TIDMZOO
RNS Number : 4133D
Zoo Digital Group PLC
26 June 2019
26 June 2019
ZOO DIGITAL GROUP PLC
("ZOO" the "Group" or the "Company")
FINAL RESULTS FOR THE YEARED 31 MARCH 2019
ZOO Digital Group plc, the provider of cloud-based localisation
and digital distribution services for the global entertainment
industry, today announces its audited financial results for the
year ended 31 March 2019.
HIGHLIGHTS
Key Financials
-- Revenue edged up to $28.8 million (2018: $28.5 million)
-- Adjusted EBITDA* of $0.4 million (2018: $2.4 million) - EBITDA* margin of 1.4% (2018: 8.4%)
-- Operating loss of $1.3 million (2018: profit $0.6 million)
-- Reported Profit Before Tax of $1.3 million (2018: loss $5.0 million)
-- Cash at year end $1.8 million with no debt other than
convertible loan notes (2018: $2.4 million, H1: $0.9 million)
Operational Highlights
-- Localisation revenues grew by 4% despite disruption in the
market due to changes in the supply chain of a major client
-- Continued adoption of cloud-based dubbing service, with
number of major studio customers doubling in year
-- Confirmed as a Netflix Preferred Fulfilment Partner
-- Continued investment in R&D including launch of ZOOstudio
localisation ecosystem - an advanced project and capacity
management platform that has been well received by clients and the
industry
-- Continued expansion of capacity including launch of the
ZOO-Enabled Dubbing Studio programme with 70 facilities enrolled
across 22 key countries together with significant increase in the
freelancer network
Outlook
-- Ongoing supportive market dynamics, with the increase in
digital entertainment content and expansion of distribution
channels driving a growing demand for high quality and scalable
content localisation and digital packaging services
-- Gillian Wilmot appointed to the Board as Chairman with effect
from 1 July 2019, replacing Roger Jeynes who will step down after
serving a nine-year tenure
* adjusted for share-based payments
Copies of the Report and Accounts for the year ended 31 March
2019 are available to view on the Group's website
www.zoodigital.com.
Stuart Green, CEO of ZOO Digital, commented,
"We have worked hard over the course of the year to enhance our
offering, build up our network and differentiate ourselves further
from the competition. ZOO now has the technology, the people and
the local expertise to enable our clients to deliver content across
multiple territories and in multiple languages simultaneously and
efficiently. To be chosen as a primary vendor of localisation
services for large media companies requires us to demonstrate
significant global capacity, and in this regard, we have made
excellent progress that puts us in good stead as we continue to
grow.
Trading in the new year has begun well. Whilst the significant
decline in legacy DVD and Blu-ray formats in our digital packaging
segment has continued, now leading us to not forecast any
significant income from this business line in the future, this has
been offset by strong growth related to Over-the-Top (OTT)
delivery. We expect ZOO to be confirmed as a preferred vendor to a
greater number of clients and lines of business during the course
of the year ahead. Our caution around timing is reflective of the
dynamic nature of the OTT marketplace and recent experience.
The end market into which we are selling our cloud-powered
services continues growing and the traction that we are gaining
with each of our services gives us great confidence that the
business is well placed to meet opportunities and growth in the
years to come."
For further enquiries please contact:
ZOO Digital Group plc 0114 241 3700
Stuart Green - Chief Executive Officer
Phillip Blundell - Chief Finance Officer
finnCap Ltd
Henrik Persson / Kate Bannatyne (corporate
finance)
Camille Gochez / Andrew Burdis (corporate
broking) 020 7220 0500
Alma PR
Josh Royston / Hilary Buchanan / Helena
Bogle 020 3405 0205
The Company further wishes to draw attention to the posting on
its website (www.zoodigital.com) of a presentation to shareholders
regarding its final results.
CHAIRMAN'S STATEMENT
The Group has continued its programme of planned investment to
develop a full suite of services which are needed by the
entertainment industry for the global delivery of localised
content. These investments are helping our clients - some of the
largest creators and distributors of entertainment content - launch
and operate their own direct-to-consumer streaming platforms and
manage their supply chains across multiple localisation
vendors.
During the financial year the Group encountered two challenges:
one of our largest clients changed the way in which it engages with
its supply chain, and our non-core declining legacy DVD and Blu-ray
business shrank at a faster rate than had been anticipated. Despite
these adverse factors, the Board is pleased that ZOO's transition
to become one of the most innovative providers of localisation
services to the TV and film industry continues to make excellent
progress.
Total revenues for the Group edged up to $28.8 million, driven
by a 4% increase in our localisation segment as our nascent dubbing
service attracted new customers. As highlighted in the previous
year's statement, investments in software innovation, a larger
international presence and increased capacity to service our
expected growth in demand from the world's largest entertainment
companies resulted in adjusted EBITDA* reducing to $0.4 million
compared to $2.4 million in 2017-18. Given the Group's investment
in R&D, the movement in share based payments and depreciation
of equipment used in the business an operating loss of $1.3 million
was recorded in 2019 (2018: profit $0.6 million). As a consequence
of the revalution of the embedded derivative the reported profit
for the year before tax, was $1.3 million compared to a loss last
year of $5.0 million.The Group was cash positive in the second half
of 2018-19, closing with $1.8 million cash in the bank and debt of
$3.3 million**. ZOO also has access to more than $2 million in
short-term debt financing which was not used at the period end. As
such, the Board is confident that the Group is able to exploit the
large and expanding market opportunity for its software and
services.
The disruptions during the year have been frustrating for ZOO
and for shareholders, but our staff's hard work, adaptability,
commitment and undiminished enthusiasm have enabled us to continue
to make significant progress with our four strategic
priorities:
Innovate - Our software platforms, from which we deliver
cloud-based subtitling and dubbing services, have been extended
with significant new functionality in the year. ZOOstudio, an
advanced project and capacity management platform, was developed
specifically to address our clients' needs to manage the
localisation process from end to end and to embrace multiple
vendors. The excellent market reaction to ZOOstudio has included
being awarded Product of the Year at the recent National
Association of Broadcasters (NAB) show in Las Vegas after the
period end.
Scale - Our freelance network of translators, voice actors,
dubbing directors and audio engineers grew by almost 50% to over
6,500. In addition, we have extended the software to allow studios
to use our systems for their own projects, which again extends our
reach and capacity.
Collaborate - We have continued to add global partners who work
in our systems and help us deliver client projects. We launched a
partnership and accreditation programme (ZOO-Enabled Dubbing
Studios) and have recruited world-leading dubbing partners in
Europe, Asia, South America and the Middle East. We have partnered
with specialist educational organisations to enlarge the
localisation talent pool and with universities to continue
ground-breaking research in machine learning to enhance our
services.
Build Long-term Client Partnerships - During the year we were
confirmed as a preferred fulfilment partner (NPFP) for Netflix,
allowing us to secure contracts for subtitling and media
processing. ZOO is currently in the advanced stages of formal
tenders at several major companies for the long-term supply of
localisation and digital packaging services. Although these have
not yet concluded, we remain optimistic of positive outcomes from
these for ZOO.
The Board is committed to complying with the QCA corporate
governance code and, as I have now been a non-executive director of
ZOO for 9 years, I have announced that I will not seek re-election
at the next AGM. Following a formal selection process, I am pleased
that the Board has appointed Gillian Wilmot who will take up the
role from 1 July 2019. Gillian is an experienced chairman and NED
with expertise in digital, brand and value creation and in
delivering growth strategies. I extend to her my very best wishes
as she takes up leadership of the Board in what I expect to be an
exciting period of growth for ZOO.
As announced in last year's report, Phillip Blundell joined in
July 2018 as the replacement for our long-serving CFO Helen Gilder.
Phillip has settled in well and is now a key member of both the
Board and the senior management team. I would like to thank Helen
for her commitment, integrity and significant contribution to the
current success of the business. We believe the Board is
appropriate for the business in its current stage of evolution and,
following the new chair appointment, we will again have two
independent non-executive directors to ensure the effective
representation of all stakeholders' interests.
The Board and all our staff are determined to grow ZOO into a
leading next-generation media localisation business by offering a
unique combination of software and customer service to the film and
TV industry's leading players. Our innovative software, established
client relationships, extensive partner networks and highly skilled
staff give the Board confidence that we can deliver an exciting and
rewarding future for our stakeholders from this rapidly evolving $4
billion market.
* Adjusted for share-based payments
** Represented by the GBP2.6m sterling-denominated convertible
loan notes at an exchange rate of 1.3
Roger D Jeynes
Chairman
STRATEGIC REPORT
Introduction
Throughout the course of the year the Company has invested in
people, in technology and in infrastructure so that it is ideally
placed to take advantage of the continuing changes in the TV and
filmed entertainment industries that our services support.
As highlighted in the Chairman's Statement, we experienced some
challenges during the year due to external factors, which is
unsurprising given the rapid rate of change and the relatively
nascent nature of Over-the-Top (OTT) video delivery. Early in the
year subtitling revenue was impacted by disruption, which was
experienced by us and other market participants in the subtitling
supply chain during the transition of a major OTT operator's
partner programmes, and in the second half we were affected by the
delay of a single, material localisation project that was scheduled
to begin and be completed during the year. Furthermore, the work
that we carried out processing legacy DVD and Blu-ray titles showed
greater than expected decline in the second half following a poor
performance of retail sales of these products over the holiday
season. This deterioration confirms our view of the market trends
and although these services are not core to the Group on an ongoing
basis, representing only 8% of revenues in the year, they did
impact on our full year profitability in the period under review.
Furthermore, we now forecast this decline will accelerate in the
period ahead and have significantly reduced our expectations of
on-going revenue from this legacy business line in the new year and
beyond.
As a result of the external factors described above, total
revenue for the year was $28.8 million (2018: $28.5 million).
Within this figure, total localisation revenues grew 4% to $22.3
million against a strong comparative prior year figure that
included a one-off project with a value of $2.5 million for a major
studio. The impact of this one-off project was to reduce the key
metric relating to retained sales from 97% to 88% in the fiscal
period. As a consequence of the investment in people, technology
and capacity, EBITDA was $0.4 million compared to $2.4 million last
year. It also adversely affected our other operational KPI,
operating expenses as a percentage of revenues, which increased to
37% compared to 33% in 2018. Despite this investment we ended the
year with cash of $1.8 million (2018: $2.4 million).
Strategy and market opportunity
Digital consumption of entertainment continues to gather pace,
and with the launch of new direct-to-consumer OTT platforms from
some of the world's biggest media, technology and communications
companies planned to take place in the coming year, this is set to
accelerate even further.
Consequently, content with appeal to a broader consumer audience
will continue to become commercially available in more and more
geographies, and as the territorial reach increases so too does the
need for subtitling and dubbing into additional languages. We
envisage that services aimed at family audiences will become more
prominent on a wider territorial basis, which will have an impact
on demand for professional localisation services since content
aimed at young viewers is always dubbed rather than subtitled. The
growth in the number of languages into which entertainment is being
localised increases the scope of work for ZOO.
Combined with this, companies are committing greater levels of
investment to original content creation to act as a differentiator
for their platforms. A number of major media companies are
currently engaged in a rigorous and usually lengthy process of
selecting their preferred partners for localisation services and it
is pleasing to note that ZOO is being considered by each one of
them, which is evidence of the quality of the work that we have
undertaken to date and of our growing reputation as a partner of
choice in the industry.
The growth in demand for premium media localisation services
that we observe is supported by recent research findings from MESA
Europe, an independent industry body, which reported that total
spend on media localisation in EMEA alone exceeded $2.3 billion in
2018 (2017: $2.0 billion) and is anticipated to grow at between
5-8% a year from 2019 to 2021. Within that, dubbing represents 70%
of the total spend and 69% of it is related to the localisation of
episodic TV titles, with feature films accounting for 18%. MESA
Europe reports that the top four vendors in subtitling in EMEA
represent 62% of the market, whilst in dubbing the figure drops to
20%, a consequence of the fact that the traditional dubbing
industry is highly fragmented across a large number of small
operators in many countries. This helps to underline why gaining
preferred vendor status is such an important step for ZOO, giving
the potential for our multi-lingual dubbing proposition to grow a
strong market position.
We remain confident that ZOO is well positioned to capture a
significant share of this growing number of localisation projects
due to the following factors:
Innovation - ZOO's innovative use of technology enables content
owners to distribute their products to additional territories at a
faster speed-to-market and to a consistently high quality compared
with what has previously been possible, with greater security and
at a competitive price. The clear benefits delivered by the
Company's differentiated proposition have driven significant
organic growth in sales.
Scale - ZOO's software enables the Company to collaborate with a
worldwide network of thousands of freelance workers, such as
translators, voice actors and dubbing directors, and to
significantly reduce the human capital requirements of service
fulfilment, enabling the Company to scale its capacity efficiently
as demand increases and to capitalise on the on-going trend for
global distribution of international content originating in a
growing number of languages.
Quality - Over the eight years since we launched our subtitling
proposition, we have demonstrated our ability to deliver a service
across all global languages, at scale, at the highest levels of
quality achieved within the industry. We have become recognised as
a leading player and partner of choice for subtitling by some of
the largest media organisations. Although our dubbing proposition,
launched only two years ago, is at a much earlier stage in its
development, we have already been engaged by major studios on
initial projects, and the feedback we have received on our
performance has been very favourable. This gives us confidence to
believe that, given time, we will build a similar reputation for
quality in our dubbing service from which we can reasonably expect
accelerated adoption will follow.
Partnership - ZOO's long history of service and software
provision in the entertainment industry means it has an unrivalled
depth of both industry know-how and customer relationships. Recent
hires to the Company include senior directors from Walt Disney and
traditional industry vendors.
Review of Operations
We have continued to make considerable progress in our
localisation services delivered through our proprietary cloud-based
platforms, ZOOsubs and ZOOdubs, for the provision of subtitling and
dubbing services respectively.
ZOOsubs: Subtitling
The performance of subtitling was affected by the disruption in
the supply chain of a major OTT partner during the first half. This
normalised after three months and volumes then continued to
increase through the second half, resulting in continued strong
growth year-on-year. However, our recent experience is that orders
placed by this client are at greater likelihood of change than
previously, having encountered situations where certain orders have
been delayed or cancelled. For example, a large order was cancelled
in our final quarter due to a content licensing deal being aborted,
and our completion of a second large order was delayed by two
months following late receipt of assets from the licensor, pushing
some FY19 expected sales into FY20. This combination of factors
leads us to be more cautious in our forecasting of sales from this
major client.
It has been particularly rewarding to witness the progress of
subtitling from its launch and recognition in the form of a number
of industry accolades, through to its current status. It now has an
excellent reputation within the industry where it continues to be
adopted by an increasing number of clients as well as processing
increasing volumes within existing clients. As well as the
financial confidence this affords, it also affirms our belief that
ZOOdubs is on a similar trajectory, being the more recently
launched service and which is following a similar path.
ZOOdubs: Dubbing
The supply chain disruption previously mentioned also had an
effect on the year's overall performance within dubbing, which
nonetheless grew revenues by 17% in the year. ZOOdubs is still a
very recent addition to our services and meaningful adoption of any
offering inevitably takes time. This is particularly so of one that
is so disruptive due to being in some respects at odds with
conventional wisdom within the industry. This is entirely
consistent with our experience following the launch of ZOOsubs,
where the initial reservations articulated by our clients
concerning quality, scalability and security have since been proven
to have been unfounded.
We have seen an increase in major studios trialling our solution
throughout the year and feel confident that this will result in
increased workflow in coming periods, as well as increased volumes
from existing dubbing clients. Our innovation has continued,
resulting in us delivering further significant developments in
ZOOdubs and we were delighted that it received its third major
industry award during the year, being the International Association
for Broadcast and Media Technology Suppliers (IABM) award at the
NAB show in 2018.
Investing for future growth
As previously mentioned there has been exceptional growth in the
volume of content consumed across different geographies and in
different languages, and this is set to accelerate. With the launch
of new OTT market entrants and the continued growth of our existing
clients, ZOO has been investing to ensure that it has the
appropriate technology, capacity and geographical expertise to
partner with content owners and distributors as they bring growing
volumes of entertainment titles to greater audiences.
Our freelance network, which gives us scalability at variable
cost, grew by 50% during the period and at the year-end stood at
just over 6,500 individuals, giving us access to 75 different
languages. Included within this are over 800 voice actors who cover
34 languages between them. This readily available access to
in-territory talent is a key differentiator for ZOO when clients
are looking to release content in multiple countries and in
multiple languages concurrently. The growth in the freelancer
network again reflects ZOO's growing reputation globally.
Through our discussions with clients around our dubbing
proposition, in addition to the many attractive benefits we can
offer, it has become evident that certain clients require some or
all of the voice recordings for some languages to take place in
traditional dubbing studios. To address this, shortly prior to the
end of the period under review we launched our ZOO-Enabled Dubbing
Studio (ZEDS) programme, where we provide access to and training on
how to use our solutions so that traditional dubbing studios are
able to perform voice recording directly into our system. In this
way, we are able to preserve many of the advantages of our
disruptive approach while still accommodating particular
requirements stipulated by our clients. To date, over 70
traditional and reputable dubbing studios across 22 languages have
signed up to the ZEDS programme with more expected to follow in the
current financial year. In addition to meeting the clients'
criteria this also provides ZOO with much greater capacity to meet
future demand.
There has been considerable investment in our technology during
the year, resulting in enhanced features in both our dubbing and
subtitling offerings as well as the launch of new platforms, with
some of the more significant being the following:
-- Launch of lip sync dubbing - Our technology now supports the
preparation and delivery of lip syncing, the more demanding,
complex and therefore higher value form of dubbing, with initial
projects receiving positive feedback from clients, voice actors and
dubbing directors. This opens a wider pool of dubbing projects to
ZOO.
-- Launch of a scripting service powered by a new cloud-based
platform, ZOOscripts, a cornerstone capability that enables us to
process combined subtitling and dubbing assignments consistently,
providing our clients with further efficiency and greater control.
This is particularly valuable when working on pre-release content,
where the work on localisation begins prior to finalising the video
edit. In this case localisation operates as an iterative process,
necessitating robust version control. ZOOscripts is an important
component of our ecosystem that ensures that any changes made to
the original language dialogue are automatically propagated to all
localised subtitles and dubbed soundtracks.
-- Launch of Delta - software to identify automatically the
dialogue changes in different versions and iterations of TV and
movie content. This removes the need for manual tracking,
visual/audio inspection and duplicated work, which cause
unnecessary delays and errors in traditional workflows.
-- Launch of ZOOstudio - Given the size of the localisation
market, the sheer volume of content and the level of spend incurred
by major producers, it has long been the case that many large
companies are unwilling to source their localisation needs from a
single vendor and this is unlikely to change in the future. This
creates its own unique difficulties for clients in being able to
manage global distribution materials delivered by multiple
vendors.
To this end, the Company recently launched ZOOstudio, a
localisation ecosystem management platform that provides
transparency, tracks key metrics and enables scenario planning.
This is therefore a strategically important tool and we are
delighted that we are already in dialogue with a number of large
studios regarding its adoption and that post the period end,
ZOOstudio achieved critical industry acclaim at the NAB 2019 show,
where it won a prestigious 'Product of the Year' award.
Outlook
ZOO has the technology, the people and the local expertise to
enable our clients to deliver content across multiple territories
and in multiple languages simultaneously and efficiently. We have
worked hard over the course of the year to enhance our offering,
build up our network and differentiate ourselves further from the
competition. To be chosen as a primary vendor of localisation
services for large media companies requires us to demonstrate
significant global capacity, and in this regard, we have made
excellent progress that puts us in good stead as we continue to
grow.
Trading in the new year has begun well. Whilst the significant
decline in legacy DVD and Blu-ray formats in our digital packaging
segment has continued, now leading us to not forecast any
significant income from this business line in the future, this has
been offset by strong growth related to Over-the-Top (OTT)
delivery. We expect ZOO to be confirmed as a preferred vendor to a
greater number of clients and lines of business during the course
of the year ahead. Our expectations of timing are reflective of the
dynamic nature and disruption experienced in the OTT marketplace
recently.
The end market into which we are selling our cloud-powered
services continues growing and the traction that we are gaining
with each of our services gives us great confidence that the
business is well placed to meet opportunities and growth in the
years to come.
Stuart Green
Chief Executive Officer
FINANCIAL REVIEW
Revenue
2018-19 was a challenging year as our largest client changed the
way it engages with its supply chain and our legacy DVD and Blu-ray
digital packaging business declined faster than we had anticipated.
Despite these 2 factors revenues edged up to $28.8 million compared
to $28.5 million in 2018. The movement in revenues is explained by
a 4% increase in localisation offset by a 12% decline in digital
packaging and a 4% decline in software solution revenues.
The majority of the Group's customers are in the USA, where
revenues decreased by 3% to $25.4 million. The balance of revenues
were in Europe and Asia which showed an increase of 144% to $2.7
million. The shift in geographical revenues is due to our customers
seeking content from new regions and the decline in our legacy DVD
and Blu-ray business.
We have experienced during the year under review a slight
increase in customer concentration, as the revenue contribution
from our largest client increased to 36% of sales in 2019 (2018:
34%), with the second largest accounting for 22%, down from 24%
last year.
Localisation is the segment of Company revenues that will be the
future engine for growth. It comprises subtitling, captioning and
dubbing services. Subtitling and captioning revenues were flat year
on year due to the temporary slowdown in orders from our biggest
customer. Dubbing revenues grew by approximately 17% as eight major
content creators, up from four the previous year, awarded us
projects.
Digital packaging, our other main revenue category, saw revenues
drop by 12% as our legacy DVD and Blu-ray service line reflected
the global decline in demand for such products.
Software licensing, our third segment which has been a reducing
proportion of our business, continued to decline, this year by 4%
to $1.9 million.
Segment contribution
The Company reports gross profit after deducting both external
and internal variable costs to reflect that an increasing
proportion of our revenues are derived from the provision of
services to our customers. To add clarity to our financial
statements we include details of performance by our three key
business segments: localisation, digital packaging and software
solutions.
Localisation segment contribution fell in the year from $6.7
million to $6.2 million due to a significant increase in direct
staff costs as the business geared up for higher revenues. The
contribution percentage as a consequence reduced from 31% to 28%.
This additional capacity means that in the coming year, as
predicted revenues increase, the localisation contribution margin
will improve.
Digital packaging segment contribution fell to 54% in the year
from 60% in 2018. This is to be expected by our changing sales mix:
the high margin DVD and Blu-ray revenues fell in the year whilst we
invested in staff anticipating higher digital packaging
revenues.
Software solutions segment contribution held steady at 95% in
the year.
Overall gross profit, which is calculated after also deducting
unallocated variable costs, fell 9% to $9.2 million compared to
$10.1 million in 2018. This represents a gross profit margin of
32%, down 3% points from 35% last year. The majority of the
reduction in gross profit margin is due to the investment in direct
staff in anticipation of increased revenues from our main
customers. This cost is approximately $0.7 million.
Other operating expenses
Other operating expenses, have continued to increase as we
internationalise our business and gear up to support our future
growth plans. Overall, they increased by 13% to $10.7 million as we
have invested in expanding the sales team and broadening out our
dubbing capacity. This has involved expanding the R&D
department, building a team of dedicated dubbing experts and
growing the freelancer network. We have expanded our US office to
accommodate the increase in staff and voice capture facilities and
opened a larger London office with the space for a dedicated mixing
studio. To promote our new dubbing service, we have increased our
marketing budget significantly, spending $0.4 million compared to
$0.2 million in the prior year. This rate of increase is not
expected to continue into future years as the business can now
leverage the investment through higher sales without a
corresponding increase in operating expenses.
Finance costs
The main component of the Group's finance costs relate to the
7.5% convertible loan note stock with a maturity date in October
2020. Interest on the principal in the year was $0.4 million,
approximately the same as 2018. The other two components of finance
costs are non-cash items. The first is the exchange gain on the
conversion of the outstanding sterling-denominated debt at the
year-end due to the weakening of sterling to the US Dollar in the
year, which has given rise to an exchange gain of $0.3 million. The
second is the reduction in the fair value of the embedded
derivative at year-end calculated with reference to the share price
movement in the past 12 months and the expected value to loan note
holders at the point of conversion. This has given rise to a
non-cash $2.7 million gain.
These non-cash accounting entries have had a material impact on
the profit/loss before tax for the year ended March 2019, which was
a profit of $1.3 million (2018: $5.0 million loss).
As a result of the expansion of costs to provide capacity for
future revenue growth the business made an operating loss of $1.3
million (2018: profit $0.6million). On the Group's preferred
measure of profitability, being EBITDA before share-based payments,
the profit was $0.4 million, down from $2.4 million in 2018,
reflecting the investment in the localisation business and the
runoff of the high margin legacy DVD business.
Statement of financial position
The statement of financial position shows that trade and other
receivables have increased 9% compared to last year to $8.1 million
reflecting the strong sales performance in the last 2 months of the
financial year compared to last year as clients prepared for new
platform launches. This increase was mirrored in trade and other
payables as work performed by suppliers and freelancers peaked to
support our customer deliveries. Cash and cash equivalents of $1.8
million at year end, (2018: $2.4 million) was down 25%, however, in
the second half of the year we generated net cash of $0.9 million
through strong cash receipts from customers.
At the time of reporting, the majority of year end debtors had
been collected.
Non-current liabilities fell significantly in the year due to
the revaluation of the embedded derivative reducing its value by
$2.7 million. This is a non-cash adjustment and does not represent
a future cash liability to the business. The value of the 7.5%
convertible loan notes fell in the year by $0.3 million to $3.3
million due to the weakness of sterling against the dollar and a
small redemption of $12,000 by a bond holder.
By order of the board
Phillip Blundell
Chief Financial Officer and Secretary
FINANCIAL INFORMATION
The financial information set out here for the year ended 31
March 2019 does not constitute full statutory financial statements
as defined in section 434 of the Companies Act 2006 but has been
extracted from the Group's financial statements for that period.
Statutory financial statements for the year ended 31 March 2019
were approved by the directors on 25 June 2019, but have not yet
been delivered to the Registrar of Companies. Those financial
statements were reported upon without qualification by the
independent auditor and did not contain a statement under section
498 (2) or (3) of the Companies Act 2006.
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
for the year ended 31 March 2019
2019 2018
Note $000 $000
==================================================== ========= =========
Revenue 28,818 28,551
Cost of sales (19,624) (18,486)
===================================================== ========= =========
Gross Profit 9,194 10,065
Other operating income 157 -
Other operating expenses (10,671) (9,426)
===================================================== ========= =========
Operating (loss)/profit (1,320) 639
===================================================== ========= =========
Analysed as:
EBITDA before share based payments 409 2,396
Share based payments (286) (276)
Depreciation (539) (450)
Amortisation (904) (1,031)
===================================================== ========= =========
(1,320) 639
==================================================== ========= =========
Exchange gain/(loss) on borrowings 275 (456)
Conversion of loan into equity - (115)
Fair value movement on embedded derivative 2,701 (4,666)
Finance cost (392) (411)
===================================================== ========= =========
Total finance cost 2,584 (5,648)
===================================================== ========= =========
Profit/(Loss) before taxation 1,264 (5,009)
Tax credit 368 253
===================================================== ========= =========
Profit/(Loss) and total comprehensive
income for the year attributable to equity
holders of the parent 1,632 (4,756)
===================================================== ========= =========
Profit/(loss) per share 3
========================= =========== =============
basic 2.19 cents (6.81) cents
========================= =========== =============
diluted 2.02 cents (6.81) cents
========================= =========== =============
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
as at 31 March 2019
2019 2018
Note $000 $000
======================================= ===== ========= =========
ASSETS
Non-current assets
Property, plant and equipment 944 889
Intangible assets 6,624 6,541
Deferred income tax assets 486 486
======================================= ===== ========= =========
8,054 7,916
======================================= ===== ========= =========
Current assets
Trade and other receivables 8,103 7,412
Cash and cash equivalents 1,828 2,409
======================================= ===== ========= =========
9,931 9,821
======================================= ===== ========= =========
Total assets 17,985 17,737
======================================= ===== ========= =========
LIABILITIES
Current liabilities
Trade and other payables (7,189) (6,106)
Borrowings 6 (248) (226)
======================================= ===== ========= =========
(7,437) (6,332)
======================================= ===== ========= =========
Non-current liabilities
Borrowings 6 (3,899) (4,084)
Separable embedded derivative 6 (1,965) (4,666)
======================================= ===== ========= =========
(5,864) (8,750)
======================================= ===== ========= =========
Total liabilities (13,301) (15,082)
======================================= ===== ========= =========
Net assets 4,684 2,655
======================================= ===== ========= =========
EQUITY
Equity attributable to equity holders
of the parent
Called up share capital 5 1,010 1,010
Share premium reserve 41,003 41,003
Foreign exchange translation reserve (992) (992)
Convertible loan note reserve 42 42
Share option reserve 1,085 688
Capital redemption reserve 6,753 6,753
Interest in own shares (53) (53)
Other reserves 12,320 12,320
Accumulated losses (56,484) (58,116)
======================================= ===== ========= =========
Attributable to equity holders 4,684 2,655
======================================= ===== ========= =========
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
for the year ended 31 March 2019
Foreign Convertible
Share exchange loan Share Capital Interest
Ordinary premium translation note option redemption Other Accumulated in own
shares reserve reserve reserve reserve reserve reserves losses shares Total
$000 $000 $000 $000 $000 $000 $000 $000 $000 $000
=============== ========= ======== ============ ============ ======== =========== ========= ============ ========= ========
Balance at
1 April 2017 7,236 37,007 (992) 42 328 - 12,320 (53,360) (20) 2,561
Deferred
shares (6,753) 3,881 - - - 6,753 - - - 3,881
Loan note
conversion - 115 - - - - - - - 115
Share based
payments - - - - 360 - - - - 360
Purchase
of own shares - - - - - - - - (33) (33)
Issue of
ordinary
shares 527 - - - - - - - - 527
Loss for
the year - - - - - - - (4,756) - (4,756)
=============== ========= ======== ============ ============ ======== =========== ========= ============ ========= ========
Total
comprehensive
income for
the year - - - - - - - (4,756) - (4,756)
=============== ========= ======== ============ ============ ======== =========== ========= ============ ========= ========
Balance at
31 March
2018 1,010 41,003 (992) 42 688 6,753 12,320 (58,116) (53) 2,655
Share based
payments - - - - 397 - - - - 397
Profit for
the year - - - - - - - 1,632 - 1,632
=============== ========= ======== ============ ============ ======== =========== ========= ============ ========= ========
Total
comprehensive
income for
the year - - - - - - - 1,632 - 1,632
=============== ========= ======== ============ ============ ======== =========== ========= ============ ========= ========
Balance at
31 March
2019 1,010 41,003 (992) 42 1,085 6,753 12,320 (56,484) (53) 4,684
=============== ========= ======== ============ ============ ======== =========== ========= ============ ========= ========
CONSOLIDATED STATEMENT OF CASH FLOWS
for the year ended 31 March 2019
2019 2018
Note $000 $000
============================================ ===== ======== ========
Cash flows from operating activities
Operating (loss)/profit for the year (1,320) 639
Depreciation 553 450
Amortisation and impairment 904 1,031
Share based payments 397 360
Purchase of own shares - (33)
Changes in working capital:
Increases in trade and other receivables (691) (3,659)
Increases in trade and other payables 1,082 2,061
============================================ ===== ======== ========
Cash flow from operations 925 849
Tax received 368 253
============================================ ===== ======== ========
Net cash inflow from operating activities 1,293 1,102
============================================ ===== ======== ========
Investing activities
Purchase of intangible assets (29) (71)
Capitalised development costs (958) (586)
Purchase of property, plant and equipment (310) (266)
============================================ ===== ======== ========
Net cash outflow from investing activities (1,297) (923)
============================================ ===== ======== ========
Cash flows from financing activities
Repayment of borrowings (228) (927)
Finance cost (349) (437)
Issue of share capital - 2,987
Net cash (outflow)/inflow from financing (577) 1,623
============================================ ===== ======== ========
Net (decrease)/increase in cash and cash
equivalents (581) 1,802
============================================ ===== ======== ========
Cash and cash equivalents at the beginning
of the year 2,409 607
============================================ ===== ======== ========
Cash and cash equivalents at the end
of the year 4 1,828 2,409
============================================ ===== ======== ========
NOTES TO THE FINANCIAL STATEMENTS
for the year ended 31 March 2019
1. General information
ZOO Digital Group plc ('the company') and its subsidiaries
(together 'the group') provide productivity tools and services for
digital content authoring, video post-production and localisation
for entertainment, publishing and packaging markets and continue
with on-going research and development in those areas. The group
has operations in both the UK and US.
The company is a public limited company which is listed on the
AIM Market of the London Stock Exchange and is incorporated and
domiciled in the UK. The address of the registered office is 7(th)
Floor, City Gate, 8 St Mary's Gate, Sheffield.
The registered number of the company is 03858881.
The consolidated financial statements are presented in US
dollars, the currency of the primary economic environment in which
the company operates.
2. Basis of preparation
These financial statements have been prepared in accordance with
IFRS as adopted by the European Union, and with those parts of the
Companies Act 2006 applicable to companies reporting under
IFRS.
The preparation of financial statements in conformity with IFRS
requires management to make judgements, estimates and assumptions
that effect the application of policies and reported amounts in the
financial statements.
A separate Statement of Comprehensive Income for the parent
company has not been presented as permitted by section 408 (2) of
the Companies Act 2006.
The directors have prepared trading and cash flow forecasts for
the group for the period to 31 March 2021 which show a continuation
of the growth in profitability and cash generation. In line with
industry practice in this sector the directors have had informal
indications from major and smaller clients to substantiate a
significant proportion of the forecast sales. The directors have
considered the consequences if the sales volume is less than the
level forecast and they are confident that, in this eventuality,
alternative steps could be taken to ensure that the group has
access to sufficient funding to continue to operate. The group has
a facility with Crestmark Bank which provides invoice financing of
up to $2.5m against US clients invoices raised by ZOO Digital
Production LLC. This facility is in place until 7 July 2020. In the
UK there is an overdraft facility with a limit of GBP250,000 in
place with HSBC.
The convertible unsecured loan notes totalling GBP2.6 million
are in place until 31 October 2020.
The directors believe the assumptions used in preparing the
trading and cash flow forecasts to be realistic, and consequently
that the group will continue in operational existence for the
foreseeable future. The financial statements have therefore been
prepared on a going concern basis.
New and revised standards that are effective for annual periods
beginning on or after 1 April 2018
A number of new and revised standards are effective for annual
periods beginning on or after 1 April 2018. Information on these
new standards is presented below.
IFRS 15 "Revenue from Contracts with Customers"
IFRS 15 "Revenue from Contracts with Customers" and the related
"Clarifications to IFRS 15 Revenue from Contracts with Customers"
(hereinafter referred to as "IFRS 15") replaced IAS 18 "Revenue",
IAS 11 "Construction Contracts", and several revenue-related
Interpretations. The new Standard has been applied retrospectively
without restatement, with the cumulative effect of initial
application recognised as an adjustment to the opening balance of
retained earnings at 1 April 2018. In accordance with the
transition guidance, IFRS 15 has only been applied to contracts
that are incomplete as at 1 April 2018.
The adoption of IFRS 15 has not resulted in any adjustment to
previously reported results or retained earnings.
IFRS 9 "Financial Instruments"
IFRS 9 replaces IAS 39 "Financial Instruments: Recognition and
Measurement". It makes major changes to the previous guidance on
the classification and measurement of financial assets and
introduces an "expected credit loss" model for the impairment of
financial assets.
The Group's finance team performs valuations of financial items
for financial reporting purposes, in consultation with third party
valuation specialists for complex valuations. Valuation techniques
are selected based on the characteristics of each instrument, with
the overall objective of maximising the use of market-based
information. The finance team reports directly to the chief
financial officer (CFO) and to the audit committee. Valuation
processes and fair value changes are discussed among the audit
committee and the valuation team at least every year, in line with
the Group's reporting dates.
The following valuation technique was used for the embedded
derivative (level 2) in relation to the outstanding convertible
loan notes.
A third party specialist was used to ascertain the fair value
for the convertible instruments as at 31 March 2019. This can be
described as "The price that would be received to sell an asset or
paid to transfer a liability in an orderly transaction between
market participants at the measurement date."
When adopting IFRS 9, the group has applied transitional relief
and opted not to restate prior periods. Differences arising from
the adoption of IFRS 9 in relation to classification, measurement,
and impairment are recognised in retained earnings.
The adoption of IFRS 9 has impacted the following areas:
-- The impairment of financial assets applying the expected
credit loss model. This affects the group's trade receivables and
investments in debt type assets measured at amortised cost. For
contract assets arising from IFRS 15 and trade receivables, the
group applies a simplified model of recognising lifetime expected
credit losses on these items do not have a significant financing
component.
-- The reclassification of financial instruments, financial
assets previously classified as loans and receivables are now
classified as financial assets subsequently measured at amortised
cost. There has been no reclassification of financial liabilities,
and the reclassification of financial assets has not resulted in
any adjustment to the values previously reported.
No change is required on transition to IFRS 9.
Standards and interpretations in issue at 31 March 2019 but not
yet effective
IFRS 16 "Leases"
IFRS 16 will replace IAS 17 "Leases" and three related
interpretations. It completes the IASB's long-running project to
overhaul lease accounting. Leases will be recorded in the statement
of financial position in the form of a right-of-use asset and a
lease liability. There are two important reliefs provided by IFRS
16 for assets of low value and short-term leases of less than 12
months.
IFRS 16 is effective from periods beginning on or after 1
January 2019. Early adoption is permitted; however, the group has
decided not to early adopt.
Management is in the process of assessing the full impact of the
Standard. So far, the group:
-- has decided to make use of the practical expedient not to
perform a full review of existing leases and apply IFRS 16 only to
new or modified contracts. As some leases will be modified or
renewed in 2019, the group has reassessed these leases and
concluded they will be recognised on the statement of financial
position as a right-of-use asset
-- believes that the most significant impact will be that the
group will need to recognise a right of use asset and a lease
liability for the office and production buildings currently treated
as operating leases. At 31 March 2019 the future minimum lease
payments amounted to $4,629,000. This will mean that the nature of
the expense of the above cost will change from being an operating
lease expense to depreciation and interest expense.
-- concludes that there will not be a significant impact to the
finance leases currently held on the statement of financial
position
-- is implementing a new IT system that will facilitate to record lease contracts.
The group is planning to adopt IFRS 16 on 1 April 2019 using the
Standard's modified retrospective approach. Under this approach the
cumulative effect of initially applying IFRS 16 is recognised as an
adjustment to equity at the date of initial application.
Comparative information is not restated.
Choosing this transition approach results in further policy
decisions the group need to make as there are several other
transitional reliefs that can be applied. These relate to those
leases previously held as operating leases and can be applied on a
lease-by-lease basis. The group is currently assessing the impact
of applying these other transitional reliefs.
IFRS 16 has not made any significant changes to the accounting
for lessors, and therefore the group does not expect any changes
for leases where they are acting as lessor.
Consolidation
Subsidiaries are all entities (including structured entities)
over which the group has control. The group controls an entity when
the group is exposed to, or has rights to, variable returns from
its involvement with the entity and has the ability to affect those
returns through its power over the entity. Subsidiaries are fully
consolidated from the date on which control is obtained until the
date that control ceases.
The consolidated financial statements of ZOO Digital Group plc
include the results of the company and its subsidiaries. Subsidiary
accounting policies are amended where necessary to ensure
consistency within the group and intra group transactions are
eliminated on consolidation.
Segment reporting
Operating segments are reported in a manner consistent with the
internal reporting regularly reviewed by the group's chief
executive officer to make decisions about resource allocation to
the segments and to assess their performance.
Functional and presentation currency
Items included in the financial statements of each of the
group's entities are measured using the currency of the primary
economic environment in which the entity operates ('the functional
currency'). The consolidated financial statements are presented in
US dollars which is the company's functional and presentation
currency. The functional currency of the company's subsidiaries is
US dollars, therefore the majority of transactions between the
company and its subsidiaries and the company's revenue and
receivables are denominated in US dollars.
The US dollar/pound sterling exchange rate at 31 March 2019 was
0.763 (2018: 0.710).
Transactions and balances
Transactions in foreign currencies are recorded at the
prevailing rate of exchange in the month of the transaction.
Foreign exchange gains or losses resulting from the settlement of
such transactions and from the translation of monetary assets and
liabilities denominated in foreign currencies at the year end
exchange rates are recognised in the profit/(loss) for the year in
the Consolidated Statement of Comprehensive Income.
Group companies
The results and financial position of all group entities that
have a functional currency different from the presentation currency
are translated into the presentation currency as follows:
- assets and liabilities for each entity are translated at the
closing rate at the year end date;
- income and expenses for each Statement of Comprehensive Income
are translated at the prevailing monthly exchange rate for the
month in which the income or expense arose and all resulting
exchange rate differences are recognised in other comprehensive
income with the foreign exchange translation reserve.
Government grants relating to property, plant and equipment are
credited to the cost of the asset and released to the Consolidated
Statement of Comprehensive Income on a straight line basis over the
expected lives of the related assets.
3. Profit/(loss) per share
Profit/(loss) per share is calculated by dividing the
profit/(loss) attributable to equity holders of the company by the
weighted average number of ordinary shares in issue during the
year.
Basic and Diluted
2019 2018
$000 $000
Profit/(loss) for the financial year 1,632 (4,756)
============================================ ====== ========
2019 2018
Number Number
of shares of shares
Weighted average number of shares for basic &
diluted profit/(loss) per share
======================================================= =========== ===========
Basic 74,356,016 69,841,166
Effect of dilutive potential
ordinary shares:
Convertible loan note - 5,452,241
Share options 6,369,815 5,711,639
Diluted 80,725,841 81,005,046
2019 2018
Cents Cents
Basic 2.19 (6.81)
Diluted 2.02 (6.81)
=================================================== =========== =============
The convertible debt has not been included in the 2019 diluted
earnings per share calculations due to being anti-dilutive. 2018
diluted earnings per share were equal to basic earnings per share
due to the loss for the year.
4. Notes to the cash flow statement
a. Significant non-cash transactions
During the year the group acquired property, plant and equipment
and computer software with a cost of $608,000 (2018: $266,000) of
which $298,000 (2018: $nil) was acquired by the means of finance
leases.
b. Cash and cash equivalents
Cash and cash equivalents consist of cash on hand and balances
with banks. Cash and cash equivalents included in the cash flow
statement comprise the following consolidated and parent company
statement of financial position amounts.
Group Company
2019 2018 2019 2018
$000 $000 $000 $000
--------------------------- ------ ------ ----- -----
Cash on hand and balances
with banks 1,828 2,409 113 201
--------------------------- ------ ------ ----- -----
The fair values of the cash and cash equivalents are considered
to be their book value.
5. Share capital and reserves
Called up share capital
2019 2018
$000 $000
=============================================== ====== ======
Allotted, called-up and fully paid
74,424,771 (2018: 73,773,655) ordinary shares
of 1p each 1,010 1,010
----------------------------------------------- ------ ------
Reconciliation of the number of ordinary
shares outstanding:
Opening balance 73,773,655 32,660,660
Shares issued - 28,611,111
Conversion of unsecured convertible loan
note into equity - 5,555,556
Conversion of director's loan into equity - 6,666,667
Share options exercised 651,116 279,661
------------------------------------------- ----------- -----------
Closing balance 74,424,771 73,773,655
------------------------------------------- ----------- -----------
On 4 May 2017 a reorganisation of the share capital took place
in which the existing ordinary shares were subdivided to create two
classes of shares: ordinary shares with a nominal value of 1p and
deferred shares with a nominal value of 14p. The proportion of the
issued ordinary share capital held by each shareholder was
unchanged by this subdivision, and other than the changed nominal
value, the ordinary shares carry equivalent rights to those they
replaced. The deferred shares carry no right to vote, attend or
speak at any general meeting or any right to a dividend.
On 4 May 2017 the company raised gross funds of approximately
$3.33m (GBP2.58m) through a placing and subscription comprising the
issue of 28,611,111 new ordinary shares of $0.01 (1p) each in the
company at a subscription price of $0.11 (9p). On the same day a
further 12,222,223 ordinary shares were issued in return for the
conversion of the GBP600,000 outstanding loan from Sara Green, the
wife of Dr Stuart A Green, and the conversion of GBP500,000 of the
convertible loan note.
During the year the group purchased nil (2018: 42,576) of its
own shares through ZOO Employee Share Trust Limited. The total cost
of the purchase was nil (2018: $20,000).
Reserves
The following describes the nature and purpose of each reserve
within owner's equity:
Reserve Description and purpose
---------------------- --------------------------------------------------
Share premium reserve Represents the amount subscribed for share
capital in excess of the nominal value.
Foreign exchange Cumulative exchange differences resulting
translation reserve from translation of foreign operations
into the reporting currency.
Convertible loan Represents the equity element of the convertible
note reserve loan note.
Share option reserve Cumulative cost of share options issued
to employees.
Capital redemption Represents 32,660,660 deferred shares of
reserve 14p each created during the share reorganisation
on 4 May 2017
Other reserves Created as part of the reverse takeover
between Kazoo3D plc and ZOO Media Corporation
Ltd in 2001.
Accumulated losses Cumulative net losses recognised in profit
or loss.
6. Borrowings
Group Company
2019 2018 2019 2018
$000 $000 $000 $000
Non-current
------------------------------- ------ ------ --------- --------
7.5% Unsecured convertible
loan note stock 3,349 3,581 3,349 3,581
Connected person loan - - - -
Other bank borrowings - 1 - -
Finance lease liabilities 550 502 108 165
------------------------------- ------ ------ --------- --------
3,899 4,084 3,457 3,746
------------------------------- ------ ------ --------- --------
Separable embedded derivative 1,965 4,666 1,965 4,666
------------------------------- ------ ------ --------- --------
Current
---------------------------- ------ ------ ------- -------
7.5% Unsecured convertible
loan note stock - - - -
Amounts owed to subsidiary
undertakings - - 9,701 9,701
Finance lease liabilities 248 226 56 54
---------------------------- ------ ------ ------- -------
248 226 9,757 9,755
---------------------------- ------ ------ ------- -------
Total borrowings 6,112 8,976 15,179 18,167
---------------------------- ------ ------ ------- -------
On 1 April 2017 the group had a total of GBP3,070,500 in
unsecured convertible loan notes in place which were due to mature
on 31 October 2017. During the year ended 31 March 2018 GBP500,000
of the convertible loan stock was converted into equity and the
remaining GBP2,570,500 had its maturity extended to 31 October
2020. The loan notes pay a coupon of 7.5% and the loan stock holder
is entitled, before the redemption date, to convert all or part of
the loan stock into fully paid ordinary shares on the basis of one
ordinary share for every GBP0.48 of principal amount of loan stock.
The US dollar value of the loan notes at 31 March 2019 was
$3,349,000 (2018: $3,581,000).
The restructured convertible loan stock has two separate
economic components within it; the holder is entitled to convert
the loan note into equity at any point and the company is entitled
to convert the loan note into equity if the 30 business day
trailing average share price is above the level of GBP2.50 per
share. In both instances the conversion is on the basis of one
ordinary share for every GBP0.48 of principal amount of loan stock.
In years prior to the year ended 31 March 2018 it has been assessed
that there is no material value to the resulting embedded
derivative but in the year ended 31 March 2018 there has been
significant increase in the company's share price leading to the
appointment of an independent valuation firm to measure the fair
value the two separate economic components as at the balance sheet
date. For the year ended 31 March 2019 the valuation of the
embedded derivatives resulted in a non-cash charge totalling
($2,701,000) (2018: $4,666,000) which has an underlying value of
$3,349,000.
The group has an arrangement with Crestmark Bank to provide an
invoice financing facility of up to $2.5m against US client
invoices raised by ZOO Digital Production LLC. This facility will
be in place until 7 July 2020. The structure of this loan
arrangement has been renegotiated since the year end to terms which
are more favourable with the expectation of a reduced need for
lending in the future. The principal outstanding at 31 March 2019
was nil (2018: nil). This funding is secured against the US trade
receivables of ZOO Digital Production LLC.
During the year ended 31 March 2018 the group changed its UK
banking partner to HSBC which provides an overdraft facility of
GBP250,000. The principal outstanding at 31 March 2019 was nil
(2018: nil). This line of funding has been secured as a floating
charge over the assets of the UK companies.
Annual report and Accounts
Copies of the Report & Accounts for the year ended 31 March
2019 are available to view on the Group's website
www.zoodigital.com
The Report & Accounts for the year ended 31 March 2019,
together with the notice of annual general meeting, are expected to
be posted to shareholders during August 2019; an announcement to
notify shareholders of this will be made in due course. Further
copies will be available from the Company's Registered Office:
Floor 7, City Gate, 8 St Mary's Gate, Sheffield S1 4LW.
Annual General Meeting
The Annual General Meeting of the Group will be held at ZOO's
Sheffield offices on 18 September 2019 at 4pm.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
FR FAMLTMBATBLL
(END) Dow Jones Newswires
June 26, 2019 02:00 ET (06:00 GMT)
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