TIDMPTV

RNS Number : 1242P

PeerTV PLC

28 September 2011

28 September 2011

PeerTV PLC

("PeerTV" or "the Company")

Results for the six months ending 30 June 2011

PeerTV (AIM:PTV), a provider of technology solutions for the OTT (TV over the internet) market, today announces its unaudited results for the six months ending 30 June 2011.

Key Developments

-- Production issues resolved and production process improved and streamlined through cooperation with S.M. Digitek the operating subsidiary of Digitek Holdings Ltd. ("Digitek")

-- Revenue of $993k show slower recovery than anticipated (2010: $5,081k). Proforma revenue of enlarged group amounted to $5,726k (2010:n/a)

-- Investment in R&D slightly up to $686k (2010: $538k), Sales and G&A down to $100k and $473, respectively (2010: $231k and $557k, respectively)

-- New Board focused on significantly strengthening the corporate governance and reporting functions of the Company

Post Period Highlights

-- Lifting of suspension from trading on 12 September 2011.

-- Approval of acquisition of Digitek by PeerTV shareholders on 28 September 2011.

-- Readmission to trading on AIM of the enlarged group expected on 29 September 2011

-- The Company raised GBP2.38m to provide working capital and cover the costs of the acquisition of Digitek Holdings Ltd. ("Digitek").

-- Completion of Digitek acquisition, which is expected to produce significant operational benefits to the Company in logistics, quality control and production management.

Chairman Leon Nahon Commented:

"Having addressed the technical issues and finalised the completion of the acquisition of Digitek, your Board looks forward to growing the enlarged business. We are focussed on integrating the businesses and further developing our product offering and growing our customer base."

Further enquiries:

PeerTV Plc

Leon Nahon, Chairman +972 974 07315

Ofer Barda, CEO

Libertas Capital Corporate Finance Limited

Thilo Hoffmann/Andrew McLennan +44 (0) 20 7569 9650

Rivington Street Corporate Finance

Dru Edmonstone/ Jon Levinson +44 (0) 20 7562 3357

Bishopsgate Communications

Deepali Schneider/Natalie Quinn +44 (0) 20 7562 3350

Appendix

Chairman's Statement

We have been through a very significant period for the Company. I will summarise events briefly and more detail can be found in our recently published Admission document

-- I was appointed Chairman on 27 April 2011

-- We have successfully addressed the production problems which impacted performance in 2010 and we appointed a new Group Chief Executive, Ofer Barda in February 2011.

-- The Company negotiated the acquisition of Digitek Holdings Ltd. ("Digitek") by way of an offer and the document covering this transaction was published on 12 September 2011. By 27 September 2011 54% of Digitek shareholders had accepted the offer. The transaction was approved by PeerTV shareholders on 28 September 2011.

-- Although our sales in the first half of the year are reduced, the markets Peer TV operates in continue to be buoyant and we believe that new products will make a significant contribution in the future.

-- We recently announced the launch of the beta version of a new Android based Set Top Box and we expect this to become an important market.

-- Digitek continues to trade profitably and should provide financial stability to our overall group results. For your convenience, the table below combines our unaudited results for the six months ended 30 June 2011 with those of Digitek for the same period, giving an indication of the performance of the two companies combined had the merger been effective throughout the period:

CONDENSED ENLARGED GROUP PRO-FORMA INCOME STATEMENT

FOR THE SIX MONTHS ENDED 30 JUNE 2011

 
                                                       PeerTV Plc        Digitek 
                                                       Six months       Six months 
                                                           to               to           Combined 
                                                        30 June          30 June 
                                                          2011             2010           results 
                                                         $'000            $'000            $'000 
                                                       Unaudited        Unaudited          Unaudited 
 
 TURNOVER                                                       993            4,733           5,726 
 
 Cost of sales                                                (889)          (3,860)         (4,749) 
                                                      -------------    -------------   ------------- 
 GROSS PROFIT                                                   104              873             977 
 
 Research and development                                     (686)                -           (686) 
 Sales and marketing                                          (100)                -           (100) 
 General and administrative                                   (473)            (448)           (921) 
 Other expenditure                                             (97)                -            (97) 
                                                      -------------    -------------   ------------- 
 OPERATING (LOSS) / PROFIT                                  (1,252)              425           (827) 
 
 Finance costs                                                (640)            (164)           (804) 
                                                     --------------   --------------   ------------- 
 (LOSS) / PROFIT BEFORE TAXATION                            (1,892)              261         (1,631) 
 
 Taxation                                                         -                -               - 
                                                      -------------    -------------   ------------- 
 (LOSS)/PROFIT FOR THE PERIOD                               (1,892)              261         (1,631) 
                                                             ======           ======          ====== 
 
 

-- We have appointed Moshe Bartov as the Chief Operating Officer of Peer TV Ltd. He brings a strong and deep background in the connected TV world.

-- We completed a GBP2.38 million equity and debt placing on 28 September 2011.

We look forward to a period when we can attack our growth market with greater vigour and we thank our shareholders for their support

Leon R Nahon

Chairman

CONDENSED GROUP INCOME STATEMENT

FOR THE SIX MONTHS ENDED 30 JUNE 2011

 
                                                        Six months       Six months 
                                                            to               to          Year to 31 
                                                         30 June          30 June         December 
                                                           2011             2010             2010 
                                               Note       $'000            $'000            $'000 
                                                        Unaudited        Unaudited            Audited 
 
 TURNOVER                                       3                993            5,081           5,304 
 
 Cost of sales                                                 (889)          (3,514)         (5,051) 
                                                       -------------    -------------   ------------- 
 GROSS PROFIT                                                    104            1,567             253 
 
 Research and development                                      (686)            (538)         (1,242) 
 Sales and marketing                                           (100)            (231)           (747) 
 General and administrative                                    (473)            (557)         (1,908) 
 Other (expenditure) /income                                    (97)               36           (276) 
                                                       -------------    -------------   ------------- 
 OPERATING (LOSS)/PROFIT                                     (1,252)              277         (3,920) 
 
 Finance costs                                                 (640)            (121)           (479) 
                                                      --------------   --------------   ------------- 
 (LOSS) / PROFIT BEFORE TAXATION                             (1,892)              156         (4,399) 
 
 Taxation                                                          -                -               - 
                                                       -------------    -------------   ------------- 
 TOTAL COMPREHENSIVE (LOSS)/PROFIT                           (1,892)              156         (4,399) 
                                                              ======           ======          ====== 
 
 (Loss)/profit per share 
 Basic                                          4            ($0.12)            $0.02         ($0.38) 
                                                              ======           ======          ====== 
 Diluted                                                     ($0.11)            $0.01         ($0.33) 
                                                              ======           ======          ====== 
 
 

CONDENSED GROUP BALANCE SHEET

AS AT 30 JUNE 2011

 
                                           As at 30        As at 30 
                                              June            June         As at 31 
                                                                           December 
                                             2011            2010             2010 
                                                 $'000           $'000           $'000 
                                           Unaudited       Unaudited           Audited 
 ASSETS 
 Non-current assets 
 Intangible assets                               1,198           1,029           1,347 
 Property, plant and equipment                      44              49              48 
                                         -------------   -------------    ------------ 
                                                 1,242           1,078           1,395 
 Current assets 
 Inventories                                       126              26             133 
 Trade and other receivables                       538           4,721             956 
 Cash and cash equivalents                          11              94             376 
                                         -------------   -------------   ------------- 
                                                   675           4,841           1,465 
                                         -------------   -------------   ------------- 
 Total assets                                    1,917           5,919           2,860 
                                                ======          ======          ====== 
 LIABILITIES 
 Non-current liabilities 
 8% convertible preference 
  shares                                         1,294             744           1,029 
                                         -------------   -------------    ------------ 
                                                 1,294             744           1,029 
 Current liabilities 
 Trade and other payables                        2,039           3,203           2,394 
 Borrowings                                        937             378             425 
 Warranty provisions                                92             189             265 
                                         -------------   -------------    ------------ 
                                                 3,068           3,770           3,084 
                                         -------------   -------------    ------------ 
 Total liabilities                               4,362           4,514           4,113 
                                         -------------   -------------    ------------ 
 Net (liabilities)/assets                      (2,445)           1,405         (1,253) 
                                                ======          ======          ====== 
 
 EQUITY 
 Capital and reserves 
 attributable to theCompany's 
 equity shareholders 
 Called up share capital                           115              83             110 
 Share premium account                           8,289           5,835           7,635 
 Share options and deferred 
  shares                                         1,382           1,248           1,341 
 Other reserves - on consolidation 
  under predecessor accounting                 (1,817)         (1,817)         (1,817) 
 Other reserves - equity component 
  of preference shares                             490             513             490 
 Retained earnings                            (10,904)         (4,457)         (9,012) 
                                         -------------   -------------   ------------- 
 Total equity                                  (2,445)           1,405         (1,253) 
                                               =======         =======          ====== 
 
 
 

PEERTV PLC

CONDENSED GROUP STATEMENT OF CHANGES IN EQUITY

FOR THE SIX MONTHS ENDED 30 JUNE 2011

 
                                                          Share                 Other                    Other 
                                                                               reserves                 reserves 
                                                         options                   -                        - 
                      Share             Share         and deferred              equity                     on                   Retained 
                     capital           premium           shares               component              consolidation              earnings                        Total 
                      $'000             $'000             $'000                 $'000                    $'000                   $'000                          $'000 
 
 As at 1 
  January 
  2010                         69           5,539                 497                       96                  (2,318)                (4,613)                  (730) 
 Share issues                  14             245                   -                        -                        -                      -                    259 
 Reallocation 
  of equity 
  component on 
  convertible 
  loans                         -              51                   -                     (51)                        -                      -                      - 
 Equity 
  component of 
  preference 
  shares                        -               -                   -                      468                        -                      -                    468 
 Share based 
  payments                      -               -                 751                        -                        -                      -                    751 
 Movement on 
  intercompany                  -               -                   -                        -                      501                      -                    501 
 Net profit                     -               -                   -                        -                        -                    156                    156 
                 ----------------   -------------   -----------------   ----------------------   ----------------------   --------------------   -------------------- 
 
 As at 30 June 
  2010                         83           5,835               1,248                      513                  (1,817)                (4,457)                  1,405 
 
 Share issues                  22           1,767                   -                        -                        -                      -                  1,789 
 Share issue 
  costs                         -           (399)                   -                        -                        -                      -                  (399) 
 Conversion of 
  loan notes 
  into shares                   5             432                   -                     (23)                        -                      -                    414 
 Share based 
  payments                      -               -                  93                        -                        -                      -                     93 
 Net loss                       -               -                   -                        -                        -                (4,555)                (4,555) 
                    -------------   -------------   -----------------   ----------------------   ----------------------    -------------------   -------------------- 
 
 At 31 
  December 
  2010                        110           7,635               1,341                      490                  (1,817)                (9,012)                (1,253) 
 
 
 Share 
  issues         5      654         -         -          -          -       659 
 Share 
  based 
  payments       -        -        41         -          -          -        41 
 Net loss        -        -         -         -          -    (1,892)   (1,862) 
              ____    _____    ______   _______    _______    _______   _______ 
 
 At 30 
  June 
  2011         115    8,289     1,382       490    (1,817)   (10,904)   (2,445) 
             =====   ======   =======   =======   ========    =======   ======= 
 

CONDENSED GROUP CASH FLOW STATEMENT

FOR THE SIX MONTHS ENDED 30 JUNE 2011

 
                             Six months        Six months          Year to 
                                  to                to                31 
                               30 June           30 June          December 
                                 2011              2010              2010 
                                $'000             $'000             $'000 
                              Unaudited         Unaudited          Audited 
 Cash flows from 
 operating activities 
 (Loss) / profit before 
  taxation                         (1,892)               156           (4,399) 
 Adjustments for: 
 Net finance expense                   640               126               479 
 Foreign exchange loss                                     -                27 
 Depreciation and 
  amortisation                         503               156               373 
 Movement in trade and 
  other receivables                    217           (3,656)               314 
 Movement in inventories                 7                26              (81) 
 Movement in trade and 
  other payables                      (44)             2,265             1,544 
                            --------------    --------------   --------------- 
 Net cash outflow from 
  operating activities               (569)             (752)           (1,515) 
 
 Cash flow from 
 investing activities 
 Purchase of fixed 
  assets                               (3)              (30)              (44) 
 Intangible assets 
  additions                          (361)             (639)           (1,359) 
 Withdrawal / 
  (investment) in 
  restricted bank 
  deposit                               55              (33)              (38) 
                            --------------    --------------   --------------- 
 Net cash outflow from 
  investing activities               (309)             (702)           (1,441) 
 
 Cash flows from 
 financing activities 
 Proceeds from 
  borrowings                           688                 -               518 
 Repayment of borrowings             (243)             (260)             (374) 
 Proceeds from issuance 
  of convertible 
  preference shares                      -             1,640             1,675 
 Issue of shares                       122                 -             1,341 
                            --------------    --------------   --------------- 
 Cash inflow from 
  financing activities                 567             1,380             3,160 
 
 
 Net cash (outflow) / 
  inflow from all 
  activities                         (311)              (74)               204 
 Cash and cash 
  equivalents at 
  beginning of period                  316               112               112 
                           ---------------   ---------------     ------------- 
 Cash and cash 
  equivalents at end of 
  period                                 5                38               316 
                                   =======           =======            ====== 
 
 

BASIS OF PREPARATION

The condensed group financial statements have been prepared using accounting policies consistent with International Financial Reporting Standards (IFRS) as endorsed for use by Companies listed on an EU regulated market and in accordance with IAS34 - "Interim Financial Reporting". The same accounting policies, presentation and methods of computation have been followed in the preparation of these results as were applied in the Group's latest annual audited financial statements. It is not expected that there will be any changes or additions to these in the 2011 annual financial statements.

This statement does not comprise statutory accounts as defined in Section 434 of the Companies Act 2006 and the results for the six months ended 30 June 2011 and for the six months ended 30 June 2010 are unaudited.

The financial information for the year ended 31 December 2010 is an extract from the latest group accounts. Statutory financial statements for the year ended 31 December 2010, prepared in accordance with IFRS, on which the auditors gave an unqualified opinion but did include reference to matters to which the auditors drew attention by way of emphasis without qualifying their report.

The condensed group financial statements are presented in US Dollars and all values are rounded to the nearest thousand dollars ($'000) except when otherwise indicated.

This information is provided by RNS

The company news service from the London Stock Exchange

END

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