TIDMPVT
RNS Number : 1582M
Pivot Enterainment Group PLC
11 August 2011
11.08.11
PIVOT ENTERTAINMENT GROUP PLC
("Pivot Entertainment" "the Group")
Unaudited interim results for the six months ended 31 May
2011
Pivot Entertainment Group plc (AIM: PVT), the transatlantic
media and entertainment company, today announces its unaudited
interim results for the six months ended 31 May 2011.
Key Points
Financials
-- 11.7% increase in turnover to GBP39.4 million (6 months
ending 31 May 2010: GBP35.2 million).
-- Pre-tax losses of GBP994,000 - compared to a loss of GBP3.1m
during the previous period.
-- Loss per share 1.79p - compared to a loss of 17.06p per share
during the previous period.
Restructuring and divestment activity
-- Restructuring complete with the sale of The Finishing Touch
(Corporate Events) Ltd and First Artist Sport Ltd.
-- Balance sheet strengthened through strategic investment
totalling GBP2.5m.
-- Placings in the period raised GBP4m.
-- Reduction in bank debt.
-- Board changes including appointment of Jeremy Barbera as CEO,
David Stoller as Executive Chairman, Shirley Stapleton as FD and
Marcus Yeoman as Non-Executive Director.
Commenting on the results, Chairman David Stoller, said:
"The Board is pleased to have completed the restructuring of the
Group. We believe that these changes will significantly improve the
future financial performance of Pivot Entertainment and create
additional shareholder value. The focus of the Group is now to
drive internal growth through business expansion and further
integration between our London and New York operations, and
external growth through acquisitions that will enable us to enhance
our digital and media capabilities and expand our multi market
consumer-based platform."
-End-
Contacts:
Pivot Entertainment
Jeremy Barbera/David Stoller/ Shirley Stapleton Tel: +44 20
79930000
Seymour Pierce Limited
Stewart Dickson /Tom Sheldon (Corporate Finance) Tel: +44 20
71078000
Katie Ratner (Joint Broker)
XCAP Securities plc
Adrian Kirk / David Lawman (Joint Broker) Tel: +44 207 101
7070
Bishopsgate Communications Limited
Deepali Schneider/Natalie Quinn Tel: +44 20 75623350
pivotentertainment@bishopsgatecommunications.com
Chairman's Statement
These results reflect the impact of the restructuring activities
undertaken by Pivot Entertainment Group plc since the year end.
This includes the completion of the refinancing of the AIB
facility, the sale of non-core business assets and the strategic
investment by Pivot Entertainment LLP. This represents significant
progress towards restoring the strength of the Group and our stated
goal of reshaping the Group into a highly-focused, transatlantic
media and entertainment company.
The restructuring and divestment activity included;
-- Sale of The Finishing Touch (Corporate Events) Ltd in
February 2011 to ExEvents Ltd, a subsidiary of Rivington Street
Holdings plc for cash considerations of GBP100,001. In addition,
ExEvents has agreed to pay 50% of net profits generated by existing
TFT customers over each of the next three years;
-- Sale of First Artist Sport Ltd to Jon and Phil Smith for an
initial cash consideration of GBP1 in May 2011. Additional
consideration is payable to the Group equal to the sum of 5 per
cent of revenue generated in excess of GBP3 million in the years
ended 30 November 2011 and 2012.
-- The departure of Jon and Phil Smith from the Board with
compromise agreements totalling GBP280,000 paid in cash;
-- The rationalisation and restructuring of the Group will be
complete with the winding up of the remaining operations of the
Sport division being Promosport SrL, the Italian based football
management agency.
The activities directed at restoring the financial and
management strength of the Group during this interim period
included;
-- Strategic investment in December 2010 by Pivot Entertainment
LLP of $4 million (GBP2.5 million) in the Group via a subscription
of 9,900,000 new ordinary shares at 11 pence per share representing
GBP1.1million and an unsecured loan for the remainder, being GBP1.4
million;
-- Appointments of David Stoller as Executive Chairman and
Jeremy Barbera as Chief Executive following investment by Pivot
Entertainment LLP. Shirley Stapleton was also appointed to the
Board as Finance Director;
-- Placing of 10,000,000 new ordinary shares at a price of 20
pence per share raising GBP2 million (before expenses) in February
2011, followed in March by a further placing of 8,700,000 new
ordinary shares at a price of 23 pence per share, which raised a
further GBP2 million (before expenses);
-- Conversion of Pivot Entertainment unsecured loan of
GBP1.4million (plus interest) into 7,401,615 ordinary shares at a
conversion price of 20 pence per share in March 2010;
-- Conclusion of a new GBP14.8million revolving credit facility
with Allied Irish Bank and a reduction in bank debt from the year
end value of GBP18.0 million through funds raised for the share
placing;
-- Appointment of Marcus Yeoman as Non-Executive Director in May
2011.
The results for the 6 months ended 31 May 2011 show the
following:
Summary of results
Unaudited Unaudited
6 months ended 6 months ended
31 May 31 May
2011 2010
GBP'000 GBP'000
Total Revenue from continuing
operations 39,368 35,242
---------------- ----------------
Adjusted EBITDA* from continuing
operations 290 482
Exceptional costs (see note 4) (414) (168)
EBITDA from discontinued operations (4) (2,166)
---------------- ----------------
Group EBITDA (128) (1,852)
================ ================
*Adjusted EBITDA is stated before exceptional items.
Shareholders should note that in these results there is a
reclassification of continuing and discontinued operations compared
to last years' interim results as a consequence of the disposal
during the period of The Finishing Touch (Corporate Events) Ltd,
which was previously included in continuing operations.
The operating companies achieved solid revenue growth of 11.7%
to GBP39.4 million (6 months ending 31 May 2010: GBP35.2 million).
EBITDA for these operations grew to GBP1.50 million (6 months
ending 31 May 2010: GBP1.32 million), being a 13.6% increase, shown
below.
A strong performance of the theatre marketing business in the US
has driven the Group results in this period. EBITDA for
discontinued operations shows a reduction in loss of GBP2.16
million.
Continuing Operations
May-11 May-10
Locale Revenue EBITDA Revenue EBITDA
GBP'000 GBP'000
NY operations 24,718 1,067 20,862 828
London operations 14,650 437 14,380 495
Subtotal 39,368 1,504 35,242 1,323
-------- -------- -------- -------
Head Office 0 (1,214) 0 (841)
TOTAL 39,368 290 35,242 482
======== ======== ======== =======
Following the disposal of the Events Management business,
continuing operations comprise the London and NY-based theatre
marketing business of Dewynters Ltd and Spot & Company of
Manhattan, together with London based signage and fascia display
business of Newman Displays Ltd and the NY-based merchandising
operations of Dewynters Advertising Inc.
The London theatre marketing business supported the opening of
three new musicals; Million Dollar Quartet, Wizard of Oz and Betty
Blue Eyes and the opening of Ghost the Musical in Manchester.
Looking forward, the book of business continues to be a mix of
existing long standing clients, new openings and a diversifying mix
of business.
The London signage and fascia display business continues to
support both cinematic and theatrical clients. High profile events
that they have worked on include the Cannes Film Festival, Thor,
Sucker Punch and Hangover Part II. However, the upgrading works
currently underway in Leicester Square have meant the relocation of
many film premieres to other smaller sites. This has impacted
somewhat on budgeted revenues and will continue to do so until the
work is complete in 2012.
New York operations achieved revenue growth during the period
based on exceptionally strong billings. The solid performance
reflects a leading position in large Broadway musicals opening
during the spring of 2011 including Catch Me If You Can, Book of
Mormon, Baby It's You, Bengal Tiger, Wonderland and promotions for
Cirque Du Soleil-Radio City.
Discontinued Operations
Discontinued operations include Promosport SrL, First Artist
Management Ltd and First Rights Ltd as well as the disposals in the
period of The Finishing Touch (Corporate Events) Ltd and First
Artist Sport Ltd. Promosport was put into liquidation on 23 March
2011. First Artist Management has remained a dormant trading
company since the business assets were sold in 2010 and will be
dissolved in the second half of the year, along with First Rights
Ltd, which ceased trading in October 2010.
Summary and Outlook
The Board is pleased to have completed the restructuring of the
Group. We believe that these changes will significantly improve the
future financial performance of Pivot Entertainment and create
additional shareholder value. The focus of the Group is now to
drive internal growth through business expansion and further
integration between our London and New York operations, and
external growth through acquisitions that will enable us to enhance
our digital and media capabilities and expand our multi market
consumer-based platform.
David Stoller, Chairman
Pivot Entertainment Group plc
Unaudited Condensed Consolidated Statement of Comprehensive
Income
For the six months ended 31 May 2011
6 months 6 months
ended ended Year ended
31 May 31 May 30 November
2011 2010 2010
(Unaudited) (Unaudited) (Audited)
GBP000's GBP000's GBP000's
Continuing Operations
Revenue 39,368 35,242 71,403
Cost of sales (30,541) (27,025) (54,352)
------------- ------------- -------------
Gross profit 8,827 8,217 17,051
Administrative expenses (9,529) (9,630) (20,767)
EBITDA before exceptional
administrative expenses 290 482 950
Exceptional administrative
expenses 4 (414) (168) (256)
Depreciation (229) (299) (517)
Impairment of goodwill 5 - (1,000) (3,040)
Amortisation of intangibles (349) (428) (853)
----------------------------- ------------- ------------- -------------
Operating loss (702) (1,413) (3,716)
Finance income 1 1 569
Finance costs 2 (293) (1,703) (1,997)
Loss before taxation (994) (3,115) (5,144)
Taxation 100 157 222
Loss for the period from
continuing operations (894) (2,958) (4,922)
Discontinued operations
Loss for the period from
discontinued operations 8 (4) (2,150) (2,890)
------------- ------------- -------------
Loss for the period (898) (5,108) (7,812)
------------- ------------- -------------
Other comprehensive income:
Currency translation
differences (589) 671 317
Other comprehensive income
(net of tax) for the
period (589) 671 317
Total comprehensive income
for the period attributable
to owners of the parent (1,487) (4,437) (7,495)
============= ============= =============
Basic and diluted loss per
share (pence)
From continuing operations 3 (1.78) (9.88) (16.44)
From discontinued operations 3 (0.01) (7.18) (9.65)
------------- ------------- -------------
Total operations (1.79) (17.06) (26.09)
============= ============= =============
Unaudited Condensed Consolidated Balance Sheet
As at 31 May 2011
Restated
Year
6 months 6 months ended 30
ended 31 ended 31 November
May 2011 May 2010 2010
(Unaudited) (Unaudited) (Audited)
GBP000's GBP000's GBP000's
Non-current assets
Goodwill 5 14,190 15,980 14,591
Intangible assets 5,385 6,495 5,862
Property, plant and equipment 1,341 1,730 1,492
Available-for-sale investments - 58 58
20,916 24,263 22,003
------------ ------------ ----------
Current assets
Inventories 377 900 433
Trade and other receivables 5,653 8,862 9,095
Cash and cash equivalents 2,815 2,773 3,284
------------ ------------ ----------
8,845 12,535 12,812
Assets of disposal group classified
as held-for-sale 8 - 2,807 1,080
------------ ------------ ----------
8,845 15,342 13,892
------------ ------------ ----------
Total assets 29,761 39,605 35,895
============ ============ ==========
Current liabilities
Trade and other payables (9,085) (11,280) (12,788)
Current taxation liabilities (53) (358) (132)
Borrowings 7 - (20,402) (17,955)
Provisions 6 (2,561) (2,830) (5,407)
------------ ------------ ----------
(11,699) (34,870) (36,282)
Liabilities of disposal group
classified as held-for-sale 8 - (1,407) (1,002)
(11,699) (36,277) (37,284)
------------ ------------ ----------
Non-current liabilities
Deferred taxation (1,836) (2,186) (2,020)
Borrowings 7 (14,800) - -
Provisions 6 (960) (2,482) (966)
------------ ------------ ----------
(17,596) (4,668) (2,986)
Total liabilities (29,295) (40,945) (40,270)
------------ ------------ ----------
Net assets/(liabilities) 466 (1,340) (4,375)
============ ============ ==========
Equity
Share capital 1,649 749 749
Share premium 13,202 7,774 7,774
Capital redemption reserve 15 15 15
Share option reserve - 256 217
Retained earnings (13,911) (10,588) (13,230)
Own shares held (259) (259) (259)
Foreign exchange reserve (230) 713 359
Total equity attributable to owners
of the parent 466 (1,340) (4,375)
============ ============ ==========
Unaudited Condensed Consolidated Statement of Changes in
Equity
For the six months ended 31 May 2011
Capital Share Own Foreign
ATTRIBUTABLE Share Share redemption option Retained shares exchange Total
TO OWNERS OF capital premium reserve reserve earnings held reserve Equity
THE PARENT GBP000 GBP000 GBP000 GBP000 GBP000 GBP000 GBP000 GBP000
At 1 December
2009
(Audited) 748 7,768 15 246 (5,480) (259) 42 3,080
Other
comprehensive
income:
Currency
translation
differences - - - - - - 671 671
-------- -------- ----------- -------- --------- ------- --------- --------
Total other
comprehensive
income - - - - - - 671 671
Loss for the
period - - - - (5,108) - - (5,108)
-------- -------- ----------- -------- --------- ------- --------- --------
Total
comprehensive
income for
the period - - - - (5,108) - 671 (4,437)
Transactions
with owners
Shares issued
to vendors as
deferred
consideration 1 6 - - - - - 7
Share-based
payment
charge - - - 10 - - - 10
Transactions
with owners 1 6 - 10 - - - 17
At 31 May 2010
(Unaudited) 749 7,774 15 256 (10,588) (259) 713 (1,340)
At 1 June 2010 749 7,774 15 256 (10,588) (259) 713 (1,340)
Other
comprehensive
income:
Currency
translation
differences - - - - - - (354) (354)
-------- -------- ----------- -------- --------- ------- --------- --------
Total other
comprehensive
income - - - - - - (354) (354)
Loss for the
period - - - - (2,704) - - (2,704)
-------- -------- ----------- -------- --------- ------- --------- --------
Total
comprehensive
income for
the period - - - - (2,704) - (354) (3,058)
Transactions
with owners
Transfer from
share option
reserve to
retained
earnings - - - (62) 62 - - -
Share-based
payment
charge - - - 23 - - - 23
Transactions
with owners - - - (39) 62 - - 23
At 30 November
2010
(Audited) 749 7,774 15 217 (13,230) (259) 359 (4,375)
Unaudited Condensed Consolidated Statement of Changes in Equity
(continued)
For the six months ended 31 May 2011
Capital Share Own Foreign
ATTRIBUTABLE Share Share redemption option Retained shares exchange Total
TO OWNERS OF capital premium reserve reserve earnings held reserve Equity
THE PARENT GBP000 GBP000 GBP000 GBP000 GBP000 GBP000 GBP000 GBP000
At 1 December
2010 749 7,774 15 217 (13,230) (259) 359 (4,375)
Other
comprehensive
income:
Currency
translation
differences - - - - - - (589) (589)
Total other
comprehensive
income - - - - - - (589) (589)
Loss for the
period - - - - (898) - - (898)
Total
comprehensive
income for
the period - - - - (898) - - (898)
Transactions
with owners
Shares issued 900 5,428 - - - - - 6,328
Lapsing share
options - - - (217) 217 - - -
Transactions
with owners 900 5,428 - (217) 217 - - 6,328
At 31 May 2011
(Unaudited) 1,649 13,202 15 - (13,911) (259) (230) 466
Unaudited Condensed Consolidated Statement of Cash Flows
For the six months ended 31 May 2011
6 months 6 months
ended ended Year ended
31 May 31 May 30 November
2011 2010 2010
(Unaudited) (Unaudited) (Audited)
GBP000's GBP000's GBP000's
Cash (used in)/generated
from operating activities 9 (134) (2,218) 472
Income taxes paid (216) (287) (140)
Net cash (outflow)/inflow
from operating activities (350) (2,505) 332
------------- ------------- -------------
Investing activities
Finance income 1 1 69
Purchase of property, plant
and equipment (138) (108) (201)
Proceeds from disposal of
subsidiary (net) 100 1,311 1,314
Payment of deferred
consideration (2,701) (92) (91)
------------- ------------- -------------
Net cash (used in)/generated
by investing activities (2,738) 1,112 1,091
------------- ------------- -------------
Financing activities
Repayments of borrowings (15,995) (563) (1,000)
New bank loans raised 14,800 - -
Repayment of loan notes - - (1,500)
Other new loans raised * 1,400 - -
Net cash proceeds from issue
of shares 4,928 - -
Interest paid ( 157) (368) (877)
------------- ------------- -------------
Net cash generated by/(used
in) financing activities 4,976 (931) (3,377)
------------- ------------- -------------
Net increase/(decrease) in
cash and cash equivalents 1,888 (2,324) (1,954)
Cash and cash equivalents at
the beginning of the
period 1,324 3,177 3,177
Effect of foreign exchange
rate changes (397) 114 101
Cash and cash equivalents
at end of the period 2,815 967 1,324
============= ============= =============
Cash and cash equivalents
(excluding overdrafts) 2,815 2,773 3,284
Overdraft - (1,806) (1,960)
------------- ------------- -------------
Cash and cash equivalents 2,815 967 1,324
============= ============= =============
* In March 2011 the GBP1.4 million unsecured loan was converted
into 7,401,615 ordinary shares at a conversion price of 20p per
share.
Unaudited notes to the Condensed Consolidated Interim Financial
Statements
For the six months ended 31 May 2011
1 Basis of Presentation
These unaudited condensed consolidated interim financial
statements are for the six months ended 31 May 2011. They have been
prepared in accordance with recognition and measurement principles
of International Financial Reporting Standards (IFRS) as adopted by
the European Union. This report should be read in conjunction with
the annual financial statements for the year ended 30 November
2010, which have been prepared in accordance with International
Financial Reporting Standards (IFRS) as adopted by the European
Union and International Financial Reporting Interpretations
Committee ('IFRIC') Interpretations and the Companies Act 2006, as
applicable to companies reporting under IFRS.
The financial information in this interim announcement does not
constitute statutory accounts within the meaning of Section 434 of
the Companies Act 2006. The unaudited interim financial statements
were approved by the Board on 10 August 2011.
The comparative financial information for the year ended 30
November 2010 does not constitute statutory accounts within the
meaning of Section 434 of the Companies Act 2006. The statutory
accounts of Pivot Entertainment Group plc for the year ended 30
November 2010 have been reported on by the Company's auditor, Baker
Tilly UK Audit LLP and have been delivered to the Registrar of
Companies. The report of the auditor was unqualified but contained
an emphasis of matter statement with regard to going concern. The
auditor's report did not contain statements under Section 498(2) or
498(3) of the Companies Act 2006.
The financial information for the six months ended 31 May 2011
is unaudited.
Comparative Information
The Group comparatives have been drawn up to the 6 months ended
31 May 2010.
The comparative results for the 6 months ended 31 May 2010 and
the year ended 30 November 2010 show a reclassification of the
disposal groups as detailed in note 8 between continuing and
discontinuing operations.
Accounting Policies
The accounting policies adopted in the preparation of the
interim condensed consolidated financial statements are consistent
with those followed in the preparation of the Group's annual
financial statements for the year ended 30 November 2010.
The allocation of provisions between current and non-current
liabilities has also been re-stated to reflect the correct payment
periods as detailed further in note 16 in the statutory accounts
for the year ended 30 November 2010.
Going Concern
These interim condensed consolidated financial statements have
been prepared on a going concern basis. Given the circumstances set
out below, there remain material uncertainties that may cast
significant doubt upon the Group's ability to continue as a going
concern.
During the reporting period, the Group has undergone significant
restructuring, including renegotiation of its borrowing facilities,
fund raising and the disposal of loss making subsidiaries.
1 Basis of Preparation (continued)
The Directors have prepared and reviewed detailed forecasts
which indicate that the Group will have sufficient cash flow to
meet its financial obligations as they fall due and return the
Group to profitability. The exception to this is further
obligations under deferred consideration liabilities. After
settling consideration of US$4.1 million in January 2011, the next
stage payment of US$4.2 million is payable in October 2011. It is
envisaged that per the cash flow forecasts, additional funds will
need to be raised, either through equity or debt to settle this
liability.
After making enquiries and considering the uncertainties
described above, the Directors have concluded that the Group has
adequate resources to continuing trading for the foreseeable
future. For these reasons, they continue to adopt the going concern
basis of accounting in preparing the Group interim financial
statements.
2 Finance Costs
6 months 6 months Year
ended ended ended
31 May 31 May 30 November
2011 2010 2010
(Unaudited) (Unaudited) (Audited)
GBP000's GBP000's GBP000's
Bank interest 23 8 27
Interest on bank loans 359 403 818
Other interest - 28 30
Amortisation of issue costs
of bank loan 160 36 95
Unwinding of discounting on
deferred consideration 134 46 481
Foreign exchange (gains)/losses
on borrowings (121) 1,182 180
Foreign exchange (gains)/losses
on deferred
consideration (262) - 366
293 1,703 1,997
============ ============ ============
The foreign exchange gain of GBP383k is an unrealised one in
relation to the revaluation of borrowings and deferred
consideration denominated in US$.
3 Loss per share
The calculations of loss per share are based on the following
results and numbers of shares.
6 months 6 months Year
ended ended ended
31 May 31 May 30 November
2011 2010 2010
(Unaudited) (Unaudited) (Audited)
Number Number Number
Weighted average number of
2.5 pence ordinary shares
in issue during the period
For basic earnings per share 50,269,849 29,940,170 29,948,108
For diluted earnings per share 50,269,849 29,940,170 29,948,108
------------ ------------ ------------
GBP000's GBP000's GBP000's
Loss from discontinued operations (4) (2,150) (2,890)
Loss from continuing operations (894) (2,958) (4,922)
Loss for the period (898) (5,108) (7,812)
============ ============ ============
The dilutive effect of share options does not impact loss per
share as all share options have lapsed or been forfeited in the
interim period ended 31 May 2011.
4 Exceptional Costs
6 months 6 months Year
ended ended ended
31 May 31 May 30 November
2011 2010 2010
(Unaudited) (Unaudited) (Audited)
GBP000's GBP000's GBP000's
Group restructuring costs 134 97 97
Termination related costs 280 - -
Disposal related costs - 71 159
414 168 256
============ ============ ============
5 Goodwill
Total
GBP000's
Cost
1 December 2009 18,712
Adjustment to consideration (2,349)
Foreign exchange differences 708
31 May 2010 17,071
Adjustment to consideration 1,007
Foreign exchange differences (356)
30 November 2010 17,722
---------
Disposals (3,231)
Foreign exchange differences (301)
31 May 2011 14,190
---------
Impairment
1 December 2009 91
Impairment charge 1,000
31 May 2010 1,091
---------
Impairment charge 2,040
30 November 2010 3,131
---------
Disposals (3,131)
31 May 2011 -
---------
Net Book Value
31 May 2011 14,190
31 May 2010 15,980
30 November 2010 14,591
=========
6 Provisions - Deferred Consideration
The provisions for liabilities relate to deferred contingent
consideration. Deferred contingent consideration represents the
estimated amounts payable, although the final amounts payable are
dependent upon the results of the acquired businesses, this being
Spot & Company of Manhattan Inc. and Dewynters Limited. These
amounts can be paid either by cash, loan notes or shares, according
to each individual transaction.
Deferred consideration is payable as follows:
31 May 2011 31 May 2010 30 November 2010
(Unaudited) (Unaudited) (Audited)
GBP000's GBP000's GBP000's
Within one year 2,561 2,830 5,407
Between one and
two years 960 2,232 868
Between two and
five years - 250 98
3,521 5,312 6,373
================== ================== ==================
31 May 2011 31 May 2010
(Unaudited) (Unaudited) 30 November 2010
GBP000's GBP000's (Audited)GBP000's
At start of
period 6,373 8,937 8,937
Adjustments to
existing
deferred
consideration (23) (2,349) (1,341)
Unwinding of
discounting on
deferred
consideration 134 46 481
Payment of
deferred
consideration -
cash (2,701) (92) (92)
Settlement of
deferred
consideration -
loan notes - (1,971) (1,971)
Settlement of
deferred
consideration -
equity - (7) (7)
Foreign exchange
differences (262) 748 366
3,521 5,312 6,373
================= ================= ==================
7 Borrowings
31 May 2011 31 May 2010 30 November 2010
(Unaudited) (Unaudited) (Audited)
GBP000's GBP000's GBP000's
Current:
Bank overdrafts - 1,806 1,960
Loan notes - 1,999 -
Bank loans - 16,597 15,995
- 20,402 17,955
Non-current:
Bank loans 14,800 - -
Analysis of due
dates for
borrowings:
On demand or
within one year
Bank overdrafts - 1,806 1,960
Loan notes - 1,999 -
Bank loan -
senior variable
rate loan - 7,160 6,200
Bank loan -
senior term loan
B - 5,524 4,016
Mezzanine loan - 3,913 5,779
- 20,402 17,955
In the third to
fifth years
inclusive
Bank loan -
revolving
facility 14,800 - -
14,800 - -
Amounts due for
settlement 14,800 20,402 17,955
Less amounts due
within one year - (20,402) (17,955)
Amounts due for 14,800 - -
settlement after
one year
An agreement was reached in April 2011 to enter into a new
GBP14,800,000 revolving credit facility with the lender AIB Group
(UK) plc which was approved by shareholders at an EGM on 17 May
2011. Interest will be charged at LIBOR + 3% per annum in the first
and second years, LIBOR + 4% for the third year and LIBOR + 5% for
the final year. The facility matures in May 2015.
8 Discontinued Operations
Promosport SrL, First Rights Ltd and First Artist Management Ltd
have been presented as discontinued operations following the
approval by the Group's Board to dispose of or wind up the
companies.
The Finishing Touch (Corporate Events) Ltd and First Artist
Sport Ltd were sold in February 2011 and May 2011 respectively and
have been presented as disposals in the interim statements.
Details of disposal groups and discontinued operations as at 30
November 2010 can be found in note 17 of the Group financial
statements for that period, which did not include The Finishing
Touch (Corporate Events) Ltd or First Rights Ltd.
Analysis of the results of discontinued operations
First The
Artist Finishing First
Sports Management Touch Rights
6 months ended division Limited Limited Limited Total
31 May 2011 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Revenue 376 - 1,142 - 1,518
Expenses (466) 4 (1,029) 9 (1,482)
----------- ----------- ----------- ----------- ---------
(Loss)/profit
before tax of
discontinued
operations (90) 4 113 9 36
(Loss)/profit
on disposal (225) - 185 - (40)
EBITDA of
discontinued
operations (315) 4 298 9 (4)
Tax - - - - -
(Loss)/profit
for the
period from
discontinued
operations (315) 4 298 9 (4)
=========== =========== =========== =========== =========
(Loss)/profit on
disposal of First Artist Sport The Finishing Touch Total
subsidiaries Limited GBP'000 Limited GBP'000 GBP'000
Consideration on sale - 100 100
Costs of disposal - - -
Net
(assets)/liabilities
on disposal (23) 139 116
Write off of
inter-company
balances on
disposal (202) 46 (156)
Goodwill - (100) (100)
--------------------- -------------------- ---------
(225) 185 (40)
===================== ==================== =========
First The
Artist Optimal Finishing First
Sports Management Wealth Touch Rights
6 months ended division Limited Limited Limited Limited Total
31 May 2010 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP000
Revenue 406 101 276 1,257 17 2,057
Expenses (1,630) (91) (333) (1,405) (67) (3,526)
--------- ----------- -------- ---------- -------- --------
(Loss)/profit
before tax of
discontinued
operations (1,224) 10 (57) (148) (50) (1,469)
Pre-tax
(loss)/profit
recognised on
re-measurement
of assets of
disposal group
and profit on
disposal (782) 5 80 - - (697)
EBITDA of
discontinued
operations (2,006) 15 23 (148) (50) (2,166)
Tax - - 16 - - 16
(Loss)/profit
for the period
from
discontinued
operations (2,006) 15 39 (148) (50) (2,150)
========= =========== ======== ========== ======== ========
Optimal Wealth
Profit on disposal of Limited First Artist Management Total
subsidiaries GBP000 Limited GBP000 GBP000
Consideration on sale 1,500 175 1,675
Costs of disposal (232) (34) (266)
Net assets on disposal (122) (7) (129)
Goodwill on disposal (1,066) (129) (1,195)
80 5 85
=============== ======================== ========
9 Cash generated from operations
6 months 6 months
ended ended Year ended
31 May 31 May 30 November
2011 2010 2010
Reconciliation of net cash (Unaudited) (Unaudited) (Audited)
flows from operating activities GBP000's GBP000's GBP000's
Loss before taxation (including
discontinued) (998) (5,281) (8,213)
Finance costs 293 1,703 1,997
Finance income (1) (1) (569)
Depreciation 229 311 517
Impairment of goodwill - 1,247 3,040
Amortisation of intangibles 349 428 853
Loss/(profit) on disposal
of subsidiary 40 (85) -
Share options charge - 10 33
Operating cash flows before
movements in working capital (88) (1,668) (2,342)
Decrease in inventories 46 222 128
Decrease in trade and other
receivables 3,464 2,258 3,603
Decrease in trade and other
payables (3,556) (3,030) (917)
Cash (used in)/generated from
operating activities (134) (2,218) 472
============ ============ ============
10 Interim Report
This document is available on the Group's website at
www.pivotentertainment.com.
This information is provided by RNS
The company news service from the London Stock Exchange
END
IR LLFLDTTIILIL
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