TIDMSAL
RNS Number : 1272J
SpaceandPeople PLC
25 April 2022
SpaceandPeople plc
("SpaceandPeople" or the "Group")
Final Results for the year ended 31 December 2021
SpaceandPeople (AIM:SAL) the retail, promotional and brand
experience specialist, is pleased to announce its final results for
the year ended 31 December 2021.
Financial Highlights
-- Revenue of GBP4.0 million (2020: GBP2.8 million and 2019: GBP7.7 million)
-- Operating profit of GBP0.2 million (2020: loss of GBP3.6
million and 2019: profit of GBP0.1 million)
-- Basic Earnings per Share before non-recurring costs and
discontinued operation of 0.9p (2020: loss of 7.2p and 2019: profit
of 0.3p)
-- Borrowings net of cash at year end of GBP0.4 million with
available facilities of GBP2.5 million (2020: net borrowings of
GBP0.9 million)
Operational Highlights
-- Multi-year contract renewal with major client ECE in Germany
-- Extension of relationship with Landsec through to 2026
-- Demonstrated resilience of the business with successful
bounce-back each time restrictions were lifted
-- Refinancing of banking facilities for a longer period of time
Post Year End Highlights
-- Extension of Network Rail agreement until 2023
Chair's Statement
After another year of pandemic-induced disruption, I would like
firstly to thank all of our staff and management across the
business for their hard work and support in 2021 as well as their
continued commitment to the Group.
We have focussed on ensuring the business is in the best shape
it can be for the recovery which is now under way while dealing
with the government-imposed restrictions in the UK and Germany. The
difficult decisions that were made during this period have left a
more resilient business which has a robust balance sheet and
stable, committed finance facilities. The biggest impacts were felt
in 2020's results through non-recurring charges in the income
statement with no similar charges in the year we are now reporting
on.
Growth returned to the business in 2021, as we expected, but
remained below pre-pandemic levels despite new venue wins and we
look forward to a more normal year of trading in 2022. However, a
significant milestone was achieved last year with the move back
into profit and positive earnings per share.
Key business developments and the financial performance of the
Group are covered in more detail in Nancy Cullen's CEO Report and
Gregor Dunlay's Operating and Financial Review.
Management is clear on the strategic growth opportunities in the
UK and Germany and there is the necessary capital, resource, skills
and ambition within the business to achieve these.
Your business is a cash generative one which has limited capital
expenditure needs and we will look to return to paying dividends at
a suitably prudent time. We will keep you informed of progress
towards this over upcoming reporting periods.
Finally, I would like to thank my Board colleagues for their
support and input throughout the year and to congratulate again the
SpaceandPeople team for all that they have achieved in 2021. In
particular, I would like to thank Graham Bird, who has chosen to
retire from the Board at the forthcoming AGM, for his invaluable
support and insight as a director during an extremely turbulent
time.
George Watt
Chair
22 April 2022
Chief Executive Officer's Review
Introduction
2021 was yet another challenging year for the business - we
started the year in lockdown with the earliest venues to open being
English shopping centres in April 2021 and the latest being German
shopping malls which opened fully during May 2021. Thankfully,
venues remained open for the rest of the year in the UK, but the
announcement regarding the new omicron variant of covid in November
2021 had a profound effect on our business in November and December
and many of our retail clients suffered from poor Christmas sales
due to diminished footfall. In Germany, our shopping centre venues
also remained open, but customers visiting centres were subjected
to vaccine passport checks before they entered each store which had
a detrimental effect on footfall.
Once again, I am indebted to our staff and senior team in both
the UK and Germany for their tenacity and tolerance over what has
been another very challenging year for them and to my fellow
Directors for their resilience after another year of difficult
trading conditions.
A Year of Recovery
UK
Overall, 2021 was a year of recovery from the challenging
circumstances that we found ourselves in during 2020, when the
majority of our venues were closed for up to four months and train
station footfall plummeted as a result of lockdowns and subsequent
working from home advice. For the most part, footfall recovered
well in 2021 post the April reopening and until November we were
recording strong footfall levels in both the UK and Germany and
business across all sectors that we represent was returning.
Unfortunately for the business, the publicity surrounding the
omicron variant of covid created an immediate slow-down in both
demand for space and venue footfall and we received a number of
cancellations to pre-planned bookings at a critical time of year.
Our retail clients who continued to trade throughout this period
also reported poor trading figures as a result of low footfall in
their venues.
In the UK, of all our revenue streams, the Brand Experience
business suffered the most. In 2021, many agencies chose
alternative media (in preference to live events), outdoor venues
(due to social distancing) or postponed campaigns until 2022. This
affected revenue across the full portfolio of venues that we
represent. I am very pleased to report, however, that after a slow
start to 2022, business levels in this sector are now recovering
well.
In the retail sector business demand remained strong, in part
due to our vastly expanded network of venues, but also due to the
variety of retail options that we offer short-term retailers. It
has been encouraging to see new products and services continue to
take space at our venues and the appetite for pop-up retail
continues unabated. Specific trends such as the increase in pet
ownership has also resulted in the growth of new product categories
including pet food subscription promotions and accessories kiosks.
This year we have exciting plans for an expansion of our Pop-Up
Shop concept which we hope will drive increased demand from both
new and on-line retailers.
During the year we were also delighted to sign a contract
extension with Landsec, one of our most important property
partners, for the provision of experiential activity and short-term
retailing. This agreement which covers 35 shopping centres, retail
parks and leisure destinations was extended until 2026.
Germany
Our German business was affected significantly by lockdowns and
the emergence of the omicron variant. Shopping malls in Germany
were permitted to reopen by May and remained open throughout the
rest of the year, however, as soon as the omicron variant news was
announced, malls required all customers to show their vaccination
status before entering any shops which had a significant negative
effect on footfall. At the end of March 2022, Germany removed all
restrictions including compulsory mask wearing. This was the first
time that all restrictions had been fully lifted since March
2020.
We did have significant good news during the year in that the
German management team successfully negotiated a new contract with
ECE for a further five years. The number of RMUs included in the
new agreement is a minimum of 58 in 30 shopping centres, with the
aim of agreeing further venues and RMUs throughout the contract
period. This new agreement also allows us to trade in ECE malls
without large minimum guarantees. During the year we also trialled
new venues for our products introducing our first RMU into
Hauptbahnhof Hamburg station. We will be monitoring sales here with
a view to expanding our train station network or introducing
additional retail into this site.
Outlook
2021, although a marked improvement on 2020, was not without its
challenges both at the beginning and at the very end of the year
and the business has yet again had to build back from very
difficult circumstances. I am pleased to report however that we are
now seeing business levels returning and footfall in our venues
continuing to grow. This has been helped by the removal of working
from home advice and by the phasing out of covid testing. January
and February remained affected in both the UK and Germany, but we
are now seeing a revival in business interest across all sectors in
which we operate. At the start of March 2022, we were delighted to
announce that our partnership with Network Rail had been extended
for a further year. As footfall in stations continues to grow
during 2022, this relationship will be fundamental to the recovery
in revenue, which combined with a renewed focus on our key sectors,
a committed and highly motivated management team and vastly reduced
overheads will see improved operating profitability in 2022 even
given the impact of current general economic factors.
Nancy Cullen
Chief Executive Officer
22 April 2022
Operating and Financial Review
2021 saw the Group return to profitability despite another stop
/ start year characterised by continuing periods of lockdown and
government advice to restrict interaction in both the UK and
Germany, not always concurrently.
With this having been the case for some time now, the business
was much better prepared to react to closures and reopenings, but
it still made planning and forward selling extremely
challenging.
Despite these issues, revenue increased by 43% to GBP4.0 million
primarily reflecting less time spent in lockdown. Along with a 15%
reduction in cost of sales and a 19% reduction in administration
expenses (excluding non-recurring costs), this led to a return to
profitability following the extreme challenges of 2020.
Revenue
Revenue generated in 2021 was GBP4.0 million, which was GBP1.2
million (43%) higher than in the previous year. This was made up as
follows:
2021 2020
GBP million GBP million Movement
UK promotions 2.1 0.8 +162%
UK retail 1.0 0.9 +11%
German combined 0.9 1.1 -18%
Total 4.0 2.8 +43%
The increase in total revenue was primarily due to there being
longer periods of time during 2021 than in the previous year when
venues were open and able to accept bookings and activity as well
as the gradual recovery in sentiment for both venues and
promoters.
UK promotional revenue was up 162% to GBP2.1 million compared
with the previous year, although this was still 39% below that
achieved in 2019. The increase from the previous year was as a
result of Brand Experience activity and kiosk retailing
experiencing encouraging recoveries, although Brand Experience
activity still remained some way behind 2019 levels as brands and
agencies remained cautious of face-to-face engagement.
In the UK retail division, Retail Merchandising Unit ("RMU")
revenue recovered slightly from the previous year. RMU retailers
were some of the first operators to return to venues each time
restrictions were lifted, however, a number of RMUs remained out of
operation in some venues as the need to maintain social distancing
meant that RMUs in compromised positions had to be removed from
service for significant periods of time.
The Mobile Promotions Kiosk ("MPK") element of UK retail revenue
continued to be supressed during 2021. Revenue was 5% lower than in
the previous year due to a material decline in activity from the
charity sector where face to face engagement remained
difficult.
German revenue fell by 18% to GBP0.9 million with a
corresponding reduction in cost of sales. The profile of the
periods of lockdown in Germany differed from the UK with venues
locked down from the start of 2021 until the end of May and with
trade slow to recover through June. In the previous year, Germany
had only gone into lockdown from the middle of March until the
start of May, so was significantly less affected than the UK.
Administrative Expenses
Administrative expenses declined by GBP0.8 million from the
previous year to GBP3.5 million. This was as a result of the
reduction in staff costs where GBP0.7 million was saved with the
reduction in the average number of staff employed falling from 69
to 50. This follows the GBP0.6 million reduction in administrative
expenses achieved in the prior year and marks the completion of the
cost reduction plan put in place at the start of the pandemic.
Other Operating Income
As was the case in the previous year, other operating income
mainly comprised coronavirus business support provided by both the
UK and German governments by way of staff cost support and
government compensation for loss of profitability in Germany.
Operating Profit
During 2021, the Group returned to an operating profit position
of GBP0.2 million, which although in itself is modest, marked a
substantial turnaround following the operating loss of GBP3.6
million in the previous period.
Basic Earnings per Share ("EPS") improved to 0.9p (2020: loss
per share 17.2p) and fully diluted EPS improved to 0.9p (2020: loss
per share 17.2p). Basic EPS is calculated as profit after tax and
attributable to the owners of the Company divided by the weighted
average number of shares in issue during the year which was
19,519,563 (2020: 19,519,563).
Basic EPS excluding non-recurring costs and discontinued
operations improved to 0.9p (2020: negative 7.2p).
Fully diluted EPS excluding non-recurring costs and discontinued
operations improved to 0.8p (2020: negative 17.2p).
Fully diluted EPS also takes into account the number of shares
that would be issued on the exercise of outstanding share options.
The weighted average number of shares used to calculate the diluted
EPS was 20,752,108 (2020: 19,519,563).
Cash Flow
The Group cash inflow from operations was GBP0.8 million (2020:
outflow of GBP1.1 million). This was due to positive EBITDA of
GBP0.5 million and a GBP0.2 million corporation tax receipt. As at
the end of 2021, the Group had drawn down GBP1.78 million of its
banking facilities (2020: GBP1.75 million). With the gross cash
position being GBP0.5 million higher at the end of 2021 than 2020
at GBP1.4 million (2020: GBP0.8 million), this resulted in
borrowings net of cash being GBP0.4 million (2020: GBP0.9
million).
Gregor Dunlay
Chief Financial Officer
22 April 2022
Consolidated Statement of Comprehensive Income
For the 12 months ended 31 December 2021
Notes
12 months 12 months
to to
31 December 31 December
2021 2020
GBP'000 GBP'000
Continuing Operations
Revenue 4 4,020 2,813
Cost of sales 4 (1,211) (1,417)
Gross profit 2,809 1,396
Administration expenses 4 (3,456) (4,267)
Other operating income 5 800 739
Operating profit / (loss) before
non-recurring costs 153 (2,132)
Non-recurring charges 8 - (1,442)
Operating profit / (loss) 153 (3,574)
Finance costs 9 (78) (27)
Profit / (loss) before taxation 75 (3,601)
------------ ------------
Taxation 10 97 519
Profit / (loss) after taxation 172 (3,082)
-------- ---------
Profit / (loss) from discontinued
operation 11 12 (512)
Profit / (loss) for the period 184 (3,594)
Other comprehensive income
Foreign exchange differences on translation
of foreign operations (38) (30)
Total comprehensive income for the
period 146 (3,624)
-------- ---------
Profit / (loss) for the period attributable
to
Owners of the Company 184 (3,355)
Non-controlling interests - (239)
-------- ---------
184 (3,594)
-------- ---------
Total comprehensive income for the
period attributable to
Owners of the Company 146 (3,385)
Non-controlling interests - (239)
-------- ---------
146 (3,624)
-------- ---------
Earnings / (loss) per share
Basic - before non-recurring charges
and discontinued operation 24 0.9p (7.2)p
Basic - after non-recurring charges
and discontinued operation 24 0.9p (17.2)p
Diluted - before non-recurring charges
and discontinued operation 24 0.8p (7.2)p
Diluted - after non-recurring charges
and discontinued operation 24 0.9p (17.2)p
Consolidated Statement of Financial Position
At 31 December 2021
Notes 31 December 2021 31 December 2020
GBP'000 GBP'000
Assets
Non-current assets:
Goodwill 13 6,881 6,881
Property, plant & equipment 14 690 1,028
Deferred tax asset 16 297 160
7,868 8,069
Current assets:
Trade & other receivables 15 2,196 1,990
Current tax receivable 6 176
Deferred tax asset 16 - 47
Cash & cash equivalents 17 1,380 839
----------------- -----------------
3,582 3,052
Total assets 11,450 11,121
----------------- -----------------
Liabilities
Current liabilities:
Trade & other payables 18 4,339 3,936
Borrowings repayable within
one year 19 297 972
Lease liabilities 20 189 286
4,825 5,194
Non-current liabilities:
Borrowings repayable after
one year 19 1,481 778
Lease liabilities 20 308 464
1,789 1,242
Total liabilities 6,614 6,436
----------------- -----------------
Net assets 4,836 4,685
----------------- -----------------
Equity
Share capital 22 195 195
Share premium 4,868 4,868
Special reserve 233 233
Retained earnings (460) (587)
Equity attributable to
owners of the 4,836 4,709
Company
Non-controlling interest - (24)
----------------- -----------------
Total equity 4,836 4,685
----------------- -----------------
Consolidated Statement of Cash Flows
For the 12 months ended 31 December 2021
Notes 12 months to 12 months to
31 December 2021 31 December 2020
GBP'000 GBP'000
Cash flows from operating
activities
Cash generated from operations 680 (1,185)
Interest received - discontinued
operation 11 - 6
Interest paid 9 (78) (27)
Taxation 177 57
Net cash inflow / (outflow)
from operating activities 779 (1,149)
Cash flows from investing
activities
Purchase of property,
plant & equipment 14 (80) (32)
Net cash outflow from
investing (80) (32)
activities
----------------- -----------------
Cash flows from financing
activities
Proceeds from new Bank
facility 1,000 1,000
Bank facility payments (972) -
Payment of lease obligations (186) (207)
Net cash (outflow) / inflow
from (158) 793
financing activities
----------------- -----------------
Increase / (decrease)
in cash and cash equivalents 541 (388)
Cash and cash equivalents
at beginning of 839 1,227
Period
----------------- -----------------
Cash and cash equivalents
at end of 17 1,380 839
period
----------------- -----------------
Reconciliation of operating
profit to net
cash flow from operating
activities
Operating profit / (loss) 153 (4,092)
Write off of goodwill 13 - 1,100
Gain / loss on disposal (28) -
Depreciation of property,
plant & 14 375 326
Equipment
Effect of foreign exchange
rate moves (33) (33)
(Increase) / decrease
in receivables (271) 1,438
Increase in payables 484 76
------ --------
Cash inflow / (outflow)
from operating activities 680 (1,185)
------ --------
Consolidated Statement of Changes in Equity
For the 12 months ended 31 December 2021
Share Share Special Retained Non- Total
capital premium reserve Earnings controlling equity
GBP'000 GBP'000 GBP'000 GBP'000 interest GBP'000
GBP'000
At 31 December
2019 195 4,868 233 2,799 215 8,310
Comprehensive
income:
Foreign currency
translation - - - (30) - (30)
Loss for the
period - - - (3,356) (239) (3,595)
-------- -------- -------- --------- ------------ --------
Total comprehensive - - - (3,386) (239) (3,625)
income
At 31 December
2020 195 4,868 233 (587) (24) 4,685
-------- -------- -------- --------- ------------ --------
Comprehensive
income:
Foreign currency
translation - - - (38) - (38)
Profit for the
period 184 - 184
Total comprehensive - - - 146 - 146
income
Other movement - - - (24) 24 -
Equity settled
share-based payment - - - 5 - 5
At 31 December
2021 195 4,868 233 (460) - 4,836
---- ------ ---- ------ --- ------
Notes to the Financial Statements
For the 12 months ended 31 December 2021
1. General information
SpaceandPeople plc is a public limited company incorporated and
domiciled in Scotland (registered number SC212277) which is listed
on AIM (dealing code SAL).
2. Basis of preparation
The Group's financial statements have been prepared under the
historical cost convention as described in the accounting policies
set out in note 3 below. These accounting policies are consistent
with those in the previous year. The financial statements are
presented in Sterling, which is the functional currency of the
Group and are rounded to thousands (GBP'000).
Compliance Statement
These financial statements have been prepared in accordance with
UK adopted International accounting standards (UK-adopted IAS). As
a result of the UK leaving the EU, the International Accounting
Standards and European Public Limited-Liability Company (Amendment
etc.) (EU Exit) Regulations 2019 (SI 2019/685) require all
companies with accounting periods beginning on or after 1 January
2021 to apply UK-adopted IAS. In the previous year, the company
applied International Financial Reporting Standards as adopted in
the European Union (EU-adopted IFRS). Prior year comparatives have
not been restated for this change. On 1 January 2021 UK-adopted IAS
and EU-adopted IFRS were identical. Since this date timing
differences in endorsement have arisen, however no amendments would
be required to these financial statements if they were to be
prepared in accordance with EU-adopted IFRS as at 31 December
2021.
Going Concern
The Directors are required to prepare the statutory financial
statements on the going concern basis unless it is inappropriate to
presume that the Group will continue in business. In satisfaction
of this responsibility the Directors have considered the Group 's
ability to meet its liabilities as they fall due.
The Group meets its day-to-day cash requirements through working
capital management and the use of existing bank overdraft and loan.
Management information tools including budgets and cash flow
forecasts are used to monitor and manage current and future
liquidity.
The current and future financial position of the Group, its cash
flows and liquidity position continue to be reviewed by the
Directors. They take a prudent view on the continuing recovery in
the Group's business post covid lockdowns and have stress tested
these assumptions to ensure that cash flows and liquidity are
sufficiently robust to allow the Group to continue to trade during
this period.
During 2021, the Group refinanced its borrowing facilities with
its principal banker. The Group now has term loans in place that
mature in 2025 and 2027 along with overdraft facilities available
for a 3 year period. New covenants are in place that reflect the
current trading position and a reasonable view of the continued
recovery from the pandemic.
The Group continues to manage its cash flows prudently and the
Directors are confident that the current resources and available
funding facilities will provide sufficient headroom to meet the
forecast cash requirements. The Group's current and long-term
forecast outlook has provided further assurance to the Directors
regarding its financial position.
As such, the Directors consider that it is appropriate to
prepare the financial statements on the going concern basis.
Accounting developments
New and revised IFRSs applied
Title Implementation Effect on Group
COVID-19 Related Rent Annual period beginning There is no material
Concessions (Amendments on or after 1 June impact on the financial
to IFRS16) 2020 statements.
Interest Rate Benchmark Annual periods beginning There is no material
Reform - Phase 2 (Amendments on or after 1 January impact on the financial
to IFRS 9, IAS 39 2021 statements.
and IFRS 7, IFRS 4
and IFRS 16)
The following amendments will be introduced in future
periods
Title Implementation Effect on Group
Onerous Contracts Annual periods beginning The Board does not
- Cost of Fulfilling on or after 1 January anticipate any impact
a Contract (Amendment 2022 on the financial statements.
to IAS 37)
Annual Improvements Annual periods beginning The Board does not
to IFRS Standards on or after 1 January anticipate any impact
2018 - 2020 2022 on the financial statements.
Property, Plant and Annual periods beginning The Board does not
Equipment: Proceeds on or after 1 January anticipate any impact
Before Intended Use 2022 on the financial statements.
(Amendments to IAS
16)
Reference to the Conceptual Annual periods beginning The Board does not
Framework (Amendments on or after 1 January anticipate any impact
to IFRS 3) 2022 on the financial statements.
Classification of Annual periods beginning The Board does not
Liabilities as Current on or after 1 January anticipate any impact
or Non-current (Amendments 2023 * on the financial statements.
to IAS 1)
IFRS 17 Insurance Annual periods beginning The Board does not
Contracts and Amendments on or after 1 January anticipate any impact
to IFRS 17 Insurance 2023 * on the financial statements.
Contracts
Disclosure of Accounting Annual periods beginning A full impact assessment
Policies (Amendments on or after 1 January will be undertaken
to IAS 1 2023 * in due course.
and IFRS Practice Annual periods beginning A full impact assessment
Statement 2) on or after 1 January will be undertaken
Definition of Accounting 2023 * in due course.
Estimate (Amendments Annual periods beginning A full impact assessment
to IAS 8) on or after 1 January will be undertaken
Deferred Tax Related 2023 * in due course.
to Assets and Liabilities
Arising from
a Single Transaction
_ Amendments to IAS
12 Income
Taxes
Management currently foresees no material impact by the
adoptions on the financial statements of the Group in the period of
initial application. However, this will be assessed further upon
implementation.
* As yet, none of these have been endorsed for use in the UK and
will not be adopted until such time as endorsement is
confirmed.
3. Accounting policies
Basis of consolidation
The consolidated financial statements incorporate the financial
statements of the Company and entities controlled by the Company
(its subsidiaries). Control is achieved where the Company has the
power to govern the financial and operating policies of an entity
so as to obtain benefits from its activities.
The results of subsidiaries acquired or disposed of during the
period are included in the consolidated statement of comprehensive
income from the effective date of acquisition and up to the
effective date of disposal, as appropriate. Total comprehensive
income of subsidiaries is attributed to the owners of the Company
and to the non-controlling interests, even if this results in the
non-controlling interests having a deficit balance.
When necessary, adjustments are made to the financial statements
of subsidiaries to bring their accounting policies into line with
those used by other members of the Group.
All intra-group transactions, balances, income and expenses are
eliminated in full on consolidation.
Goodwill
Goodwill arising on an acquisition of a business is carried at
cost as established at the date of acquisition of the business less
accumulated impairment losses, if any.
For the purpose of impairment testing, goodwill is allocated to
each of the Group's cash-generating units (or groups of
cash-generating units) that is expected to benefit from the
synergies of the combination.
A cash-generating unit to which goodwill has been allocated is
tested for impairment annually, or more frequently when there is
indication that the unit may be impaired. If the recoverable amount
of the cash-generating unit is less than its carrying amount of any
goodwill allocated to the unit and then to the other assets of the
unit pro rata based on the carrying amount of each asset in the
unit. Any impairment loss of goodwill is recognised directly in the
consolidated statement of comprehensive income within
administration expenses. An impairment loss recognised for goodwill
is not reversed in subsequent periods.
On disposal of the relevant cash-generating unit, the
attributable amount of goodwill is included in the determination of
the profit or loss on disposal.
Investments in subsidiaries
The Parent Company's investments in subsidiary undertakings are
included in the Company statement of financial position at cost,
less provision for any impairment in value.
Revenue
Revenue is measured at the fair value of consideration received
or receivable. Revenue is shown net of value-added tax, rebates and
discounts and after eliminating intergroup sales. Revenue is
recognised when the amount of revenue can be measured reliably, it
is probable that future economic benefits will flow to the Group
and when the relevant performance obligation is satisfied. The
performance obligation is considered to occur when the promotional
or retail booking event takes place. This performance obligation is
satisfied over the period of the booked event. Revenue does not
contain a financing component nor any element of variable
consideration.
Promotion divisions
Revenue in the UK promotion division is recognised over the
period the promotion event takes place and is agreed by all
parties. This policy is adopted as our contractual right to
commission income is crystallised at this point. Payment of a
deposit is typically due when the booking is made with the balance
payable 30 days prior to the promotion taking place or in
instalments if the promotion is of a duration longer than 30
days.
Retail divisions
Revenue in the UK and German retail divisions is recognised in
the month during which the booking takes place. This is due to the
requirement to match the revenue with performance obligations.
Payment is due in advance on a monthly basis.
Interest income
Interest income from a financial asset is recognised when it is
probable that the economic benefits will flow to the Group and the
amount of income can be measured reliably. Interest income is
accrued on a time basis, by reference to the principal outstanding
and at the effective interest rate applicable, which is the rate
that exactly discounts estimated future cash receipts through the
expected life of the financial asset to the asset's net carrying
amount on initial recognition.
Government assistance
Grants from the government are recognised at their fair value
where there is a reasonable assurance that the grant will be
received and the Group will comply with all attached conditions.
Grants received in are reported within other operating income.
Leasing
IFRS 16 requires capitalisation of all leasing agreements with
duration exceeding 12 months, whereas the previous regulations only
required capitalisation of finance leases. The right-of-use asset
and liability to be recognised for each leasing agreement is the
present value of the lease payments.
The Group applied the following practical expedients as
permitted by the standard on transition:
-- non recognition of right of use assets and liabilities for
leases of low value or for which the lease term ends within 12
months of the date of transition
-- the use of a single discount rate to a portfolio of leases
with reasonably similar characteristics
-- the exclusion of initial direct costs for the measurement of
the right of use asset at the date of initial application
-- the use of hindsight in determining the lease term where the
contract contains options to extend or terminate the lease.
At inception, the Group assesses whether a contract is, or
contains, a lease within the scope of IFRS 16. A contract is, or
contains, a lease if the contract conveys the right to control the
use of an underlying identified asset for a period of time in
exchange for consideration.
Where a tangible asset is acquired through a lease, the Group
recognises a right-of-use asset and a lease liability at the lease
commencement date. Right-of-use assets are included within
property, plant and equipment.
The right-of-use asset is initially measured at cost, which
comprises the present value of minimum lease payments determined at
the inception of the lease. The right-of-use asset is subsequently
depreciated using the straight-line method from the commencement
date to the earlier of the end of the useful life of the
right-of-use asset or the end of the lease term. The estimated
useful lives of right-of-use assets are determined on the same
basis as those of other property, plant and equipment. The
right-of-use asset is periodically reduced by impairment losses, if
any, and adjusted for certain remeasurements of the lease
liability.
The lease liability is initially measured at the present value
of the lease payments that are unpaid at the commencement date,
discounted using the interest rate implicit in the lease or, if
that rate cannot be readily determined, the Group's incremental
borrowing rate. Lease payments included in the measurement of the
lease liability comprise fixed payments, variable lease payments
that depend on an index or a rate, amounts expected to be payable
under a residual value guarantee, and the cost of any options that
the Group is reasonably certain to exercise, such as the exercise
price under a purchase option, lease payments in an optional
renewal period, or penalties for early termination of a lease.
The lease liability is remeasured when there is a change in:
future lease payments arising from a change in an index or rate;
the Group's estimate of the amount expected to be payable under a
residual value guarantee; or the Group's assessment of whether it
will exercise a purchase, extension or termination option. When the
lease liability is remeasured in this way, a corresponding
adjustment is made to the carrying amount of the right-of-use asset
or is recorded in profit or loss if the carrying amount of the
right-of-use asset has been reduced to zero.
The Group has elected not to recognise right-of-use assets and
lease liabilities for short-term leases of machinery that have a
lease term of 12 months or less, or for leases of low-value assets
including IT equipment. The payments associated with these leases
are recognised in profit or loss on a straight-line basis over the
lease term.
The Group has made judgements in adopting IFRS 16 such as
identifying contracts in scope for IFRS 16, determining the
interest rate used for the discounting of future cashflows, and the
determining lease terms where the lease has extension or
termination options.
In the prior year, lease liabilities due within one year were
shown within Trade and other payables on the balance sheet. These
have been shown separately in the current year and prior year
comparative to provide more relevant information to the users of
the financial statements. There is no impact on the value of
current liabilities as a result of the reclassification.
Property, plant & equipment
Depreciation is provided at the annual rates below in order to
write off each asset over its estimated useful life.
Plant & equipment - 12.5% of cost
Fixtures & fittings - 25% of cost
Computer equipment - 25% of cost
Computer software - 33% of cost
Property, plant & equipment is stated at cost less
accumulated depreciation to date.
Intangible assets
Website development costs
The Group capitalises all costs directly attributable to further
developing its websites, while costs which relate to on-going
maintenance are expensed as they arise. The capitalised costs are
depreciated over three years.
Patents and trademarks
The costs of obtaining patents and trademarks are capitalised
and written off over the economic life of the asset acquired.
Impairment of non-current assets
The need for any non-current asset impairment is assessed by
comparison of the carrying value of the asset against the higher of
realisable value and the value in use or, in the case of intangible
assets, the anticipated future cash flows arising from the
asset.
Taxation
The tax credit or expense represents the sum of tax and deferred
tax currently recoverable or payable. Tax currently recoverable or
payable is based on the taxable loss or profit for the period. The
Group's asset or liability for current tax is calculated using
rates that have been enacted or substantially enacted at the
balance sheet date.
Deferred tax is the tax expected to be payable or recoverable on
differences between the carrying amounts of assets and liabilities
in the financial statements and the corresponding tax bases used in
computation of taxable profits and is accounted for using the
liability method. Deferred tax liabilities are recognised for all
temporary timing differences and deferred tax assets are recognised
to the extent that it is probable that taxable profits will be
available against which deductible temporary differences can be
utilised. Such assets and liabilities are not recognised if the
temporary difference arises from the initial recognition, other
than in a business combination, of other assets and liabilities in
a transaction that affects neither the taxable profit nor the
accounting profit.
The carrying amount of deferred tax assets is reviewed at each
balance sheet date and reduced to the extent it is no longer
probable that sufficient taxable profits will be available to allow
all or part of the asset to be recovered.
Deferred tax is calculated at the tax rates that are expected to
apply in the period when the liability is settled or the asset is
realised based on tax laws and rates that have been enacted at the
balance sheet date. Deferred tax is charged or credited in the
income statement, except when it relates to items charged or
credited in other comprehensive income, in which case the deferred
tax is also dealt with in other comprehensive income.
Foreign exchange
Items included in the Group's financial statements are measured
using Pounds Sterling, which is the currency of the primary
economic environment in which the Group operates and is also the
Group's presentational currency.
Transactions denominated in foreign currencies are translated
into Sterling at the rates ruling at the dates of the transactions.
Monetary assets and liabilities denominated in foreign currencies
at the balance sheet date are translated at the rates at that date.
These translation differences are dealt with in the profit and loss
account.
The income and expenditure of overseas operations are translated
at the average rates of exchange during the period. Monetary items
on the balance sheet are translated into Sterling at the rate of
exchange ruling on the balance sheet date and fixed assets at
historical rates. Exchange difference arising are treated as a
movement in reserves.
Financial instruments
Financial assets and liabilities are recognised in the Group's
balance sheet when it becomes a party to the contractual provisions
of the instrument.
Offsetting financial instruments
Financial assets and liabilities are offset and the net amount
reported in the Balance Sheet where there is a legally enforceable
right to offset the recognised amounts.
Trade and other receivables
Trade and other receivables where payment is due within one year
do not constitute a financing transaction and are recorded at
original invoice value less an allowance for any uncollectable
amounts.
If payment is due after more than one year or if there is any
other indication of a financing transaction, trade and other
receivables are recorded initially at fair value less attributable
transaction costs. In this situation, fair value is equal to the
amount expected to be received, discounted at a market-related
interest rate.
All trade and other receivables are subsequently measured at
amortised cost, net of impairment
The Group recognises lifetime ECL (expected credit losses) for
trade receivables, which are estimated by reference to past default
experience of the debtor and an analysis of the debtor's current
financial position, adjusted for factors that are specific to the
debtors, general economic conditions and an assessment of both the
current as well as the forecast direction of conditions at the
reporting date, including the time value of money where
appropriate.
The Group writes off a receivable when there is information
indicating that the debtor is in severe financial difficulty and
there is no realistic prospect of recovery. Write offs are
recognised in the income statement when identified.
Cash and cash equivalents
Cash and cash equivalents are carried in the balance sheet at
cost and comprise cash in hand, cash at bank and deposits with
banks.
Trade and other payables
Trade and other payables are carried at amortised costs and
represent liabilities for goods or services provided to the Group
prior to the period end that are unpaid and arise when the Group
becomes obliged to make future payments in respect of these goods
and services.
Equity instruments
Equity instruments issued by the Group are recorded at the
proceeds received, net of direct issue costs.
Share based payments
The Group operates a number of equity settled share-based
payment schemes under which share options are issued to certain
employees. The fair value determined at the grant date of the
equity settled share-based payment, where material, is expensed on
a straight-line basis over the vesting period. For schemes with
only market-based performance conditions, those conditions are
considered in arriving at the fair value at grant date.
Pensions
The Group pays contributions to the personal pension schemes of
the majority of employees. Contributions are charged to the income
statement in the period in which they fall due.
Critical accounting judgements and estimates
The preparation of financial statements in conformity with IFRS
requires the use of accounting estimates and assumptions that
affect the reported amounts of assets and liabilities at the date
of the financial statements and the reported amounts of income and
expenditure during the period. Although these estimates are based
on management's best knowledge of current events and actions,
actual results may differ from those estimates. IFRS also requires
management to exercise its judgement in the process of applying the
Group's accounting policies.
The areas where significant judgements and estimates have been
made in the preparation of these financial statements are the
impairment of goodwill, impairment of the value of investment in
subsidiaries and taxation. Explanations of the methodology and the
resultant assumptions are detailed in the relevant accounting
policies above and the respective notes to the financial
statements.
Borrowing costs
Borrowing costs are amortised over the duration of the loan and
recognised throughout the term of the loan.
4. Segmental reporting
The Group maintains its head office in Glasgow and a subsidiary
office in Hamburg, Germany. These are reported separately. In
addition, the retail business, now trading as POP Retail, has a
subsidiary in Germany. The Group has determined that these are the
principal operating segments as the performance of these segments
is monitored separately and reviewed by the Board.
The following tables present revenues, results and asset and
liability information regarding the Group's two core business
segments - Promotional Sales and Retail, split by geographic area,
after licence fees and management charges made between Group
companies. As of 1 January 2021, the German Promotional Sales and
Retail businesses were merged and are now disclosed as a combined
German Retail business. The Other segment incorporates
SpaceandPeople India until its disposal.
Segment revenues Promotion Retail Retail Head Other Group
and
Results UK UK Germany Office
for 12 months GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
to
31 December 2021
Revenue 2,132 1,022 866 - - 4,020
Cost of sales - (701) (510) - - (1,211)
Administrative
expenses (1,542) (259) (882) (773) - (3,456)
Other revenue 126 - 674 - - 800
Gain associated
with discontinued
operation - - - - 12 12
------------ --------- --------- -------- -------- --------
Segment operating
profit / (loss)
including discontinued
operations 716 62 148 (773) 12 165
Finance costs (61) - (17) - - (78)
Segment profit
/ (loss) 655 62 131 (773) 12 87
before taxation
including discontinued
operations
------------ --------- --------- -------- -------- --------
Segment assets Promotion Retail Retail Other Group
and
liabilities UK UK Germany
as at 31 December GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
2021
Total segment
assets 5,968 4,732 750 - 11,450
Total segment
liabilities (5,525) (646) (443) - (6,614)
Total net assets 443 4,086 307 - 4,836
---------- -------- -------- -------- --------
Segment revenues Promotion Promotion Retail Retail Head Other Group
and results
for
12 months UK Germany UK Germany Office
to
31 December GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
2020
Revenue 796 46 925 1,046 - - 2,813
Cost of sales - - (753) (664) - - (1,417)
Administrative
expenses (1,955) (136) (250) (1,069) (857) - (4,267)
Other revenue 439 5 - 295 - - 739
Non-recurring
charges (18) (111) - - (1,313) - (1,442)
Loss associated
with discontinued
operation - - - - - (518) (518)
Segment operating
profit/(loss)
after discontinued
operations (738) (196) (78) (392) (2,170) (518) (4,092)
Finance costs
- continuing operations (27) - - - - - (27)
Finance income
- discontinued
operation - - - - - 6 6
Segment profit/(loss) (765) (196) (78) (392) (2,170) (512) (4,113)
before taxation
after discontinued
operations
-------- ---------- -------- -------- -------- -------- --------
Segment assets Promotion Promotion Retail Retail Other Group
and
liabilities UK Germany UK Germany
as at 31 December GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
2020
Total segment
assets 5,327 89 4,735 545 525 11,221
Total segment
liabilities (5,175) (45) (714) (561) (41) (6,536)
Total net assets 152 44 4,021 (16) 484 4,685
---------- ---------- -------- -------- -------- --------
5. Other operating income
Other operating income is comprised of:
12 months 12 months
to to
December 2021 December 2020
GBP'000 GBP'000
Government grants 668 595
Ancillary charges 132 144
800 739
-------------- --------------
6. Operating profit / (loss)
The operating profit / (loss) is stated after charging:
12 months 12 months
to to
December 2021 December 2020
GBP'000 GBP'000
Impairment of goodwill - 1,100
Depreciation of property,
plant and equipment 183 234
Depreciation of right of
use assets 192 263
Interest charges in relation
to finance lease obligations 48 61
============== ==============
Auditor's remuneration:
Fees payable for:
Audit of Company 32 27
Audit of subsidiary undertakings 16 16
Tax services 14 7
Other services 5 19
-------------- --------------
67 69
-------------- --------------
Directors' remuneration 554 887
-------------- --------------
7. Staff costs
The average number of employees in the Group during the period
was as follows:
12 months 12 months
to to
December 2021 December 2020
Executive Directors 3 4
Non-executive Directors 3 3
Administration 16 25
Telesales 19 25
Commercial 3 5
Maintenance 6 7
-------------- --------------
50 69
-------------- --------------
12 months 12 months
to to
December 2021 December 2020
GBP'000 GBP'000
Wages and salaries 1,785 2,500
Social Security costs 198 276
Pensions 112 67
-------------- --------------
2,095 2,843
-------------- --------------
Details of Directors' emoluments, including details of share
option schemes, are given in the remuneration report on pages 20 to
21. These disclosures form part of the audited financial statements
of the Group.
8. Non-recurring charges
12 months 12 months
to December to December
2021 GBP'000 2020 GBP,000
Impairment of UK Retail CGU - 1,100
Redundancy and severance costs - 342
--------------- --------------
- 1,442
------------------------------------------------ --------------
9. Finance income and costs
12 months 12 months to
to
December 2021 December 2020
GBP'000 GBP'000
Finance costs:
Interest payable on borrowings 30 27
Interest payable on lease obligations 48 61
10. Taxation
12 months 12 months
to to
December December 2020
2021
GBP'000 GBP'000
Current tax expense:
Current tax on profits/(losses) - -
for the year
Adjustment for under/(over) provision
in prior periods (7) (315)
---------- --------------
Total current tax (7) (315)
Deferred tax:
Charge in respect of change of rate (66) -
Charge in respect of temporary timing
differences (24) -
Adjustment for under/(over) provision
in prior periods - (204)
---------- --------------
Total deferred tax (90) (204)
Income tax credit as reported in
the income statement (97) (519)
---------- --------------
The tax assessed for the period differs to the standard rate of
corporation tax in the UK. The differences are explained below:
12 months 12 months
to to
December December 2020
2021
GBP'000 GBP'000
Profit / (loss) on ordinary activities
before tax 75 (3,601)
---------- --------------
Profit on ordinary activities at
the standard rate of corporation
tax in
the UK of 19% (2020: 19%) 14 (684)
Tax effect of:
- Adjustment for (over)/under provision
in prior periods (7) (405)
- Effect of losses carried back - 180
- Effect of foreign tax - 112
- Disallowable items 1 278
- Change in tax rates substantively
enacted (66) -
- Use of tax losses previously
not recognised (39) -
Income tax credit as reported in
the Income Statement (97) (519)
---------- --------------
11. Discontinued operation
On 15 January 2021, the Group disposed of its entire holding in
SpaceandPeople India (Pvt) Limited and is reported as a
discontinued operation. Financial information relating to the
discontinued operation is disclosed below.
12 months 12 months to
to
December December 2020
2021
GBP'000 GBP'000
Revenue - -
Administrative expenses (1) 12 (518)
Finance income - 6
Profit / (loss) from discontinued
operation 12 (512)
---------- --------------
(1) Includes GBP497k provision against recoverability of trade
debtors in 2020.
12. Dividends
No dividends were paid during the current or prior year. The
Directors do not recommend a final dividend for 2021 (2020:
GBPnil).
13. Goodwill
Cost GBP'000
At 31 December 2019 8,225
Additions -
--------
At 31 December 2020 8,225
Additions -
--------
At 31 December 2021 8,225
--------
Accumulated impairment losses
At 31 December 2019 244
Charge for the period 1,100
------
At 31 December 2020 1,344
Charge for the period -
At 31 December 2021 1,344
------
Net book value
At 31 December 2019 7,981
------
At 31 December 2020 6,881
------
At 31 December 2021 6,881
------
Goodwill acquired in a business combination is allocated at
acquisition to the cash-generating units (CGUs) that are expected
to benefit from that business combination. The Directors consider
that the businesses of the UK Retail sub-group are an identifiable
CGU and the carrying amount of Goodwill is allocated against this
CGU.
The recoverable amount of the cash generating unit was
determined based on value-in-use calculations, covering a detailed
forecast, followed by an extrapolation of expected cash flows based
on the targeted and expected growth rate over the next five years
followed by a terminal factor determined by management.
The present value of the future cash flows is then calculated
using a discount rate of 7.83%. This discount rates include
appropriate adjustments to reflect, in the Directors' judgement,
the market risk and specific risk of the GGU.
The growth rate utilised in calculation of the terminal factor
is based on expected inflationary growth in the UK beyond the
period of forecasting. The growth rate used was 1.7%.
Cash flow projections during the budget period are based on an
average growth in EBITDA which the Directors consider to be
conservative given the plans for the businesses and the potential
increased returns particularly in relation to the pipeline of new
business opportunities, offset by the short and medium-term issues
caused by covid. The discount rates reflect appropriate adjustments
relating to market risk and specific risk factors of each CGU.
The estimate of recoverable amount for the CGU is sensitive to
the discount rate, the cash flow projections and the growth
rate.
If the discount rate used is increased beyond 9.62%, for each
further movement of 1% an impairment loss of GBP0.435 million would
have to be recognised and written off against goodwill.
If the annual growth rate beyond 2021, used in the cash flow
projection, is decreased below 0.25%, for each further movement of
0.1% an impairment loss of GBP0.1 million would have to be
recognised and written off against goodwill.
14. Property, plant and equipment
The Group movement in property, plant & equipment assets
was:
Cost Plant Fixture Computer Right Right of Total
& equipment & fittings equipment of use use assets
assets plant &
property equipment
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
At 31 December
2019 3,046 290 809 420 137 4,702
Additions 15 3 14 568 39 639
Disposals - - - (166) (15) (181)
Forex - 2 - - - 2
------------- ------------ ----------- ---------- ------------ --------
At 31 December
2020 3,061 295 823 822 161 5,162
------------- ------------ ----------- ---------- ------------ --------
Additions 52 4 34 - 8 98
Disposals (10) - - (82) (15) (107)
Forex - (3) - (2) - (5)
------------- ------------ ----------- ---------- ------------ --------
At 31 December
2021 3,103 296 857 738 154 5,148
------------- ------------ ----------- ---------- ------------ --------
Depreciation Plant & Fixture Computer Right Right of Total
equipment & fittings equipment of use use assets
assets plant &
property equipment
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
At 31 December
2019 2,596 275 736 156 45 3,808
Charge for the
period 171 5 58 209 54 497
Depreciation on
disposals - - - (165) (6) (171)
At 31 December
2020 2,767 280 794 200 93 4,134
Charge for the
period 155 8 20 153 39 375
Depreciation on
disposals - - - (36) (15) (51)
----------- ------------ ----------- ---------- ------------ --------
At 31 December
2021 2,922 288 814 317 117 4,458
----------- ------------ ----------- ---------- ------------ --------
Net book value Plant & Fixture Computer Right Right of Total
equipment & fittings equipment of use use assets
assets plant &
property equipment
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
At 31 December
2019 450 15 73 264 92 894
----------- ------------ ----------- ---------- ------------ --------
At 31 December
2020 294 15 29 622 68 1,028
----------- ------------ ----------- ---------- ------------ --------
At 31 December
2021 181 8 43 421 37 690
----------- ------------ ----------- ---------- ------------ --------
The right of use lease liabilities are secured against the right
of use assets.
15. Trade and other receivables
31 December 31 December
2021 2020
GBP'000 GBP'000
Net trade debtors 1,587 1,545
Other debtors 324 110
Prepayments 285 335
Total 2,196 1,990
============ ============
Amounts falling due
after more than one
year included above
are: 79 92
The maximum exposure to credit risk at the balance sheet date is
the carrying amount of receivables detailed above. The Group does
not hold any collateral as security. No interest is charged on
outstanding trade receivables. The carrying amount of trade and
other receivables approximates the fair value.
The Group applies the IFRS 9 simplified approach to measuring
expected credit losses on trade receivables which applies a credit
risk percentage based upon historical risk of default adjusted for
forward looking estimates against receivables that are grouped into
age brackets. To measure the expected credit losses, trade
receivables were considered on a days past due basis.
31 December 31 December
2021 2020
GBP'000 GBP'000
Trade debtors 2,238 2,742
Loss allowance (650) (1,197)
Net trade debtors 1,587 1,545
============ ============
Movement in loss allowance:
31 December 31 December
2021 2020
GBP'000 GBP'000
1 January 1,197 487
Additional provisions 291 710
Utilised or released (838) -
31 December 650 1,197
============ ============
The Directors do not believe that there is a significant
concentration of credit risk within the trade receivables balance
on customers or geographical location.
As of 31 December 2021, trade receivables of GBP1.1 million
(2020: GBP1.1 million) were past due but not impaired. The ageing
analysis of those debtors is as follows:
0 - 30 31 - 60 61 Days Total
Days Days +
GBP'000 GBP'000 GBP'000 GBP'000
Net amount at
31 December 2021 140 78 878 1,095
Net amount at
31 December 2020 313 292 495 1,100
16. Deferred tax
31 31
December December
2021 2020
GBP'000 GBP'000
Deferred tax assets:
Deferred tax asset to be
recognised after less than
12 months
Deferred tax asset to be - 47
recognised after more than
12 months 297 160
Deferred tax asset 297 207
==================== ====================
Split as follows:
Fixed asset timing differences 24 10
Tax losses 263 191
Other 10 6
Deferred tax asset 297 207
==================== ====================
Movement in the year:
At 1 January 207 3
Adjustment in respect of
losses - 188
Change in tax rate substantively
enacted 66 -
Charge in respect of temporary
timing differences on property,
plant and equipment
24 16
At 31 December 297 207
==================== ====================
The Finance Bill 2021 was substantively enacted on 24 May 2021
changing the main rate of corporation tax from 19% to 25% after 1
April 2023. The closing deferred tax asset has been measured in
accordance with the rate substantively enacted at the Balance Sheet
date that would be expected to apply on reversal of the timing
differences.
Deferred tax is not recognised in respect of tax losses in
Germany due to uncertainty over when they will be recovered against
the reversal of deferred tax liabilities or future taxable profits.
This is an unrecognised deferred tax asset of GBP291k.
17. Cash and cash equivalents
31 December 31 December
2021 2020
GBP'000 GBP'000
Cash at bank and
on hand 1,380 839
1,380 839
============ ============
18. Trade and other payables
31 December 31 December
2021 2020
Amounts payable within GBP'000 GBP'000
one year
Trade creditors 200 672
Other creditors 2,351 1,244
Social Security and
other taxes 157 185
Accrued expenses 1,088 1,108
Deferred income 543 727
Total 4,339 3,936
All trade and other payables are short term. The carrying values
of trade and other payables are considered to be a reasonable
approximation of fair value.
19. Other borrowings
31 December 31 December
2021 2020
GBP'000 GBP'000
Bank facilities:
Payable within one
year 297 972
Payable after one
year 1,481 778
------------ ------------
1,778 1,750
============ ============
As at 31 December 2021, SpaceandPeople plc had GBP1.78 million
(2020: GBP0.75 million) of CBILS term loans, GBP0.78 million of
which expire in April 2025 and GBP1.0 million expire in January
2026. SpaceandPeople plc also had GBP0.75 million of overdraft
facilities of which GBPnil was used as at 31 December 2021 (2020:
GBPnil). The bank facilities are secured by floating charge over
the Group's assets and are subject to interest between 3.25% to
3.8% plus base.
20. Leases
Amounts recognised in the balance sheet:
The balance sheet shows the following amounts relating to
leases:
31 December 31 December
2021 2020
GBP'000 GBP'000
Right of use assets
Property 421 622
Plant and equipment 37 68
458 690
Lease liabilities
Current 189 286
Non-current 308 464
------------ ------------
Total 497 750
============ ============
Amounts recognised in the statement of profit or loss:
The statement of profit or loss shows the following amounts
relating to leases:
12 months 12 months
to December to December
2021 2020
GBP'000 GBP'000
Depreciation charge of right
of use assets
Property 153 209
Plant and equipment 39 54
192 263
Below is a reconciliation of changes in liabilities arising from
financing activities:
1 January Cash New Other 31 December
2021 flows Leases 2021
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Current lease liabilities 286 (186) 3 86 189
Non-current lease liabilities 464 - 5 (161) 308
---------- -------- -------- -------- ------------
Total liabilities from
financing activities 750 (186) 8 (75) 497
========== ======== ======== ======== ============
The "Other" column includes the effect of reclassification of
non-current leases to current due to the passage of time, the
effect of the disposal of lease assets with their related creditors
and the effect of the unwinding of the discounted ROU creditors
over time.
The company does not face a significant liquidity risk with
regard to its lease liabilities and these are monitored as part of
the overall process of managing cash flows.
21. Financial instruments and risk management
The Group has no material financial instruments other than cash,
current receivables and liabilities, in both this and the prior
period, all of which arise directly from its operations. The net
fair value of its financial assets and liabilities is the same as
their carrying value as detailed in the balance sheet and related
notes.
Credit risk - The Group's credit risk relates to its receivables
and is managed by undertaking regular credit evaluations of its
customers. The Group is aware that customers' financial strength
may have been adversely affected by the covid pandemic and
endeavours to work with them and our venue partners to provide
appropriate discounts and payment plans to enable them to continue
to trade and repay any amounts owed in an agreed manner. The Group
does not routinely offer credit terms to the majority of
customers.
Liquidity risk - The Group usually operates a cash-generative
business and has significant cash headroom. The Directors consider
the funding structure to be adequate for the Group's current
funding requirements and this is expected to strengthen during
future years. The following tables outline the Group's contractual
maturity of its financial liabilities:
Carrying On Demand/within Within Within Over 5 years
amount one year 1-2 years 2-5 years
2021 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Borrowings 1,778 297 322 634 525
Lease liabilities 497 189 162 146 -
Trade and other payables 4,339 4,339 - - -
--------- ----------------- ----------- ----------- -------------
Total 6,614 4,825 484 780 525
========= ================= =========== =========== =============
Carrying On Demand/within Within Within Over 5 years
amount one year 1-2 years 2-5 years
2020 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Borrowings 1,750 972 222 556 -
Lease liabilities 750 286 172 281 11
Trade and other payables 3,936 3,396 - - -
--------- ----------------- ----------- ----------- -------------
Total 6,436 5,194 394 837 11
========= ================= =========== =========== =============
Borrowing facilities - As at the balance sheet date, t he Group
has agreed facilities of GBP2.55 million, of which GBP1.8 million
was utilised at the year end. These facilities are secured by a
floating charge.
Financial assets - These comprise cash at bank and in hand. All
bank deposits are floating rate.
Financial liabilities - These include short-term creditors and
CBILS term loans of GBP1.8 million. All financial liabilities will
be financed from existing cash reserves and operating cash
flows.
Interest rate risk - The Group is exposed to interest rate risk
through the impact of rate changes on interest-bearing borrowings.
The interest rates and terms of repayment are disclosed in note 19
to the financial statements. Except as outlined above, the company
has no significant interest-bearing assets and liabilities. The
company does not use any derivative instruments to reduce its
economic exposure to changes in interest rates. An increase or
decrease of 1% in interest rate during the year would have resulted
in movement of GBP18k to the Income Statement.
Foreign currency risk - The Group is exposed to moderate foreign
exchange risk primarily from Euros due to its German operation and
Euro denominated licensing income as detailed in note 4 - Segmental
Reporting. The Group monitors its foreign currency exposure and
manages the position where appropriate. A 5% change in the Euro
rate at the year-end would have resulted in an additional gain or
loss of 45k.
22. Called up share capital
Allotted, issued and fully paid 31 December 31 December
2021 2020
Class Nominal
value
Ordinary 1p GBP 195,196 195,196
Number 19,519,563 19,519,563
23. Related party transactions
Compensation of key management personnel
Key management personnel of the Group are defined as those
persons having authority and responsibility for the planning,
directing and controlling the activities of the Group, directly or
indirectly. Key management of the Group are therefore considered to
be the Directors of SpaceandPeople plc. There were no transactions
with the key management, other than their emoluments, which are set
out in the remuneration report on pages 20 to 21.
24. Earnings per share
12 months to 12 months to
31 December 2021 31 December 2020
Pence per share Pence per share
Basic earnings / (loss) per
share
Before non-recurring charges
and discontinued operation 0.9p (7.2)p
After non-recurring charges
and discontinued operation 0.9p (17.2)p
Diluted earnings / (loss)
per share
0.8p (7.2)p
Before non-recurring charges
and discontinued operation
After non-recurring charges
and discontinued operation 0.9p (17.2)p
Basic earnings per share
The earnings and weighted average number of ordinary shares used
in the calculation of basic earnings per share are as follows:
12 months to 12 months to
31 December 2021 31 December 2020
GBP'000 GBP'000
Profit / (loss) after tax
for the period attributable
to owners of the Company 184 (3,355)
Non-recurring charges
Discontinued operation - 1,442
Profit / (loss) after tax
for the period before non-recurring (12) 512
charges attributable to owners
of the company 172 (1,401)
12 months to 12 months to
31 December 2021 31 December 2020
'000 '000
Weighted average number of
ordinary shares 19,520 19,520
for the purposes of basic
earnings per share
Diluted earnings per share
The earnings and weighted average number of ordinary shares used
in the calculation of diluted earnings per share are as
follows:
12 months to 12 months to
31 December 2021 31 December 2020
GBP'000 GBP'000
Profit / (loss) after tax
for the period attributable
to owners of the Company 184 (3,355)
Non-recurring charges
Discontinued operation
- 1,442
Profit / (loss) after tax
for the period before non-recurring (12) 512
charges attributable to owners
of the company 172 (1,401)
12 months to 12 months to
31 December 2021 31 December 2020
'000 '000
Weighted average number of
ordinary shares 20,752 19,520
for the purposes of diluted
earnings per share
The weighted average number of ordinary shares for the purposes
of diluted earnings per share reconciles to the weighted average
number of ordinary shares used in the calculation of basic earnings
per share as follows.
12 months to 12 months to
31 December 2021 31 December 2020
'000 '00
Weighted average number of
shares in issue 19,520 19,520
during the period
Weighted average number of 1,232 -
ordinary shares
used in the calculation of
basic earnings per
share deemed to be issued
for no
consideration in respect
of employee options
Weighted average number of
ordinary shares 20,752 19,520
used in the calculation
of diluted earnings per
Share
As set out in note 25, there were share options outstanding as
at 31 December 2020 which, if exercised, would increase the number
of shares in issue. However, the diluted loss per share is the same
as the basic loss per share in the year to 31 December 2020, as the
loss for that year has an anti-dilutive effect.
25. Share options
The Group has established a share option scheme that senior
executives and certain eligible employees are entitled to
participate in at the discretion of the Board which is advised on
such matters by the Remuneration Committee.
In aggregate, share options have been granted under the share
option scheme over 1,101,000 ordinary shares exercisable within the
dates and at the exercise prices shown below, being the market
value at the date of the grant.
Date of grant Number Option period Price
12 January 2018 - 12 January
12 January 2015 246,000 2025 47.4p
30 June 2021 855,000 30 June 2024 - 30 June 2031 12.5p
The movement in the number of options outstanding under the
scheme over the period is as follows:
12 months 12 months
to to
31 December 31 December
2021 2020
Number of options outstanding as at
the beginning of the period 1,300,818 1,815,325
Granted 855,000 -
Lapsed (254,818) (300,000)
Forfeited (800,000) (214,507)
------------ ------------
Number of options outstanding as at
the end of the period 1,101,000 1,300,818
In total, 1,101,000 options were outstanding at 31 December 2021
(1,300,818 at 31 December 2020) with a weighted average exercise
price of 20.3p (22.3p at 31 December 2020).
The total share-based payment charge for the year, calculated in
accordance with IFRS2 on share-based payments, was GBP5k (2020:
GBPnil).
For further information, please contact::
SpaceandPeople plc 0845 241 8215
Nancy Cullen / Gregor Dunlay
Zeus (Nominated Adviser and Broker) 020 3829 5000
David Foreman, Jamie Peel, Matt Hogg
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END
FR FZGZDGDLGZZM
(END) Dow Jones Newswires
April 25, 2022 02:00 ET (06:00 GMT)
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