TIDMVLTY
RNS Number : 9574Q
Veltyco Group PLC
18 September 2017
18 September 2017
VELTYCO GROUP PLC
("Veltyco" or "the Group" or "the Company")
UNAUDITED INTERIM RESULTS FOR THE SIX MONTHSED 30 JUNE 2017
Veltyco, the online marketing company for the gaming industry,
announces its unaudited interim results for the six months ended 30
June 2017.
Financial highlights
-- Revenues increased by 202% to EUR6,355,573 (H1 2016:
EUR2,102,558) exceeding the full year 2016 revenues of
EUR6,082,468
-- EBITDA for the first six months increased 410% to
EUR3,801,354 (H1 2016: EUR744,129) and an increase of 80% compared
to the operating EBITDA for the full year 2016 (EUR2,107,975)
-- Net profit amounted to EUR3,601,996 (H1 2016: loss of EUR1,123,289)
-- Basic earnings per share 5.14 cents per share (H1 2016: 2.57 cents loss per share)
-- Net cash balances EUR1,320,692 (31 December 2016: EUR144,125)
-- Given the strong trading performance of the business, the
Board will consider paying a dividend in 2018 based on the final
results for 2017
Operational highlights
-- Successfully completed 51% acquisition of the Bet90 online operations
-- Successfully completed 51% acquisition of the Tippen4you.com operations
-- Ilan Tzorya joined the Board of Directors in January 2017,
with huge experience in the options trading industry
-- Raised EUR2,556,000 before expenses in April 2017 to satisfy
the cash consideration of the two acquisitions
-- Current trading continues to be strong which should enable
the Group to report performance ahead of current market
expectations
Commenting on the results, David Mathewson, Chairman, said:
"It has been an exciting first half year of 2017 for the Group
and we are very happy to see such a strong trading performance
during this period, which produced very good results for the period
reported."
"Trading in the third quarter of 2017 continues to be strong and
we now expect the business will exceed current market expectations
for the full year."
"The Directors are currently focusing on the roll-out of the new
Bet90 operations and continue to review potential acquisition
opportunities which fit into the Company's profile."
For further information please contact:
+44 (0)16 2460
Veltyco 5764
David Mathewson, Chairman
Marcel Noordeloos, CFO
Northland Capital Partners +44 (0)20 3861
Ltd 6625
Tom Price
Edward Hutton
+44 (0)203 053
IFC Advisory (Financial PR) 8671
Graham Herring
Tim Metcalfe
Miles Nolan
About Veltyco
Veltyco is a group of companies primarily focused on generating
marketing leads and entering into marketing contracts for the
activities of various partners in the gaming industry. Veltyco
focuses on complementary activities under one umbrella, leveraging
its historical cash generative activities of marketing online
casinos and sports betting.
This announcement contains inside information.
CHAIRMAN'S STATEMENT
I am pleased to present the unaudited interim results for the
six months ended 30 June 2017, which consolidates the results of
Veltyco Group plc ("Veltyco") and its subsidiaries and
associates.
Business review
Financial review
Throughout the first six months of 2017 the Group has continued
to focus on the marketing of the existing brands. During 2016, the
Company expanded its focus from marketing and player acquisition of
casino and sportsbook only to other fields of operations, with
lottery and option trading providers. We have previously reported a
strong increase in revenue and operating profit during the second
half of 2016 already and this has continued during the first six
months of 2017, across all business verticals.
Revenue for the first six months of 2017 amounted to
EUR6,355,573 (H1 2016: EUR2,102,558) which represents an increase
of over 200%. This exceeded the full year revenue for 2016, which
amounted to EUR6,082,468.
Net profit for the first six months of 2017 was EUR3,601,996 (H1
2016: loss of EUR1,123,289) and the EBITDA for the first six months
of 2017 amounted to EUR3,801,354, compared to EUR744,129 in the
first six months of 2016, which represents a significant increase
of 410%.
On 13 April 2017, the Company announced that it had raised
EUR2.55 million (before expenses) on a private basis with a small
number of investors via the issue of 5,604,551 new ordinary shares
of no par value. The proceeds of this fundraise were used to
satisfy the cash consideration of two completed acquisitions: a)
the acquisition of 51% of the entire issued share capital of Quasar
Holdings Ltd, which holds 100% in Bet90 Sports Ltd, holder of the
Bet90 brand, and b) 51% of the entire issued share capital of T4U
Marketing Ltd for a total consideration of EUR510,000, with an
option to acquire the remaining 49% of the share capital within 12
months after completion of the transaction.
Due to their timing, the impact of these two acquisitions on the
results for the first six months of 2017 is not material. The T4U
Marketing operations have now been integrated into the Veltyco
operations.The Bet90 transaction completed on 28 June 2017 and the
website went live on 28 July 2017.
Outlook
The Board is pleased to confirm that trading during the third
quarter of 2017 has continued to be strong, exceeding current
market expectations. Furthermore, the Bet90 operations add a new
stream of income to the Company's operations. Bet90's online
platform runs on the SBTech sportsbook. The Bet90 website is
expected to deliver a contribution in the financial year ending 31
December 2018 and the Board is focusing on expanding these
operations rapidly.
Given current levels of business, the Board expects the results
for the year ending 31 December 2017 to be ahead of the current
market expectations.
Dividend
Given the strong trading performance of the business, the Board
will consider paying a dividend in 2018 based on the final results
for 2017.
David Mathewson
Chairman
18 September 2017
CONSOLIDATED STATEMENT OF COMPREHENSIVE
INCOME
Unaudited Unaudited Audited
period period
ended ended Year ended
30 June 30 June 31 December
2017 2016 2016
Note EUR EUR EUR
Revenues 6,355,573 2,102,558 6,082,468
Salary expense (367,176) (278,888) (608,825)
Marketing and selling expense (1,770,023) (798,484) (2,682,422)
General administrative
expense (417,020) (281,057) (683,246)
Listing expenses - - (123,850)
Depreciation, amortisation
and impairment expense (147,299) (272,768) (362,179)
------------- ------------- -------------
Total administrative expenses (2,701,518) (1,631,197) (4,460,522)
------------- ------------- -------------
Operating profit 3,654,055 471,361 1,621,946
Reverse asset acquisition
expense - (1,555,898) (1,555,898)
Financial income/(expense) 40,291 (38,752) (9,286)
------------- ------------- -------------
Profit before tax 3,694,346 (1,123,289) 56,762
Taxation (92,350) - (36,144)
Profit/(loss) for the financial
period 3,601,996 (1,123,289) 20,618
------------- ------------- -------------
Earnings per share
- Basic (in EUR) 2 0.0514 (0.0257) 0.0004
- Diluted (in EUR) 2 0.0478 (0.0257) 0.0004
CONSOLIDATED STATEMENT OF FINANCIAL
POSITION
Unaudited Unaudited Audited
30 June 30 June 31 December
2017 2016 2016
Note EUR EUR EUR
Non-current assets
Property, plant and
equipment 3,344 4,971 4,158
Intangible assets 3 5,104,260 23,235 2,740,792
Loans receivable 916,197 930,207 916,197
Total non-current assets 6,023,801 958,413 3,661,147
------------ ------------ ----------------
Current assets
Cash and cash equivalents 1,320,692 498,763 144,125
Loans receivable 1,627,034 1,604,726 1,590,883
Trade and other receivables 4,776,969 951,696 2,602,338
Total current assets 7,724,695 3,055,185 4,337,346
------------ ------------ ----------------
Total assets 13,748,496 4,013,598 7,998,493
------------ ------------ ----------------
Equity and liabilities
Share Capital - - -
Additional paid-in capital 3 13,170,817 7,527,090 10,614,354
Reverse asset acquisition
reserve (6,046,908) (6,046,908) (6,046,908)
Retained earnings 6,000,347 1,201,823 2,376,540
Equity attributable
to owners of the parent 13,124,256 2,682,005 6,943,986
------------ ------------ ----------------
Non-controlling interests 9,103 - -
Total shareholders'
equity 13,133,359 2,682,005 6,943,986
------------ ------------ ----------------
Non-current liabilities
Borrowings 26,730 147,795 26,358
Total non-current liabilities 26,730 147,795 26,358
------------ ------------ ----------------
Current Liabilities
Trade and other payables 588,407 1,183,798 1,028,149
Total current liabilities 588,407 1,183,798 1,028,149
------------ ------------ ----------------
Total equity and liabilities 13,748,496 4,013,598 7,998,493
------------ ------------ ----------------
CONSOLIDATED STATEMENT OF CHANGES
IN EQUITY
Other reserves
Additional -
paid Reverse
Share in asset Retained
acquisition
capital capital reserve earnings Total
EUR EUR EUR EUR EUR
Balance as at 1
January 2016 (restated) - 6,046,980 (6,046,908) 2,304,891 2,304,963
---------- ------------ --------------- ------------- -------------
Profit for the
financial period - - - (1,123,288) (1,123,288)
Share based acquisition - - - - -
Share based payments - 90,909 - 20,220 111,129
Issue of share
capital - 1,389,201 - - 1,389,201
Balance as at 30
June 2016 - 7,527,090 (6,046,908) 1,201,823 2,682,005
---------- ------------ --------------- ------------- -------------
Balance as at 1
January 2016 (restated) - 6,046,980 (6,046,908) 2,304,891 2,304,963
---------- ------------ --------------- ------------- -------------
Profit for the
financial period - - - 20,618 20,618
Share based acquisition - 2,801,592 - - 2,801,592
Share based payments - 90,909 - 51,031 141,940
Issue of share
capital - 1,674,873 - - 1,674,873
Balance as at 31
December 2016 - 10,614,354 (6,046,908) 2,376,540 6,943,986
---------- ------------ --------------- ------------- -------------
Profit for the
financial period - - - 3,601,996 3,601,996
Share based payments - - - 21,811 21,811
Issue of share
capital - 2,556,463 - - 2,556,463
Balance as at 30
June 2017 - 13,170,817 (6,046,908) 6,000,347 13,124,256
---------- ------------ --------------- ------------- -------------
CONSOLIDATED STATEMENT OF
CASH FLOWS
Unaudited Unaudited Audited
30 June 30 June 31 December
2017 2016 2016
EUR EUR EUR
Cash flows from operating
activities
Operating profit 3,654,055 471,361 1,621,946
Adjustments for:
Share based payments 21,811 30,303 53,016
Depreciation 812 - 813
Amortisation of intangibles 146,487 2,321 86,356
Impairment - 270,447 275,011
------------- ----------- -------------
Cash flow from operations
before working capital changes 3,823,165 774,432 2,037,142
(Increase) in trade and other
receivables (2,210,780) (378,481) (1,761,112)
(Decrease) in trade and other
payables (531,720) (58,223) (307,415)
------------- ----------- -------------
Cash flow from operations 1,080,665 337,728 (31,385)
Tax paid - - (50,144)
Cash flow from operating
activities 1,080,665 337,728 (81,529)
------------- ----------- -------------
Cash flow from investing
activities
Acquisitions of subsidiairies (2,500,852) - -
Acquisitions of intangible
assets - (270,447) (275,011)
Loans granted - (29,743) (767,701)
Loans repayments received - - 497,800
Interest received 40,291 42,073 80,388
Cash acquired on reverse
asset acquisition - 2,112 2,112
Net cash outflow from investing
activities (2,460,561) (256,005) (462,412)
------------- ----------- -------------
Cash flow from financing
activities
Proceeds of issue of new
shares 2,556,463 410,606 646,278
Repayment of borrowings - (35,354) -
Net cash inflow from financing
activities 2,556,463 375,252 646,278
------------- ----------- -------------
Net increase in cash and
cash equivalents 1,176,567 456,975 102,337
Cash and cash equivalents
at start of period 144,125 41,788 41,788
------------- ----------- -------------
Cash and cash equivalents
at end of period 1,320,692 498,763 144,125
------------- ----------- -------------
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE SIX MONTHSED 30 JUNE 2017
1 Basis of preparation
The interim consolidated financial statements incorporate the
results of Veltyco Group plc (the "Company") and entities
controlled by the Company (its subsidiaries) (collectively the
"Group").
The interim consolidated financial statements are unaudited, do
not constitute statutory accounts and were approved by the Board of
directors on 18 September 2017.
The preparation of interim consolidated financial statements
requires management to make judgements, estimates and assumptions
that affect the application of accounting policies and the reported
amounts of assets and liabilities, income and expense. Actual
results may differ from these estimates.
In preparing the interim consolidated financial statements, the
significant judgements made by management in applying the Group's
accounting policies and the key sources of estimation uncertainty
were the same as those that applied to the consolidated financial
statements as at and for the year ended 31 December 2016.
The interim financial information in this report has been
prepared using accounting policies consistent with IFRS as adopted
by the European Union. IFRS is subject to amendment and
interpretation by the International Accounting Standards Board
(IASB) and the IFRS Interpretations Committee and there is an
ongoing process of review and endorsement by the European
Commission. These policies are consistent with those to be adopted
in the Group's consolidated financial statements for the year ended
31 December 2017. The accounting policies applied by the Group in
this interim report are the same as those applied by the Group in
the consolidated financial statements for the year ended 31
December 2016.
The principal risks and uncertainties of the Group have not
changed since the last annual financial statements where a detailed
explanation of such risks and uncertainties can be found.
2 Earnings per share
The calculation of earnings per share is based on the following
earnings and number of shares.
6 months 6 months Year ended
ended ended 31 December
30 June 30 June 2016
2017 2016
EUR EUR EUR
------------- ------------- -------------
Profit/(loss) for the purposes of basic loss per share being net profit/(loss) after
tax attributable
to equity 3,601,996 (1,123,289) 20,618
Number of shares
Weighted average number
of ordinary shares for
the purposes of basic
earnings per share 70,023,762 43,753,775 53,116,500
Weighted average number
of dilutive share options 5,344,020 260,000 2,802,010
------------- ------------- -------------
Weighted average number
of ordinary shares for
the purposes of diluted
earnings per share 75,367,782 44,013,775 55,918,510
Basic earnings per share
(in EUR ) 0.0514 (0.0257) 0.0004
Diluted earnings per
share (in EUR ) 0.0478 (0.0257) 0.0004
Basic profit/(loss) per share has been calculated by dividing
the net results attributable to ordinary shareholders by the
weighted average number of shares in issue during the period
adjusted for the exchange ratio in the reverse asset acquisition.
This exchange ratio has also been applied to the weighted average
number of dilutive share options for the purposes of calculating
diluted earnings per share.
3 Significant events during the reporting period
On 13 April 2017 the Company announced that it had raised
EUR2.55 million (before expenses) on a private basis with a small
number of investors via the issue of 5,604,551 new ordinary shares
of no par value ("Ordinary Shares") (the "Subscription") to new and
existing investors. The new Ordinary Shares were issued at 39 pence
per new Ordinary Share, representing 8.3% of the Company's existing
share capital at that time and 7.7% of its enlarged share
capital.
The Subscription was undertaken in order to satisfy the cash
consideration for two acquisitions:
1) the acquisition of 51% of the entire issued share capital of
Quasar Holdings Limited for a total consideration of EUR2 million
(completed on 28 June 2017), and;
2) the acquisition of 51% of the entire issued share capital of
T4U Marketing Ltd for a total consideration of EUR510,000 with an
option to acquire the remaining 49% of the share capital (completed
on 13 April 2017).
As per IFRS 3, Business Combinations, the Directors are
determining the fair value accounting for these acquisitions. To
value these acquisitions, the Directors have contacted an external
valuation expert to determine these fair values. At the time of
preparation of this report, this valuation was not yet completed.
Therefore balances reported may change in the 2017 full year
report.
On 16 January 2017, Mr Ilan Tzorya joined the Board of Directors
of the Group.
4 Subsequent events
On 5 July 2017, after the Company's AGM, the Company announced
that options over 300,000 ordinary shares of no par value (Ordinary
Shares") were granted under the Company's Long Term Incentive Plan
May 2016 (as amended) to each of David Mathewson, Marcel
Noordeloos, Hans Dahlgren and Mark Rosman with an exercise price of
65p per share, being the closing bid price of the Ordinary Shares
the day before the grant. The total of 1,200,000 options vest in
equal instalments over 4 years commencing the expiry of one year
from the date of grant. Any unexercised options lapse on the fifth
anniversary of the date of grant.
On 21 July 2017, the Company announced that it had received an
exercise notice for the exercise of 733,521 warrants over ordinary
shares of no par value in the capital of the Company ("Ordinary
Shares"), which were granted on 30 June 2016, at an exercise price
of 31p per share.
Furthermore, the Company issued 191,827 new ordinary shares of
no par value in the Company to a creditor that preferred shares
over cash at a price of 75p to satisfy an invoice for services of
GBP143,870. Following these share issuances a total of 74,156,159
Ordinary Shares are in issue.
A copy of the Company's unaudited interim results for the six
months to 30 June 2017 are available on the Company's website at
www.veltyco.com.
This information is provided by RNS
The company news service from the London Stock Exchange
END
IR OKPDPABKDFCD
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