operating loss (9,615)
Finance income 51
Finance costs (2,883)
--------
Profit before tax (12,447)
Taxation 98
--------
Profit after taxation (12,349)
--------
(1) Adjusted EBITDA is calculated as operating loss before
depreciation, amoritsation, other operating income, exceptional and
non-recurring costs and employee share-based payment charges as set
out in note 3. The Directors believe that this provides a better
understanding of the underlying trading performance of the
business.
Information about major customers
In 2014 there was one customer contributing more than 10% of
total revenue of the Group. Revenue from this customer was $9,346k.
In 2013 there were 5 customers who each contributed more than 10%
of total revenue of the Group. Revenue from these 5 customers
totalled $9,197k.
Geographical analysis of revenue
Revenue by origin
2014 2013
$'000 $'000
Europe 7,910 11,142
British Virgin Islands 56,686 3,704
Asia 6,510 -
------ ------
71,106 14,846
====== ======
Geographical analysis of non-current assets
2014 2013
$'000 $'000
Europe 25,742 29,885
British Virgin Islands 69 818
Asia 11,134 433
------- -------
Total intangible assets
and property, plant
and equipment 36,945 31,136
======= =======
3 Operating loss
Operating profit has been arrived at after charging:
2014 2013
$'000 $'000
Exceptional and non-recurring
costs
Non-recurring staff
costs 371 -
Initial Public Offering
costs 758 -
Expensed contingent
payments arising from
business combinations
(note 8) 4,302 3,540
------ -----
5,431 3,540
------ -----
Recurring staff costs 7,983 4,454
Auditor's remuneration:
Audit 92 71
Other services 201 2
Other operating income,
net 294 761
Amortisation of intangible
assets 8,678 7,871
Depreciation 239 96
Employee share-based 6,787 -
payment charge (note
6)
Rent payable under
operating leases 459 608
====== =====
Operating costs
Operating costs are further analysed as follows:
2014 2014 2013 2013
Adjusted Total Adjusted Total
$'000 $'000 $'000 $'000
Direct sales and
marketing costs 32,812 32,812 4,614 4,614
Indirect sales and
marketing costs 1,728 3,082 660 660
--------- -------- --------- -------
Selling and marketing
costs 34,540 35,894 5,274 5,274
-------------------------- --------- -------- --------- -------
Research and development
costs 3,211 6,118 2,607 2,607
Management, general
and administrative
cost 6,833 14,790 2,475 6,015
Depreciation and
amortisation 364 8,917 112 7,967
--------- -------- --------- -------
Total operating
costs 44,948 65,719 10,468 21,863
========= ======== ========= =======
Adjusted operating costs exclude share based payment charges,
exceptional and non-recurring costs and amortisation of acquired
intangible assets.
Adjusted EBITDA
Adjusted EBITDA is calculated as follows:
2014 2013
$'000 $'000
Operating loss (7,497) (9,615)
Depreciation and amortisation 8,917 7,967
Other operating income (294) (761)
Employee share-based
payment charge 6,787 -
Exceptional and non-recurring
costs 5,431 3,540
------- -------
Adjusted EBITDA 13,344 1,131
======= =======
4 Taxation
During the year the parent company became domiciled, for tax
purposes, in both the Isle of Man and the UK, having at the start
of the year being solely domiciled in the British Virgin Islands.
As a result a significant adjustment appears in the current period
tax reconciliation in respect of the change of jurisdiction part
way through the year. The final tax charge shown below arises
partially from the difference in tax rates applied in the
difference jurisdictions in which the subsidiaries' jurisdictions.
The total tax charge/(credit) can be reconciled to the overall tax
charge as follows:
2014 2013
$'000 $'000
Loss before taxation (11,725) (12,447)
-------- --------
Tax at the applicable
tax rate of 21% (2013:
23%) (2,462) (2,863)
Tax effect of:
Differences in overseas rates 1,178 2,130
Expenses not deductible for tax
purposes 1,259 433
Deferred tax not recognised on
losses carried forward 68 202
Tax charge/(credit)
for the year 43 (98)
======== ========
Analysed as:
Deferred taxation in
respect of the current
year (388) (283)
Current tax charge 431 185
-------- --------
Tax charge/(credit)
for the year 43 (98)
======== ========
The group has maximum corporation tax losses carried forward at
each period end as set out below:
2014 2013
$'000 $'000
Corporate tax losses
carried forward (14,744) (7,493)
======== =======
Details of the deferred tax asset recognised (arising in respect
of losses) is set out below:
2014 2013
$'000 $'000
At the beginning of
the year 444 161
Recognised in the year
due to temporary differences 191 283
Foreign exchange revaluation (68) -
----- -----
At the end of the year 567 444
===== =====
Details of the deferred tax liability recognised (arising from
timing differences on intangible valuations on business
combinations) is set out below:
2014 2013
$'000 $'000
At the beginning of
the year - -
Arising from business
combinations (note
23) 1,480 -
Recognised in the year
due to temporary differences (197) -
----- -----
At the end of the year 1,283 -
===== =====
In addition, the Group has an unrecognised deferred tax asset in
respect of the following:
2014 2013
$'000 $'000
Tax losses carried
forward (12,798) (6,210)
-------- -------
(12,798) (6,210)
======== =======
The tax losses relating to the above can be utilised up to 5
years following the tax period they arise.
5 Shareholder's equity
2014 2013
Number Number
of Shares of Shares
Authorised n/a n/a
Issued and paid up 148,463,039 1,000,000
The issued share capital of the Company on incorporation was
10,000 ordinary share of $1.00 par value.
On 18 December 2013 each of the ordinary shares of $1.00 par
value was subdivided into 100 ordinary shares of $0.01 par
value.
On 29 May 2014 each of the ordinary shares of $0.01 par value
was subdivided into 10 ordinary shares of USD 0.001 par value and
9,000,000 new ordinary share of $0.001 were issued.
On 5 July 2014 a total of 389,993 new ordinary shares of $0.001
each were issued to the Share Schemes Trustee to satisfy awards
granted under the Global Equity Plan.
On 22 September 2014 each of the ordinary shares of $0.001 par
value was subdivided into 10 ordinary shares of $0.0001 par
value.
On 23 September 2014 a total of 2 new ordinary shares of $0.0001
par value were issued in exchange for the termination of loans due
to related parties with a fair value of $56,621,000.
On 30 September 2014 a total of 44,563,107 new ordinary shares
of $0.0001 par value were issued for cash pursuant to the initial
public offering.
The following describes the nature and purpose of each reserve
within owner's equity:
Reserve Description and purpose
Additional paid Share premium (i.e. amount subscribed
in capital or share capital in excess of
nominal value)
Retained earnings Cumulative net gains and losses
recognised in the consolidated
statement of comprehensive income
6 Employee share based payments
Options have been granted under the Group's share option scheme
to subscribe for ordinary shares of the Company. At 31 December
2014 the following options were outstanding (2013: nil):
Group Grant date Number of shares under option Subscription price per share
Group 1 1 May 2014 3,889,927 $0.001
Group 2 29 May 2014 2,795,690 $0.449
Group 3 29 May 2014 4,233,790 $0.538
Group 4 17 June 2014 36,440 $0.538
Group 5 5 July 2014 263,430 $0.538
Group 6 15 July 2014 75,260 $0.538
Group 7 30 September 2014 2,564,820 $1.662
------------------------------
Total 13,859,357
==============================
Vesting conditions
Group 1 - Vested following the Initial Public Offering.
Group 2 - 50% at the end of the first year following the grant
date. 12.5% on a quarterly basis during 12 quarters period
thereafter.
Groups 3-7 - 25% at the end of the first year following the
grant date. 6.25% on a quarterly basis during 12 quarters period
thereafter.
The total number of shares exercisable as of 31 December 2014
was 3,889,927 (2013: nil).
The weighted average fair value of options granted in the year
using the Cox, Ross and Rubinstein's Binomial Model (the "Binomial
Model") was $0.948. The inputs into the Binomial model are as
follows:
2014 2013
$'000 $'000
Early exercise factor 150%-310% -
Fair value of Group's
stock $1.157-$1.662 -
Expected Volatility 60% -
Risk free interest
rate 0.1-2.66% -
Dividend yield - -
Forfeiture rate 4-14% -
Expected volatility was determined based on the historical
volatility of comparable companies.
Forfeiture rate is assumed to be 4-7% for senior management and
14% for other employees.
The risk-free interest rate was estimated based on average
yields of US Government Treasury Bonds.
The Group recognised total share based payments relating to
equity-settled share based payment transactions as follows:
2014 2013
$'000 $'000
Share-based payment
charge 6,787 -
Movements in the number of share options outstanding and their
related weighted average exercise prices are as follows:
2014 2013
--------------------- ---------------------
Weighted Number Weighted Number
average of average of
exercise options exercise options
price price
At the beginning - - - -
of the year
Granted $0.577 13,991,477 - -
Lapsed $0.538 (122,120) - -
Exercised - - - -
--------- ---------- --------- --------
At the end
of the year $0.577 13,869,357 - -
========= ========== ========= ========
The options outstanding at 31 December 2014 had a weighted
average remaining contractual life of 9.5 years.
7 Earnings per share
Basic loss/earnings per share is calculated by dividing the loss
/earnings attributable to ordinary shareholders by the weighted
average number of ordinary shares outstanding during the year.
2014 2013
cents cents
Basic and diluted (10.5) (12.3)
Adjusted basic 9.5 1.3
Adjusted diluted 9.1 1.3
Adjusted earnings per share is a non-GAAP measure and therefore
the approach may differ between companies. Adjusted earnings have
been calculated as follows:
2014 2013
$'000 $'000
Loss for the year (11,768) (12,349)
Post tax adjustments:
Other operating income (221) (571)
Employee share-based
payment charge 6,656 -
Exceptional and non-recurring
costs 5,414 3,540
Amortisation on acquired
intangible assets 7,812 7,885
Related party loan
interest expense 2,825 2,843
Adjusted profit for
the year 10,718 1,348
======== ========
Number Number
Denominator - basic:
Weighted average number
of equity shares for
the purpose of earnings
per share 112,422,910 100,000,000
Denominator - diluted
Weighted average number
of equity shares for
the purpose of diluted
earnings per share 117,889,377 100,000,000
The diluted denominator has not been used where this has
anti-dilutive effect. Basic and diluted loss per share are
therefore the same for reporting purposes.
The difference between weighted average number of Ordinary
shares used for basic earnings per share and the diluted earnings
per share is 5,466,467 being the effect of all potentially dilutive
Ordinary shares derived from the number of share options granted to
employees.
8 Business Combinations
(a) Acquisition of Definiti Media Limited
On 1 May 2014 the Group acquired 100% of the share capital of
Definiti Media Limited in order to expand its operations into the
mobile segment of the digital advertising market. The transaction
has been accounted for by the acquisition method of accounting.
The fair value of assets and liabilities acquired were as
follows:
Acquiree's
carrying amount
before combination Fair value
$'000 $'000
Intellectual Property
Rights - 1,864
Trademarks - 1,675
Customer relationships - 2,050
Deferred tax liability - (1,480)
Property, plant and
equipment 31 31
Trade and other receivables 1,343 1,340
Cash at bank and short
term deposits 484 484
Trade payables (1,323) (1,323)
535 4,641
=================== ============
Fair value of consideration
Cash 7,716
Deferred consideration 2,293
------
Total consideration 10,009
======
Goodwill 5,368
======
The carrying value of the assets and liabilities acquired, apart
from the intangible assets, approximate their fair value.
Net cash outflow on acquisition of business
2014
$'000
Initial consideration 7,716
Deferred consideration
paid in 2014 845
Cash and cash equivalents
acquired (484)
-----
Net cash outflow on
acquisition 8,077
=====
The consideration for the acquisition of Definiti Media Ltd was
cash of $10,205,000 out of which $2,489,000 represents deferred
consideration. Of the deferred consideration, an amount equal to
$845,000 has been repaid during the year ending 31 December 2014,
An amount equal to $746,000 will be repaid during the year ending
31 December 2015 and the remaining will be repaid during the year
ending 31 December 2016. The present value of the deferred
consideration, using a discount factor of 7.91%, is equal to
$2,293,000, leading to a total discounted consideration of
$10,009,000.
In addition, an amount totalling $2,140,000, included as part of
the acquisition arrangements is being recognised directly in the
income statement over the relevant period. As at 31 December 2014
the amount that remains unpaid is $1,646,000 and the amount still
to be charged to the income statement which remains contingent on
future events is $1,427,667. Total undiscounted consideration
including all amounts capitalised on acquisition and amounts that
have been charged to the income statement or will be in future
periods is therefore $12,345,000.
b) Acquisition of AjillionMax
On 1 May 2014, the Group acquired certain assets of the company,
AjillionMAX Limited, together with its employees in order to expand
its operations into the mobile segment of the digital advertising
market. The transaction has been accounted for by the purchase
method of accounting. The fair value of assets and liabilities
acquired were as follows:
Acquiree's
carrying amount
before combination Fair value
$'000 $'000
Intellectual Property
Rights - 1,800
Trademarks - 360
Customer relationships - 28
- 2,188
=================== ============
Fair value of consideration
Cash 1,618
Deferred consideration 570
-----
Total consideration 2,188
=====
Goodwill -
=====
The carrying value of the assets and liabilities acquired, apart
from the intangible assets, approximate their fair value.
Net cash outflow on acquisition of business
2014
$'000
Initial consideration 1,618
Deferred consideration
paid in 2014 104
Net cash outflow on
acquisition 1,722
=====
The consideration for the acquisition of certain assets of
AjilionMAX Limited was cash of $2,272,000 out of which $654,000
represents deferred consideration. Of the deferred consideration,
an amount equal to $104,000 was repaid during the year ending 31
December 2014, an amount equal to $156,000 will be repaid during
the year ending 31 December 2015, an amount equal to $189,000 will
be repaid during the year ending 31 December 2016 and the remaining
will be repaid during the year ending 31 December 2017. The present
value of the deferred consideration, using a discount factor of
7.91%, is equal to $571,000, leading to a total discounted
consideration of $2,188,000.
In addition, an amount totalling $653,000, included as part of
the acquisition arrangements is being paid and recognised directly
in the income statement over the relevant period. As at 31 December
2014 the amount that remains unpaid is $549,000 and the amount
still to be charged to the income statement which remains
contingent on future events is $435,333. Total undiscounted
consideration capitalised on acquisition and amounts that have been
charged to the income statement or will be in future periods is
therefore $2,925,000.
If the acquisitions of Definiti Media Limited and certain assets
of AjilionMAX Limted had been completed on the first day of the
financial year, group revenues for the year would have been $73.8
million and group loss after taxation would have been $11.7
million.
The following table shows the revenues of the Group as if the
results of Ajillion and DefinitiMedia had been included since
inception:
2014 2013
$'000 $'000
Web and Desktop 62,647 14,846
Mobile 11,184 6,706
------ ------
Group revenue 73,831 21,552
====== ======
(c) Disposal of GetDeal Gmbh
On 11 March 2014, the Group disposed of its 49% interest in
GetDeal Gmbh, a company registered in Germany for Euro 12,500. The
sale was the result of a reorganisation of the Group and not a
material disposal as defined in IFRS 5.
9 Related party transactions
The Group is controlled by Unikmind Holdings Limited
incorporated in British Virgin Islands, which owns 67% of the
Company's shares. The controlling party is the Solidinsight Trust,
established under the laws of the Isle of Man. Mr. Teddy Sagi is
the sole ultimate beneficiary of the Solidinsight Trust.
(a) Related party transactions
The following transactions were carried out with related
parties:
2014 2013
$'000 $'000
Revenue from common controlled
company 3,611 56
Other operating income earned
on recharged costs 294 761
Marketing services provided from
common controlled company - (712)
Technical support services to
end customers provided by common
controlled company (299) (180)
Payment processing services provided
by common controlled company (420) -
3,186 (75)
====== =====
In 2013, the Group also received revenues of $1,395,000 from
third parties and paid revenue share of $1,092,000 under an agency
arrangement with a common controlled company (2014: $nil).
(b) Receivables owed by related parties
2014 2013
Name Nature of transaction $'000 $'000
Parent company Unpaid share capital 10 10
Companies related
by virtue of common
control Trade 1,122 264
1,132 274
===== =====
(c) Loans to related company
2014 2013
$'000 $'000
Loan to related
company - 867
- 867
===== =====
(d) Payables to related parties
2014 2013
Name Nature of transaction $'000 $'000
Amount owed to
Director 378 -
Companies related
by virtue of common
control Other 33 71
411 71
===== =====
(e) Borrowings from related parties
2014 2013
Contractual terms $'000 $'000
Loan from company
related by
virtue of common Interest rate 6% per annum,
control maturity date 19/3/2015 - 842
Loan from company
related by
virtue of common Interest rate 2% per annum,
control maturity date 31.12.2014 - 34,147
Loan from company
related by Interest rate: 6% (up
virtue of common to 10/11/2011); 0% onwards,
control maturity date 31/12/2015 - 1,154
Loan from company
related by
virtue of common Interest rate: 0%, maturity:
control during 2015 - 1,807
- 37,950
===== ======
The above borrowings were considered to carry a market rate of
interest of 7.91%. On 30 September 2014 loans with a fair value of
USD 56,621,000 due to related parties were settled in exchange for
2 new ordinary shares issued by the Company.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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