Interim Report

Westside Investments plc, the AIM listed investment vehicle, announces its results for the six months ended 30 June 2012.

Chairman's Statement and Chief Executive's Review

The component parts of Westside continue to perform well although the progress we are making is somewhat masked by the general economic conditions which remain challenging.

Financial Results and Operating Activities

For the six months ended 30 June 2012, we are reporting total comprehensive loss attributable to the owners of the company of £97,309 (2011: total comprehensive income of £34,654).

Westside holds 85.87% of the issued share capital of Pantheon, which in turn wholly owns the operating businesses of the Elms Group, Pantheon's sports and leisure division.

We are pleased to report a satisfactory trading performance for the Elms Group and in the underlying investment portfolio of Reverse Take-Over Investments Plc ('RTI').

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

On 3 July 2012, it was announced that the directors had entered into irrevocable trading agreements to facilitate the automatic purchase of existing Westside ordinary shares on a monthly basis over a 12 month period. The first three dates of dealing were 9 July, 13 August and 10 September 2012, which will be followed by 9 additional purchases to be made on the second Monday of every month.

Pantheon Leisure Plc ('Pantheon')

Pantheon for the 6 months ended 30 June 2012 made operating profits of £16,406 (2011: £57,335).

The Elms Group comprises two trading companies, Sport in Schools Limited, also known as Elms Sport in Schools ('SIS') and Football Partners Limited also known as Elms Small Sided Football ('ESSF').

Elms Sport in Schools ('SIS')

The turnover of SIS increased by 9% to £548,559 for the half year and contributed a divisional profit of £61,995.

SIS delivers sports teaching to the school classroom during curriculum time and in accordance with curriculum requirements. The service is paid for by the schools.

The coaching staff of SIS now numbers approximately 100 coaches, all of whom are highly qualified and have to pass stringent tests and vetting procedures to be able to operate in this space.

In addition, we offer breakfast, lunchtime and after school clubs paid for by the parents. We recognise performance of the children through our specialised league tables dedicated to each school.

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).

In the run-up to the Olympics, SIS was inspired to develop an "Olympic Style" package for schools. This has proved to be very successful and has been taken up by a number of schools that have not previously used the Elms but, because of our success, will do now.

The SIS directors developed this bespoke package in a way that was specifically designed to meet the objectives now set out by Government. The package allows each individual to record their score and status in each Olympic event and culminates in an inter school competition where we have had as many as 700 children participating in a sports day - each competing with the other.

The Olympics was clearly an overwhelming national success and it has captured the mood of the nation. We believe that SIS should continue to develop its strong market position by working within government policy as set out by the Department of Culture, Media and Sport.

The Elms Small Sided Football ('ESSF')

 Our 5-a-side football activities conducted through ESSF produced a solid result in a difficult market. Turnover was down 2.4% at £247,527 and this resulted in an operating loss of £8,388.

Pantheon also holds 6,254,000 ordinary shares in Fitbug Holdings Plc ('Fitbug'), the AIM listed provider of online personal health and well-being services which represents a 3.7% interest in the enlarged share capital of Fitbug.

In February 2012, Fitbug raised £530,000 by placing 29,444,444 new ordinary shares at a price of 1.8p per share. On 2 July 2012, Fitbug raised an additional £1 million by way of the issue of a convertible loan stock bearing interest at 5% and convertible into Fitbug ordinary shares at 1.5p.

 

At the time of the placing, Fitbug stated that its main focus was centred on building strategic partnerships with organisations - with the United States as a key market - which can integrate Fitbug into their own service/product offering or resell the Fitbug product to their customer base.

Westside Mining Plc ('Mining')

In June 2012, we announced the formation of Mining as a joint venture owned 50:50 with Mr Bruce Rowan. It is expected that Mining will exploit opportunities that will become available to it in the mining, commodity and natural resource sectors.

Reverse Take-Over Investments Plc ('RTI')

The investments held by RTI are as follows:

Messaging International Plc ('Messaging')

Messaging, the AIM traded provider of innovative messaging services announced in February 2012 that it had formally completed the buyback and cancellation of some 80 million ordinary shares. This transaction - anticipated in announcements made in November and December 2011 - resulted in the total number of ordinary shares in issue being 155,872,147.

In June 2012, Messaging announced results for the 12 months ended 31 December 2011. Turnover was up by 26% to £3.6 million and pre-tax profits were £361,000. Messaging has a strong blue chip client list and healthy new business pipeline.

RTI and Westside own a total of 24 million shares representing 15.4% of the issued share capital of Messaging.

Aeorema Communications Plc ('Aeorema') (formerly Cheerful Scout)

In February 2012, Aeorema, the AIM-traded media specialists, announced interim results for the 6 months ended 31 December 2011 which showed revenues up by some 25% and a return to profitability. Aeorema is cash rich, and continues to serve a wide range of leading companies - established in the UK and USA.

In March 2012, Aeorema acquired the entire issued share capital of ST16 Ltd, a company that specialises in viral filmmaking.

RTI holds 300,000 ordinary shares representing some 3.7% of the issued share of Aeorama.

Outlook

We anticipate further growth in our sports coaching activities as the legacy of the Olympics is expected to help Elms Sport in Schools develop additional links with schools currently served and for it to engage with more schools.

We also look forward to the development of Westside Mining Plc and, in addition, we would expect further joint venture investments to be made in the second half of 2012.

R.L.Owen

G.M. Simmonds

27 September 2012

 

 

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

 

Geoffrey Simmonds

Westside Investments Plc

Tel: 020 7935 0823

Mark Percy

Seymour Pierce Limited

Tel: 020 7107 8000

Catherine Leftley

Seymour Pierce Limited

Tel: 020 7107 8000

Elisabeth Cowell

St Brides Media & Finance Ltd

Tel: 020 7236 1177

 

Consolidated statement of comprehensive income

For the six months ended 30 June 2012

 

 

Unaudited

 

 6 months ended 30 June 2012

Unaudited

 

 6 months ended 30 June 2011

Audited

 

Year ended 31 December 2011

       
       

 

     

Revenues

795,578 757,083 1,515,290

Cost of sales

(417,018) (382,102) (867,908)
       

Gross profit

378,560 374,981 647,382
       

Administrative expenses

(516,381) (468,319) (883,693)

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

- - (2,563)
  (516,381) (468,319) (886,256)
       

Operating loss

(137,821) (93,338) (238,874)

Finance costs

(1,800) (20,704) (41,102)
       

Loss before taxation

(139,621) (114,042) (279,976)

Taxation

10,320 (9,771) (13,431)
       

Loss after taxation

(129,301) (123,813) (293,407)

Attributable to:

     

Owners of the company

(128,970) (129,733) (296,443)

Non- controlling interests

(331)

5,920

3,036

 

(129,301)

(123,813)

(293,407)

 

Other comprehensive income/(loss)

     

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

41,981 185,810

( 32,397)

       

Tax relating to components of other comprehensive income

(10,320) 9,771 13,431
       
  31,661 195,581 (18,966)
       

Total comprehensive (loss)/income

     

Owners of the company

(97,309) 34,654

 

(315,409)

Non- controlling interests

(331) 37,114 3,036

 

(97,640) 71,768 (312,373)
       
       

Loss per share (basic)

     

Loss per share

(0.012)p (0.12)p (0.25)p

Total comprehensive (loss)/income

(0.009) p 0.03p (0.01) p

 

     

Loss per share (diluted)

     

Loss per share

(0.012)p (0.12)p (0.25)p

Total comprehensive (loss)/income

(0.009) p 0.02p (0.01) p

 



Statement of financial position

As at 30 June 2012

  Unaudited

 

as at

30 June

 Unaudited

 

as at

30 June

Audited

 

as at

31 December

  2012 2011 2011
       
      £
       

Non current assets

     

Goodwill

59,954 59,954 59,954

Plant and equipment

92,817 106,061 88,918

Available-for-sale investments

89,432 312,700 89,432

Total non-current assets

242,203 478,715 238,304

 

     

Current assets

     

Available-for-sale investments

259,500 221,000 208,500

Trade and other receivables

175,174 175,825 85,739

Cash and cash equivalents

556,214 302,949 692,227

Total current assets

990,888 699,774 986,466

 

     

Total assets

1,233,091 1,178,489 1,224,770
       

Current liabilities

     

Trade and other payables

398,049 335,755 279,091

Borrowings

24,993 26,000 25,993

Total current liabilities

423,042 361,755 305,084

 

     

Non current liabilities

     

Borrowings

23,996 548,983 35,993

Total non-current liabilities

23,996 548,983 35,993

 

     

Total liabilities

447,038 910,738 341,077

 

     

 

     

Net assets

786,053 267,751 883,693
       

Equity

     
       

Share capital

1,111,489 1,114,884 2,114,894

Share premium account

- 307,179 307,252

Capital redemption reserve

- 182,512 182,512

Merger reserve

325,584 325,584 325,584

Fair value reserve

114,501 266,193 82,840

Retained earnings

(702,134) (1,899,623) (2,066,333)

 

     

Equity attributable to owners of the company

849,440 296,729 946,749
       

Non-controlling interest

(63,387)  (28,978) (63,056)
       

 

     

Total Equity

786,053 267,751 883,693

 

Consolidated statement of cash flows

For the six months ended 30 June 2012

 

Six months ended

30 June 2011

Six months ended

 

30 June 2011

Year ended 31 December

 

2011

 

     

 

     

Cash flow from operating activities

     
       

Operating loss on continuing operations

(137,821) (93,338) (238,874)

 

     

Adjustments for:

     

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

 

-

 

-

 

2,563

Profit on sale of available-for-sale investments

- - (34,751)

Depreciation

19,394 20,289 41,740

Share based payments

- 7,643 9,829

 

     

Operating cash flow before working capital movements

(118,427) (65,406) (219,493)
       

(Increase)/decrease in receivables

(89,435) (44,618) 43,282

Increase/(decrease) in payables

118,958 51,903 (4,761)

Net cash absorbed by operations

(88,904) (58,121) (180,972)

 

     

Finance costs

(1,800) (20,704) (41,102)

Net cash absorbed by operating activities

(90,704) (78,825) (222,074)

 

     

Investing activities

     

Property, plant and equipment acquired

(23,293) (16,631) (20,939)

Proceeds on disposal of available-for-sale investments

- - 49,749

Acquisition of available-for-sale investments

(9,019) - -

 

     

Net cash (used in)/from investing activities

(32,312) (16,631) 28,810

 

     

Financing activities

     

Issue of equity capital

- - 1,000,083

Loans repaid

(1,000) (1,000) (502,000)

Hire purchase repayments

(11,997) (11,997) (23,994)

Net cash used in financing activities

(12,997) (12,997) 474,089
       
       

Net (decrease)/increase in cash and cash equivalents

(136,013) (108,453) 280,825
       

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

692,227 411,402

 

411,402

       

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

556,214 302,949 692,227

 



Notes to the financial statements for the six months ended 30 June 2012

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 2012 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 2011 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 2011. 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 27 September 2012

 

2. Business segment analysis

 

Six months ended 30 June 2012

     

 

Investment Sports and leisure Consolidated

Results from operations

     
       

Revenue

- 795,578 795,578
       

Segment operating profit

- 53,607 53,607
       

Unallocated corporate expense

    (191,428)
       

Operating loss

    (137,821)
       

Finance costs

    (1,800)
       

Loss before taxation

    (139,621)
       

Taxation

    10,320
       

Loss after taxation from continuing activities

    (129,301)
       

 

 

 

 

 

Six months ended 30 June 2011

 

 

 

 

Investment

Sports and leisure

Consolidated

Results from operations

     
       

Revenue

- 757,083 757,083
       

Segment operating profit

- 66,814 66,814
       

Unallocated corporate expense

    (160,152)
       

Operating loss

    (93,338)
       

Finance costs

    (20,704)
       

Loss before taxation

    (114,042)
       

Taxation

    (9,771)
       

Loss after taxation from continuing activities

    (123,813)
       

 

 

Year Ended 31 December 2011

 

 

 

 

Investment Sports and leisure Consolidated

Results from operations

     
       

Revenue

49,749 1,465,541 1,515,290
       

Segment operating profit

32,188 145,767 177,955
       

Unallocated corporate expense

    (416,829)
       

Operating loss

    (238,874)
       

Finance costs

    (41,102)
       

Loss before taxation

    (279,976)
       

Taxation

    (13,431)
       

Loss after taxation from continuing activities

    (293,407)
       

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 2012 has been calculated on the group's loss attributable to owners of the company of 128,970 and on the weighted average number of shares in issue during the period of 1,111,488,845.

The basic earnings per ordinary share for the six month period ended on 30 June 2011 has been calculated on the group's loss attributable to owners of the company of £129,733 and on the weighted average number of shares in issue during the period of 111,487,845.

The basic and diluted loss per ordinary share for the year ended on 31 December 2011 has been calculated on the group's loss attributable to owners of the company of £296,443 and on the weighted average number of shares in issue during the period of 119,707,472.

The basic total comprehensive loss per share for the six month period ended 30 June 2012 has been calculated on the group's total comprehensive loss attributable to owners of the company of £97,309 and on the weighted average number of shares in issue during the period of 1,111,488,845.

The basic total comprehensive income per share for the six month period ended 30 June 2011 has been calculated on the group's total comprehensive income attributable to owners of the company of £34,654 and on the weighted average number of shares in issue during the period of 111,487,845.

The basic total comprehensive loss per share for the year ended 31 December 2011 has been calculated on the group's total comprehensive loss attributable to owners of the company of £315,409 and on the weighted average number of shares in issue during the period of 119,707,472.

For the six month period ended 30 June 2012 and for the year ended 31 December 2011, 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.

The diluted total comprehensive income per share for the six month period ended 30 June 2011 has been calculated on the group's total comprehensive income attributable to owners of the company of £34,654 and 168,487,845 representing the number of shares in issue together with warrants and options that could give rise to the issue of ordinary shares in the future.

 

 

5. Statements of changes in equity

 

Six months ended

30 June 2012

Six months ended

30 June 2011

Year ended

31 December

2011

       

Total equity at the beginning of period/year

883,693 192,715 192,715

Issue of shares

- - 1,000,083

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

41,981 185,810 15,105

Release on disposal of available -for -sale investment

- - (47,502)
       

Taxation on items taken directly to equity

(10,320) 9,771 13,431
       

Share based payments

- 3,268 3,268
       

Loss for the period/year

(129,301) (123,813) (293,407)
       

At end of period/year

786,053 267,751 883,693

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