TIDMMIRI

RNS Number : 9791J

Mirriad Advertising PLC

22 August 2023

22 August 2023

Mirriad Advertising plc

("Mirriad" or the "Company")

Unaudited interim results

Mirriad, the leading in-content advertising company, today announces unaudited interim results for the six months ended 30 June 2023 (the "Period" or "H1").

H1 results webinar

The Company will host a webinar for analysts and investors at 14:00 BST on 22 August 2023 following which the presentation will be made available on the Company's website. If you would like to attend, please email

mirriad@charlottestreetpartners.com   to register for dial-in details. 

H1 2023 highlights:

Strategic developments

-- The Company completed a strategic review during the Period, concluding that a restructuring to significantly reduce net cash burn alongside an equity capital raise was the most appropriate route forward

-- Continued development of the Company's proprietary platform to deliver fully programmatic advertising sales, initially focused on the US market, with expectation of first recurring programmatic revenues in 2024

-- Continued development and penetration of the US supply-side customer base with strong focus on the major entertainment and connected TV players resulting in an expectation of contracting for a programmatic service with at least one of these US tier 1 customers by the end of 2023

-- Continued development and penetration of the US demand-side with strong focus on the top 20 advertisers by spend, significantly increased number of repeat buyers across key industry categories

-- Technology collaboration with Microsoft announced, targeting joint market activity and accelerated roadmap advancement including integration of advanced AI capabilities

   --    New partner signed in the Middle East boosting revenue in the EMEA region 

Financial headlines

-- Revenue for H1 of GBP592k (H1 2022: GBP577k) despite market headwinds in the US. Due to seasonal nature of key advertising markets and the sales pipeline, higher revenues are expected in H2 2023

   --    Gross proceeds from Placing and Open Offer in May 2023 of GBP6.3m (GBP5.7m net) 

-- Restructuring programme completed with cost of change of GBP186k recognised in the Period and Company on track to reduce net cash burn by approximately 35% from GBP1.1m in the 12 months to June 2023 to around GBP700k per month for the 12 months to June 2024

   --    Final closure of Chinese operations at the end of Q1 2023 

-- Closing cash at the end of June 2023 of GBP9.8m (30 June 2022: GBP17.7m) and no debt give a forecast runway to end August 2024

-- Marginal increase in cash consumption in the Period to GBP7.0m (H1 2022: GBP6.7m) due to a number of one-off receipts in the prior Period

-- Operating loss for the Period reduced to GBP7.5m (H1 2022: loss of GBP8.5m) as a result of cost reductions announced in 2022

   --    Loss per share 2p (H1 2022: loss 3p) 

KPIs - continuing operations*

 
 KPI                                                                                       H1 2023     H1 2022     Change 
      Supply side 
       1. Active supply partnerships                                                        18          17          +6% 
       2. Supply partners represented                                                        68          60          +13% 
       3. Seconds of content available                                                       410,808     337,862     +22% 
                                                                                          ----------  ----------  ------- 
      Demand side 
       1. Active agency relationships                                                       18          9           +100% 
       2. Number of advertisers who have run campaigns                                       31          18          +72% 
       3. Strategic and commercial partnership agreements with advertisers and agencies 
                                                                                             1           2           -50% 
                                                                                          ----------  ----------  ------- 
 

* data restated to exclude Chinese operations in H1 2022 comparatives

Stephan Beringer, CEO of Mirriad , said: "Our growing momentum with the biggest entertainment companies in the US and Europe shows Mirriad is now leading the in-content advertising category and that the overall market environment is turning in our direction because of the pressing need for new revenue streams. Our collaboration with Microsoft, which we announced in May 2023, has accelerated the development of our platform as an enterprise level solution that is ready for programmatically sold inventory - a key building block for tier 1 partnerships and prerequisite for the increased scale we've been working towards.

"On the demand side, the Company is focusing on a key account strategy for advertisers. Even before enabling programmatic trading, we already work with nine of the top twenty US advertisers, which account for over ten billion dollars in total combined annual advertising spend. We are also pleased to see an increase in repeat bookings in H1 from large customers in the automotive, retail, FMCG, food & beverage, healthcare and financial services industries.

"We are now moving from market building to growth phase, which we expect to kick in with programmatic revenues in 2024. This will move the Company from its current manual sales process to an automated sales process, facilitating scale. So far in 2023 we've seen improvements across the majority of our KPIs, despite continuing advertising market headwinds in the US and the fact that this is our first year without meaningful revenue from China.

"We expect materially higher revenues in H2 based on the seasonality of the advertising business. The recent cost-cutting measures required some difficult decisions but, following a successful equity fundraise and the strong focus on platform, programmatic and partnerships, we are confident the business is now on a strong footing moving into H2 and beyond."

S

For further information please visit www.mirriad.com or contact:

 
 Mirriad Advertising plc                        Tel: +44 (0)207 884 2530 
  Stephan Beringer, Chief Executive Officer 
  David Dorans, Chief Financial Officer 
 Nominated Adviser & Broker:                    Tel: +44 (0)20 7886 2500 
  Panmure Gordon 
  James Sinclair-Ford/Daphne Zhang (Corporate 
  Advisory) 
  Rupert Dearden (Corporate Broking) 
 Financial Communications: 
  Charlotte Street Partners 
  Tom Gillingham                                  Tel: +44 (0) 7741 659021 
  Fergus McGowan                                  Tel: +44 (0) 7590 049023 
 

This announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is disclosed in accordance with the company's obligations under Article 17 of MAR.

About Mirriad

Mirriad's award-winning solution unleashes new revenue for content producers and distributors by creating new advertising inventory in content. Our patented, AI and computer vision technology dynamically inserts products and innovative signage formats after content is produced. Mirriad's market-first solution seamlessly integrates with existing subscription and advertising models, and dramatically improves the viewer experience by limiting commercial interruptions.

Mirriad currently operates in the US, Europe and the Middle East.

Chairman's Statement

We have now completed the detailed strategic review and closed a successful equity fundraising round which gives us important clarity to now deliver on the agreed outcomes.

As has been widely reported, the macro-economic climate we operate in has not become any easier, but the decisions the Company has taken are intended to ensure Mirriad can ride out the current advertising market softness and effectively deploy what is an effective and scalable solution against global audience fatigue and shrinking volumes of available inventory.

The restructuring that resulted from the strategic review was not an easy process, and it's always challenging when a business has to say goodbye to colleagues. We wish those who have left the business the best for the next steps in their careers. Throughout the process we have focused on retaining a motivated workforce and I'm pleased to say morale is high and we have strong internal alignment as we drive the business forward.

As part of the strategic review, we have also changed the composition of our board. Alastair Kilgour and Lois Day have stepped down and I would like to personally thank them for their contribution to the business and their strategic insight during the recent period in particular.

We now look forward to further development in programmatic delivery, which is the key route to scale for the Company, particularly in the important US market. As we have indicated, we anticipate 2024 will be a key year for US revenues stemming from this transition.

At the same time, we are already starting to realise cost savings as a result of the steps taken during the strategic review, and continuing to drive these efficiencies will be a priority as we deliver on objectives. I have said previously, we will focus our spend in the areas which will have most impact whilst reducing and reprioritising expenditure away from areas with less immediate revenue generating potential, and this remains true today.

H2 is traditionally a busier period for ad campaign booking and we have a high-quality pipeline. I would like to again thank our shareholders for their continued engagement and patience during the strategic review. Management and the whole team are now hard at work converting the pipeline and preparing the Company for the transition to programmatic delivery which is the key enabler of Mirriad's future growth.

John Pearson

Non-executive Chairman

22 August 2023

Chief Executive Officer's Statement

Overview

We recorded a modest increase in overall H1 revenue in 2023 compared to H1 2022, as the Company still operates within its pre-programmatic sales model. This is set against a backdrop of significant and ongoing US advertising market pressure, which can be tracked back to Q4 2022.

It is pleasing to see our ability to make relative revenue progress in the EU and the Middle East while conditions are less favourable in the US, but the latter has by far the most potential and will remain our focus ahead of advertising market confidence returning.

We have seen improvement across most of the KPIs we regularly report against, and we expect to see further progress in the areas that have stayed broadly stable in this most recent reporting period.

Mirriad's future success will be driven by platform, programmatic and partnerships. All the work undertaken so far is to initiate Mirriad's transition to automated programmatic selling at scale, and with the key building blocks for this now falling into place, we are confident that the rewards will follow soon. The collaboration with Microsoft has accelerated our development, and there is more to come especially as we increasingly leverage Microsoft's leading AI capabilities in our platform.

Campaigns update

In terms of campaigns delivered in H1 2023, there were notable achievements with over 20 tier 1 brands across multiple categories including FMCG, automotive, retail, food & beverages, telco and alcohol. The number of advertisers who have run campaigns has increased by 72% since the comparative period in 2022, and now sits at 31 in total for H1 2023.

The performance of Mirriad campaigns has improved even further, with recent research results showing brand affinity up by 96%, purchase intent up by 54% and our format preferred more than eight times versus traditional TV spot advertising. These results clearly underline the superiority of our in-content format, as a growing number of advertisers renew their investments with us.

This month we released a white paper together with Kantar, the global leader in audience and media research. Our joint study found that a substantial 86% of all viewers take actions to avoid interruptive video advertising across broadcast and network TV, streaming, and online video. In contrast, viewers feel much more positive about in-content advertising from Mirriad and take no steps to avoid this integrated ad format. The research adds further evidence to the value of Mirriad's ad format for the entire industry across all distribution models including SVOD.

The same Kantar study also found that a viewer's negative perception of an ad format leads to lower purchase activity. Viewers are so over-saturated by TV and video advertising that, if they do see the ads, they purchase the advertised products and services at a lower rate. Mirriad's virtual in-content format compares very favourably due to its non-intrusive and natural nature. It is liked by viewers and, therefore, the research indicates that it is able to drive 35% more sales.

Pipeline and partners update

Our KPIs show a steep increase in the number of active agency relationships, as well as a rising number of advertisers who have run campaigns. We also saw an increase in repeat customers in H1 with a total of 14 repeat brands advertising in H1 2023 versus 4 in the same period in 2022. While we don't intend to advance the headline number of supply-side partnerships as rapidly going forward, we do expect the depth and breadth of the engagements with top 10 players in the US we're now focusing on, to take our business to its next level thanks to enterprise-level integrations, including the enablement of programmatically transacted inventory. Our expectation is to sign our first programmatic agreement with a major US entertainment content company by the end of this year.

Technology update

To date our revenue profile has been based on a labour-intensive manual sales process, and 2023 is the year we initiate the transition from this first market building and adoption phase to programmatic selling, which is expected to open up increased volumes, far shorter lead times, automated transactions and true scale. We anticipate this form of revenue building in the US market in particular in 2024.

Outlook

Now that we have completed the strategic review and the equity fundraising plan, we have a cash runway to the end of August 2024, which we expect to give us headroom to unlock the significant opportunity that exists with programmatic selling in 2024 in the US in particular.

Our pipeline is strong, with interest from the top players in the industry, thanks to the progress we have made technologically and by proving the unique performance of our solution with some of the biggest networks, advertisers and content owners as a true differentiator in what is a saturated and constrained global ad market.

This approach is our route to scaling the Company in line with its full potential in highly challenged multibillion dollar media and marketing industries, and to creating long-term shareholder value. Everyone at Mirriad is laser-focused on this objective, and I have every confidence in our re-shaped, highly motivated team's ability to deliver.

Stephan Beringer

Chief Executive

22 August 2023

Chief Financial Officer's Statement

Interim results

In H1 2023 revenues were modestly higher than the same period in 2022 even though this was the first year without material revenues from China. Revenues for the Period were GBP592k (H1 2022: GBP577k) an increase of 3%. Looking specifically at continuing operations results were more impressive with revenues for the Period increasing by 26% to GBP576k (H1 2022: GBP458k). Within this US revenues continued to be impacted by the overall slowdown in the US advertising market, an industry wide phenomenon that started in Q4 2022. This meant that US revenues declined Period on Period to GBP313k (H1 2022: GBP418k).

Conversely Europe & the Middle East ("EMEA") saw a significant growth in revenue, albeit from a modest base to GBP261k (H1 2022: GBP40k). This was a result of the sale of regular campaigns on both RTL Deutschland and ProSieben in Germany and a new Middle Eastern partner, MBC.

Gross profit for the Period increased modestly to GBP433k (H1 2022: GBP430k). The increase in Gross profit was slightly lower than the increase in revenue as a result of inflationary increases in the cost of sales. As previously stated, cost of sales is principally expenditure on staff as the increase was due to salary inflation.

The Group's operating loss decreased by 11% during the Period to GBP7.5m (H1 2022: GBP8.5m) because of a reduction in administrative expenses following the exit from our Chinese business and other cost saving measures instigated in H2 2022. The Company had previously flagged that the exit from China would lead to annualised savings of GBP1m and that other cost savings measures would lead to an incremental reduction in operating expenditure of around GBP1.5m on an annualised basis with an overall reduction of GBP2.5m anticipated on an annualised basis. This is before the impact of the restructuring announced in the Period. In total administrative expenses in the Period decreased by 10% to GBP8.0m (H1 2022: GBP8.9m). Headcount as at 30 June 2023 was 91 (30 June 2022: 109).

At the half year end, we have again reviewed our compliance with IAS 38 and we continue to believe that the inherent uncertainty of future revenue generation means that it is not appropriate to capitalise any of our development cost in the first six months of the year.

The Group continues to prioritise expenditure on research and development as it builds programmatic capability. Nevertheless, the Company chose to make some tactical reductions in its technology function in line with the wider business restructuring with a view to focusing spend on the transition to programmatic sales. For the period ending June 2023 total expenditure on research and development was broadly flat at GBP1.9m (H1 2022: GBP2.0m).

The loss for the period before tax decreased by 12% to GBP7.5m (H1 2022: GBP8.4m) in line with the decrease in operating loss noted above.

Tax

The Group has not recognised any tax assets in respect of trading losses arising in the current financial period or accumulated losses in previous financial years. The tax credit recognised in the current and previous period arises from the receipt of R&D tax credits in the UK. The amount receivable for the Period ended 30 June 2023 is GBP292k (H1 2022: GBP293k).

Earnings per share

The company recorded a loss of 2 pence per share (H1 2022: loss of 3 pence per share) mainly as a result of the reduced losses. This calculation is based on the weighted average number of shares in issue during the period and so the shares issued following the placing and open offer in June 2023 had a relatively small impact on the calculation.

Dividend

No dividend has been proposed for the Period ended 30 June 2023 (H1 2022: GBPnil).

Cash flow

Net cash used in operations (defined as the sum of net cash used in operating activities and the net cash used in investing activities) during the Period increased marginally to GBP7.0m (H1 2022: GBP6.7m). There are a number of one off items which explain the divergence between operating loss and cashflow: final cash closure costs for our China operations were incurred in the Period whereas the charge was incurred in H2 2022; H1 2022 included a rent free period on the renegotiated London office lease; and H1 2022 included the receipt for the 2019 restated R&D tax credit whereas there was no matching receipt in H1 2023. During the period no development costs were capitalised (H1 2021: GBPnil). The Group also incurred GBP8k (H1 2022: GBP42k) of capital expenditure on tangible assets.

210,128,596 Ordinary Shares were issued in the Period (H1 2022: Nil) as a result of the successful placing and open offer which closed in May 2023.

Balance sheet

The Group has a debt-free balance sheet. Net assets decreased by 43% to GBP10.3m (30 June 2022: GBP17.9m) as the Company used cash balances to fund the Group's ongoing operations balanced by the funds raised from the placing and open offer of GBP5.7m. Cash and cash equivalents at 30 June 2023 were GBP9.8m (30 June 2022: GBP17.7m).

Accounting policies

These condensed consolidated interim financial statements for the half-year reporting period ended 30 June 2023 have been prepared in accordance with the UK-adopted International Accounting Standard (IAS) 34, 'Interim Financial Reporting'.

David Dorans

Chief Financial Officer

22 August 2023

Company Information

 
 Directors                     Independent Auditors 
  John Pearson                  PricewaterhouseCoopers LLP 
  Chairman                      7 More London Riverside 
  Stephan Beringer              London 
  Chief Executive Officer       SE1 2RT 
  David Dorans 
  Chief Financial Officer       Solicitors 
  Bob Head                      Osborne Clarke LLP 
  Non-Executive Director        6th Floor 
  Nicole McCormack              One London Wall 
  Non-Executive Director        London 
  JoAnna Foyle                  EC2Y 5EB 
  Non-Executive Director 
 Company registration number   Company Secretary 
  09550311                      Jamie Allen 
                              ----------------------------------- 
 Registered Office             Nominated Adviser & Broker 
  6(th) Floor                   Panmure Gordon (UK) Limited 
  One London Wall               40 Gracechurch St 
  London                        London 
  EC2Y 5EB                      EC3V 0BT 
                              ----------------------------------- 
 Company website               Financial PR 
  www.mirriad.com               Charlotte Street Partners Limited 
                                Prospect House 
                                5 Thistle Street 
                                Edinburgh 
                                EH12 1DF 
                              ----------------------------------- 
                               Registrars 
                                Computershare Investor Services 
                                plc 
                                The Pavilions 
                                Bridgwater Road 
                                Bristol 
                                BS99 6ZZ 
                              ----------------------------------- 
 

Condensed consolidated statement of profit or loss and condensed statement of comprehensive income for the six months ended 30 June 2023

 
 
                                                                                                           Year ended 
                                                                                                           31 December 
                                        Six months ended 30 June 2023    Six months ended 30 June 2022        2022 
                                                 (unaudited)                      (unaudited)               (audited) 
                                Note                 GBP                              GBP                      GBP 
                                      -------------------------------  -------------------------------  -------------- 
 Revenue                         5                            591,883                          577,436       1,507,257 
 Cost of Sales                                              (158,977)                        (147,154)       (286,316) 
----------------------------  ------  -------------------------------  -------------------------------  -------------- 
 Gross Profit                                                 432,906                          430,282       1,220,941 
----------------------------  ------  -------------------------------  -------------------------------  -------------- 
 
 Administrative expenses                                  (7,960,508)                      (8,880,678)    (16,863,015) 
 Other operating Income                                             -                                -               - 
----------------------------  ------  -------------------------------  -------------------------------  -------------- 
 Operating Loss                                           (7,527,602)                      (8,450,396)    (15,642,074) 
----------------------------  ------  -------------------------------  -------------------------------  -------------- 
 
 Finance Income                                                80,122                           23,093          71,875 
 Finance costs                                                (5,501)                         (18,622)        (22,512) 
----------------------------  ------  -------------------------------  -------------------------------  -------------- 
 Finance income / (costs) 
  net                                                          74,621                            4,471          49,363 
 
 Loss before income tax                                   (7,452,981)                      (8,445,925)    (15,592,711) 
 Income tax credit                                            291,984                          293,300         491,888 
----------------------------  ------  -------------------------------  -------------------------------  -------------- 
 Loss for the period / year                               (7,160,997)                      (8,152,625)    (15,100,823) 
----------------------------  ------  -------------------------------  -------------------------------  -------------- 
 
 Loss per ordinary share - basic 6                               (2p)                             (3p)            (5p) 
------------------------------------  -------------------------------  -------------------------------  -------------- 
 
 

All activities are classified as continuing.

 
                                                                                 Year ended 
                                                                                 31 December 
                                               Six months       Six months 
                                              ended 30 June    ended 30 June 
                                                  2023             2022             2022 
                                               (unaudited)      (unaudited)       (audited) 
                                                   GBP              GBP              GBP 
                                            ---------------  ---------------  -------------- 
 Loss for the financial period 
  / year                                        (7,160,997)      (8,152,625)    (15,100,823) 
------------------------------------------  ---------------  ---------------  -------------- 
 Other comprehensive income 
  Items that may be reclassified 
  to profit or loss: 
 Exchange differences on translation 
  of foreign operations                              46,903          276,856          43,782 
------------------------------------------  ---------------  ---------------  -------------- 
 Total comprehensive loss for 
  the period / year                             (7,114,094)      (7,875,769)    (15,057,041) 
------------------------------------------  ---------------  ---------------  -------------- 
 

Condensed consolidated balance sheet

At 30 June 2023

 
                                                                         As at 31 
                                                                         December 
                                          As at 30        As at 30 
                                         June 20 23      June 2022          2022 
                                         (unaudited)     (unaudited)     (audited) 
                                Note         GBP             GBP            GBP 
-----------------------------  -----  --------------  --------------  ------------- 
 
 Assets 
  Non-current assets: 
 Property, plant and 
  equipment                                  380,557         704,104        544,242 
 Trade and other receivables                 186,826         188,795        187,657 
                                             567,383         892,899        731,899 
 Current assets 
 Trade and other receivables               1,511,862       1,307,677      2,221,091 
 Other current assets                        821,361       1,135,286        529,377 
 Cash and cash equivalents                 9,791,488      17,714,189     11,289,123 
-----------------------------  -----  --------------  --------------  ------------- 
                                          12,124,711      20,157,152     14,039,591 
-----------------------------  -----  --------------  --------------  ------------- 
 Total assets                             12,692,094      21,050,051     14,771,490 
-----------------------------  -----  --------------  --------------  ------------- 
 Liabilities 
 Non-current liabilities 
 Lease liabilities                           110,107         357,912        206,988 
-----------------------------  -----  --------------  --------------  ------------- 
                                             110,107         357,912        206,988 
-----------------------------  -----  --------------  --------------  ------------- 
 Current liabilities 
 Trade and other payables                  1,997,476       2,419,427      2,904,311 
 Provisions                                   40,743               -        198,199 
 Current tax liabilities                      14,330               -         14,330 
 Lease liabilities                           264,109         345,196        322,401 
-----------------------------  -----  --------------  --------------  ------------- 
                                           2,316,658       2,764,623      3,439,241 
-----------------------------  -----  --------------  --------------  ------------- 
 Total liabilities                         2,426,765       3,122,535      3,646,229 
-----------------------------  -----  --------------  --------------  ------------- 
 
 Net Assets                               10,265,329      17,927,516     11,125,261 
-----------------------------  -----  --------------  --------------  ------------- 
 
 Equity and Liabilities 
  Equity attributable 
  to owners of the parent 
 Share capital                   7            54,791          52,690         52,690 
 Share premium                            71,406,966      65,754,666     65,754,666 
 Share based payment 
  reserve                                  5,506,616       4,527,838      4,906,855 
                                           ( 269,369        ( 83,198      ( 316,272 
 Retranslation reserve                             )               )              ) 
                                        ( 66,433,675    ( 52,324,480   ( 59,272,678 
 A ccumulated losses                               )               )              ) 
-----------------------------  -----  --------------  --------------  ------------- 
 Total equity                             10,265,329      17,927,516     11,125,261 
-----------------------------  -----  --------------  --------------  ------------- 
 
 
 
 

Condensed consolidated statement of changes in equity

For the six months ended 30 June 2023

 
                                                       Six months ended 30 June 2022 
                       -------------------------------------------------------------------------------------------- 
                                                            Share 
                                 Share       Share       based payment   Retranslation   Accumulated       Total 
                                 Capital     Premium        reserve         reserve         Losses         Equity 
                      Note         GBP         GBP            GBP             GBP             GBP           GBP 
-----------------  ----------  ---------  -----------  ---------------  --------------  -------------  ------------ 
 Balance as at 
  1 January 2022                  52,690   65,754,666        3,665,525       (360,054)   (44,171,855)    24,940,972 
-----------------  ----------  ---------  -----------  ---------------  --------------  -------------  ------------ 
 Loss for the 
  period                               -            -                -               -    (8,152,625)   (8,152,625) 
 Other 
  comprehensive 
  income for the 
  period                               -            -                -         276,856              -       276,856 
-----------------  ----------  ---------  -----------  ---------------  --------------  -------------  ------------ 
 Total 
  comprehensive 
  loss for the 
  period                               -            -                -         276,856    (8,152,625)   (7,875,769) 
-----------------  ----------  ---------  -----------  ---------------  --------------  -------------  ------------ 
 Share based 
  payments 
  recognised as 
  expense                              -            -          862,313               -              -       862,313 
-----------------  ----------  ---------  -----------  ---------------  --------------  -------------  ------------ 
 Total transactions 
  with shareholders 
  recognised directly 
  in equity                            -            -          862,313               -              -       862,313 
-----------------------------  ---------  -----------  ---------------  --------------  -------------  ------------ 
 Balance as 
  at 30 June 2022                 52,690   65,754,666        4,527,838        (83,198)   (52,324,480)    17,927,516 
-----------------------------  ---------  -----------  ---------------  --------------  -------------  ------------ 
 
 
 
                                                      Year ended 31 December 2022 (audited) 
                               ---------------------------------------------------------------------------------- 
                                                        Share based 
                                 Share       Share        payment     Retranslation   Accumulated       Total 
                                Capital      Premium      reserve        reserve         Losses         Equity 
                                  GBP          GBP          GBP            GBP             GBP            GBP 
-----------------------  ---  ----------  -----------  ------------  --------------  -------------  ------------- 
 Balance at 1 
  January 2022                    52,690   65,754,666     3,665,525       (360,054)   (44,171,855)     24,940,972 
 Loss for the 
  financial year                       -            -             -               -   (15,100,823)   (15,100,823) 
 Other comprehensive 
  income for the 
  year                                 -            -             -          43,782              -         43,782 
-----------------------  ---  ----------  -----------  ------------  --------------  -------------  ------------- 
 Total comprehensive 
  loss for the 
  year                                 -            -             -          43,782   (15,100,823)   (15,057,041) 
-----------------------  ---  ----------  -----------  ------------  --------------  -------------  ------------- 
 Share based payments 
  recognised as 
  expense                              -            -     1,241,330               -              -      1,241,330 
-----------------------  ---  ----------  -----------  ------------  --------------  -------------  ------------- 
 Total transactions 
  with shareholders 
  recognised directly 
  in equity                            -            -     1,241,330               -              -      1,241,330 
----------------------------  ----------  -----------  ------------  --------------  -------------  ------------- 
 Balance as 
  at 31 December 
  2022                            52,690   65,754,666     4,906,855       (316,272)   (59,272,678)     11,125,261 
----------------------------  ----------  -----------  ------------  --------------  -------------  ------------- 
 
 
 
                                                       Six months ended 30 June 2023 
                       -------------------------------------------------------------------------------------------- 
                                                            Share 
                                 Share       Share       based payment   Retranslation   Accumulated       Total 
                                 Capital     Premium        reserve         reserve         Losses         Equity 
                      Note         GBP         GBP            GBP             GBP             GBP           GBP 
-----------------  ----------  ---------  -----------  ---------------  --------------  -------------  ------------ 
 Balance as at 
  1 January 2023                  52,690   65,754,666        4,906,855       (316,272)   (59,272,678)    11,125,261 
-----------------  ----------  ---------  -----------  ---------------  --------------  -------------  ------------ 
 Loss for the 
  period                               -            -                -               -    (7,160,997)   (7,160,997) 
 Other 
  comprehensive 
  income for the 
  period                               -            -                -          46,903              -        46,903 
-----------------  ----------  ---------  -----------  ---------------  --------------  -------------  ------------ 
 Total 
  comprehensive 
  loss for the 
  period                               -            -                -          46,903    (7,160,997)   (7,114,094) 
-----------------  ----------  ---------  -----------  ---------------  --------------  -------------  ------------ 
 Proceeds from 
  shares issued                    2,101    6,301,757                -               -              -     6,303,858 
 Share issue 
  costs                                -    (649,457)                -               -              -     (649,457) 
 Share based 
  payments 
  recognised as 
  expense                              -            -          599,761               -              -       599,761 
-----------------  ----------  ---------  -----------  ---------------  --------------  -------------  ------------ 
 Total transactions 
  with shareholders 
  recognised directly 
  in equity                        2,101    5,652,300          599,761               -              -     6,254,162 
-----------------------------  ---------  -----------  ---------------  --------------  -------------  ------------ 
 Balance as 
  at 30 June 2023                 54,791   71,406,966        5,506,616       (269,369)   (66,433,675)    10,265,329 
-----------------------------  ---------  -----------  ---------------  --------------  -------------  ------------ 
 
 
 
 
   Condensed consolidated statement of cash flows for the six months ended 30 June 2023 
                      Note                                                      Year ended 
                                                                                31 December 
                               Six months                                          2022 
                                ended 30 
                               June 2023      Six months ended 30 June 2022 
                               (unaudited)             (unaudited)               (audited) 
                                   GBP                     GBP                      GBP 
   ---------------  ------  --------------  -------------------------------  -------------- 
    Cash flow used 
     in operating 
     activities        8       (7,052,411)                      (6,941,442)    (14,017,146) 
    Tax credit 
     received                            -                          274,335       1,116,320 
    Taxation paid                 (10,848)                         (14,291)        (39,829) 
    Interest 
     received                       80,122                           23,093          71,875 
    Lease interest 
     paid                          (5,501)                         (18,622)        (22,512) 
   ---------------  ------  --------------  -------------------------------  -------------- 
    Net cash used 
     in operating 
     activities                (6,988,638)                      (6,676,927)    (12,891,292) 
   ---------------  ------  --------------  -------------------------------  -------------- 
 
    Cash flow from 
    investing 
    activities 
    Purchase of 
     tangible 
     assets                        (8,225)                         (42,462)        (75,647) 
    Proceeds from                        -                                -               - 
    disposal of 
    tangible 
    assets 
   ---------------  ------  --------------  -------------------------------  -------------- 
    Net cash used 
     in investing 
     activities                    (8,225)                         (42,462)        (75,647) 
   ---------------  ------  --------------  -------------------------------  -------------- 
 
    Cash flow from 
    financing 
    activities 
    Proceeds from                5,654,401                                -               - 
    issue of 
    ordinary share 
    capital (net 
    of costs of 
    issue) 
    Payment of 
     lease 
     liabilities                 (155,173)                         (67,636)       (245,152) 
   ---------------  ------  --------------  -------------------------------  -------------- 
    Net cash used 
     in financing 
     activities                  5,499,228                         (67,636)       (245,152) 
   ---------------  ------  --------------  -------------------------------  -------------- 
 
    Net decrease 
     in cash and 
     cash 
     equivalents               (1,497,635)                      (6,787,025)    (13,212,091) 
    Cash and cash 
     equivalents 
     at the 
     beginning of 
     the period / 
     year                       11,289,123                       24,501,214      24,501,214 
    Cash and cash 
     equivalents 
     at the end of 
     the period / 
     year                        9,791,488                       17,714,189      11,289,123 
   ---------------  ------  --------------  -------------------------------  -------------- 
 
 
 Cash and cash equivalents 
  consists of 
 Cash at bank and in hand      9,791,488   17,714,189   11,289,123 
 Cash and cash equivalents     9,791,488   17,714,189   11,289,123 
----------------------------  ----------  -----------  ----------- 
 
 
   1    Basis of preparation 

These condensed consolidated interim financial statements for the half-year reporting period ended 30 June 2023 have been prepared in accordance with the UK-adopted International Accounting Standard (IAS) 34, 'Interim Financial Reporting'.

The interim report does not include all of the notes of the type normally included in an annual financial report. Accordingly, this report is to be read in conjunction with the annual report for the year ended 31 December 2022, which has been prepared in accordance with UK-adopted international accounting Standards and with the requirements of the Companies Act 2006 as applicable to companies reporting under those standards.

These condensed interim consolidated financial statements for the six months ended 30 June 2023 and for the six months ended 30 June 2022 do not constitute statutory accounts as defined in Section 434 of the Companies Act and are unaudited. The financial information for the six months ended 30 June 2023 presents financial information for the consolidated Group, including the financial results of the Company's wholly owned subsidiaries Mirriad Advertising Private Limited, Mirriad Inc, Mirriad Software Science and Technology (Shanghai) Co. Ltd, and Mirriad Limited (dormant). Comparative figures in the condensed interim financial statements for the year ending 31 December 2022 have been taken from the Group's audited financial statements on which the Group's auditors, Pricewaterhouse Coopers LLP, expressed an unqualified opinion.

The Board approved these interim financial statements on 22 August 2023.

   1.1   Going concern 

These condensed interim financial statements have been prepared on the going concern basis, notwithstanding the Group having made a loss for the period of GBP7.16 million (June 2022: GBP8.15 million). The going concern basis assumes that the Group and Company will have sufficient funds available to continue to trade for the foreseeable future and not less than 12 months from the end of the financial period being reported.

The Group's cash balance was GBP9.8 million at the period end and the Group remains debt free with no external borrowing.

The Company announced a successful placing and open offer that raised a total of GBP6.3 million, before costs on 2(nd) June 2023. This amounts to GBP5.65 million after fees and related costs. After making enquiries and producing cash flow forecasts for the period up to 31 December 2025, the Directors have reasonable expectations, as at the date of approving the financial statements, that the Company and the Group will have adequate resources to fund the activities of the Company and the Group for the next 12 months from the date of the financial period being reported. The Group and Company's base case forecast suggests that the Group will require additional external funding in August 2024 to be able to continue as a going concern. However, in a severe but plausible downside scenario, if either the revenue growth forecasts or cost saving initiatives fall below expectation, additional funding may be required, within 12 months of approving these condensed interim financial statements which is not currently committed.

While these condensed interim financial statements are prepared on a going concern basis, under a severe but plausible downside scenario the future of the Group and Company is dependent on raising additional external funds from new equity, debt or customer contracts within 12 months from the date of signing these financial statements.

As such these conditions indicate the existence of a material uncertainty which may cast significant doubt about the Group's and the Company's ability to continue as a going concern. These condensed interim financial statements do not include the adjustments that would arise if the Group or Company were unable to continue as a going concern.

   2     Accounting Policies 

The accounting policies applied are consistent with those of the annual report and accounts for the year ended 31 December 2022, as described in those financial statements other than standards, amendments and interpretations which became effective after 1 January 2023 and were adopted by the Group. These have had no significant impact on the Group's loss for the period or equity.

Seasonality of Operations

Due to the seasonal nature of the US and UK advertising markets higher revenues are usually expected in the second half of the year than the first six months. In the financial year ended 31 December 2022, 35% of US revenues accumulated in the first half of the year, with 65% accumulating in the second half. For the UK Company 22% of revenues accumulated in the first half of 2022 and 78% in the second half.

There are no items affecting assets, liabilities, equity, net income or cash flows that are unusual because of their nature, size or incidence which are required to be disclosed under IAS 34 para 16A(c).

There are no events after the interim reporting period which are required to be reported under IAS 34 para 16A(h).

There are no financial instruments being measured at fair value which require disclosure under IAS 34 para 16A(j)

   3     Group financial risk factors 

The condensed interim financial statements do not contain all financial risk management information and disclosures required in annual financial statements; the information should be read in conjunction with the financial information, as at 31 December 2022, summarized in the 2022 annual report and accounts. There have been no significant changes in any risk management policies since 31 December 2022.

   4      Critical accounting estimates and judgements 

The preparation of interim 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 might differ from these estimates. IAS34(16A)(d) In preparing these condensed interim 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 for the year ended 31 December 2022.

There are no changes in estimates of amounts reported in prior financial years.

   5      Segment information 

Management mainly considers the business from a geographic perspective since the same services are effectively being sold in every Group entity. Therefore, regions considered for segmental reporting are where the Company and subsidiaries are based, namely the UK, the USA, India and China. The revenue is classified by where the sales were booked not by the geographic location of the customer.

In the current and prior reporting period there is no income outside of the primary business activity.

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker. The chief operating decision-maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the steering committee that makes strategic decisions. The steering committee is made up of the Board of Directors. There are no sales between segments. The revenue from external parties reported to the strategic steering committee is measured in a manner consistent with that in the income statement.

The Parent company is domiciled in the United Kingdom. The amount of revenue from external customers by location of the Group billing entity is shown in the tables below.

Revenue

 
                                                            Year ended 
                            Six months      Six months      31 December 
                              ended           ended 
                              30 June         30 June          2022 
                               2023            2022 
                            (unaudited)     (unaudited)      (audited) 
                                GBP             GBP             GBP 
-----------------------  --------------  --------------  -------------- 
 Turnover by geography 
 USA                            313,425         418,035       1,180,798 
 UK                             261,321          39,654         178,476 
 China                           17,137         119,747         147,983 
 Total                          591,883         577,436       1,507,257 
-----------------------  --------------  --------------  -------------- 
 

Loss before tax

The EBITDA is the loss for the year before depreciation, amortisation, interest and tax. The loss before tax is broken down by segment as follows:

 
                                                               Year ended 
                               Six months      Six months      31 December 
                                 ended           ended 
                                 30 June         30 June          2022 
                                  2023            2022 
                               (unaudited)     (unaudited)      (audited) 
                                   GBP             GBP             GBP 
--------------------------  --------------  --------------  -------------- 
 UK                            (7,021,637)     (7,436,070)    (13,483,196) 
 USA                               105,213       (129,500)       (253,219) 
 India                           (416,438)       (321,693)       (770,084) 
 China                            (30,041)       (312,332)       (695,848) 
 Total EBITDA                  (7,362,903)     (8,199,595)    (15,202,347) 
                                                                 ( 439,727 
 Depreciation                    (164,699)       (250,801)               ) 
 Finance income / (costs) 
  net                               74,621           4,471          49,363 
--------------------------  --------------  --------------  -------------- 
 Loss before tax               (7,452,981)     (8,445,925)    (15,592,711) 
--------------------------  --------------  --------------  -------------- 
 
   6       Loss per share 

(a) Basic

Basic loss per share is calculated by dividing the loss for the period / year by the weighted average number of ordinary shares in issue during the period / year. Potential ordinary shares are not treated as dilutive as the Group is loss making and such shares would be anti-dilutive.

 
 Group                               Six months    Six months 
                                        ended         ended       Year ended 
                                       30 June       30 June      31 December 
                                         2023          2022          2022 
----------------------------------  ------------  ------------  ------------- 
 Loss attributable to owners 
  of the parent (GBP)                (7,160,997)   (8,152,625)   (15,100,823) 
----------------------------------  ------------  ------------  ------------- 
 Weighted average number of 
  ordinary shares in issue Number    309,365,026   279,180,808    279,180,808 
----------------------------------  ------------  ------------  ------------- 
 

The loss per share for the period was 2p (six months to 30 June 2022: 3p; year ended 31 December 2022: 5p).

No dividends were paid during the period (six months to 30 June 2022: GBPnil; year ended 31 December 2022: GBPnil).

(b) Diluted

Potential ordinary shares are not treated as dilutive as the Group is loss making and such shares would be anti-dilutive

   7       Share capital 

Ordinary shares of GBP0.00001 each

 
 
 Allotted and fully paid        Number 
--------------------------   ------------ 
 At 1 January 2023            279,180,808 
 Issued during the period     210,128,596 
 At 30 June 2023              489,309,404 
---------------------------  ------------ 
 

On 5 June 2023 210,128,596 Ordinary Shares were issued for 3p per share as part of a GBP6.3 million fundraise from new and existing shareholders. This was split as follows:

   --    191,666,667 Ordinary Shares issued on 5 June 2023 from the placing exercise; 

-- 18,461,929 Ordinary Shares issued on 5 June 2023 from an open offer to existing shareholders on the basis of 5 new shares for every 21 existing Ordinary Shares held.

   8        Net cash flows used in operating activities 
 
                                                                                Year ended 
                                               Six months       Six months 
                                                  ended           ended         31 December 
                                                                  30 June 
                                               30 June 2023        2022            2022 
                                               (unaudited)      (unaudited)      (audited) 
                                                   GBP              GBP             GBP 
------------------------------------  ----  ---------------  --------------  -------------- 
 Loss for the financial period 
  / year                                        (7,160,997)     (8,152,625)    (15,100,823) 
 Adjustments for: 
 Tax on loss on ordinary activities               (291,984)       (293,300)       (491,888) 
 Interest income                                   (80,122)        (23,093)        (71,875) 
 Lease interest costs                                 5,501          18,622          22,512 
 Operating loss:                                (7,527,602)     (8,450,396)    (15,642,074) 
 Amortisation of right-of-use 
  assets                                            128,446         163,550         302,804 
 Depreciation of tangible assets                     36,253          87,251         136,923 
 (Profit) / loss on disposal                          3,392               -               - 
  of disposal of tangible assets 
 Bad debts (reversed) / written 
  off                                                 (721)         (3,732)           (890) 
 Share based payment charge                         599,761         862,313       1,241,330 
 Adjustment to tax credit in 
  respect of previous periods                             -               -           2,041 
 Foreign exchange variance                           46,903         276,857          43,782 
 Movement in provisions                           (157,456)               -         198,199 
 - Decrease / (increase) in 
  debtors                                           710,781         562,374       (336,799) 
 - (Decrease) / increase in 
  creditors                                       (892,168)       (439,659)          37,538 
------------------------------------------  ---------------  --------------  -------------- 
 Cash flow used in operating 
  activities                                    (7,052,411)     (6,941,442)    (14,017,146) 
------------------------------------------  ---------------  --------------  -------------- 
 
   9      Related party transactions 

The Group is owned by a number of investors the largest being M&G Investment Management, which owns approximately 14% of the share capital of the Company. Accordingly there is no ultimate controlling party.

During the period the Company had the following related party transactions. No guarantees were given or received for any of these transactions.

IP2IPO Limited - a company which shares a parent company with IP2IPO Portfolio (GP) Limited, a major shareholder in the Group, and which also appoints a Director of the Group charged Mirriad Advertising plc for the following transactions during the period: (1) GBP10,000 for the services of Lois Day as a Director from 1 January 2023 until 30 June 2023. Of this amount GBP1,667 was accrued and unpaid as at 30 June 2023.

Parkwalk Advisors Limited - a company which shares a parent company with IP2IPO Portfolio (GP) Limited, a major shareholder in the Group, and which also appoints a Director of the Group charged Mirriad Advertising plc for the following transactions during the period: (1) GBP10,000 for the services of Alastair Kilgour as a Director from 1 January 2023 until 30 June 2023. GBP3,333 of this amount was invoiced and unpaid as at 30 June 2023, and subsequently paid on 12 July 2023. GBP1,667 of this amount was accrued and unpaid as at 30 June 2023.

All the related party transactions disclosed above were settled by 30 June 2023 except where stated.

   10        Availability of Interim Report 

Electronic copies of this interim financial report will be available on the Company's website at www.mirriadplc.com/investor-relations .

ENDS

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IR FLFIRTEILFIV

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August 22, 2023 02:00 ET (06:00 GMT)

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