Registered Office:
NetPlayTV plc
Battersea Studios
80 Silverthorne Road
London SW8 3HE
Tel: +44 (0)20 7819 9100
Fax: +44 (0)20 7819 9199
www.netplaytvplc.com
NetPlayTV plc Annual report and financial statements 2013
Registered Number: 3954744
Stock code LON:NPT
NetPlayTV plc Annual report  
and financial statements 2013 Contents
Overview
Highlights 1
Brands 2
Strategic Report
Chairman’s Statement 4
Business Model 5
Marketplace 6
Strategic Priorities 8
Strategy: Investment into Marketing 9
Chief Executive’s Review 10
2013 in numbers  12
Financial and Performance Review 14
Principal Risks and Uncertainties 16
Governance
Board of Directors 20
Corporate Governance 22
Directors’ Report 24
Directors’ Responsibilities 25
Independent Auditor’s Report to the Members of 
NetPlayTV Plc 26
Financial statements and other information
Consolidated statement  
of comprehensive income 27
Consolidated statement of financial position 28
Consolidated statement of cash flows 29
Consolidated statement of changes in equity 30
Company statement of financial position 31
Company statement of cash flows 32
Company statement of changes in equity 33
Notes to the financial statements 34
Officers and professional advisers  60
NetPlayTV is the UK’s 
largest interactive TV 
gaming company.  
Our goal is to be the 
destination of choice for 
multi-channel gaming 
entertainment by 
delivering a cutting edge 
interactive experience.
20%
Third consecutive year  
with net revenue growth  
in excess of 20% 01
Overview Strategic report Governance Financial statements
Overview
NetPlayTV plc
Highlights
Financial Highlights
Net revenue
+31%
£17,070,000
£21,769,000
£28,539,000 13
12
11
EBITDA*
+21%
£3,305,000
£4,312,000
£5,213,000 13
12
11
Adjusted profit before tax
† 
+35%
£2,372,000
£3,605,000
£4,874,000 13
12
11
Adjusted earnings per share
†
+32%
0.85 pence
1.27 pence
1.68 pence 13
12
11
Profit for the year and total comprehensive income
+15%
£642,000
£3,599,000
£4,416,000 13
12
11
Cash and cash equivalents
+13%
£7,940,000
£12,275,000
£13,911,000 13
12
11
Operational Highlights
• New three year ITV 
agreement signed in 
April 2013, extending 
the number of nights of 
Jackpot247 from four 
to six per week
• SuperCasino.com was  
the headline sponsor 
of Big Brother and 
Celebrity Big Brother
• Acquisition of  
Vernons.com, the 
e-gaming business, 
delivering diversification 
through online casino, 
bingo, and sportsbook  
• Significant investment  
in pure online digital 
marketing
*  EBITDA is a non-GAAP, company specific measure and excludes share based 
payment charges described in note 25. Where not explicitly mentioned, EBITDA 
refers to EBITDA from continuing operations.
† Adjusted profit before taxation is calculated as profit before taxation from 
continuing operations and deducting the cost of amortisation of specifically 
identified intangible assets arising on acquisitions and the share based payments. 
Adjusted earnings per share is calculated using adjusted profit before taxation. £17,070,000
£21,769,000
£28,539,000 13
12
11
02
Overview
NetPlayTV plc
Our  
Brands
Our aim is to deliver  
an interactive gaming  
experience to the mass 
market. We achieve this  
by using the flexibility of  
the Internet, linked with  
the trusted medium of TV.
Net revenue
£28.5m 32h
Over 32 hours of live TV  
broadcast per week 03
Overview Strategic report Governance Financial statements
Overview
NetPlayTV plc
“Jackpot247 offers a truly 
exciting casino experience, 
24 hours a day. Broadcast 
with live presenters on ITV 
six days a week since 2010.”
“SuperCasino.com is  
the hottest live casino 
experience online, on  
TV and on your Mobile. 
Broadcast live on Channel 5 
every night of the week with 
live spinners since 2009.”
“Vernons is a pure online 
gaming brand offering 
casino, bingo and sports 
betting to its customers.”
Broadcast platform
Six nights a week (Monday – 
Saturday) on ITV, seven nights a 
week on Freeview Channel 39.
• Online
• Mobile & Tablet
• IVR
Broadcast platform
Seven nights a week on Channel 5. 
24 hours a day, seven days a week 
on Sky Channel 862.
• Online
• Mobile & Tablet
• IVR
Broadcast platform
• Online
• Mobile & Tablet
Show Format
Presenter-led show on ITV with live 
auto wheel projected onto a giant 
projector screen.
Show Format
Live spinner show on Channel 5 and 
Sky Channel 862.
Show Format
No live TV show.
Established date
Live on ITV since May 2010 (formerly 
known as ChallengeJackpot.com).
Established date
Live on Channel 5 since September 
2009.
Established date
Vernons has been an established, 
trusted name in gaming since 1925. 
NetPlayTV acquired Vernons in 
October 2013.
www.Jackpot247.com www.SuperCasino.com www.Vernons.com 04
NetPlayTV plc
Strategic report
“ The 2013 results  
show that the Group 
has now firmly 
established itself  
and is now a well-
positioned and 
integrated business.”
Chairman’s 
statement
While TV is core to our business, we believe it is important to diversify 
our business: We have substantially increased marketing and 
customer recruitment from pure online digital marketing initiatives, and 
continue to evaluate complimentary M&A opportunities. At the end of 
the year we purchased the Vernons.com e-gaming business from 
Sportech plc which brought a large database of customers and 
additional product verticals in bingo and sportsbook. We are currently 
applying our proven marketing strategy and I am confident that this 
will provide further opportunities to grow the business.
People
The senior management team has been strengthened for the next 
phase of growth with a number of new roles.
 
Akshay Kumar was appointed as Group Finance Director. Akshay 
served as Group Financial Controller from January 2011 and brings 
considerable strategic and financial input to the Board.
Bjarke Larsen has been made Chief Operating Officer. Bjarke has 
been with the Group since 2007 and is responsible for the day to day 
running of the gaming operations.
The Group also created a new role in 2014 to head up digital marketing 
to further build upon the positive traction gained in 2013, in expanding 
customer recruitment opportunities.
Every member of the NetPlayTV team has contributed to the Group’s 
success during 2013 and I would like to thank them all for their hard 
work and the contribution they have made.
Results overview
NetPlayTV has delivered a record set of 2013 results, with net revenue 
increasing 31% to £28.5m and EBITDA increasing 21% to £5.2m.
The Group has no debt and cash generation continues to be strong 
with the year-end balance increasing £1.6m from £12.3m to £13.9m. 
This is after the dividend payments of £1.2m and the £3.0m acquisition 
of Vernons.com business from existing cash balances.
Looking ahead
The 2013 results show that the Group has now firmly established  
itself and is now a well-positioned and integrated business. 2014 has 
started with a strong increase in the core KPIs that drive the growth  
of the business and I am confident that we will continue to improve 
performance year on year. 
Dividend
During the year the Board announced an interim dividend of  
0.18 pence per share and is proposing a final dividend of 0.32 pence 
per share, subject to approval by the shareholders at the Annual 
General Meeting to be held on 29 May 2014, bringing the full year 
dividend to 0.50 pence per share and an increase of 33% on 2013. 
The dividend is payable on 19 June 2014 for shareholders on the 
register on 23 May 2014.
Clive Jones
Non-Executive Chairman
7 April 2014
Dear Fellow Shareholder,
It is a pleasure to report on a very strong set of results for NetPlayTV 
plc for 2013.
Strategy
NetPlayTV’s strategy remained focused on providing our customers 
with the best true multi-channel live gaming experience in the industry 
across mobile, web and TV through acquisition and organic growth. 
The strategy has proved successful and has delivered impressive 
results in 2013 with profit before tax increasing by 33% to £4.2m.
We have continued to develop our relationships with key TV 
broadcasters and signed a new three-year agreement with ITV in  
April to extend the number of nights from four to six per week. In the 
summer of 2013 we entered into our first TV show sponsorship, with 
the SuperCasino brand as headline sponsor for Big Brother and 
Celebrity Big Brother. This was a significant success, and was 
followed up in January 2014 with the sponsorship of Celebrity Big 
Brother, which had the highest viewer numbers since Channel 5  
first produced this show.
Clive Jones
Non-Executive Chairman 05
Governance Financial statements
NetPlayTV plc
Strategic report Overview
Strategic report
Business model TV adverts
Affiliates
Online digital marketing
TV Teleshopping Airtime
Sponsorship
Other casino  
games (e.g. slots)
Bingo tickets
PC, Mobile, 
IVR, Tablet
Player  
Account
Sportsbook Bingo Casino
Proprietary TV 
Roulette Games
Currenty Vernons only
Currently SuperCasino & 
 Jackpot247 only
Varied route to market with 
£13.3m invested in marketing 
in 2013 which equates to 
47% of Net Revenue. 
Multi channel approach 
allows new customers to 
open an account, deposit 
and play via Mobile, Tablet, 
Telephone or PC.
Allows the customer to play 
all TV, online and mobile 
games from a single account. 
This allows us to analyse 
customer behaviour and 
optimise the playing 
experience with the aim of 
increasing customer loyalty 
and value.
The acquisition of Vernons.
com has brought with it 
additional product verticals 
of Sportsbook and Bingo.
All production and live casino 
front end managed internally 
with third party games and 
back office systems provided 
by Playtech. 06
NetPlayTV plc
Strategic report
Marketplace
NetPlayTV’s strategy has 
historically been to focus 
on casino which plays to 
our core strengths and 
brands.
UK Online gaming market
The table below show NetPlayTV’s overall share of the UK online 
gaming market and how these values have increased annually 
since 2010:
The table below show NetPlay’s overall share of the UK online casino 
market and how these values have increased annually since 2010:
Whilst these figures show that NetPlayTV has experienced significant 
growth in these areas with net revenue increasing by a compound 
annual growth rate of 27% since 2010, it illustrates that there is 
considerable market opportunity available to the Group and NetPlayTV 
is well positioned to capitalise on this. The overall UK online gaming 
market (consisting of all online product verticals) and the UK online 
casino market is expected to grow in revenue terms by 12.2% and 
11.8% in 2014 respectively*. Furthermore, the acquisition of Vernons.
com provides opportunities for the Group to diversify its online gaming 
product offering as it includes Sportsbook and Bingo offerings.
2010 2011 2012 2013
Overall UK Online 
Market (GGY) – 
Gross Gambling 
Yield* £1,516.5m £1,713.7m £2,054.9m £2,275.8m
NetPlayTV’s Gross 
Gaming Win £17.4m £20.6m £26.9m £36.3m
NetPlayTV’s 
estimated share  
of overall market 1.1% 1.2% 1.3% 1.6%
2010 2011 2012 2013
Overall UK Online 
Casino Market 
– Gross Gaming 
Yield* £456.4m £548.4m £690.8m £796.4m
NetPlayTV’s Online 
Casino Gross 
Gaming Win £17.4m £20.6m £26.9m £35.8m
NetPlayTV’s 
estimated share  
of UK online  
casino market 3.8% 3.8% 3.9% 4.5% 07
Governance Financial statements
NetPlayTV plc
Strategic report Overview
Strategic report
Point of Consumption tax
In the March 2013 Budget, the UK Government confirmed its intention 
to apply a ‘Point of Consumption’ (POC) tax to operators providing 
remote gambling into the United Kingdom. As widely reported it is 
currently expected that the POC tax will be applied from December 
2014 and charged as 15% of net revenue.
As a leading operator within the UK gaming market, NetPlayTV will pay 
such POC tax on the majority of its net revenue. We estimate that the 
potential effect of the POC tax on the Group, if the regulation had 
been in place during 2013, would have been a reduction of circa £1.7m 
in profit for the year after incurring a gaming tax charge of £4.2m and 
implementing applicable contractual offsets and cost base 
efficiencies as outlined in points 1 and 2 below.
1. Contractual offsets: NetPlayTV has a number of contractual 
offsets with suppliers, where the revenue generated is directly 
linked to the amount payable to a supplier, and the potential 
additional cost due to the POC tax will consequently reduce the 
amount payable to these suppliers. 
2. Consolidation of locations and cost base efficiencies: 
NetPlayTV currently runs two TV operations: one in the UK and one 
outside the UK. The Group may look to consolidate this into one 
location within the UK and has also already identified further cost 
efficiencies that can be achieved.
In addition to these two factors, the Board believes there are further 
opportunities for the Group to pursue as a result of the POC tax 
charge, including:
3. Opportunity to take market share and consolidation: There will 
be competitors within the UK gaming market who will have very 
low or negative profits after the introduction of the POC tax and 
maybe forced to exit the market
1
. NetPlayTV is well positioned to 
take advantage of a potential increase in market share. This also 
presents further opportunities for NetPlayTV to take part in the 
inevitable consolidation within the industry.
4. Operational gearing: While the POC tax will impact the EBITDA 
margin, the operational gearing in the business means that the 
EBITDA margin will rise again as the business continues to scale.
5. International expansion: Expanding our customer base 
internationally is a longer term objective and will further 
counterbalance the POC tax impact on our business. 
1 A report published by Citi Research “UK Online Gambling: Mitigating the UK Point 
of Consumption Tax” published 23 August 2013 suggests that circa 15% of the 
UK gaming market could be left with low or negative profits post the POC tax and 
maybe forced to exit. They further estimate that 50% of this market share could 
migrate to existing operators giving each a potential 7-11% uplift in revenue.
27%
Net revenue annual  
compound growth  
rate since 2010 08
NetPlayTV plc
Strategic report
Strategic 
Priorities
1
Continued focus on core live 
interactive casino
The Group intends to increase UK market share by 
leveraging existing broadcaster relationships and 
expanding commercial advertising to complement the core 
teleshopping airtime. 
It also sees significant growth in the ability to target smartphone and 
tablet customers along with increasing the number of customers from 
pure online acquisition sources.
2
Retention of existing players
Driving player life-time value is key, with 45% of net revenue 
generated from players who have been registered for over 
12 months showing there is significant value in the existing 
customer base.
The Group has very high retention rates and has a dedicated team of 
account managers and retention specialists in place alongside the 
fact that the brand is on terrestrial television every night of the week.
3
Expansion of product offering
The Group is committed to expanding its product portfolio 
and features. For example, in February 2014, the Group 
launched live streaming of the television broadcast direct to 
iPhone and iPad.
The Vernons.com acquisition provides the Group with further product 
differentiation opportunities. For example, it will enable cross 
marketing of the existing live roulette TV product to the Vernons 
customer base as well as pushing the Vernons sportsbook to the 
Group’s largely male dominated SuperCasino database, especially 
with the Football World Cup in the summer of 2014.
4
Consolidation and new markets
Our strategy includes growth both organically and through 
acquisition in both our core UK market and overseas. 
Due consideration will be given to newly regulated markets. Not all 
markets will be attractive dependent on size and tax rates amongst 
other considerations. The Group would look to enter with the right 
media relationship for that particular country. £8.1m
£9.2m
£1.1m
£4.1m
Untracked
marketing* (e.g. TV)
Pure online
digital marketing
2012 2013
16%
84%
27%
73%
09
Governance Financial statements
NetPlayTV plc
Strategic report Overview
Strategic report
Strategy:  
investment into marketing
On the whole these players are more expensive to acquire 
than untracked customers, however early indications suggest 
that the lifetime value that these players contribute to the 
casino is also significantly higher. Encouragingly the net 
revenue generated by these players has increased by 120% 
between 2012 and 2013.
The graph above shows how pure online digital marketing 
investment has increased by 273% from £1.1m in 2012 to  
£4.1m in 2013.
2013 has been key for diversifying marketing activities, and 
the charts below show the increase in new depositing players 
acquired through pure online digital marketing. 
Market expenditure
2012 New depositing players 2013 New depositing players
 Pure online digital marketing
 Untracked marketing* (e.g TV)
* Untracked marketing (e.g. TV) includes marketing in relation to branded 
pay per click advertising which is tracked but actually categorised as 
untracked as it related to NetPlayTV’s own brand terms and therefore is 
analogous to organic search engine marketing. Charles Butler
Chief Executive Officer
10
NetPlayTV plc
Strategic report
Chief 
Executive’s 
review
Marketing
The Group continued to invest significantly in marketing during 2013 
and this resulted in a 25% increase in new depositing players to 
63,832 and an increase in total depositing players of 30% to 84,833. 
Mobile and tablet is now an integral part of the overall marketing 
strategy and continues to grow well, accounting for 36% of all new 
depositing players, up from 21% in 2012. All TV adverts we produce 
have a strong ‘call to action’ for mobile customers and we expect the 
percentage of new customers from mobile and tablet to continue to 
increase throughout 2014.
In April 2013, a new three year agreement was signed with ITV to 
extend the number of nights the Jackpot247 show is aired on ITV from 
four to six, being Monday to Saturday inclusive. This is testament to 
the success of the format to date and reinforces the proven strategy  
of using TV to target new customers.
In addition, and again in line with the strategy of using TV to target 
new customers the Group entered into its first TV sponsorship deal  
in the summer of 2013 with its SuperCasino brand as the headline 
sponsor of Big Brother and Celebrity Big Brother. As part of the overall 
marketing strategy this proved a success and had the desired effect of 
increasing both brand awareness and customer reach leading to the 
decision for the sponsorship again of Celebrity Big Brother in January 
2014. This series of Celebrity Big Brother was the most popular for 
Channel 5 yet with viewing audiences peaking at 4.2 million. 
While player recruitment via TV is still at the heart of the business, 
during the year we increased our investment in pure online digital 
customer recruitment as part of a more diversified marketing strategy. 
This resulted in 27% of new depositing players coming from pure 
online, an increase of 16% since 2012. 
Player retention remains key to the business model and works side by 
side with new player recruitment to ensure the best customer user 
experience, loyalty and in turn player value. In 2013, 45% of net 
revenue came from players who had an account for more than 12 
months, up from 41% in 2012. 
Acquisition
On 31 October 2013, the Group bought Vernons.com, the e-gaming 
division of Sportech plc. Vernons.com operates online casino, bingo 
and sportsbook. The acquisition includes the brand, customer 
database and various other gaming assets. These assets were 
purchased through the Group’s subsidiary NetplayTV Group Limited in 
Alderney for a total consideration of £3 million which was satisfied by 
existing cash balances.
 
This acquisition provides significant synergy opportunities. With 
further product differentiation it will enable cross marketing of the 
existing live roulette TV product to the Vernons’ customer base post 
integration as well as pushing the Vernons’ sportsbook to the Group’s 
largely male dominated SuperCasino database and provide a source 
of new customers, particularly with a view to the Football World Cup 
this year.
Product
The Group’s core product offering throughout 2013 has been interactive 
TV casino via its brands SuperCasino and Jackpot247. With the strong 
interaction between TV and mobile and tablet the Group has been 
continually developing a best in class mobile offering. The success  
of this is illustrated by an increase of 188% in mobile and tablet net 
revenue which in turn accounted for 33% of total net revenue in 2013.
Whilst the primary product vertical for the Group remains casino, with 
the acquisition of Vernons.com brings new opportunities in bingo and 
sports betting. As the acquisition was only at the end of the year, it will 
be 2014 and beyond where the positive effect of these new product 
Delivering against strategy
2013 has seen the Group deliver its third consecutive year of net 
revenue growth in excess of 20% and the first year that gross bets 
exceeded £1 billion. We have continued to focus on our core strategy 
of delivering a cutting edge interactive gaming experience for our 
customers and this has delivered very strong year on year growth with 
net revenue increasing by 31% to £28.5m and EBITDA by 21% to 
£5.2m.
The business has been built on firm footings, is performing well and is 
highly cash generative. With this in mind, the Group is focused on 
diversification both in terms of marketing channels and product 
verticals enabling further customer reach and growth. This is 
illustrated by the strong increase in pure digital marketing, new 
customer numbers and the first acquisition since the business was 
restructured in 2010.
“ The Group continued 
to invest significantly  
in marketing during 
2013 and this resulted 
in a 25% increase  
in new depositing 
players to 63,832.” 11
Governance Financial statements
NetPlayTV plc
Strategic report Overview
Strategic report
verticals on the business will really be seen. Sports betting is currently 
only operating online, however we are aiming to launch mobile sports 
betting in Q2 2014, ready for the Football World Cup in Brazil. 
All products are integrated with a single wallet now including bingo 
and sports betting. However in Q2 of 2014 all three brands will be 
moving onto the new state of the art version of the Playtech integrated 
wallet offering. This gives substantial enhancements to CRM and with 
customer retention playing such a key part in the overall offering it 
should bring with it enhanced player loyalty and value.
Results
The Group produced a very strong set of financial results during 2013. 
The core KPIs driving the business are new depositing players and total 
depositing players which increased by 25% and 30% respectively 
compared with 2012. This led to an increase in net revenue of 31%  
to £28.5m and an increase in EBITDA of 21% to £5.2m. 
Whereas marketing expenditure increased by 44% as the Group 
continues to commit to driving strong net revenue growth, operating 
and administrative expenses only increased by 28% and 14% 
respectively in comparison to 2012.
The Group increased cash during 2013 by £1.6m to £13.9m after 
paying £3.0m during the year for the acquisition of Vernons.com from 
existing cash balances.
Trading update & outlook
Q1 2014 was a record quarter for new depositing players and active 
depositing players, up 13% to 19,978 and 23% to 37,467 with net 
revenue increasing by 1% to £7.1m on a very strong Q1 2013 
comparative. The net revenue increase would have been more 
significant if it had not been for SuperCasino’s margin reducing to 
1.5% in February from an average of 2.8% over the prior 12 months  
as a result of several VIP winners. The margin has returned to the 
expected 2.8% in March 2014.
Delivering a truly multi-product interactive gaming experience is still 
an important part of our strategy. Mobile is continuing to show strong 
growth and in February 2014 we launched live, real time TV roulette 
streaming to mobile. Net revenue from mobile contributed 35% of 
overall net revenue in Q1 2014. 
There are substantial product enhancements in the pipeline for 2014 
for both player recruitment and retention. The new version of the 
Playtech single wallet was launched in March for our SuperCasino 
brand and will be rolled out across Jackpot247 and Vernons during 
Q2. This enables enhanced CRM capabilities which in turn should 
further improve player retention and average revenue per user. 
The Group continues to look at potential acquisition opportunities in line 
with the strategy to grow the business to complement organic growth.
NetPlayTV is well positioned in its current markets and has strong 
growth opportunities both in its existing UK market and internationally. 
The Group looks forward to building on the very successful set of 
2013 results.
Charles Butler
Group Chief Executive
7 April 2013 31,483
50,900
63,832 13
12
11
55%
55%
59% 13
12
11
43,832
65,002
84,833 13
12
11
40%
41%
45% 13
12
11
6,932
11,586
15,683 13
12
11
£393
£335
£336 13
12
11
£632,619,000
£788,601,000
£1,037,915,000
13
12
11 2.70%
2.76%
2.75% 13
12
11 40%
41%
43% 13
12
11
£5,856,000
£9,226,000
£13,281,000 13
12
11 34%
42%
47% 13
12
11
Pure online
digital
marketing 
27% 
73% 
 
Untracked 
marketing 
(e.g. TV)
12
NetPlayTV plc
Strategic report
2013  
in numbers
Focus on player  
values
Net revenue contributed by players 
registered more than 6 months
59%
Net revenue contributed by players 
registered more than 12 months
45%
Average net revenue per active 
depositing player
+0.5%
Focus on players
New depositing players
+
25%
Active depositing players
+
31 %
Customer support interactions 
with players (average monthly)
+
35%
Focus on gaming  
statistics
Gross bets
+
32%
Net revenue margin 
(Net revenue / Gross bets)
2.75%
Gaming hold 
(Net revenue / Total deposits)
43%
Focus on  
marketing
Marketing expenditure
+
44%
Marketing expenditure as  
% of net revenue
47 %
% of new depositing players 
acquired through pure online 
digital marketing
The information presented below includes the Company’s financial and non-financial key performance indicators (KPIs) as well as other  
metrics presented for information purposes only. All percentages preceded with an addition sign relate to the movement between 2012 and 2013. £17,070,000
£21,769,000
£28,539,000
13
12
11 £3,305,000
£4,312,000
£5,213,000 13
12
11 £551,000
£3,388,000
£4,146,000 13
12
11
8%
21%
36% 13
12
11
0.85
1.27
1.68 13
12
11
5%
14%
33% 13
12
11
0.82
1.20
1.64 13
12
11
£775,000
£3,149,000
£9,082,000 13
12
11
–
0.375
0.500 13
12
11
£3,043,000
£4,038,000
£4,618,000 13
12
11 92%
94%
89% 13
12
11 £7,940,000
£12,275,000
£13,911,000 13
12
11
13
Governance Financial statements
NetPlayTV plc
Strategic report Overview
Strategic report
Cash
Net cashflow 
(online gaming operation)
+
14%
EBITDA to net cashflow 
conversion
89%
Cash and cash equivalents
+
13%
Earnings and 
dividend per 
share
Adjusted earnings per share
(pence per share)
+
32%
Diluted adjusted earning  
per share (pence per share)
+
37 %
Total dividends per share 
(pence per share)
+
33%
Financially  
strong 
Income  
statement
Net revenue
+
31 %
EBITDA
+
21 %
Profit for the year from 
continuing operations
+
15%
Focus on mobile  
and tablet
% of new depositing players 
acquired through mobile & tablet
36%
% of net revenue through 
mobile & tablet platform
33%
Net revenue generated from 
mobile & tablet
+
188%
2013 was with record 
year with net revenue 
up 31% and the first 
year that gross bets 
exceeded £1 billion. 14
NetPlayTV plc
Strategic report
Financial and 
performance 
review
“ The Group continues  
to be highly cash 
generative with  
cash generated from 
operations of £6.0m 
(2012: £4.3m).”
Marketing expenses increased by £4.1m to £13.3m (2012: £9.2m). These 
expenses include the cost of the revenue share agreements in respect 
of key broadcast agreements with ITV and Channel 5 as well as TV 
advertising and pure online digital marketing. While clearly an element 
of the marketing expenditure is associated with customer retention and 
loyalty the aggregate marketing expenditure per new depositing player 
has increased by 15%. This is primarily due to an increase in pure online 
digital marketing expenditure. These new player recruitment costs are 
higher than traditional TV player recruitment, however early indications 
suggest that the lifetime contribution of these players should also be 
greater than a traditional TV player.
Operating expenses have increased by £1.4m from £4.9m in 2012 to 
£6.3m in 2013 although have decreased as a percentage of net 
revenue from 23% in 2012 to 22% in 2013. These expenses include 
both variable and fixed costs of the broadcast and gaming operation.
Administrative expenses have increased by £0.4m to £3.7m. This 
increase can be explained by the increase in aggregate staff costs 
which have increased from £2.7m in 2012 to £3.1m in 2013. The 
average headcount has increased by 15% from 78 people in 2012 to 
90 people in 2013 as the Company has expanded some of its 
operations to reflect the increased size of the Group. Administrative 
expenses have reduced from 15 to 13% of net revenue as the 
business starts to scale.
Earnings per share
Reported profit for the year and total comprehensive income was 
£4.1m (2012: £3.6m) resulting in an increase in basic earnings per 
share of 19% to 1.43 pence per share (2012: 1.20 pence per share). 
The Directors have additionally chosen to report an adjusted earnings 
per share as they believe it better reflects the underlying performance 
of the Group. This is calculated on the profit before taxation from 
continuing operations and deducting the cost of amortisation of 
specifically identified intangible assets arising on acquisitions and the 
share based payments.
2013
£ 000’s
2012
£ 000’s
2011
£ 000’s
Profit before taxation 4,163 3,140 551
Amortisation of specifically 
identified intangibles 537 287 1,071
Share based payments 174 178 750
Adjusted profit before taxation 4,874 3,605 2,372
Adjusted earnings per share
Pence per 
share
Pence per 
share
Pence per 
share
Basic 1.68 1.27 0.85
Diluted 1.64 1.20 0.82
Akshay Kumar 
Group Finance Director
Overview
NetPlayTV delivered a record set of results in 2013, with a net revenue 
increase of 31% to £28.5m (2012: £21.8m) and profit before taxation 
increase of 33% to £4.1m (2012: £3.1m).
The Group continues to be highly cash generative with cash generated 
from operations of £6.0m (2012: £4.3m) and net cashflow (from the 
online gaming operation) of £4.6m, an increase of £0.6m on 2012. As a 
result the Board has decided to propose that the final dividend per 
share be increased by 42% to 0.32p (2012: 0.225p). The Group’s 
financial position remains strong with cash and cash equivalents at 
the year-end of £13.9m (2012: £12.3m) with no debt.
Income statement items
Net revenue increased by 31% to £28.5m (2012: £21.8m). 
  15
Governance Financial statements
NetPlayTV plc
Strategic report Overview
Strategic report
Adjusted profit for the year was £4.9m (2012: £3.6m) resulting in an 
increase in basic adjusted earnings per share of 32% to 1.68 pence 
per share (2012: 1.27 pence per share). 
Cash balance
The Group’s cash balance increased by £1.6m to £13.9m, which is 
equivalent to 4.7 pence per ordinary share in issue at 31 December 
2013 (2012: 4.3 pence per ordinary share). Of this balance £1.7m is in 
relation to balances which players have in their gaming account on 
deposit with NetPlayTV (offsetting the liability described in Note 19 to 
the financial statements) leaving a corporate cash balance of £12.2m 
(2012: £10.6m), which is equivalent to 4.1 pence per ordinary share 
(2012: 3.7 pence per ordinary share).
Cashflow
The table below separates the movements in player balances, working 
capital, exceptional items paid, share capital issued, acquisitions/
discontinued operations, dividend paid and net finance income 
received to show how EBITDA reconciles to the net cashflow from the 
online gaming operation and the total movement in cash:
2013 
£ 000s
2012 
£ 000s
2011 
£ 000s
EBITDA 5,213 4,312 3,305
Less net capital expenditure (593) (192) (191)
Other movements (2) (82) (71)
Net Cashflow  
(Online gaming operation) 4,618 4,038 3,043
Cash conversion: EBITDA to 
Net Cashflow 89% 94% 92%
Movement in player balances 175 329 162
Working capital movements 616 (265) (1,100)
Share capital issued 352 176 111
Net finance income & borrowings 
repaid 57 39 (42)
Dividend paid (1,182) (428) –
Acquisitions/discontinued 
operations (3,000) 446 186
Increase in cash balance 1,636 4,335 2,360
During the year the Group has invested additional capital expenditure 
to improve the quality of the on-air broadcast graphics, to upgrade the 
web environment to provide scalability in a new tier-1 hosting facility 
and the purchase of software licenses. All staff costs in relation to 
continual web and other platform development have been expensed 
through the income statement in full during the year.
Dividend
Given the Group’s strong cash generation the Directors propose to 
increase the final dividend by 42% to 0.32 pence per ordinary share.  
If approved at the AGM on 29 May 2014 this dividend will be paid on 
19 June 2014 to shareholders whose names are on the register of 
members at the close of business on 23 May 2014. This payment, 
together with the interim dividend of 0.18 pence per ordinary share 
paid on 11 October 2013, makes a total of 0.50 pence per ordinary 
share (2012: 0.375 pence per ordinary share).
Acquisition of Vernons.com
During the period the Group acquired the assets of Vernons.com from 
Sportech (Alderney) Limited for total cash consideration of £3.0m. 
This transaction was financed from existing cash balances.
The Vernons brand contributed £0.9m to the Group’s net revenue.  
Due to the effective and immediate integration into our existing 
operations we do not prepare a separate contribution statement for 
the Vernons brand.
The Group has incurred no exceptional material expenditure in relation 
to the acquisition of Vernons.com therefore all costs in relation to the 
completion of this transaction have been expensed in the statement of 
comprehensive income through administrative expenses.
Taxation
The Group has £5.9m (2012: £6.7m) of tax losses carried forward 
which equates to a total deferred tax asset of £1.3m (2012: £1.4m).  
Of this the deferred tax asset recognised on the balance sheet is 
£231,000 (2012: £248,000) as this amount is tax benefit is deemed to 
be probable within one financial year and the remaining £1.0m of the 
potential deferred tax asset is unrecognised. The charge through the 
income statement of £17,000 in the year represents the movement in 
the deferred tax asset between 2012 and 2013. The Group works 
closely with its advisers to ensure that its tax position is optimal.
Akshay Kumar
Group Finance Director 16
NetPlayTV plc
Strategic report
Principal Risks  
and Uncertainties
The risks and uncertainties described below are considered to have the most significant effect on NetPlay’s business and prospects. This list is 
not intended to be exhaustive. NetPlayTV carries out a detailed risk management process to ensure that risks are identified and mitigated where 
possible.
The Board recognises that the nature and scope of the risks can change and so regularly reviews the risks faced by the Group as well as the 
systems and processes in place to mitigate them. 
An explanation of how the Group manages its various financial risks is provided in note 22 to the Financial Statements.
Risk description and potential impact Current mitigation
STRATEGY RISK
Ineffective or non-delivery of the business strategy
The online gaming industry is constantly changing and developing, for 
example the increasing shift in interacting with gaming services with a 
PC or laptop to interacting with a mobile or tablet.
The market for online gaming products and services is characterised 
 by technological developments, new product and service 
introductions and evolving industry standards. Failure by NetPlayTV  
to use leading technologies effectively, develop its technological 
expertise, enhance its products and services and improve the 
performance, features and reliability of its technology and advanced 
information systems, could have a material adverse effect on its 
competitive position.
The Group seeks to identify and anticipate risks regarding our 
assumptions and understanding of the industry and economic 
environment in order to ensure the strategy remains appropriate.
Corporate planning processes are in place to ensure that the strategy 
of the business contributes to the delivery of shareholder value. These 
processes culminate in the setting of an annual budget for the year, 
together with long-range plans for the two following years. Over the 
course of the year these budgets and plans are reconsidered, in the 
light of any market changes, through business reviews and formal 
reforecasts on a quarterly basis.
Acquisition risk
Our strategy includes growth through consolidation in the markets in 
which we operate and through acquisitions in new territories. A poorly 
executed acquisition could lead to lower profitability.
The risks associated with this approach are mitigated through clearly 
defined investment criteria, detailed due diligence by the Group and 
its professional advisers and robust financial and operational 
post-acquisition and integration plans.
During the year, these processes were followed for the acquisition of 
Vernons.com, which was completed in October 2013. 17
Governance Financial statements
NetPlayTV plc
Strategic report Overview
Strategic report
Risk description and potential impact Current mitigation
REPUTATIONAL RISK
Under-age and problem gaming
Under-age and problem gaming are inherent risks associated with the 
online gaming industry and the Group is no exception. 
The Group devotes considerable resources to putting in place 
prevention measures coupled with strict internal procedures designed 
to prevent under-aged players from accessing its real money sites. In 
addition, the Group promotes a safe and responsible gaming 
environment to its customers supplemented by its corporate culture.
Information security
NetPlayTV faces external and internal information security risks. 
NetPlayTV receives most of its revenue through debit and credit card 
transactions and operates as an e-commerce business.
A security breach could result in an adverse impact for the business 
and reputational damage.
NetPlayTV focus on the protection of player information. Appropriate 
controls are in place including:
• an effective information security incident management process to 
identify, report and ensure appropriate management of security 
incidents;
• systems which are secured and monitored against unauthorised 
access;
• regular review of the security of internal systems and the brand 
websites through penetration testing;
• pre-employment screening checks performed for all finance 
employees;
• periodic mandatory employee security training to maintain staff 
awareness;
• consideration of information security risks within procurement 
processes; and
• monitoring and control of scanning software for fraudulent 
customer activity by the Fraud & payment processing team.
OPERATIONAL RISK
Gaming/Casino risk and volatility
The Group is exposed to gaming risk in relation to its casino 
operations which could adversely impact its revenue.
The Group’s casinos and other games incorporate a “house edge” 
designed to provide a return to the Group over a large number of bets, 
in the short term the Group’s casinos and other games may 
experience losses.
Wagering limits are in place to mitigate the Group’s exposure to 
individual transactions.
Key personnel
NetPlayTV has operations in various locations throughout the world 
(including Guernsey, Lancaster and Battersea). 
Our success is driven through the development and retention of a 
focused leadership team and a number of skilled specialist employees 
throughout our business.
The performance of the Group is dependent on its ability to attract, 
recruit and retain quality staff in a highly competitive labour market. 
We continue to invest in our people, ensuring that we recruit and retain 
the right calibre of staff with the skills, experience and talent to grow 
the business. We seek to ensure we have appropriate management 
development programmes to assess, manage and develop our 
people’s leadership skills, talents and experiences throughout the 
organisation. 18
NetPlayTV plc
Strategic report
Risk description and potential impact Current mitigation
OPERATIONAL RISK continued
Dependence on third parties
Due to the nature of live broadcasts, the Group’s business is highly 
dependent on broadcasters, networks, software providers and mobile 
operators, as well as other service providers who, for example, 
provide payment processing and customer age and ID verification. If 
there is any interruption to the products or services provided by other 
third parties or if there are problems in supplying the products or 
services, the Group’s business could be adversely affected.
To mitigate this risk the Group takes care to select third parties that 
are reputable and reliable, and ensures that contractual agreements 
with key third parties offer adequate protection to the Group.
Where commercially viable, NetPlayTV operates with a dual service 
provider. 
Technology risk
As a leading online business, the Group’s technology systems are 
critical to its operation. The Group is reliant on the performance of 
these systems to generate revenue. 
Cutting-edge technologies and procedures are implemented 
throughout the Group’s IT operations which are designed to protect its 
networks from malicious attacks and other such risks. These 
measures include traffic filtering, anti-DDoS (“Distributed Denial of 
Service”) devices, anti-virus protection from leading vendors and 
other such means.
Physical and logical network segmentation is used to isolate and 
protect the Group’s networks and restrict malicious activities. In order 
to ensure systems are protected properly and effectively, external 
security scans and assessments are carried out in a timely manner.
The Group has a high-end storage solution to ensure storage 
availability and performance. All critical data is replicated to another 
storage device for disaster recovery purposes and all data is stored 
off-site on a daily basis. In order to minimise dependencies on 
telecommunication service providers, the Group invests in network 
infrastructure redundancies whilst regularly reviewing its service 
providers.
The Group takes information technology risks seriously and keeps its 
policies under review in order to mitigate these risks.
TAXATION RISK
UK Point of Consumption (POC) tax
The UK Government has confirmed its intention to change the 
licensing regime on remote gambling to a ‘point of consumption’ basis 
on remote gaming operators supplying UK customers. The related 
regulatory and tax legislation is expected to receive Royal Assent in 
the coming months, with the new tax effective from December 2014.
The Group expects to be able to mitigate a portion of this tax by 
contractual offsets, broadcast savings and increased market share. 
More details are available on page 7 of this annual report.
VAT & Corporation Tax
All gaming activities are based in Alderney, where the Group currently 
benefits from a zero corporate tax rate and is outside the scope of UK 
VAT. If there was a change in the rate of corporate tax or VAT in 
Alderney or in UK legislation such that the Alderney subsidiary had a 
place of establishment in the UK for VAT purposes this would have an 
adverse effect on the overall tax rate of the Group.
The Group aims to ensure that each legal entity within the Group is a 
tax resident of the jurisdiction in which it is incorporated and has no 
taxable presence in any other jurisdiction. The Group works closely 
with its tax advisers to make sure that that tax position of the Group  
is optimal.
Principal Risks  
and Uncertainties 
continued 19
Governance Financial statements
NetPlayTV plc
Strategic report Overview
Strategic report
Risk description and potential impact Current mitigation
EXTERNAL RISK
Competition
NetPlayTV operates in competitive market places against both larger 
well established brands and new entrants to the online gaming 
market.
One of NetPlay’s key competitive advantages is its tightly controlled 
cost base. If NetPlayTV lost sight of this or relaxed its stance over cost 
control this could significantly reduce any competitive advantage and 
impact profitability.
Regular monitoring of competitor and consolidation activity.
NetPlayTV seeks to have a rapid response to any such activity that 
may impact NetPlay’s ability to grow the business.
Strong cost control across the Company
Laws, regulations and licensing
During the year, the Group’s gambling activities were operated under a 
licence under the Alderney Gambling Control Commission. The 
regime under which Alderney permits remote gaming operations to be 
operated within its jurisdiction may be altered or restricted through 
legislation in Alderney which renders the Group’s operating base 
unusable or uneconomic. In addition, territories where the Group 
wishes to market its Alderney-based gambling services may impose 
restrictions upon remote gambling services which would restrict the 
Group’s ability to market to potential customers in that territory or to 
service existing customers by, for example, restricting financial 
transactions.
Where such restrictions exist, or come into existence in the future and/
or in each case are actively enforced, the Group would seek to obtain 
gambling and gaming licences local to these territories.
Restrictions on promotion or the operation of remote gambling and 
gaming services in any particular location might also diminish or 
inhibit the Group’s ability to secure distribution in such territories.
The 2013 Strategic Report has been approved by the Board of Directors.
On behalf of the Board
  
 
  
Charles Butler Akshay Kumar 
Director Director
7 April 2014 7 April 2014 20
Governance
NetPlayTV plc
Board  
of Directors
Charles Butler ACA, 41
Group Chief Executive
Clive Jones CBE, 65
Non-Executive Chairman
Akshay Kumar ACA ACIS, 35
Group Finance Director
Andrew Lapping, 51
Non-Executive Director
Tim Mickley ACMA, 44
Non-Executive Director
Graham Stevens, 55
Non-Executive Director
Joined January 2010 June 2009 November 2013 February 2007 November 2010 August 2003
Current 
Roles
Group Chief Executive of NetPlayTV plc. Non-Executive Chairman of NetPlayTV 
plc, Energetic Communications, the New 
York marketing and events company. 
Clive has recently taken the role of 
Chairman of Procam TV, the UK’s biggest 
broadcasting location facilities company 
and is also the deputy Chairman of the 
ITV Pension Fund.
Group Finance Director and Company 
Secretary of NetPlay TV plc.
Non-Executive Director of NetPlayTV plc. 
Managing director of The Hamilton Portfolio. 
Non-executive director of listed companies 
Maven Growth Opportunities, 4 VCT and 
Software Radio Technology plc.
Non-Executive Director of NetPlayTV plc. Non-Executive Director of NetPlayTV plc and 
finance director of Plexus Holdings plc.
Past  
Roles
Consultant to various land based and 
online gaming groups in Europe and 
South America. Before this he was 
finance director and chief executive of 
Bowman International, an online 
sportsbetting, casino and poker operator 
(which was sold to the Bet365 Group in 
2006). Charles qualified as a chartered 
accountant with KPMG.
Chairman of GMTV and the chief 
executive of ITV News and Regions until 
2007. He has also held positions as 
managing director of the ITV Network, 
CEO of Carlton Television, managing 
director of Central Television, non-exec 
director of the S4C board and managing 
director of London News Network and 
was the project leader overseeing the 
digitisation of the ITV and Channel Four 
newsrooms for ITN.
Prior to his appointment as a Director of 
NetPlay TV plc, Akshay served as Group 
Financial Controller of the Company since 
January 2011. Prior to this he was 
Financial Controller at Sporting Index, the 
sports spreadbetting specialist. Akshay 
qualified as a chartered accountant with 
PwC.
Andrew established The Hamilton Portfolio 
with John Boyle (a well-known Scottish 
entrepreneur) in 1999. Prior to establishing 
The Hamilton Portfolio, Andrew listed the 
Monstermob Group and Legend 
Communications as well as spending 12 
years with PwC in corporate finance and tax.
Qualified as an accountant with Schroders 
and worked in city institutions for a number of 
years. He subsequently spent ten years in 
corporate finance roles, most recently as a 
managing director with Collins Stewart.
Until 2010, Graham was non-executive 
director and chairman of the Audit and 
Remuneration Committee of NRX Global Inc., 
the only commercial platform for building, 
standardising and sustaining maintenance 
master data for asset intensive companies 
around the world, and which has 
subsequently been acquired by HubHead 
Corp., the Enterprise Asset Hub Company. 
He has broad experience within both public 
and private companies, including Fii Group 
plc, Sketchley Group plc, BSM Group Limited 
and J Sainsbury plc.
Brings  
to the 
Board
Over thirteen years’ experience in the 
gaming sector, and the skills and ability to 
manage the Company’s future growth 
strategy.
Over thirty years’ experience in television 
industry. 
Over seven years’ experience in the 
betting and gaming sector with overall 
responsibility for the Group’s accounting, 
financial planning and budgeting in 
accordance with the Group’s strategy. 
Andrew is a member of The Chartered 
Institute of Taxation and as managing director 
of The Hamilton Portfolio is the driving force 
behind a number of that company’s 
investment projects.
Tim led the gaming team at Collins Stewart 
and advised on a number of significant 
transactions in this sector.
Experience in financial, corporate, and 
operational management as both director 
and investor, and acted in the capacity of 
corporate finance adviser for a number of 
fundraisings and business acquisitions 
disposals, and restructurings. 21
Governance
NetPlayTV plc
Overview Strategic report Governance Financial statements
Charles Butler ACA, 41
Group Chief Executive
Clive Jones CBE, 65
Non-Executive Chairman
Akshay Kumar ACA ACIS, 35
Group Finance Director
Andrew Lapping, 51
Non-Executive Director
Tim Mickley ACMA, 44
Non-Executive Director
Graham Stevens, 55
Non-Executive Director
Joined January 2010 June 2009 November 2013 February 2007 November 2010 August 2003
Current 
Roles
Group Chief Executive of NetPlayTV plc. Non-Executive Chairman of NetPlayTV 
plc, Energetic Communications, the New 
York marketing and events company. 
Clive has recently taken the role of 
Chairman of Procam TV, the UK’s biggest 
broadcasting location facilities company 
and is also the deputy Chairman of the 
ITV Pension Fund.
Group Finance Director and Company 
Secretary of NetPlay TV plc.
Non-Executive Director of NetPlayTV plc. 
Managing director of The Hamilton Portfolio. 
Non-executive director of listed companies 
Maven Growth Opportunities, 4 VCT and 
Software Radio Technology plc.
Non-Executive Director of NetPlayTV plc. Non-Executive Director of NetPlayTV plc and 
finance director of Plexus Holdings plc.
Past  
Roles
Consultant to various land based and 
online gaming groups in Europe and 
South America. Before this he was 
finance director and chief executive of 
Bowman International, an online 
sportsbetting, casino and poker operator 
(which was sold to the Bet365 Group in 
2006). Charles qualified as a chartered 
accountant with KPMG.
Chairman of GMTV and the chief 
executive of ITV News and Regions until 
2007. He has also held positions as 
managing director of the ITV Network, 
CEO of Carlton Television, managing 
director of Central Television, non-exec 
director of the S4C board and managing 
director of London News Network and 
was the project leader overseeing the 
digitisation of the ITV and Channel Four 
newsrooms for ITN.
Prior to his appointment as a Director of 
NetPlay TV plc, Akshay served as Group 
Financial Controller of the Company since 
January 2011. Prior to this he was 
Financial Controller at Sporting Index, the 
sports spreadbetting specialist. Akshay 
qualified as a chartered accountant with 
PwC.
Andrew established The Hamilton Portfolio 
with John Boyle (a well-known Scottish 
entrepreneur) in 1999. Prior to establishing 
The Hamilton Portfolio, Andrew listed the 
Monstermob Group and Legend 
Communications as well as spending 12 
years with PwC in corporate finance and tax.
Qualified as an accountant with Schroders 
and worked in city institutions for a number of 
years. He subsequently spent ten years in 
corporate finance roles, most recently as a 
managing director with Collins Stewart.
Until 2010, Graham was non-executive 
director and chairman of the Audit and 
Remuneration Committee of NRX Global Inc., 
the only commercial platform for building, 
standardising and sustaining maintenance 
master data for asset intensive companies 
around the world, and which has 
subsequently been acquired by HubHead 
Corp., the Enterprise Asset Hub Company. 
He has broad experience within both public 
and private companies, including Fii Group 
plc, Sketchley Group plc, BSM Group Limited 
and J Sainsbury plc.
Brings  
to the 
Board
Over thirteen years’ experience in the 
gaming sector, and the skills and ability to 
manage the Company’s future growth 
strategy.
Over thirty years’ experience in television 
industry. 
Over seven years’ experience in the 
betting and gaming sector with overall 
responsibility for the Group’s accounting, 
financial planning and budgeting in 
accordance with the Group’s strategy. 
Andrew is a member of The Chartered 
Institute of Taxation and as managing director 
of The Hamilton Portfolio is the driving force 
behind a number of that company’s 
investment projects.
Tim led the gaming team at Collins Stewart 
and advised on a number of significant 
transactions in this sector.
Experience in financial, corporate, and 
operational management as both director 
and investor, and acted in the capacity of 
corporate finance adviser for a number of 
fundraisings and business acquisitions 
disposals, and restructurings. 22
Governance
NetPlayTV plc
Corporate 
governance
The following section sets out the key 
governance policies and practices adopted 
by the Group. In common with most other 
companies traded on AIM, NetPlayTV plc is 
not required to follow the guidelines set out in 
the UK Corporate Governance Code (“the 
Code”) and does not claim to do so. The 
Directors have given consideration to the 
Code and have chosen to provide certain 
information on how the Group has adopted 
various principles of it.
Board
At the date of this report, the Group Board 
was made up of two Executive and four 
Non-Executive Directors. Under the 
Company’s Articles of Association a Director 
shall retire from office at the first Annual 
General Meeting after his or her appointment 
and one-third, but not exceeding one-third, of 
the Directors are required to retire by rotation 
each year.
The Board meets regularly throughout the 
year and all Directors have full and timely 
access to the information necessary to 
enable them to discharge their duties. There 
is a scheduled Board meeting at least every 
month and additional Board meetings are 
held as required.
During the year, the Board met seven times 
and the following attendance occurred:
C Jones CBE 7
C A N Butler 7
G P Stevens 7
A C Lapping  7
T S Mickley 6
A Kumar* 7
* Of the seven meetings attended during 2013, six 
were attended in the role of Company Secretary 
and one as both Company Secretary and Finance 
Director.
The Board is assisted in the discharge of its 
duties by the following Board committees:
Audit Committee
The Audit Committee, which comprises three 
Non-Executive Directors: G P Stevens who 
chairs the Audit Committee; C Jones; and A C 
Lapping. The Audit Committee is responsible 
for ensuring that the financial performance of 
the Group is properly reported on and 
monitored, and for overseeing the operation 
of internal financial controls appropriate to the 
size and operations of the Group. The Audit 
Committee meets twice a year to review the 
results, the findings of the auditors, the 
independence and objectivity of the auditors, 
and the internal controls. It also reviews the 
application and appropriateness of the 
Group’s accounting policies, including any 
changes to financial reporting requirements 
brought about by both external and internal 
requirements and it gives consideration to all 
major financial announcements made by the 
Group including its interim and preliminary 
announcements and annual report and 
accounts.
The external auditors and other Executive 
Directors may be invited to attend the 
meetings.
During the year the Audit Committee met 
twice. G P Stevens and A C Lapping attended 
both meetings.
Remuneration Committee
The Remuneration Committee (“the 
Committee”), which comprises three 
Non-Executive Directors: G P Stevens who 
chairs the Committee; C Jones; and A C 
Lapping. The Committee has the principal 
function of agreeing with the Board the 
framework and policy for the remuneration of 
the Group’s executive management and 
determining, on behalf of the Board, the 
remuneration packages of the Executive 
Directors. The Committee also determines 
the policy on executive appointments.
No member of the Committee has any 
personal financial interest (other than as a 
shareholder), conflict of interest arising from 
cross-directorships or day-to-day 
involvement in running the business. No 
Director plays a part in any discussion about 
his own remuneration.
The Chief Executive Officer may be invited to 
attend certain discussions of the Committee.
During the year the Remuneration Committee 
met three times. G P Stevens and A C 
Lapping attended all meetings.
Remuneration policy and arrangements
The objective of the remuneration policy is to 
ensure that the Executive Directors and 
managers of the Group are provided with 
appropriate incentives to encourage 
enhanced performance and are, in a fair and 
reasonable manner, rewarded for their 
individual contributions to the success of the 
Group. Each Director is assessed individually 
so that their remuneration is directly related to 
their performance over time and so that a 
proportion of their remuneration is 
performance related.
There are five main elements of the 
remuneration package for Executive 
Directors:
(i) Basic salary:
An Executive Director’s basic salary is 
determined by the Committee before the start 
of each year and when an individual changes 
position or responsibility. In deciding 
appropriate levels, the Committee seeks to be 
competitive, but fair, using information 
obtained from both internal and external 
sources.
(ii) Performance related bonus:
Performance related bonuses are designed to 
reward contribution and to encourage the 
achievement of targeted levels of 
performance over the short term. The 
maximum cash bonuses are set by the 
Committee and are subject to stretching 
targets linked to the Group’s operating 
performance in the year.
(iii) Long-term incentive arrangements:
The Company’s long-term incentive 
arrangements are intended to encourage 
Directors and other key employees to focus 
on long-term, strategic corporate objectives 
and to further align the interests of 
management and shareholders. These 
arrangements consist of an Enterprise 
Management Incentive Scheme (“EMI”), an 
Inland Revenue approved share option 
scheme and an Inland Revenue unapproved 
share option scheme. Details of these 
schemes are outlined in notes 6 and 25 to the 
financial statements. 23
Governance
NetPlayTV plc
Overview Strategic report Governance Financial statements
(iv) Pension arrangements:
The Group does not operate a pension 
scheme for employees; however it does make 
contributions to personal pension plans.
(v) Other benefits:
Other benefits for Executive Directors include 
a private health care scheme.
Service contracts
C A N Butler has a service agreement, dated 
29 January 2010, which is terminable on six 
months’ notice by either party.
A Kumar has a service agreement, dated 
11 November 2013, which is terminable on 
six months’ notice by either party.
In the event of early termination, the Directors’ 
contracts provide for compensation up to a 
maximum of basic salary plus the fair value of 
benefits to which the Directors are 
contractually entitled for the unexpired 
portion of the notice period. The Company 
seeks to apply the principle of mitigation in 
the payment of compensation on the 
termination of the service contract of any 
Executive Director.
Non-Executive Directors
All Non-Executive Directors have specific 
terms of engagement, the dates of which are 
set out below. There are no provisions for 
compensation payable in the event of early 
termination. The Non-Executive Directors are 
appointed for an initial period of one year, 
following which the notice period is three 
months.
Director Date of engagement letter
C Jones CBE 11 June 2009
G P Stevens 31 July 2003
A C Lapping 1 February 2007
T S Mickley 1 November 2010
The determination of the Non-Executive 
Directors’ remuneration has been delegated 
by the Board to the Executive Directors, 
within the limits set by the Articles of 
Association. The fees paid to the Non-
Executive Directors in the year, shown in note 
6 to the financial statements, are inclusive of 
the additional work performed for the Group 
in respect of membership of the Board 
committees. At the 2004 Annual General 
Meeting, shareholder approval was granted to 
allow Non-Executive Directors to participate 
in the Group’s unapproved share option 
scheme.
Relations with shareholders
The Group is committed to ongoing 
communication with its shareholders. At the 
Annual General Meeting, individual 
shareholders are afforded the opportunity to 
question the Board.
Internal control
The Board has overall responsibility for the 
system of internal control established by the 
Group and places considerable importance 
on maintaining a strong control environment. 
However, such a system is designed to 
identify, manage and mitigate rather than 
eliminate the risk of failure to achieve 
business objectives and can only provide 
reasonable and not absolute assurance 
against material misstatement or loss.
Key elements of the Group’s system of 
internal control are as follows:
Financial management
Annual budgets are prepared for each 
business division and for the Group. These 
budgets are reviewed and agreed by the 
Board and actual performance is measured 
against these budgets on a regular basis. 
Monthly management accounts are prepared, 
reviewed, analysed and presented to the 
Board. The Group has in place documented 
authority levels for approving purchase 
orders, invoices and all bank transactions.
Company management
The Executive Directors meet regularly to 
monitor and evolve the Group’s strategic 
direction, including product offerings and 
routes to market. In addition, the Chief 
Executive conducts regular management 
meetings to ensure that the strategy is 
cascaded throughout the Group’s operations 
and is being acted upon accordingly.
Risk analysis
The Group maintains a comprehensive risk 
register. The Board approves annual updates 
and appropriate risk mitigating action plans. 24
Governance
NetPlayTV plc
Directors’  
report
The Directors present their annual report 
together with the audited financial statements 
for the year ended 31 December 2013.
Directors
The Directors who served during the year and 
to the date of this report were:
• C A N Butler  
• C Jones CBE
• A Kumar (appointed 11 November 2013)
• A C Lapping
• T S Mickley
• G P Stevens
Details of Directors’ service contracts are 
contained within the Corporate Governance 
report on page 22. Details of their share 
interests and other details of their 
remuneration by the Company are contained 
in the Directors’ remuneration report in note 6 
of the financial statements.
Financial instruments
Details of the Group’s financial risk 
management objectives and policies are 
included in note 22 to the financial 
statements.
Going concern
The Group’s business model is set out on 
page 6, Financial and Performance Review  
on page 26, and current trading and outlook 
set out in the Chief Executive’s Review on 
page 15. 
The Group’s budget and forecasts, taking 
account of reasonably possible changes in 
trading performance, show that the Group 
should be able to function entirely from its 
cash generated from operations. The Group 
is currently funded entirely through 
shareholders’ funds.
After making enquiries, the Directors have a 
reasonable expectation that the Company 
and the Group have adequate resources to 
continue in operational existence for the 
foreseeable future. Accordingly, they continue 
to adopt the going concern basis in preparing 
the annual report and financial statements.
Appointment and replacement of 
Directors
Directors are appointed to, or removed from, 
the Board according to the provisions 
contained in Company’s Articles of 
Association (“Articles”) and the requirements 
of the Companies Act 2006. A copy of the 
Articles is available to view on the Company’s 
website www.netplaytvplc.com.
Directors’ indemnities and insurance
Each of the Directors has been provided with 
a qualifying third-party indemnity from the 
Company. The Company maintains Directors’ 
and officers’ liability insurance.
Annual General Meeting
The AGM will be held at the Company’s 
registered office: Battersea Studios, 80 
Silverthorne Road, London, SW8 3HE on 
Thursday 29 May 2014 at 14:00.
Directors’ responsibilities in relation to 
the Company’s auditor
The Directors who held office at the date of 
approval of this Directors’ Report confirm 
that, so far as they are each aware, there is no 
relevant audit information of which the 
Company’s auditor is unaware; and each 
Director has taken steps that ought to have 
been taken as a Director to make themselves 
aware of any relevant audit information and to 
establish that the Company’s auditor is aware 
of that information.
The auditors, BDO LLP, have indicated their 
willingness to continue in office, and a 
resolution to reappoint them will be proposed 
for the Annual General Meeting in accordance 
with section 489 of the Companies Act 2006.
By order of the Board
C A N Butler
Director
7 April 2014 25
Governance
NetPlayTV plc
Overview Strategic report Governance Financial statements
Directors’ 
responsibilities
The Directors are responsible for preparing 
the annual report and the financial statements 
in accordance with applicable law and 
regulations.
Company law requires the Directors to 
prepare financial statements for each financial 
year. Under that law the Directors have 
elected to prepare the Group and Company 
financial statements in accordance with 
International Financial Reporting Standards 
(“IFRSs”) as adopted by the European Union. 
Under company law the Directors must not 
approve the financial statements unless they 
are satisfied that they give a true and fair view 
of the state of affairs of the Group and 
Company and of the profit or loss of the 
Group for that period. The Directors are also 
required to prepare financial statements in 
accordance with the rules of the London 
Stock Exchange for companies trading 
securities on the Alternative Investment 
Market.
In preparing these financial statements, the 
Directors are required to:
• select suitable accounting policies and 
then apply them consistently;
• make judgements and accounting 
estimates that are reasonable and 
prudent;
• state whether they have been prepared in 
accordance with IFRSs as adopted by the 
European Union, subject to any material 
departures disclosed and explained in the 
financial statements; and
• prepare the financial statements on the 
going concern basis unless it is 
inappropriate to presume that the 
Company will continue in business.
The Directors are responsible for keeping 
adequate accounting records that are 
sufficient to show and explain the Company’s 
transactions and disclose with reasonable 
accuracy at any time the financial position of 
the Company and enable them to ensure that 
the financial statements comply with the 
requirements of the Companies Act 2006. 
They are also responsible for safeguarding 
the assets of the Company and hence for 
taking reasonable steps for the prevention 
and detection of fraud and other irregularities.
Website publication
The Directors are responsible for ensuring the 
annual report and the financial statements are 
made available on a website. Financial 
statements are published on the Company’s 
website in accordance with legislation in the 
United Kingdom governing the preparation 
and dissemination of financial statements, 
which may vary from legislation in other 
jurisdictions. The maintenance and integrity 
of the Company’s website is the responsibility 
of the Directors. The Directors’ responsibility 
also extends to the ongoing integrity of the 
financial statements contained therein. 26
NetPlayTV plc
Governance
We have audited the financial statements of 
NetPlayTV plc for the year ended 31 
December 2013 which comprise the 
consolidated statement of comprehensive 
income, the consolidated and company 
statements of financial position, the 
consolidated and company statement of cash 
flows, the consolidated and company 
statement of changes in equity and the 
related notes. The financial reporting 
framework that has been applied in their 
preparation is applicable law and International 
Financial Reporting Standards (“IFRSs”) as 
adopted by the European Union and, as 
regards the parent company financial 
statements, as applied in accordance with the 
provisions of the Companies Act 2006.
This report is made solely to the Company’s 
members, as a body, in accordance with 
Chapter 3 of Part 16 of the Companies Act 
2006. Our audit work has been undertaken so 
that we might state to the Company’s 
members those matters we are required to 
state to them in an auditor’s report and for no 
other purpose. To the fullest extent permitted 
by law, we do not accept or assume 
responsibility to anyone other than the 
Company and the Company’s members as a 
body, for our audit work, for this report, or for 
the opinions we have formed.
Respective responsibilities of directors 
and auditors
As explained more fully in the statement of 
directors’ responsibilities, the directors are 
responsible for the preparation of the financial 
statements and for being satisfied that they 
give a true and fair view. Our responsibility is 
to audit and express an opinion on the 
financial statements in accordance with 
applicable law and International Standards on 
Auditing (UK and Ireland). Those standards 
require us to comply with the Financial 
Reporting Council’s (“FRC’s”) Ethical 
Standards for Auditors.
Scope of the audit of the financial 
statements
A description of the scope of an audit of 
financial statements is provided on the FRC’s 
website at www.frc.org.uk/
auditscopeukprivate.com.
Opinion on financial statements
In our opinion:
• the financial statements give a true and fair 
view of the state of the Group’s and the 
Parent Company’s affairs as at 31 
December 2013 and of the Group’s profit 
for the year then ended;
• the Group financial statements have been 
properly prepared in accordance with 
IFRSs as adopted by the European Union;
• the Parent Company financial statements 
have been properly prepared in 
accordance with IFRSs as adopted by the 
European Union and as applied in 
accordance with the provisions of the 
Companies Act 2006; and
• the financial statements have been 
prepared in accordance with the 
requirements of the Companies Act 2006.
Opinion on other matters prescribed by 
the Companies Act 2006
In our opinion the information given in the 
strategic report and directors’ report for the 
financial year for which the financial 
statements are prepared is consistent with 
the financial statements.
Matters on which we are required to 
report by exception
We have nothing to report in respect of the 
following matters where the Companies Act 
2006 requires us to report to you if, in our 
opinion:
• adequate accounting records have not 
been kept by the Parent Company, or 
returns adequate for our audit have not 
been received from branches not visited 
by us; or
• the Parent Company financial statements 
are not in agreement with the accounting 
records and returns; or
• certain disclosures of directors’ 
remuneration specified by law are not 
made; or
• we have not received all the information 
and explanations we require for our audit.
Kieran Storan 
(senior statutory auditor)
For and on behalf of BDO LLP, statutory
auditor
London
United Kingdom
7 April 2014
BDO LLP is a limited liability partnership 
registered in England and Wales (with 
registered number OC305127).
Independent Auditor’s Report  
to the members of NetPlayTV plc 27
Financial statements
NetPlayTV plc
Overview Strategic report Governance Financial statements
Note
Year ended 
31 December 
2013 
£ 000s
Year ended 
31 December 
2012 
£ 000s
Net revenue 28,539 21,769
Marketing expenses (13,281) (9,226)
Operating expenses (6,304) (4,938)
Administrative expenses (3,741) (3,293)
 EBITDA* 5,213 4,312
Depreciation of property, plant and equipment 12 (375) (703)
Amortisation of intangible assets 15 (558) (330)
Share based payments (174) (178)
Finance income 8 57 39
Profit before taxation 4,163 3,140
Income tax (charge)/credit 9 (17) 248
Profit for the year from continuing operations 4,146 3,388
Profit for the year from discontinued operations 3 – 211
Profit for the year and total comprehensive income 4,146 3,599
Basic earnings per share
From continuing operations (p) 10 1.43 1.20
From discontinued operations (p) 10 – 0.07
1.43 1.27
Diluted earnings per share
From continuing operations (p) 10 1.39 1.13
From discontinued operations (p) 10 – 0.07
1.39 1.20
The notes on pages 34 to 59 form part of these consolidated financial statements. The Company has taken advantage of section 408 of the 
Companies Act 2006 not to publish its own statement of comprehensive income.
* EBITDA is a non-GAAP, company specific measure and excludes share based payment charges described in note 25. Where not explicitly mentioned, EBITDA refers to 
EBITDA from continuing operations.
Consolidated statement  
of comprehensive income
for the year ended 31 December 2013 28
Financial statements
NetPlayTV plc
Consolidated statement  
of financial position
as at 31 December 2013
Company registration number: 03954744
Note
Year ended 
31 December 
2013 
£ 000s
Year ended 
31 December 
2012 
£ 000s
Assets
Non-current assets
Property, plant and equipment 12 582 432
Goodwill 14 4,171 3,615
Other intangible assets 15 4,274 1,699
Deferred tax asset 16 231 248
Other receivables 18 – 141
Total non-current assets 9,258 6,135
Current assets
Trade and other receivables 18 1,007 898
Cash and cash equivalents 22 13,911 12,275
Total current assets 14,918 13,173
Total assets 24,176 19,308
Equity and liabilities
Share capital 24 2,936 2,862
Share premium 24 500 222
Merger reserve 1,088 1,088
Retained earnings 13,001 9,999
Total equity 17,525 14,171
Current liabilities
Trade and other payables 19 6,273 5,137
Provisions 20 378 –
Total current liabilities 6,651 5,137
Total equity and liabilities 24,176 19,308
The notes on pages 34 to 59 form part of these financial statements.
These financial statements were approved by the Board of Directors and authorised for issue on 7 April 2014 and signed on their behalf by:
C A N Butler A Kumar
Director Director 29
Financial statements
NetPlayTV plc
Overview Strategic report Governance Financial statements
Consolidated statement  
of cash flows
for the year ended 31 December 2013
Note
Year ended 
31 December 
2013 
£ 000s
Year ended 
31 December 
2012 
£ 000s
Cash flows from operating activities
Profit for the year 4,146 3,599
Adjustments for:
Depreciation of property, plant and equipment 12 375 703
Amortisation of intangible assets 15 558 330
Disposal of goodwill 14 – 2
Share based payments 174 178
Profit on disposal of discontinued operation, net of tax 3 – (274)
Finance income 8 (57) (39)
Income tax charge/(credit) 9 17 (248)
Decrease/(increase) in trade and other receivables 448 (84)
Increase in trade and other payables 376 148
Decrease in provisions 20 (35) –
Cash generated from operations 6,002 4,315
Cash flows from investing activities
Acquisition of business combination 28 (3,000) –
Purchase of property, plant and equipment 12 (475) (158)
Purchase of intangible assets 15 (118) (34)
Disposal of discontinued operation 3 – 425
Interest received 8 57 39
Net cash used in investing activities (3,536) 272
Cash flows from financing activities
Proceeds from issuance of ordinary shares under share options, net of issue costs 24 352 176
Dividend paid 21 (1,182) (428)
Net cash from financing activities (830) (252)
Net increase in cash and cash equivalents 1,636 4,335
Cash and cash equivalents at beginning of period 22 12,275 7,940
Cash and cash equivalents at end of period 22 13,911 12,275
The notes on pages 34 to 59 form part of these financial statements. 30
Financial statements
NetPlayTV plc
Consolidated statement  
of changes in equity
for the year ended 31 December 2013
 
Share  
capital 
£ 000s
Share  
premium 
£ 000s
Merger  
reserve 
£ 000s
Retained 
earnings 
£ 000s
Total 
£ 000s
As at 1 January 2012 10,679 22,923 1,088 (23,992) 10,698
Profit for the year and total comprehensive income – – – 3,599 3,599
Share capital reduction (7,856) (22,838) – 30,694 –
Shares issued for employee share options 39 137 – – 176
Share based payments charge – – – 126 126
Dividend paid (note 21) – – – (428) (428)
As at 31 December 2012 2,862 222 1,088 9,999 14,171
Profit for the year and total comprehensive income – – – 4,146 4,146
Shares issued for employee share options 74 278 – – 352
Share based payments charge – – – 38 38
Dividend paid (note 21) – – – (1,182) (1,182)
As at 31 December 2013 2,936 500 1,088 13,001 17,525
The notes on pages 34 to 59 form part of these financial statements. 31
Financial statements
NetPlayTV plc
Overview Strategic report Governance Financial statements
Company statement  
of financial position
as at 31 December 2013
Company registration number: 03954744
Note
Year ended 
31 December 
2013 
£ 000s
Year ended 
31 December 
2012 
£ 000s
Assets
Non-current assets
Property, plant and equipment 13 28 8
Investments 17 7,324 5,243
Deferred tax asset 16 163 165
Other receivables 18 – 1,715
Total non-current assets 7,515 7,131
Current assets
Trade and other receivables 18 468 696
Cash and cash equivalents 23 6,183 7,335
Total current assets 6,651 8,031
Total assets 14,166 15,162
Equity and liabilities
Share capital 24 2,936 2,862
Share premium 24 500 222
Retained earnings 9,123 10,952
Total equity 12,559 14,036
Current liabilities
Trade and other payables 19 1,607 1,126
Total current liabilities 1,607 1,126
Total equity and liabilities 14,166 15,162
The notes on pages 34 to 59 form part of these financial statements.
These financial statements were approved by the Board of Directors and authorised for issue on 7 April 2014 and signed on their behalf by:
C A N Butler A Kumar
Director Director 32
Financial statements
NetPlayTV plc
Company statement  
of cash flows
for the year ended 31 December 2013
Note
Year ended 
31 December 
2013 
£ 000s
Year ended 
31 December 
2012 
£ 000s
Cash flows from operating activities
(Loss)/profit for the year 11 (685) 92
Adjustments for:
Depreciation of property, plant and equipment 13 8 30
Impairment of investments 17 446 –
Disposal of investment in subsidiary 17 – 2
Share based payments 11 11
Finance income (118) (153)
Income tax charge/(credit) 2 (165)
(Increase)/decrease in trade and other receivables (172) 3,797
Increase/(decrease) in trade and other payables 481 (323)
Cash generated from operations (27) 3,291
Cash flows from investing activities
Purchase of property, plant and equipment 13 (28) (7)
Purchase of shares in subsidiary 17 (2,500) –
Interest received 118 153
Net cash from in investing activities (2,410) 146
Cash flows from financing activities
Proceeds from issuance of ordinary shares under share options, net of issue costs 24 352 176
Repayment of borrowings 2,115 –
Dividend paid 21 (1,182) (428)
Net cash from financing activities 1,285 (252)
Net (decrease)/increase in cash and cash equivalents (1,152) 3,185
Cash and cash equivalents at beginning of period 23 7,335 4,150
Cash and cash equivalents at end of period 23 6,183 7,335
The notes on pages 34 to 59 form part of these financial statements. 33
Financial statements
NetPlayTV plc
Overview Strategic report Governance Financial statements
Company statement  
of changes in equity
for the year ended 31 December 2013
 
Share  
capital 
£ 000s
Share  
premium 
£ 000s
Retained 
earnings 
£ 000s
Total 
£ 000s
As at 1 January 2012 10,679 22,923 (19,531) 14,071
Profit and total comprehensive income for the year – – 92 92
Share capital reorganisation (7,856) (22,838) 30,694 –
Shares issued for employee share options 39 137 – 176
Share based payment charges:
Charge for the year – – 11 11
Additions to investments – – 114 114
Dividend paid (note 21) – – (428) (428)
As at 31 December 2012 2,862 222 10,952 14,036
Loss and total comprehensive income for the year – – (685) (685)
Shares issued for employee share options 74 278 – 352
Share based payment charges:
Charge for the year – – 11 11
Additions to investments – – 27 27
Dividend paid (note 21) – – (1,182) (1,182)
As at 31 December 2013 2,936 500 9,123 12,599 34
Financial statements
NetPlayTV plc
Notes to the  
financial statements
All intra-group transactions are eliminated on consolidation.
Revenue Recognition
Net revenue comprises gross income less customer incentives 
expensed in the period. Gross income comprises gross gaming win 
and ancillary income.
Gross gaming win represents gross bets and wagers, being amounts 
staked, less player winnings in the financial year. Gross gaming win is 
recognised when the bet or wager is settled.
Customer incentives expensed in the period represent the actual cost 
of customer incentives redeemed as well as an adjustment for the 
movement in the fair value of unredeemed customer incentives.
Ancillary income is predominantly in relation to broadcast airtime and 
is not directly related to the operation of the interactive gaming 
services under its Alderney gaming licence. This income is recognised 
when the amount of revenue can be reliably measured and when it is 
probable that future economic benefits will flow to the entity. 
Taxation
Income tax expense represents the sum of the tax currently payable 
and deferred tax.
Current tax is provided at amounts expected to be paid (or recovered) 
using the tax rates and laws that have been enacted or substantively 
enacted at the date of the statement of financial position.
Deferred tax assets and liabilities are recognised where the carrying 
amount of an asset or liability in the consolidated statement of 
financial position differs from its tax base, except for differences 
arising on:
• the initial recognition of goodwill;
• the initial recognition of an asset or liability in a transaction which is 
not a business combination and at the time of the transaction 
affects neither accounting or taxable profit; and
• investment in subsidiaries and jointly controlled entities where the 
Group is able to control the timing of the reversal of the difference 
and it is probable that the difference will not reverse in the 
foreseeable future.
Recognition of deferred tax assets is restricted to those instances 
where it is probable that taxable profit will be available against which 
the difference can be utilised.
The amount of the asset or liability is determined using tax rates that 
have been enacted or substantively enacted by the reporting date and 
are expected to apply when the deferred tax liabilities/(assets) are 
settled/(recovered).
Deferred tax assets and liabilities are offset when the Group has a 
legally enforceable right to offset current tax assets and liabilities and 
1. Accounting policies
General information
NetPlayTV plc (“the Company”) and its subsidiaries (together, “the 
Group”) operate a number of interactive gaming services under an 
Alderney gaming licence, including Supercasino.com, Jackpot247.
com and Vernons.com. The Group is focused on the delivery of a 
converged interactive gaming experience allowing its customers to 
interact with its games on a variety of platforms: TV, internet, mobile 
and tablet from a common integrated wallet.
The Company is admitted to trading on the AIM market of the London 
Stock Exchange. It is incorporated and domiciled in the UK. The 
address of its registered office is Battersea Studios, 80 Silverthorne 
Road, London, SW8 3HE.
Basis of preparation
The principal accounting policies applied in the preparation of both 
the company and the consolidated financial statements are set out 
below. These policies have been consistently applied to the years 
presented, unless otherwise stated.
These financial statements have been prepared in accordance with 
International Financial Reporting Standards, International Accounting 
Standards and Interpretations (collectively IFRSs) issued by the 
International Accounting Standards Board (“IASB”) as adopted by the 
European Union (“adopted IFRSs”).
The preparation of financial statements in compliance with adopted 
IFRS requires the use of certain critical accounting estimates. It also 
requires Group management to exercise judgement in applying the 
Group’s accounting policies. The areas where significant judgements 
and estimates have been made in preparing the financial statements 
and their effect are disclosed below.
Basis of consolidation
The consolidated financial statements include the financial statements of 
the Company and its subsidiary undertakings made up to 31 December 
each year. Control is achieved where the Company has the power to 
govern the financial and operating policies of an investee entity so as to 
obtain benefits from its activities.
On acquisition, the assets, liabilities and contingent liabilities of a 
subsidiary are measured at their fair values at the date of acquisition. Any 
excess of the cost of acquisition over the fair values of the identifiable net 
assets acquired is recognised as goodwill. Any deficiency of the cost of 
acquisition below the fair values of the identifiable net assets acquired is 
credited to profit or loss in the period of acquisition.
The profits or losses of subsidiaries are included in the consolidated 
statement of comprehensive income. The results of those subsidiaries 
acquired or disposed of during the year are included in the 
consolidated statement of comprehensive income from the effective 
date of acquisition or up to the effective date of disposal, as 
appropriate. 35
Financial statements
NetPlayTV plc
Overview Strategic report Governance Financial statements
consolidated statement of comprehensive income as part of the profit 
or loss on disposal.
Intangible assets
Goodwill
Goodwill represents the excess of the cost of a business combination 
over, in the case of business combinations completed prior to 1 
January 2010, the Group’s interest in the fair value of identifiable 
assets, liabilities and contingent liabilities acquired and, in the case of 
business combinations completed on or after 1 January 2010, the total 
acquisition date fair value of the identifiable assets, liabilities and 
contingent liabilities acquired.
For business combinations completed prior to 1 January 2010, cost 
comprises the fair value of assets given, liabilities assumed and equity 
instruments issued, plus any direct costs of acquisition. Changes in 
the estimated value of contingent consideration arising on business 
combinations completed by this date are treated as an adjustment to 
cost and, in consequence, result in a change in the carrying value of 
goodwill.
For business combinations completed on or after 1 January 2010, 
cost comprised the fair value of assets given, liabilities assumed and 
equity instruments issued. Contingent consideration is included in 
cost at its acquisition date fair value and, in the case of contingent 
consideration classified as a financial liability, re-measured 
subsequently through profit or loss. For business combinations 
completed on or after 1 January 2010, direct costs of acquisition are 
recognised immediately as an expense.
Goodwill is capitalised as an intangible asset with any impairment in 
carrying value being charged to the consolidated statement of 
comprehensive income.
Customer databases
Externally acquired customer databases are capitalised at cost and 
are subject to 50% straight-line amortisation.
Customer databases acquired as part of business combinations are 
valued by estimating discounted cash flows that will be generated by 
the assets over their lifetime and are subject to 50% straight-line 
amortisation.
The carrying value of player databases is reviewed when there is an 
indication of impairment.
Internally generated player databases are not capitalised.
Brands
Brands acquired as part of business combinations are valued by 
applying a royalty rate to the estimated discounted future revenues 
that will be generated and are subject to 10% straight-line 
amortisation.
the deferred tax assets and liabilities relate to taxes levied by the same 
tax authority on either:
• the same taxable Group company; or
• different Group entities which intend either to settle current tax 
assets and liabilities on a net basis, or to realise the assets and 
settle the liabilities simultaneously, in each future period in which 
significant amounts of deferred tax assets or liabilities are 
expected to be settled or recovered.
Dividends
Dividends are recognised when they become legally payable. In the 
case of interim dividends to equity shareholders, this is when declared 
by the Directors. In the case of final dividends, this is when approved 
by the shareholders at the AGM.
Pension costs
The Group makes contributions to defined contribution plans. The 
Group pays contributions to publicly or privately administered pension 
insurance plans on a mandatory, contractual or voluntary basis. The 
Group has no further payment obligations once the contributions have 
been paid. The contributions are recognised as employee benefit 
expense when they are due. 
Foreign currency
Transactions entered into by Group entities in a currency other than 
the currency of the primary economic environment in which they 
operate (their “functional currency”) are recorded at the rates ruling 
when the transactions occur. Foreign currency monetary assets and 
liabilities are translated at the rates ruling at the reporting date. 
Exchange differences arising on the retranslation of unsettled 
monetary assets and liabilities are recognised immediately in the 
statement of comprehensive income.
On consolidation, the results of overseas operations are translated 
into sterling at rates approximating to those ruling when the 
transactions took place. All assets and liabilities of overseas 
operations, including goodwill arising on the acquisition of those 
operations, are translated at the rate ruling at the reporting date. 
Exchange differences arising on translating the opening net assets at 
opening rate and the results of overseas operations at actual rate are 
recognised in other comprehensive income and accumulated in the 
foreign exchange reserve.
Exchange differences recognised as profit or loss in Group entities’ 
separate financial statements on the translation of long-term monetary 
items forming part of the Group’s net investment in the overseas 
operation concerned are reclassified to other comprehensive income 
and accumulated in the foreign exchange reserve on consolidation.
On disposal of a foreign operation, the cumulative exchange 
differences recognised in the foreign exchange reserve relating to that 
operation up to the date of disposal are transferred to the 
1. Accounting policies continued 36
Financial statements
NetPlayTV plc
Depreciation is charged so as to write off the cost over their estimated 
useful lives using the straight-line method of depreciation, as follows:
Computer equipment  33.3% straight line
Fixtures & fittings 33.3% straight line
Leasehold improvements  Shorter of the unexpired period of the 
lease and the estimated useful economic 
life of the assets
The gain or loss arising on disposal of an asset is determined as the 
difference between the sales proceeds and the carrying amount of the 
asset and is expensed to profit or loss for the period.
Financial instruments
Financial instruments are classified and accounted for, according to 
the substance of the contractual arrangement, as either financial 
assets, financial liabilities or equity instruments.
Financial assets
Financial assets held by the Group consist of loans and receivables.
Loans and receivables are non-derivative financial assets with fixed or 
determinable payments that are not quoted in an active market. They 
arise principally through the provision of services to customers, but 
also incorporate other types of contractual monetary assets. They are 
initially recognised at fair value plus transaction costs that are directly 
attributable to their acquisition or issue, and are subsequently carried 
at cost less impairment provisions.
Impairment provisions are recognised when there is objective 
evidence (such as significant financial difficulties on the part of the 
counterparty or default or significant delay in payment) that the Group 
will be unable to collect all of the amounts due under the terms 
receivable, the amount of such a provision being the difference 
between the net carrying amount and the present value of the future 
expected cash flows associated with the impaired receivable. Trade 
receivables are reported net of impairment provisions, with 
impairment losses being recognised within administrative expenses in 
the consolidated statement of comprehensive income. On 
confirmation that the trade receivable will not be collectable, the gross 
carrying value of the asset is written off against the associated 
provision.
The Group’s loans and receivables comprise trade and other 
receivables and cash and cash equivalents in the consolidated 
statement of financial position. Cash and cash equivalents includes 
cash in hand, deposits held at call with banks, other short-term highly 
liquid investments with original maturities of three months or less and, 
for the purpose of the statement of cash flows. 
Financial liabilities
Financial liabilities held by the Group consist of trade payables and 
other short-term monetary liabilities.
Websites and other development costs
Website and other development expenditure relating to the application 
and infrastructure development of websites is capitalised where the 
expenditure leads to substantially improved products or processes, 
the products or processes are technically and commercially feasible 
and the Group has sufficient resources to complete the development. 
All other development expenditure relating to planning, content 
development and other operational activities is charged to the 
statement of comprehensive income in the period it is incurred. 
Subsequent expenditure is capitalised only where it clearly increases 
the economic benefits to be derived from the asset to which it relates.
Website expenses are capitalised at cost and are subject to 50% 
straight-line amortisation. The carrying value of websites is reviewed 
when there is an indication of impairment.
Domain names
Externally acquired domain names are capitalised at cost and are 
subject to 10% straight-line amortisation.
Domain names acquired as part of business combinations are valued 
by estimating discounted cash flows that will be generated by the 
assets over their lifetime and are subject to 10% straight-line 
amortisation.
The carrying value of domain names is reviewed when there is an 
indication of impairment.
Partner relationships
Partner relationships entered into as part of a business combination 
are valued by estimating discounted cash flows that will be generated 
by the assets over their lifetime and are subject to straight-line 
amortisation over the life of the relationship. Their carrying value is 
reviewed when there is an indication of impairment.
Internally generated partner relationships are not capitalised.
Investments (Company accounts)
Investments in subsidiary undertakings are stated at the fair value of 
the consideration paid plus share based payments granted by the 
Company to employees of the subsidiary incurred to date. 
Investments that were acquired prior to the Company’s conversion to 
IFRS are held at cost, where cost is the aggregate of the nominal value 
of the Company’s shares and the fair value of any other consideration 
given to acquire the share capital of the subsidiary undertakings. 
Provision is made where there is an impairment in the value of the 
investment.
Property, plant and equipment
All property, plant and equipment is stated in the statement of 
financial position at historical cost less accumulated depreciation and 
accumulated impairment losses.
1. Accounting policies continued
Notes to the  
financial statements continued 37
Financial statements
NetPlayTV plc
Overview Strategic report Governance Financial statements
The preparation of financial statements under IFRS requires the Group 
to make estimates and judgements that affect the application of 
policies and reported amounts. Estimates and judgements are 
continually evaluated and are based on historical experience and 
other factors including expectations of future events that are believed 
to be reasonable under the circumstances. Actual results may differ 
from these estimates.
Included below are the areas that the Directors consider require 
estimates, judgements and assumptions which have a significant risk 
of causing a material adjustment to the carrying amount of assets and 
liabilities
Impairment of goodwill and other intangible assets
Goodwill and other intangible assets are reviewed for impairment and 
their values are written-down on the basis of the Group’s expectations 
of future economic benefits expected to be received by the Group.
Any process which attempts to estimate future outcomes is subject to 
uncertainty. Where it is believed that the estimation uncertainty can 
give rise to material differences in asset carrying values, this will be 
stated in the relevant notes to the financial statements.
Deferred tax assets
Deferred tax assets and liabilities, are recognised for temporary 
differences and for tax loss carry-forwards. The valuation of 
temporary differences and tax loss carry-forwards, is based on 
management’s estimates of future taxable profits in different tax 
jurisdictions against which the temporary differences and loss 
carry-forwards may be utilised.
At 31 December 2013, the value of deferred tax assets recognised 
amounted to £231,000 (2012: £248,000). The deferred tax assets 
relating to loss carry-forwards are reported as non-current assets.
Valuation of goodwill and other intangible assets acquired with 
business combinations
Identified intangible assets and goodwill are capitalised at fair value 
when entering into a business combination. Establishing the fair value 
of the assets generally requires use of a technique such as 
discounting expected future cash flows.
Any process which attempts to estimate future outcomes is subject to 
uncertainty. Where it is believed that the estimation uncertainty can 
give rise to material differences in asset carrying values, this is stated 
in the relevant notes to the financial statements (note 14). 
Standards and interpretations
None of the new standards, interpretations and amendments, which 
are effective for periods beginning after 1 January 2013 are expected 
to have a material effect on the Group’s future financial statements.
Financial liabilities are initially recognised at fair value net of any 
transaction costs directly attributable to the issue of the instrument 
and subsequently at amortised cost.
Equity instruments
An equity instrument is any contract that evidences a residual interest 
in the assets of the Company after deducting all of its liabilities.
The Company’s ordinary shares are classified as equity instruments.
Provisions
Provisions are recognised when the Group has a present legal or 
constructive obligation as a result of a past event, it is probable that 
an outflow of resources embodying economic benefits will be required 
to settle the obligation and a reliable estimate of the amount of the 
obligation can be made. Provisions for onerous contracts are 
recognised when the expected benefits to be derived from contracts 
are less than the unavoidable cost of meeting the obligations under 
the contracts. Provisions are measured at the present value of the 
amounts that are expected to be paid to settle the obligations.
Share based payments
Where equity settled share options are awarded to employees, the fair 
value of the options at the date of grant is charged to the consolidated 
statement of comprehensive income over the vesting period.
Where equity settled share options are awarded to parties other than 
employees in exchange for services performed, the fair value of the 
options at the date of grant is charged to the consolidated statement 
of comprehensive income over the expected lifetime of the services 
received by the Group.
Non-market vesting conditions are taken into account by adjusting the 
number of equity instruments expected to vest at each reporting date 
so that, ultimately, the cumulative amount recognised over the vesting 
period is based on the number of options that eventually vest. 
Non-vesting conditions and market vesting conditions are considered 
when calculating the fair value of the options granted.
The fair value of share options issued without market-based vesting 
conditions is measured by the application of the Black-Scholes option 
pricing model by reference to the grant date of the options. The fair 
value of share options issued with market-based vesting conditions is 
measured by use of the Monte Carlo method.
Capital management
The Group is funded entirely though shareholders funds. If financing is 
required the Board will consider whether debt or equity financing is 
more appropriate and proceed accordingly. 
Critical accounting estimates and judgements
Estimates and judgements are based on historical experience, 
expectations of future events, and other factors deemed to be relevant 
in the circumstances.
1. Accounting policies continued 38
Financial statements
NetPlayTV plc
2. Segmental information
The Board is the Group’s chief operating decision-maker. Management has determined the operating segments based on the information 
reviewed by the Board for the purposes of allocating resources and assessing performance. The Group has one reportable segment, being the 
online gaming segment. This division consists of all online products and ancillary income. The brands operated in this division are Supercasino.
com, Jackpot247.com and Vernons.com which are aggregated into one reportable segment.
The accounting policies of the operating segments are the same as those described in the summary of significant accounting policies. The 
Board evaluates performance on the basis of segment EBITDA. This measurement basis excludes head office costs not derived from operations 
of any segment and are only disclosed in total.
The Group holds some domain names as specified in note 15 in the British Virgin Islands.
2013 
£ 000s
2012 
£ 000s
Income statement items
Gross gaming win 36,281 26,873
Ancillary income 803 459
Gross income 37,084 27,332
Customer incentives (8,545) (5,563)
Net revenue 28,539 21,769
Marketing expenses (13,281) (9,226)
Operating expenses (6,304) (4,938)
Administrative expenses – online gaming (2,492) (2,187)
Online Gaming EBITDA 6,462 5,418
Administrative expenses – Head Office Costs (1,249) (1,106)
EBITDA 5,213 4,312
Depreciation of property, plant and equipment (375) (703)
Amortisation of intangible assets (558) (330)
Share based payments (174) (178)
Finance income 57 39
Profit before tax and discontinued operations 4,163 3,140
Discontinued Operations (Note 3) – 211
Income Tax (charge)/credit (17) 248
Profit for the year 4,146 3,599
External revenue by  
location of customers
Non-current assets by  
location of assets
Geographical information
2013 
£ 000s
2012 
£ 000s
2013 
£ 000s
2012 
£ 000s
United Kingdom including Channel Islands 28,513 21,769 8,033 4,572
British Virgin Islands – – 1,366 1,563
Rest of World 26 – – –
28,539 21,769 9,399 6,135
Notes to the  
financial statements continued 39
Financial statements
NetPlayTV plc
Overview Strategic report Governance Financial statements
3. Discontinued operations
There were no discontinued operations in the financial year ended 31 December 2013.
During the financial year ended 31 December 2012 the Group disposed of its Bingo business segment in two transactions on the 29 February 
2012 and 31 March 2012 for cash consideration of £425,000. As a result of this, discontinued operations comprise the “Bingo” business 
segment as reported in past Annual Reports.
The gain on disposal of discontinued operations was determined as follows:
2012
£ 000s
Sale proceeds 425
Net assets disposed:
Intangible assets (150)
Expenses related to sale (1)
Gain on disposal of discontinued operations 274
Analysis of the result of discontinued operations is as follows:
2012 
£ 000s
Net revenue 301
Operating expenses (361)
Depreciation and amortisation (3)
Gain from sale of discontinued operations 274
Profit for the year 211
Analysis of the cash flows of discontinued operations is as follows:
2012 
£ 000s
Profit for the year 211
Adjustments for:
Depreciation and amortisation 3
Profit on disposal of discontinued operation, net of tax (274)
Decrease in trade and other receivables 88
(Decrease)/increase in trade and other payables (7)
Net cash from operating activities 21
Disposal of discontinued operation 425
Net cash from investing activities 425
Net cash flows from discontinued operations 446 40
Financial statements
NetPlayTV plc
4. Profit before taxation
2013 
£ 000s
2012 
£ 000s
Profit before taxation is stated after charging/(crediting):
Depreciation of property, plant and equipment 373 703
Amortisation of intangible assets 558 330
Equity settled share based payments 174 178
Research and development 153 196
Operating lease rentals: land and buildings 430 447
Net (gains)/losses on foreign currency translation (1) (4)
5. Auditors’ remuneration
During the year the Group obtained the following services from the Company’s auditor:
2013 
£ 000s
2012 
£ 000s
Fees payable to the Company’s auditor for the audit of parent company and consolidated financial statements 75 68
Fees payable to the Company’s auditors for other services:
– Tax advisory services 5 46
– Tax compliance service 18 22
– Other services 2 –
100 136
6. Directors’ remuneration
Directors’ remuneration for the year ended 31 December 2013:
Salary and 
fees 
2013 
£ 000s
Contributions 
to personal 
pension plans 
2013 
£ 000s
Performance 
related bonus 
2013 
£ 000s
Total 
emoluments 
2013 
£ 000s
Total 
emoluments 
2012 
£ 000s
Executive
C A N Butler 125 21 80 226 215
A Kumar* 10 4 3 17 –
Non-Executive
C Jones CBE 45 – – 45 43
A C Lapping 25 – – 25 23
T S Mickley 25 – 10 35 23
G P Stevens 30 – – 30 28
260 25 93 378 332
* A Kumar’s remuneration is from 11 November 2013, being the date he was appointed as a Director of the Company.
During the year retirement benefits were accruing to two Directors (2012: one Director) in respect of money purchase (defined contribution) 
pension schemes.
There were no other long-term benefits payable to Directors. The aggregate share based payments charge in relation key management 
personnel compensation is £5,000 (2012: £7,000). The aggregate social security payments in relation to key management personnel 
compensation is £45,000 (2012: £20,000).
Notes to the  
financial statements continued 41
Financial statements
NetPlayTV plc
Overview Strategic report Governance Financial statements
Directors’ interests in long-term incentive plans
The Directors’ interests in share options, over ordinary shares in the Company, were as follows:
Options over ordinary shares of 1p each
Share options 
at beginning  
of year 
Number
Exercised 
during  
the year 
Number
Lapsed  
during  
the year 
Number
Surrendered  
during  
the year 
Number
Share options 
at end  
of year 
Number
Exercise  
price 
Pence
Exercise  
period
C A N Butler 3,662,077 (1,337,922) – – 2,324,155 4.28
18/11/2011 – 
17/11/2020
C Jones CBE 200,000 – – – 200,000 4.28
A C Lapping 166,666 – – – 166,666 4.28
G P Stevens 166,666 – – – 166,666 4.28
C A N Butler 3,662,077 – – – 3,662,077 4.28
18/10/2011 – 
17/11/2020
C Jones CBE 200,000 – – – 200,000 4.28
A C Lapping 166,667 – – – 166,667 4.28
G P Stevens 166,667 – – – 166,667 4.28
C A N Butler 4,662,078 (4,662,078) – – – 4.28
25/09/2012 – 
17/11/2020
C Jones CBE 200,000 – – – 200,000 4.28
A C Lapping 166,667 – – – 166,667 4.28
G P Stevens 166,667 – – – 166,667 4.28
A Kumar* 166,667 – – – 166,667 11.875
08/02/2014 – 
07/02/2023
A Kumar* 333,333 – – – 333,333 11.875
08/02/2015 – 
07/02/2023
A Kumar* 500,000 – – – 500,000 11.875
08/02/2016 – 
07/02/2023
14,586,232 (6,000,000) – – 8,586,232
* A Kumar’s interest in share options is shown from 11 November 2013, being the date he was appointed as a Director of the Company.
C A N Butler made a £778,000 (2012: £77,000) gain on the exercise of share options.
The options were granted in accordance with the terms and conditions laid out in the Company Share Option Scheme rules.
The market price of the NetPlayTV plc ordinary shares at 31 December 2013 was 20.25 pence (31 December 2012: 11.5 pence) and the range 
during the financial year was from 11.5 pence to 21.88 pence (2012: 8.5 pence to 12.375 pence).
6. Directors’ remuneration continued 42
Financial statements
NetPlayTV plc
7. Staff numbers and cost
The average number of persons, including Executive Directors, during the year was:
2013 
Number
2012 
Number
Operational 45 42
Customer Care 14 11
Marketing 15 11
Management and Administrative 16 14
90 78
The aggregate payroll costs for these persons is as follows:
2013 
£ 000s
2012 
£ 000s
Wages and salaries 2,817 2,448
Social security costs 264 225
Pension contributions 60 61
3,141 2,734
The Group makes contributions to defined contribution plans. The Group has no further payment obligations once the contributions have been 
paid. The contributions are recognised as employee benefit expense when they are due. The assets of the individual schemes are held 
separately from those of the Group in independently administered funds. The pension cost charge for the year was £60,000 (2012: £61,000).  
Of this amount, £6,000 (2012: £3,000) is included within other payables at 31 December 2013.
Key management personnel are defined for the purpose of disclosure under IAS 24: Related Party Disclosures as the members of the Board.  
Details of their remuneration can be found in note 6.
8. Finance income
2013 
£ 000s
2012 
£ 000s
Bank interest 57 39
9. Income tax
2013 
£ 000s
2012 
£ 000s
Current tax
Adjustment in respect of prior years – –
Total current tax – –
Deferred tax (note 16) 17 (248)
Tax charge/(credit) from continuing operations (17) (248)
Tax charge from discontinued operations – –
Total tax charge/(credit) 17 (248)
Notes to the  
financial statements continued 43
Financial statements
NetPlayTV plc
Overview Strategic report Governance Financial statements
Factors affecting the tax expense for the year
The tax assessed in the year differs from the standard rate of corporation tax in the UK of 23.3% (2012: 24.5%). The differences are explained 
below:
2013 
£ 000s
2012 
£ 000s
Profit/for the year 4,146 3,599
Tax charge/(credit) (including discontinued operations) 17 (248)
Profit before tax 4,163 3,351
Tax at the UK corporation tax rate of 23.3% (2012: 24.5%) 970 821
Effects of:
Expenses not deductible for tax purposes 106 145
Share options exercised (213) –
Recognition of deferred tax asset – (248)
Brought forward trading losses utilised in the year (846) (966)
Adjustment in respect of prior years – –
Tax charge/(credit) for the year 17 (248)
10. Earnings per share
Year ended 
31 December 
2013 
£ 000s
Year ended 
31 December 
2012 
£ 000s
Profit attributable to shareholders
Profit after taxation from continuing operations 4,146 3,388
Profit after taxation from discontinued operations – 211
Total profit attributable to shareholders 4,146 3,599
Number of 
shares
Number of 
shares
Weighted average numbers of ordinary shares in issue 289,934,524 283,633,658
Dilutive effect of shares under option 7,367,502 17,131,858
Weighted average numbers of dilutive ordinary shares 297,302,026 300,765,516
Pence per 
share
Pence per 
share
Earnings per share (EPS)
From continuing operations 1.43 1.20
From discontinued operations 0.00 0.07
1.43 1.27
Pence per 
share
Pence per 
share
Diluted earnings per share
From continuing operations 1.39 1.13
From discontinued operations 0.00 0.07
1.39 1.20
9. Income tax  continued 44
Financial statements
NetPlayTV plc
Adjusted earnings per share
An adjusted earnings per share, based on the profit before taxation from continuing operations and before the amortisation of specifically 
identified intangible assets arising on acquisitions and the share based payments, has been presented below in order to highlight the 
performance of the Group.
Year ended 
31 December 
2013 
£ 000s
Year ended 
31 December 
2012 
£ 000s
Profit before taxation 4,163 3,140
Amortisation of specifically identified intangibles 537 287
Share based payments 174 178
Adjusted profit before taxation 4,874 3,605
Pence per 
share
Pence per 
share
Adjusted earnings per share
Basic 1.68 1.27
Diluted 1.64 1.20
EBITDA per share
The Directors also believe that EBITDA per share (from continuing operations) reflects the underlying performance of the business and assists in 
providing a clearer view of the performance of the Group. It is also a performance measure used internally to manage the operations of the 
business.
Year ended 
31 December 
2013 
£ 000s
Year ended 
31 December 
2012 
£ 000s
EBITDA from continuing operations 5,213 4,312
Pence per 
share
Pence per 
share
EBITDA per share
Basic 1.80 1.52
Diluted 1.75 1.43
11. Result for the year
As permitted by section 408 of the Companies Act 2006, the Parent Company’s income statement has not been included in these financial 
statements. The Parent Company’s loss after tax for the year was £685,000 (2012: profit after tax £92,000).
10. Earnings per share continued
Notes to the  
financial statements continued 45
Financial statements
NetPlayTV plc
Overview Strategic report Governance Financial statements
12. Property, plant and equipment – Group
Leasehold 
improvements 
£ 000s
Computer 
equipment 
£ 000s
Fixtures & 
fittings 
£ 000s
Total 
£ 000s
Cost
As at 1 January 2012 465  2,562  170 3,197
Additions – 158 – 158
Disposals – (45) – (45)
As at 31 December 2012 465 2,675 170 3,310
Additions – 431 44 475
Additions acquired through business combination (note 28) – 50 – 50
As at 31 December 2013 465 3,156 214 3,835
Depreciation
As at 1 January 2012 366 1,727 127 2,220
Charge in the year 39 631 33 703
Disposals – (45) – (45)
As at 31 December 2012 405 2,313 160 2,878
Charge in the year 33 327 15 375
As at 31 December 2013 438 2,640 175 3,253
Net book value
As at 31 December 2013 27 516 39 582
As at 31 December 2012 60 362 10 432 46
Financial statements
NetPlayTV plc
13. Property, plant and equipment – Company
Leasehold 
improvements 
£ 000s
Computer 
equipment 
£ 000s
Fixtures & 
fittings 
£ 000s
Total 
£ 000s
Cost
As at 1 January 2012 299  164 67  530
Additions – 7 – 7
Disposals – (2) – (2)
As at 31 December 2012 299 169 67 535
Additions – 28 – 28
Disposals – – – –
As at 31 December 2013 299 197 67 563
Depreciation
As at 1 January 2012 293  143  63  499
Charge in the year 6 20 4 30
Disposals – (2) – (2)
As at 31 December 2012 299 161 67 527
Charge in the year – 8 – 8
Disposals – – – –
As at 31 December 2013 299 169 67 535
Net book value
As at 31 December 2013 – 28 – 28
As at 31 December 2012 – 8 – 8
14. Goodwill
£ 000s
Cost
As at 1 January 2012 3,617
Disposal (2)
As at 31 December 2012 3,615
Additions acquired through business combination (note 28) 556
As at 31 December 2013 4,171
Net book value
As at 31 December 2013 4,171
As at 31 December 2012 3,615
£2,565,000 of goodwill, relates to the SuperCasino cash generating unit, which arose on the acquisition of NetPlayTV Services Limited and 
NetPlayTV Broadcasting Limited in December 2006. £1,050,000 of goodwill, relating to the Jackpot247 (formerly known as Challenge Jackpot) 
cash generating unit, arose on the business combination due to the acquisition of certain assets from Two Way Gaming Limited and the 
simultaneously entering into production and gaming contract with Virgin Media Television to operate the Jackpot247 Service in May 2009. 
£556,000 of goodwill arose on the business combination due to the acquisition Vernons.com business acquired from Sportech (Alderney) 
Notes to the  
financial statements continued 47
Financial statements
NetPlayTV plc
Overview Strategic report Governance Financial statements
Limited in October 2013, as described in note 28. The recoverable amount of the SuperCasino, Jackpot247 and Vernons.com cash generating 
units, to which this goodwill has been allocated, has been determined using value in use calculations.
The calculation of value in use is based on several assumptions which feed into a forecast model based on past player behaviour. The key 
assumptions of the forecast were as follows:
• number of new player depositing registrations;
• rate of retention of existing players;
• spending patterns of players;
• cost per acquisition (CPA) from different acquisition sources;
• the growth rate applied to cash flows arising after the end of approved budgets; and
• the discount rate applied to cash flows.
The above assumptions are based on past experience, as considered appropriate for any external influences. For example a planned increase 
of marketing activity or TV airtime would be expected to increase player registrations.
Management forecasts cover a 12-month period and beyond that no growth rate is applied to cash flows. A discount rate of 13.7% has been 
used over five years.
The Directors do not believe that any reasonably possible change in key assumptions would lead to an impairment of the carrying amount of the 
SuperCasino, Jackpot247 or Vernons.com cash generating unit.
£2,000 of goodwill arising on the consolidation of NetPlay IP Limited was disposed of in the year ended 31 December 2012 as this company was 
dissolved.
14. Goodwill continued 48
Financial statements
NetPlayTV plc
15. Intangible assets
Customer 
databases 
£ 000s
Brand 
£ 000s
Domain names 
£ 000s
Websites 
and other 
development 
£ 000s
Partner 
relationships
Total 
£ 000s
Cost
As at 1 January 2012 3,488 – 5,601  162  997 10,248
Additions 4 – 13 17 – 34
Disposals – – (225) – – (225)
As at 31 December 2012 3,492 – 5,389 179 997 10,057
Additions 4 – 12 102 – 118
Additions acquired through business combination 
(note 28) 2,555 460 – – – 3,015
Disposals – – – – – –
As at 31 December 2013 6,051 460 5,401 281 997 13,190
Amortisation
As at 1 January 2012 3,294 – 3,683  126  997  8,100
Amortisation charge
– Continuing operations 191 – 103 36 – 330
– Discontinuing operations (note 3) – – 3 – – 3
Disposals – – (75) – – (75)
As at 31 December 2012 3,485 – 3,714 162 997 8,358
Amortisation charge 323 12 204 19 – 558
Disposals – – – – – –
As at 31 December 2013 3,808 12 3,918 181 997 8,916
Net book value
As at 31 December 2013 2,243 448 1,483 100 – 4,274
As at 31 December 2012 7 – 1,675 17 – 1,699
The Group holds several highly desirable domain names which were acquired as part of the Bingos transaction in 2008, some of which being 
.de, .fr and .it domains, are particularly attractive for use in the German, French and Italian markets respectively. These domain names are held 
by NetPlayTV Marketing BVI Limited, a company resident in the British Virgin Islands. During the year, the Directors of the Group have 
considered any indications of impairment and have come to the conclusion that there are none.
The useful economic life of a domain name will be affected by the demand for the game or product to which it relates (e.g. the relative demand 
of bingo compared, for example, to poker). In recent years, the directors have noted that, whilst customers’ interest in online gaming products in 
general remains robust, their interest in specific games is becoming more transitory and susceptible to prevailing trends. In consequence, the 
directors have revised the useful economic life of the Group’s domain names from 20 to 10 years. This will have the effect of increasing the 
annual amortisation charge by £98,000.
Domain names with a cost of £225,000 and amortisation of £75,000 and therefore a net book value of £150,000 were disposed of during the 
year ended December 2012 as part of the discontinued operations disclosed in note 3.
Notes to the  
financial statements continued 49
Financial statements
NetPlayTV plc
Overview Strategic report Governance Financial statements
16. Deferred tax
Group 
Tax losses 
£ 000s
Company  
Tax losses 
£ 000s
Deferred tax asset as at 1 January 2012 – –
Credits to the income statement 248 165
Deferred tax asset as at 31 December 2012 248 165
Charge to the income statement (17) (2)
Deferred tax asset as at 31 December 2013 231 163
Deferred income tax assets are recognised for tax loss carry-forwards to the extent that the realisation of the related tax benefit through future 
taxable profits is probable. At the year end the Group had unused tax losses of £5,930,232 (2012: £6,745,032) available for offset against future 
taxable profits from the Group and an unrecognised further deferred tax asset of £1,045,000 (2012: £1,139,000).
17. Non-current asset investments
Company
Year ended 
31 December 
2013 
£ 000s
Year ended 
31 December 
2012 
£ 000s
Investment in subsidiary undertakings
As at 1 January 5,243 5,131
Additions 2,527 114
Impairment (446) –
Disposal – (2)
As at 31 December 7,324 5,243
During the year the Company increased its investment in subsidiary undertakings by subscribing to additional share capital in NetPlayTV Group 
Limited for £2,500,000 and increasing its capital contribution due to Group share based payment arrangements between the parent and its 
subsidiary by £27,000 (2012: £114,000). 
An impairment charge of £446,000 has been realised in the year in relation to NetPlayTV Marketing BVI Limited. The impairment charge has 
been realised to bring the investment value in line with the fair value of the net assets of the subsidiary.
On 30 April 2013, NetPlayTV (Malta) was formally liquidated. This investment had been fully impaired in prior years.
The Company has investments in the ordinary shares of the following subsidiary undertakings, all of which are included in the consolidation:
Residence Principal activity Shareholding
NetPlayTV Group Limited Alderney TV and online gambling 100%
NetPlayTV Broadcasting Limited UK TV broadcasting 100%
NetPlayTV Marketing Services Limited UK Marketing services 100%
NetPlayTV Services Limited UK TV and online gambling 100%
NetPlayTV Marketing BVI Limited BVI Marketing services 100% 50
Financial statements
NetPlayTV plc
18. Trade and other receivables
Included within non-current assets
Included within current assets
Group 
2013 
£ 000s
Group  
2012 
£ 000s
Company  
2013 
£ 000s
Company 
2012 
£ 000s
Trade receivables 4 2 106 –
Amounts owed from Group undertakings – – 9 543
Prepayments and accrued income 565 681 147 149
Other receivables 438 215 206 4
1,007 898 468 696
Included with non-current assets 
Group 
2013 
£ 000s
Group  
2012 
£ 000s
Company  
2013 
£ 000s
Company 
2012 
£ 000s
Receivables from subsidiaries – – – 1,574
Other receivables – 141 – 141
– 141 – 1,715
The Group and Company do not have any receivables that are past due.
19. Trade and other payables
Group 
2013 
£ 000s
Group  
2012 
£ 000s
Company  
2013 
£ 000s
Company 
2012 
£ 000s
Trade payables 2,602 1,316 200 198
Amounts owed to Group undertakings – – 921 351
Other taxes and social security 70 75 17 16
Accruals and deferred income 1,435 1,881 393 408
Customer funds held 1,746 1,571 – –
Other payables 420 294 76 153
6,273 5,137 1,607 1,126
20. Provisions
Onerous 
contracts 
£ 000s
As at 1 January 2013 –
Provision arising on acquisition (note 28) 413
Provisions utilised in the year (35)
As at 31 December 2013 378
A contract relating to the provision of software infrastructure services was acquired as part of the Vernons.com business combination during the 
year ended December 2013. The contract, which is for three years, is considered onerous as the level of minimum revenue guarantee did not 
exceed the maximum projected revenues associated with the sportsbook to which it related. The provision is based on the present value of the 
element of the minimum revenue guarantee which is considered onerous.
Notes to the  
financial statements continued 51
Financial statements
NetPlayTV plc
Overview Strategic report Governance Financial statements
21. Dividend
2013 
£ 000s
2012 
£ 000s
Final dividend of 0.225 pence (2012: nil) per share proposed and paid relating to the previous year’s results 654 –
Interim paid: 0.18 pence (2012: 0.15 pence) per share paid during the year 528 428
1,182 428
A final dividend in respect of the year ended 31 December 2013 of 0.32 pence per share, totalling approximately £939,000, is to be proposed at 
the Annual General Meeting on 29 May 2014. These financial statements do not reflect this dividend payable.
22. Financial instruments and risk management – Group
Treasury management
The Group’s financial instruments comprise cash, along with various items, such as trade receivables and payables.
The main risks arising from the Group’s financial instruments are liquidity risk, credit risk and market risk. The Board reviews and agrees policies 
for managing these risks and the policies adopted have been applied throughout the year and since the year end.
Liquidity risk
The Group’s policy is to ensure that it will always have sufficient cash to allow it to meet its liabilities when they become due. Customer funds are 
kept in dedicated client accounts, separately from the Group’s operational bank accounts in order to ensure that their liability is met.
The Board receive information of cash balances daily in order to keep the Group’s liquidity under review.
The following table sets out the contractual maturities of financial liabilities:
At 31 December 2013
Less than 
3 months 
£ 000s
3 to 12  
months 
£ 000s
Over 
12 months 
£ 000s
Trade payables 2,580 22 –
Accruals 1,367 68 –
Customer funds held 1,746 – –
Other payables 407 13 –
6,100 103 –
At 31 December 2012
Less than 
3 months 
£ 000s
3 to 12  
months 
£ 000s
Over 
12 months 
£ 000s
Trade payables 1,316 – –
Accruals 1,811 70 –
Customer funds held 1,571 – –
Other payables 258 36 –
4,956 106 – 52
Financial statements
NetPlayTV plc
Credit risk
Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligations. 
The Group is mainly exposed to credit risk from cash in transit, though this exposure is relatively small given that the Group’s payment 
processors generally hold only a few days’ transactions at any given time.
Credit risk also arises where cash and cash equivalents are deposited with banks or financial institutions. It is the Group’s policy to deposit 
funds only with reputable institutions, and to keep the position under review.
Quantitative disclosures of the credit risk exposure in relation to financial assets are set out below:
Carrying 
value 
2013 
£ 000s
Maximum 
exposure 
2013 
£ 000s
Carrying value 
2012 
£ 000s
Maximum 
exposure 
2012 
£ 000s
Cash and cash equivalents 13,911 13,911 12,275 12,275
Trade and other receivables 1,007 1,007 1,039 1,039
14,918 14,918 13,314 13,314
Market risk
Foreign currency risk
Foreign exchange risk arises because the Group has assets and liabilities denominated in both sterling and euros. The Group’s policy, where 
possible, is to settle liabilities with cash generated from operations denominated in the same currency.
The Directors receive a daily summary of cash balances held in each currency and regularly monitor the foreign currency risk exposure.
Current assets and liabilities denominated in Euros (EUR) and US Dollars (USD), translated into sterling are included within the statement of 
financial position as follows:
EUR 
2013 
£ 000s
EUR 
2012 
£ 000s
USD 
2013 
£ 000s
USD 
2012 
£ 000s
Cash and cash equivalents 39 137 – –
Trade and other receivables – – – –
Trade and other payables (824) (219) (296) –
Net current liabilities (785) (82) (296) –
A strengthening/weakening of 10c of the Euro against sterling at the reporting date would result in a decrease/increase in net assets of £65,000 
(2012: increase of £44,000). A strengthening/weakening of 10c of the US Dollar against sterling would result in a decrease/increase of £18,000 
(2012: £nil).
Cash flow interest rate risk
The Group’s interest rate risk arises from cash balances it holds. At 31 December 2013, if interest rates on cash deposits had been 10 basis 
points lower/higher with all other variables held constant, post-tax profit for the year and net assets would have been £13,000 lower/higher 
(2012: £12,000).
22. Financial instruments and risk management – Group continued
Notes to the  
financial statements continued 53
Financial statements
NetPlayTV plc
Overview Strategic report Governance Financial statements
Financial assets and liabilities
Financial assets
Group cash balances as at 31 December are shown in the table below:
2013 
£ 000s
2012 
£ 000s
Cash held in client accounts 2,279 1,700
Capital reduction trust bank account 137 428
Company cash balances 11,495 10,147
Net cash balances 13,911 12,275
The Group has unrestricted access to all remaining cash balances.
23. Financial instruments and risk management – Company
Treasury management
The Company’s financial instruments comprise cash, along with various items, such as receivables and payables. The Company’s policy does 
not permit entering into speculative trading of financial instruments and this policy has been applied throughout the year.
The main risks arising from the Company’s financial instruments are liquidity risk, credit risk and market risk. The Board reviews and agrees 
policies for managing these risks and the policies adopted have been applied throughout the year and since the year end.
Liquidity risk
The Company’s policy is to ensure that it will always have sufficient cash to allow it to meet its liabilities when they become due.
The Board receive information of cash balances daily in order to keep the Company’s liquidity under review.
The following table sets out the contractual maturities of financial liabilities:
At 31 December 2013
Less than 
3 months 
£ 000s
3 to 12  
months 
£ 000s
Over 
12 months 
£ 000s
Trade payables 178 22 –
Amounts owed to Group undertakings 921 – –
Accruals 372 21 –
Other payables 63 13 –
1,534 56 –
At 31 December 2012
Less than 
3 months 
£ 000s
3 to 12  
months 
£ 000s
Over 
12 months 
£ 000s
Trade payables 198 – –
Amounts owed to Group undertakings 351 – –
Accruals 348 60 –
Other payables 117 36 –
1,014 96 –
22. Financial instruments and risk management – Group continued 54
Financial statements
NetPlayTV plc
Credit risk
Credit risk is the risk of financial loss to the Company if a counterparty to a financial instrument fails to meet its contractual obligations. The 
Company is mainly exposed to credit risk from loans made to subsidiaries.
Credit risk also arises where cash and cash equivalents are deposited with banks or financial institutions. It is the Company’s policy to deposit 
funds only with reputable institutions, and to keep the position under review.
Quantitative disclosures of the credit risk exposure in relation to financial assets are set out below:
Carrying 
value 
2013 
£ 000s
Maximum 
exposure 
2013 
£ 000s
Carrying value 
2012 
£ 000s
Maximum 
exposure 
2012 
£ 000s
Cash and cash equivalents 6,183 6,183 7,335 7,335
Trade and other receivables 468 468 2,411 2,411
6,651 6,651 9,746 9,746
Market risk
Foreign currency risk
Foreign exchange risk arises because the Company has investments in subsidiaries which have assets and liabilities denominated in euros.
The Company has no direct exposure to foreign currency risk as it has no monetary assets or liabilities denominated in any foreign currencies. 
The only subsidiary with any foreign exchange risk exposure is NetPlayTV Group Limited. The potential exposure has been detailed in note 22.
Cash flow interest rate risk
The Company’s interest rate risk arises from cash balances it holds. At 31 December 2013, if interest rates on cash deposits had been 10 basis 
points lower/higher with all other variables held constant, post-tax profit for the year and net assets would have been £7,000 lower/higher 
(2012: £7,000).
Financial assets and liabilities
Financial assets
Company cash balances as at 31 December are shown in the table below:
2013 
£ 000s
2012 
£ 000s
Capital reduction trust bank account 137 428
Sterling cash balances 6,046 6,907
Net cash balances 6,183 7,335
23. Financial instruments and risk management – Company continued
Notes to the  
financial statements continued 55
Financial statements
NetPlayTV plc
Overview Strategic report Governance Financial statements
24. Share capital & share premium
Ordinary Shares of 1p each
Number
Ordinary 
shares 
£ 000s
Share  
premium 
£ 000s
Total 
£ 000s
At 1 January 2012 282,309,552 2,823 5,917 8,740
Share Capital Reduction (May 2012):
– Reduction of Share Premium – – (5,832) (5,832)
Employee share option scheme:
– Proceeds from shares issued 3,872,296 39 137 176
At 1 January 2013 286,181,848 2,862 222 3,084
Employee share option scheme:
– Proceeds from shares issued 7,362,364 74 278 352
At 31 December 2013 293,544,212 2,936 500 3,436
Deferred Shares of 4p each
Number
Deferred 
shares 
£ 000s
Share  
premium 
£ 000s
Total 
£ 000s
At 1 January 2012 196,391,315 7,856 17,006 24,862
Share Capital Reduction (May 2012):
– Cancellation of Deferred Shares (196,391,315) (7,856) (17,006) (24,862)
At 1 January 2013 and 31 December 2013 – – – –
25. Share based payments
The Group has four employee share schemes – the 2000 All Employee Share Ownership Plan (“AESOP”), the 2000 Enterprise Management 
Incentive Scheme (“EMI”), the 2000 Approved Executive Share Ownership Scheme (“ASOS”) and the 2000 Unapproved Share Ownership 
Scheme (“USOS”). To date, the Group has granted options under the AESOP and EMI schemes.
AESOP
The AESOP holds shares in trust on behalf of employees. Subject to the satisfaction of any performance condition and the continuous 
employment of the beneficiary, access to shares occurs three years from the date of grant, unless there is a change in control of the Company 
when access may occur earlier.
A summary of activity in shares issued through AESOP is shown below:
2013 
Number
2012 
Number
At the beginning of the year 99,933 99,933
Movement in the year – –
At the end of the year 99,933 99,933
The market value of the shares held by the AESOP at 31 December 2013 was £20,236 (2012: £11,492). 56
Financial statements
NetPlayTV plc
EMI
Options to acquire ordinary shares under the EMI may be granted up to a maximum of £3,000,000 (based on the market value of the shares 
placed under option at the date of the grant).
The determination of the number of options granted to employees is at the discretion of the Remuneration Committee.
No consideration is payable for the grant of an option and options are not transferable or assignable. Cash consideration is paid to the Company 
by the employee at the point that the share options are exercised. The price paid for share options by employees is determined at the time of 
grant, and is normally equal to the mid-market share price on the date that the option is granted.
An option is normally exercisable in stages between the 1st and 10th anniversaries of the date of grant. All options normally lapse if the option 
holder ceases to be employed by the Group, though at the discretion of the Company and depending upon the circumstances in which the 
employment has ended, some individuals may be permitted to retain options after they leave employment for six months, or an alternative 
timescale if agreed by the Remuneration Committee.
Options to subscribe under various schemes for ordinary shares of 1p, including those noted in Directors’ interests in note 6, are shown in the 
table below:
Date of grant
Exercise price per share 
Pence Exercise period
2013 
Number
2012 
Number
01-Sep-03 10.000 02/09/2006–01/09/2013 – 12,000
30-Apr-07 23.250 30/04/2010–29/04/2017 30,554 30,554
01-Jun-07 30.670 01/06/2010–31/05/2017 32,000 32,000
27-Jun-08 16.500 27/06/2009–26/06/2018 28,000 28,000
14-Oct-08 22.000 14/10/2009–13/10/2018 10,000 10,000
18-Nov-10 4.280 18/11/2011–17/11/2020 2,857,487 4,235,410
18-Nov-10 4.280 18/10/2011–17/11/2020 4,195,411 4,195,411
18-Nov-10 4.280 26/09/2012–17/11/2020 567,333 5,590,884
12-Jan-11 6.250 20/02/2013–11/01/2021 – 200,000
01-Feb-11 6.875 27/09/2012–31/01/2021 – 18,000
01-Feb-11 6.875 22/02/2013–31/01/2021 – 18,000
04-Jan-12 8.500 04/01/2013–03/01/2022 – 143,000
04-Jan-12 8.500 21/02/2013–03/01/2022 – 143,000
04-Jan-12 8.500 05/03/2013–03/01/2022 – 143,000
18-May-12 9.000 18/05/2013–17/05/2022 – 295,890
18-May-12 9.000 18/05/2014–17/05/2022 227,890 295,890
18-May-12 9.000 18/05/2015–17/05/2022 227,890 295,890
08-Feb-13 11.875 08/02/2014–07/02/2023 946,183 – 
08-Feb-13 11.875 08/02/2015–07/02/2023 1,892,367 – 
08-Feb-13 11.875 08/02/2016–07/02/2023 3,016,580 – 
15-Oct-13 16.88 15/10/2014–14/10/2023 161,833 – 
15-Oct-13 16.88 15/10/2015–14/10/2023 323,667 – 
15-Oct-13 16.88 15/10/2016–14/10/2023 485,500 – 
16-Dec-13 19.375 16/12/2014–15/12/2023 160,917 – 
16-Dec-13 19.375 16/12/2015–15/12/2023 321,833 – 
16-Dec-13 19.375 16/12/2016–15/12/2023 482,750 – 
15,968,195 15,686,929
25. Share based payments continued
Notes to the  
financial statements continued 57
Financial statements
NetPlayTV plc
Overview Strategic report Governance Financial statements
The table below gives a reconciliation of the opening balance to the closing balance of these options:
Number
As at 1 January 2012 28,736,913
Options issued in the period 1,316,670
Options lapsed (10,494,358)
Options exercised (3,872,296)
As at 31 December 2012 15,686,929
Options issued in the period 8,141,297
Options lapsed (497,667)
Options exercised (7,362,364)
Total options at 31 December 2013 15,968,195
The weighted average share price on the date of exercise in 2013 was 17.21 pence (2012: 11.44 pence).
The weighted average issue price in 2012 was 13.36 pence (2012: 8.84 pence). The weighted average fair value of options issued in 2012 was 
1.57 pence (2012: 0.89 pence). 
In accordance with IFRS 2: Share Based Payments, a charge of £38,000 (2012: £126,000) in respect of the fair value of share options has been 
included within the share based payment charge. £136,000 (2012: £52,000) of the share based payment charge relates to employer’s Class 1 
national insurance contributions on issued share options.
The share option valuation model assumed volatility of 41% (2012: 28%) based on historic volatility, a dividend yield of 2% (2012: 3%), an 
expected life of one year and a risk free rate of 0.5% (2012: 0.5%). There were 8,141,297 (2012: 1,316,670 ) options granted in the year. 
26. Reserves – Group
The following describes the nature and purpose of each reserve within equity:
Reserve Description and purpose
Share premium Amount of paid-up share capital in excess of nominal value.
Merger reserve Share capital in excess of nominal value issued as purchase consideration.
Retained earnings All other net gains, losses and transactions with shareholders not recognised elsewhere.
25. Share based payments continued 58
Financial statements
NetPlayTV plc
27. Financial commitments
The Group had future lease payments under non-cancellable operating leases on land and buildings, and other leases expiring as follows:
2013 
£ 000s
2012 
£ 000s
Land & buildings
Within one year 324 326
After one year and within five years – 319
324 645
2013 
£ 000s
2012 
£ 000s
Other leases
Within one year 4,460 4,886
After one year and within five years 6,846 8,858
11,306 13,744
The Group had no capital commitments as at 31 December 2013 (2012: £Nil).
28. Acquisitions
On 31 October 2013 the Group acquired the trade and assets of Vernons.com, the e-gaming division of Sportech plc, from Sportech (Alderney) 
Limited. The principal reason for the acquisition is to enhance the Group’s scale and product offering. Details of the fair value of the identifiable 
assets and liabilities acquired, purchase consideration and goodwill are as follows:
Fair Value 
£ 000s
Intangible assets
Customer database 2,555
Brand 460
Property, plant and equipment 50
Other receivables 416
Other payables (624)
Provisions (note 20) (413)
Total Net Assets acquired 2,444
Consideration 3,000
Goodwill 556
Acquisition costs of £32,000 arose as a result of the transaction. These costs have been recognised within administrative expenses in the 
statement of comprehensive income.
Since the date of acquisition, Vernons.com has contributed £902,000 to the Group Net Gaming Revenue. If the acquisition had occurred on  
1 January 2013, the Group net gaming revenue would have been £4,412,000. It is impractical to consider the effects on the Group profit as 
business expense have not been attributed by brand.
Notes to the  
financial statements continued 59
Financial statements
NetPlayTV plc
Overview Strategic report Governance Financial statements
29. Related party transactions
Key management personnel are defined for the purpose of disclosure under IAS 24: Related Party Disclosures as the members of the Board.  
Details of their remuneration can be found in note 6.
The following related party transactions took place during the period:
NetIDme Limited, a company which A C Lapping has a shareholding, which provides the Group with age verification and ID checks invoiced 
£49,546 (2012: £43,506). At 31 December 2013 the Group owed £Nil (2012: £Nil) to NetIDme Limited and had a prepayment for credits it can 
utilise in the future worth £3,185 (2012: £13,640).
The beneficiary of Direct Force Trading Limited also has a significant beneficial interest in Playtech Limited. The Group use the services of 
Playtech, its subsidiaries and related parties to provide software, technology platform, hosting and age-verification services. During the year a 
charge of £3,749,746 (2012: £2,738,452) was expensed in respect of these services. At 31 December 2013 the Group owed £838,869 (2012: 
£206,258) to Playtech Limited.
SafeCharge Limited is a company of which T S Mickley is a director. During the year the Group expensed £582,941 (2012: £436,119) of fees in 
relation to payment processing services provided by SafeCharge Limited. At 31 December 2013 SafeCharge Limited held pending customer 
funds of £1,219,092 (2012: £1,232,580) payable to the Group.
The Company conducted many transactions with its subsidiaries during the year which included the recharge of expenses, cash transfers and 
transactions arising where companies are consolidated for tax computations. The table below summarises the movements in these balances:
Receivables
31 December 
2013 
£ 000s
31 December 
2012 
£ 000s
Period  
change 
£ 000s
NetPlayTV Services Limited 3,418 3,419 (1)
NetPlayTV Broadcasting Limited 3,803 3,800 3
NetPlayTV Marketing Services Limited 251 250 1
NetPlayTV Group Limited 4 2,115 (2,111)
NetPlay (Malta) Limited – 302 (302)
Provision against recoverability of receivables (7,467) (7,769) 302
9 2,117 (2,108)
Payables
31 December 
2013 
£ 000s
31 December 
2012 
£ 000s
Period  
change 
£ 000s
NetPlayTV Marketing BVI Limited 921 322 599
NetPlayTV Broadcasting Limited – 27 (27)
NetPlayTV Marketing Services Limited – 2 (2)
921 351 570 60
Financial statements
NetPlayTV plc
Officers and  
professional advisers
Directors
C Jones CBE
Non-Executive Chairman
C A N Butler
Chief Executive Officer
A Kumar
Group Finance Director
G P Stevens
Non-Executive Director
A C Lapping
Non-Executive Director
T S Mickley
Non-Executive Director
Company Secretary
A Kumar
Registered office
Battersea Studios 
80 Silverthorne Road 
London SW8 3HE
Auditors
BDO LLP 
55 Baker Street 
London W1U 7EU
Registrars
Neville Registrars Ltd
Neville House 
18 Laurel Lane 
Halesowen 
West Midlands B63 3DA
Bankers
Barclays Bank plc 
Wytham Court 
11 West Way 
Botley  
Oxford OX2 0YP
Nominated Advisers
N+1 Singer Advisory LLP 
1 Bartholomew Lane 
London EC2N 2AX  Registered Office:
NetPlayTV plc
Battersea Studios
80 Silverthorne Road
London SW8 3HE
Tel: +44 (0)20 7819 9100
Fax: +44 (0)20 7819 9199
www.netplaytvplc.com
NetPlayTV plc Annual report and financial statements 2013