INTERIM RESULTS FOR THE SIX MONTHS ENDED 30 JUNE 2009
(Thomson Reuters ONE) - ESSENTIALLY GROUP LIMITED INTERIM RESULTS FOR THE SIX MONTHS ENDED 30 JUNE 2009Essentially Group Limited, the leading sports marketing and athletemanagement Group, today announces its interim results for the sixmonths ended 30 June 2009.Financial Highlights * Earnings before Interest, Tax, Depreciation and Amortisation up 15% to £1,184,000 (£1,030,000 in the period to 30 June 2008) * Profit before tax* up 19% to £888,000 (£749,000 in the period to 30 June 2008) * Profit after tax* up 61% to £653,000 (£406,000 in the period to 30 June 2008) * Earnings per share* up 10% to 0.33 pence (0.30 pence in the period to 30 June 2008) * Cash on the balance sheet £4.3m and a debt position of £7.4m, with a net debt position of £4.0m after taking account of funds collected on behalf of clients*excluding amortisation, loss on disposal and notional interest ondeferred considerationOperational Highlights * The collapse of all of our earn outs at an agreed level, resulting in reduced disclosed liabilities * Disposal of the Accelerate South African office to management * Successful Ashes series for the Group within the sports marketing, hospitality, and media sales businesses * Successful tour by British & Irish Lions to South Africa * Extension of key contracts across media sales and sponsorshipReview of OperationsThe first half of 2009 has seen an increase in confidence within thesports sector following the financial turmoil of 2008. While a numberof financial institutions have reduced their commitment to the sportssector there has been an increase in the number of core consumerbrands who are recognising the power of sport to communicate theirmessages to a targeted audience.The media coverage of both the Ashes series and the British & IrishLions tour has provided strong media exposure for the respectivesponsorship partners and reinforced the strength of both of thesesports to a global audience.Cricket continues to grow as Twenty 20 becomes increasingly part ofthe sport's commercial activity. The speed with which the relocationof the India Premier League to South Africa was achieved is a clearindicator of the status this tournament has now achieved. Withinrugby there are strong positive drivers for us, including Englandhosting the 2015 World Cup and the likely inclusion of Rugby 7's aspart of the 2016 Olympics.Key HighlightsOur team have delivered a number of projects including the following: * A successful tour by the British & Irish Lions to South Africa * Key commercial partners to the ECB test match grounds for the Ashes and West Indies tours * Investec as TriNations series sponsor in New Zealand * Arrangement of Springboks to play Leicester Tigers on the opening of their new stand in November * Pilsner Urquell as official beer of the Open Championship at Turnberry * Appointment as exclusive commercial agents to the European Rugby Cup * Appointment as exclusive commercial agents for the New Zealand Rugby Union * Renewal of Magners' sponsorship of the Celtic League * Extension to our commercial agreement with Millennium Stadium * Commercial agency for the IRB World Rugby Sevens DubaiMany of these projects will flow through into the second half of thisyear and into 2010.Overall resultsResultsOur results for the six months ended 30 June 2009 are summarisedbelow: Unaudited Unaudited Audited 6 months 6 months 12 months June 2009 June 2008 Dec 2008 £000's £000's £000'sRevenues 10,044 5,901 16,245Contribution beforecentral costs 1,483 1,312 3,304Central costs (384) (351) (661)Earnings beforeinterest, tax andamortisation ofintangibles 1,099 961 2,643Interest (211) (212) (488)Profit before taxand amortisation ofintangibles 888 749 2,155Tax (235) (343) (705)Profit after tax andbefore amortisationandnotional interest,exceptional itemsand loss ondisposal ofoperations 653 406 1,450Exceptional Items - - (157)Loss on disposal ofoperation (507) - -Amortisation ofintangible assets (823) (611) (1,536)Notional interestfor deferredconsideration underIFRS (295) (261) (697)Fair value ofderivativeinstrument, net oftax impact (23) - (150)Deferred tax onamortisation ofintangible assets 231 183 466(Loss) after tax (764) (283) (624)Underlying earningsper share * 0.33 0.30 0.87Basic EPS (0.39) (0.21) (0.37)Weighted averagenumber of shares 197,092,201 135,212,306 166,074,158* Before amortisation of intangible assets and associated taxation,loss on discontinued operations and notional interest on deferredconsiderationThe financial information is presented in accordance withInternational Financial Reporting Standards ("IFRS").OPERATING DIVISIONSSports Marketing 6m to 6m to 12m to June 2009 June 2008 Dec 2008 £'000 £'000 £'000Contribution 693 398 1,480The sports marketing business has benefited from the inclusion of afull six months of Sportseen Limited (included from 1 May in 2008)however it remains weighted towards the second half of the year. Keyactivity in the first half of the year included the first half of thetest match ground season, RBS 6 Nations at Twickenham, MillenniumStadium and Murrayfield, England football world cup qualifiers andthe British & Irish Lions. In addition we ran successful events forAmlin, Visit Britain, Pilsner Urquell, and the Lions.Athlete Management 6m to 6m to 12m to June 2009 June 2008 Dec 2008 £'000 £'000 £'000Contribution 682 847 1,746The last six months have seen us expanding our presence in both theNorthern and Southern hemispheres to supplement the investment wemade in Essentially South Africa and these are all anticipated tocontribute profits in the second half of the year. We remain cautiousin respect of the Japanese market for international players althoughthe financial issues at the end of 2008 have not had as significantan impact on the Japanese market as we expected. Our office there isnow well positioned to service both the international and domesticmarketplace in Japan. Within cricket Twenty 20 continues to drivevalues and is providing additional commercial revenues to the UKdomestic cricket market.Professional Services 6m to 6m to 12m to June 2009 June 2008 Dec 2008 £'000 £'000 £'000Contribution 108 67 78The professional services business continues to build its client baseas well as providing an important support service to our playersunder management - well over half of whom use us for their tax andaccounting administration.OFFER FOR THE SHARE CAPITAL OF THE COMPANYAs reported earlier today Chime Communications PLC ("Chime") has madean announcement that they wish to acquire the whole of the issuedshare capital of the Company. The Board, having been so advised byCenkos, consider the terms of the offer to be fair and reasonable andthe terms to be in the best interests of shareholders as a whole.Accordingly, the Board intends to unanimously recommend thatshareholders accept the Offer.DIVIDENDThe Board has declared an interim dividend of 0.36p per ordinaryshare, payable in the event that the Offer by Chime is declaredunconditional and subject to passing of a special resolution for itspayment.The interim dividend payment date will be announced in due course andwill be payable to shareholders on the register at 2 October 2009.The ex-dividend date is 30 September 2009.OUTLOOKThe Group operates in a competitive marketplace and the events oflate 2008 illustrated some of the uncertainties within the market -both in terms of available sponsorship budgets and the timing andappetite to commit to significant marketing expenditure. In additionthe Group continues to expand its overseas presence which canincrease its exposure to variations in exchange rates. Although theacquisition of Sportseen has reduced the impact, the Group's resultsremain weighted towards the second half of the year.The Board remain positive as to Essentially's outlook. For our seniormanagement team the opportunity to combine with Fast Track, thesports marketing division of Chime, represents a significant step inthe creation of a major presence within the sports marketing andmanagement business. We are continuing to see sponsorship andmarketing revenues flowing into the sports of rugby and cricket,although there has been a significant shift in the nature of thecompanies now partnering. The wider economic outlook will continue torequire a note of caution, however the longer term calendar in ourkey sports, coupled with our locations to service our clients, allowsus to remain positive as to the Company's prospects: 2011 - India toEngland, Rugby World Cup in New Zealand, 2012 Olympics, 2013 Ashes inthe UK, 2015 Rugby World Cup in England.The Board would like to extend its thanks to all of our employeesaround the world for all of their efforts to date and for theircontinuing loyalty to the Group.Consolidated Interim Income Statement Unaudited Unaudited Audited 6 months 6 months Year to to 30 June to 30 June 31 December 2009 2008 2008 £'000 £'000 £'000 NoteRevenue 3 10,044 5,901 16,245Cost of sales (4,629) (1,993) (6,821) -------------- -------------- --------------Gross profit 5,415 3,908 9,424Operating costs (4,231) (2,878) (6,626)Depreciation (85) (69) (155)Earnings fromcontinuingoperations beforeinterest, tax, 1,099 961 2,643amortisation andloss on disposal ofsubsidiaryExceptional Items - - (157)Loss on disposal ofsubsidiary (507) - -undertakingAmortisation of (823) (611) (1,536)Intangible assetsTotalAdministrative (5,646) (3,558) (8,474)costsOperating (loss) (231) 350 950profitInterest charged (541) (537) (1,523)Interest Received 4 64 129 -------------- -------------- --------------Loss before tax (768) (123) (444)Income tax expense 4 (160) (180) -------------- -------------- --------------Loss for the period (764) (283) (624) ========== ========== ==========Earnings / (Loss)per share :Basic and fullydiluted earnings (0.39) (0.21) (0.37)per share 4 ========== ========== ==========Consolidated statement of comprehensive income Unaudited Unaudited Audited 6 months 6 months Year to to 30 June to 30 June 31 December 2009 2008 2008 £'000 £'000 £'000Loss for the period (764) (283) (624)Exchange differencesarising on translating (29) (287) 174foreign operationsExchange differencesreflected in loss on 9 - -disposal of subsidiaryundertaking -------------- -------------- --------------Loss for the period (784) (580) (450) ========== ========== ==========Consolidated Balance Sheet Unaudited Unaudited Audited 30 June 30 June 31 December 2009 2008 2008 Note £'000 £'000 £'000ASSETSNon-current assetsProperty, plant and 459 463equipment 521Goodwill 6 22,690 25,908 23,644Other intangible 7,169 6,497assets 5,588Investments 117 - 117 -------------- -------------- -------------- 28,916 33,536 30,721 -------------- -------------- --------------Current assetsInventories 98 120 114Trade and other 7,992 8,523receivables 8,609Cash and cash 7,919 3,564equivalents 4,294 -------------- -------------- -------------- 13,001 16,031 12,201 -------------- -------------- --------------Total assets 41,917 49,567 42,922 -------------- -------------- --------------LIABILITIESCurrent liabilitiesTrade and other 8,945 5,827payables 7,638Short-term 977 1,417borrowings 1,417Current portion of 3,960 2,147long-term earn outcreditor 8 4,853Current tax payable 1,368 1,303 1,577 -------------- -------------- -------------- 15,276 15,185 10,968 -------------- -------------- --------------Non-currentliabilitiesLong-term earn out 4,487 3,462creditor 8 -Long term 7,880 6,732borrowings 6,023Deferred tax 2,176 1,718liabilities 1,454 -------------- -------------- --------------Total non-current 14,543 11,912liabilities 7,477 -------------- -------------- --------------Total liabilities 22,753 29,728 22,880 -------------- -------------- --------------Net assets 19,164 19,839 20,042 ========= ========= =========Equity attributableto equity holdersof the parentShare capital 5 197 196 197Share premium 17,300 17,318account 17,318Merger reserve 3,294 3,230 3,294Own shares held (527) (433) (433)Foreign exchange 68 529reserve 509Profit and loss (522) (863)account (1,627) -------------- -------------- --------------Total equity 19,164 19,839 20,042 ========= ========= =========Consolidated Cash Flow Statement Unaudited Unaudited Audited 6 months 6 months Year to to 30 June to 30 June 31 December 2009 2008 2008 £'000 £'000 £'000Cash flows fromoperating activitiesLoss after taxation (764) (283) (624)Adjustments for:Depreciation 85 69 155Amortisation ofintangibles 823 611 1,536Loss on disposal ofsubsidiary company 507 - -Foreign exchange gain(loss) 5 (33) 59Investment income (4) (64) (129)Interest expense 509 537 1,314Fair value loss onderivative financialinstrument 32 - 209Taxation (credit)expense recognised inprofit and loss (4) 160 180Decrease (Increase) ininventories 16 17 23Increase in trade andother receivables (770) (902) (1,172)Increase (Decrease) intrade payables 1,991 3,863 (189) -------------- -------------- --------------Cash generated fromoperations 2,426 3,975 1,376Interest paid (214) (242) (617)Income taxes paid (370) (500) (322) -------------- -------------- --------------Net cash generated fromoperating activities 1,842 3,233 437 -------------- -------------- --------------Cash flows frominvesting activitiesAcquisition ofsubsidiaries net of cashacquired - (3,158) (3,441)Transaction costs inrelation to acquisitionof subsidiaries (52) (384) (827)Payment of long termearn-out creditor (62) (2,086) (2,087)Net (Purchase) / sale ofequipment (146) (64) (155)Interest received 4 64 129Cashflows in respect ofdisposal of subsidiaries (147) - -Purchase of investments - - (117) -------------- -------------- --------------Net cash generated byinvesting activities (403) (5,628) (6,498) -------------- -------------- --------------Cash flows fromfinancing activitiesProceeds from issue ofshare capital - 5,656 5,677Proceeds from long-termborrowings - 3,084 3,000Repayment of long-termborrowings (709) (428) (1,054) -------------- -------------- --------------Net cash generated byfinancing activities (709) 8,312 7,623 -------------- -------------- --------------Net increase in cash andcash equivalents 730 5,917 1,562Cash and cashequivalents at beginningof period 3,564 2,002 2,002 -------------- -------------- --------------Cash and cashequivalents at end ofperiod 4,294 7,919 3,564 -------------- -------------- --------------Consolidated Statement of Changes in Equity Share Foreign Profit and Share premium Merger Shares exchange loss Total capital account reserve Held reserve account Equity £'000 £'000 £'000 £'000 £'000 £'000 £'000Balance at 1 120 10,612 1,743 (433) 355 (239) 12,158January 2008Issue of 77 6,706 1,551 - - - 8,334sharecapital ---------- ---------- ---------- ---------- ---------- ---------- ----------Total 77 6,706 1,551 - - - 8,334transactionswith owners ---------- ---------- ---------- ---------- ---------- ---------- ----------(Loss) for - - - - - (624) (624)theperiodOthercomprehensiveincome:Exchangedifference ontranslationofforeignoperation - - - - 174 - 174 ---------- ---------- ---------- ---------- ---------- ---------- ----------Totalcomprehensiveincome fortheperiod - - - - 174 (624) (450) ---------- ---------- ---------- ---------- ---------- ---------- ----------Balance at 31 197 17,318 3,294 (433) 529 (863) 20,042December2008Purchase of - - - (94) - - (94)shares held ---------- ---------- ---------- ---------- ---------- ---------- ----------Total - - - (94) - - (94)transactionswith owners ---------- ---------- ---------- ---------- ---------- ---------- ----------(Loss) for - - - - - (764) (764)theperiodOthercomprehensiveincome:Exchangedifference ontranslationofforeignoperation - - - - (20) - (20) ---------- ---------- ---------- ---------- ---------- ---------- ----------Totalcomprehensiveincome fortheperiod - - - - (20) (764) (784) ---------- ---------- ---------- ---------- ---------- ---------- ----------Balance at 30 197 17,318 3,294 (527) 509 (1,627) 19,164June 2009 ======= ======= ======= ======= ======= ======= =======Balance at 1 120 10,612 1,743 (433) 355 (239) 12,158January 2008Issue of 76 6,688 1,487 - - - 8,251sharecapital ---------- ---------- ---------- ---------- ---------- ---------- ----------Total 76 6,688 1,487 - - - 8,251transactionswith owners ---------- ---------- ---------- ---------- ---------- ---------- ----------(Loss) for - - - - - (283) (283)theperiodOthercomprehensiveincome:Exchangedifference ontranslationofforeignoperation - - - - (287) - (287) ---------- ---------- ---------- ---------- ---------- ---------- ----------Totalcomprehensiveincome fortheperiod - - - - (287) (283) (570) ---------- ---------- ---------- ---------- ---------- ---------- ----------Balance at 30 196 17,300 3,230 (433) 68 (522) 19,839June 2008 ======= ======= ======= ======= ======= ======= =======Notes to the condensed consolidated interim financial statements1 Nature of operations and general informationEssentially Group Limited is the Group's ultimate parent company. Itis incorporated and domiciled in Jersey. Essentially Group Limited'sshares are listed on the Alternative Investment Market of the LondonStock Exchange.Essentially Group's consolidated financial statements are presentedin Pounds Sterling (£), which is also the functional currency of theparent company.The condensed consolidated interim financial statements have beenprepared in accordance with International Accounting Standard ("IAS")34 "Interim Financial Reporting", as adopted by the European Union.There are no related party transactions that require to be reported.2 Summary of significant accounting policiesThese condensed consolidated interim financial statements (theinterim financial statements) have been prepared in accordance withthe accounting policies adopted in the last annual financialstatements for the year to 31 December 2008 except for the adoptionof IAS1 Presentation of Financial Statements (revised 2007), and IFRS8 Operating Segments.The adoption of IAS 1 (revised 2007) does not affect the financialposition or profits of the Group, but gives rise to additionaldisclosures. The measurement and recognition of the Group's assets,liabilities, income and expenses is unchanged, however some itemsthat were recognised directly into equity are now recognised in othercomprehensive income, for example foreign exchange movements onoverseas subsidiaries. IAS 1 (revised 2007) affects the presentationof owner changes in equity and introduces a "Consolidated Statementof Comprehensive Income". In accordance with the new standard theinterim financial statements also include a revised "ConsolidatedStatement of Changes in Equity".Under IFRS8 the accounting policy for identifying segments is nowbased on the internal management reporting information that isregularly reviewed by the chief operating decision maker. There hasbeen no impact of this on the segments disclosed as the Group hasalways reported both its management information and its segmentalanalysis in its financial statements by reference to the dominantsource and nature of the Group's risks and returns (i.e. on adivisional basis).3 Segment analysisThe Group operates through a number of different trading companiesand operating segments. Essentially Group evaluates the performanceof each business segment and allocates the necessary resources tothem based on operational requirements, including cash flow andrelated resource requirements. Segmental earnings correspond toEarnings before interest, tax and amortisation. Amortisation andinterest charged and received have not been allocated to anyindividual business segments.Group costs relate to the costs of Essentially Group Limited afterdeducting any costs that have been allocated to an individualbusiness segment.Primary segmental reporting 30 June 2009 30 June 2008 31 Dec 2008 Revenues Contribution Revenues Contribution Revenues Contribution £'000 £'000 £'000 £'000 £'000 £'000Sports 6,462 693 3,004 398 9,895 1,480MarketingAthlete 2,972 682 2,490 847 5,329 1,746ManagementProfessional 610 108 407 67 1,021 78Services -------------- -------------- -------------- -------------- -------------- -------------- 10,044 1,483 5,901 1,312 16,245 3,304Group costs (384) (351) (661) -------------- -------------- -------------- 1,099 961 2,643Net interest (537) (473) (1,394)expenseAmortisation (823) (611) (1,536)ofIntangiblesExceptional - - (157)ItemsLoss ondisposal of (507) - -subsidiaryundertaking -------------- -------------- --------------Loss before (768) (123) (444)tax ========= ========= ==========There are no material intersegment revenues included in the aboveanalysis.Total AssetsThe following analyses the total assets of the Group by operatingdivision 30 June 2009 30 June 2008 31 Dec 2008 £'000 £'000 £'000Sports Marketing 27,217 34,424 27,489Athlete Management 12,713 10,348 12,787Professional Services 1,565 1,811 1,791Group 422 2,984 855 -------------- -------------- --------------Total Assets 41,917 49,567 42,922 ========= ========= =========Total assets above is calculated excluding intercompany balances andincludes goodwill and customer contracts.4 Earnings per shareThe calculation of the basic earnings per share is based on theearnings attributable to ordinary shareholders divided by theweighted average number of shares in issue during the period.The calculation of diluted earnings per share is based on the basicearnings per share, adjusted to allow for the issue of shares and thepost tax effect of dividends and/or interest, on the assumedconversion of all dilutive options and other dilutive potentialordinary shares.Reconciliations of the earnings and weighted average number of sharesused in the calculations are set out below 6 months 6 months Year to to 30 June to 30 June 31 December 2009 2008 2008 £'000 £'000 £'000Earnings before interest, tax,amortisation, fair value ofderivative, and loss on disposal 1,099 961 2,643Interest (211) (212) (488)Profit before Tax, amortisation,notional interest, fair value ofderivative, and loss on disposal 888 749 2,155Tax (235) (343) (705)Profit After Tax and beforeamortisation, notional interest,fair value of derivative, andloss on disposal 653 406 1,450Deferred Tax on intangibleamortisation 231 183 466Notional interest for deferredconsideration under IFRS (295) (261) (697)Fair value of derivativeinstrument, net of tax impact (23) - (150)Amortisation of Intangibles (823) (611) (1,536)Loss after Tax on Continuingoperations before exceptionalitems / loss on disposal ofsubsidiary (257) (283) (467)Loss on disposal of subsidiary /exceptional items (507) - (157)(Loss)/ Profit After Tax onContinuing Operations (764) (283) (624)Weighted Average no shares 197,092,201 135,212,306 166,074,158Earnings per share on continuingoperations before amortisation ofIntangibles, notional interest, 0.33 0.30 0.87fair value of derivatives andloss on disposal (pence)Earnings per share on continuingoperations before exceptionalitems / disposal of subsidiary(pence) (0.13) (0.21) (0.28)Basic and fully diluted earningper share (pence) (0.39) (0.21) (0.37)Share options currently in issue are anti-dilutive and therefore donot impact EPS.5 Share issueSix months to 30 June 2009 Number £'000At 1 January 2009 and 30June 2009 197,092,201 197 ================ =============Six months to 30 June2008 Number £'000At 1 January 2008 119,827,289 120Issue of shares 76,563,650 76 ------------------------ -------------------At 30 June 2008 196,390,939 196 ================ =============Year to 31 December 2008 Number £'000At 1 January 2008 119,827,289 120Issue of shares 77,264,912 77 ------------------------ -------------------At 31 December 2008 197,092,201 197 ================ =============6 Goodwill 30 June 2009 30 June 2008 31 December 2008 £'000 £'000 £'000SportsMarketing 14,475 19,081 15,154AthleteManagement 7,571 6,029 7,860ProfessionalServices 644 798 630 ------------------- ------------------- ------------------- 22,690 25,908 23,644 ============= ============= =============Goodwill in each of these business units comprises:The Sports Marketing division, which principally comprises AccelerateSport and Music Limited (acquired in 2006), Frontiers Group UKLimited (acquired in 2007) and Sportseen Limited (acquired April2008) have a long established reputation for the provision of valueadded services to brands seeking to enhance their profile in both asporting and non-sporting context. In addition it has established anumber of key relationships with governing bodies, professionalassociations, and influencers in the sporting and non-sporting arena.It is not possible to attribute value directly to each of theserelationships or the reputation, as it is, in the Directors' opinion,these factors acting in concert that contribute to the overall valueof the Accelerate and Frontiers businesses. The goodwill attributableto this division has been reduced following the disposal of theAccelerate South Africa and the changes to the earn out considerationset out in Note 8, as well as other factors including theamortisation of interest on earn out consideration and changes inexchange rates.The Athletes Management division, which principally comprises GlobalSports Management Limited (acquired in 2005) and Athletes 1 SportsLimited (acquired in 2007) has a long standing reputation with theclubs, playing staff, players and professional bodies within cricketand rugby. Each of these relationships provide new opportunities forrevenue generation, however it is not possible to identify separatelywhich of these relationships contributes to the each piece of newbusiness and, in the Directors' opinion, it is not any one factorthat drives the growth of the business unit. The increase in goodwillfrom June 2008 to June 2009 is attributable to Essentially SouthAfrica and Arundel Promotions, both coming into the Group in thesecond half of 2008. The other variations arise out of changes in theearn out consideration set out in Note 8, together with other factorsincluding the amortisation of interest on earn out consideration andchanges in exchange rates.The Professional Services division, which principally comprisesEssentially Professional Services Limited (acquired in 2006), has anestablished network of referrers of revenue generating opportunitieswhich includes professional advisers, bankers, entrepreneurs, andexisting clients. It is not possible to separately identify the valueof each of these sources to the business. The changes in goodwillarise from the changes in the earn out consideration as outlined inNote 8, together with the amortisation of interest on earn outconsideration and changes in exchange rates.In each of these divisions (including companies acquired in thecurrent year) the Directors believe that Goodwill represents a valueto the Group over and above the separately identifiable customercontracts.The Directors review the goodwill allocated to each business unit ona regular basis, taking into account a number of factors including: * Current trading * Financial forecasts * Cash generation * Market conditions that may impact directly or indirectly on a business unit's activity * Staff and customer retention * Organic growth during the period under review * New business developmentOn the basis of this review the Directors believe that no impairmenthas been made in respect of goodwill in any of the business units.7 DividendsNo dividends were paid during this or any other periods shown.8 Earn out considerationAs described in the annual financial statements for the year ended 31December 2008 the company successfully concluded agreements for thesettlement of all earn out liabilities in connection with businessesacquired by the company. The settlement of earn outs was agreed at£4.8 million, of which £3.1 million is in cash, of whichapproximately 50% was paid in July 2009. The balance of cashconsideration is due for payment in March 2010. The balance ofconsideration was satisfied by way of the issue of 28,583,334ordinary shares of 0.1p each in July 2009. The earn out considerationis contingent on certain conditions being satisfied.9 Post Balance Sheet EventsOn 22 September 2009 Chime Communications PLC announced that it hadmade an offer to acquire the whole of the issued share capital ofEssentially Group Limited. Further details of this Offer arecontained in the announcement made on 22 September 2009, availablefrom the website of Essentially Group Limitedwww.essentiallygroup.com and in the Offer document being sent out toall shareholders.10 Interim statementCopies of the interim statement will be available from the company'sregistered office at PO Box 369, Sir Walter Raleigh House, TheEsplanade, St Helier, Jersey, JE1 4HH and is available to download atwww.essentiallygroup.com.This statement does not constitute full statutory financialstatements within the meaning of Company Legislation.Responsibility StatementWe confirm to the best of our knowledge: * The condensed consolidated interim financial statements have been prepared in accordance with IAS 34 "Interim Financial Reporting"; * The interim management report includes a fair review of the information required by DTR 4.2.7R (indication of important events during the first six months and description of principal risks and uncertainties for the remaining six months of the year); and * The interim management report includes a fair review of the information required by DTR 4.2.8R (disclosure of related party transactions and changes therein).By order of the BoardTim BergChief Financial Officer22 September 2009.---END OF MESSAGE---This announcement was originally distributed by Hugin. The issuer is solely responsible for the content of this announcement.
Datum: 22.09.2009 - 08:03 Uhr
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