TIDMSOS
RNS Number : 7341F
Sosandar PLC
20 July 2021
Date: 20 July 2021
On behalf of: Sosandar plc ('Sosandar' or 'the Company')
Embargoed until: 0700hrs
Sosandar plc
Full Year Results
A year of strong revenue growth, substantial reduction in EBITDA
losses and a strong start to the new financial year with Q1 FY22
revenue up 256% YoY
Sosandar PLC (AIM: SOS), the online women's fashion brand, is
pleased to announce its financial results for the year ended 31
March 2021 and an update on trading for Q1 of the current financial
year.
FY2021 Financial Highlights
-- Revenue growth of 35% to GBP12.2m (FY2020: GBP9.03m),
representing a strong performance in a volatile trading
environment
-- Stable gross margin of 48.0% (FY2020: 48.5%), despite the
effective use of promotional activity during lockdown periods
-- Narrowed EBITDA loss to GBP2.92m (FY2020: GBP7.66m) as a
result of increasing scale, improved ROI on marketing and ongoing
focus on cost management
-- Year-end cash of GBP3.93m (FY2020: GBP5.33m) with low cash burn since July 2020 (GBP4.40m)
FY2021 Operational Highlights
-- Diversification and continued expansion of product range,
offering customers a broader choice of product for all
occasions:
o 60% increase in new styles
o New categories of loungewear, active and leisure wear
launched, now becoming a key part of the product range
-- Successful expansion of casual and smart-casual clothing
ranges with denim, knitwear and outerwear performing particularly
well
-- Successful launch with John Lewis, Next and Marks & Spencer
-- Engaged and loyal customer base:
o 40% increase in repeat orders to 189,703 (FY2020: 135,983)
o Average order frequency improved by 23% to 2.08 (FY2020:
1.69)
-- Strong conversion rate of 3.09% (FY2020: 2.67%) driven by the
expanded range which is resonating well with customers
-- Average order value (AOV) of GBP82.70 (FY2020: GBP97.14) due
to the changes in the product mix with higher sales of lower value
items such as loungewear, knitwear and activewear
Post-period Highlights:
-- Q1 2022 was a record quarter for revenue with each month improving sequentially:
o Revenue of GBP5.7m up 256% against Q1 FY21 (lockdown period
last year)
o Q1 increased 45% against Q4 driven by very strong sales of
spring summer product from early in the season
-- Number of orders tripled year on year with a record quarter
for both new and repeat orders with cost of acquisition less than
half of pre pandemic levels
o Versus Q4 FY21, both new and repeat orders increased by
40%
-- Active customers increased by 23% on Q4 FY21
-- Increase in sales across all key categories with both casual
and going out styles selling very quickly. Stand out winners have
been dresses, tops, knitwear and denim
-- Further expansion of the product range with Marks &
Spencer, John Lewis and Next to support strong sales in all
categories
-- Successful fundraise of GBP5.43m (after expenses) completed
May 2021, substantially oversubscribed and with support shown from
both institutions and retail investors:
o Proceeds provide the balance sheet flexibility to capitalise
on opportunities available, specifically the significant potential
to accelerate growth with third party retailers
o Cash of GBP9.10m as at 30 June 2021
-- Appointment of Steve Dilks to the Company's Board as Chief Financial Officer in May 2021
FY2021 KPIs
Year ended 31 Year ended 31 Change
March 2021 March 2020
Sessions 8,922,789 8,032,355 +11%
-------------- -------------- --------
Conversion rate 3.09% 2.67% +42 bps
-------------- -------------- --------
Number of orders 276,008 214,487 +28%
-------------- -------------- --------
AOV GBP82.70 GBP97.14 -15%
-------------- -------------- --------
Active customers 135,381 131,095 +3%
-------------- -------------- --------
Repeat order
rate 2.08 1.69 +23%
-------------- -------------- --------
Ali Hall and Julie Lavington, Co-CEOs commented:
"We are delighted to report a year of very strong growth and
performance alongside considerable operational progress. We have
continued to expand and further diversify our product range, using
targeted spending to maximise ROI and demonstrated strong cash
retention, resulting in a significant growth in revenue and
reduction in EBITDA losses. The performance of our team over the
last year has been truly exceptional and we are incredibly proud of
what they have achieved.
Whilst there is wider uncertainty around the ongoing effects of
the pandemic, we are incredibly optimistic about what the future
holds for Sosandar. Following the fundraise in May, we now have the
financial flexibility to allow us to accelerate growth with third
parties. Alongside this, we delivered a record first quarter of
trading in Q1 FY22 with strong sales in colourful dresses, tops and
denim as our customers prepare for the summer months.
With a clear growth plan and numerous opportunities ahead of us,
we are now well placed to accelerate towards profitability."
Enquiries
Sosandar plc www.sosandar.com
Julie Lavington / Ali Hall, Joint CEOs c/o Alma PR
Steve Dilks, CFO
Singer Capital Markets
Peter Steel / Kailey Aliyar / Hannah +44 (0) 20 7496
Woodley 3000
+44 (0) 20 3405
Alma PR Limited (Financial PR) 0205
Susie Hudson / Sam Modlin / Molly Gretton sosandar@almapr.co.uk
This announcement contains inside information for the purposes
of the retained UK version of the EU Market Abuse Regulation (EU)
596/2014 ("UK MAR").
About Sosandar plc
Sosandar provide a one-stop online shop for style conscious
women who have graduated from price led alternatives. We offer this
underserved audience fashion forward, affordable, quality clothing
to make them feel sexy, feminine and chic. The business sells
predominantly own label exclusive product designed in-house.
Sosandar's offering includes a wide range of flattering woven
dresses, a market-leading denim collection and knitwear. The
Company has brand partnerships in place with Next, John Lewis and
Marks & Spencer.
Sosandar's growth strategy is to build brand awareness and
expand its customer base through developing exceptional products,
providing a seamless customer experience and using impactful,
lifestyle marketing activity. This is underpinned by combining
innovation with data analysis, which drives successful product
development and new customer targeting.
Sosandar was founded in 2016 and listed on AIM in 2017. More
information is available at www.sosandar-ir.com
CHAIRMAN'S STATEMENT
The year ended 31 March 2021 was another period of strong growth
and performance for Sosandar against a backdrop of sustained
turbulent trading conditions. We have continued to adapt, learn and
mature over the course of the year with the business now in an
incredibly strong position to take advantage of the opportunities
that lie ahead.
We have diversified our product range, targeted spending to
maximise ROI and demonstrated strong cash retention. During the
year, we were delighted to establish partnerships with retail
stalwarts Next, John Lewis and Marks and Spencer. The success of
these partnerships to date proves the desirability of the Sosandar
brand, and we look forward to the many opportunities for growth
with our retail partners going forward.
Our people
This year, more than ever, we have seen the quality of our team
shine through. The executive team have continued to show exemplary
leadership and all our staff have displayed an incredible passion
for the business over the past year. I would like to take this
opportunity to thank them for their tireless dedication, hard work
and ongoing enthusiasm for our business and customers.
I would also like to thank all our customers, partners,
suppliers, and shareholders for their continued support throughout
the year. I look forward to achieving further successes together in
the future.
In May, post-period end, we were pleased to welcome Steve Dilks
to the Company's Board as Chief Financial Officer. Steve joined
Sosandar in September 2020 and, since then, his experience and
expertise have added significant value to the business. As Finance
Director and now as CFO, Steve provides great confidence to the
Board, offers substantial commercial contributions and is proving
to be a great asset to the business.
Bolstered financial position
Post-period end we were pleased to raise gross proceeds of
approximately GBP5.77m through a substantially oversubscribed
Placing, Subscription and PrimaryBid offer.
The proceeds will provide us with the balance sheet flexibility
to enable us to capitalise on the opportunities for growth both on
our own site and through retail partners in the coming months and
beyond.
The Board would again like to take this opportunity to extend
its thanks for the support shown from new and existing
shareholders, both institutional and retail.
Responsible business
At Sosandar, we understand that our business has an impact on
the world around us and we are committed to making this impact a
positive one. Our 'responsible fashion business' framework is
broken into the three key areas: Ethical operations (a fair,
transparent and collaborative supply chain), Environmental
sustainability (minimising the footprint left on the natural world)
and Fabulous Sosandar (an inclusive and uplifting workplace).
In January 2021, we switched most of our consumer packaging from
cardboard boxes to Green PE polythene bags made from a by-product
of the sugar cane process. They are recyclable, carbon neutral and
sustainable. Moving forward, we are exploring the best method with
which to roll out recycled and/or recyclable packaging across the
rest of our supply chain. Excitingly, we are also trialling more
sustainable yarns and fabrics such as recycled polyester, organic
cotton and Lenzing Ecovero sustainable viscose in our product
range, with early feedback encouraging.
Running a responsible business is a continually evolving
challenge, and we look to constantly develop our actions in this
area. We know that sustainability, already at the core of our
business, must continue to be at the forefront of our minds as we
take each next step to grow Sosandar and expand our influence. As
we grow in size and scale as a company, we will further expand our
activity, with an ambition to increase the positive, lasting impact
Sosandar has on the fashion industry.
More detail on the Company's 'responsible fashion business'
framework can be found in our Strategic Report section of the
Annual Report and Accounts.
Corporate Governance
The Board continues to be committed to maintaining and enhancing
its corporate governance framework, ensuring that it is robust and
effective. In particular, the framework is designed to ensure all
opportunities and risks are fully evaluated and that decisions are
made based on robust assessment in order to deliver long term value
creation.
The Covid-19 pandemic presented our business with unique
challenges throughout the year. The Board met very regularly and
worked more closely and flexibly than ever to provide support,
guidance, challenge and oversight. The agility of our business was
exemplified by the rapid pivot towards conservation of cash and
careful cost management as soon as the nature of the pandemic
emerged in early 2020. All of our teams have worked incredibly hard
and they should be proud of the way Sosandar overcame the
challenges we were faced with and subsequently thrived over the
last 15 months.
Post year-end, the Board completed a review of the Long-Term
Incentive Plan (LTIP) in place for key executives in the business.
This resulted in the Board establishing a new LTIP to include a
further five people so that all eight key senior staff and
departmental heads are participants. The Board believes the revised
scheme appropriately motivates and incentivises the senior team,
who play such a key role in driving the Company's growth
strategy.
Outlook
Looking ahead, we remain confident and excited about the Group's
positive outlook. We have demonstrated our flexibility this year
and as a result have emerged as a more mature, agile and resilient
business, positioning us well to react to potential future changes
in the external environment and capitalise on the numerous
exciting, long term growth opportunities.
In view of the continuing uncertainty surrounding the extent of
the impact of Covid-19, we continue to plan cautiously for a wide
range of outcomes. As we have done since March, we will endeavour
to manage the business carefully, foster our partnerships and
continue to grow our existing customer base. The Board is therefore
confident that there is a successful year of growth ahead and an
exciting long-term future for Sosandar.
Bill Murray
Date: 19 July 2021
CO-CEO'S STATEMENT
Overview
We are very pleased to have been able to deliver increased
sales, a significant reduction in EBITDA losses and improved cost
efficiencies in what has been such an unprecedented year. Our
ability to quickly adapt to the changing needs of our consumers has
enabled us to deliver these strong results, with the hard work of
our team resonating so strongly with our customers who are now more
engaged with Sosandar than ever before.
The success that we have had over the past 12 months has proven
beyond doubt that there is strong demand for our unique offering in
the market. This has been further validated by the strong demand
from consumers who purchase through Next, John Lewis and Marks and
Spencer following our launch into these partnerships during the
year. We have continued to mature as a business and are beginning
to benefit substantially from our increased experience, the
relationships we have built in the industry and from economies of
scale. With the team, the positioning and the product, we are
confident we have built a strong platform from which to grow.
None of the progress we made over the past year would have been
possible without the dedication, collaboration and belief of our
team, partners, suppliers and of course our customers. We sincerely
thank them all.
Vision and ambition
Our vision is to be a global one-stop online destination for a
new generation of fashion forward women who have graduated from
fast fashion brands. We aim to build Sosandar into the go-to
fashion destination for all occasions combining exceptional product
with a first-class customer experience.
Our strategy
Sosandar is focused on creating fashion-forward products for a
generation of women overlooked by existing fashion brands, and this
offers a significant untapped opportunity - a demographic that
spends GBP3.7bn per year on fashion.
Our typical customer has a high disposable income and is very
fashion conscious. She is looking for quality, affordable clothing
with a premium, trend-led aesthetic for all areas of her life.
Our strategy is to expand Sosandar's customer base and build our
brand awareness through:
-- Developing exceptional products
-- Providing a seamless customer experience
-- Continuing to expand our highly successful online and offline marketing activity
This is underpinned by combining our creativity with gathering
and analysing data on shopping habits, trends and customer
preferences to drive product development and effectively target new
customers.
Strong financial performance
We are delighted to report that total revenue for the period
increased 35% to GBP12.16m, with a 62% reduction in EBITDA losses
to GBP2.92m. The revenue growth represents a strong performance in
a volatile trading environment, driven by the success of our
expanded product range, strong growth on our own website and
launches with John Lewis and Next in August and then with Marks and
Spencer in March.
Pleasingly, this strong growth has also been achieved despite a
significant overall reduction in marketing spend over the period.
Utilising learnings from the previous financial year and our first
foray into TV advertising, we have now optimised the marketing mix
and been able to maximise our return on investment. Our agility
allowed us to engage in customer acquisition at key periods,
capitalising on the upticks in sentiment across the nation as and
when they emerged.
Our relentless focus on cost management and financial planning,
where we significantly reduced marketing spend and other expenses
where possible, has led to a significant improvement in EBITDA. It
also meant we were able to maintain a strong cash position, with
net cash as at 31 March 2021 of GBP3.93m. Post-period end we were
delighted to complete a successful fundraise of GBP5.77m,
oversubscribed and with support shown from both institutions and
retail investors. The proceeds from the fundraise will provide us
with the balance sheet flexibility to enable us to capitalise on
the numerous opportunities available to us over the coming months
and beyond, in particular the significant potential that exists to
accelerate growth in sales through third party retailers.
The period under review has clearly demonstrated that we have an
extremely engaged and loyal customer base, with new styles and an
expanded range resonating well. This can be seen through a number
of metrics including the total number of orders increasing by 29%
to 276,008, repeat orders up 40% to 189,703, average order
frequency improving by 23% to 2.08, and repeat buyer order
frequency increasing by 17% to 3.67. Active customers were
marginally up in the year increasing 3% to 135,381, due to the
timing of customer acquisition periods, with this stepping up by
23% in Q1 FY22 to 167,035.
We also pleased to report that gross margin remained stable at
48.0% (FY20: 48.5%) despite the necessary use of promotional
activity during some lockdown periods. Gross margin has normalised
as the pandemic restrictions started to lift with Q1 FY 22 being at
54%.
Expanded product range resonating with customers
Despite the challenging external environment, we believed that
it was in the best interest of the long-term success of Sosandar to
continue to invest and expand the product range, in line with our
strategy to develop exceptional products. This decision has been a
key factor in the strong trading performance.
We were able develop ranges quickly that reflected the
lifestyles of our customers with denim, outerwear, loungewear,
knitwear, and active and leisure wear performing particularly well.
These categories are now established as a key part of the product
mix. Our well-established test and repeat model, as well as our new
third party relationships, enabled us to expand the range without
heightening risk by adding too much stock.
The diversification of the range puts us another step closer
towards our vision of being a one-stop online destination and the
go to fashion destination for all occasions. We now have a clearly
defined position in the market - offering customers a chic and sexy
unique aesthetic that is trend led, high quality and lifestyle
appropriate.
Successful launch with third parties
A key milestone in Sosandar's journey was our successful launch
with both John Lewis and Next on their website platforms in August
2020. In late March 2021 we also entered into an agreement to sell
a curated collection of our products through Marks & Spencer as
a third-party online retailer. Trading to date with all three
partners has been very successful and product lines have been very
well received with many styles selling out across the third party
platforms.
The fact that we were approached by three of the UK's biggest
brands is a validation of the appeal and quality of our clothing
and demonstrates the ever-growing strong appeal of our offering to
our target market. It is clear we have developed a brand aesthetic
which stands out from the crowd.
These partnerships allow us to further increase brand awareness
across our target market, whilst driving incremental sales and
accelerating improvement in EBITDA. We intend to use the proceeds
from the fundraise completed in May 2021 to capitalise on the
growth opportunities with our third party retail partners. The
funds will enable us to invest in more stock from the Autumn /
Winter 2021 season onwards, including increasing both the number of
styles and the number of units per style to be sold through the
third party partner websites. In addition, we now also have the
capacity to engage with other third party partners in the UK and
internationally.
Well positioned to accelerate growth trajectory
Trading in the first quarter of the current financial year has
been exceptionally strong with revenue up 45% against Q4 of FY21.
This performance is being driven by both new customers, with new
orders increasing by 39%, and existing customers, with repeat
orders increasing by 41%, versus Q4 FY21. Year on year Q1 is up
256% reflecting the significant expansion in product range vs last
year, investment in customer acquisition this year and the impact
of lockdown restrictions lifting.
Alongside the easing of restrictions, we are seeing an increase
in sales across all key categories, in particular colourful
dresses, tops and denim. Our investment in the product range
continues to bear fruit, we are now able to provide our customers
with a one stop shop for all social occasions. Whilst we remain
cognisant of the associated impact from Covid on freight pricing
and supply chains, our diverse supplier base and agility means that
we are confident of being able to mitigate any challenges we may
face.
Our performance with the third parties continues to go from
strength to strength and we are focused on capitalising on the
growth opportunities we have with each retailer. We are investing
in stock from the Autumn / Winter 2021 season onwards, including
increasing both the number of styles and the number of units per
style to be sold through their websites.
The successful oversubscribed fundraise completed in May
combined with an improving external backdrop and the increased
adoption of online shopping as a result of the pandemic, leaves us
in an extremely strong position. We are now well placed to
accelerate towards profitability as we take advantage of the range
of opportunities we see on the horizon and start to benefit from
economies of scale.
We are extremely excited for what the future holds and look
forward to delivering on our ambition for Sosandar to be a
long-term, sustainable success.
Ali Hall & Julie Lavington
Date: 19 July 2021
FINANCIAL REVIEW
KPI's
Year ended 31 March 2021 GBP'000 Year ended 31 March 2020 GBP'000 Change
------------------------- --------------------------------- --------------------------------- -------
Revenue GBP12,163 GBP9,027 +35%
Gross Profit GBP5,844 GBP4,381 +33%
Gross Margin 48.0% 48.5% -50bps
Administrative Expenses GBP8,729 GBP11,662 +25%
Operating Loss GBP(3,098) GBP(7,814) +60%
EBITDA GBP(2,925) GBP(7,656) +62%
------------------------- --------------------------------- --------------------------------- -------
Year ended 31 March 2021 Year ended 31 March 2020 Change
------------------------- --------------------------------- --------------------------------- -------
Sessions 8,922,789 8,032,355 +11%
Conversion rate 3.09% 2.67% +42bps
Number of orders 276,008 214,487 +29%
AOV GBP82.70 GBP97.14 -15%
Active customers 135,381 131,095 +3%
Average Order Frequency 2.08 1.69 +23%
------------------------- --------------------------------- --------------------------------- -------
The financial performance of the Group during the year has been
very strong despite the unprecedented impact and challenges faced
as a consequence of COVID-19. Strong revenue growth, a significant
reduction in EBITDA losses and effective preservation and
utilisation of cash highlight the strength and agility of the
Group; able to not only to withstand the headwinds but to maximise
the opportunity despite the changing external environment.
During the year we saw our successful launches with John Lewis
and Next in August 2020 and Marks and Spencer in March 2021 helping
to further accelerate both brand awareness and incremental
profitability.
Gross Profit
The gross margin remained stable at 48.0% (FY2020 48.5%) despite
a higher proportion of promotional activity in order to ensure that
inventory sold through, in particular during 'lockdown' periods.
The restrictions placed on consumers resulting in them not being
able to go 'out-out' for much of the reporting period has been
successfully managed with margins increasing through the final
quarter as restrictions loosened.
Inventory levels and product sell through are closely monitored
and significant energy is invested in ensuring the correct level of
stock is ordered to fulfil the projected demand.
Administrative Expenses
During the year there has been a focus on managing the cash
position of the Group and as a consequence administrative costs
have reduced by 25% to GBP8.7m (FY2020 GBP11.7m). For the most part
the focus during H1 FY2021 was on preserving cash and engaging with
the existing customer database, including prospects on our database
which had increased substantially during the six months prior to
the pandemic. Customer acquisition activity recommenced in
September with a substantial improvement in the return on
investment as a greater number of new customer orders were
generated from half the cost. This improvement reflected the
expanded product range and the data driven learnings from the
activity undertaken in H2 FY2020 as each element of the marketing
mix was optimised.
Cashflow
The Group had a net position of GBP3.93m at 31 March 2021
(FY2020 GBP5.33m) which had only dropped marginally since July 2020
(GBP4.40m) demonstrating successful management throughout these
unprecedented times.
The cash position was further strengthened post period end with
an oversubscribed placing and PrimaryBid offer
which raised gross proceeds of GBP5.77m. The Group intends to use the proceeds to:
-- capitalise on the growth opportunity with its third party
retail partners where currently on average only nine per cent of
the product range is available for sale. In particular, focus will
be on investing in stock from the Autumn / Winter 2021 season
onwards, including increasing both the number of styles and the
number of units per style to be sold through the third party
partner websites;
-- provide additional funding to engage with other third party
partners in the UK and internationally; and
-- provide additional working capital and further balance sheet
flexibility to support other incremental growth initiatives.
Consolidated statement of comprehensive income for the year
ended 31 March 2021
Year ended Year ended
31 March 31 March
2021 2020
Notes GBP'000 GBP'000
------------------------------------------ ------ ----------- -----------
Revenue from contracts with customers 12,163 9,027
Operational costs (6,319) (4,646)
------------------------------------------ ------ ----------- -----------
Gross profit 5,844 4,381
Other operating income 3 135 -
Administrative expenses (8,729) (11,662)
Share-based payment 18 (175) (375)
Depreciation and amortisation 10,11 (163) (151)
------------------------------------------ ------ ----------- -----------
Operating loss (3,088) (7,807)
Finance income 5 - 3
Finance costs 6 (10) (10)
Loss on ordinary activities before
taxation (3,098) (7,814)
Tax on loss on ordinary activities 8 - -
------------------------------------------ ------ ----------- -----------
Loss for the year (3,098) (7,814)
Other comprehensive income - -
Total comprehensive loss for the
period (3,098) (7,814)
------------------------------------------ ------
Loss per share:
Loss per share - basic and diluted,
attributable to ordinary equity holders
of the parent (pence) 9 (1.61) (5.14)
------------------------------------------ ------ ----------- -----------
Consolidated statement of FINANCIAL POSITION As at 31 March
2021
As at As at
31 March 31 March
2021 2020
Notes GBP'000 GBP'000
------------------------------- -------------- ---------- ----------
Assets
Non-current assets
Intangible assets 10 198 198
Property, plant and equipment 11 165 282
------------------------------- -------------- ---------- ----------
Total non-current assets 363 480
------------------------------- -------------- ---------- ----------
Current assets
Inventories 12 2,866 3,810
Trade and other receivables 15 728 1,001
Cash and cash equivalents 16 3,928 5,333
Total current assets 7,522 10,144
------------------------------- -------------- ---------- ----------
Total assets 7,885 10,624
------------------------------- -------------- ---------- ----------
Equity and liabilities
Equity
Share capital 17 192 192
Share premium 17 41,592 41,592
Capital Reserves 4,648 4,648
Other reserves 657 482
Reverse acquisition reserve (19,596) (19,596)
Retained earnings 19 (22,512) (19,414)
------------------------------- -------------- ---------- ----------
Total equity 4,981 7,904
------------------------------- -------------- ---------- ----------
Current liabilities
Trade and other payables 20 2,855 2,594
Lease liability 21 49 77
------------------------------- -------------- ---------- ----------
Total current liabilities 2,904 2,671
------------------------------- -------------- ---------- ----------
Non current liabilities
Lease liability 21 - 49
Total non current liabilities - 49
------------------------------- -------------- ---------- ----------
Total liabilities 2,904 2,720
------------------------------- -------------- ---------- ----------
Total equity and liabilities 7,885 10,624
------------------------------- -------------- ---------- ----------
Consolidated statement of cash flows For the Year ended 31 March
2021
Year ended Year ended
31 March 31 March
2021 2020
Notes GBP'000 GBP'000
----------------------------------------------- ------ ----------- -----------
Cash flows from operating activities
Group loss for the period (3,098) (7,814)
Share based payments 18 175 375
10,
Depreciation and amortisation 11 163 151
Finance costs 10 7
Working capital adjustments:
Change in inventories 944 (2,773)
Change in trade and other receivables 273 (635)
Change in trade and other payables 261 1,614
Net cash flow from operating activities (1,272) (9,075)
----------------------------------------------- ------ ----------- -----------
Cash flow from investing activities
Addition of property, plant and equipment (34) (129)
Addition of intangibles (12) -
Bank interest paid 6 (5) -
Bank interest received 5 - 3
----------------------------------------------- ------ ----------- -----------
Net cash flow from investing activities (51) (126)
----------------------------------------------- ------ ----------- -----------
Cash flow from financing activities
Net proceeds from issue of equity instruments - 10,965
Lease payment (82) (76)
----------------------------------------------- ------ ----------- -----------
Net cash flow from financing activities (82) 10,889
----------------------------------------------- ------ ----------- -----------
Net change in cash and cash equivalents (1,405) 1,688
Cash and cash equivalents at beginning
of period 16 5,333 3,645
----------------------------------------------- ------ ----------- -----------
Cash and cash equivalents at end of period 16 3,928 5,333
----------------------------------------------- ------ ----------- -----------
Consolidated statement of changes in equity For the YEAR ended
31 March 2021
Share Share Reverse Capital Retained Share Total
capital premium acquisition redemption earnings based
reserve reserve payment
reserve
Notes GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
------------------- ------ --------- --------- ------------- ------------ ---------- --------- --------
Sosandar PLC
Balance at 31
March 2019 116 30,703 (19,596) 4,648 (11,600) 107 4,378
------------------- ------ --------- --------- ------------- ------------ ---------- --------- --------
Loss for the
year - - - - (7,814) - (7,814)
Share-based
payments - - - - - 375 375
Issue of share
capital 76 11,924 - - - - 12,000
Costs on issue of
share capital - (1,035) - - - - (1,035)
Balance at 31
March 2020 192 41,592 (19,596) 4,648 (19,414) 482 7,904
------------------- ------ --------- --------- ------------- ------------ ---------- --------- --------
Loss for the
year - - - - (3,098) - (3,098)
Share-based
payments 18 - - - - - 175 175
Issue of share - - - - - - -
capital 17
Costs on issue - - - - - - -
of share capital 17
Balance at 31
March 2021 192 41,592 (19,596) 4,648 (22,512) 657 4,981
------------------- ------ --------- --------- ------------- ------------ ---------- --------- --------
Share capital is the amount subscribed for shares at nominal
value.
Share premium represents the excess of the amount subscribed for
share capital over the nominal value of those shares net of share
issue expenses.
Share based payments reserve relate to the charge for
share-based payments in accordance with International Financial
Reporting Standard 2.
Retained earnings represent the cumulative loss of the Group
attributable to equity shareholders.
Reverse acquisition reserve relates to the effect on equity of
the reverse acquisition of Thread 35 Limited.
Capital redemption reserve represents the aggregate nominal
value of all the deferred shares repurchased and cancelled by the
Company. The reserve is non-distributable.
Company statement of FINANCIAL POSITION For the YEAR ended 31
March 2021
As at 31 As at
March 31 March
2021 2020
Notes GBP'000 GBP'000
------------------------------ ------ --------- ----------
Assets
Non-current assets
Investments 13 6,282 6,282
Loans to subsidiaries 14 - 16,950
Total non-current assets 6,282 23,232
------------------------------ ------ --------- ----------
Current assets
Trade and other receivables 15 38 132
Cash and cash equivalents 16 2,952 4,819
Total current assets 2,990 4,951
------------------------------ ------ --------- ----------
Total assets 9,272 28,183
------------------------------ ------ --------- ----------
Equity and liabilities
Equity
Share capital 17 192 192
Share premium 17 41,592 41,592
Other reserves 657 482
Capital Reserves 4,648 4,648
Retained earnings 19 (37,847) (18,996)
Total equity 9,242 27,918
------------------------------ ------ --------- ----------
Current liabilities
Trade and other payables 20 30 265
Total current liabilities 30 265
------------------------------ ------ --------- ----------
Total liabilities 30 265
------------------------------ ------ --------- ----------
Total equity and liabilities 9,272 28,183
------------------------------ ------ --------- ----------
In accordance with the provisions of the Companies Act 2006, the
Company has not presented a statement of profit or loss and other
comprehensive income. The Company's loss for the year was
GBP18,851k (2020: GBP95k profit).
Company statement of CASH FLOWS For the YEAR ended 31 March
2021
Year ended Year ended
31 March 31 March
2021 2020
Notes GBP'000 GBP'000
----------------------------------------- ------ ----------- -----------
Cash flows from operating activities
Profit/(loss) for the year (18,851) 95
Impairment of investments and 13 - -
loans to subsidiaries
Interest on intercompany loan - (652)
Waiver of intercompany loan 18,366
Share based payments 18 175 375
Working capital adjustments:
Change in trade and other receivables 15 94 (124)
Change in trade and other payables 20 (235) 230
Net cash flow from operating
activities (451) (76)
----------------------------------------- ------ ----------- -----------
Cash flow from investing activities
Loans to subsidiaries 14 (1,416) (9,204)
Net cash flow from investing
activities (1,416) (9,204)
----------------------------------------- ------ ----------- -----------
Cash flow from financing activities
Net proceeds from issue of equity
instruments - 10,965
Net cash flow from financing
activities - 10,965
----------------------------------------- ------ ----------- -----------
Net change in cash and cash equivalents (1,867) 1,685
Cash and cash equivalents at
beginning of period 16 4,819 3,134
----------------------------------------- ------ ----------- -----------
Cash and cash equivalents at
end of period 16 2,952 4,819
----------------------------------------- ------ ----------- -----------
Company statement of changes in equity For the YEAR ended 31
March 2021
Share Share Share Capital Retained Total
capital premium based redemption earnings
payment reserve
reserve
Notes GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
--------------------------------- ------ --------- --------- --------- ------------ ---------- ---------
Sosandar PLC
Balance at 31 March 2019 116 30,703 107 4,648 (19,091) 16,483
--------------------------------- ------ --------- --------- --------- ------------ ---------- ---------
Profit for the year - - - - 95 95
Issue of share capital 76 11,924 - - - 12,000
Costs on issue of share capital - (1,035) - - - (1,035)
Shares based payments - - 375 - - 375
Balance at 31 March 2020 192 41,592 482 4,648 (18,996) 27,918
--------------------------------- ------ --------- --------- --------- ------------ ---------- ---------
Loss for the year - - - - (18,851) (18,851)
Issue of share capital 17 - - - - - -
Costs on issue of share capital - - - - - -
Shares based payments 18 - - 175 - - 175
Balance at 31 March 2021 192 41,592 657 4,648 (37,847) 9,242
--------------------------------- ------ --------- --------- --------- ------------ ---------- ---------
Share capital is the amount subscribed for shares at nominal
value.
Share premium represents the excess of the amount subscribed for
share capital over the nominal value of those shares net of share
issue expenses.
Share-based payments reserve relate to the charge for
share-based payments in accordance with International Financial
Reporting Standard 2.
Retained earnings represent the cumulative loss of the Company
attributable to the equity shareholders.
Capital redemption reserve represents the aggregate nominal
value of all the deferred shares repurchased and cancelled by the
Company. The reserve is non-distributable.
Notes to the consolidated financial statements
1 General information
Sosandar Plc (formerly Orogen Plc) (the 'Company') is a public
limited com pany by shares incorp orated in England and Wales.
Details of the re gistered office, the officers and ad visers to
the Com pany are prese nted on the Com pany Information page at the
e nd of this re p ort. The Com pany is listed on the AIM market of
the Lo nd on Stock Exchange (ticker: SOS).
The principal activity of the company in the year under review
was that of a clothing manufacturer and distributer via internet
and mail order.
2 Significant accounting policies
Basis of preparation
The consolidated financial statements consolidate those of the
Company and its subsidiaries (together the 'Group' or 'Sosandar').
The consolidated financial statements of the Group and the
individual financial statements of the Company are prepared in
accordance with applicable UK law and International Financial
Reporting Standards ('IFRS') as adopted by the European Union and
as applied in accordance with the provisions of the Companies Act
2006. The Directors consider that the financial information
presented in these Financial Statements represents fairly the
financial position, operations and cash flows for the year, in
conformity with IFRS.
Going Concern
The Group's business activities, together with the factors
likely to affect its future development, performance and position,
are set out in Chairman's Statement on pages 2-3. The financial
position of the Group, its cash flows, liquidity position and
borrowing facilities are described in the financial statements and
associated notes. In addition, note 23 to the financial statements
includes the Group's objectives, policies and processes for
managing its capital; its financial risk management objectives;
details of its financial instruments; and its exposures to credit
risk and liquidity risk.
The outbreak of Covid-19 created significant disruption and
uncertainty however the business was able to adapt its strategy and
reduce marketing and operation costs but still deliver continued
revenue growth.
In order to assess the going concern of the Group, the directors
have prepared cash flow and profit and loss forecasts for companies
within the Group. These cash flow and profit and loss forecasts
show the Group expect an increase in revenue based on the
assumptions set out in note 13 of the financial statements. This
will have sufficient headroom over available banking facilities.
Management continue to monitor costs and manage cashflows against
these forecasts.
The directors have reviewed the Group's bank balances,
profitability in the four-year plans, the annual budgets and
forecasts, including assumptions concerning revenue growth,
marketing spend, returns and repeat customers and expenditure
commitments and their impact on cash flow. For further details also
refer to note 13.
Based on their assessment of prospects and viability, the
directors confirm that they have a reasonable expectation that the
Group will be able to continue in operation and meet its
liabilities as they fall due for the foreseeable future.
Should the underlying assumptions of the working capital model
prove invalid or shareholder support was withdrawn and the Group be
unable to continue as a going concern it may be required to realise
its assets and discharge its liabilities other than in the normal
course of business and at amounts different to those stated in the
financial statements. The financial statements do not include any
adjustments relating to the recoverability and classifications of
recorded asset amounts or liabilities that may be necessary should
the Group and Company be unable to continue as a going concern.
After making enquiries, the Directors have a reasonable
expectation that the Group has adequate resources to continue in
operational existence for the foreseeable future. Accordingly, they
continue to adopt the going concern basis in preparing the
financial statements.
Consolidation
The consolidated financial statements include the financial
statements of the Company and its subsidiaries and associated
undertakings. Thread 35 Limited has a reporting date of 31
March.
Subsidiaries are all entities over which Sosandar Plc has the
power to govern the financial and operating policies generally
accompanying a shareholding of more than one half of the voting
rights.
The existence and effect of potential voting rights that are
currently exercisable or convertible are
considered when assessing whether the Group controls another
entity. Subsidiaries are fully consolidated from the date on which
control is transferred to the Company. They are de-consolidated
from the date that control ceases.
In November 2017, Sosandar Plc ('Company') acquired the entire
issued share capital of Thread 35 Ltd ('legal subsidiary') for a
consideration of GBP6,281,618, satisfied by the issue of shares of
GBP1,603,422 and cash of GBP4,678,196. As the legal subsidiary is
reversed into the Company (the legal parent), which originally was
a publicly listed cash shell company, this transaction cannot be
considered a business combination, as the Company, the accounting
acquiree, does not meet the definition of a business under IFRS 3
'Business Combinations'. However, the accounting for such capital
transaction should be treated as a share- based payment transaction
and therefore accounted for under IFRS 2 'Share-based payment'. Any
difference in the fair value of the shares deemed to have been
issued by the Thread 35 Ltd (accounting acquirer) and the fair
value of Sosandar Plc's (the accounting acquiree) identifiable net
assets represents a service received by the accounting
acquirer.
Although the consolidated financial information has been issued
in the name of Sosandar Plc, the legal parent, it represents in
substance continuation of the financial information of the legal
subsidiary.
The assets and liabilities of the legal subsidiary are
recognised and measured in the Group financial statements at the
pre-combination carrying amounts and not restated at fair
value.
The retained earnings and other reserves balances recognised in
the Group financial statements reflect the retained earnings and
other reserves balances of the legal subsidiary immediately before
the business combination and the results of the period from 1 April
2017 to the date of the business combination are those of the legal
subsidiary only.
The equity structure (share capital and share premium) appearing
in the Group financial statements reflects the equity structure of
Sosandar Plc, the legal parent. This includes the shares issued in
order to effect the business combination.
Functional and presentation currency
Items included in the financial statements of the Group are
measured using the currency of the primary economic environment in
which the entity operates (the functional currency). The financial
statements are presented in Pounds Sterling (GBP), which is the
Group's presentation currency and the Company's functional
currency.
Foreign currency transactions are translated into the functional
currency using exchange rates prevailing at the dates of the
transactions. Foreign exchange gains and losses resulting from the
settlement of such transactions and from the translation at
year-end exchange rates of monetary assets and liabilities
denominated in foreign currencies are recognised in the income
statement.
The results and financial position of all Group entities (none
of which has the currency of a hyper-inflationary economy) that
have a functional currency different from the presentation currency
are translated into the presentation currency as follows:
-- monetary assets and liabilities for each statement of
financial position presented are translated at the closing rate at
the date of that statement of financial position;
-- income and expenses for each income statement are translated
at average exchange rates (unless this average is not a reasonable
approximation of the cumulative effect of the rates prevailing on
the transaction dates, in which case income and expenses are
translated at the rate on the dates of the transactions); and
-- all resulting exchange differences are recognised as a separate component of equity.
On consolidation, exchange differences arising from the
translation of the net investment in foreign operations, and of
borrowings and other currency instruments designated as hedges of
such investments, are taken to shareholders' equity. When a foreign
operation is partially disposed of or sold, exchange differences
that were recorded in equity are recognised in the income statement
as part of the gain or loss on sale.
Goodwill and fair value adjustments arising on the acquisition
of a foreign entity are treated as assets and liabilities of the
foreign entity and translated at the closing rate.
Changes in accounting policies and disclosures
There were a number of standards and interpretations which were
in issue at 31 March 2021 but not effective for periods commencing
1 April 2020 and have not been adopted for these Financial
Statements. The Directors have assessed the full impact of these
accounting changes on the Company. To the extent that they may be
applicable, the Directors have concluded that none of these
pronouncements will cause material adjustments to the Group's
Financial Statements. They may result in consequential changes to
the accounting policies and other note disclosures. The new
standards will not be early adopted by the Group and will be
incorporated in the preparation of the Group Financial Statements
from the effective dates noted below. The new standards
include:
*IFRS 17 Insurance Contracts(2)
* IFRS 9 Interest Rates ([1])
* IAS39/IFRS7 Benchmark Reform(1)
*IFRS16 (Amendment) (1) Leases' - Covid [1]19 related rent concessions
*IAS 1 Presentation of Financial Statements(2)
The directors anticipate that the adoption of these standards
and interpretations in future periods will have no material effect
on the financial statements of the group.
The Directors have taken advantage of the exemption available
under Section 408 of the Companies Act 2006 and not presented an
income statement nor a statement of comprehensive income for the
Company alone.
Critical accounting judgements and key sources of estimation
uncertainty
The preparation of Financial Statements in conformity with IFRS
requires management to make estimates and judgements that affect
the reported amounts of assets and liabilities as well as the
disclosure of contingent assets and liabilities at the year end and
the reported amounts of revenues and expenses during the reporting
period. Estimates and judgements are continually evaluated and are
based on historical experience and other factors, including
expectations of future events that are believed to be reasonable
under the circumstances.
Inventories
Inventories are valued at the lower of cost and net realisable
value, on a weighted average cost basis. Net realisable value is
the estimated selling price in the ordinary course of the business
less applicable variable selling expenses. Cost of purchase
comprises the purchase price including import duties and other
taxes, transport and handling costs and other attributable costs,
less trade discounts.
A provision is made to write down any slow-moving or obsolete
inventory to net realisable value. The provision is GBP665k at 31
March 2021 (2020: GBP395k). A difference of 1%pt in the provision
as a percentage of gross inventory would give rise to a difference
of +/- GBP35k in gross profit (2020: +/- GBP42k).
Contract liabilities - refund accruals
Accruals for sales returns are estimated on the basis of
historical returns and are recorded so as to allocate them to the
same period in which the original revenue is recorded. These
accruals are reviewed regularly and updated to reflect management's
latest best estimates, although actual returns could vary from
these estimates. The accrual for refunds totalled GBP726k (2020
refund accrual: GBP79k) and a right to returned goods asset
recognised of GBP311k (2020: GBP40k). A performance obligation is
deemed for returns and refunds. A 14 days return policy is noted
for a full refund through Sosandar.com and up to 30 days on third
party retailer websites. A difference of 1%pt in the sales returns
rate have an impact +/- GBP189k (2020: +/- GBP177k) the refund
provision, and +/- 87k (2020: +/- GBP98k) on the right to returned
goods asset.
Calculation of share-based payment charges
The charge related to equity-settled transactions with employees
is measured by reference to the fair value of the equity
instruments at the date they are granted, using an appropriate
valuation model selected according to the terms and conditions of
the grant. Judgement is applied in determining the most appropriate
valuation model and in determining the inputs to the model.
Judgements are also applied in relation to estimations of the
number of options which are expected to vest, by reference to
historic leaver rates and expected outcomes under relevant
performance conditions. Please see note 18.
Depreciation of property, plant and equipment and amortisation
of other intangible assets
Depreciation and amortisation are provided to write down assets
to their residual values over their estimated useful lives. The
determination of these residual values and estimated lives, and any
change to the residual values or estimated lives, requires the
exercise of management judgement. Please see notes 10 and 11.
Principal accounting policies
The principal accounting policies are summarised below. They
have been consistently applied throughout the year covered by the
financial statements.
Revenue recognition
Revenue is recognised at the point where legal title in the
goods passes from the Group to the customer. This includes the
price paid for the goods as well as any delivery charge where
applicable. Typically legal title is passed when the goods are
despatched from the warehouse and as the invoice is created.
Revenue is reported after making deduction for actual and
anticipated returns, relevant vouchers and sales taxes.
No breakdown of revenue can be made in tabular form as all sales
are UK and online, with similar risk profiles.
Business combinations
Business combinations are accounted for using the acquisition
method. The cost of an acquisition is measured as the aggregate of
the consideration transferred, measured at acquisition date fair
value and the amount of any non-controlling interest in the
acquiree. In the consolidated financial statements, acquisition
costs incurred are expensed and included in general and
administrative expenses.
Intangible assets
Identifiable development expenditure is capitalised to the
extent that the technical, commercial and financial feasibility can
be demonstrated. Costs are capitalised where the expenditure will
bring future economic benefit to the company.
Amortisation is recognised so as to write off the cost or
valuation of assets less their residual values over their useful
economic lives. The estimated useful economic life of intangible
assets is 20 years.
Property, plant and equipment
Property, plant and equipment are stated at historical cost less
subsequent accumulated depreciation and accumulated impairment
losses, if any. Historical cost includes expenditure that is
directly attributable to the acquisition of the items.
Subsequent costs are included in the asset's carrying amount or
recognised as a separate asset, as appropriate, only when it is
probable that future economic benefits associated with the item
will flow to the company and the cost of the item can be measured
reliably. All other repairs and maintenance are charged to profit
or loss during the financial period in which they are incurred.
Depreciation on property, plant and equipment is calculated
using the straight-line method to write off their cost over their
estimated useful lives at the following annual rates:
Plant and Machinery 15% Straight line
Computer Equipment 33.33% Straight line
Fixture and Fittings 15% Reducing balance
Office Equipment 25% Reducing balance
Leasehold Improvements 20% Straight line
Equity
Equity instruments issued by the Company are recorded at the
value of the proceeds received, net of direct issue costs,
allocated between share capital and share premium.
Government grants
Grants are recognised only when there is reasonable assurance
that the Group will comply with the conditions attached to them and
that the grants will be received. Any grants that are receivable as
compensation for expenses already incurred are recognised in profit
or loss in the period in which they become receivable.
Impairment of non-financial assets
At each statement of financial position date, the Company
reviews the carrying amounts of its investments to determine
whether there is any indication that those assets have suffered an
impairment loss. If any such indication exists, the recoverable
amount of the asset is estimated in
order to determine the extent of the impairment loss (if any).
Where the asset does not generate cash flows that are independent
from other assets, the Company estimates the recoverable amount of
the cash-generating unit to which the asset belongs. An intangible
asset with an indefinite useful life is tested for impairment
annually and whenever there is an indication that the asset may be
impaired.
Recoverable amount is the higher of fair value less costs to
sell and value in use. In assessing value in use, the estimated
future cash flows are discounted to their present value using a
pre-tax discount rate that reflects current market assessments of
the time value of money and the risks specific to the asset for
which the estimates of future cash flows have not been adjusted. If
the recoverable amount of an asset (or cash-generating unit) is
estimated to be less than its carrying amount, the carrying amount
of the asset (cash-generating unit) is reduced to its recoverable
amount. An impairment loss is recognised as an expense immediately,
unless the relevant asset is carried at a revalued amount, in which
case the impairment loss is treated as a revaluation decrease.
Where an impairment loss subsequently reverses, the carrying
amount of the asset (cash-generating unit) is increased to the
revised estimate of its recoverable amount, but so that the
increased carrying amount does not exceed the carrying amount that
would have been determined had no impairment loss been recognised
for the asset (cash-generating unit) in prior years. A reversal of
an impairment loss is recognised as income immediately, unless the
relevant asset is carried at a revalued amount, in which case the
reversal of the impairment loss is treated as a revaluation
increase.
Taxation
Income tax
Income tax expense represents the sum of the tax currently
payable and deferred tax. The tax currently payable is based on
taxable profit for the year. Taxable profit differs from profit as
reported in the same income statement because it excludes items of
income or expense that are taxable or deductible in other years and
it further excludes items that are never taxable or deductible. The
Group and Company's liability for current tax is calculated using
tax rates that have been enacted or substantively enacted by the
statement of financial position date.
Deferred tax
Deferred tax is recognised on differences between the carrying
amounts of assets and liabilities in the financial statements and
the corresponding tax bases used in the computation of taxable
profit, and is accounted for using the statement of financial
position liability method. Deferred tax liabilities are
generally recognised for all taxable temporary 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 goodwill or 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 is reviewed at each
statement of financial position date and reduced to the extent that
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
realised . Deferred tax is charged or credited to the income
statement, except when it relates to items charged or credited
directly to equity, in which case the deferred tax is also dealt
with in equity.
Deferred tax assets and liabilities are offset when there is a
legally enforceable right to set off current tax assets against
current tax liabilities and when they relate to income taxes levied
by the same taxation authority and the Group and Company intends to
settle its current tax assets and liabilities on a net basis.
Share-based compensation
The fair value of the employee and suppliers' services received
in exchange for the grant of the options is recognised as an
expense. The total amount to be expensed over the vesting year is
determined by reference to the fair value of the options granted,
excluding the impact of any non-market vesting conditions (for
example, profitability and sales growth targets). Non-market
vesting conditions are included in assumptions about the number of
options that are expected to vest. At each statement of financial
position date, the entity revises its estimates of the number of
options that are expected to
vest. It recognises the impact of the revision to original
estimates, if any, in the income statement, with a corresponding
adjustment to equity. The proceeds received net of any directly
attributable transaction costs are credited to share capital
(nominal value) and share premium when the options are
exercised.
The fair value of share-based payments recognised in the income
statement is measured by use of the Black Scholes model, which
takes into account conditions attached to the vesting and exercise
of the equity instruments. The expected life used in the model is
adjusted; based on management's best estimate, for the effects of
non-transferability, exercise restrictions and behavioural
considerations. The share price volatility percentage factor used
in the calculation is based on management's best estimate of future
share price behaviour and is selected based on past experience,
future expectations and benchmarked against peer companies in the
industry.
Investments
Investments in subsidiary companies are stated at cost less any
provision for impairment.
Investments are accounted for at cost unless there is evidence
of a permanent diminution in value, in which case they are written
down to their estimated realisable value. Any such provision,
together with any realised gains and losses, is included in the
statement of comprehensive income.
Impairment of investments
The impairment of the carrying value of the investment in
subsidiaries is calculated using forward-looking assumptions of
profit growth rates, discount rates and timeframe which require
management judgement and estimates that cannot be certain.
Provisions
Provisions are recognised when the Group and Company has a
present obligation as a result of a past event, and it is probable
that the Group and Company will be required to settle that
obligation. Provisions are measured at the Directors' best estimate
of the expenditure required to settle the obligation at the
statement of financial position date and are discounted to present
value where the effect is material.
Financial instruments
Non-derivative financial instruments comprise investments in
equity and debt securities, trade and other receivables, cash and
cash equivalents, loans and borrowings, and trade and other
payables. Non-derivative financial instruments are recognised
initially at fair value plus, for instruments not at fair value
through profit or loss, any directly attributable transactions
costs, except as described below. Subsequent to initial recognition
non-derivative financial instruments are measured as described
below.
A financial instrument is recognised when the Group becomes a
party to the contractual provisions of the instrument. Financial
assets are derecognised if the Group's contractual rights to the
cash flows from the financial assets expire or if the Group
transfers the financial assets to another party without retaining
control or substantially all risks and rewards of the asset.
Regular purchases and sales of financial assets are accounted for
at trade date, i.e. the date that the Group commits itself to
purchase or sell the asset. Financial liabilities are derecognised
if the Group's obligations specified in the contract expire or are
discharged or cancelled.
Fair values
The carrying amounts of the financial assets and liabilities
such as cash and cash equivalents, receivables and payables of the
Group and Company at the statement of financial position date
approximated their fair values, due to the relatively short-term
nature of these financial instruments.
Trade payables and other non-derivative financial
liabilities
Trade payables and other creditors are non-interest bearing and
are measured at cost.
Cash and cash equivalents
Cash and cash equivalents include cash in hand, deposits held on
call with banks, other short-term highly liquid investments with
original maturities of three months or less, and bank overdrafts.
Bank overdrafts are shown within borrowings in current liabilities
on the statement of financial position.
Trade and other receivables
Trade and other receivables are recognised initially at fair
value and subsequently measured at their cost when the contractual
right to receive cash or other financial assets from another entity
is established.
A provision for doubtful debts is made when there is objective
evidence that the Group will not be able to collect all amounts due
according to the original terms of the receivables. Significant
financial difficulties of the debtor, probability that the debtor
will enter bankruptcy or financial reorganisation and default or
delinquency in payments are considered indicators that a trade and
other receivables are impaired.
Financial assets and liabilities
The Group classifies its financial assets at inception into
three measurement categories; 'amortised cost', 'fair value through
other comprehensive income' ('FVOCI') and 'fair value through
profit and loss' ('FVTPL'). The Group classifies its financial
liabilities, other than financial guarantees and loan commitments,
as measured at amortised cost. Management determines the
classification of its investments at initial recognition. A
financial asset or financial liability is measured initially at
fair value. At inception transaction cost that are directly
attributable to its acquisition or issue, for an item not at fair
value through profit or loss, is added to the fair value of the
financial asset and deducted from the fair value of the financial
liability.
Amortised cost measurement
The amortised cost of a financial asset or financial liability
is the amount at which the financial asset or liability is measured
at initial recognition, minus principal payments, plus or minus the
cumulative amortisation using the effective interest method of any
difference between the initial amount recognised and maturity
amount, minus any reduction for impairment.
Fair value measurement
Fair value is the amount for which an asset could be exchanged,
or a liability settled, between knowledgeable, willing parties in
an arm's length transaction on the measurement date. The fair value
of assets and liabilities in active markets are based on current
bid and offer prices respectively. If the market is not active the
group establishes fair value by using appropriate valuation
techniques. These include the use of recent arm's length
transactions, reference to other instruments that are substantially
the same for which market observable prices exist, net present
value and discounted cash flow analysis.
Derecognition
Financial assets are derecognised when the rights to receive
cash flows from the financial assets have expired or where the
group has transferred substantially all of the risks and rewards of
ownership. In transaction in which the group neither retains nor
transfers substantially all the risks and rewards of ownership of a
financial asset and it retains control over the asset, the group
continues to recognise the asset to the extent of its continuing
involvement, determined by the extent to which it is exposed to
changes in the value of the transferred asset. There have not been
any instances where assets have only been partly derecognised. The
group derecognises a financial liability when its contractual
obligation are discharge, cancelled or expire.
Impairment losses from contracts with customers
The Group assesses at each financial position date whether there
is objective evidence that a financial asset or group of financial
assets is impaired. If there is objective experience (such as
significant financial difficulty of obligor, breach of contract, or
it becomes probable that debtor will enter bankruptcy), the asset
is tested for impairment. The amount of the loss is measured as the
difference between the asset's carrying amount and the present
value of the estimated future cash flows (excluding future expected
credit losses that have not been incurred) discounted at the
financial asset's original effective interest rate (that is, the
effective interest rate computed at initial recognition). The
carrying amount of the asset is reduced through use of an allowance
account. The amount of loss is recognised in the Statement of
Comprehensive Income.
Leases
Assets and liabilities arising from a lease are initially
measured on a present value basis. Lease liabilities include the
net present value of the following lease payments:
-- fixed payments (including in-substance fixed payments), less any lease incentives receivable
The lease payments are discounted using the interest rate
implicit in the lease. If that rate cannot be determined, the
lessee's incremental borrowing rate is used, being the rate that
the lessee would have to pay to borrow the funds necessary to
obtain an asset of similar value in a similar economic environment
with similar terms and conditions.
Right-of-use assets are measured at cost comprising the
following:
-- the amount of the initial measurement of lease liability
-- any lease payments made at or before the commencement date less any lease incentives received
-- any initial direct costs, and
-- restoration costs.
Payments associated with short-term leases and leases of
low-value assets are recognised on a straight-line basis as an
expense in profit or loss. Short-term leases are leases with a
lease term of 12 months or less. Low-value assets comprise
IT-equipment and small items of office furniture less than
GBP5k.
3 Other operating income
The Group received GBP135,000 (2020: GBPnil) in government
grants through the Furlough scheme due to the impact of Covid 19 on
the operating of the business. This has been recognised in other
operating income.
4 Operating loss
31 March 31 March
2021 2020
GBP'000 GBP'000
Operating loss is stated after charging/(crediting):
Operating lease rentals 47 48
Auditors' remuneration:
Audit fee - group and company 32 28
Non audit fees 4 5
Legal and other fees 105 146
Foreign currency (gain)/loss (33) 32
Share based payment 175 375
5 Finance income
31 March 31 March
2021 2020
GBP'000 GBP'000
------------------------ ---------- ---------
Bank interest received - 3
------------------------ ---------- ---------
6 Finance cost
31 March 31 March
2021 2020
GBP'000 GBP'000
Interest on the lease 5 10
Other interest 5 -
----------------------- --------- ---------
Total 10 10
----------------------- --------- ---------
7 Employees
31 March 31 March
2021 2020
GBP'000 GBP'000
Aggregate Directors' emoluments including
consulting fees 414 471
Wages and salaries 1,324 1,318
Social security costs 175 173
Pension costs 72 39
Share-based payments 175 375
------------------------------------------- --------- ---------
Total 2,160 2,376
------------------------------------------- --------- ---------
The average number of employees during the year
was as follows:
31 March 31 March
2021 2020
GBP'000 GBP'000
Directors 7 7
Staff 34 34
------------------------------------------- --------- ---------
Total 41 41
------------------------------------------- --------- ---------
Directors' remuneration
Details of emoluments received by Directors of the Company for
the year ended 31 March 2021 are as follows:
2021 2021 2021 2020
-------------------- ----------------- --------------------- ----------------- -----------
Base Salary Pensions Total Total
-------------------- ----------------- --------------------- ----------------- -----------
GBP GBP GBP GBP
-------------------- ----------------- --------------------- ----------------- -----------
Alison Hall 135,000 10,800 145,800 145,800
Julie Lavington 135,000 10,800 145,800 145,800
Nicholas Mustoe 24,000 - 24,000 30,000
Bill Murray 24,000 - 24,000 30,000
Adam Reynolds 48,000 - 48,000 60,000
Mark Collingbourne 24,000 - 24,000 30,000
Andrew Booth 24,000 - 24,000 30,000
Total 414,000 21,600 435,600 471,600
-------------------- ----------------- --------------------- ----------------- -----------
8 Income tax benefit / (expense)
No corporation tax charge arises in the year ended 31 March 2021
and the year ended 31 March 2020. A reconciliation of the expected
tax benefit computed by applying the tax rate applicable in the
primary jurisdiction, the UK, to the loss before tax to the actual
tax credit is as follows:
Group Company
------------------ -------------------
2021 2020 2021 2020
GBP'000 GBP'000 GBP'000 GBP'000
---------------------------------------- -------- -------- --------- --------
Loss on ordinary activities before
taxation (3,098) (7,814) (18,851) 95
Tax at the UK corporation tax
rate of 19% (2019: 19%) (589) (1,485) (3,582) 18
Expenses not deductible for tax
purposes 15 82 3,523 2
Losses unutilised 581 1,502 59 -
Accelerated depreciation (7) (16) - -
Recognition of previously unrecognised
losses - (83) - (20)
Group relieved - - - -
Tax charge on loss on ordinary - - - -
activities
---------------------------------------- -------- -------- --------- --------
The Group has estimated tax losses of GBP20,900,000 (2020:
GBP18,500,000) to carry forward against future taxable profits. The
deferred tax asset on these tax losses at 19% amounts to
approximately GBP3,970,000 (2020: GBP3,520,000) and has not been
recognised due to the uncertainty of the recovery. Due to the
fundamental change in the Company's business following the exit of
the mineral exploration industry, tax losses carried forward may
not be fully available for use against the future profits of the
Group.
9 Loss per share
Basic loss per share is calculated by dividing the loss
attributable to equity shareholders by the weighted average number
of ordinary shares in issue during the year:
31 March 31 March
2021 2020
Loss after tax attributable to equity holders
of the parent (GBP'000) (3,098) (7,814)
Weighted average number of ordinary shares
in issue 192,268,110 151,961,672
Fully diluted average number of ordinary
shares in issue 192,268,110 151,961,672
----------------------------------------------- ------------ ------------
Basic and diluted loss per share (pence) (1.61) (5.14)
----------------------------------------------- ------------ ------------
Where a loss is incurred the effect of outstanding share options
and warrants is considered anti-dilutive and is ignored for the
purpose of the loss per share calculation. The share options
outstanding as at 31 March 2021 totalled 20,217,698 (2020:
20,400,000) and are potentially dilutive.
10 Intangible assets - Group
Website Trademark Total
GBP'000 GBP'000 GBP'000
------------------------- ----------- ------------------- --------------
Cost
At 1 April 2019 173 - 173
Additions 45 - 45
At 31 March 2020 218 - 218
Amortisation
At 1 April 2019 10 - 10
Charge for the year 10 - 10
At 31 March 2020 20 - 20
Carrying value 31 March
2020 198 - 198
-------------------------- ----------- ------------------- --------------
Cost
At 1 April 2020 218 - 218
Additions 10 2 12
----------- -------------------
At 31 March 2021 228 2 230
Amortisation
At 1 April 2020 20 - 20
Charge for the year 11 1 12
At 31 March 2021 31 1 32
Carrying value 31 March
2021 197 1 198
-------------------------- ----------- ------------------- --------------
11 Property, plant and equipment - Group
Computer Fixtures and Right Total
Equipment fittings equipment of use
asset
GBP'000 GBP'000 GBP'000 GBP'000
--------------------------- ----------------- -------------------- -------------- -------------
Cost
At 1 April 2019 49 232 192 473
Additions 37 47 - 84
--------------------------- ----------------- -------------------- -------------- -------------
At 31 March 2020 86 279 192 557
Accumulated depreciation
At 1 April 2019 18 116 - 79
Charge for year 15 51 75 55
At 31 March 2020 33 167 75 275
Carrying value 31
March 2020 53 112 117 282
--------------------------- ----------------- -------------------- -------------- -------------
Cost
At 1 April 2020 86 279 192 557
Additions 7 27 - 34
--------------------------- ----------------- -------------------- -------------- -------------
At 31 March 2021 93 306 192 591
Accumulated depreciation
At 1 April 2020 33 167 75 275
Charge for year 25 51 75 151
At 31 March 2021 58 218 150 426
Carrying value 31
March 2021 35 88 42 165
--------------------------- ----------------- -------------------- -------------- -------------
12 Inventories - Group
31 March 31 March
2021 2020
GBP'000 GBP'000
Stock 2,555 3,810
Right to returned stock 311 -
Total 2,866 3,810
------------------------- --------- ---------
The cost of inventories charged in the year as an expense
equated to GBP6,345k (2020: GBP4,646k).
In the previous year GBP40k Right to returned stock was reported
in Trade and Other Receivables. Please see note 15.
13 Non-current assets
Investments in subsidiaries and associates:
Group Company
-------------------- ------------------
2021 2020 2021 2020
GBP'000 GBP'000 GBP'000 GBP'000
--------------------------- --------- --------- -------- --------
Cost at 1 April - - 6,282 6,282
Disposals during the year - - - -
Cost at 31 March - - 6,282 6,282
--------------------------- --------- --------- -------- --------
Impairment at 1 April - - - -
Disposals during the year - - - -
Impairment at 31 March - - - -
--------------------------- --------- --------- -------- --------
Carrying value as at 31
March - - 6,282 6,282
--------------------------- --------- --------- -------- --------
Investments are tested for impairment at the balance sheet date.
The recoverable amount of the investment in Thread 35 Ltd at 31
March 2021 was assessed on the basis of value in use. As this
exceeded carrying value no impairment loss was recognised.
The key assumptions in the calculation to access value in use
are the future revenues and the ability to generate future cash
flows. The most recent financial results and forecast approved by
management were for the next 9 years and included terminal value.
The projected results were discounted at a rate which is a prudent
evaluation of the pre-tax rate that reflects current market
assessments of the time value of money and the risks specific to
the cash-generating unit.
The key assumptions used for the value in use calculation in
2021 were as follows:
%
Discount rate
8.5
Returns assumption
45
Compound annual revenue growth rate 23
The Directors have made significant estimates on future revenues
and EBITDA growth in future years based on the budgeted investment
and expansion of our clothing and footwear ranges, increased
stocking levels and continued investment in marketing channels to
acquire new customers.
The Directors have performed a sensitivity analysis to assess
the impact of downside risk of the key assumptions underpinning the
projected results of the Group. The projections and associated
headroom used for the Group is sensitive to the EBITDA growth
assumptions that have been applied.
The subsidiaries of Sosandar Plc are as follows:
% Holding(1)
Subsidiary companies Holding Type of % Holding(1)
Incorporation share held 2020 2019
----------------------- ----------------- ---------- -------------- ------------- -------------
Ordinary
Thread 35 UK Direct shares 100 100
14 Loans to subsidiaries
Group Company
---------------------------------- --------------------------------
2021 2020 2021 2020
GBP'000 GBP'000 GBP'000 GBP'000
Loan to subsidiary - - - 16,950
---------------------------- ---------------- ---------------- ---------------- --------------
The loan made to Thread 35 Limited by Sosandar Plc of
GBP18,366,142 was waived at the year end. The interest due on this
loan was waived at the start of the year and subsequently, no
further amounts are due between the two entities. In prior year,
the balance due included GBP687k of interest charged at a rate of
6%.
15 Trade and other receivables
Group Company
--------------------------------- --------------------------------
2021 2020 2021 2020
GBP'000 GBP'000 GBP'000 GBP'000
----------------------------------- --------------- ---------------- --------------- ---------------
Trade receivables 305 - - -
VAT recoverable 18 359 18 67
Other receivables and prepayments 405 602 20 65
Right to returned stock - 40 - -
Trade and other receivables 728 1,001 38 132
----------------------------------- --------------- ---------------- --------------- ---------------
The Directors consider that the carrying amount of trade and
other receivables approximates their fair value.
In the current year Right to returned stock is reported in Inventories. Please see note 12.
16 Cash and cash equivalents
Group Company
------------------ ------------------
2021 2020 2021 2020
GBP'000 GBP'000 GBP'000 GBP'000
Cash at bank 3,928 5,333 2,952 4,819
-------------- -------- -------- -------- --------
17 Share capital and reserves
Details of ordinary shares issued are in the table below:
Ordinary shares (GBP0.01)
------------------------------------------------------------------ ---------
Total
Total share share
Number of Issue price capital premium
Date Details shares GBP GBP'000 GBP'000
----------- --------- ------------ -------------- ------------ ---------
At 31 Mar
2020 192,268,122 0.001 192 41,592
---------------------- ------------ -------------- ------------ ---------
At 31 Mar
2021 192,268,122 0.001 192 41,592
---------------------- ------------ -------------- ------------ ---------
18 Share based payments
Share option plans
The Group has a share ownership compensation scheme for
Directors and senior employees of the Group. On 2(nd) November 2017
share options over ordinary shares of 15.1p were issued with a
further issue over ordinary shares of 29.1p issued on 25(th)
February 2019.
The options are settled in equity once exercised. If the options
remain unexercised for a period after ten years from the date of
grant, the options expire.
Details of the number of share options and the weighted average
exercise price ("WAEP") outstanding during the period are as
follows:
31 March 2021 31 March 2020
------------------------------ ---------------- ----------------
Number WAEP Number WAEP
('000) GBP ('000) GBP
------------------------------ -------- ------ -------- ------
Outstanding at 31 March 2020 20,400 0.155 20,400 0.155
Forfeited in the year (182) 0.265 - -
Outstanding at 31 March 2021 20,218 0.154 20,400 0.155
Exercisable at 31 March 13,502 0.154 6,898 0.157
------------------------------ -------- ------ -------- ------
The options outstanding at 31 March 2021 had a weighted average
exercise price of GBP0.154 and a weighted average remaining
contractual life of 6.62 years.
The fair values of options granted were calculated using the
Black Scholes pricing model. The Group used historical data to
estimate expected period to exercise, within the valuation model.
Expected volatilities of options outstanding granted prior to the
Company's admission to AIM were based on implied volatilities of a
sample of listed companies based in similar sectors. The risk-free
rate for the expected period to exercise of the option was based on
the UK gilt yield curve at the time of the grant.
The Group recognised a charge of GBP175k (2020: GBP375k) related
to equity-settled share-based payment transactions during the
year.
The assumptions used in the valuation of the options at the
grant date are as follows. There were no new share issues in the
year.
Share options Share options
2018 2020
------------------------------ -------------- --------------
Exercise price 15.1p 29.1p
Share price at date of grant 15.1p 29.1p
Risk-free rate 0.25% 0.25%
Volatility 25% 25%
Expected Life 10 years 10 years
Fair Value 0.05 0.07
------------------------------ -------------- --------------
19 Retained earnings
Group Company
-------------------- --------------------
2021 2020 2021 2020
GBP'000 GBP'000 GBP'000 GBP'000
----------------------------------- --------- --------- --------- ---------
Opening balance (19,414) (11,600) (18,996) (19,091)
(Loss)/profit for the year (3,098) (7,814) (18,851) 95
Transfer from share-based payment - - - -
reserve
Closing balance (22,512) (19,414) (37,847) (18,996)
----------------------------------- --------- --------- --------- ---------
20 Trade and other payables
Group Company
----------------------------------- -----------------------
2021 2020 2021 2020
GBP'000 GBP'000 GBP'000 GBP'000
----------------------------------- ------------------ --------------- ------------- --------
Trade payables 1,110 1,836 3 37
Accruals 405 420 27 228
Other payables 12 259 - -
VAT payable 529 - - -
Contract liabilities and deferred
income 799 79 - -
Trade and other payables 2,855 2,594 30 265
----------------------------------- ------------------ --------------- ------------- --------
21 Leases
The Group has various lease contracts used in its day to day
operations.
31 March 31 March
2021 2020
GBP'000 GBP'000
Lease liability brought forward 126 192
Finance cost 6 10
Lease payments (83) (76)
Lease liability recognised in statement of
financial position 49 126
-------------------------------------------- --------- ---------
31 March 31 March
2021 2020
GBP'000 GBP'000
Of which
Current lease liabilities 49 77
Non-current lease liabilities - 49
49 126
-------------------------------------------- --------- ---------
22 Related party transactions
During the year to 31 March 2021 the Group was charged GBP48,000
(2020: GBP60,000) for services provided by Reyco Limited, a company
controlled by A Reynolds. There was no amount outstanding at the
balance sheet date (2020: GBPnil).
During the year to 31 March 2021 the Group was charged GBP24,000
(2020: GBP30,000) for services provided by Morrison Kingsley
Consultants Limited, a company controlled by M Collingbourne. There
was no amount outstanding at the balance sheet date (2020:
GBP666).
During the year to 31 March 2021 the Group was charged GBP24,000
(2020: GBP30,000) for services provided by Bill Murray and
Associates, a company controlled by B Murray. There was no amount
outstanding at the balance sheet date (2020: GBPnil).
During the year to 31 March 2021 the Group was charged GBP24,000
(2020: GBP30,000) for services provided by N Mustoe. There was no
amount outstanding at the balance sheet date (2020: GBP500).
During the year to 31 March 2021 the Group was charged GBP24,000
(2020: GBP30,000) for services provided by Skale Limited, a company
controlled by A Booth. There was no amount outstanding at the
balance sheet date (2020: GBP2,400).
During the year to 31 March 2021, a management fee of GBP157,946
(2020: GBP184,446) was waived in line with the intercompany
loan.
During the year to 31 March 2021, interest of GBPnil (2020:
GBP651,951) was charged to Thread 35 Limited relating to the
intercompany loan as a result of the waiving of the loan and
interest by the Company.
The Company's intercompany loan receivable balance at the
year-end was GBPnil from Thread 35 Limited (2020:
GBP16,950,351).
23 Financial instruments - risk management
In common with all other businesses, the Group is exposed to
risks that arise from its use of financial instruments. This note
describes the Group's objectives, policies and processes for
managing those risks and the methods used to measure them. Further
quantitative information in respect of these risks is presented
throughout these financial statements.
There have been no substantive changes in the Group's exposure
to financial instrument risks, its objectives, policies and
processes for managing those risks or the methods used to measure
them from previous periods unless otherwise stated in this
note.
General objectives, policies and processes
The Board has overall responsibility for the determination of
the Group's risk management objectives and policies and, whilst
retaining responsibility for them it has delegated the authority
for designing and operating processes that ensure the effective
implementation of the objectives and policies to the Group's
finance function. The Board receives regular updates from the
management team through which it reviews the effectiveness of the
processes put in place and the appropriateness of the objectives
and policies it sets. The overall objective of the Board is to set
policies that seek to reduce risk as far as possible without unduly
affecting the Group's competitiveness and flexibility. The
Company's operations expose it to some financial risks arising from
its use of financial instruments,
the most significant ones being cash flow interest rate risk,
foreign exchange risk, liquidity risk and capital risk. Further
details regarding these policies are set out below:
Cash flow interest rate risk
The Group is exposed to cash flow interest rate risk from its
deposits of cash and cash equivalents with banks. The cash balances
maintained by the Group are proactively managed in order to ensure
that attractive rates of interest are received for the available
funds but without affecting the working capital flexibility the
Group requires. The Group is not at present exposed to cash flow
interest rate risk on borrowings as it has no debt. No subsidiary
company of the Group is permitted to enter into any borrowing
facility or lease agreement without the prior consent of the
Company.
Foreign exchange risk
Foreign exchange risk may arise because the Group purchases
stock in currencies other than the functional currency.
The Group monitors whether there is a requirement for foreign
currency on a monthly basis. The Group considers this policy
minimises any unnecessary foreign exchange exposure.
Liquidity risk
Liquidity risk arises from the Group's management of working
capital; it is the risk that the Group will encounter difficulty in
meeting its financial obligations as they fall due. The principal
obligations of the Group arise in respect of committed expenditure
in respect of its stock purchases and design. The Group's policy is
to ensure that it will always have sufficient cash to allow it to
meet its obligations when they become due. To achieve this aim, it
seeks to maintain readily available cash balances (or agreed
facilities) to meet expected requirements and to raise new equity
finance if required for future development or expansion.
The Board receives cash flow projections on a monthly basis as
well as information on cash balances. The Board will not commit to
material expenditure in respect of its ongoing commitments prior to
being satisfied that sufficient funding is available to the Group
to finance the planned programmes . For cash and cash equivalents,
the Company only uses recognised banks with medium to high credit
ratings.
The maturity of borrowings and other financial liabilities
(representing undiscounted contractual cash-flows) is as
follows:
Group Company
--------------------------------- -----------------------------
Within Within
1 year 1-2 years 1 year 1-2 years
GBP'000 GBP'000 GBP'000 GBP'000
-------------------------- ---------------- --------------- ------------- --------------
Trade and other payables 2,855 - 29 -
Lease liabilities 49 - - -
Total 2,904 - 29 -
-------------------------- ---------------- --------------- ------------- --------------
Financial assets
At the reporting date, the Group held the following financial
assets, all of which were classified as financial assets at
amortised cost:
Group Company
------------------------------ ----------------------------
31 March 31 March 31 March 31 March
2021 2020 2021 2020
GBP'000 GBP'000 GBP'000 GBP'000
--------------------------- --------------- ------------- ------------- -------------
Cash and cash equivalents 3,928 5,333 2,952 4,819
Trade & other receivables 728 961 38 132
Total 4,656 6,334 2,990 6,334
--------------------------- --------------- ------------- ------------- -------------
Financial liabilities
At the reporting dates, the Group held the following financial
liabilities, all of which were classified as other financial
liabilities at amortised cost:
Capital risk
The Group's objectives when managing capital are to safeguard
the ability to continue as a going concern in order to provide
returns for shareholders and benefits to other stakeholders and to
maintain an optimal capital structure to reduce the cost of
capital.
24 Post balance sheet events
On 25 May 2021 the Group announced that it had raised GBP5.77
million of gross proceeds via a Placing, Subscription and
PrimaryBid Offer. A total of 28,840,210 new shares were issued,
representing approximately 15 per cent of the existing issued share
capital and resulting in 221,108,332 shares now being in issue.
On 21 June 2021 the Group announced the establishment of a new
Long Term Incentive Plan in which it granted new nil cost options
totalling 21,431,942 ordinary shares of 0.1 pence each to its
executive directors and members of the senior management team. As
part of these arrangements, the Group cancelled existing options
granted totalling 13,888,742 ordinary shares. As a result of these
changes the Group now has 27,760,897 options outstanding over
ordinary shares which is equal to 12.56 per cent of the Group's
issued share capital (11.15 per cent on a fully diluted basis).
25 Contingent liabilities
The Company and Group has no contingent liabilities.
26 Ultimate controlling party
There is no ultimate controlling party of the Company.
[1] Effective for annual periods beginning on or after 1 January
2021
2 Effective for annual periods beginning on or after 1 January
2023
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END
FR RLMFTMTJBBTB
(END) Dow Jones Newswires
July 20, 2021 02:00 ET (06:00 GMT)
Grafico Azioni Sosandar (LSE:SOS)
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Da Feb 2024 a Mar 2024
Grafico Azioni Sosandar (LSE:SOS)
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