TIDMBLUR
RNS Number : 4278W
Blur Group PLC
27 April 2016
blur Group plc
("blur Group", the "Group" or the "Company")
2015 Final Results
& Q1 2016 Quarterly Metrics Update
blur Group plc (AIM: BLUR), the world's first Enterprise
Services Platform and marketplace, is pleased to announce its
audited final results for the year ended 31 December 2015 and to
provide the market with its Q1 2016 key metrics.
2015 Operational highlights
-- Transition to an Enterprise-only strategy complete. Evolved
from the early stage, proof-of-concept phase, supporting small
buyers and sellers to an Enterprise*-focused strategy that supports
larger organizations.
-- blur 5.0 launched - a fully Enterprise level platform with
the security, features and automation required for adoption within
a large corporate environment.
-- Launch of high margin SaaS Premium Services products - Buyer
Plans, Service Provider Subscriptions and Premium Services
offerings.
-- Elimination of all contingent projects in the Marketplace.
-- Enhanced quality control of projects, customers and Service Providers.
2015 Financial highlights
Year
on
Measure 2015 2014 year
---------------------------------------------- --------------- --------------- ------------
Project revenue $1.95m $2.59m (25%)
---------------------------------------------- --------------- --------------- ------------
Cancellation (previously Listing fees) $0.63m $2.13m (70%)
---------------------------------------------- --------------- --------------- ------------
Other revenue $0.12m $0.00m N/A
---------------------------------------------- --------------- --------------- ------------
Gross profit $0.29m $1.65m (82%)
---------------------------------------------- --------------- --------------- ------------
LBITDA(1) $(8.90)m $(9.01)m (1%)
---------------------------------------------- --------------- --------------- ------------
Cash balance $7.1m $17.4m (59%)
---------------------------------------------- --------------- --------------- ------------
(1) LBITDA is loss before interest, tax, depreciation and
amortization, foreign exchange movements and share option
costs.
-- Financial Reporting Council (FRC) enquiry closed - blur's
accounting policy and position as 'principal' within project
transactions confirmed as reasonable.
-- Clear, robust and proven revenue recognition processes implemented.
-- Phasing out of Listing Fee income - replaced by 'Single User
Access Fee' in H2 2015; improved up-front project vetting
processes; greater proportion of projects completing.
-- 2015 revenue in line with expectations.
-- Administrative and development costs reduced as efficiency
increases and the platform reaches Enterprise maturity.
-- 2015 LBITDA improved by 1% compared to 2014 and ahead of
expectations. Q4 2015 LBITDA improved by 40% compared to Q3
2015.
-- Cash burn reduced in Q4 2015 by 58% compared to Q3 2015.
Post period end Highlights
ALL PROJECTS Q1 2016 Q4 2015 CHANGE
-------------------------------------- ------------------ ------------------ -------------------
No. No. %
-------------------------------------- ------------------ ------------------ -------------------
Pitching On 97 104 -6.7
-------------------------------------- ------------------ ------------------ -------------------
Kicked Off 101 97 +4.1
-------------------------------------- ------------------ ------------------ -------------------
Completed 80 78 +2.5
-------------------------------------- ------------------ ------------------ -------------------
ENTERPRISE PROJECTS ONLY** Q1 2016 Q4 2015 CHANGE
-------------------------------------- ------------------ ------------------ -----------------
No. No. %
-------------------------------------- ------------------ ------------------ -----------------
Pitching On 74 64 +15.6
-------------------------------------- ------------------ ------------------ -----------------
Kicked Off 76 64 +18.8
-------------------------------------- ------------------ ------------------ -----------------
Completed 42 44 -4.5
-------------------------------------- ------------------ ------------------ -----------------
**blur defines the Enterprise as a business with 50 or more
employees
-- Operating costs down 25% in Q1 2016 compared to Q4 2015 as
platform maturity and higher quality revenue streams drive further
operational efficiencies.
-- Underlying cash burn (excluding Foreign Exchange movements)
reduced by 33% to $1.0 million in Q1 2016 from $1.5 million in Q4
2015.
-- 2014 R&D tax credit of $0.5 million received in Q1 2016.
-- Cash at end of Q1 2016 was $5.8 million.
-- Conversion rate of all Pitching On to Completed projects
increased from 75% in Q4 2015 to 82% in Q1 2016.
-- Level of Enterprise repeat Kicked Off projects at 96% in Q1
2016 compared to 84% in Q4 2015.
-- Proportion of Enterprise Kicked Off projects increased from
66% in Q4 2015 to 75% in Q1 2016.
Philip Letts, blur Group CEO, commented:
"The team at blur worked hard in 2015 to complete the transition
to an Enterprise-focused strategy. This means that in 2016 we
operate a comprehensive next generation solution for Enterprises to
better manage their indirect business services spend.
"Now that our Enterprise transition is complete, I remain
convinced that our Enterprise strategy is the right one for blur
and its stakeholders. Acquiring repeating, loyal accounts is key to
our future success. By maintaining high levels of delivery and
focusing on helping our customers buy business services better,
blur will continue on its path to profitability.
"Q1 2016 saw further progress executing on our Enterprise
strategy. Our engagements with Enterprise customers tell us that
business leaders are becoming increasingly aware of the need to
prioritize the control of unnecessary cost and risk in their
unmanaged, indirect business services spend. Increasingly these
Enterprises are recognizing that blur's unique combination of cloud
software and managed services offers an efficient, digital and
agile solution to drive new efficiencies in indirect spend.
We recognized that our Enterprise strategy would lead to an
extension of the sales cycle. The decentralized nature of indirect
procurement in a large Enterprise, combined with the time that can
be taken for an Enterprise to identify and quantify their indirect
spend problem, means that we expect the cycle between initial
meetings and the placement of higher volumes of project spend with
blur to extend over several quarters.
However, our Enterprise-focus continues to drive efficiencies
which will lead to further improvements in our cash flows."
For further information, please contact:
blur Group plc investors@blurgroup.com
Tim Allen Tel: +44 (0) 1392 927618
Shaun Dobson/Jen Boorer N+1 Singer
Tel: +44 (0) 20 7496 3000
Dominic Barretto/Alistair de Kare-Silver Yellow Jersey PR
Tel: +44 (0) 7825 916 715
Chairman's Statement
Prior to 2015 blur Group invested in developing and proving a
new concept in business services procurement, which resulted in the
development of a service provider base of over 60,000 and the use
of our evolving technology platform by a broad spectrum of
organizations seeking a new and efficient way of procuring business
services. In 2015, blur Group applied this experience and resultant
V5.0 of the technology platform to the international Enterprise
market and successfully started to achieve recognition from this
target customer base that blur offers a new, agile and cost
effective way in which business services can be procured. In turn
blur's sales and marketing efforts, delivery processes and internal
controls have been polished to ensure a high quality customer
experience and provide our staff, investors and service providers
with confidence in the relevance of the business model.
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By introducing industry-based calculators and business
intelligence tools, blur Group has helped its current portfolio of
key Enterprise customers shape and quantify wasteful spending
within their organizations. Framing initial conversations with new
prospects around potential savings has helped them engage with
blur. Our messaging around indirect spend cost reduction for
Enterprises has proved timely with an increasing number of
businesses prioritizing this strategy, especially as uncertainty
continues in the global economy.
blur Group is no longer proactively pursuing high volume
transactional sales via single, low-value project submissions, but
rather partnering with Enterprise customers to help them achieve
larger scale savings. Our offering is unique, combining both cloud
software and managed services through a single platform. It is a
highly accessible cloud based solution that benefits either several
functions across any large organization or a centralized
procurement strategy.
A consequence of our transition to the larger Enterprise is the
inevitable extension of the sales cycle. Despite this challenge
(for which we have tuned our sales and marketing approach and reset
our investment levels) we are confident that the Enterprise
strategy is the right one to build long-term shareholder value. Our
buyer plan products and the introduction of premium services are
influencing our model and should show improvements to our margins
as they are adopted.
The Executive team have continued to work hard to improve blur's
own efficiency, with administrative costs significantly reduced in
the second half of the year. For 2016, we will continue to leverage
costs and maintain a tight focus on cash.
The conclusion of the Financial Reporting Council's enquiry has
confirmed our recognition as Principal in our market and the
implementation of robust revenue recognition policies. To support
the continued development of the Group we have appointed new Board
members in 2015. Each brings a high degree of expertise in their
field, together with extensive Enterprise software experience.
I believe we have a Board and management team that understand
the customers and the market in which blur operates and an
organization that can leverage the investment made in developing
its business model, its staff and its technology to achieve success
in the Enterprise market. I would like to thank them, as well as
all the staff, for their commitment and outstanding efforts in 2015
in achieving the difficult transition to an Enterprise focused
delivery platform and service.
Finally, I would like to thank blur's shareholders and
stakeholders for their continued support of the business and for
their input and help in developing the business model and
structure.
David Sherriff
Chairman
26 April 2016
Chief Executive Officer's Report
The team at blur worked hard in 2015 to complete the transition
to an Enterprise-focused strategy. This means that in 2016 we
operate a comprehensive next generation solution for Enterprises to
better manage their indirect business services spend.
At the same time, we achieved considerable internal cost
efficiencies with a step change reduction in our cash burn rate
once blur 5.0 was completed in H2. We expect that our operational
gearing will drive future improvements in our financial
performance.
We have built an end-to-end services procure-to-pay platform
that provides Enterprises with the ability to efficiently outsource
the purchasing, management, payment and delivery of business
services. This solution combines managed services, cloud software
and a global marketplace of service providers in a single platform
that is driven by machine intelligence and data analysis.
During 2015 our focus has been on the Enterprise customer and
service provider. blur 5.0 saw the platform piloted by a growing
number of larger Enterprises. At the same time, we saw an increase
in repeat projects from existing Enterprises. Indeed, in Q4 2015
84% of Enterprise projects came from existing customers.
Business leaders are eager to improve profitability and cash
flow. They are looking to be more innovative in the way they
approach cost reduction. Digital procurement strategies are
becoming increasingly popular.
Over the last 12 months, we have met with customers and
prospects to better understand their cost reduction strategies.
Certain companies, for example, those in oil and gas and FMCG
sectors, are looking closely at indirect spend management as a
means to make immediate cost savings. They already see the
potential to eliminate wasteful spending and inefficiencies within
the procurement of business services.
This approach combined with a tighter partnership between our
sales and delivery teams has helped us streamline our positioning
and our services to more effectively identify and address the
business-critical requirements of our customers.
One size does not fit all when it comes to procuring business
services across the Enterprise. This has driven us to create a core
service offering for all customers, with a suite of wraparound
premium services to meet the individual needs and requirements of
each project. Buyers have complete control of their project
delivery through the use of blur's platform.
Our marketing team has concentrated on developing channels that
cost effectively acquire Enterprise customers rather than projects,
signaling a move away from broader digital advertising acquisition.
We target customers and prospects on their company wide indirect
spend issues with sustainable long-term savings being a key
element. This move has resulted in a significant reduction in our
cost of acquisition. Our key message; eliminating the waste and
inefficiency inherent across the indirect procurement process is
resonating with customers across our primary markets of Western
Europe and North America.
In delivery, we continue to enhance our offering by showcasing
the benefits of cloud software and managed services to source and
deliver projects. The improved technology associated with the
release of blur 5.0 brings a superior level of automation to some
of the standard aspects of project management processes. This
allows our people to remain dedicated to enhancing the customer
experience and repeat business.
Our improved understanding of our Enterprise customers has
influenced further development of our cloud-based software,
resulting in an Enterprise-grade solution. We start 2016 with an
Enterprise platform engineered to support large scale projects.
Whether shortening the pitch process or using a greater degree of
machine-intelligence to better match a service provider with a
buyer, we are constantly listening to our customers and adding new
features to improve their experience. This will result in the next
iteration of our platform, blur 6.0 to be in line with management
expectations, which we will begin to rollout in the first half of
2016.
Financially, we have seen a decline in project revenues over the
period. However, I believe this to be transitional as we shift from
higher volume, small business project sales to Enterprise
account-driven sales. These changes are leading to an increasing
mix of Enterprise revenues and repeat buyers.
In Q4 2015 the proportion of Enterprise projects Kicking Off
rose to 66% and the conversion rate of Pitching On to Completed
Projects reached 75%. These statistics are a sign of things to
come.
Another indicator of our improving revenue quality is the
phasing out of Listing Fee revenues. With our rejection of
contingent projects and the move away from online advertising
driven business, we are seeing a higher rate of project completion
and greater initial income from buyer plans and premium service
products. Driving growth in these product areas will prove
important in increasing future gross profitability.
During the year a major step forward was taken with the
conclusion of the Financial Reporting Council's enquiry into blur's
Annual Report and Accounts for the year ended 31 December 2013.
Restating the results for that year was a challenging experience
for the whole Group, but we also saw affirmation of blur's
judgement that it takes the role of principal in its transactions
with its customers. We have also confirmed a set of revenue
recognition policies that are robust, clear and appropriate.
Now that our Enterprise transition is complete, I remain
convinced that our Enterprise strategy is the right one for blur
and its stakeholders. Acquiring repeating, loyal accounts is key to
our future success. By maintaining high levels of delivery and
focusing on helping our customers buy business services better,
blur will continue on its path to profitability.
Outlook
Q1 2016 saw further progress executing on our Enterprise
strategy. During the period our engagements with Enterprise
customers tell us that business leaders are becoming increasingly
aware of the need to prioritize the control of unnecessary cost and
risk in their unmanaged, indirect business services spend.
Increasingly these Enterprises are recognizing that blur's unique
combination of cloud software and managed services offers an
efficient, digital and agile solution to drive new efficiencies in
indirect spend.
We recognized that our Enterprise strategy would lead to an
extension of the sales cycle. The decentralized nature of indirect
procurement in a large Enterprise, combined with the time that can
be taken for an Enterprise to identify and quantify the issue,
means that we expect the cycle between initial meetings and the
placement of high volumes of project spend with blur to extend over
several quarters.
However, our Enterprise-focus continues to drive internal
efficiencies which will lead to further reductions in our cash burn
rate.
I would like to thank all of our employees, our customers and
our shareholders for their continued support.
Philip Letts
Chief Executive Officer
26 April 2016
2015 Financial Review
Financial Reporting Council enquiry
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In March 2015, the Financial Reporting Council informed the
Group of an enquiry into the Annual Report for year ended 31
December 2013.
The principal issues raised were whether the Company was
principal or agent in relation to the outsourcing services it
provides, whether revenue was recognized only when there was
sufficient evidence to conclude that the stage of completion could
be assessed reliably and that it was probable that economic
benefits would be received, and whether the strategic report gave a
fair and balanced analysis of the Company's performance.
This enquiry concluded on 30 September 2015. No further
adjustments or restatements were required to the restated results
for the year ended 31 December 2013 published in the 2014 Annual
Report on 30 June 2015. In addition, no further adjustments or
changes are required to the 2014 results included in the Annual
Report to 31 December 2015. The Financial Reporting Council agreed
that it was reasonable for the company to view itself as principal
rather than agent.
Revenue
Revenue for the year decreased by 43% to $2.70m (2014: $4.72m)
within which Project fee revenue declined by 25% to $1.95m (2014:
$2.59m). As the Group transitioned to an Enterprise-only strategy,
it removed access to all contingent projects in the Marketplace and
ceased direct marketing activities aimed at the SME market.
blur has experienced longer sales cycles in the more mature
Enterprise market, while revenue from one-off SME projects dropped
off more quickly, which led to the decline in project revenues.
However, the overall quality and collectability of blur's project
revenues has improved during the year.
Cancellation fee income (previously Listing fees) declined by
70% to $0.63m (2014: $2.13m). The improving quality of projects
during the year, which has led to a higher proportion of projects
completing, drove this decline. Income from Access fees (including
subscriptions) totaled $0.10m with the Single User Access Fee and
Subscriptions being launched in H2 2015. The newly launched Premium
Service products generated $0.02m of income in the year.
Gross margin
From 2014 blur includes the cost of blur staff directly involved
in the delivery of projects from listing to completion, in cost of
sales.
Gross profit was $0.29m in 2015 (2014: $1.65m). The reduction
has been driven by the reduction in Cancellation fee (previously
Listing fee) income. The staff costs charged to cost of sales
reduced by 11% to $0.84m (2014: $0.94m).
LBITDA
The LBITDA (Loss before Interest, Tax, Depreciation and
Amortization, Foreign Exchange movements and Share Option costs)
for the year reduced by 1% to $8.90m (2014: $9.01m) despite the
reduction in gross profit. Q4 2015 LBITDA improved by 40% compared
to Q3 2015. This was largely driven by the reduction in
administrative costs.
Costs
Administrative costs decreased by 13% to $11.0m (2014: $12.62m)
due to blur's increasing ability to improve efficiency with the
launch of blur 5.0.
As anticipated, operational efficiencies continued to improve in
Q4 with the Group increasingly able to streamline its processes.
The structural changes made in Q3 and Q4 2015 led to a 58%
reduction in the underlying cash burn in Q4, compared to Q3.
The credit risk associated with the customers using the
marketplace in 2015 resulted in a $0.85m (2014: $0.83m) bad debt
provision included in administrative costs, the majority of which
was incurred in H1.
During 2015 the average number of full-time employees reduced
from 65 to 50 with a consequent reduction in staff costs.
Share-based payments costs of $0.52m (2014: $0.46m) remained
broadly flat year-on-year.
Loss after tax
The loss after tax for the year reduced to $10.1m (2014:
$10.5m).
Finance income of $0.2m (2014: $0.1m) reflects higher cash
balances held on deposit. Taxation includes $0.45m (2014: $0.53m)
of R&D tax credit.
Tax losses
Tax losses for the Group up to the end of December 2015 amount
to a total of $22.5m, none of which are recognized as a deferred
tax asset.
Cash
The cash balance at year-end was $7.1m (31 December 2014:
$17.4m).
Operating cash outflow from operating activities was $7.8m
(2014: $9.7m) and working capital decreased by $0.8m (2014:
decrease $0.2m). Investments in intangible technology assets
totaled $1.5m (2014: $1.9m), primarily reflecting the
capitalization of internal technology development.
Trade receivables
Historically, blur had a diverse list of customers, with
differing levels of credit risk. There were significant levels of
bad debts in respect of small and medium sized businesses as blur
tested the marketplace.
The transition to an Enterprise-only strategy, the denial of
access to the marketplace to contingent projects and an increased
focus on collections has served to mitigate this credit risk in
2015.
Q1 2016 Quarterly Update
During Q1 2016 the Group continued with its strategic focus on
securing high-quality Enterprise customers with a propensity for
repeat business. As anticipated, Enterprise customers continue to
make up an increasing proportion of blur's overall revenue and
project base.
Q1 2016 saw another consecutive increase in the proportion of
Enterprise projects Pitching On (62% in Q4 2015 to 76% in Q1 2016)
and Kicked Off (66% in Q4 2015 to 75% in Q1 2016) as blur's sales
and marketing teams continue to develop new relationships with
targeted Enterprise accounts.
Two new Enterprise customers Kicked Off projects in the quarter;
one a US-based Systems Integrator, the other a UK-based firm of
solicitors. We continue to focus on providing Enterprise-class
customer service, with blur's Trustpilot rating reaching a high of
9.1.
blur's higher margin offerings continued to evolve in the
period, with an 50% increase in Q1 compared to Q4 2015. While
Premium Services currently make up a relatively small proportion of
income in the quarter, continuing their growth will be a key driver
of profitability for blur. blur expects these revenues to increase
as Enterprise customers increase their rate of business services
spend through blur's platform.
Again, blur again saw improvements in its operating cost base as
the focus on the Enterprise, together with the completion of blur's
5.0 platform in Q4 2015, drove further internal efficiencies.
Operating costs reduced by 25% in Q1, compared to Q4 2015. When
compared to Q3 2015, Q1 2016's operating costs have been reduced by
57%.
The Group's cash balance at the end of Q1 2016 totaled $5.8
million compared to $7.1 million at the end of Q4 2015. An R&D
tax credit of $0.5 million, relating to 2014, was received in the
period. Cash has been impacted by $0.5 million of unrealized
exchange losses in the last two quarters and $0.3 million of
unrealized exchange movements in Q1 2016, as the valuation of
blur's sterling denominated cash balances was impacted by the
decline in the GBP: USD exchange rate in Q1 2016. Excluding these
exchange movements, the cash burn for Q1 2016 was $1.0 million.
Consolidated Statement of Total Comprehensive Income
for the year ended 31 December 2015
2015 2014
Note US$ US$
--------------- ---------------
Revenue 4 2,695,970 4,715,208
Cost of sales (2,408,162) (3,069,604)
Gross profit 287,808 1,645,604
Total administrative expenses 5 (11,028,740) (12,624,953)
Loss from operations (10,740,932) (10,979,349)
Finance income 7 221,509 93,459
Finance expense 7 (726) (143,660)
--------------- ---------------
Loss before tax (10,520,149) (11,029,550)
Tax credit 8 430,973 530,487
--------------- ---------------
Loss for the year attributable
to equity holders of the parent
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Company (10,089,176) (10,499,063)
=============== ===============
Consolidated Statement of Total
Other comprehensive Income for 2015 2014
the Year Ended 31 December 2015 US$ US$
(Loss) for the year (10,089,176) (10,499,063)
Other comprehensive income
Exchange gains/(losses) arising
on the translation of foreign subsidiaries
(could subsequently be reclassified
to profit and loss) (740,778) (1,544,473)
--------------- ---------------
Total comprehensive losses attributable
to equity holders of the parent
Company (10,829,954) (12,043,536)
--------------- ---------------
Basic and diluted loss per share
for losses attributable to the
owners of the parent during the
year 9 (0.21) (0.27)
=============== ===============
The results reflected above relate to continuing activities.
The accompanying notes are an integral part of these financial
statements.
Consolidated Statement of Financial Position
At 31 December 2015
2015 2014
Note US$ US$
------------------- -------------
Non-current assets
Property, plant and equipment 10 63,819 129,364
Intangible assets 11 2,715,680 2,269,284
Total non-current assets 2,779,499 2,398,648
------------------- -------------
Current assets
Trade and other receivables 12 840,857 1,740,885
Tax Receivable 955,772 766,631
Cash and cash equivalents 7,144,877 17,401,774
Total current assets 8,941,506 19,909,290
------------------- -------------
Total assets 11,721,005 22,307,938
------------------- -------------
Current liabilities
Trade and other payables (including
derivatives) 13 1,478,137 1,946,046
Social security and other taxes 263,137 75,198
Loans and borrowings 14 14,804 15,632
Total current liabilities 1,756,078 2,036,876
------------------- -------------
Total liabilities 1,756,078 2,036,876
------------------- -------------
Net assets 9,964,927 20,271,062
Issued capital and reserves attributable
to owners of parents
Called up share capital 15 769,179 769,179
Share premium 37,425,856 37,425,856
Equity conversion reserve 8,967 8,967
Merger reserve 1,712,666 1,712,666
Share based payment reserve 20 1,484,879 1,074,046
Foreign exchange reserve (1,971,084) (1,230,306)
Retained losses (29,465,536) (19,489,346)
------------------- -------------
9,964,927 20,271,062
------------------- -------------
The financial statements were approved and authorized for issue
by the Board of Directors on 26 April 2016 and were signed on its
behalf by:
Philip Letts Tim Allen
CEO CFO
Company Registration Number: 08188404
The accompanying notes are an integral part of these financial
statements.
Consolidated Statement of Changes in Equity
for the Year Ended 31 December 2015
Called Share Equity Merger Share Foreign Retained Total
Up Premium Conversion Reserve Based Exchange Loss
Share Reserve Payment Reserve
Capital Reserve
-------- ------------ ----------- ---------- ---------- ------------ ------------- -------------
US$ US$ US$ US$ US$ US$ US$ US$
-------- ------------ ----------- ---------- ---------- ------------ ------------- -------------
Equity as at 1
January 2014 475,845 16,765,333 8,967 1,712,666 609,935 314,167 (8,990,283) 10,896,630
-------- ------------ ----------- ---------- ---------- ------------ ------------- -------------
Loss for the
period (10,499,063) (10,499,063)
Share Based
Payments 464,111 464,111
Conversion of -
convertible
debt
Issue of
Ordinary
shares 293,334 21,706,681 22,000,015
Issue costs
recognized in
equity (1,046,158) (1,046,158)
Other
comprehensive
loss for the
year (1,544,473) (1,544,473)
Equity as at
31 December
2014 769,179 37,425,856 8,967 1,712,666 1,074,046 (1,230,306) (19,489,346) 20,271,062
======== ============ =========== ========== ========== ============ ============= =============
Loss for the
period (10,089,176) (10,089,176)
Other
comprehensive
loss for the
year (740,778) (740,778)
-------- ------------ ----------- ---------- ---------- ------------ ------------- -------------
Total
comprehensive
income/(loss) - - - - - (740,778) (10,089,176) (10,829,954)
Issue of -
Ordinary
shares
Issue costs -
recognized in
equity
Share Based
Payments 410,833 112,986 523,819
Equity as at
31 December
2015 769,179 37,425,856 8,967 1,712,666 1,484,879 (1,971,084) (29,465,536) 9,964,927
-------- ------------ ----------- ---------- ---------- ------------ ------------- -------------
Consolidated Statement of Cashflows
for the Year Ended 31 December 2015
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The accompanying notes are an integral part of these financial
statements.
2015 2014
Note US$ US$
------------- --------------
Loss after taxation (10,089,176) (10,499,063)
Interest (income)/expense (net) 7 (220,783) 50,201
Income tax credit (430,973) (530,487)
Fair value movement and unrealized FX 170,130 (136,018)
Depreciation of property, plant and equipment 10 75,494 77,809
Amortization of intangible assets 11 979,637 561,722
Share-based payments charge 6 525,876 464,111
Loss on disposal of property, plant and equipment 5 6,185 51,414
------------- --------------
Cash outflows from operating activities before
changes in working capital (8,983,610) (9,960,311)
(Increase)/decrease in trade and other receivables 900,028 1,866,378
Increase/(decrease) in trade and other payables (144,780) (1,637,635)
------------- --------------
Cash used in operations (8,228,362) (9,731,567)
Interest received 221,509 94,252
Interest paid (726) (7,642)
Income tax paid 203,590 (10,846)
------------- --------------
Net cash used in operations (7,803,989) (9,655,803)
------------- --------------
Purchase of property, plant and equipment (20,413) (70,016)
Proceeds on disposal of property, plant and equipment - -
Investment in intangible assets (1,510,754) (1,910,771)
Net cash used in investing activities (1,531,167) (1,980,787)
------------- --------------
Issue of share capital - 22,000,015
Issue cost of shares - (1,046,158)
Proceeds from convertible debts - 15,632
------------- --------------
Net cash generated in financing activities - 20,969,489
------------- --------------
Net (decrease)/increase in cash and cash equivalents (9,335,156) 9,332,899
Cash and cash equivalents at beginning of period 17,401,774 9,561,462
Effect of foreign exchange translation on cash and equivalents (921,741) (1,492,587)
------------- --------------
Cash and cash equivalents at end of period 7,144,877 17,401,774
------------- --------------
The accompanying notes are an integral part of these financial statements.
Notes to the Consolidated Financial Information
1. Accounting policies
Basis of preparation
The principal accounting policies adopted in the preparation of
the financial statements are set out below. The policies have been
consistently applied to all the years presented, unless otherwise
stated. These financial statements have been prepared in accordance
with International Financial Reporting Standards, International
Accounting Standards and Interpretations (collectively IFRSs)
issued by the International Accounting Standards Board (IASB) as
adopted by the European Union (adopted IFRSs).
The preparation of financial statements in compliance with
adopted IFRSs requires the use of certain critical accounting
estimates. It also requires Group management to exercise judgement
in applying the Group's accounting policies. The areas where
significant judgements and estimates have been made in preparing
the financial statements and their effect are disclosed in note
2.
The Group financial statements consolidate the financial
statements of the Company and its subsidiaries (together referred
to as the Group). The parent Company financial statements present
information about the Company as a separate entity and not about
its Group.
Basis of consolidation
Where the Company has the power, either directly or indirectly,
to govern the financial and operating policies of another entity or
business so as to obtain benefits from its activities, it is
classified as a subsidiary. The consolidated financial statements
present the results of the Company and its subsidiaries (the Group)
as if they formed a single entity. Intercompany transactions and
balances between Group companies are therefore eliminated in
full.
The consolidated financial statements incorporate the results of
business combinations using the purchase method. In the
consolidated statement of financial position, the acquirees'
identifiable assets, liabilities, and contingent liabilities are
initially recognized at their fair values at the acquisition date.
The results of acquired operations are included in the consolidated
income statement from the date on which control is obtained.
Inter-company transactions, balances and unrealized gains and
losses (where they do not provide evidence of impairment of the
asset transferred) on transactions between Group companies are
eliminated.
Going concern
The Directors have prepared a cash flow forecast covering a
period extending 12 months from the date of approval of these
financial statements which shows that the Group will have
sufficient cash to meet its debts as they fall due over that
period. blur is a disruptive and evolving technology company and
uncertainties exist in the forecast as a result. The forecast
contains certain assumptions about the performance of the business
including growth in future revenue, both in project revenues and in
premium services, the cost model and margins, and the level of cash
recovery from trading. In the next 12 months, the most critical
assumptions are those concerning the control of costs. The
Directors are aware of the risks and uncertainties facing the
business as it embarks on its new strategy but the assumptions used
are the Directors' best estimate of the future development of the
business.
After considering the forecasts and the risks, the Directors
have a reasonable expectation that the Group has adequate resources
to continue in operational existence over the period of the
forecast. For these reasons, they continue to adopt the going
concern basis of accounting in preparing the annual financial
statements. However, beyond the forecast period the Group will need
either to substantially increase its revenues or take actions to
ensure it remains sufficiently funded. As with any disruptive,
evolving technology company there is always an inherent risk over
the ability of the Group and Company to continue as a going concern
if forecasts are not met and cash resources are not adequate. The
financial statements do not include any adjustments that would
result from the going concern basis of preparation being
inappropriate.
Functional and presentation currency
The functional currency of the Company is Sterling (GBP). The
presentational currency of the Company is the US Dollar ($). The
Directors consider the US Dollar is the most appropriate
presentational currency.
Changes in accounting policies and disclosures
(a) New and amended standards adopted by the Group
The Group has applied any applicable new standards, amendments
to standards and interpretations that are mandatory for the
financial year beginning on or after 1 January 2015. However, none
of them has a material impact on the Group's consolidated financial
statements.
(b) New, amended standards, interpretations not adopted by the Group
A number of new standards, amendments to standards and
interpretations to existing standards have been published that are
mandatory for the Group's accounting periods beginning after 1
January 2016, or later periods, where the Group intends to adopt
these standards, if applicable, when they become effective. The
Group has disclosed below those standards that are likely to be
applicable to the Group and is currently assessing the impact of
these standards.
-- Annual improvements 2014 cycle (effective date: 1 January
2016) - improvements to various standards.
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-- IFRS 15, 'Revenue from contracts with customers' (effective
date:1 January 2016) - this replaces IAS 18 Revenue, IAS 11
Construction Contracts and some revenue-related Interpretations. It
establishes a new five-step model that will apply to revenue
arising from contracts with customers. Under IFRS 15 revenue is
recognized at an amount that reflects the consideration to which an
entity expects to be entitled in exchange for transferring goods or
services to a customer. The principles in IFRS 15 provide a more
structured approach to measuring and recognizing revenue.
-- IFRS 9 'Financial instruments' (effective date: 1 January
2018) - this replaces most of the guidance of IAS 39 Financial
Instruments: Recognition and Measurement. The standard introduces
new requirements for classification and measurement, impairment,
and hedge accounting.
-- IFRS 16 'Leases' (effective date: 1 January 2019) - changes
fundamentally the accounting for leases by lessees. It eliminates
the current IAS 17 dual accounting model, which distinguishes
between on-balance sheet finance leases and off-balance sheet
operating leases and, instead, introduces a single, on-balance
sheet accounting model that is similar to current finance lease
accounting.
Revenue Recognition
Revenue represents the gross value of services provided to
customers in respect of revenue earned, net of discounts, sales
taxes, accrued, and deferred amounts.
There are two principal sources of revenue:
Project revenue
Being revenue from projects that list on blur's marketplace,
where the customer, in conjunction with blur, selects the service
provider and a legally binding contract between blur and its
customers is established (referred to as "kick-off"). At this stage
blur has assumed the principal contractual responsibility to
deliver the agreed services, the delivery of the service has
commenced, and project revenue recognition commences.
Project revenue is recognized on either a timeline, or milestone
basis. Timeline refers to the date the delivery of the service
commences to the date it is completed. Milestone refers to specific
performance targets within each project until completion.
Under the project milestone method, the milestones inserted in
the Statement of Work are broadly indicative of the stage of
completion and reflect the value of work completed.
In the case of milestone projects, the service provider and
customer confirms the proportion of costs incurred to date and the
resulting cost to completion which gives the indication of the
percentage of completion. This is done on the platform
collaboration area, Project Space, that is updated by the service
provider, supported at period end with additional electronic
confirmation.
Where a project has regular deliverables and is relatively short
in duration, the project timeline is used to determine the stage of
completion.
Where any element of a project is contingent upon either
completion or specific milestones or deliverables, the contingent
element of the project is separately identified and revenue
recognized only when the contingent element is completed.
Where a project is delayed or suspended for whatever reason, the
revenue recognized on a timeline basis is initially fixed to the
date of suspension. Revenue will only be further recognized if the
project is deemed to be commercially viable with an expectation
that it will be realized in cash.
Where the project is delayed and a new completion date
established, the revenue is recognized over the longer period
associated with the revised completion date. Where the project is
suspended, no revenue is recognized during the period of
suspension. Where a project is cancelled, the project is assessed
as to the stage of completion. Blur will specifically reference the
cancelled projects' Statement of Works, surveys of work performed,
and the proportion of costs incurred in order to assess the amount
of revenue to recognize.
Cancellation (previously Listing fee) revenue
Being revenue from customers where a commenced project is
cancelled and there is an expectation of collection of the
cancellation fee. The Cancellation fee is a contractual charge when
a customer lists a project that subsequently cancels.
Foreign currency
The functional currency of blur Group plc and blur Ltd is Pound
Sterling, whereas of blur Inc. it is US Dollars.
The presentational currency is US Dollars ($), as the Group's
management believe that in the future the majority of revenues and
activity will be generated in US Dollars. This is consistent with
prior years.
The exchange rates used for translating the statement of
financial position at 31 December 2015 was at a closing rate of
GBP1 = US$1.4804 (2014: US$1.5632) and the statement of
comprehensive income at an average rate of US$1.4804 (2013:
US$1.6410).
Foreign currency transactions are translated into the functional
currency using the exchange rates prevailing at the dates of the
transactions. Foreign exchange gains and losses resulting from the
settlement of such transactions and from the translation at the
reporting period end exchange rates of monetary assets and
liabilities denominated in foreign currencies are recognized in the
income statement.
On consolidation, exchange differences arising from the
translation of the net investment in foreign entities are
recognized in other comprehensive income and accumulated in a
separate component of equity. Exchange differences are recycled to
profit or loss as a reclassification adjustment upon disposal of
the foreign operation.
Derivative instruments
The Group uses forward exchange contracts to mitigate exposure
to foreign currency risks. Gains or losses from utilizing these
instruments are recognized in the income statement in the period in
which they occur.
Fair value hierarchy
All financial instruments measured at fair value must be
classified into the levels below:
-- Level 1: Quoted prices, in active markets.
-- Level 2: Fair Inputs other than quoted market prices included
within Level 1 that are observable for the asset or liability,
either directly or indirectly.
-- Level 3: Inputs that are not based on observable market data.
Trade receivables
Trade receivables are amounts due from customers for services
provided in the ordinary course of business and are stated net of
any provision for impairment. Impairment provisions are recognized
when there is objective evidence (such as significant financial
difficulties on the part of the counterparty or default or
significant delay in payment) that the Group will be unable to
collect all of the amounts due under the terms receivable, the
amount of such a provision being the difference between the net
carrying amount and the present value of the future expected cash
flows associated with the impaired receivable. For trade
receivables, which are reported net of bad debt provision, such
provisions are recorded in a separate allowance account with the
loss being recognized within administrative expenses in the
statement of comprehensive income. On confirmation that the trade
receivable will not be collectable, the gross carrying value of the
asset is written off against the associated provision.
Cash and cash equivalents
Cash and cash equivalents includes cash in hand, deposits held
at call with banks, other short term highly liquid investments with
original maturities of three months or less, and for the purpose of
the statement of cash flows - bank overdrafts or outstanding credit
card balances.
Convertible debt
The proceeds received on issue of the Group's convertible debt
are allocated into their liability and equity components. The
amount initially recognized and attributed to the debt component
equals the discounted redemption value of the financial instrument,
discounted at a deemed market rate of interest (the effective
interest rate) and not the financial instrument's coupon rate. The
deemed rate of interest utilized in the estimation was compared to
the rate of interest that was payable on a similar debt instruments
that do not include an option to convert.
Subsequently, the debt component is accounted for as a financial
liability measured at amortized cost until extinguished on
conversion or maturity of the convertible loan. The remainder of
the proceeds are allocated to the equity reserve within
shareholders' equity, net of income tax effects.
Share capital
Financial instruments issued by the Company are classified as
equity only to the extent that they do not meet the definition of a
financial liability or financial asset.
The Group only has one class of ordinary shares, denominated as
GBP0.01 (2014: GBP0.01) ordinary shares, as set out in note 15. The
Company's ordinary shares are classified as equity instruments.
Leases
Leases where the lessor retains substantially all the risks and
benefits of ownership of the asset are classified as operating
leases. Rent paid on operating leases is charged to the statement
of comprehensive income on a straight line basis over the term of
the lease.
Property, plant and equipment
Items of property, plant and equipment are initially recognized
at cost.
Depreciation is provided on all items of property, plant and
equipment so as to write off their carrying value over their
expected useful economic lives. It is provided at the following
rates:
Furniture, fixtures and fittings - 33% per annum straight line
Computer equipment - 33% per annum straight line
External software - 33% per annum straight line
Intangible assets
The development of the trading platform is capitalized as an
intangible asset. Development activities involve a planned
investment in the development and enhancement of the trading
platform. The development expenditure of the platform is recognized
as intangible assets when the following criteria are met:
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1. It is technically feasible to complete the development of the
platform so that it will be available for use;
2. Management intends to complete and use or sell the platform;
3. There is an ability to use or sell the platform;
4. It can be demonstrated how the platform will generate future economic benefits;
5. Adequate technical, financial and other resources to complete
the development of the platform and to use or sell the use of the
platform are available; and
6. The expenditure attributable to development of the platform can be measured reliably.
Expenditure being capitalized includes internal staff time and
cost spent directly on developing the trading platform. Capitalized
development expenditure is measured at cost less accumulated
amortization and accumulated impairment costs. The amortization
period is over 48 months on a straight-line basis.
Each version released builds incrementally on the prior release
(as opposed to being a completely new platform) so no prior costs
are written off.
Taxation
Income tax expense represents the sum of the current tax and
deferred tax charge for the year.
Current taxes are based on the results shown in the financial
statements and are calculated according to local tax rules, using
tax rates enacted or substantively enacted by the reporting date.
During the year, the current tax charge is nil as there are tax
losses for the year. R&D credits are recognized as and when
eligible, within the tax charge/credit in the financial statements
in accordance with IAS 12.
Deferred tax is recognized in respect of relevant temporary
differences that have originated but not reversed at the balance
sheet date. A deferred tax asset is recognized to the extent that
it is probable that future taxable profits will be available
against which temporary differences can be utilized. Management has
elected not to recognize the deferred tax asset due the lack of
certainty of future profitability as the Group is still in its
early stage of maturity.
The deferred tax asset on shares and share option charges is
affected by the difference between the grant price of the shares
and share options and the market price of the Company's shares at
the accounting year end. If the market value of the shares at the
date of exercise were to be lower than the market value at the
account year end the amount of tax relief obtained would be less
than anticipated in the deferred tax calculations.
Share-based payment
In accordance with IFRS 2 'Share-based payments', the Group
reflects the economic cost of awarding shares and share options to
employees and Directors by recording an expense in the statement of
comprehensive income equal to the fair value of the benefit
awarded. The expense is recognized in the statement of
comprehensive income over the vesting period of the award.
Fair value is measured by the use of a Black-Scholes model,
which takes into account conditions attached to the vesting and
exercise of the equity instruments. The expected life used in the
model is adjusted, based on management's best estimate, for the
effects of non-transferability, exercise restrictions and
behavioral considerations.
2. Critical accounting estimates and judgements
In preparing the financial statements, the Directors make
certain estimates and assumptions regarding the future. Estimates
and judgements are continually evaluated based on historical
experience and other factors, including the expectations of future
events that are believed to be reasonable under the circumstances.
In the future, actual experience may differ from these estimates
and assumptions. The estimates and assumptions that have a
significant risk of causing a material adjustment to the carrying
amounts of assets and liabilities within the financial year are
discussed below.
Judgements and accounting estimates and assumptions
(a) Going concern
As set out in note 1 the Directors have prepared a cash flow
forecast covering a period extending 12 months from the date of
approval of these financial statements which shows that the Group
will have sufficient cash to meet its debts as they fall due over
that period. blur is a disruptive and evolving technology company
and uncertainties exist in the forecast as a result. The forecast
contains certain assumptions about the performance of the business
including growth in future revenue, both in project revenues and in
premium services, the cost model and margins, and the level of cash
recovery from trading. In the next 12 months, the most critical
assumptions are those concerning the control of costs.
(b) Revenue recognition
Revenue is recognized on a gross basis, as our evaluation and
assessment of the indicators under IAS 18 supports the fact that
blur is acting as principal for the majority of projects. The
factors that are considered and prove decisive in the conclusion of
this assessment include the following:
-- blur has the latitude to agree the fee for each project;
-- blur has primary responsibility providing the services to a customer.
-- blur is responsible for the quality of the service delivery,
delivered on time, budget and to a sufficiently high standard. This
includes the management of the service delivery of the expert;
and
-- blur facilitates both commercial terms and the project management for each project
Although blur passes on some of the credit risk onto the service
provider it engages to deliver the services to its customers, it
does not consider this is sufficiently persuasive in light of the
other factors noted above to suggest that accounting for the
transaction as principal is not appropriate.
blur recognizes revenue when the following criteria are
satisfied:
a. The amount or value of the revenue recognized can be reliably
measured, which occurs when the Customer Success team, customer and
service provider have agreed the contract value upon appointment of
the service provider. The measurement date for revenue recognition
is from the date a service provider is appointed to the point that
the performance has been completed.
b. It is probable that the economic benefits associated with the
transaction will flow to blur, when the performance obligation is
confirmed in the Statement of Works or project brief confirmed
between the contracting parties and to the extent that there exists
a track record of successful progress of similar projects. The
transfer of economic benefits to blur must be fixed, determinable
and reasonably assured.
c. The stage of completion of the transaction at the end of the
reporting period can be measured reliably, as set out in the
detailed measurement guidance in section 5 of this policy
d. The costs incurred for the transaction and the costs to
complete the transaction can be measured reliably, with reference
to the individual contract terms, Statement of Works and project
revenue measurement guidance
Project revenue
Project revenue is recognized on either a timeline, or milestone
basis. Timeline refers to the date the delivery of the service
commences to the date it is completed. Milestone refers to specific
performance targets within each project until completion. There can
be judgement required in estimating the stage of completion of a
project and hence the value of the revenue to be recognized at a
point in time.
Cancellation fee (previously listing fee) revenue
The Cancellation fee is a mandatory charge when a customer,
having listed a project decides to close their trading account or
not to select an expert. Judgement may be required to assess the
extent to which the project is listed when the customer submits
their project brief and opens a trading account. The listing fee
covers the customer's use of their trading account and the cost of
time spent developing pitches and running them through the Exchange
process.
(c) Intangible assets
Intangible assets include the capitalized development costs of
the trading platform. These costs are assessed based on
management's view of the technology team's time spent on projects
that enhance the trading platform, supported by internal time
recording and considering the requirements of IAS 38 'Intangible
assets'. The development cost of the platform is amortized over the
useful life of the asset. The useful life is based on the
management's estimate of the period that the asset will generate
revenue, which is reviewed on a project by project basis for
continued appropriateness. The carrying value is tested for
impairment when there is an indication that the value of the assets
might be impaired. The impairment tests require assumptions about
future events which require management judgement.
(d) Trade receivables - provision for impairment
Management has provided for all debts, individually, which are
deemed doubtful at their estimated irrecoverable amount. Management
apply their judgement on whether there is objective evidence that
trade receivables should be impaired. In 2015 the internal process
for credit risk monitoring and management was enhanced to include
detailed customer credit checks prior to projects being listed. The
quality of credit worthy customers has improved over the period
being a reflection of both improved credit control process and the
transition to Enterprise customers.
3. Financial instruments - Risk Management
General objectives, policies and processes
The overall objective of the Board is to set policies that seek
to reduce risk as far as possible without unduly affecting the
Group's competitiveness and flexibility. Further details regarding
these policies are set out below.
The Board reviews its monthly reports through which it assesses
the effectiveness of the processes put in place and the
appropriateness of the objectives and policies it sets.
The Group reports in US Dollars. All funding requirements and
financial risks are managed based on policies and procedures
adopted by the Board of Directors.
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Forward contracts are used to control foreign exchange risk. The
Group's criteria for entering into a forward currency contract
would require that the instrument must:
-- be related to anticipated foreign currency receipt;
-- involve the same currency as the foreign currency receipt; and
-- reduce the risk of foreign currency exchange movements on the Group's operations.
i) Categories of financial assets and liabilities
The principal financial instruments used by the Group, from
which financial instrument risk arises, are as follows:
-- Trade receivables.
-- Cash and cash equivalents.
-- Trade and other payables.
-- Borrowings and convertible loan notes.
Trade and other receivables are initially measured at fair value
and subsequently at amortized cost. Book values and expected cash
flows are reviewed by the Board and any impairment charged to the
consolidated statement of comprehensive income in the relevant
period.
Trade and other payables are measured at book value. The book
value of financial assets and liabilities equates to their fair
value.
A summary of the financial instruments held by category is
provided below:
Financial assets 2015 2014
US$ US$
---------------------------------------- ------------------------- -----------
Cash and cash equivalents 7,144,877 17,401,774
Trade receivables - due at reporting
date 1,261,447 1,453,103
Trade receivables - not due
at reporting date - -
---------------------------------------- ------------------------- -----------
Gross trade receivables 1,261,447 1,453,103
Less: Provision for impairment (1,002,723) (620,001)
---------------------------------------- ------------------------- -----------
Trade receivables - net of provision 258,724 833,102
Accrued Income - not due at
reporting date 303,343 614,124
R&D Tax Credit - due at reporting
date 955,772 766,631
Other receivables 47,745 293,659
---------------------------------------- ------------------------- -----------
Total 1,565,584 2,507,516
---------------------------------------- ------------------------- -----------
Trade receivables principally comprise amounts outstanding for
sales to customers and are net of provision for doubtful
recoverability. An impairment review of outstanding trade
receivables is carried out at the period end and a specific amount
provided for. The average debtor days to settle invoices are 60
days (2014: 102 days).
Trade receivables that are due at the reporting date and have
been reviewed and impaired when the collectability is considered
unlikely.
R&D Tax Credit of $482,908 was received in January 2016.
Financial liabilities
2015 2014
US$ US$
---------------------------------- ---------- ----------
Trade payables 660,669 603,616
Expert costs accrual 140,115 837,245
Other accruals 576,323 369,167
Derivative financial liabilities
- forward currency contract - 136,018
Convertible loan notes 14,804 15,632
---------------------------------- ---------- ----------
Total trade and other payables 1,391,911 1,961,678
---------------------------------- ---------- ----------
Trade payables and accruals principally comprise amounts
outstanding for trade purchases and ongoing costs. The average
credit period taken for trade purchases is 38 days (2014 : 31
days).
Cash and cash equivalents
Cash and cash equivalents are held in Sterling, Euros and US
Dollars and placed on deposit in UK banks and US banks.
ii) Credit risk
Credit risk is the risk of financial loss to the Group if a
customer or counterparty to a financial instrument fails to meet
its contractual obligations. The Group is mainly exposed to credit
risk from credit sales. At 31 December 2015 the Group has net trade
receivables of US$258,724 (2014 - US$833,102).
The Group is exposed to credit risk in respect of these balances
such that, if one or more customers encounter financial
difficulties, this could materially and adversely affect the
Group's financial results. The Group attempts to mitigate credit
risk by assessing the credit rating of new customers prior to
entering into contracts and by entering contracts with customers
with agreed credit terms. The Group also mitigates the credit risk
when the customer for a project has not paid for the outstanding
debt by withholding payment to the service provider associated with
the project
At 31 December 2015, the Group had no customers (2014: five
customers) that owed the Group more than $100,000 each and
accounted for 0% (2014: 51%) of all the net receivables
outstanding.
The analysis below shows the ageing of trade and other
receivables and the movement in bad debt provision in the year:
2015 2014
US$ US$
-------------------------------- ------------ ------------
Up to 3 months 2,318,093 2,492,794
3 to 6 months 96,455 82,393
Above 6 months 153,759 552,331
-------------------------------- ------------ ------------
Gross 2,568,307 3,127,518
Less: allowance for impairment (1,002,723) (620,002)
-------------------------------- ------------ ------------
Net 1,565,584 2,507,516
-------------------------------- ------------ ------------
Allowance for impairment: 2015 2014
US$ US$
-------------------------------- ------------ ------------
Opening balance 620,002 918,359
Utilized during the year (435,439) (1,125,242)
Increase during the year 818,160 826,885
-------------------------------- ------------ ------------
Closing balance 1,002,723 620,002
-------------------------------- ------------ ------------
The provision for bad debts increased during the year as the
Group's policy is to provide fully against receivables due for more
than 150 days. A corresponding provision is made against the
service provider invoice or accrual to reflect the reduced
associated liability.
(iii) Liquidity risk
Short-term liquidity risk arises from the Group's management of
working capital. It is the risk that the Group will encounter
difficulty in meeting its financial obligations as they fall due.
The Group's policy is to ensure that it will always have sufficient
cash to allow it to meet its liabilities when they become due. To
achieve this aim, it seeks to maintain cash balances to meet
expected requirements for a period of at least 30 days. The table
below analyses the Group's financial liabilities by contractual
maturities. All amounts disclosed in the table are the contractual
undiscounted cash flows.
2015 2014
US$ US$
--------------------------- ---------- ----------
Ageing of trade and other
payables:
Up to 3 months 1,183,245 1,860,309
3 to 6 months 157,203 75,950
Above 6 months 36,659 84,985
--------------------------- ---------- ----------
Gross 1,377,107 2,021,244
--------------------------- ---------- ----------
Longer term liquidity risk is the ability of the Group to
continue as a going concern. This risk is managed by the
preparation by the Directors of cash flow forecasts and the close
management of expenditure.
(iv) Foreign exchange risk
Functional and presentational currency
Items included in the financial statements are measured using
the currency of the primary economic environment in which the
Company operates (the functional currency) which is considered by
the Directors to be Pounds Sterling (GBP). The financial statements
have been presented in US Dollars. The effective exchange rate at
31 December 2015 was GBP1 = US$1.4804 (2014: GBP1 = US$1.5632).
Foreign exchange risk arises when Group entities enter into
transactions denominated in a currency other than their functional
currency. The Group's policy is, where possible, to allow customers
to settle liabilities denominated in the customer's functional
currency, being primarily Dollar or Pound Sterling.
The Group is predominantly exposed to currency risk on sales and
purchases made from customers and service providers based in the
USA and the Eurozone. Sales and purchases from customers, experts
and suppliers are made on a central basis and the risk is monitored
centrally. Apart from these particular cashflows the Group aims to
fund expenses and investments in the respective currency and to
manage foreign exchange risk at a local level by matching the
currency in which revenue is generated and expenses are
incurred.
Forward contracts are used to control foreign exchange risk.
Hedge accounting is not applied in respect of these
derivatives.
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The Group's criteria for entering into a forward currency
contract would require that the instrument must:
-- be related to anticipated foreign currency receipt;
-- involve the same currency as the foreign currency receipt; and
-- reduce the risk of foreign currency exchange movements on the Group's operations.
At 31 December 2015 the Group had no commitments under forward
foreign exchange contracts.
Fair value hierarchy
All financial instruments measured at fair value must be
classified into of the levels below:
-- Level 1: Quoted prices, in active markets.
-- Level 2: Fair Inputs other than quoted market prices included
within Level 1 that are observable for the asset or liability,
either directly or indirectly.
-- Level 3: Inputs that are not based on observable market data.
The fair value hierarchy of financial instruments held at fair
value is shown below:
31 December 31 December
2015 2014
US$ US$
------------- ------------
Level 2 Level 2
Financial liabilities
Derivative financial liabilities
(fair value through profit or
loss) - 136,018
============= ============
As at 31 December 2015, the Group's net exposure to foreign
exchange risk was as follows for those entities with Pound Sterling
functional currencies:
US Dollar Euro Total
US$ US$ US$
----------------------------- ---------- --------- ----------
As at 31 December 2015
Trade and other receivables 303,337 30,850 334,187
Cash and cash equivalents 4,490 101,540 106,030
Trade and other payables (465,754) (54,273) (520,027)
----------------------------- ---------- --------- ----------
Net assets (157,927) 78,117 (79,810)
----------------------------- ---------- --------- ----------
As at 31 December 2014
Trade and other receivables 1,409,073 11,927 1,421,000
Cash and cash equivalents 7,960,729 39,465 8,000,194
Trade and other payables (193,034) (2,714) (195,748)
----------------------------- ---------- --------- ----------
Net assets 9,176,768 48,678 9,225,446
----------------------------- ---------- --------- ----------
The impact of 10% movement in foreign exchange rate of US$ will
result in an increase/decrease of net assets by $15,793 for 2015
(2014: $920,704). The average US$ exchange rate used for 2015 is
1.521 (2014: 1.641), with a closing rate of 1.4804 (2014:
1.5632).
(v) Capital management
The Group's capital is made up of share capital, share premium,
equity conversion reserve, merger reserve, foreign currency
reserve, share-based payment reserve and retained losses totaling
at 31 December 2015 US$9,964,927 (2014: US$20,271,062).
The Group's objectives when maintaining capital are:
-- To safeguard the entity's ability to continue as a going
concern, so that it can continue to provide returns for
shareholders and benefits for other stakeholders; and
-- To provide an adequate return to shareholders by pricing
products and services commensurately with the level of risk.
To meet these objectives, the Group reviews the budgets and
forecasts on at least a quarterly basis to ensure there is
sufficient capital to meet the needs of the Group through to
profitability and positive cash flow.
The capital structure of the Group consists of shareholders'
equity as set out in the consolidated statement of changes in
equity. All working capital requirements are financed from existing
cash resources.
(vi) Capital risk management
The Group's objectives when managing capital are to safeguard
the Group's ability to continue as a going concern in a volatile
and tight credit economy.
The Group will also seek to minimize the cost of capital and
attempt to optimize the capital structure, which currently means
maintaining equity funding and keeping debt levels to insignificant
amounts of lease funding. Share capital and premium together amount
to $38,195,035 (see note 15).
Whilst the Group does not currently pay dividends it is part of
the capital strategy to provide returns for shareholders and
benefits for other members in the future. However, the Group is
planning growth and it will continue to be important to maintain
the Group's credit rating and ability to borrow should acquisition
targets become appropriate and available.
Capital for further development of the Group's activities will,
where possible, be achieved by share issues or other finance as
appropriate.
4. Segmental analysis
The Group currently has one reportable segment, provision of
services, and categorizes all revenue from operations to this
segment.
The Group currently has four reportable categories which
are:
1. project revenues - for the provision of services from
projects that list on blurs' marketplace, where the customer
accepts the bid from the expert supplier and a legally binding
contract between blur and its customers is established;
2. cancellation fees (formerly listing fees) - where the project
is cancelled after listing and there is an expectation of
collection. The Cancellation fee is a mandatory charge when a
customer listed a project and decided to close their trading
account or not to select an expert;
3. premium services - comprising wraparound support services for
projects, including blur Manage Ultra, blur Protect Advanced, blur
Express, and blur Engage; and
4. subscriptions and licenses - for the provision of tiered
annual subscriptions to service providers to gain access to high
value project opportunities and market insights; the provision of
access to blur's software Platform and for the provision of
subscriptions of blur Data, which analyses the business services
landscape including category trends, pricing and timeline
forecasts.
Cancellation (formerly Listing Subscriptions and
Project Revenue Fees) Premium Services Licenses
2015 2014 2015 2014 2015 2014 2015 2014
US$ US$ US$ US$ US$ US$ US$ US$
UK 805,798 939,597 20,589 752,458 - - 15,538 -
USA 854,289 1,303,606 259,390 745,811 12,913 - 52,964 -
Rest of
World 291,195 346,914 371,337 626,822 4,500 - 7,457 -
Total 1,951,282 2,590,117 651,316 2,125,091 17,413 - 75,959 -
========== ========== =========== ================== ========== ======= ============ ===========
The Group operates in three main geographic areas: UK, USA and
Rest of the World. Revenue and non-current assets by origin of
geographical segment for all entities in the Group is as
follows:
Revenue Non-current assets
2015 2014 2015 2014
US$ US$ US$ US$
--------------- ---------- ---------- ---------- -------------------
UK 841,925 1,692,055 2,778,440 2,394,434
USA 1,179,556 2,049,417 1,059 4,214
Rest of World 674,489 973,736 - -
--------------- ---------- ---------- ---------- -------------------
Total 2,695,970 4,715,208 2,779,499 2,398,648
--------------- ---------- ---------- ---------- -------------------
The total loss from operations of $10.7m predominantly relates
to project revenue/cancellation fees which make up 97% of revenue.
The vast majority of the costs of sales and overheads for 2015
relate to the head office in the UK. Given this, the directors
consider the split of costs across geographical segments would be
arbitrary and judgmental. Therefore, they consider reporting the
loss by geographical segment could be mis-leading in this early
phase of blur's development.
5. Loss from operations
The operating loss as at 31 December 2015 is stated after
charging:
2015 2014
US$ US$
------------------------------------- -------------------------------- -----------
Amortization of intangibles 979,637 561,722
Auditors' remuneration:
Audit fees - Subsidiaries - -
- Company 88,000 266,843
Non-audit fees - taxation advisory
and compliance services 64,159 59,443
- other assurance services -
interim review 8,000 16,398
Bad debt provision 850,680 826,885
Depreciation of property, plant
and equipment 75,494 77,809
Loss on disposal of property,
plant and equipment 6,185 51,414
Staff costs (note 6) 4,106,832 4,268,210
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Operating lease expense - buildings 445,447 471,260
Foreign exchange losses 265,345 810,910
Other administrative expenses 4,138,961 5,214,059
------------------------------------- -------------------------------- -----------
Total administrative and other
expenses 11,028,740 12,624,953
------------------------------------- -------------------------------- -----------
6. Staff costs
Staff costs (including Directors emoluments) incurred in the
year were as follows:
2015 2014
US$ US$
------------------------------ ------------ ------------
Wages and salaries 5,175,051 5,761,655
Social security costs 736,187 715,697
Share-based payments 525,876 464,111
------------------------------- ------------ ------------
Gross staff costs 6,437,114 6,941,463
Less: Amounts capitalized:
Wages and salaries (1,351,391) (1,584,825)
Social security
costs (139,354) (149,067)
------------------------------- ------------ ------------
(1,490,745) (1,733,892)
Less: Amounts attributable
to Cost of Sale
Wages and salaries (746,746) (822,636)
Social security
costs (92,791) (116,725)
------------------------------- ------------ ------------
(839,537) (939,361)
------------------------------ ------------ ------------
4,106,832 4,268,210
------------------------------ ------------ ------------
Wages and salaries 3,076,914 3,354,194
Social security costs 504,042 449,905
Share-based payments 525,876 464,111
------------------------------- ------------ ------------
Net staff costs 4,106,832 4,268,210
------------------------------- ------------ ------------
The average monthly number of permanent employees during the
period was as follows:
2015 2014
Number Number
---------------------------------- ---------- --------
Directors 5 6
Staff
Administration 6 8
Customer Services 12 15
Marketing 5 6
Sales 11 11
Technology 23 26
---------------------------------- ---------- --------
62 72
---------------------------------- ---------- --------
2015 2014
US$ US$
---------------------------------- ---------- ----------
Key management personnel
Emoluments and compensation 963,396 756,677
Employers social security 95,909 67,862
---------------------------------- ---------- ----------
1,059,305 824,539
Share-based payments 237,505 109,024
Company pension contributions
to defined contribution schemes - -
---------------------------------- ---------- ----------
1,296,810 933,563
---------------------------------- ---------- ----------
Key management personnel comprise of the Board of Directors and
the Chief Financial Officer if he is not a Board member.
During the year the Directors were awarded a total of 460,000
share options (2014: 1,000,000) at a weighted average exercise
price of GBP0.2739 (2014: GBP0.66). No share options were received
or receivable in respect of qualifying services under a long term
incentive scheme. No share options were exercised during the year.
Remuneration disclosed above includes the following amounts paid to
the highest paid Director:
2015 2014
US$ US$
------------------------------- -------- --------
Highest paid Director
Emoluments and compensation 304,200 270,765
304,200 270,765
Share-based payments 133,194 5,641
Company pension contributions
to defined contribution
schemes - -
------------------------------- -------- --------
437,394 276,406
------------------------------- -------- --------
In the year ended 31 December 2015 the highest paid Director
received nil share options (2014: 500,000). No share options were
exercised by this Director in the current financial year (2014:
nil).
7. Finance income and expenses
2015 2014
US$ US$
---------------------------- --------------------------------- ----------
Finance income
Interest from bank 221,048 93,459
Interest from customers 461 -
---------------------------- --------------------------------- ----------
221,509 93,459
---------------------------- --------------------------------- ----------
Finance expense
Convertible loan note
interest - (872)
Fair value loss on foreign
exchange contracts - (142,788)
Interest Payable (726) -
---------------------------- --------------------------------- ----------
(726) (143,660)
---------------------------- --------------------------------- ----------
8. Income tax
Analysis of the tax credit
No liability to UK corporation tax arose on ordinary activities
for the year ended 31 December 2015 nor for the year ended 31
December 2014. However, a receivable cash tax credit in respect of
the UK R&D activity has been recognized.
The R&D Tax Credit receipt from HMRC is likely to be
received within a few months of the submission of the corporate tax
return for blur Limited. A liability for overseas tax has been
recognized on ordinary activities for the year ended 31 December
2015 in respect of Blur Inc.
2015 2014
US$ US$
------------------------------- --------- ---------
Tax credit - current year 500,491 535,164
- prior year (49,751) 6,168
Overseas tax (19,767) (10,845)
------------------------------- ---------
430,973 530,487
------------------------------- --------- ---------
Factors affecting the tax charge
The reasons for the difference between the actual tax charge for
the year and the standard rate of corporation tax in the United
Kingdom applied to the result for the year are as follows:
2015 2014
US$ US$
------------------------------------ ------------- -------------
Loss before tax (10,520,149) (11,029,550)
Tax credit at 20.25% (2014: 21.5%) 2,130,330 2,371,353
Non-deductible expenses (107,780) (110,838)
Accelerated (depreciation)/capital
allowance (14,623) (16,027)
Higher tax rates on overseas
earnings (9,759) (5,016)
Utilization of overseas tax losses - -
Losses carried forward (2,017,935) (2,250,317)
Prior year R&D tax credit (49,751) 6,168
Current year R&D tax credit 500,491 535,164
Income tax credit 430,973 530,487
------------------------------------ ------------- -------------
The Group has carried forward losses and accelerated temporary
differences amounting to US$22,479,579 as of 31 December 2015
(2014: $15,392,810). As the timing and extent of taxable profits
are uncertain, the deferred tax asset of US$4,046,324 (2014:
$3,078,562) arising on these losses (at 18% future tax rate) and
accelerated timing differences has not been recognized in the
financial statements.
9. Loss per share
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Loss per ordinary share has been calculated using the weighted
average number of shares in issue during the relevant financial
periods. The basis for calculating the basic loss per share is as
follows:
2015 2014
US$ US$
------------------------------------------------------------------------- ------------- -------------
Weighted average number of shares for the purpose of earnings per share 47,092,851 39,391,172
Loss after tax (10,089,176) (10,499,063)
Loss per share (0.21) (0.27)
------------------------------------------------------------------------- ------------- -------------
Due to the loss in the period the effect of the share options
was considered anti-dilutive and hence no diluted loss per share
information has been provided.
10. Property, plant and equipment
Furniture,
Computer Fixtures
Equipment and Fittings Total
US$ US$ US$
----------------------- ------------ -------------- ----------
COST
At 1 January 2014 178,617 117,036 295,653
Additions 34,460 35,555 70,015
Disposals (73,006) (48,147) (121,153)
Exchange adjustment (5,462) (3,629) (9,091)
----------------------- ------------ -------------- ----------
At 31 December 2014 134,609 100,815 235,424
Additions 15,786 4,627 20,413
Disposals (40,104) (11,320) (51,424)
Exchange adjustment (6,775) (5,176) (11,951)
----------------------- ------------ -------------- ----------
At 31 December 2015 103,516 88,946 192,462
----------------------- ------------ -------------- ----------
DEPRECIATION
At 1 January 2014 73,995 47,608 121,603
Charge for period 45,316 32,493 77,809
Disposals (49,980) (37,811) (87,791)
Exchange adjustment (3,436) (2,125) (5,561)
----------------------- ------------ -------------- ----------
At 31 December 2014 65,895 40,165 106,060
Charge for period 43,553 31,941 75,494
Disposals (35,788) (9,451) (45,239)
Exchange adjustment (4,603) (3,069) (7,672)
----------------------- ------------ -------------- ----------
At 31 December 2015 69,057 59,586 128,643
----------------------- ------------ -------------- ----------
NET BOOK VALUE
At 31 December 2015 34,459 29,360 63,819
--------------------- ------- ------- --------
At 31 December 2014 68,714 60,650 129,364
--------------------- ------- ------- --------
11. Intangible assets
Trading Software Total
Platform Development
US$ US$ US$
---------------------------------- ---------- ------------- ----------
COST
At 1 January 2014 1,124,948 31,327 1,156,275
Additions - Internal Development - 176,879 176,879
Additions - External Costs 1,651,681 82,211 1,733,892
Disposals - (18,051) (18,051)
Exchange adjustment (58,403) (770) (59,173)
---------------------------------- ---------- ------------- ----------
At 31 December 2014 2,718,226 271,596 2,989,822
Additions - Internal Development 1,461,605 - 1,461,605
Additions - External Costs - 49,149 49,149
Disposals - - -
Exchange adjustment (143,981) (14,386) (158,367)
---------------------------------- ---------- ------------- ----------
At 31 December 2015 4,035,850 306,359 4,342,209
---------------------------------- ---------- ------------- ----------
AMORTISATION
At 1 January 2014 195,602 - 195,602
Charge for period 521,998 39,724 561,722
Exchange adjustment (34,903) (1,883) (36,786)
---------------------------------- ---------- ------------- ----------
At 31 December 2014 682,697 37,841 720,538
Charge for period 878,241 101,396 979,637
Exchange adjustment (67,969) (5,677) (73,646)
---------------------------------- ---------- ------------- ----------
At 31 December 2015 1,492,969 133,560 1,626,529
---------------------------------- ---------- ------------- ----------
NET BOOK VALUE
At 31 December 2015 2,542,881 172,799 2,715,680
---------------------------------- ---------- ------------- ----------
At 31 December 2014 2,035,529 233,755 2,269,284
---------------------------------- ---------- ------------- ----------
12. Trade and other receivables
2015 2014
US$ US$
--------------------------- ---------- ----------
Trade receivables - gross 444,797 1,453,103
Provision for impairment (186,073) (620,001)
--------------------------- ---------- ----------
Trade receivables - net 258,724 833,102
Prepayments 231,045 274,164
Accrued Income 303,343 614,124
Other receivables 47,745 19,495
840,857 1,740,885
--------------------------- ---------- ----------
As at 31 December 2015 trade receivables of US$160,192 (2014:
US$1,285,722) were past due but not impaired, see note 3 for the
Group's assessment of the exposure to credit risk.
All amounts shown under receivables are due within one year.
13. Trade and other payables (including derivatives)
2015 2014
US$ US$
---------------------------------- ---------- ----------
Current
Trade payables - Service
Providers 188,753 120,624
Trade payables - Overheads 471,916 482,992
Other payables (8,012) 26,809
Derivative financial liabilities
- forward currency contract - 136,018
Deferred revenue 364,167 -
Director's current account
(note 19) 19,603 15,228
Accruals - Service Providers 140,115 837,245
Accruals - Overheads 301,595 327,130
---------------------------------- ---------- ----------
1,478,137 1,946,046
---------------------------------- ---------- ----------
Forward rate exchange contracts for derivative financial
liabilities are not designed as hedging instruments.
The maximum exposure to credit risk at the reporting date is the
fair value of the derivative assets in the consolidated statement
of financial position.
14. Loans and borrowings
2015 2014
US$ US$
---------------------------- ------- -------
Unsecured convertible loan
note
Current 14,804 15,632
Total loans and borrowings 14,804 15,632
---------------------------- ------- -------
Book value approximate to fair value for the convertible debt
and is stated at fair value at initial recognition and at amortized
cost subsequently.
The convertible loan notes (referred to as convertible debt II)
were issued in 2011 with a coupon rate of 15% at a total face value
of US$78,010. The loan notes are either repayable in four years
from the issue date at its total face value, with interest accrued
and payable as ordinary shares issued in the Company or can be
converted at any time within two years into shares at the holder's
option. The value of the liability component and the equity
conversion component were determined at the date the instrument was
issued.
During the period to 31 December 2012 loan note holders
converted their loan notes into ordinary shares of the Company.
Only one convertible loan note remains outstanding relating to
Peter Tahany. There is an ongoing claim relating to the provision
of Mr Tahany's consultancy services from September 2009 to early
2010, but the Board considers any risk of incurring costs relating
to this claim remote.
Equity conversion Fair value
Face value reserve of liability
US$ US$ US$
----------------------- ----------- ------------------ --------------
As at 1 January 2015 15,632 8,967 24,599
Accretion in loan
note liability value - - -
Exchange adjustments (828) (828)
----------------------- ----------- ------------------ --------------
As at 31 December
2015 14,804 8,967 23,771
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----------------------- ----------- ------------------ --------------
15. Share capital
Share capital allotted and fully paid up
Ordinary shares of GBP0.01 carry the right to one vote per share
at general meetings of the Company and the rights to share in any
distribution of profits or returns of capital and to share in any
residual assets available for distribution in the event of a
winding up. The shares are denominated in Pounds Sterling and
translated at the historic rate.
The table below shows the movements in share capital for the
year:
Number of shares Share Capital $ Share Premium $
Movement in ordinary share capital 2015 2014 2015 2014 2015 2014
------------------------------------ ----------- ----------- -------- -------- ----------- ------------
Balance at 1 January 47,092,851 29,632,522 769,179 475,845 37,425,856 16,765,333
Issue of new shares - 17,460,329 - 293,334 21,706,681
Share issue costs - - - - - (1,046,158)
Balance at 31 December 47,092,851 47,092,851 769,179 769,179 37,425,856 37,425,856
------------------------------------ ----------- ----------- -------- -------- ----------- ------------
The Group has not issued any partly paid shares nor any
convertible securities, exchangeable securities or securities with
warrants. The Group does not hold any treasury shares.
16. Subsidiaries
The subsidiaries of the Company, all of which have been included
in the consolidated financial information, are as follows:
Name Principal activity Ownership Country of Incorporation
blur Inc. Provision of marketing 100%* United States of
services America
blur Limited Provision of services 100% United Kingdom
blur Exchange Dormant company 100%* United Kingdom
Limited
blur Technology Dormant company 100%* United Kingdom
Limited
blur Services Dormant company 100%* United Kingdom
Limited
* These investments are held by blur Limited.
17. Reserves
The following describes the nature and purpose of each reserve
within equity:
Share premium The amount of capital contributed
in excess of the nominal value of
each ordinary share
Equity conversion The amount of proceeds on issue of
reserve convertible loan notes relating to
the equity component
Share-based payment Reserve for share-based payments
reserve on options granted during the period
not yet exercised
Foreign currency Foreign exchange translation gains
reserve and losses arising on the translation
of the financial statements from
the functional to the presentation
currency
Retained earnings All other net gains and losses and
transactions with owners (e.g. dividends)
not recognized elsewhere
Merger Reserve Amount subscribed for share capital
in excess of nominal value when shares
are issued in exchange for at least
a 90% interest in the shares of another
company.
18. Leases
The Group's leases consist only of operating leases for office
space. Non-cancellable operating lease rentals are payable as
follows:
2015 2014
US$ US$
------------------------- -------- --------
Not later than one year 117,975 315,893
Above one year but not
later than
five years 120,159 164,591
------------------------- -------- --------
238,134 480,484
------------------------- -------- --------
At 31 December 2015, the Group had no capital commitments in
respect of property, plant and equipment.
19. Related party transactions
2015 2014
US$ US$
--------------------------- -------- --------
Consultancy fees(1) 191,646 196,920
Service fees (2) 68,822 251,900
Other Consultancy fees(3) 25,137 9,467
License fees(4) 5,325 17,231
--------------------------- -------- --------
290,930 475,518
--------------------------- -------- --------
Out of above balances outstanding at year end in trade payables
and accruals are $16,390 (2014: $43,906).
1 Consultancy fees of $191,646 (2014: $196,920) were paid to
Revviva LLC, a company in which K Cardinale has an interest. These
were paid for K Cardinale's director services.
2 Service fees of $68,822 (2014: $251,900) were paid to CFPro
Limited and Cambridge Financial Partners LLP for accounting and
consultancy support, companies in which Barbara Spurrier has an
interest.
3 Other consultancy fees of $25,137 (2014: $9,467) were paid to
Meguro LLP, a company in which Robert Wirszycz has an interest
prior to him becoming a director.
4 License fees of $5,325 (2014: $17,231) were payable to Philip
Letts for the use of blur logo artwork.
Related party transactions are not included in compensation
costs to key personnel as set out in note 6, with the exception of
payments to Revviva LLC in respect of K Cardinale's director
services.
Revenue or other related receipts from key management personnel
(including Directors):
2015 2014
US$ US$
-------------------- ------- -------
Project Revenue(1) 1,521 -
1,521 -
-------------------- ------- -------
1 Project revenue includes $1,521 (2014: $nil) in revenue
recognized for projects carried out on behalf of Letts Estates
Limited, a company in which Philip Letts has an interest. The
projects were carried out on an arms-length basis. There are no
amounts outstanding to or from the company at the period end.
The following loans are due (to)/from Directors:
2015 2014
US$ US$
------------------------------------------ --------- ---------
P Letts:
Opening balance (15,228) 3,797
Expenses incurred on behalf of the Group (5,181) (19,765)
Exchange adjustments 806 740
------------------------------------------ --------- ---------
Closing balance (19,603) (15,228)
------------------------------------------ --------- ---------
The loans are interest free and repayable on demand.
20. Share-based payments
The Company operates two option schemes, namely an unapproved
option scheme and an Enterprise Management Incentive (EMI) scheme.
The share capital of the Company is denominated in Pounds Sterling.
Therefore, disclosures are presented in Sterling.
At 31 December 2015, the following share options have been
granted and are outstanding in respect of the ordinary shares:
As at
Exercise As at 31 Final
Price 1 January December exercisable Contractual
Range 2015 Granted Cancelled 2015 date life
----------------- ---------------- ---------- ---------- --------------- ----------------- ------------
6.3-10.0
GBP0.18-GBP2.40 3,487,295 1,397,800 843,100 4,041,995 4/2022-12/2025 years
7.7-8.0
GBP4.25-GBP4.60 76,000 - 50,000 26,000 9/2013-12/2023 years
8.0-8.1
GBP5.74-GBP7.93 59,000 - 47,500 11,500 1/2024 years
------------------ ---------------- ---------- ---------- --------------- ----------------- ------------
3,622,295 1,397,800 940,600 4,079,495
----------------- ---------------- ---------- ---------- --------------- ----------------- ------------
Weighted
average
exercise
price GBP0.78 GBP0.24 GBP1.24 GBP0.49
------------------ ---------------- ---------- ---------- --------------- ----------------- ------------
At the 31 December 2015, 4,079,495 (2014: 3,622,295) options
were in existence, 2,087,000 (2014: 1,727,350) under EMI scheme and
1,992,495 (2014: 1,894,945) under unapproved scheme. The options
exercisable as at 31 December 2015 were NIL (2014: NIL). The
contractual life is ten years and there is no cash settlement of
the options. The options vests provided the employees remain in the
service of the Company for a period of between two and four years
from the grant date.
The fair values of the options are calculated using the
Black-Scholes method. Assumptions used in this model for the year
ended 31 December were:
EMI Scheme 2015 2014
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Fair value at measurement date GBP0.14 GBP0.91
Exercise price GBP0.18 - GBP0.77 GBP0.66 - GBP7.93
Expected volatility 29% - 600% 112% - 600%
Expected life 4.00 Years 4.00 Years
Weighted Average Share Price at grant GBP0.24 GBP0.97
Risk-free rate 1.65%-1.831% 1.5%-2.25%
Unapproved Scheme 2015 2014
Fair value at measurement date GBP0.10 GBP0.66
Exercise price GBP0.18-GBP0.30 GBP0.66
Expected volatility 29%-99% 600%
Expected life 4.00 years 4.00 years
Weighted Average Share Price at grant GBP0.22 GBP0.66
Risk-free rate 1.65%-1.831% 1.50%
The expected volatility of 29%-600% was used for options granted
during the year. As the Company has only traded on the AIM market
since 5 October 2012, the Company has insufficient historical data
to calculate and hence the volatility of 29%-600% is based on the
implied volatility of a group of listed entities that have similar
characteristics and are in the same industry sector.
21. Events after the reporting date
There are no disclosable events following the reporting
date.
22. Control
There is no ultimate controlling party.
23. Posting of Annual Report
blur Group plc's audited Annual Report and Financial Statements
for the year ending 31 December 2015 are available for you to
download and review on blur's website at
www.blurgroup.com/investors/#reports and will shortly be posted to
shareholders.
The Annual General Meeting of the Company will be held at 10.00
a.m. on 16 June 2016 at the
offices of blur Group plc, Eagle House, 1 Babbage Way, Exeter
Science Park, Clyst Honiton, Exeter,
Devon EX5 2FN.
This information is provided by RNS
The company news service from the London Stock Exchange
END
FR AKADPABKDFQB
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