Interim Report 2013

Westside Investments plc, the AIM listed investment vehicle, announces its results for the six months ended 30 June 2013.

Chairman's Statement and Chief Executive's Review

The component parts of Westside continue to show a satisfactory performance.

Financial Results and Operating Activities

For the six months ended 30 June 2013, we are reporting total comprehensive loss attributable to the owners of the company of £9,482 (2012: total comprehensive loss attributable to the owners of £97,309).

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, Pantheon's sports and leisure division.

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

Westside also owns 50% of the issued share capital of Westside Mining plc ('Mining'), a joint venture owned 50:50 with Mr Bruce Rowan. It is intended that Mining should exploit opportunities as they become available to it in the mining, commodity and natural resource sectors. This company has not traded in the period.

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.

Pantheon Leisure Plc ('Pantheon')

For the 6 months ended 30 June 2013 the group headed by Pantheon made operating profits of £14,667 (2012: £16,406).

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 14% to £629,031 for the half year and contributed a divisional profit of £79,183.

SIS delivers sports teaching to the school classroom during curriculum time and in accordance with curriculum requirements. During school holiday periods The Elms operates multi sport holiday camps at The Elms and on school premises which are paid for by the parents and sometimes by the schools.

The coaching staff of SIS which now number approximately 100 coaches are highly qualified and have to pass stringent tests and vetting procedures to be able to operate in this space. The service is paid for by the schools.

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).

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 £241,416 and this resulted in an operating loss of £7,977.

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.

Fitbug markets a sophisticated activity tracking device which feeds data between the company and the individual with the aim of developing and maintaining a health and fitness regime. The service is aimed mainly at strategic partnerships with corporate organisations concerned with the wellbeing of their employees and the main customer market is based in the United States. Health insurance companies and corporates integrate the Fitbug activity device to be an additional feature within their own service/product offering. Fitbug also sells its service to the consumer market.

Fitbug's main focus is 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.

Reverse Take-Over Investments Plc

The investments held by RTI are as follows:

Messaging International Plc ('Messaging')

Messaging, the AIM traded provider of innovative messaging services completed the buyback and cancellation of some 40 million ordinary shares following a Tender Offer that closed on 31st May 2013. This transaction has enabled us to dispose of 82% of our holding for £202,676 equating to 1p per share.

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

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

Aeorema, the AIM-traded media specialists, announced interim results for the 6 months ended 31 December 2012 with revenues up by some 35% and profits after taxation of £98,382. Aeorema is cash rich and continues to serve a wide range of leading companies - established in the UK and USA.

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

We anticipate further growth in our sports coaching activities as Elms Sport in Schools develops additional links with schools currently served and for it to engage with more schools.

We are currently examining new initiatives which we consider will draw on our expertise in the sports sector.

G.M. Simmonds

25 September 2013

Unaudited

6 months ended 30 June 2013

Unaudited

6 months ended 30 June 2012

Audited

Year ended 31 December 2012

£

£

£

Revenues

1,073,124

795,578

1,588,208

Cost of sales

(558,698)

(417,018)

(939,733)

Gross profit

514,426

378,560

648,475

Administrative expenses

(509,088)

(516,381)

(935,920)

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

-

-

(17,137)

(509,088)

(516,381)

(953,057)

Operating profit/(loss)

5,338

(137,821)

(304,582)

Finance costs

(1,687)

(1,800)

(3,518)

Profit/(loss) before taxation

3,651

(139,621)

(308,100)

Taxation

(3,291)

10,320

(7,920)

Profit/(loss) after taxation

360

(129,301)

(316,020)

Attributable to:

Owners of the company

(1,768)

(128,970)

(310,326)

Non- controlling interests

2,128

(331)

(5,694)

360

(129,301)

(316,020)

Other comprehensive (loss)/income

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

(11,005)

41,981

(33,000)

Tax relating to components of other comprehensive income

3,291

(10,320)

7,920

(7,714)

31,661

(25,080)

Total comprehensive loss

Owners of the company

(9,482)

(97,309)

(335,406)

Non- controlling interests

2,128

(331)

(5,694)

(7,354)

(97,640)

(341,100)

Loss per share (basic)

Loss per share

(0.0002)p

(0.012)p

(0.027)p

Total comprehensive loss

(0.0009)p

(0.009)p

(0.030)p

Loss per share (diluted)

Loss per share

(0.0002)p

(0.012)p

(0.027)p

Total comprehensive loss

(0.0009)p

(0.009)p

(0.030)p

Unaudited

as at 30 June

Unaudited

as at 30 June

Audited

As at 31 December

2013

2012

2012

£

£

£

Non current assets

Goodwill

59,954

59,954

59,954

Plant and equipment

66,199

92,817

78,868

Available-for-sale investments

75,048

89,432

75,048

Total non-current assets

201,201

242,203

213,870

Current assets

Available-for-sale investments

98,080

259,500

186,000

Trade and other receivables

233,464

175,174

156,585

Cash and cash equivalents

427,129

556,214

362,167

Total current assets

758,673

990,888

704,752

Total assets

959,874

1,233,091

918,622

Current liabilities

Trade and other payables

330,668

398,049

267,566

Borrowings

16,997

24,993

28,993

Total current liabilities

347,665

423,042

296,559

Non current liabilities

Borrowings

18,000

23,996

20,500

Total non-current liabilities

18,000

23,996

20,500

Total liabilities

365,665

447,038

317,059

Net assets

594,209

786,053

601,563

Equity

Share capital

1,111,489

1,111,489

1,111,489

Merger reserve

325,584

325,584

325,584

Fair value reserve

50,046

114,501

57,760

Retained earnings

(876,288)

(702,134)

(874,520)

Equity attributable to owners of the company

610,831

849,440

620,313

Non-controlling interest

(16,622)

(63,387)

(18,750)

Total Equity

594,209

786,053

601,563

Six months ended

30 June 2013

Six months ended

30 June 2012

Year ended 31 December

2012

£

£

£

Cash flow from operating activities

Operating profit/(loss) on continuing operations

5,338

(137,821)

(304,582)

Adjustments for:

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

-

-

17,137

Profit on sale of available-for-sale investments

(125,764)

-

-

Depreciation

20,589

19,394

40,783

Share based payments

-

-

8,970

Operating cash flow before working capital movements

(99,837)

(118,427)

(237,692)

Increase in receivables

(76,879)

(89,435)

(70,846)

Increase/(decrease) in payables

63,105

118,958

(11,525)

Net cash absorbed by operations

(113,611)

(88,904)

(320,063)

Finance costs

(1,687)

(1,800)

(3,518)

Net cash absorbed by operating activities

(115,298)

(90,704)

(323,581)

Investing activities

Property, plant and equipment acquired

(7,920)

(23,293)

(30,733)

Proceeds on disposal of available-for-sale investments

202,676

-

-

Acquisition of available-for-sale investments

-

(9,019)

(13,253)

Net cash from/(used in) investing activities

194,756

(32,312)

(43,986)

Financing activities

Funds from non controlling interests

-

-

50,000

Loans received

-

-

15,000

Loans repaid

(2,500)

(1,000)

(3,500)

Hire purchase repayments

(11,996)

(11,997)

(23,993)

Net cash used in financing activities

(14,496)

(12,997)

37,507

Net increase/(decrease) in cash and cash equivalents

64,962

(136,013)

(330,060)

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

362,167

692,227

692,227

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

427,129

556,214

362,167

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 2012 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 2012. 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 25 September 2013.

2. Business segment analysis

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

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)

Year Ended 31 December 2012

Investment

Sports and leisure

Consolidated

Results from operations

£

£

£

Revenue

-

1,588,208

1,588,208

Segment operating profit

(17,137)

102,198

85,061

Unallocated corporate expense

(389,643)

Operating loss

(304,582)

Finance costs

(3,518)

Loss before taxation

(308,100)

Taxation

(7,920)

Loss after taxation from continuing activities

(316,020)

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 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 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 and diluted loss per ordinary share for the year ended on 31 December 2012 has been calculated on the group's loss attributable to owners of the company of £310,326 and on the weighted average number of shares in issue during the period of 1,111,488,845.

The basic total comprehensive loss per share for the six month period ended 30 June 2013 has been calculated on the group's total 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.

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 loss per share for the year ended 31 December 2012 has been calculated on the group's total comprehensive loss attributable to owners of the company of £335,406 and on the weighted average number of shares in issue during the period of 1,111,488,845.

For the six month period ended 30 June 2013, six month period ended 30 June 2012 and for the year ended 31 December 2012, 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.

5. Statements of changes in equity

Six months ended

30 June 2013

Six months ended

30 June 2012

Year ended

31 December

2012

£

£

£

Total equity at the beginning of period/year

601,563

883,693

883,693

Non controlling equity

-

-

50,000

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

33,687

41,981

(33,000)

Release on disposal of available -for -sale investment

(44,692)

-

-

Taxation on items taken directly to equity

3,291

(10,320)

7,920

Share based payments

-

8,970

Profit/(Loss) for the period/year

360

(129,301)

(316,020)

At end of period/year

594,209

786,053

601,563

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