TIDMEZD
RNS Number : 0757T
Easydate plc
22 September 2010
+-------------+----------------------------------------------------+
| Date: | 22 September 2010 |
+-------------+----------------------------------------------------+
| On behalf | Easydate plc ('Easydate', 'the Group' or 'the |
| of: | Company') |
+-------------+----------------------------------------------------+
| Embargoed | 0700hrs |
| until: | |
+-------------+----------------------------------------------------+
Easydate plc
Half Yearly Report
Easydate plc (AIM: EZD), the internet-based dating operator, is pleased to
announce its half year results for the six months ended 30 June 2010 ("H1
2010"). These are the first trading results for the Company since listing on AIM
on 30 June 2010.
In addition the Company today announces its first significant acquisition
post-listing, with the purchase of Cupid.com Inc. from OnTargetJobs Inc. for USD
6.6 million (GBP4.4million). A separate announcement with fuller details has
been released simultaneously.
Financial highlights
The results show strong revenue and profit growth. The comparison period is the
full 12 months to 31 December 2009.
- IPO completed at 30 June 2010 raising GBP8.8m net of costs
- Revenue of GBP8.8m for H1 2010 (GBP8.5m for the full year to 31 Dec 2009)
- Significant increase in Gross Margin to 35.8% (FY 2009:19.6%)
- EBITDA of GBP2.4m for H1 2010 (GBP1.2m for the full year 2009)
- Allegran business acquired from Daily Mail ("DMGT") on 31 March 2010
showing strong Apr to Jun 2010 growth and contribution
- International revenues becoming more significant: 20% for H1 2010 (FY
2009:13%)
Bill Dobbie, CEO of Easydate plc, commented:
"We have been very pleased with our overall performance in the first half of the
year. We have grown revenue and profits in the UK and abroad whilst successfully
integrating Allegran and another two smaller acquisitions.
We expect the current growth to continue and we are confident in our year end
outlook."
For further information please contact:
+--------------------------------------+------------------------+
| Easydate plc | Tel: +44 (0)131 220 |
| | 1313 |
+--------------------------------------+------------------------+
| Bill Dobbie, CEO | |
+--------------------------------------+------------------------+
| | |
+--------------------------------------+------------------------+
| Cenkos Securities plc | Tel: +44 (0)131 220 |
| | 6939 |
+--------------------------------------+------------------------+
| Ken Fleming | |
+--------------------------------------+------------------------+
| Beth McKiernan | |
+--------------------------------------+------------------------+
| | |
+--------------------------------------+------------------------+
| Redleaf Communications | Tel: +44 (0)207 566 |
| | 6700 |
+--------------------------------------+------------------------+
| Paul Dulieu / Henry Columbine / Mike | easydate@redleafpr.com |
| Ward | |
+--------------------------------------+------------------------+
Notes to Editors
* Easydate plc listed on AIM in June 2010 and is a leading provider of online
dating services.
* Easydate has built a base of over 13 million registrants and over 9 million
members in 29 countries (those countries with over 1,000 members), with a
growing proportion of members coming from outside of the United Kingdom.
* Easydate offers a wide variety of online dating services allowing members to
interact with each other and access the content available on the Group's
websites. These websites are intended to appeal to dating users of diverse ages,
cultures and social interest groups. The Group's most heavily visited websites
include www.benaughty.com, www.cupid.com, www.girlsdateforfree.com and
www.datetheuk.com. The Group also promotes the niche brands
www.datingforparents.com, www.speeddater.com and www.maturedating.co.uk
* Further information on the Company can be found at www.easydategroup.com
Chairman's statement
I am pleased to introduce myself to you with such a strong set of maiden trading
results. The Company is developing well in all respects, and we are looking
forward to continuing this development as a plc.
The online dating market is becoming increasingly familiar to many people in the
UK and abroad, as its use gains more social acceptance and with increased
availability and affordability of the internet as a day to day communications
tool. We are well positioned to benefit from such trends.
Easydate's plan for the rest of the year is to continue international expansion,
whilst adding to its network of sites.
George Elliott, Chairman
Operational Review H1 2010
During H1 2010 Easydate successfully completed its IPO, integrated the Allegran
acquisition, strengthened the management team and product portfolio and
continued to grow revenue and profits of both the organic business and Allegran.
The Board is extremely pleased with the significant progress made during this
period.
Revenue of GBP8.8m in the six months to 30 June 2010 is more than the full 2009
financial year (FY2009: GBP8.5m). EBITDA of GBP2.4m in the six months to 30 June
2010 is a 93% increase on the full 2009 financial year (FY2009: GBP1.2m).
Acquisitions
On 31 March 2010 Easydate acquired Allegran from the Daily Mail General Trust
plc ("DMGT"). Monthly Allegran revenues have grown by 54% since the acquisition
without adding any extra staff.
More recently, Easydate has also acquired Granamor.com to accelerate growth in
Spain, and PlanetSappho has been added to our network of niche sites and of
course today Cupid.com has been added to our portfolio.
Development of senior management team
Given the Company's appetite for international expansion, a new role has been
created for co-founder Max Polyakov who will move from his current operational
role to a position of International Business Development Director; seeking
significant partnerships and acquisition opportunities.
Throughout 2010 Easydate's plc Board has been strengthened in line with the
business growth, with Mark Doughty recruited as CFO in April 2010 and George
Elliott joining as Chairman in May 2010.
In addition the Company has continued to expand and develop the operational
management team with Vladimir Lewykin recently promoted to Operations Director,
Tatyana Gorohovska becoming Marketing Director and Tim Simmonds becoming
Commercial Director.
New products and clients
Easydate has recently introduced psychology based matchmaking services
LoveChemistry and CupidAffinity to its network, allowing the Company to compete
in this emerging sector of the market.
The Company's products are constantly evolving, including integration with
Facebook, the development of Apple compatible applications and the introduction
of other new routes to online markets.
Over the period, the Company has also seen a number of new client wins in its
White Labelling activities including S1 Dating, Bauer Media and Metro
Newspapers.
International expansion
During H1 2010, approximately 20% of Easydate's revenues were from outside the
UK. The Company expects international revenues to continue to rise and play an
increasing role in the Company's overall growth. One such example is that the
Company is now adding international subscribers and revenues to its Allegran
sites.
Outlook
Easydate's existing sites are growing healthily, and the Company has added to
this network by introducing its own new services, such as LoveChemistry, and
identifying further niches. Easydate will also seek further earnings enhancing
acquisition opportunities which it can integrate with relatively modest
additions to its cost base.
The Company will continue to target international expansion and expects that
this will be significant, growing to become larger than Easydate's UK business.
Easydate looks forward to the future with confidence and expects to provide a
further trading update in November 2010.
Bill Dobbie, CEO
Consolidated statement of comprehensive income for the 6 months ended 30 June
2010
+-----------------------+----------+------------+------------+
| | | H1 2010 | FY2009 |
| | Notes | | (proforma |
| | | | - see note |
| | | | 1) |
+-----------------------+----------+------------+------------+
| | | GBP000 | GBP000 |
+-----------------------+----------+------------+------------+
| Continuing | | | |
| operations: | | | |
| | | | |
+-----------------------+----------+------------+------------+
| Revenue | 2 | 8,821 | 8,499 |
+-----------------------+----------+------------+------------+
| Cost of sales | | (5,667) | (6,830) |
+-----------------------+----------+------------+------------+
| | | | |
+-----------------------+----------+------------+------------+
| Gross profit | | 3,154 | 1,669 |
+-----------------------+----------+------------+------------+
| Operating expenses | | (743) | (420) |
| (excluding | | | |
| depreciation and | | | |
| amortisation) | | | |
+-----------------------+----------+------------+------------+
| | | | |
+-----------------------+----------+------------+------------+
| EBITDA | | 2,411 | 1,249 |
+-----------------------+----------+------------+------------+
| | | | |
+-----------------------+----------+------------+------------+
| Depreciation of plant | | (30) | (32) |
| and equipment | | | |
+-----------------------+----------+------------+------------+
| Amortisation of | | (395) | (229) |
| intangible assets | | | |
+-----------------------+----------+------------+------------+
| | | | |
+-----------------------+----------+------------+------------+
| Total operating | | (1,168) | (681) |
| expenses | | | |
+-----------------------+----------+------------+------------+
| | | | |
+-----------------------+----------+------------+------------+
| Operating profit | | 1,986 | 988 |
+-----------------------+----------+------------+------------+
| Finance income and | | - | (5) |
| costs | | | |
+-----------------------+----------+------------+------------+
| | | | |
+-----------------------+----------+------------+------------+
| Profit before | | 1,986 | 983 |
| taxation | | | |
+-----------------------+----------+------------+------------+
| Taxation charge | 5 | (609) | (334) |
+-----------------------+----------+------------+------------+
| Profit for the period | | | |
| from continuing | | 1,377 | 649 |
| operations | | | |
+-----------------------+----------+------------+------------+
| | | | |
+-----------------------+----------+------------+------------+
| Discontinued | | | |
| operations: | | | |
+-----------------------+----------+------------+------------+
| Profit from | | | |
| discontinued | | - | 708 |
| operations, net of | | | |
| tax | | | |
+-----------------------+----------+------------+------------+
| | | | |
+-----------------------+----------+------------+------------+
| Profit for the period | | | |
| and total | | 1,377 | 1,357 |
| comprehensive income | | | |
+-----------------------+----------+------------+------------+
| | | | |
+-----------------------+----------+------------+------------+
| Basic and diluted | 8 | | |
| earnings per share | | | |
| (continuing | | | |
| operations) | | | |
+-----------------------+----------+------------+------------+
| Basic (p per share) | | 2.42 | 1.14 |
+-----------------------+----------+------------+------------+
| Diluted (p per share) | | 2.30 | 1.07 |
+-----------------------+----------+------------+------------+
| Basic and diluted | 8 | | |
| earnings per share | | | |
| (total) | | | |
+-----------------------+----------+------------+------------+
| Basic (p per share) | | 2.42 | 2.39 |
+-----------------------+----------+------------+------------+
| Diluted (p per share) | | 2.30 | 2.24 |
+-----------------------+----------+------------+------------+
Consolidated statement of financial position at 30 June 2010
+-----------------------+----------+------------+------------+
| | | H1 2010 | FY2009 |
| | Notes | | (proforma |
| | | | - see note |
| | | | 1) |
+-----------------------+----------+------------+------------+
| | | GBP000 | GBP000 |
+-----------------------+----------+------------+------------+
| ASSETS | | | |
+-----------------------+----------+------------+------------+
| Non-current assets | | | |
+-----------------------+----------+------------+------------+
| Intangible assets - | 6 | 1,933 | 1,261 |
| goodwill | | | |
+-----------------------+----------+------------+------------+
| Intangible assets - | 6 | 3,668 | 950 |
| other | | | |
+-----------------------+----------+------------+------------+
| Plant and equipment | | 79 | 59 |
+-----------------------+----------+------------+------------+
| | | 5,680 | 2,270 |
+-----------------------+----------+------------+------------+
| | | | |
+-----------------------+----------+------------+------------+
| Current assets | | | |
+-----------------------+----------+------------+------------+
| Trade and other | | 2,402 | 949 |
| receivables | | | |
+-----------------------+----------+------------+------------+
| Cash and cash | | 9,508 | 241 |
| equivalents | | | |
+-----------------------+----------+------------+------------+
| | | 11,910 | 1,190 |
+-----------------------+----------+------------+------------+
| | | | |
+-----------------------+----------+------------+------------+
| Total assets | | 17,590 | 3,460 |
+-----------------------+----------+------------+------------+
| | | | |
+-----------------------+----------+------------+------------+
| LIABILITIES | | | |
+-----------------------+----------+------------+------------+
| Non-current | | | |
| liabilities | | | |
+-----------------------+----------+------------+------------+
| Non-current | | 9 | 18 |
| borrowings | | | |
+-----------------------+----------+------------+------------+
| Deferred | | 766 | - |
| consideration | | | |
+-----------------------+----------+------------+------------+
| | | 775 | 18 |
+-----------------------+----------+------------+------------+
| | | | |
+-----------------------+----------+------------+------------+
| Current liabilities | | | |
+-----------------------+----------+------------+------------+
| Trade and other | 7 | 5,390 | 1,776 |
| payables | | | |
+-----------------------+----------+------------+------------+
| Deferred taxation | | 96 | 96 |
+-----------------------+----------+------------+------------+
| Current borrowings | | 18 | 19 |
+-----------------------+----------+------------+------------+
| | | 5,504 | 1,891 |
+-----------------------+----------+------------+------------+
| | | | |
+-----------------------+----------+------------+------------+
| Total liabilities | | 6,279 | 1,909 |
+-----------------------+----------+------------+------------+
| | | | |
+-----------------------+----------+------------+------------+
| CAPITAL AND RESERVES | | | |
| ATTRIBUTABLE TO | | | |
| EQUITY SHAREHOLDERS | | | |
+-----------------------+----------+------------+------------+
| | | | |
+-----------------------+----------+------------+------------+
| Called up share | 9 | 1,876 | 1,420 |
| capital | | | |
+-----------------------+----------+------------+------------+
| Share premium account | | 8,350 | - |
+-----------------------+----------+------------+------------+
| Share options reserve | | 196 | 126 |
+-----------------------+----------+------------+------------+
| Retained earnings | | 889 | 5 |
+-----------------------+----------+------------+------------+
| Total equity | | 11,311 | 1,551 |
+-----------------------+----------+------------+------------+
| | | | |
+-----------------------+----------+------------+------------+
| Total equity and | | 17,590 | 3,460 |
| liabilities | | | |
+-----------------------+----------+------------+------------+
Consolidated cashflow statement for the 6 months ended 30 June 2010
+-----------------------+----------+------------+------------+
| | | H1 2010 | FY2009 |
| | | | (proforma |
| | | | - see note |
| | | | 1) |
+-----------------------+----------+------------+------------+
| | | GBP000 | GBP000 |
+-----------------------+----------+------------+------------+
| | | | |
+-----------------------+----------+------------+------------+
| Profit after tax | | 1,377 | 1,357 |
+-----------------------+----------+------------+------------+
| Taxation | | 609 | 609 |
+-----------------------+----------+------------+------------+
| Depreciation | | 30 | 32 |
+-----------------------+----------+------------+------------+
| Amortisation | | 395 | 229 |
+-----------------------+----------+------------+------------+
| Movement in trade | | (1,453) | 1,271 |
| receivables | | | |
+-----------------------+----------+------------+------------+
| Movement in trade | | 1,043 | (627) |
| payables | | | |
+-----------------------+----------+------------+------------+
| Equity settled | | 70 | 126 |
| share-based payment | | | |
| transactions | | | |
+-----------------------+----------+------------+------------+
| Cash flow from | | 2,071 | 2,997 |
| operations | | | |
+-----------------------+----------+------------+------------+
| Tax paid | | - | (161) |
+-----------------------+----------+------------+------------+
| Net cash from | | 2,071 | 2,836 |
| operating activities | | | |
+-----------------------+----------+------------+------------+
| | | | |
+-----------------------+----------+------------+------------+
| Cash flow from | | | |
| investing activities | | | |
+-----------------------+----------+------------+------------+
| Purchase of plant and | | (40) | (23) |
| equipment | | | |
+-----------------------+----------+------------+------------+
| Acquisitions | | (860) | - |
+-----------------------+----------+------------+------------+
| Capitalised | | (207) | (656) |
| intangible assets | | | |
+-----------------------+----------+------------+------------+
| Net cash used in | | | |
| investing activities | | (1,107) | (679) |
+-----------------------+----------+------------+------------+
| | | | |
+-----------------------+----------+------------+------------+
| Cash flows from | | | |
| financing activities | | | |
+-----------------------+----------+------------+------------+
| Issue of shares (net) | | 8,806 | - |
+-----------------------+----------+------------+------------+
| Payment of finance | | (10) | (24) |
| lease liabilities | | | |
+-----------------------+----------+------------+------------+
| Dividends paid to | | | |
| company shareholders | | (493) | (2,167) |
+-----------------------+----------+------------+------------+
| Net cash used in | | | |
| financing activities | | 8,303 | (2,191) |
+-----------------------+----------+------------+------------+
| | | | |
+-----------------------+----------+------------+------------+
| Net | | | |
| increase/(decrease) | | 9,267 | (34) |
| in cash and cash | | | |
| equivalents | | | |
+-----------------------+----------+------------+------------+
| Cash and cash | | | |
| equivalents at start | | 241 | 275 |
| of the period | | | |
+-----------------------+----------+------------+------------+
| | | | |
+-----------------------+----------+------------+------------+
| Cash and cash | | | |
| equivalents at end of | | 9,508 | 241 |
| the period | | | |
+-----------------------+----------+------------+------------+
| | | | |
+-----------------------+----------+------------+------------+
Consolidated statement of changes in equity for the 6 months ended 30 June 2010
+-----------------------+---------+---------+---------+----------+--------+
| | Share | Share | Options | Retained | |
| | capital | premium | reserve | earnings | Total |
+-----------------------+---------+---------+---------+----------+--------+
| | GBP000 | GBP000 | GBP000 | GBP000 | GBP000 |
+-----------------------+---------+---------+---------+----------+--------+
| | | | | | |
| At 1 January 2010 | 1,420 | - | 126 | 5 | 1,551 |
+-----------------------+---------+---------+---------+----------+--------+
| Share based payments | - | - | 70 | - | 70 |
+-----------------------+---------+---------+---------+----------+--------+
| Retained profit for | - | - | - | 1,377 | 1,377 |
| the period | | | | | |
+-----------------------+---------+---------+---------+----------+--------+
| Dividend | - | - | - | (493) | (493) |
+-----------------------+---------+---------+---------+----------+--------+
| Shares issued | 416 | 8,342 | - | - | 8,758 |
+-----------------------+---------+---------+---------+----------+--------+
| Options exercised | 40 | 8 | - | - | 48 |
+-----------------------+---------+---------+---------+----------+--------+
| | | | | | |
+-----------------------+---------+---------+---------+----------+--------+
| At 30 June 2010 | 1,876 | 8,350 | 196 | 889 | 11,311 |
+-----------------------+---------+---------+---------+----------+--------+
Notes to the accounts
1. Basis of preparation
Easydate plc ("the Company") was incorporated in the UK on 13 November 2009.
The principal activity is the development and management of dating websites.
Its registered office is at 23 Manor Place, Edinburgh.
On 15 December 2009 the Company acquired the trade and certain assets and
liabilities of Easy Date Limited and ownership of its subsidiaries from
Interactive Digital Entertainment Group Limited ("IDE Group"). The Company and
its subsidiaries comprise "the Group".
The Group therefore only constituted a separate legal group with effect from 15
December 2009. The financial information for the year ended 31 December 2009
was prepared specifically for the purposes of the AIM admission document on the
basis that the combined and consolidated financial information presented herein
is in respect of the Group and the underlying business of EasyDate Limited and
its subsidiaries as if they had always been part of the same group.
The combined and consolidated financial information has been prepared in
accordance with the requirements of the Prospectus Directive Regulation
including the implementing regulation as regards issuers with complex financial
histories, the listing rules, and in accordance with this basis of preparation,
including the significant accounting policies, described below. This basis of
preparation describes how the financial information has been prepared in
accordance and complies with International Financial Reporting Standards as
adopted by the European Union ("Adopted IFRSs") except as described below.
In particular, Adopted IFRSs do not provide for the preparation of combined
financial information and accordingly in preparing the combined and consolidated
financial information certain accounting conventions commonly used for the
preparation of historical financial information for inclusion in investment
circulars as described in the Annexure to SIR 2000 (Investment Reporting
Standard applicable to public reporting engagements on historical financial
information ) issued by the UK Auditing Practices Board have been applied. In
all other material respects Adopted IFRSs have been applied.
The tax charge for the year ended 31 December 2009 has been calculated in
accordance with the accounting policy set out below. As noted above, on 15
December 2009 the Company acquired the trade and certain assets and liabilities
of EasyDate Ltd and ownership of its subsidiaries. The company did not assume
the liability of GBP733,000 for corporation tax as at 15 December 2009 nor
GBP119,000 of trade and other payables, and Easydate Limited retained assets of
GBP852,000 to settle these liabilities.
The consolidated financial information for the six months to 30 June 2010 has
been prepared in accordance with the recognition and measurement criteria of
Adopted IFRSs.
The consolidated financial information contains the results and financial
position of Easydate plc and its subsidiaries. Subsidiaries are entities over
which Easydate plc has the power to govern the financial and operating policies
generally accompanying a shareholding of more than one half of the voting rights
so as to obtain benefits from activities. Subsidiaries are consolidated from the
date on which control is transferred to the Group. They are deconsolidated from
the date that control ceases.
The key judgement made by the directors is amortisation of intangible assets.
This is discussed in the appropriate note.
The financial statements have been prepared on a going concern basis which the
directors believe is appropriate for the following reasons:
The directors have prepared cashflow forecasts which show the Group expects to
meet its liabilities as they fall due for a period in excess of 12 months from
the date of these financial statements.
2. Significant accounting policies
Revenue recognition
Website membership income is recognised on a straight line basis over the period
of the membership subscription.
Revenue from management contracts is recognised when the service is provided.
Business combinations and goodwill
All business combinations are accounted for by applying the purchase method.
Goodwill represents amounts arising on acquisition of subsidiaries, associates
and jointly controlled entities. Goodwill represents the difference between the
cost of the acquisition and the net fair value of the identifiable assets,
liabilities and contingent liabilities acquired. Identifiable intangibles are
those which can be sold separately or which arise from legal rights regardless
of whether those rights are separable.
Goodwill is stated at cost less any accumulated impairment losses. Goodwill is
allocated to cash-generating units and is not amortised but is tested annually
for impairment.
Negative goodwill arising on an acquisition is recognised immediately in profit
or loss.
Other intangible assets
Expenditure on research activities is recognised as an expense in the period in
which it is incurred. Where no internally generated intangible assets can be
recognised, development expenditure is expensed in the period as incurred.
An intangible asset arising from development (or from the development phase of
an internal project) is recognised if, and only if, all of the following have
been demonstrated:
-The technical feasibility of completing the intangible asset so that it will be
available for use or sale.
-The intention to complete the intangible asset and use or sell it.
-The ability to use or sell the intangible asset
-How the intangible asset will generate probable future economic benefits
-The availability of adequate technical, financial and other resources to
complete the development and to use or sell the intangible asset
-The ability to measure reliably the expenditure attributable to the intangible
asset during its development.
The amount initially recognised for internally generated intangible assets is
the sum of expenditure incurred from the date when the intangible asset first
meets the recognition criteria listed above.
Subsequent to initial recognition, internally generated intangible assets are
reported at cost less accumulated amortisation and accumulated impairment
losses.
Internally generated assets are amortised over their estimated lifespan
depending on each asset. The asset lifespan is estimated by management based on
experience of similar assets in the past.
Other intangible assets that are acquired by the Company are stated at cost less
accumulated amortisation and less accumulated impairment losses.
Amortisation
Amortisation is charged to the income statement on a straight line basis over
the estimated useful lives of the intangible assets unless such lives are
indefinite. Intangible assets with an indefinite useful life and goodwill are
systematically tested for impairment at each balance sheet date. Other
intangible assets are amortised from the date they are available for use. The
estimated useful lives are as follows:
Intellectual property over estimated asset
lifespan
Internally generated development assets over estimated asset lifespan
Customer database over estimated asset lifespan
Contracts with suppliers and partners over estimated asset lifespan
The estimated asset lifespans for current intangibles are between 2 and 10
years.
Share based payments
The Company issues equity-settled share-based payments to certain employees. In
accordance with IFRS2 "share based Payments" equity-settled share-based payments
are measured at fair value at the date of grant. Fair value is measured by use
of the Black-Scholes pricing model as amended to cater for share options in
issue where vesting is based on future valuation performance conditions. The
fair value determined at the date of grant of the equity-settled share-based
payments is expensed on a straight-line basis over the vesting period, based on
the Company's estimate of the number of share that will eventually vest.
3. Operating segments
IFRS8: Operating Segments is a disclosure standard requiring the identification
of the Group's reportable operating segments are identified and reported in a
manner consistent with the internal reporting provided to the Chief Operating
Decision Maker ("CODM"). The CODM has been identified as the Board of Directors
as they are responsible for allocating resources and assessing the performance
of the Group.
The information presented to the Board of Directors does not split the Group
into different segments, consequently the Group has only one reportable segment
being the development and management of dating websites.
4. Acquisitions
On 31 March 2010, the Company acquired the trade and assets of Allegran Ltd for
GBP3.3m of which GBP200,000 was initially settled in cash and GBP3,100,000 was
deferred. At 30 June 2010 GBP2,633,000 remains deferred. This consisted of
domain names, trademarks, customer database and computer equipment.
The directors believe that the Allegran acquisition is not significant enough to
merit separate disclosure as an acquisition in the consolidated statement of
comprehensive income.
Goodwill arose on the acquisitions because of the difference between the cost of
the acquisition and the book value of the net assets acquired and is supported
by value attributed to the underlying trade.
Effect of acquisition
The acquisition had the following effect on the Company's assets and
liabilities:
+-----------------------------------------------+---------------+
| | Recognised |
| | values on |
| | acquisition |
+-----------------------------------------------+---------------+
| | GBP000 |
+-----------------------------------------------+---------------+
| | |
+-----------------------------------------------+---------------+
| Plant and equipment | 10 |
+-----------------------------------------------+---------------+
| Web domains | 877 |
+-----------------------------------------------+---------------+
| Trademarks and copyright | 439 |
+-----------------------------------------------+---------------+
| Customer database | 1,202 |
+-----------------------------------------------+---------------+
| Contracts with suppliers and partners | 100 |
+-----------------------------------------------+---------------+
| Net identifiable assets and liabilities | 2,628 |
+-----------------------------------------------+---------------+
| Goodwill on acquisition | 672 |
+-----------------------------------------------+---------------+
| | 3,300 |
+-----------------------------------------------+---------------+
On 22 September 2010 the Company acquired 100% of the share capital of US based
Cupid.com Inc and its subsidiaries from OnTargetJobs Inc for GBP4.4m.
In the year ended 31 December 2009 Cupid.com Inc generated revenue of GBP1.3M
and EBITDA of GBP0.5M.
5. Taxation
Recognised in the income statement:
+----------------------------------------+---------+-----------+
| | | FY2009 |
| | H1 2010 | (proforma |
| | | see note |
| | | 1) |
+----------------------------------------+---------+-----------+
| | GBP000 | GBP000 |
+----------------------------------------+---------+-----------+
| Current tax expense | | |
+----------------------------------------+---------+-----------+
| Current year | 609 | 281 |
+----------------------------------------+---------+-----------+
| Adjustments for prior years | - | - |
+----------------------------------------+---------+-----------+
| Current tax expense | 609 | 281 |
+----------------------------------------+---------+-----------+
| | | |
+----------------------------------------+---------+-----------+
| Deferred tax expense | | |
+----------------------------------------+---------+-----------+
| Deferred tax expense | - | 53 |
+----------------------------------------+---------+-----------+
| | | |
+----------------------------------------+---------+-----------+
| Tax expense in income statement | | |
| (excluding tax on discontinued | 609 | 334 |
| operation) | | |
+----------------------------------------+---------+-----------+
| Tax in relation to discontinued | - | 275 |
| operation | | |
+----------------------------------------+---------+-----------+
| Total tax expense | 609 | 609 |
+----------------------------------------+---------+-----------+
| | | |
+----------------------------------------+---------+-----------+
| Reconciliation of effective tax rate | | |
+----------------------------------------+---------+-----------+
| | | |
+----------------------------------------+---------+-----------+
| Profit for the period | 1,377 | 1,357 |
+----------------------------------------+---------+-----------+
| Total tax expense (including tax on | 609 | 609 |
| discontinued operations) | | |
+----------------------------------------+---------+-----------+
| Profit before taxation | 1,986 | 1,966 |
+----------------------------------------+---------+-----------+
| | | |
+----------------------------------------+---------+-----------+
| Tax using the UK corporation tax rate | 556 | 550 |
| of 28% (2009: 28%) | | |
+----------------------------------------+---------+-----------+
| Non-deductible expenses | 53 | 59 |
+----------------------------------------+---------+-----------+
| | | |
+----------------------------------------+---------+-----------+
| Total tax expense (including tax on | 609 | 609 |
| discontinued operation) | | |
+----------------------------------------+---------+-----------+
| | | |
+----------------------------------------+---------+-----------+
6. Intangible assets
+------------------+-------------+----------+--------------+----------+-----------+--------+
| | Internally | | | Customer | Contracts | |
| | generated | | Intellectual | database | | |
| | development | Goodwill | property | | | Total |
| | assets | | | | | |
+------------------+-------------+----------+--------------+----------+-----------+--------+
| | GBP000 | GBP000 | GBP000 | GBP000 | GBP000 | GBP000 |
+------------------+-------------+----------+--------------+----------+-----------+--------+
| Cost | | | | | | |
+------------------+-------------+----------+--------------+----------+-----------+--------+
| Balance at 1 | 396 | 1,261 | 914 | - | - | 2,571 |
| January 2010 | | | | | | |
+------------------+-------------+----------+--------------+----------+-----------+--------+
| Acquisitions - | - | - | 288 | - | - | 288 |
| externally | | | | | | |
| purchased | | | | | | |
+------------------+-------------+----------+--------------+----------+-----------+--------+
| Internally | 207 | - | - | - | - | 207 |
| generated | | | | | | |
+------------------+-------------+----------+--------------+----------+-----------+--------+
| Acquisition of | - | 672 | 1,316 | 1,202 | 100 | 3,290 |
| Allegran (see | | | | | | |
| note 4) | | | | | | |
+------------------+-------------+----------+--------------+----------+-----------+--------+
| Balance at 30 | 603 | 1,933 | 2,518 | 1,202 | 100 | 6,356 |
| June 2010 | | | | | | |
+------------------+-------------+----------+--------------+----------+-----------+--------+
| | | | | | | |
+------------------+-------------+----------+--------------+----------+-----------+--------+
| Amortisation | | | | | | |
+------------------+-------------+----------+--------------+----------+-----------+--------+
| Balance at 1 | 54 | - | 306 | - | - | 360 |
| January 2010 | | | | | | |
+------------------+-------------+----------+--------------+----------+-----------+--------+
| Amortisation for | 99 | - | 133 | 150 | 13 | 395 |
| the period | | | | | | |
+------------------+-------------+----------+--------------+----------+-----------+--------+
| Balance at 30 | 153 | - | 439 | 150 | 13 | 755 |
| June 2010 | | | | | | |
+------------------+-------------+----------+--------------+----------+-----------+--------+
| | | | | | | |
+------------------+-------------+----------+--------------+----------+-----------+--------+
| Net book value | | | | | | |
+------------------+-------------+----------+--------------+----------+-----------+--------+
| At 30 June 2010 | 450 | 1,933 | 2,079 | 1,052 | 87 | 5,601 |
+------------------+-------------+----------+--------------+----------+-----------+--------+
| | | | | | | |
+------------------+-------------+----------+--------------+----------+-----------+--------+
| At 31 December | 342 | 1,261 | 608 | - | - | 2,211 |
| 2009 | | | | | | |
+------------------+-------------+----------+--------------+----------+-----------+--------+
| | | | | | | |
+------------------+-------------+----------+--------------+----------+-----------+--------+
Amortisation
Amortisation is recognised in the following line item in the income statement:
+----------------------------------------------+--------+-----------+
| | | FY2009 |
| | H1 | (proforma |
| | 2010 | see note |
| | | 1) |
+----------------------------------------------+--------+-----------+
| | GBP000 | GBP000 |
+----------------------------------------------+--------+-----------+
| Amortisation of intangible assets | 395 | 229 |
+----------------------------------------------+--------+-----------+
There have been no indicators of impairment in respect to intangible assets and
as a result no impairment review has been completed.
7. Trade and other payables
+------------------------------------------+----------+-----------+
| | | FY2009 |
| | H1 2010 | (proforma |
| | | see note |
| | | 1) |
+------------------------------------------+----------+-----------+
| | GBP000 | GBP000 |
+------------------------------------------+----------+-----------+
| Deferred consideration on acquisitions | 2,117 | 155 |
+------------------------------------------+----------+-----------+
| Accrued IPO costs | 464 | - |
+------------------------------------------+----------+-----------+
| Trade and other payables | 2,200 | 1,621 |
+------------------------------------------+----------+-----------+
| Taxation | 609 | - |
+------------------------------------------+----------+-----------+
| | 5,390 | 1,776 |
+------------------------------------------+----------+-----------+
8. Earnings per share
+------------------------------------------+----------+-----------+
| | H1 2010 | FY2009 |
| | | (proforma |
| | | - see |
| | | note 1) |
+------------------------------------------+----------+-----------+
| Continuing operations: | | |
+------------------------------------------+----------+-----------+
| Basic | | |
+------------------------------------------+----------+-----------+
| Profit attributable to equity holders of | 1,377 | 649 |
| the company (GBP000) | | |
+------------------------------------------+----------+-----------+
| Weighted average of number of ordinary | 56,899 | 56,800 |
| shares in issue (thousands) | | |
+------------------------------------------+----------+-----------+
| | | |
+------------------------------------------+----------+-----------+
| Basic earnings per share (p per share) | 2.42p | 1.14p |
+------------------------------------------+----------+-----------+
| | | |
+------------------------------------------+----------+-----------+
| Diluted | | |
+------------------------------------------+----------+-----------+
| Profit attributable to equity holders of | 1,377 | 649 |
| the company (GBP000) | | |
+------------------------------------------+----------+-----------+
| Weighted average of number of ordinary | 56,899 | 56,800 |
| shares in issue (thousands) | | |
+------------------------------------------+----------+-----------+
| Adjustments for: share options | 2,848 | 3,880 |
| (thousands) | | |
+------------------------------------------+----------+-----------+
| Weighted average number of ordinary | | |
| shares for diluted earnings per share | 59,747 | 60,680 |
| (thousands) | | |
+------------------------------------------+----------+-----------+
| | | |
+------------------------------------------+----------+-----------+
| Diluted earnings per share (p per share) | 2.30p | 1.07p |
+------------------------------------------+----------+-----------+
+------------------------------------------+----------+---------+
| Earnings per share (total): | | |
+------------------------------------------+----------+---------+
| Basic | | |
+------------------------------------------+----------+---------+
| Profit attributable to equity holders of | 1,377 | 1,357 |
| the company (GBP000) | | |
+------------------------------------------+----------+---------+
| Weighted average of number of ordinary | 56,899 | 56,800 |
| shares in issue (thousands) | | |
+------------------------------------------+----------+---------+
| | | |
+------------------------------------------+----------+---------+
| Basic earnings per share (p per share) | 2.42p | 2.39p |
+------------------------------------------+----------+---------+
| | | |
+------------------------------------------+----------+---------+
| Diluted | | |
+------------------------------------------+----------+---------+
| Profit attributable to equity holders of | 1,377 | 1,357 |
| the company (GBP000) | | |
+------------------------------------------+----------+---------+
| Weighted average of number of ordinary | 56,899 | 56,800 |
| shares in issue (thousands) | | |
+------------------------------------------+----------+---------+
| Adjustments for: share options | 2,848 | 3,880 |
| (thousands) | | |
+------------------------------------------+----------+---------+
| Weighted average number of ordinary | | |
| shares for diluted earnings per share | 59,747 | 60,680 |
| (thousands) | | |
+------------------------------------------+----------+---------+
| | | |
+------------------------------------------+----------+---------+
| Diluted earnings per share (p per share) | 2.30p | 2.24p |
+------------------------------------------+----------+---------+
9. Called up share capital
+---------------------------+------------+--------+-----------+-----------+
| | H1 | H1 | FY | FY2009 |
| | 2010 | 2010 | 2009 | (proforma |
| | | | | - see |
| | | | | note 1) |
+---------------------------+------------+--------+-----------+-----------+
| | Number | GBP000 | Number | GBP000 |
+---------------------------+------------+--------+-----------+-----------+
| Allotted, called up and | | | | |
| fully paid | | | | |
+---------------------------+------------+--------+-----------+-----------+
| Equity share capital | | | | |
+---------------------------+------------+--------+-----------+-----------+
| Ordinary shares of 2.5p | 75,047,067 | 1,876 | 1,419,959 | 1,420 |
| (FY2009: GBP1) each | | | | |
+---------------------------+------------+--------+-----------+-----------+
On 17 June the shares were subdivided to 2.5p shares increasing the number of
shares in issue to 56,798,360.
On 30 June 2010 16,666,667 shares were issued for 60p as part of the IPO. On
the same date 1,582,040 shares were issued for 3p as a result of share options
being exercised. The premium on issue of shares less expenses of GBP1,242,000
has been credited to the share premium account.
10. Principal risks and uncertainties
The directors believe that the principal risks and uncertainties to the Company
are:
Exchange rate risks, finding suitable acquisitions to grow the business, growing
the customer base, operating in other countries and retaining key staff.
INDEPENDENT REVIEW REPORT TO EASYDATE PLC
Introduction
We have been engaged by the company to review the condensed set of financial
statements in the half-yearly report for the six months ended 30 June 2010 which
comprises the consolidated statement of comprehensive income, consolidated
statement of financial position, consolidated statement of changes in equity and
the related explanatory notes. We have read the other information contained in
the half-yearly report and considered whether it contains any apparent
misstatements or material inconsistencies with the information in the condensed
set of financial statements.
This report is made solely to the company in accordance with the terms of our
engagement. Our review has been undertaken so that we might state to the company
those matters we are required to state to it in this report and for no other
purpose. To the fullest extent permitted by law, we do not accept or assume
responsibility to anyone other than the company for our review work, for this
report, or for the conclusions we have reached.
Directors' responsibilities
The half-yearly report is the responsibility of, and has been approved by, the
directors. The directors are responsible for preparing the half-yearly report in
accordance with the AIM Rules.
The annual financial statements of the group are prepared in accordance with
IFRSs as adopted by the EU. The condensed set of financial statements included
in this half-yearly report has been prepared in accordance with the recognition
and measurement requirements of IFRSs as adopted by the EU.
Our responsibility
Our responsibility is to express to the company a conclusion on the condensed
set of financial statements in the half-yearly report based on our review.
Scope of review
We conducted our review in accordance with International Standard on Review
Engagements (UK and Ireland) 2410 Review of Interim Financial Information
Performed by the Independent Auditor of the Entity issued by the Auditing
Practices Board for use in the UK. A review of interim financial information
consists of making enquiries, primarily of persons responsible for financial and
accounting matters, and applying analytical and other review procedures. A
review is substantially less in scope than an audit conducted in accordance with
International Standards on Auditing (UK and Ireland) and consequently does not
enable us to obtain assurance that we would become aware of all significant
matters that might be identified in an audit. Accordingly, we do not express an
audit opinion.
Conclusion
Based on our review, nothing has come to our attention that causes us to believe
that the condensed set of financial statements in the half-yearly report for the
six months ended 30 June 2010 is not prepared, in all material respects, in
accordance with the recognition and measurement requirements of IFRSs as adopted
by the EU and the AIM Rules.
B Marks
for and on behalf of KPMG Audit plc
Chartered Accountants
191 West George Street
Glasgow
G2 2LJ
22 September 2010
Copies of this half yearly report are being posted to shareholders and will be
available shortly at www.easydategroup.com
This information is provided by RNS
The company news service from the London Stock Exchange
END
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