Half-yearly Report

MediaZest plc Unaudited results for the six months ended 30 September 2014 CHAIRMAN'S STATEMENT Introduction I am pleased to report unaudited results for the six months ended 30 September2014 for MediaZest plc ("MediaZest", the "Company" and, together with itswholly owned subsidiary company MediaZest International Ltd (formerly TouchVision Limited) (the "Group"). Financial Review Revenue for the period was £1,579,000 (2013: £1,572,000) and the Group made aloss for the period after taxation of £203,000 (2013: £183,000), interest of £26,000 (2013: £77,000), administrative expenses before depreciation of £708,000(2013: £674,000), depreciation of £27,000 (2013: £18,000) and amortization of £2,000 (2013: £nil). Gross profit was £528,000 (2013: £576,000). The basic and fully diluted lossper share was 0.022 pence (2013: 0.033 pence). EBITDA was a loss of £180,000(2013: £98,000). Operational Review The Group has made ongoing progress in the last 12 months. Some notableachievements during the 6 month period to 30 September 2014 were the successfulcompletion of the FIFA World Cup Trophy Tour project with Coca-Cola ("FWCTT")which ended April 2014 (the financial benefits of which predominantly fell intothe preceding period); the much acclaimed Hyundai Rockar Bluewater DigitalShowroom which began in the period and launched in November 2014 with revenuessplit accordingly; Kuoni's North East flagship Newcastle outlet; audio visualand projection work for a range of Harry Ramsden's seaside restaurant locationsas well as hologram creation for UK Trade & Industry (UKTI) at an internationalexhibition in Germany. Notwithstanding, the Group continues to develop andprovide services to a diverse and high profile client base both domesticallyand overseas. The momentum generated by the FWCTT project and others has helpedthe Group to attract these new projects within the period and as a result matchthe comparable period's improved top line revenue figure. At the end of 2013, the Board identified and implemented a complementarystrategy: to focus sales effort on a concentrated number of high profileclients, providing innovative audio visual solutions which have the potentialto generate ongoing long term business opportunities, and to pursue greaterrecurring revenues by developing its own products. The strategic objective is to generate client loyalty through excellence ofdelivery coupled with offering a diverse product range including the Group'sown products. In particular the Board believes that such an approach willbenefit the business by helping it to increase recurring revenues throughservice and maintenance, content production and management, and additionalconsultancy and data analysis work. Intellectual Property In December 2013, the Board identified three areas where it believed the Groupcould embark upon product development which would allow the Company to achieveimproved revenue, whilst contemporaneously creating intellectual propertyassets that would enhance the Group's valuation. The decision was made to prioritise audience measurement software, and theGroup developed and tested its own product in this area during the year,"MediaZest Retail Analytics", before releasing it to the market in November2014. A first system has already been sold and the Company is in negotiationsto test its potential with a number of existing and new clients. Costs associated with the development of this product are capitalised in theintellectual property section of the Consolidated Statement of FinancialPosition. Operating costs The Board continues to maintain tight control of costs whilst increasinginvestment in the sales process. Administrative costs for the period to 30September 2014 were £708,000 (2013: £674,000) and this increase was partly as aresult of increased costs of the London showroom in these 6 months of £35,000and one off sales consulting costs of £13,000. The London showroom was openedin July 2013 and hence lower costs for this asset were incurred in thecomparable period. Outlook The Company has already seen initial success with this strategy; particularlyin the period since July 2014. It has already led to several large scaleopportunities that the Group is currently pursuing, and has also enabled theGroup to gain and deliver successfully four high profile projects in recentmonths, with revenue for these projects largely falling in the 6 month periodto 30 September 2014. New business wins in the second half of the calendar year, coupled withsuccessful deployment has resulted in the Group entering 2015 with severalclients already in discussions regarding additional projects which isencouraging. The Board believes that the development of the MediaZest Retail Analyticsproduct holds much promise for the Group and the Board believes it has thepotential to generate significant and quality revenue for the Group goingforward. Fundraising On 17 December 2014, the Company announced a conditional placing of 125,142,900shares at 0.35p per share to raise £438,000 before expenses. The Companyannounced yesterday that it had posted a circular to Shareholders containingthe notice of the General Meeting to be held at 11.00 a.m. on 8 January 2015which is being convened for the purpose of proposing the resolutions which arenecessary to implement the proposed placing. The circular sets out thebackground to and reasons for the placing. Lance O'Neill 23 December 2014 Chairman MediaZest plc CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2014 Unaudited Unaudited Audited Six months Six months 12 months Notes 30-Sep-14 30-Sep-13 31-Mar-14 £'000 £'000 £'000 Continuing Operations Revenue 1,579 1,572 2,944 Cost of sales (1,051) (996) (1,978) Gross profit 528 576 966 Administrative expenses (708) (674) (1,474) EBITDA (180) (98) (508) Administrative expenses - depreciation & (29) (18) (39)amortisation Operating Loss (209) (116) (547) Interest (26) (77) (128) Loss before taxation (235) (193) (675) Taxation credit 32 10 22 Loss for the period and total (203) (183) (653)comprehensive loss for the periodattributable to the owner of the parent Loss per ordinary 0.1p share Basic 2 (0.022p) (0.033p) (0.09p) Diluted 2 (0.022p) (0.033p) (0.09p) MediaZest plc CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 SEPTEMBER 2014 Unaudited Unaudited Audited As at As at As at 31-Mar- 30-Sep-14 30-Sep-13 14 £'000 £'000 £'000 Non-current assets Goodwill 2,772 2,772 2,772 Property, plant and equipment 113 51 60 Intellectual property 46 51 60 Total non-current assets 2,931 2,823 2,832 Current assets Inventories 310 142 95 Trade and other receivables 408 440 766 Cash and cash equivalents 31 - 268 Total current assets 749 582 1,129 Current liabilities Trade and other payables (1,446) (1,244) (1,522) Financial liabilities (198) (393) (200) Total current liabilities (1,644) (1,637) (1,722) Net current liabilities (897) (1,055) (593) Net assets 2,036 1,768 2,239 Equity Share Capital 3,174 2,879 3,174 Share premium account 4,871 4,225 4,871 Other reserves 7 7 7 Retained earnings (6,016) (5,343) (5,813) Total equity 2,036 1,768 2,239 MediaZest plc CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2014 Share Share Share Retained Total Options Capital Premium Reserves Earnings Equity £'000 £'000 £'000 £'000 £'000 Balance at 31 March 2013 2,736 4,029 7 (5,160) 1,612 Loss for the period - - - (183) (183) Total comprehensive income for - - - (183) (183)the period Issue of share capital 143 215 - - 358 Share issue costs - (19) - - (19) Balance at 30 September 2013 2,879 4,225 7 (5,343) 1,768 Loss for the period - - - (470) (470) Total comprehensive income for - - - (470) (470)the period Issue of share capital 295 736 - - 1,031 Share issue costs - (90) - - (90) Balance at 31 March 2014 3,174 4,871 7 (5,813) 2,239 Loss for the period - - - (203) (203) Total comprehensive income for - - - (203) (203)the period Balance at 30 September 2014 3,174 4,871 7 (6,016) 2,036 MediaZest plc CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2014 Unaudited Unaudited Audited Six Six 12 months months months Note 30-Sep-14 30-Sep-13 31-Mar-14 £'000 £'000 £'000 Net cash (used in) / generated from 3 (34) 12 (418)operating activities Taxation 22 - 22 Investing activities cash flow Purchase of plant and machinery (82) (6) (36) Disposal of plant and machinery 2 - 3 Purchase of intellectual property (48) - - Purchase of leasehold improvements - - (3) Net cash (used in) investing activities (128) (6) (36) Financing activities cash flow Repayment of borrowings - (8) (8) Other short term financing 58 - - Other loan repayments - (77) (77) Shareholder loan repayments (2) (200) (330) Interest paid (26) (77) (128) Interest repaid with equity - - (169) Loans repaid with equity - - (11) Proceeds of issue of shares - 308 1,389 Share issue costs - (19) (109) Net cash (used in) / generated from 30 (73) 557financing activities Net (decrease) / increase in cash and cash (110) (67) 125equivalents Cash and cash equivalents at beginning of (74) (199) (199)period / year Cash and cash equivalents at end of period 4 (184) (266) (74)/ year MediaZest plc NOTES TO THE FINANCIAL INFORMATION 1. Basis of preparation The Group's annual financial statements are prepared in accordance withInternational Financial Reporting Standards (IFRS) as adopted for use in the EUapplied in accordance with the provisions of the Companies Act 2006 applicableto companies preparing financial statements under IFRS. Accordingly, the consolidated half-yearly financial information in this reporthas been prepared using accounting policies consistent with IFRS. IFRS issubject to amendment and interpretation by the International AccountingStandards Board (IASB) and the IFRS Interpretations Committee and there is anongoing process of review and endorsement by the European Commission. Thefinancial information has been prepared on the basis of IFRS that the Directorsexpect to be applicable as at 31 March 2015. This interim report does not comply with IAS 34 "Interim Financial Reporting"(as adopted by the European Union), as permissible under the AIM Rules forCompanies. Going Concern The Directors have considered financial projections based upon known futureinvoicing, existing contracts, pipeline of new business and the number ofopportunities it is currently working on, particularly in the Retail sector. Inaddition, these forecasts have been considered in the light of the ongoingeconomic difficulties in the UK and global economy, previous experience of themarkets in which the Group operates and the seasonal nature of those markets,as well as the likely impact of ongoing reductions to public sector spending.These forecasts indicate that the Group will generate sufficient cash resourcesto meet its liabilities as they fall due over the next 12 month period from thedate of this interim announcement. As a result the Directors consider that it is appropriate to draw up theaccounts on a going concern basis. Accordingly, no adjustments have been madeto reflect any write downs or provisions that would be necessary should theGroup prove not to be a going concern, including further provisions forimpairment to goodwill and investments in Group companies. Non-statutory accounts The financial information contained in this document does not constitutestatutory accounts within the meaning of Section 434 of the Companies Act 2006("the Act"). The statutory accounts for the year ended 31 March 2014 have been filed withthe Registrar of Companies. The report of the auditors on those statutoryaccounts was unqualified, did not draw attention to any matters by way ofemphasis and did not contain a statement under Section 498(2) or (3) of theAct. The financial information for the six months ended 30 September 2014 and30 September 2013 is not audited. 2. Loss per share Basic loss per share is calculated by dividing the loss attributed to ordinaryshareholders of £203,000 (2013: £183,000) by the weighted average number ofshares during the period of 914,614,741 (2013: 548,759,406). The diluted lossper share is identical to that used for basic loss per share as the exercise ofwarrants would have the effect of reducing the loss per share and therefore isnot dilutive under International Accounting Standard 33 "Earnings per Share". MediaZest plc NOTES TO THE FINANCIAL INFORMATION (Continued) 3. Cash used in operations Unaudited Unaudited Audited Six months Six months 12 months 30-Sep-14 30-Sep-13 31-Mar-14 £'000 £'000 £'000 Operating loss (209) (116) (547) Depreciation of tangible assets 27 18 39 Amortisation of intangible assets 2 - - Decrease / (increase) in inventories (215) (19) 28 Increase / (decrease) in payables 3 44 313 Decrease / (increase) in receivables 358 85 (251) Net cash inflow/(outflow) from (34) 12 (418)operating activities 4. Cash and cash equivalents Unaudited Unaudited Audited Six months Six months 12 months 30-Sep-14 30-Sep-13 31-Mar-14 £'000 £'000 £'000 Cash held at bank 31 - 268 Bank overdraft - (63) - Invoice discounting facility (215) (203) (342) (184) (266) (74) 5. Subsequent events On 17 December, the Company announced a conditional placing of 125,142,900shares at 0.35p per share to raise £438,000 before expenses. The shares areexpected to be admitted to AIM on 9 January 2015 subject to the passing of thenecessary resolutions at a General Meeting to be held on 8 January 2015. 6. Availability of the Half-early Report Copies of the Half-yearly Report will be available to the public from theCompany's website, www.mediazest.com, and from the Company Secretary at theCompany's registered address at 27/28 Eastcastle Street, London, W1W 8DH. MediaZest Plc Tel: 020 7724 5680 Geoff Robertson Chief Executive Officer Nominated Adviser Northland Capital Partners Limited Tel: 020 7382 1100 Gavin Burnell/Edward Hutton Broker Hybridan LLP 020 3713 4581/4582/4583

Claire Noyce/William Lynne/Niall Pearson