TIDMJWNG

RNS Number : 1489I

Jaywing PLC

10 December 2020

The information contained within this announcement is deemed to constitute inside information as stipulated under the Market Abuse Regulation (EU) No. 596/2014. Upon the publication of this announcement, this inside information is now considered to be in the public domain.

Jaywing plc

Interim Results 2020/2021

Jaywing plc (AIM: JWNG) the integrated agency powered by data science, today announces its interim results for the six months ended 30 September 2020 ("H1").

Financial highlights

 
                                    6 months to 30    6 months to 30 
                                    September 2020    September 2019 
                                           GBP'000 
                                                             GBP'000 
 
 Net Revenue*                                9,342            11,996 
                                  ----------------  ---------------- 
 Adjusted EBITDA** 
  Including IFRS 16                          1,389             (573) 
 
  Excluding IFRS 16                          1,034             (945) 
                                  ----------------  ---------------- 
 Cash Generated from Operations 
  Including IFRS 16                          1,914               380 
 
  Excluding IFRS 16                          1,559                 8 
                                  ----------------  ---------------- 
 Net Debt (excluding IFRS 
  16) ***                                  (5,131)           (5,748) 
                                  ----------------  ---------------- 
 

Reconciliation of Operating Profit / (Loss) with Adjusted EBITDA

 
                                         6 months to 30    6 months to 30 
                                         September 2020    September 2019 
                                                GBP'000           GBP'000 
 
 Operating Profit / (Loss)                           72           (1,380) 
                                       ----------------  ---------------- 
 Add Back: 
                                       ----------------  ---------------- 
 Depreciation                                       126               187 
                                       ----------------  ---------------- 
 Depreciation of right of 
  use assets                                        332               333 
                                       ----------------  ---------------- 
 Amortisation of intangibles                        660               777 
                                       ----------------  ---------------- 
 EBITDA                                           1,190              (83) 
                                       ----------------  ---------------- 
 Impairment of other intangibles****                690                 - 
                                       ----------------  ---------------- 
 Restructuring charges                              205               295 
                                       ----------------  ---------------- 
 Share based payment charges 
  / (credits)                                     (696)             (785) 
                                       ----------------  ---------------- 
 Adjusted EBITDA                                  1,389             (573) 
                                       ----------------  ---------------- 
 

* Revenue less third-party direct costs of sale

** Adjusted EBITDA represents EBITDA before restructuring costs, impairment charges and share based payment charges / (credits)

*** Including accrued interest

**** Impairment of historic trademark assets following brand integration under Jaywing during the period

Operational Highlights

-- GBP2.0m improvement in adjusted EBITDA to GBP1.4m, compared with a GBP0.6m loss in the prior comparative period

   --      GBP1.9m cash generated from operations including IFRS 16 (GBP1.6m Excluding IFRS 16) 
   --      Reduction of net debt excluding IFRS 16 to (GBP5.1m) 
   --      Business now integrated with a sector-focused structure and a platform for growth 

Commenting on the results, Andrew Fryatt, CEO of Jaywing plc, said :

"I'm delighted to report a significant turnaround in Jaywing's profitability, to deliver GBP1.4m of adjusted EBITDA for the half year period, compared with a loss of GBP0.6m for the prior year comparative period, despite a fall in revenue primarily brought about by the COVID pandemic. We have been able to stabilise the business and restore it to both profitability and strong cashflow generation. We continue to operate successfully on a remote basis, and have taken measures to secure our financial position, including voluntary salary reductions, cost reductions, rent deferrals, use of Government grant income and deferral of certain HMRC payments. These actions have ensured that despite the revenue reduction, the impact on EBITDA was mitigated and we have been able to retain key employees so that we are now well positioned to benefit as revenues start to rebuild.

There was a strong improvement in cash generation in the half (GBP1.9m including IFRS16), enabling a reduction in net debt excluding IFRS 16 to (GBP5.1m).

The restructuring plan that commenced last year continued into the current year, and in August we reorganised our UK businesses to focus on making our full range of services available to our entire client base, whilst reducing headcount by a further 20 heads. Our front office teams are now focused on three broad sectors: Retail, FMCG and Financial & Professional Services (the full make up of each sector is detailed in Note 5). They are supported by 4 operational divisions: Data Science, Performance & Media Science, Creative and Public Relations. Together, these enable our proposition of an "integrated agency powered by data science", which is proving ever more relevant in the current climate.

In Australia, just after the end of the first half of the year we completed the acquisition of the remaining 25% of the shares of Massive Group Pty Ltd, not already owned by Jaywing, a key step towards our two Australian businesses coming together as "Jaywing Australia", to deliver the same integrated approach. Our Australian and UK teams are working increasingly closely to develop capabilities and deliver client projects, including some initial projects in the data science space.

Despite the COVID-related revenue reduction, net revenue per employee increased by 3.8% to GBP32.7k in the first half, with an adjusted EBITDA of GBP5.1k per employee.

Across the Group, Online Performance remains our biggest workstream, at 43% of net revenues, but we are focused on increasing the breadth of services delivered in each of our core sectors. In the first half, for example, we achieved a 7% increase in Brand Performance from Financial Services clients, as well as Data Science & Analysis based contracts increasing as a share of net revenues (now 27%). We believe that our ability to bring together these disciplines to solve client challenges, whether in Marketing or Risk, gives us a fundamental advantage in the marketplace.

Having just moved from the second lockdown into the new tiered structure, we remain cautious about the full year outlook. We have continued to win new business with new clients including Ikano Bank, Starling Bank, Studio Retail and Costcutter, and also additional business with existing clients, including award-winning work for KCOM. However, whilst some clients are now spending at or above pre-pandemic levels, others have continued to defer expenditure in the face of the ongoing COVID impact on their business. We are nonetheless confident that the business is now on a secure footing with the foundations in place for recovery and future growth."

Enquiries :

 
 Jaywing plc 
 Caroline Ackroyd (CFO / Company    Tel: 0114 281 1200 
  Secretary) 
 Cenkos Securities plc 
 Nicholas Wells / Callum Davidson   Tel: 020 7397 8900 
 

Consolidated statement of comprehensive income

 
 
                                                  Unaudited      Unaudited 
                                                 Six months     Six months      Audited 
                                                      ended          ended         year 
                                                    30 Sept        30 Sept        ended 
                                                       2020           2019     31 March 
                                                                                   2020 
                                        Note        GBP'000        GBP'000      GBP'000 
 
 
 Revenue                                             11,319         13,815       29,723 
 Direct costs                                       (1,977)        (1,819)      (5,680) 
                                              -------------  -------------  ----------- 
 Net Revenue                             5            9,342         11,996       24,043 
 Other operating income                  6              599             20           38 
 Amortisation                                         (660)          (777)      (1,547) 
 Operating expenses                                 (9,209)       (12,619)     (31,408) 
                                              -------------  -------------  ----------- 
 Operating income / (loss)                               72        (1,380)      (8,874) 
                                              -------------  -------------  ----------- 
 Finance income                                           -              1            - 
 Finance costs                                        (323)          (157)        (518) 
                                              -------------  -------------  ----------- 
 Net financing costs                                  (323)          (156)        (518) 
                                              -------------  -------------  ----------- 
 Loss before tax                                      (251)        (1,536)      (9,392) 
 Tax (charge) / credit                                (136)            321          436 
                                              -------------  -------------  ----------- 
 Loss after tax for the period                        (387)        (1,215)      (8,956) 
 Loss for the period is attributable 
  to: 
 Non-controlling interests                              114             74          188 
 Owners of the parent                                 (501)        (1,289)      (9,144) 
                                              -------------  -------------  ----------- 
                                                      (387)        (1,215)      (8,956) 
 Other comprehensive income 
 
 Items that will be reclassified 
  subsequently to profit or 
  loss 
 Exchange differences on 
  retranslation of foreign 
  operations                                            181           (13)        (155) 
                                              -------------  -------------  ----------- 
 Total comprehensive loss 
  for the period                                      (206)        (1,228)      (9,111) 
                                              -------------  -------------  ----------- 
 
 Total comprehensive loss 
  is attributable to: 
 Non-controlling interests                              114             74          188 
                                              -------------  -------------  ----------- 
 Owners of the parent                                 (320)        (1,302)      (9,299) 
                                              -------------  -------------  ----------- 
                                                      (206)        (1,228)      (9,111) 
 
 Loss per share                         7 
 Basic loss per share from 
  continuing operations                             (0.54p)        (1.38p)      (9.95p) 
 
 Diluted loss per share from 
  continuing operations                             (0.54p)        (1.38p)      (9.95p) 
 

Consolidated balance sheet

 
 
                                                 Unaudited     Unaudited      Audited 
                                                   30 Sept       30 Sept     31 March 
                                                      2020        2019 #         2020 
                                        Note       GBP'000       GBP'000      GBP'000 
 Assets 
 Non-current assets 
 Property, plant and equipment                       2,460         3,330        2,887 
 Goodwill                                           27,865        33,054       27,586 
 Other intangible assets                             1,302         3,650        2,604 
                                              ------------  ------------  ----------- 
                                                    31,627        40,034       33,077 
                                              ------------  ------------  ----------- 
 
 Current assets 
 Trade and other receivables                         5,856         6,522        5,877 
 Tax receivable                                        421           285          391 
 Cash and cash equivalents                           3,044             1        1,996 
                                                     9,321         6,808        8,264 
                                              ------------  ------------  ----------- 
 Total assets                                       40,948        46,842       41,341 
                                              ------------  ------------  ----------- 
 
 Liabilities 
 Current liabilities 
 Bank overdraft                          8               -         (549)            - 
 Other interest-bearing loans 
  and borrowings                         8         (8,175)       (1,800)      (7,939) 
 Trade and other payables                          (9,141)       (8,154)      (8,447) 
 Current lease liabilities                           (678)         (678)        (678) 
 Tax payable                                             -             -        (106) 
 Provisions                                           (42)          (42)         (42) 
                                              ------------  ------------  ----------- 
                                                  (18,036)      (11,223)     (17,212) 
                                              ------------  ------------  ----------- 
 
 Non-current liabilities 
 Other interest-bearing loans 
  and borrowings                         8               -       (3,400)            - 
 Lease liability                                   (1,200)       (1,770)      (1,515) 
 Deferred tax liabilities                            (422)         (552)        (422) 
                                                   (1,622)       (5,722)      (1,937) 
                                              ------------  ------------  ----------- 
 Total liabilities                                (19,658)      (16,945)     (19,149) 
                                              ------------  ------------  ----------- 
 
 Net assets                                         21,290        29,897       22,192 
                                              ------------  ------------  ----------- 
 
 Equity 
 
   Capital and reserves attributable 
   to equity holders of the 
   company 
 Share capital                           9          34,992        34,992       34,992 
 Share premium account                              10,088        10,088       10,088 
 Capital redemption reserve                            125           125          125 
 Shares purchased for treasury                        (25)          (25)         (25) 
 Share option reserve                                    -           683          696 
 Foreign currency translation 
  reserve                                               26          (13)        (155) 
 Retained earnings                                (25,369)      (17,178)     (24,868) 
                                              ------------  ------------  ----------- 
 Equity attributable to owners 
  of the parent                                     19,837        28,672       20,853 
 
 Non-controlling interest                            1,453         1,225        1,339 
 
 Total equity                                       21,290        29,897       22,192 
                                              ------------  ------------  ----------- 
 

# 2019 Interim balance sheet restated (see note 4)

Consolidated cash flow statement

 
                                               Unaudited     Unaudited 
                                              Six months    Six months      Audited 
                                                   ended         ended         year 
                                                 30 Sept       30 Sept        ended 
                                                    2020        2019 #     31 March 
                                                                               2020 
                                      Note       GBP'000       GBP'000      GBP'000 
 Cash flow from operating 
  activities 
 Loss for the period                               (387)       (1,215)      (8,956) 
 Adjustment for: 
 Depreciation, amortisation 
  and impairment                                   1,808         1,297        8,333 
 Foreign exchange                                      -          (15)            - 
 Finance income                                        -           (1)            - 
 Finance costs                                       323           157          518 
 Share based payment charge                        (696)         (155)        (484) 
 Taxation                                            136         (321)        (436) 
                                            ------------  ------------  ----------- 
 Operating cash flow before 
  changes in working capital                       1,184         (253)      (1,025) 
 
 (Increase) / Decrease in 
  trade and other receivables                       (20)         1,736        2,428 
 Increase / (Decrease) in 
  trade and other payables                           750       (1,103)        (450) 
                                            ------------  ------------  ----------- 
 Cash (used in)/generated 
  from operations                                  1,914           380          953 
 Interest received                                     -             1            - 
 Interest paid                                      (41)         (103)        (279) 
 Tax paid                                          (152)         (273)        (309) 
                                            ------------  ------------  ----------- 
 Net cash flow from operating 
  activities                                       1,721             5          365 
                                            ------------  ------------  ----------- 
 Cash flows from investing 
  activities 
 Payment of deferred consideration                 (279)         (325)        (325) 
 Acquisition of intangible 
  assets                                            (48)          (63)        (108) 
 Acquisition of property, 
  plant and equipment                               (31)          (33)         (66) 
 Net cash outflow from investing 
  activities                                       (358)         (421)        (499) 
                                            ------------  ------------  ----------- 
 Cash flows from financing 
  activities 
 Increase in borrowings                                -             -        7,700 
 Repayment of borrowings                               -         (450)      (5,650) 
 Repayment of lease liabilities                    (315)         (372)        (610) 
 Acquisition of non-controlling                        -             -            - 
  interest 
 Net cash outflow from financing 
  activities                                       (315)         (822)        1,440 
                                            ------------  ------------  ----------- 
 Net increase / (decrease) 
  in cash, cash equivalents 
  and bank overdrafts                              1,048       (1,238)        1,306 
 Cash and cash equivalents 
  at beginning of period                           1,996           690          690 
                                            ------------  ------------  ----------- 
 Cash and cash equivalents 
  at end of period                                 3,044         (548)        1,996 
                                            ------------  ------------  ----------- 
 
 Cash and cash equivalents 
  comprise: 
 Cash at bank and in hand                          3,044             1        1,996 
 Bank overdrafts                       8               -         (549)            - 
                                            ------------  ------------  ----------- 
 Cash and cash equivalents 
  at end of period                                 3,044         (548)        1,996 
                                            ------------  ------------  ----------- 
 
 # 2019 Interim cashflow 
  statement restated (see 
  note 4) 
 
 

Consolidated statement of changes in equity

 
                                                                                  Foreign 
                                    Share      Capital                Share      currency                    Equity 
                          Share   premium   redemption   Treasury    option   translation   Retained   attributable   Non-controlling     Total 
                        capital   account      reserve     Shares   reserve       reserve   earnings      to parent          interest    equity 
                        GBP'000   GBP'000      GBP'000    GBP'000   GBP'000       GBP'000    GBP'000        GBP'000           GBP'000   GBP'000 
                       --------  --------  -----------  ---------  --------  ------------  ---------  -------------  ----------------  -------- 
 Balance at 31 March 
  2019 
  (audited)              34,992    10,088          125       (25)       838             -   (15,889)         30,129             1,151    31,280 
                       --------  --------  -----------  ---------  --------  ------------  ---------  -------------  ----------------  -------- 
 Charge in respect 
  of share-based 
  payments                    -         -            -          -     (155)             -          -          (155)                 -     (155) 
                       --------  --------  -----------  ---------  --------  ------------  ---------  -------------  ----------------  -------- 
 Transactions with 
  owners                      -         -            -          -     (155)             -          -          (155)                 -     (155) 
 Loss for the period          -         -            -          -         -             -    (1,289)        (1,289)                74   (1,215) 
 Retranslation of 
  foreign currency            -         -            -          -         -          (13)          -           (13)                 -      (13) 
                       --------  --------  -----------  ---------  --------  ------------  ---------  -------------  ----------------  -------- 
 Total comprehensive 
  income for the 
  period                      -         -            -          -         -          (13)    (1,289)        (1,302)                74   (1,228) 
                       --------  --------  -----------  ---------  --------  ------------  ---------  -------------  ----------------  -------- 
 Balance at 30 
  September 
  2019 (unaudited)       34,992    10,088          125       (25)       683          (13)   (17,178)         28,672             1,225    29,897 
                       --------  --------  -----------  ---------  --------  ------------  ---------  -------------  ----------------  -------- 
 
 Charge in respect 
  of share-based 
  payments                    -         -            -          -       178             -          -            178                 -       178 
                       --------  --------  -----------  ---------  --------  ------------  ---------  -------------  ----------------  -------- 
 Transactions with 
  owners                      -         -            -          -       178             -          -            178                 -       178 
 Loss for the period          -         -            -          -         -             -    (7,855)        (7,855)               114   (7,741) 
 Transfer in relation 
  to lapsed share 
  options                     -         -            -          -     (165)             -        165              -                 -         - 
 Retranslation of 
  foreign currency            -         -            -          -         -         (142)          -          (142)                 -     (142) 
 Total comprehensive 
  income for the 
  period                      -         -            -          -     (165)         (142)    (7,690)        (7,997)               114   (7,883) 
                       --------  --------  -----------  ---------  --------  ------------  ---------  -------------  ----------------  -------- 
 Balance at 31 March 
  2020 (audited)         34,992    10,088          125       (25)       696         (155)   (24,868)         20,853             1,339    22,192 
                       --------  --------  -----------  ---------  --------  ------------  ---------  -------------  ----------------  -------- 
 
 Charge in respect 
  of share-based 
  payments                    -         -            -          -     (696)             -          -          (696)                 -     (696) 
                       --------  --------  -----------  ---------  --------  ------------  ---------  -------------  ----------------  -------- 
 Transactions with 
  owners                      -         -            -          -     (696)             -          -          (696)                 -     (696) 
 Loss for the period          -         -            -          -         -             -      (501)          (501)               114     (387) 
 Transfer in relation 
  to lapsed share 
  options                     -         -            -          -         -             -          -              -                           - 
 Retranslation of 
  foreign currency            -         -            -          -         -           181          -            181                 -       181 
                       --------  --------  -----------  ---------  --------  ------------  ---------  -------------  ----------------  -------- 
 Total comprehensive 
  income for the 
  period                      -         -            -          -         -           181      (501)          (320)               114     (206) 
                       --------  --------  -----------  ---------  --------  ------------  ---------  -------------  ----------------  -------- 
 Balance at 30 
  September 
  2020 (unaudited)       34,992    10,088          125       (25)         -            26   (25,369)         19,837             1,453    21,290 
                       --------  --------  -----------  ---------  --------  ------------  ---------  -------------  ----------------  -------- 
 
 
   1.     General Information 

Jaywing plc (the "Company") is incorporated and domiciled in the United Kingdom. The Company is listed on the AIM market of the London Stock Exchange. The registered address is Albert Works, Sidney Street, Sheffield,

S1 4RG.

The interim financial information was approved for issue on 10 December 2020.

   2.     Basis of preparation 

The consolidated interim financial statements for the six months ended 30 September 2020, which are unaudited, have been prepared in accordance with applicable accounting standards and under the historical cost convention except for certain financial instruments that are carried at fair value.

The financial information for the year ended 31 March 2020 set out in this interim report does not constitute statutory accounts as defined in Section 434 of the Companies Act 2006. The Group's statutory financial statements for the year ended 31 March 2020 have been filed with the Registrar of Companies. The auditor's report on those financial statements was unqualified and did not contain statements under Section 498 (2) or Section 498 (3) of the Companies Act 2006. The report of the auditor did however draw attention by way of emphasis, without qualifying the report, to the material uncertainty due to Covid-19 identified by the directors in relation to the going concern basis of preparation.

The consolidated interim financial information should be read in conjunction with the annual financial statements for the year ended 31 March 2020, which have been prepared in accordance with International Financial Reporting Standards (IFRSs) as adopted by the European Union.

   3.     Accounting policies 

The principal accounting policies of Jaywing plc and its subsidiaries ("the Group") are consistent with those set out in the Group's 2020 annual report and financial statements.

Taxes on income in the interim periods are accrued using the tax rate that would be applicable to expected total annual earnings.

   4.     Comparative Restatement 

The amounts in the prior year consolidated balance sheet and consolidated interim cash flow statement have been restated for misstatements relating to the presentation of IFRS 16 lease disclosures. These restatements have no effect on the Group's loss or net assets in the prior period.

   5.     Segment information (unaudited) 

Jaywing reports its business activities by net revenue in three areas: Brand Performance, Online Performance and Data Science & Analysis and by three main market facing sectors and groups. The 2019 results have been restated into the new segments.

Net Revenue by Segment

 
 Six months ended       Retail      FMCG      F&PS     Total 
  30 Sept 2020 
                       GBP'000   GBP'000   GBP'000   GBP'000 
 Brand Performance         643     1,488       661     2,792 
 Online Performance      2,478       902       682     4,062 
 Data Science 
  & Analysis               333       276     1,879     2,488 
                      --------  --------  --------  -------- 
 Total                   3,454     2,666     3,222     9,342 
                      --------  --------  --------  -------- 
 
 
 Six months ended       Retail      FMCG      F&PS     Total 
  30 Sept 2019 
                       GBP'000   GBP'000   GBP'000   GBP'000 
 Brand Performance         871     2,052       616     3,539 
 Online Performance      2,978     1,603       918     5,499 
 Data Science 
  & Analysis               449       415     2,094     2,958 
                      --------  --------  --------  -------- 
 Total                   4,298     4,070     3,628    11,996 
                      --------  --------  --------  -------- 
 
   "Retail" includes:   Retail, Travel & Leisure, Hospitality, Property & Utilities 

"FMCG" includes: Consumer Goods, Industrial, Telecoms, Support Services, Healthcare, Education, Public Sector & Non-Profit

   "F&PS" includes:   Financial & Professional Services 
   6.     Other Operating Income 

The group has been in receipt of various Government funds in the period to 30 September 2020 relating to COVID-19 programs. The amounts in Other Operating Income reflect income relating to the UK Government's Coronavirus Job Retention Scheme, and the Australian Government's Job Keepers and Cash flow Boost schemes.

   7.     Loss per share (unaudited) 
 
                           Six months   Six months     Audited 
                                ended        ended        year 
                              30 Sept      30 Sept       ended 
                                 2020         2019    31 March 
                                                          2020 
                                                         Pence 
                                Pence        Pence         per 
                            per share    per share       Share 
 
 Basic loss per share         (0.54p)      (1.38p)     (9.95p) 
 
 Diluted loss per share       (0.54p)      (1.38p)     (9.95p) 
 

Loss per share has been calculated by dividing the loss attributable to shareholders by the weighted average number of ordinary shares in issue during the period. The calculations of basic and diluted loss per share are:

 
                                           Six months   Six months     Audited 
                                                ended        ended        year 
                                              30 Sept      30 Sept       ended 
                                                 2020         2019    31 March 
                                                                          2020 
                                              GBP'000      GBP'000     GBP'000 
 Loss for the period attributable 
  to shareholders                               (501)      (1,289)     (9,299) 
 
 Weighted average number of                    Number       Number      Number 
  ordinary shares in issue:                      '000         '000        '000 
 
 Basic                                         93,432       93,432      93,432 
 Adjustment for share options, 
  warrants and contingent 
  shares                                            -        3,688       3,243 
                                          -----------  -----------  ---------- 
 Diluted                                       93,432       97,120      96,675 
                                          -----------  -----------  ---------- 
 
 
 
   8.     Bank overdraft, borrowings and loans (unaudited) 
 
                                                         Audited 
                                   30 Sept   30 Sept    31 March 
                                      2020      2019        2020 
 Summary                           GBP'000   GBP'000     GBP'000 
 Bank overdraft                          -       549           - 
 Borrowings, undiscounted 
  cash flows                         8,175     5,200       7,939 
                                  --------  --------  ---------- 
                                     8,175     5,749       7,939 
                                  --------  --------  ---------- 
 
 Borrowings are repayable 
  as follows: 
 Within 1 year 
  Bank overdraft                         -       549           - 
  Borrowings                         8,175     1,800       7,939 
                                  --------  --------  ---------- 
 Total due within 1 year             8,175     2,349       7,939 
 
 In more than one year but               -     3,400           - 
  less than two years 
 Total amount due                    8,175     5,749       7,939 
                                  --------  --------  ---------- 
 
 Average interest rates at               %         %           % 
  the balance sheet date were: 
   Overdraft                           N/A      2.00           - 
  Term loan                           5.10      4.05        5.42 
 

As the loans are at variable market rates their carrying amount is equivalent to their fair value.

A composite accounting system was set up with the Group's bankers in the period ending 30 September 2019, which allowed debit balances on overdraft to be offset across the Group with credit balances.

 
                            Cash at 
 Reconciliation of net     bank and 
  debt                      in hand   Overdraft   Borrowings   Net debt 
                            GBP'000     GBP'000      GBP'000    GBP'000 
 30 September 2020            3,044           -      (8,175)    (5,131) 
 31 March 2020                1,996           -      (7,939)    (5,943) 
 30 September 2019                1       (549)      (5,200)    (5,748) 
                         ----------  ----------  -----------  --------- 
 
   9.     Share capital (unaudited) 

Authorised:

 
                             45p deferred shares   5p ordinary shares 
                                         GBP'000              GBP'000 
 Authorised share capital 
  at 31 March 2020 and 
  30 September 2020                       45,000               10,000 
 
 

Allotted, issued and fully paid

 
                            45p deferred     5p ordinary 
                                  shares          shares 
                                  Number          Number     GBP'000 
 Issued share capital 
  at 31 March 2020 and 
  30 September 2020           67,378,520      93,432,217      34,992 
                         ---------------  --------------  ---------- 
 
 
 
   10.   Related party transactions (unaudited) 

There were no significant changes in the nature and size of related party transactions for the period from those disclosed in the Annual Report for the year ended 31 March 2020.

   11.   Post balance sheet event 

On 21 October 2020, the business completed the acquisition of the remaining 25% of the shares in Massive Group PTY Ltd ("Massive Group") which were not already owned by Jaywing following the exercise of the put option in relation to that 25% stake by entities controlled by the two directors of Massive Group in Australia. Jaywing now owns 100% of the shares in Massive Group, which has traded as Jaywing Australia since 2017.

The 25% stake was acquired for $4.0m (GBP2.2m) and the total consideration for the purchase of the 100% interest was $9.6m (GBP5.4m).

On 8 October 2020, the Company's Performance Share Plan terminated.

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