TIDMBIDS
RNS Number : 0529O
Bidstack Group PLC
30 September 2019
Certain information contained within this Announcement is deemed
by the Company to constitute inside information as stipulated under
the Market Abuse Regulation (EU) No. 596/2014 ("MAR"). Upon
publication of this Announcement, this information is considered to
be in the public domain.
30 September 2019
Bidstack Group Plc ("Bidstack" or "the Company")
Interim Results for six months ended 30 June 2019
Bidstack Group plc (AIM: BIDS.L), the native in-game advertising
group, announces its unaudited results for the six months ended 30
June 2019. The Interim Report for the period ended 30 June 2019
will be published on the Company's website - www.bidstackgroup.com
today.
Highlights
-- Revenue (test spend) of GBP0.03 million (period ended 30 June 2018: GBPnil);
-- Loss per share has improved to 0.83 pence (period ended 30
June 2018: loss of 3.04 pence per share);
-- Placing of 40 million shares at 12.5 pence per share to raise
GBP5m for the Company completed on 7 May 2019; and
-- Further GBP0.7m raised following the exercise of warrants at 20 pence per share.
-- Period end cash balance of GBP6m (period ended 30 June 2018: GBP0.3m);
Operational Highlights
-- First demand side platform ("DSP") with Avocet Systems
Limited in March 2019, a significant technical milestone, enabling
the purchase of advertising inventory on a programmatic basis;
-- A second DSP Platform161 on-boarded in March 2019, expanding
the breadth of Bidstack's demand side platform;
-- Development and testing of new software development kits ("SDK");
-- Generation of first true programmatic revenue following test
spends with advertising clients at the end of the period;
-- Independent study provided proof the product works in a demonstrable way;
-- Awarded Brand Safety Seal by Digital Trading Standards Group;
-- Expanded the team from 17 staff on 31 December 2018 to 34 at 30 June 2019;
-- Advisory Board established; and
-- Two new Non-Executive Directors, Mike Hayes (formerly of
SEGA, Codemasters and Nintendo) and Derek Wise (Oracle Data Cloud,
formerly of Grapeshot and Jagex);
Post Period End Highlights
-- Strategic Partnership Agreement with Dentsu Aegis Network;
-- Acquired Minimised Media Limited, trading as "Pubguard", on 1 August 2019;
-- Contracts with Xandr Invest (formerly AppNexus) and The Trade
Desk, operators of two of the world's largest DSPs;
-- Agreement with Epic Games to make our SDK available for games using Unreal Games Engine;
-- Renewal of Football Manager contract for a further three years.
Donald Stewart, Chairman, said:
On 4 April 2019 we published our audited accounts for 2018. As
set out in my Chairman's statement, in the first half of 2019 we
have been building the foundations for our future growth. As I
said, Bidstack's strategic focus throughout the period has been on
the continued development of our software platform alongside our
product offering.
During the period we made the strategic decision not to
prioritise the acquisition of new games and additional advertising
inventory for two reasons. First, this strategy gave our technical
development and product teams the space they needed to carry out
the significant development work outlined below. Second, it meant
that we were not disappointing major video games developers and
publishers by having to hold off filling their advertising
inventory while necessary development work took place. This
approach has had an impact on first half revenues but will yield
longer term benefits.
We made extraordinary progress in the first half which has
continued since the end of the period. It is also fair to say that
the business has matured significantly.
While our H1 strategy has been at the expense of short-term
revenues, the Board remains convinced that getting the fundamentals
right is the key to future success.
We plan to continue hiring at pace. In particular, there will
continue to be sizeable expansion in the technical development
team. However, both the sales and supply teams are also expected to
grow quickly with additions in the US and Europe, as well as in the
UK reflecting where we expect to find advertisers and games
publishers. These teams will be key to developing significant
future revenues bringing both brands and advertising agencies as
well as new games with substantial advertising inventory.
Additional growth will also bring additional administration and the
Group will need to fill consequent managerial positions.
As I anticipated almost six months ago, the Board continues to
expect the Group to be cash flow negative in the second half of
2019 but believes that market expectations for 2019 revenues remain
achievable, revenues are expected to grow significantly in 2020
propelling the Group towards material profitability in 2021.
James Draper, Chief Executive, said:
As I said in our audited accounts for 2018, we are building out
Bidstack to become the biggest media owner in the video games
market. If a brand wants to be visible within a game environment
(we call it the native environment), or in a game application (such
as reward video etc.) or around the game (e.g. streamer
broadcasts), we want them to come through Bidstack.
Our challenge for 2019 was to prove to advertising agencies and
brands that our in-game advertising inventory could be traded
programmatically, which we have now done.
As we said in April, for the first half of the year we've not
focused on revenue. Instead, we've focused on building out our
offering to a level where significant advertising revenues can be
run through our platform. The revenue in H1 were test campaigns to
ensure all signals coming back from our technology were going to
enable us to deal with major advertising agencies. These test
spends were run in conjunction with supportive partners who have
worked alongside our product team to ensure our inventory is easy
to buy on scale.
I believe our patience and methodology have paid off and our
team has captured the imagination of advertisers across the world.
The fruits of their labour have become visible with our first
strategic partnership agreement with a major agency holding group,
Dentsu Aegis Network (parent company 'Dentsu Inc.' TYO: 4324). I
expect this will now speed up a number of other elements to the
business, including further game acquisition and the adoption of
industry wide definitions for this new ad format. These
developments will open the door to significant real advertising
spend.
Now having won the confidence of one of the world's biggest
advertising groups is an enormous breakthrough for the Group.
The renewal of our contract with our friends at Football Manager
for the next three years illustrates their understanding of the
direction we are taking. We thank both them and Codemasters for
working so closely with us.
The Bidstack team has undertaken an incredible amount of work in
2019 so far and I couldn't be more excited about where the Company
is going. Q4 is all about execution on our previous work.
For further information please contact:
Bidstack Group Plc
James Draper, CEO +44 (0) 7850 341 885
SPARK Advisory Partners Limited
(Nomad)
Mark Brady/Neil Baldwin/James
Keeshan +44 (0) 203 368 3550
Stifel Nicholas Europe Limited
(Broker)
Fred Walsh/Neil Shah +44 (0) 20 7710 7600
Chairman's Statement
Period Strategy
On 4 April 2019 we published our audited accounts for 2018. As
set out in my Chairman's statement, the first half of 2019 has been
a period spent building the foundations for our future growth. As I
said, Bidstack's strategic focus throughout the period has been on
the continued development of our software platform alongside our
product offering.
During the period we made the strategic decision not to
prioritise the acquisition of new games and additional advertising
inventory for two reasons. First, this strategy gave our technical
development and product teams the space they needed to carry out
the significant development work outlined below. Second, it meant
that we were not disappointing major video games developers and
publishers by having to hold off filling their advertising
inventory while necessary development work took place. This
approach has had an impact on first half revenues, but will yield
longer term benefits.
We made extraordinary progress in the first half which has
continued since the end of the period. It is also fair to say that
the business has matured significantly.
For more information on the Group's technical and commercial
progress please refer to the Chief Executive's Statement and
Trading Update set out below.
Board Appointments
During the period we have added two talented and well connected
new Non-Executive Directors, Mike Hayes (formerly of SEGA,
Codemasters and Nintendo) and Derek Wise (Oracle Data Cloud,
formerly of Grapeshot and Jagex) who have highly relevant skills to
the future of the business.
Financial Developments
The period has also seen the Company strengthen its balance
sheet considerably as a result of the placing of 40 million new
ordinary shares with institutional and other investors at 12.5
pence per share to raise GBP5m in May 2019. Since then the Company
has received a further GBP0.7m following the exercise of 4,375,616
warrants issued in November 2017 at an exercise price of 20 pence
per warrant. As a result the Company had a healthy GBP6m available
to it in cash at the end of the period.
Post Period Developments
As announced on 1 August 2019, Bidstack purchased Minimised
Media Limited, trading as "Pubguard" for GBP300,000 satisfied by
the issue of 869,565 Bidstack shares at 34.5 pence per share.
Pubguard reviews in-app and mobile advertisements and desktop web
content for offensive, malicious, illegal ad content and malware.
This software will be used to protect Bidstack's gaming inventory
and to enhance its SDK.
On 22 August 2019 we announced that we had appointed Stifel
Nicolaus Europe Limited ("Stifel") as the Company's corporate
broker to support our growth. Stifel is an NYSE-listed full-service
investment bank with a 100-person global technology & internet
banking team and offices across the US, Europe and Asia.
On 26 September 2019 we announced that we had renewed our
contract with Sports Interactive for Football Manager for a further
three years.
On 27 September 2019 we announced our partnership agreement with
Dentsu Aegis Network.
Future Prospects
While our H1 strategy has been at the expense of short-term
revenues, the Board remains convinced that getting the fundamentals
right is the key to future success.
We plan to continue hiring at pace. In particular, there will
continue to be sizeable expansion in the technical development
team. However, both the sales and supply teams are also expected to
grow quickly with additions in the US and Europe as well as in the
UK reflecting where we expect to find advertisers and games
publishers. These teams will be key to developing significant
future revenues bringing both brands and advertising agencies as
well as new games with substantial advertising inventory.
Additional growth will also bring additional administration and the
Group will need to fill consequent managerial positions.
As I anticipated almost six months ago, the Board continues to
expect the Group to be cash flow negative in the second half of
2019 but believes that market expectations for 2019 revenues remain
achievable, revenues are expected to grow significantly in 2020
propelling the Group towards material profitability in 2021.
Chief Executive's Statement and Trading Update
As I said in our audited accounts for 2018, we are building out
Bidstack to become the biggest media owner in the video games
market. If a brand wants to be visible within a game environment
(we call it the native environment), in a game application (such as
reward video etc.) or around the game (e.g. streamer broadcasts),
we want them to come through Bidstack.
Our challenge for 2019 was to prove to advertising agencies and
brands that our in-game advertising inventory could be traded
programmatically, which we have now done.
We sat down in the first weeks of January and planned how we
would tackle the whole of 2019, working out what building blocks
were required not just to get to the market expected revenue figure
but to ensure that we are building a company that has frictionless
global growth potential.
The announcement in Q1 of cloud-gaming services including Google
Stadia and Microsoft's xCloud, with the commercial possibilities
and reach these platforms will offer advertisers in the coming
years, meant we adapted our strategy to ensure we're ready for
their launch in Q4 this year.
During the period our platform went programmatic end-to-end,
first with demand side platform ("DSP") Avocet Systems Limited, a
significant technical milestone in our development, and then with
Platform 161. DSPs enable advertisers to target advertising
inventory, either direct or via an agency, that fits their campaign
demographics (e.g. age, gender, location etc.) and allows media
buyers to trade and optimise campaigns with real--time
reporting.
Through our partnerships with Avocet, Platform161 and more
recently with Xandr Invest (formerly known as AppNexus) and The
Trade Desk (Nasdaq: TTO), the operators of two of the world's
largest DSPs, we have proven that native in-game advertising can be
traded programmatically. However, the roll-out of this new ad
format is a complex process.
The ability to provide programmatic advertising with related
reporting and analysis is critical as it unlocks digital spends
from the major advertising agency groups who, together, control
advertising spends north of $300bn in 2019.
Programmatic advertising was designed for web and in-app
advertising. Enabling media buyers to trade private marketplace and
open-exchange deals in high fidelity gaming environments is
extremely complex. There are no off-the-shelf products or manuals
to shortcut the process. Under the stewardship of our superb
product and technical teams, we are now defining this new
advertising standard.
Setting how "viewability" is defined in video games, whether
racing, stadium or open world environment games, is crucial to how
agencies can report on their ad spend and how they can verify
impression numbers within a console environment. This has been a
significant technical challenge for our team to overcome.
We set up our Advisory Board Committee in the first half to
enable our team to obtain assistance from an impressive array of
industry stalwarts in relation to technical and commercial
questions. Through those Committee members the Company has access
to many major gaming studios, advertising agency groups and gaming
and advertising governing bodies. With the assistance of Will
Kassoy, former CEO of AdColony, Derek Wise, VP of Contextual
Intelligence at Oracle and Jon Epstein, former President of Double
Fusion, we've been working to ensure advertisers can fully report
on this new medium.
As we said in April, for the first half of the year we've not
focused on revenue. Instead, we've focused on building out our
offering to a level where significant advertising revenues can be
run through our platform. The revenue in H1 were test campaigns to
ensure all signals coming back from our technology were going to
enable us to deal with major advertising agencies. These test
spends were run in conjunction with supportive partners who have
worked alongside our product team to ensure our inventory is easy
to buy on scale.
I believe our patience and methodology have paid off and our
team has captured the imagination of advertisers across the world.
The fruits of their labour have become visible with our first
strategic partnership agreement with a major agency holding group,
Dentsu Aegis Network.
Lewis Sherlock, our VP of Sales, who joined from Verizon in May
working alongside our outstanding product team led by Moritz
Natalini, who joined from King in March, has enabled the Company to
land this game changing agreement with Dentsu Aegis Network.
I expect this will now speed up a number of other elements to
the business, including further game acquisition and the adoption
of industry wide definitions for this new ad format. These
developments will open the door to significant real advertising
spend.
Now having won the confidence of one of the world's biggest
advertising groups is an enormous breakthrough for the Group.
Our connections with Xandr Invest and The Trade Desk (Nasdaq:
TTD) mean major advertising agencies can buy and report on our
inventory through the same media buying and trading software they
use to purchase their other digital media. Our PC and console
software development kit ("SDK") (our within-game technology) is
now fully live which, crucially, enables advertisers to place their
own tracking pixel into a gaming environment, assisting reporting
and transparency. We have been working hard behind the scenes with
Codemasters (LSE: CDM) and others to ensure that the technology
works and is robust. Our new SDK technology will feature on the
launch of Football Manager 20 in Q4 this year.
Prior to the SDK we were operating with an application
programming interface ("API"), a relatively simple web-based form
of software interface allowing for interaction between disparate
systems. Although the API enabled us to control the video player
within game environments, it didn't allow for tracking
pixels/viewability. As a result signals coming back into the
trading platforms weren't giving the holistic reporting that is
required to deploy large spends.
An SDK is a considerably more sophisticated set of software
tools, libraries, code samples, processes and components built to
incorporate features and drive user behaviours.
The importance of our SDKs and our relationship with Epic Games,
the creator of Fortnite, Unreal, Gears of War, Shadow Complex, and
the Infinity Blade series of games, cannot be understated.
Previously it was necessary for us to form relationships with games
developers on a one-by-one basis. We will continue to do this, but
growth from this strategy alone takes time. Our new arrangement
with Epic's Unreal Engine enables developers of all sizes, by
adding Bidstack's technology to their game, to open their
advertising inventory to global media buyers and potentially
attract advertising revenue from the world's leading brands.
Our Unreal Engine and Unity SDK's are now in the final stage of
beta testing before launch into live environments.
Our AdConsole, which sits between both the demand side
(advertisers) and supply side (games) is also fully operational.
This enables both sides to monitor campaigns and empowers game
publishers to provide a full self-serve offering, outside of a
managed service.
The acquisition of PubGuard has accelerated our data capture and
copy approvals process significantly. I'm delighted to be working
with their talented team and they've further energised our
technical team.
We are also currently integrating all our technologies into a
single SDK that will enable game publishers to toggle between the
types of advertising they want Bidstack to provide whether in-game,
in the game application and/or around the game.
All of this has been made possible by our rapid hiring
programme. We have gone from 17 staff on 31 December 2018 to 34 at
the period end, with our focus on developing our technology and
publisher / client facing functions.
However, that statistic does not tell the full story. We have
hired some extremely capable people and, together, they are uniting
to form a formidable Bidstack team which has undertaken an
incredible amount of work in 2019 so far. I couldn't be more
excited about where the Company is going. Q4 is all about execution
on our previous work.
Consolidated statement of comprehensive income
for the six months ended 30 June 2019
Note
Unaudited Unaudited Audited
6 months 6 months year
ended ended ended
30 Jun 2019 30 Jun 2018 31 Dec 2018
GBP GBP GBP
Revenue 26,692 - 316,906
Cost of sales (20,286) - (240,849)
------------- ------------ -------------
Gross profit 6,406 - 76,057
Administrative expenses (1,805,059) (410,429) (1,263,348)
------------- ------------ -------------
Operating loss before acquisition
related costs (1,798,653) (410,429) (1,187,291)
Transaction costs - - (713,744)
Share based payment on reverse
acquisition - - (1,411,478)
------------- ------------ -------------
Operating loss (1,798,653) (410,429) (3,312,513)
Finance income 975 - -
Finance costs - (641) (729)
Loss before taxation (1,797,678) (411,070) (3,313,242)
Taxation - - 50,517
------------- ------------ -------------
Loss for the period (1,797,678) (411,070) (3,262,725)
Other comprehensive income
Total other comprehensive income - - -
------------- ------------ -------------
Total comprehensive loss for
the period (1,797,678) (411,070) (3,262,725)
============= ============ =============
Loss per share - basic and diluted
(pence) 3 (0.83) (3.04) (4.23)
The above consolidated statement of profit and loss and other
comprehensive loss for the period relates to continuing operations
for the Group.
Consolidated statement of financial position
as at 30 June 2019
Note Unaudited Unaudited Audited
30 Jun 30 Jun 2018 31 Dec
2019 2018
ASSETS GBP GBP GBP
Non-current assets
Intangible assets 39,306 8,845 43,842
Property, plant and equipment 19,879 3,398 15,752
------------- ------------ -------------
Total non-current assets 59,185 12,243 59,594
============= ============ =============
Current assets
Trade and other receivables 717,316 91,715 807,691
Cash and cash equivalents 6,004,616 300,319 2,106,557
------------- ------------ -------------
Total current assets 6,721,932 392,034 2,914,248
============= ============ =============
Total assets 6,781,117 404,277 2,973,842
============= ============ =============
EQUITY AND LIABILITIES
Equity
Share capital 4 5,508,307 137 5,286,429
Share premium account 23,170,484 671,253 18,000,247
Share-based payment reserve 497,166 17,435 258,060
Merger relief reserve 6,213,021 - 6,213,021
Reverse acquisition reserve (23,320,632) - (23,320,632)
Capital redemption reserve - 23 -
Warrant reserve 71,480 - 71,480
Accumulated losses (5,772,123) (1,122,789) (3,974,445)
------------- ------------ -------------
Total equity 6,367,703 (433,941) 2,534,160
============= ============ =============
Current liabilities
Trade and other payables 416,414 438,218 439,682
Convertible loan notes - 400,000 -
-------------
Total current liabilities 416,414 838,218 439,682
============= ============ =============
Total equity and liabilities 6,781,117 404,277 2,973,842
============= ============ =============
The interim financial report was approved by the board of
Directors on 30(th) September 2019 and signed on its behalf by:
Donald Stewart
Chairman of Bidstack Group Plc
Consolidated statement of changes in equity
for the six months ended 30 June 2019
Share-based Merger Reverse
Share Share payment relief acquisition Warrant Accumulated Total
capital premium reserve reserve reserve reserve losses equity
GBP GBP GBP GBP GBP GBP GBP GBP
Balance as
at 1 January
2019 5,286,429 18,000,247 258,060 6,213,021 (23,320,632) 71,480 (3,974,445) 2,534,160
Comprehensive
income for
the period
Loss and total
comprehensive
income for
the period - - - - - - (1,797,678) (1,797,678)
--------- ---------- ----------- --------- ------------ -------- ----------- -----------
Total comprehensive
expense for
the period - - - - - - (1,797,678) (1,797,678)
--------- ---------- ----------- --------- ------------ -------- ----------- -----------
Transactions
with owners
Issue of shares 221,878 5,428,153 - - - - - 5,650,031
Costs of raising
equity - (257,916) - - - - - (257,916)
Share-based
payments - - 239,106 - - - - 239,106
--------- ---------- ----------- --------- ------------ -------- ----------- -----------
Total transactions
with owners 221,878 5,170,237 239,106 - - - - 5,631,221
--------- ---------- ----------- --------- ------------ -------- ----------- -----------
Balance as
at 30 June
2019 5,508,307 23,170,484 497,166 6,213,021 (23,320,632) 71,480 (5,772,123) 6,367,703
========= ========== =========== ========= ============ ======== =========== ===========
Consolidated statement of changes in equity
for the six months ended 30 June 2018
Share-based Capital
Share payment redemption Retained Total
Share capital premium reserve reserve losses equity
GBP GBP GBP GBP GBP GBP
Balance as
at 1 January
2018 137 669,674 17,435 23 (711,719) (24,450)
Comprehensive
income for
the period
Loss and total
comprehensive
income for
the period - - - - (411,070) (411,070)
------------- -------- ----------- ----------- ----------- ---------
Total comprehensive
expense for
the period - - - - (411,070) (411,070)
------------- -------- ----------- ----------- ----------- ---------
Transactions
with owners
Issue of shares - 1,579 - - - 1,579
------------- -------- ----------- ----------- ----------- ---------
Total transaction
with owners - 1,579 - - - 1,579
------------- -------- ----------- ----------- ----------- ---------
Balance as
at 30 June
2018 137 671,253 17,435 23 (1,122,789) (433,941)
============= ======== =========== =========== =========== =========
Consolidated statement of changes in equity
for the year ended 31 December 2018
Share-based Merger Reverse Capital
Share Share payment relief acquisition redemption Warrant Accumulated Total
capital premium reserve reserve reserve reserve reserve losses equity
GBP GBP GBP GBP GBP GBP GBP GBP GBP
Balance as
at 1 January
2018 137 669,674 17,435 - - 23 - (711,720) (24,451)
Comprehensive
income for
the period
Loss and total
comprehensive
income for
the year - - - - - - - (3,262,725) (3,262,725)
--------- ----------- ----------- --------- ------------ ---------- ------- ----------- ------------
Total
comprehensive
expense (3,262,725) (3,262,725)
--------- ----------- ----------- --------- ------------ ---------- ------- ----------- ------------
Transactions
with owners
Parent company
reflected
on reverse
acquisition 4,417,442 15,009,243 - - - - - - 19,426,685
Issue of
Bidstack
Ltd shares
prior to
acquisition 19 445,968 - - - - - - 445,987
Issue of
Bidstack
Ltd shares
to Bidstack
Group prior
to
acquisition 13 399,987 - - (400,000) - - - -
Reverse
acquisition
adjustment (169) (1,515,629) (17,435) (16,142,791) (23) - - (17,676,047)
Issue of
shares 291,667 3,208,334 - - - - - - 3,500,001
Issue of
consideration
shares 564,820 - - 6,213,021 (6,777,841) - - - -
Issue of
adviser
shares 12,500 137,500 - - - - - - 150,000
Costs of
raising
equity - (307,297) - - - - - - (307,297)
Share-based
payments - (47,533) 258,060 - - - 71,480 - 282,007
--------- ----------- ----------- --------- ------------ ---------- ------- ----------- ------------
Total
transaction
with owners 5,286,292 17,330,573 240,625 6,213,021 (23,320,632) (23) 71,480 - 5,821,336
Balance as
at 31
December
2018 5,286,429 18,000,247 258,060 6,213,021 (23,320,632) - 71,480 (3,974,445) 2,534,160
========= =========== =========== ========= ============ ========== ======= =========== ============
Consolidated statement of cash flows
for the period ended 30 June 2019
Unaudited Unaudited
6 months 6 months Audited
ended 30 ended 30 Year ended
Jun 2019 Jun 2018 31 Dec 2018
GBP GBP GBP
Cash flows from operating activities
Loss before taxation (1,797,678) (411,070) (3,313,242)
Adjustments for:
Amortisation 4,906 1,053 4,407
Depreciation 3,057 1,448 3,134
Share based payment on reverse acquisition - - 1,411,478
Equity settled share-based payments 239,106 - 282,007
Finance income (975) - -
Finance expense - 641 729
-----------
(1,551,584) (407,928) (1,611,487)
Changes in working capital
Decrease/(increase) in trade and
other receivables 90,375 4,154 (602,523)
(Decrease)/increase in trade and
other payables (26,268) 713,313 208,715
----------- ---------- -------------
Cash (used in)/generated from operations (1,487,477) 309,539 (2,005,295)
Taxation received - - 27,623
----------- ----------
Net cash used in operations (1,487,477) 309,539 (1,977,672)
Cash flow from investing activities
Investment in intangible assets (370) (8,335) (46,687)
Cash acquired with subsidiary - - 208,817
Investment in property, plant and
equipment (7,183) (3,484) (17,524)
----------- ---------- -------------
Net cash flow (used in)/ generated
from investing activities (7,553) (11,819) 144,606
Cash flow from financing activities
Proceeds from issue of share capital 5,650,030 1,579 4,245,988
Cost of issue (257,916) - (307,297)
Interest received 975 - -
Interest paid - (641) (729)
----------- ----------
Net cash generated from financing
activities 5,393,089 938 3,937,962
Increase in cash and cash equivalents
in the period 3,898,059 298,658 2,104,896
Cash and cash equivalents at beginning
of period 2,106,557 1,661 1,661
Cash and cash equivalents at the end
of the period 6,004,616 300,319 2,106,557
=========== ========== =============
Notes to the unaudited consolidated interim financial report
1 Summary of significant accounting policies
Basis of preparation
The Company is a public limited company which is admitted to
trading on the AIM Market of the London Stock Exchange and is
incorporated and domiciled in the UK. The address of the registered
office is 201 Temple Chambers, 3-7 Temple Avenue, London, EC4Y 0DT.
The registered number of the company is 04466195.
The consolidated interim financial report consolidates those of
the Company and its trading subsidiary, Bidstack Limited (together
the "Group"). The financial information presented in this interim
report have been prepared using accounting policies that are
expected to be applied in the preparation of the financial
statements for the year ending 31 December 2019.
These policies are in accordance with International Financial
Reporting Standards (IFRSs) and International Financial Reporting
Interpretation Committee (IFRIC) interpretations as endorsed by the
European Union ("IFRS-EU"), and those parts of the Companies Act
applicable to companies reporting under IFRS.
The interim results have been prepared on a going concern basis
which assumes that the Group will be able to continue trading for
the foreseeable future. Although an operating loss has been
reported for the reporting period and an operating loss is expected
to be incurred in the 12 months subsequent to the date of this
report, the Directors believe, having considered all available
information, including the cash resources currently available to
the Group and the Company's proven ability to raise further equity
funds from its supportive shareholder base, that the Group will
have sufficient funds to meet its expected committed and
contractual expenditure for the foreseeable future. Thus, the
Directors continue to adopt the going concern basis of accounting
in preparing the interim financial report for the period ended 30
June 2019.
The prior period comparatives are not comparable with the
current interim period, given that the prior period is unaudited
and are not consolidated, due to the reverse takeover of Bidstack
Limited by the Company which did not complete until September
2018.
2 Summary of significant accounting policies
The accounting policies applied by the Group in this
consolidated interim financial report are the same as those applied
by the Group in its consolidated financial statements as at and for
the year ended 31 December 2018, except for the adoption of IFRS 16
("IFRS 16") from 1 January 2019. and in some cases, had not yet
been adopted by the EU:
IFRS 16 "Leases"
The IASB has published IFRS 16 'Leases', completing its
long-running project on lease accounting. The new Standard, which
is effective for accounting periods beginning on or after 1 January
2019, requires lessees to account for leases 'on-balance sheet' by
recognising a 'right-of-use' asset and a lease liability. The date
of initial application of IFRS 16 for the Group will be 1 January
2019. It will affect most companies that report under IFRS and are
involved in leasing and will have a substantial impact on the
annual report and accounts of lessees of property and high value
equipment. This standard has been endorsed by the European
Union.
The impact of IFRS 16 has been assessed at a Group level, and
since no lease committed is longer than a year, there will be no
material impact of IFRS 16, assuming the Group's lease commitments
remain at the level as at 31 December 2018. Therefore IFRS 16 has
had no impact on the consolidated interim financial report.
Other
The following is a list of other new and amended standards
which, at the time of writing, had been issued by the IASB and are
effective in the current period, but have no impact on the
consolidated interim financial report.
-- Amendments to IFRS 9 Prepayment Features with Negative
Compensation (effective 1 January 2019)
-- Amendments to IAS 28: Long-term Interests in Associates and
Joint Ventures (effective 1 January 2019)
-- IFRIC 23 "Uncertainty over income tax treatments", effective 1 January 2019;
-- Annual Improvements to IFRSs 2015-2017 Cycle (IFRS 3 Business Combinations and IFRS
joint Arrangements, IAS 12 Income Taxes, and IAS 23 Borrowing
Costs) (effective 1 January 2019)
Amendments to IAS 19: Plan amendments, curtailment on settlement
(effective 1 January 2019)
The Group does not expect any other standards issued by the
IASB, but not yet effective, to have a material impact on the
group.
3 Loss per share
Basic and diluted loss per share
The calculation of basic and diluted loss per share is based
upon the loss of GBP1,797,678 (2018: loss of GBP411,070) and the
weighted average number of ordinary shares in issue for the year of
216,898,755 (2018: 13,524,018).
The loss incurred by the Group means that the effect of any
outstanding warrants and options would be considered anti-dilutive
and is ignored for the purposes of the loss per share
calculation.
4 Share capital and reserves
Allotted, called up and fully Ordinary Share capital
paid 0.5p shares
No. GBP
At 1 January 2018 25,010,280 4,417,442
Issue of shares 58,333,340 291,667
Issue of consideration shares 112,964,011 564,820
Issue of adviser shares 2,500,000 12,500
As at 31 December 2018 198,807,631 5,286,429
-------------------------------- ------------ -------------
Issue of shares 40,000,000 200,000
Issue of shares on warrant
exercise 4,375,616 21,878
================================ ============ =============
As at 30 June 2019 243,183,247 5,508,307
================================ ============ =============
All ordinary shares are equally eligible to receive dividends
and the repayment of capital and represent equal votes at meetings
of shareholders.
5 Post balance sheet events
As at 1 August 2019, the company acquired the entire issued
share capital Minimised Media Limited ("Minimised Media") which
trades under the name "Pubguard". Minimised Media earns revenues by
operating a software technology that automatically reviews
advertisements served in-app and on mobile and desktop web content
to identify offensive, malicious, illegal ad content and malware
which can be blocked at a clients' discretion.
The Directors believe the acquisition will provide a ready-made
solution to enhance the Bidstack platform and save the Company
several months of development time and resource.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
IR GMGZLZLDGLZZ
(END) Dow Jones Newswires
September 30, 2019 02:02 ET (06:02 GMT)
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