TIDM3LEG
RNS Number : 6093A
3Legs Resources plc
30 September 2015
3Legs Resources plc
Interim Results
for the six months ended 30 June 2015
3Legs Resources plc (the "Company" and, together with its
subsidiary, the "Group"), an investing company under Rule 15 of the
AIM Rules, is pleased to announce its Interim Results for the six
months ended 30 June 2015.
Highlights
-- Strategy refocused to become life sciences related investing company
-- Equity funding of GBP1.3m secured during the period
-- Jim Mellon and Dr Greg Bailey contribute GBP500,000 to this refinancing and join Board
-- Investment in SalvaRx which owns 60.5% of iOx, a cancer immunotherapy developer
Chairman's Statement
The major developments in the first six months of the current
financial year were highlighted in my Chairman's statement in the
2014 annual report and accounts. As many shareholders will be
aware, in the latter part of 2014 the then Board of the Company
concluded that it could not justify further investment in its oil
and gas exploration business in view of disappointing results and,
accordingly, it decided to dispose of the Company's assets and
return its significant cash balances to shareholders, net of wind
up costs. It was the intention that this would be followed by an
orderly liquidation of the Company.
Subsequently, shareholders approved revised proposals which
incorporated the return of the Company's cash to them and also
approved a placing of GBP0.8 million from a group of new investors
as an alternative to liquidation. As part of these arrangements
Colin Weinberg and I joined the Board. Shareholders also voted to
adopt a new Investing Policy, namely to invest in and/or acquire
companies within the technology sector or within the resources
sector. This enabled existing shareholders to have a continuing
interest in an AIM investing company.
In early June, Jim Mellon and Dr Greg Bailey together subscribed
GBP500,000 for shares in the Company, representing 29.9% of the
enlarged share capital, and joined the Board. Jim and Greg have a
successful track record in identifying investments in life sciences
and related sectors, and at the Annual General Meeting in July,
shareholders approved a further change in the Company's Investing
Policy to focus on investments in these areas in order to enable
the Company to take advantage of their expertise and contacts.
The final payment to shareholders as part of the restructuring
of the Company was approved at an Extraordinary General Meeting
held on 13 February 2015, and two-thirds of the loss of GBP248,000
reported for the period under review relates to the costs of
winding up the former business, and were covered by the cash
resources held by the Company before the balance was returned to
shareholders. The current Board is mindful of the need to control
costs and shareholders should note that over GBP29,000 of the loss
of GBP82,000 reported for the continuing business is due to the
accounting treatment with regard to share options and does not
reflect any diminution of the Company's cash.
Under the AIM Rules, as an investing company, the Company has
until 3 November 2015 to implement its investing policy or complete
a reverse takeover, failing which its shares will be suspended from
trading on AIM.
The Company has today announced that it has invested the sum of
GBP215,000 to acquire 11.1% of SalvaRx Limited, a company owned by
Jim Mellon and Dr Greg Bailey, which owns 60.5% of iOx Therapeutics
Limited ("iOx"), a new company which is developing a series of
compounds for cancer immunology. iOx's technology is based on a
discovery by Professor Vincenzo Cerundolo MD, PhD, the Director of
the Human Immunology Unit at the Weatherall Institute of Molecular
Medicine at Oxford University and supported by the Ludwig Institute
for Cancer Research. Its compounds stimulate invariant natural
killer T cells, and preclinical testing in several cancer models
suggest the compounds can inhibit the growth of tumours. SalvaRx
has a strong management team with considerable experience in the
field of cancer immunology and its strategy is to identify, develop
and finance novel therapeutics that stimulate the immune system to
fight cancer.
The Board believes that this investment represents an exciting
development and is a first step in implementing the Company's new
investing policy. The Company hopes to take further steps with
regard to the implementation of this policy in the near future.
Enquiries
3Legs Resources plc
Richard Armstrong Tel: 07787 500221
Colin Weinberg Tel: 07836 588504
Northland Capital Partners Limited Tel: 0207 382 1100
(Nominated Adviser and Broker)
Matthew Johnson / Edward Hutton (Corporate
Finance)
John Howes / Abigail Wayne (Corporate
Broking)
Peterhouse Corporate Finance Limited Tel: 0207 469 0934
(Joint Broker)
Lucy Williams / Duncan Vasey
Consolidated Income Statement
For the six months ended 30 June 2015
Unaudited Unaudited Audited
six months ended six months ended year ended
30 June 30 June 31 December 2014
2015 2014
Note GBP'000 GBP'000 GBP'000
Continuing operations
Administrative expenses (83) - -
Operating loss (83) - -
Investment income 1 - -
Loss before tax from continuing
operations (82) - -
Tax - - -
Loss for the period from continuing
operations (82) - -
Discontinued operations
Loss for the period from discontinued
operations 4 (166) (2,481) (35,024)
Loss for the period (248) (2,481) (35,024)
Loss per ordinary share
From continuing operations
Basic and diluted 5 (0.0002p) - -
From discontinued operations
Basic and diluted 5 (0.0005p) (0.03p) (0.41p)
From continuing and discontinued
operations
Basic and diluted 5 (0.0007p) (0.03p) (0.41p)
Consolidated Statement of Comprehensive Income
For the six months ended 30 June 2015
-----------------------------------------------------------
Unaudited Unaudited
six months ended six months ended Audited
30 June 30 June year ended
2015 2014 31 December
2014
GBP'000 GBP'000 GBP'000
Loss for the period (248) (2,481) (35,024)
Other comprehensive income
Exchange differences arising on translation of foreign
operations - (158) 329
Total comprehensive income for the period attributable to
equity owners of the parent (248) (2,639) (34,695)
Consolidated Balance Sheet
As at 30 June 2015
Unaudited Unaudited Audited
30 June 30 June 31 December
2015 2014 2014
Note GBP'000 GBP'000 GBP'000
Assets
Non-current assets
Intangible exploration and evaluation assets - 2,351 -
Investment accounted for using the equity method - 29,826 -
- 32,177 -
Current assets
Trade and other receivables 29 271 95
Cash and cash equivalents 1,183 17,867 1,341
1,212 18,138 1,436
Total assets 1,212 50,315 1,436
Liabilities
Current liabilities
Trade and other payables (67) (274) (144)
Provisions - (25) -
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(67) (299) (144)
Total liabilities (67) (299) (144)
Net assets 1,145 50,016 1,292
Equity
Share capital 6 155 21 22
Share premium account 52,533 68,368 52,594
Share-based payment reserves 29 959 -
Accumulated deficit (51,572) (18,843) (51,324)
Cumulative translation reserves - (489) -
Total equity 1,145 50,016 1,292
Consolidated Cash Flow Statement
For the six months ended 30 June 2015
Unaudited Unaudited
six months ended six months ended Audited
30 June 30 June year ended
2015 2014 31 December
2014
Note GBP'000 GBP'000 GBP'000
Net cash outflow from operating activities 7 (231) (851) (1,486)
Investing activities
Interest received 1 42 58
Investment in joint venture - (7,831) (8,235)
Net cash from/(used in) investing activities 1 (7,789) (8,177)
Financing activities
Issue of share capital 1,305 21 180
Transaction costs of issue of share capital (88) - -
Return of cash to shareholders (1,145) - (15,933)
Net cash from/(used in) financing activities 72 21 (15,753)
Net decrease in cash and cash equivalents (158) (8,619) (25,416)
Effect of foreign exchange rate changes - (306) (35)
Cash and cash equivalents at beginning of period 1,341 26,792 26,792
Cash and cash equivalents at end of period 1,183 17,867 1,341
Consolidated Statement
of Changes in Equity
As at 30 June 2015
Share Share-based Cumulative
Share premium payment Accumulated translation
capital account reserves deficit reserves Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
As at 1 January 2014 21 68,347 889 (16,362) (331) 52,564
Transactions with
owners in their capacity
as owners:
Issue of equity shares - 21 - - - 21
Total transactions
with owners in their
capacity as owners - 21 - - - 21
Loss for the period - - - (2,481) - (2,481)
Other comprehensive
income:
Currency translation
differences - - - - (158) (158)
Total comprehensive
income for the period - - - (2,481) (158) (2,639)
Share-based payments - - 70 - - 70
As at 30 June 2014 21 68,368 959 (18,843) (489) 50,016
As at 1 January 2014 21 68,347 889 (16,362) (331) 52,564
Transactions with
owners in their capacity
as owners:
Issue of equity shares 1 180 - - - 181
Return of cash to
shareholders - (15,933) - - - (15,933)
Total transactions
with owners in their
capacity as owners 1 (15,753) - - - (15,752)
Loss for the year - - - (35,024) - (35,024)
Other comprehensive
income:
Currency translation
differences - - - (2) 331 329
Total comprehensive
income for the year - - - (35,026) 331 (34,695)
Share-based payments - - (825) - - (825)
Transfer to retained
earnings in respect
of exercised share
options - - (64) 64 - -
As at 31 December
2014 22 52,594 - (51,324) - 1,292
As at 1 January 2015 22 52,594 - (51,324) - 1,292
Transactions with
owners in their capacity
as owners:
Issue of equity shares 133 1,084 - - - 1,217
Return of cash to
shareholders - (1,145) - - - (1,145)
Total transactions
with owners in their
capacity as owners 133 (61) - - - 72
Loss for the period - - - (248) - (248)
Total comprehensive
income for the period - - - (248) - (248)
Share-based payments - - 29 - - 29
As at 30 June 2015 155 52,533 29 (51,572) - 1,145
Notes to the Interim Financial Statements For the six months
ended 30 June 2015
1 General information
3Legs Resources plc (the 'Company') is incorporated in the Isle
of Man, British Isles under the Isle of Man Companies Act 2006. The
address of the registered office is Commerce House, 1 Bowring Road,
Ramsey, Isle of Man, British Isles, IM8 2LQ.
3Legs Resources plc is an investing company under Rule 15 of the
AIM Rules. The principal activity of the Group in during 2014 and
prior was the exploration, evaluation and development of oil and
gas targets.
2 Basis of preparation
The consolidated interim financial information has been prepared
using policies based on International Financial Reporting Standards
('IFRSs') as issued by the International Accounting Standards Board
(the 'IASB') and as adopted by the European Union (the 'EU'). These
policies and practices are consistent with those adopted in the
Group's financial statements for the year ended 31 December 2014
and are also consistent with those which will be adopted in the
Group's financial statements for the year ended 31 December
2015.
The consolidated interim financial information is unaudited and
does not constitute statutory accounts as defined by section 434 of
the Companies Act 2006, and should be read in conjunction with the
Group's financial statements for the year ended 31 December 2014.
In the opinion of the Directors the consolidated interim financial
information for the period represents fairly the financial
position, results from operation and cash flows for the period in
conformity with generally accepted accounting principles
consistently applied.
The consolidated interim financial information incorporates
unaudited comparative information for the period ended 30 June
2014, which has been represented in respect of the consolidated
income statement to improve the clarity of information presented
therein. Comparative figures for the financial year ended 2014 have
been extracted from the financial statements for that period which
carried an unqualified audit report.
The consolidated interim financial information has been prepared
in accordance with IAS34 Interim Financial Reporting.
During the first six months of the current financial year there
have been no related party transactions that materially affect the
financial position or performance of the Group and there have been
no changes in the related party transactions described in the last
annual financial statements.
The principal risks and uncertainties of the Group have not
changed since the last annual financial statements where a detailed
explanation of such risks and uncertainties can be found.
3 Dividends
The Directors do not recommend the payment of a dividend for the
period.
4 Discontinued operations
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