3b17c27b-2f73-467d-927c-68a14c01ec9e.pdf


NetPlay TV plc - OVERVIEW


CONTENTS


Overview

Group highlights 1

Strategic report

Chairman's statement 2

Chief Executive's review 3

Financial review 4

Principal risks and uncertainties 7

Governance

Board of Directors 10

Corporate governance report 11

Remuneration Committee report 12

Directors' report 14

Directors' responsibilities 15

Independent Auditor's report to the Members of NetPlay TV plc 16

Financial statements

Consolidated statement of comprehensive income 17

Consolidated statement of financial position 18

Consolidated statement of cash flows 19

Consolidated statement of changes in equity 20

Company statement of financial position 21

Company statement of cash flows 22

Company statement of changes in equity 23

Notes to the financial statements 24

Officers and professional advisers 41



1

NetPlay TV plc - STRATEGIC REPORT


CHARIMAN'S STATMEMENT


Dear Shareholder,


This is the first full year of trading since Bjarke Larsen became Chief Executive Officer and I want to congratulate Bjarke on leading a highly experienced and capable management team through a rapidly changing market place. The initiatives implemented at the end of 2014 to navigate the UK Point of Consumption duty ("POC") have been effective; strategic TV broadcasting relationships have been renegotiated and digital marketing capabilities and revenue diversification have been successfully strengthened with the acquisition of the trade and assets from Otherside Inc.


The management team has delivered against our stated strategy by reinforcing our USP through the contract extensions with ITV* and Channel 5 / Viacom , focusing on operational efficiencies and completing synergistic acquisitions to both strengthen capabilities and diversify the Group's revenues. We are confident that the actions taken have created a solid foundation from which the core business can continue to operate successfully and drive further growth.


The UK gambling market has undergone significant regulatory change over the last 18 months. These changes have had a widespread impact on the industry that is evident from the recent mergers of some the UK's largest gaming and gambling operators. These results demonstrate how versatile and adaptive our business has been with like-for-like ("LFL") adjusted EBITDA ‡ growing by £1.8m, which shows how successful the strategy has been to improve operational and marketing efficiencies.


Financial review

In line with the trading update issued in January 2016, I am pleased to report that the Group delivered net revenue of £26.3m and adjusted EBITDA of £2.7m, which is at the top-end of market expectations. The Group has no debt, is cash generative and holds a strong balance sheet with cash of £13.0m at year end, following the £2.6m cash paid in respect of the acquisition of the assets from Otherside Inc.


Dividend

The business has remained highly cash generative and maintains a robust balance sheet to support the future organic growth of the Group and any suitable M&A opportunities that arise.


Considering the strength of the Group's cash position, robust trading performance and positive outlook, the Board is proposing both an increase in the final dividend to 0.34 pence per share (2014: 0.33 pence per share) and also an additional distribution of £2.0m via a special dividend equivalent to 0.68 pence per share.


This proposed special dividend together with the final dividend and the interim dividend (paid in October 2015) brings the total dividend to

1.24 pence per share.


Employees

With their continued commitment and talent, our employees around the world remain pivotal to NetPlay TV's success. On behalf of the Board, I would like to thank every one of them for their hard work and dedication during this challenging year.


Outlook for 2016

Trading in the first part of 2016 has been strong across both our B2C (core online gaming operations) and B2B (digital marketing operations) businesses. The Board remains confident that NetPlay TV is well positioned, with continued cash generation and a strong balance sheet, to take advantage of the organic growth and M&A opportunities which lie ahead. This should be particularly evident by the fact that the Group is pursuing not just bolt-on opportunities but also considering more transformational deals, such as the potential acquisition of The Football Pools, which it considered in December 2015§ although ultimately chose not to pursue.


I am confident that our business is well equipped for the year ahead, allowing us to capitalise on the opportunities available and continuing to build on the success of the past year.



Charles Butler Chairman

18 March 2016




* The Group announced on the 14 January 2016, via the Regulatory News Service (RNS), that it had renewed its commercial airtime agreement with ITV until 2019.

Viacom International Media Networks, a division of Viacom Inc, announced on 10 September 2014 the completion of its £450m acquisition of Channel 5 Broadcasting Limited from Northern & Shell Media Group.

2


LFL adjusted EBITDA is a non-GAAP, company specific measure, and is reconciled in the financial review.

§ The Company announced on 11 January 2016, via the Regulatory News Service (RNS), that it had held preliminary discussions in relation to the potential purchase of the Football Pools business but after consideration chose not to enter into a competitive bid process and therefore terminated discussions.

Netplay Tv plc issued this content on 21 March 2016 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 21 March 2016 07:03:29 UTC

Original Document: http://www.netplaytv.com/system/storage/serve/5/NPTV PLC Financial Statements 2015.pdf