Interim Report 2014

WESTSIDE INVESTMENTS PLC, the AIM listed investment vehicle, announces its results for the six months ended 30 June 2014.

Chairman's Statement and Chief Executive's Review

For the six months ended 30 June 2014 we are reporting total comprehensive loss attributable to the owners of the company of £102,595 ( 2013 - loss £9,482).

As is customary we are not recommending the payment of a dividend.

Westside holds 85.87% of the issued share capital of Pantheon Leisure plc ("Pantheon") which in turn wholly owns the operating businesses of the Elms Group - comprising Pantheon's sports and leisure division.

Westside holds 100% of the issued share capital of Football Data Services Ltd and Ultimate Player Ltd. Both companies are involved in the development of the UltimatePlayer.me online website.

Westside holds 100% of the issued share capital of Reverse Take-Over Investments plc ("RTI") which owns a portfolio of investments in AIM listed companies.

Westside holds 50% of the issued share capital of Westside Mining plc ("Mining"), a joint venture owned 50:50 with Mr Bruce Rowan. In view of a less than buoyant market the directors of Mining continue to delay any investment in the mining, commodity and natural resource sectors.

Pantheon Leisure plc ("Pantheon")

For the six months ended 30 June 2014 the group headed by Pantheon made an operating loss of  £25,375 (H1 2013 profit - £14,667).

The Elms Group comprises two trading companies, Sport in Schools Ltd ("SIS" - also known as Elms Sport in Schools) and Football Partners Ltd ("FPL" - also known as Elms Small Sided Football).

Sports In Schools Limited ("SIS")

The turnover of SIS increased by 8.1% to £680,106 for the half year and contributed a divisional profit of £100,597 (H1 2013 - £79,183).

SIS delivers sports teaching to the school classroom during curriculum time and in accordance with curriculum requirements. Our coaches are all highly qualified and have to pass stringent tests and vetting procedures to be able to provide this service which is paid for by the schools. In addition, we offer breakfast, lunchtime and after school clubs all of which are paid for by the parents. During each of the holiday breaks we hold sports camps paid for by the parents and sometimes subsidised by the local authority (when this comes under the heading of the extended day).

The SIS directors have developed bespoke skill sets under the "ultimate player" brand which have been adopted enthusiastically by our full time and part time staff of 115 coaches and the 20,000 children they coach every week.

The SIS experience and network will help build and develop the natural progression to our online website - UltimatePlayer.me.

ULTIMATEPLAYER.me

During the first half of the year we have been developing UltimatePlayer.me as a new "free to view online platform" dedicated to bring to children a combination of multi sports news and information together with the ability to measure their own individual skill sets. UltimatePlayer.me received its registration certificate from the Trade Marks Registry effective from 24 April 2014.

We have invested considerable time and money in this programme and the first launch took place, as scheduled on 12 June, to feature a wide range of sports news and information focussed on The World Cup - Brazil 2014.

Our website service provider has advised us that in the period from launch to the end of August the online platform attracted more than 85,000 hits. Visits to the site lasted on average more than 6 minutes 30 seconds and there was better than a 50% return rate.

 

We are encouraged by the level of activity generated in the first phase of UltimatePlayer.me. As part of the second phase, we have now upgraded the website to incorporate the start of the new Premier League season and we look forward to introducing the individual skill sets designed for children as the third phase early in 2015.

Our intention is that the UltimatePlayer programme should provide an innovative, secure, interactive and exciting online platform that will stimulate interest in sport, fitness and statistics. As we fulfil our intentions and objectives we are confident that UltimatePlayer.me will establish a significant value. As the brand becomes recognised we expect to generate revenues from registered users and specific enterprises wanting to advertise or act as sponsors.

Football Partners Limited ("FPL")

Our 5-a-side football operation enjoys full FA accreditation and its activities were influenced by a difficult market and the loss of a key venue. Turnover - net of corporate fees - decreased by 17.1% to £200,225 and this resulted in an operating loss of £ 62,818 (H1 2013 - loss £7,977).  We are actively working on establishing new sites.

Reverse Take-Over Investments plc ("RTI")

The investments held by RTI are as follows:

Messaging International plc ("MES")

MES is a provider of messaging services and recently announced its intention to launch a new and innovative mobile messaging service for business enterprises.

RTI and Westside continue to hold a total of some 4.5 million shares representing approximately 3.9% of the issued share capital.

Aeorema Communications plc ("AEO")

AEO is a media and conference specialist and recently announced that it expected profits before taxation for the year ended 30 June 2014 to be c£500,000.

RTI holds 300,000 shares representing some 3.47% of the issued share capital.

Outlook

The successful development of SIS is expected to continue. We intend to increase the number of coaches employed and expand our reach and offer to schools so that we improve on the numbers of children we coach - currently in excess of 20,000.

In turn we anticipate that ever increasing numbers of children will register to join the UltimatePlayer.me programme as it enters Phase 3 of its development and meets the criteria of encouraging children to improve their fitness levels, sporting skills and appreciation of statistics.

We look forward to updating shareholders on progress.

R.L Owen

G.M. Simmonds

29 September 2014

 

For further information please visit www.westsideinvestments.co.uk or contact:

Geoffrey Simmonds

Westside Investments Plc

Tel: 020 7935 0823

Mark Percy

Cantor Fitzgerald Europe

Tel: 020 7894 7000

Catherine Leftley

Cantor Fitzgerald Europe

Tel: 020 7894 7000

Elisabeth Cowell

St Brides Media & Finance Ltd

Tel: 020 7236 1177

Charlotte Heap

St Brides Media & Finance Ltd

Tel: 020 7236 1177

Consolidated statement of comprehensive income for the six months ended 30 June 2014

Unaudited

 6 months ended 30 June 2014

Unaudited

 6 months ended 30 June 2013

Audited

Year ended 31 December 2013








£


£


£

Revenues

880,331

1,073,124

1,673,741

Cost of sales

(463,374)

(558,698)

(1,049,578)

Gross profit

416,957

514,426

624,163

Administrative expenses

(561,573)

(509,088)

(992,492)

Impairment of intangible assets

(100,000)

Provision for impairment in value of  investments

(7,818)

-

(37,524)

(569,391)

(509,088)

(1,130,016)

Operating (loss)/profit

(152,434)

5,338

(505,853)

Finance income

123

-

4,745

Finance costs

-

(1,687)

(4,398)

Other gains and losses

125,764

123

(1,687)

126,111

(Loss)/profit before taxation

(152,311)

3,651

(379,742)

Taxation

7,057

(3,291)

11,702

Profit/(loss) after taxation

(145,254)

          360

(368,040)

Attributable to:

Owners of the company

(140,593)

(1,768)

(350,290)

Non- controlling interests

(4,661)

2,128

(17,750)

(145,254)

360

(368,040)

Other comprehensive (loss)/income

Net (loss)/gain arising on revaluation of available-for-sale investments

45,054

         (11,005)

54,182

Tax relating to components of other comprehensive income

(7,057)

             3,291

(11,702)

37,997

         (7,714)

42,480

Total comprehensive loss

Owners of the company

(102,595)

         (9,482)

(307,810)

Non- controlling interests

(4,661)

            2,128

(17,750)

(107,256)

         (7,354)

(325,560)

Loss per share (basic)

Loss per share

(0.0010)p

(0.0002)p

(0.030)p

Total comprehensive loss

   

(0.0008)p

(0.0009)p

(0.027)p

Loss per share (diluted)

Loss per share

 (0.0010)p

            (0.0002)p

(0.030)p

Total comprehensive loss

(0.0008p

          (0.0009)p

(0.027)p

Statement of financial position as at 30 June 2014

  Unaudited

as at 30 June

  Unaudited

as at 30 June

Audited

As at 31 December

2014

2013

2013

£

£

    £


Non current assets

Goodwill

60,054

59,954

60,054

Plant and equipment

46,614

66,199

53,551

Social media website

137,685

-

-

Available-for-sale investments

29,706

75,048

37,524

Total non-current assets

274,059

201,201

151,129

Current assets

Available-for-sale investments

208,322

98,080

163,268

Trade and other receivables

252,496

233,464

142,130

Cash and cash equivalents

520,602

427,129

412,388

Total current assets

981,420

758,673

717,786

Total assets

1,255,479

959,874

868,915

Current liabilities

Trade and other payables

440,799

330,668

313,442

Borrowings

2,500

16,997

5,000

Total current liabilities

443,299

347,665

318,442

Non current liabilities

Borrowings

15,500

18,000

15,500

Total non-current liabilities

15,500

18,000

15,500

Total liabilities

458,799

365,665

333,942

Net assets

796,680

594,209

534,973

Equity

Share capital

1,426,164

1,111,489

1,211,489

Share premium

304,289

-

150,000

Merger reserve

325,584

325,584

325,584

Fair value reserve

138,237

50,046

100,240

Retained earnings

(1,356,432)

(876,288)

(1,215,840)

Equity attributable to owners of the company

837,842

610,831

571,473

Non-controlling interest

(41,162)

(16,622)

(36,500)

Total Equity

796,680

594,209

534,973

Consolidated statement of changes in equity


Six months ended

30 June 2014


Six months ended

30 June 2013


Year ended

31 December

2013


£


£


£

Total equity at the beginning of period/year


534,973


601,563


601,563

Issue of shares


368,964


-


250,000

Revaluation gains/(losses) on available-for-sale investments


45,054


33,687


98,874

Release on disposal of available -for -sale investment


-


(44,692)


(44,692)




Taxation on items taken directly to equity


(7,057)


3,291


(11,702)




Share based payments


-


-


8,970




Profit/(Loss) for the period/year


(145,254)


360


(368,040)




At end of period/year

796,680

594,209

534,973

Consolidated statement of cash flows for the six months ended 30 June 2014

Six months ended

30 June 2014

Six months ended

30 June 2013

Year ended 31 December

2013

£

£

£



Cash flow from operating activities





(Loss)/profit before taxation

(152,311)

3,651

(379,742)



Adjustments for:



Provision for impairment in value of available-for-sale investments

7,818

-

37,524

Provision for impairment in value of intangible assets

-

-

100,000

Profit on sale of available-for-sale investments

-

(125,764)

(125,764)

Shares issued other than for cash

19,025

-

-

Depreciation

9,150

20,589

43,206

Finance income

(123)

-

(4,745)

Finance costs

-

1,687

4,398

Share based payments

-

-

8,970

Operating cash flow before working capital movements

(116,441)

(99,837)

(316,153)

(Increase)/decrease in receivables

(110,366)

  (76,879)

14,456

Increase in payables

127,357

63,105

45,876

Net cash absorbed by operations

(99,450)

(113,611)

(255,821)



Investing activities



Finance income

123

-

4,745

Property, plant and equipment acquired

(2,213)

(7,921)

(17,889)

Social media website development

(137,685)

-

-

Intangible assets acquired

-

-

(100)

Cash balance acquired with subsidiary undertaking

-

-

150,000

Proceeds on disposal of available-for-sale investments

-

202,677

202,677

Net cash (used)/from investing activities

(139,775)

194,756

339,433



Financing activities



Proceeds from share issues

349,939

-

-

Finance costs

-

(1,687)

(4,398)

Repayment of borrowings

(2,500)

(14,496)

(28,993)

Net cash from/(used) in financing activities

347,439

(16,183)

(33,391)

Net increase in cash and cash equivalents

108,214

64,962

50,221

Cash and cash equivalents and bank overdraft at the beginning of the period/year

412,388

362,167

362,167

Cash and cash equivalents at the end of the period/year

520,602

427,129

412,388


Notes to the Financial Statements for the six months ended 30 June 2014

1.         General information

Westside Investments plc (the "company") is a company domiciled in England and its registered office address is 58-60 Berners Street, London W1T 3JS.  The condensed consolidated interim financial statements of the company for the six months ended 30 June 2014 comprise the company and its subsidiaries (together referred to as "the group").

The condensed consolidated interim financial statements do not constitute statutory accounts as defined in Section 434 of the Companies Act 2006.

The financial information for the year ended 31 December 2013 has been extracted from the statutory accounts. The auditors' report on those statutory accounts was unqualified and did not contain a statement under Section 434 of the Companies Act 2006.  A copy of those accounts has been filed with the Registrar of Companies.

The group has presented its results in accordance with the measurement principles set out in International Financial Reporting Standards as adopted by the EU using the same accounting policies and methods of computation as were used in the annual financial statements for the year ended 31 December 2013. As permitted, the interim report has been prepared in accordance with the AIM rules for companies and is not compliant in all respects with IAS34 'Interim Financial Statements'.

The condensed consolidated interim financial statements do not include all the information required for full annual financial statements and therefore cannot be construed to be in full compliance with IFRS.

The condensed consolidated interim financial statements were approved by the board and authorised for issue on 29 September 2014.

2.         Business segment analysis

Six months ended 30 June 2014

Investment

Sports and leisure

Consolidated

Results from operations

£


£



£





Revenue

-


880,331



880,331





Segment operating profit/(loss)

(7,818)


37,779



29,961





Unallocated corporate expense




(182,395)





Operating Loss




(152,434)





Finance income




123





Loss before taxation




(152,311)





Taxation




7,057





Loss after taxation from continuing activities




(145,254)





Six months ended 30 June 2013

Investment

Sports and leisure

Consolidated

Results from operations

£


£



£





Revenue

202,677


870,447



1,073,124





Segment operating profit

125,764


71,206



196,970





Unallocated corporate expense




(191,632)





Operating profit




5,338





Finance costs




(1,687)





Profit before taxation




3,651





Taxation




(3,291)





Profit after taxation from continuing activities




360





Year Ended 31 December 2013

Investment

Sports and leisure

Consolidated

Results from operations

£


£



£





Revenue

-


1,673,741



1,673,741





Segment operating profit

(37,524)


34,416



(3,108)





Impairment of intangibles




(100,000)





Unallocated corporate expense




(402,745)





Operating loss




(505,853)





Other gains and losses




125,764

Finance income




4,745

Finance costs




(4,398)





Loss before taxation




(379,742)





Taxation




11,702





Loss after taxation from continuing activities




(368,040)





3.         Taxation

The tax charge in the accounts represents adjustments for deferred tax arising from origination and reversal of timing differences.

4.         Basic and diluted loss per share

The basic and diluted loss per ordinary share for the six month period ended on 30 June 2014 has been calculated on the group's loss attributable to owners of the company of £140,593 and on the weighted average number of shares in issue during the period of 1,404,087,391.

The basic and diluted loss per ordinary share for the six month period ended on 30 June 2013 has been calculated on the group's loss attributable to owners of the company of £1,768 and on the weighted average number of shares in issue during the period of 1,111,488,845.

The basic and diluted loss per ordinary share for the year ended on 31 December 2013 has been calculated on the group's loss attributable to owners of the company of £350,290 and on the weighted average number of shares in issue during the year of 1,126,557,338.

Comprehensive loss per share for the six month period ended 30 June 2014 has been calculated on the  comprehensive loss attributable to owners of the company of £102,595 and on the weighted average number of shares in issue during the period of 1,404,087,391.

Comprehensive loss per share for the six month period ended 30 June 2013 has been calculated on the  comprehensive loss attributable to owners of the company of £9,482 and on the weighted average number of shares in issue during the period of 1,111,488,845.

Comprehensive loss per share for the year ended 31 December 2013 has been calculated on the  comprehensive loss attributable to owners of the company of £307,810 and on the weighted average number of shares in issue during the year of 1,126,557,338.

For the six month period ended 30 June 2014, six month period ended 30 June 2013 and for the year ended 31 December 2013, share options and warrants to subscribe for shares in the company are anti-dilutive and therefore diluted earnings per share information is the same as the basic loss per share.

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