Jubii Europe N.V.
Interim reportfor the six months ended March 31, 2016
Key Figures (unaudited)Six months ended March 31, 2016 (unaudited) | Six months ended March 31, 2015 (unaudited) | ||
EBITDA1 | in KEUR | (680) | 362 |
EBIT1 | in KEUR | (680) | 362 |
Net profit/(loss) | in KEUR | (663) | 397 |
Shares (total outstanding)2 | number | 312,300,000 | 312,300,000 |
Earnings per share (diluted and undiluted) | in EUR | 0.00 | 0.00 |
Six months ended March 31, 2016 (unaudited) | Year ended September 30, 2015 (audited) | ||
Cash and Cash equivalents and Other investments | in mln EUR | 14.8 | 16.4 |
Cash ratio (Cash and Cash equivalents and Other investments/total liabilities) | number | 38.7 | 13.3 |
Shareholders' equity | in mln EUR | 15.0 | 15.7 |
Equity ratio (Shareholders' equity/total assets) | in percent | 97.5 | 92.7 |
Total assets | in mln EUR | 15.4 | 16.9 |
Employees3 | number | 1,3 | 1,3 |
1 EBITDA is Earnings Before Interest, Taxes, Depreciation, Amortization and Impairment, EBIT is Earnings Before Interest and Taxes.
2 Including Treasury shares.
3 Employee figures are presented on full time equivalent basis.
Table of contents Report to the shareholders 4Message from the CEO 4
Economic Development 5
Share Information 6
Capital Stock 6
Shareholder Structure 6
Employees 6
Risks and Uncertainties 6
Outlook 7
Jubii Europe N.V. Unaudited Condensed Consolidated Interim Statements of Financial Position 10
Jubii Europe N.V. Unaudited Condensed Consolidated Interim Statements of Comprehensive Income 11
Jubii Europe N.V. Unaudited Condensed Consolidated Interim Statements of Cash Flows 12
JUBII Europe N.V. Unaudited Condensed Consolidated Interim Statements of Shareholders' Equity 13
Notes to the Unaudited Condensed Consolidated Interim Financial Statements 14
Quarterly Financial Information 18 Report to the shareholdersThis report to the shareholders should be read in conjunction with the (consolidated) financial statements and notes thereto. This report contains certain forward-looking statements and information relating to Jubii Europe based on the beliefs of Jubii Europe as well as assumptions made by and information currently available to Jubii Europe. When used in this document, words such as "anticipate", "believe", "estimate", "expect", "intend", "plan" and "project" and similar expressions, as they relate to Jubii Europe or its management, are intended to identify forward-looking statements. These statements, which reflect Jubii Europe's current views with respect to future events, are not guarantees of future performance and involve risks and uncertainties that are difficult to predict. Further, certain forward-looking statements are based upon assumptions as to future events that may not prove to be accurate. Investors are cautioned that forward-looking statements contained in this section involve both risk and uncertainty. Several important factors cause actual results to differ materially from those anticipated by these statements.
The Annual General Meeting of Shareholders of Jubii Europe NV (ISIN NL0000233195) in 2014 amended the Company's Articles of Association to extend the financial year to the twenty-one months ended September 30, 2015; the financial year 2015/2016 thus runs from October 01, 2015 to September 30, 2016. Therefore the half-year 1 October 2015 up to 31 March 2016 relates to the first half of the financial year ended 30 September 2016.
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Message from the CEO
Dear Shareholders,
In the first six months of the financial year 2015/2016 Jubii Europe N.V. continued to move forward with the winding up of the remaining companies which are Jubii Europe N.V., the German subsidiary Jubii Europe GmbH and the Swedish subsidiary Yarps Network Services AB.
For those two remaining subsidiaries, Yarps Network Services AB and Jubii Europe GmbH, a formal application for liquidation has been filed.
The liquidation of Yarps Network Services AB cannot be finalized until the legal dispute with TeliaSonera is concluded. In the first instance the Stockholm District Court found TeliaSonera AB guilty of abuse of its dominant position and ordered TeliaSonera to pay to Yarps Network Services AB damages of SEK 65 million plus interest until payment is made. The amount of damages and the amount of interest roughly and preliminary calculated as per day of judgement, March 7, 2016, (approximately SEK 62 million) therefore in total amounted to approximately SEK 127 million which on the basis of the exchange rate was at that time approximately EUR 13,6 million. The court further decided that both parties have to bear their own costs. However, the judgement of the first instance did not become final and binding, because TeliaSonera filed an appeal against this judgment. Therefore, Jubii's subsidiary also filed an appeal on March 29, 2016, to further pursue its claim against TeliaSonera.
Jubii Europe N.V. will immediately be liquidated after these two remaining subsidiaries are closed down.
In the six month the Company realized a net loss of KEUR 663 which is mainly attributable to the legal dispute with TeliaSonera.
Dr. Fred Wilsdorf Chief Executive Officer
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Economic Development
Result analysis
EBITDA
During the first six months of the financial year 2015/2016, the EBITDA amounted to kEUR (680) compared to kEUR 362 in the same period of the financial year 2014/2015.
In these six months general and administration expenses amounted to kEUR (1,341) compared to kEUR (590) for the same period in 2014/2015; other operating income amounted to kEUR 661 compared to kEUR 952 in the same period in 2014/2015. The Ordinary expenses for the winding up amounted to kEUR (311) compared to kEUR (279) for the same period in 2014/2015. The legal and consulting fees for the lawsuit against TeliaSonera amounted to kEUR (1,026) compared to kEUR
(313) for the same period in 2014/2015. During the six months of the financial year 2015/2016 the net finance income amounted to kEUR 17 compared to kEUR 35 for the same period in 2014/2015.
This resulted in a net loss before tax of kEUR 663 for the first six months of the financial year 2015/2016, compared to a net gain before tax of kEUR 397 for the same period in the 2014/2015.
The earnings per share for the first half of the financial year 2015/216 was EUR 0.00 compared to EUR 0.00 in 2014/2015.
Balance Sheet AnalysisTotal assets decreased from EUR 16.9 million as of September 30, 2015 to EUR 15.4 million as of March 31, 2016. Cash, cash equivalents and other investments decreased to EUR 14.8 million as of March 31, 2016 compared to EUR 16.4 million as of September 30, 2015. This decrease reflects mainly the cash used in operating activities, especially the payments for legal and consulting fees of the lawsuit against TeliaSonera. Total liabilities as of March 31, 2016 decreased to EUR 0.4 million compared to EUR 1.2 million as of September 30, 2015.
The above yields a cash ratio of 38,7 (cash, cash equivalents and other investments divided by total liabilities).
Cash Flow AnalysisThe consolidated cash flow statements comprise of movements in cash and cash equivalents with an original maturity below three months. Other investments are classified as short term (original maturity 3-12 months) in the balance sheet.
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Share Information
In the first six months of the financial year 2015/2016 the Jubii Europe Share price varied frequently. The top share price of EUR 0.078 was reached on March 7, 2016. The lowest quotation of EUR 0.050 was reached on several days in the period under review.
Capital Stock
The company's capital stock consists of AA, AB and B shares, each with a par value of EUR 0.01. The average and absolute number of issued and outstanding shares, including 723,656 treasury shares with a nominal value of EUR 7,236.56 totalled 312,300,000. The number of voting shares outstanding therefore amounts to 311,576,344 as of June 30, 2015. The treasury shares were the result of both issuance and acquisition in the context of an indemnification from Spray Ventures in 2002.
Shareholder Structure
Number of shares as of March 31, 2016
% of voting rights
% of shares
Number of shares as of September 30,
2015
% of voting rights
% of shares
Telefónica SA
100,000,000
32.1%
32.0%
100,000,000
32.1%
32.0%
Reinhard Mohn GmbH / G+J Digital Products GmbH/ Jahr VVG mbH& Co. KG
62,270,000
20.0%
19.9%
62,270,000
20.0%
19.9%
Christoph GmbH
Mohn
Internet
Holding
37,730,000
12.1%
12.1%
37,730,000
12.1%
12.1%
JUBII Europe N.V. (treasury shares)
723,656
0.0%
0.2%
723,656
0.0%
0.2%
Free float
111,576,344
35.8%
35.8%
111,576,344
35.8%
35.8%
Total
312,300,000
100.0%
100.0%
312,300,000
100.0%
100.0%
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Employees
During the six months period under review, the number of full time equivalents employees was 1.3 (1.3 employees as of September 30, 2015).
The remaining employees are ensuring the proper liquidation process of Jubii Europe.
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Risks and Uncertainties
Certain risk categories and risk factors which could have a material adverse effect on our financial position and results have been extensively described in the annual report 2014/2015. Please also refer to this report. Those risk categories and risk factors are deemed incorporated and repeated in this report by reference.
With regards to litigation, in particular the proceedings against TeliaSonera there can be no assurance that Jubii's subsidiary, Yarps, would prevail in the second instance at the Appeals Court and maintain a money verdict in its favour. Also, if Yarps lost the appeal against TeliaSonera, this could lead to additional costs impacting the financial situation of the Company.
Additional risks are not known to us, or currently believed not to be material, could later turn out
to have a material impact on our business objectives, income, assets, liquidity or capital resources.
- Outlook
Jubii Europe will continue the liquidation process; however, a detailed time schedule for the completion of this process cannot be provided at present. This is mainly due to the proceedings against TeliaSonera AB. On March 24, 2016, TeliaSonera AB and on March 29, 2016, Yarps Network Services AB appealed against the judgement of the first instance. There can be no assurance that Jubii's subsidiary, Yarps Network Services AB, would prevail in the second instance at the Appeals Court and maintain a money verdict in its favour. Also, if Yarps lost the appeal against TeliaSonera, this could lead to additional costs impacting the financial situation of the Company.
Haarlem, the Netherlands May 27, 2016
The Management Board Jubii Europe N.V.
Responsibilities in respect of the financial statements and half-year reportThe Management Board is responsible for preparing the financial statements and the half-year report in accordance with applicable Dutch law and the International Financial Reporting Standards (IFRS) as adopted by the European Union (EU).
The Management Board is required to prepare financial statements for each financial year as well as interim reports, which give a true and fair view of the state of affairs, of the profit or loss and of the respective companies included in the consolidation. It is further responsible for maintaining proper accounting records, for safeguarding assets, and for taking reasonable steps to prevent and detect fraud and other irregularities. The Management Board is also responsible for selecting suitable accounting policies and applying them on a consistent basis, making judgments and estimates that are prudent and reasonable. Applicable accounting standards have been followed and Jubii Europe N.V.'s financial statements are prepared using accounting policies which comply with IFRS.
As required by section 5:25c(2)(c) of the Dutch Financial Supervision Act (Wet op het Financieel Toezicht) and on the basis of the foregoing the Management Board has confirmed that to its knowledge:
the financial statements give a true and fair view of the assets, liabilities, financial position and profit or loss of Jubii Europe N.V. and the undertakings included in the consolidation taken as a whole.
the half-year report of the Management Board includes a true and fair view of the main events in the first half of the financial year and how these affect the half-year financials, as well as a description of the most important risks and uncertainties that Jubii Europe N.V. faces for the next six months and, if applicable, a description of the most important related party transactions.
Management Board Dr. Fred Wilsdorf, CEO Jubii Europe N.V.
Unaudited Condensed Consolidated Interim Financial Statements for the period ended March 31, 2016 Jubii Europe N.V. Unaudited Condensed Consolidated Interim Statements of Financial PositionIn thousand Euro | Notes | March 31, 2016 | September 30, 2015 |
ASSETS | |||
Cash and cash equivalents* | 2 | 494 | 2,132 |
Other investments* | 2 | 14,300 | 14,300 |
Accounts receivable and other receivables | 42 | 42 | |
Prepaid expenses and other current assets | 534 | 415 | |
Total current assets | 15,370 | 16,889 | |
Total assets | 15,370 | 16,889 | |
SHAREHOLDERS' EQUITY AND LIABILITIES | |||
Share capital | 3,123 | 3,123 | |
Share premium | 1,482,092 | 1,482,092 | |
Treasury shares | (2,052) | (2,052) | |
Translation reserve | 13 | 10 | |
Accumulated deficit | (1,467,525) | (1,466,010) | |
Unappropriated result | (663) | (1,512) | |
Total shareholders' equity attributable to owners of the Company | 14,998 | 15,651 | |
Accounts payable | 234 | 404 | |
Provision | 3 | 0 | 634 |
Other short-term liabilities | 148 | 200 | |
Total current liabilities | 382 | 1,238 | |
Total liabilities | 382 | 1,238 | |
Total shareholders' equity and liabilities | 15,370 | 16,889 |
The accompanying notes are an integral part of these unaudited condensed consolidated interim financial statements
Jubii Europe N.V. Unaudited Condensed Consolidated Interim Statements of Comprehensive IncomeIn thousand Euro (except share data) | Not es | Six months ended March 31, 2016 | Six months ended March 31, 2015 |
Gross profit/(loss) | 0 | 0 | |
General and administration | 6 | (1,341) | (590) |
Other operating income/(expenses) | 661 | 952 | |
Total operating income/(expenses) | (680) | 362 | |
Profit/(loss) from operations | (680) | 362 | |
Finance income | 17 | 35 | |
Net finance income | 17 | 35 | |
Profit/(loss) before tax | (663) | 397 | |
Income tax benefit | 0 | 0 | |
Net profit/(loss) for the period attributable to owners of the Company | (663) | 397 | |
Other comprehensive income | |||
Items that are or may be reclassified to profit or loss: | |||
Foreign currency translation differences from foreign operations | (0) | 0 | |
Other comprehensive income for the period, net of income tax | (0) | 0 | |
Total comprehensive income/(loss) for the period attributable to owners of the company | (663) | 397 | |
Basic/diluted profit/(loss) per share (Euro) - continued operation | 0.00 | 0.00 | |
Basic/diluted profit per share (Euro) | 0.00 | 0.00 | |
Weighted average number of shares outstanding | 311,576,344 | 311,576,344 |
The accompanying notes are an integral part of these unaudited condensed consolidated interim financial statements
Jubii Europe N.V. Unaudited Condensed Consolidated Interim Statements of Cash Flows
In thousand Euro | Note s | Six months ended March 31, 2016 | Six months ended March 31,2015 | Twenty one months ended September 30, 2015 |
Cash flows from operating activities | ||||
Profit/(loss) before tax | (663) | 397 | (1,512) | |
Adjustments for: | ||||
Net finance income and expense | (17) | (49) | (124) | |
Change in accounts receivable | 0 | 0 | 39 | |
Change in prepaid expenses and other current assets | (119) | (8) | (127) | |
Change in prepaid expenses and other non-current assets | 0 | 0 | (2,324) | |
Change in other investments | 0 | 980 | 0 | |
Change in accounts payable | (170) | (65) | 0 | |
Change in current liabilities | (686) | (892) | (1,125) | |
Interest received | 17 | 49 | 124 | |
Net cash used in operating activities | 1,638 | 412 | (5,049) | |
Cash flows from financing activities | ||||
Share Premium repayment | 0 | 0 | 0 | |
Net cash provided / (used) in financing activities | 0 | 0 | 0 | |
Effect of exchange rate changes on cash and cash equivalents | 0 | (12) | (8) | |
Change in cash and cash equivalents | (1,638) | 400 | (5,057) | |
Cash and cash equivalents, beginning of the period | 2,132 | 734 | 7,189 | |
Cash and cash equivalents, end of the period | 494 | 1,134 | 2,132 |
The accompanying notes are an integral part of these unaudited condensed consolidated interim financial statements
Jubii Europe NV published this content on 27 May 2016 and is solely responsible for the information contained herein.
Distributed by Public, unedited and unaltered, on 01 June 2016 12:51:08 UTC.
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