TIDMANIC
RNS Number : 9425Z
Agronomics Limited
16 January 2020
16 January 2020
Agronomics Limited
Interim Results for the six-month period ending 31 December
2019
The Board of Agronomics Limited, the AIM quoted company focused
on investing in the nascent alternative foods sector, is pleased to
announce its interim results for the six-month period ending 31
December 2019.
The information contained within this announcement is deemed by
the Company to constitute inside information as stipulated under
the Market Abuse Regulations (EU) No. 596/2014 ('MAR'). Upon the
publication of this announcement via a Regulatory Information
Service ('RIS'), this inside information is now considered to be in
the public domain.
For further information, please contact:
Agronomics Limited Beaumont Cornish Zeus Capital Limited Peterhouse Capital Britton Financial PR
Limited Limited
The Company Nomad Joint Broker Joint Broker Investor Relations
----------------------- ---------------------- ------------------------ --------------------
Denham Eke Roland Cornish/James Mike Seabrook/ Lucy Williams Tim Blackstone
+44 (0) 1624 639396 Biddle Rupert Woolfenden +44 (0) 207 469 0936 +44 (0)7957 140416
+44 (0) 207 628 3396 +44 (0) 161 393 1975
----------------------- ---------------------- ------------------------ --------------------
Interim Results
Chairman's statement
Introduction
I am pleased to present the Interim Results for Agronomics
Limited (the "Company") for the six-month period ending 31 December
2019.
Financial Review
The Company recorded a net loss for the period of GBP493,493
(2018: loss of GBP16,357). During the six months, our investment
income, including loan interest and net unrealised gains, reflected
a gain of GBP84,262 (2018: gain of GBP53,307). Operating expenses
were GBP577,782 (2018: GBP82,740), with the increase due to
spending on professional fees relating to the investments acquired
and fundraises completed during the period. Following the
fundraises, share issue commissions of GBP239,940 were paid, which
are considered to be exceptional costs, and included in
professional fees. The prior period included no performance fee and
no performance fee has been accrued during the period under review.
The basic and diluted loss per share was 0.5 pence (2018: loss of
0.07 pence).
Our invested assets at fair value increased to GBP8,735,646 (30
June 2019: GBP1,249,955), and cash and cash equivalents stood at
GBP4,669,881 (30 June 2019: GBP417,952). Our total net assets
increased to GBP13,310,082 at 31 December 2019 (30 June 2019:
GBP1,614,843). The increase is largely a result of two completed
fundraises during July 2019 and December 2019, raising total net
funds of GBP12,106,967 and issuing 229,849,674 new ordinary shares.
As a result, the net asset value per share at 31 December 2019 is
5.2 pence, being 28% lower than at 30 June 2019 (7 pence).
Approach to Risk and Corporate Governance
"The Company's general risk appetite is a moderate, balanced one
that allows it to maintain appropriate growth, profitability and
scalability, whilst ensuring full corporate compliance."
The Group's primary risk drivers include: -
Strategic, Reputational, Credit, Operational, Market, Liquidity,
Foreign Exchange, Capital and Funding, Compliance and Conduct.
Our risk appetite has been classified as high under an "impact"
matrix defined as Zero, Low, Medium and High. Appropriate steps
have been taken and adequate controls implemented to monitor the
risks of the Company, and the appropriate committees and reporting
structures have been established, which under the Chairmanship of
the Chairman, will monitor risks facing the Company. Further
details of the Corporate Governance Statement, including the role
and responsibilities of the Chairman and an explanation as to how
the QCA Code has been applied, will be found on pages 8 to 11 of
the audited 30 June 2019 financial statements, which are on the
Company's website at www.agronomics.im.
At the General Meeting of the Company on 16 April 2019,
shareholders adopted a new Investing Policy, which includes the
following:
"The Company will invest in opportunities within the Life
Sciences sector, concentrating on, but not being limited to,
environmentally friendly alternatives to the traditional production
of meat and plant-based nutrition sources ("Clean Food"). The
Company will focus on investments that provide scalable and
commercially viable opportunities."
Further details of the new Investing Policy can found on the
Company's website at www.agronomics.im.
In line with the new Investing Policy, a number of significant
investments were made prior to the year end, which are discussed
below.
Investment Review - quoted investments
AgeX Therapeutics Inc ("AgeX") is a biotechnology operation
which develops and commercialises therapeutics targeting human
aging. Their holdings include the PureStem(R) and iTR(TM)
platforms, which reflect over 25 years of research and development
in cellular therapies, cell immortality and regenerative biology.
These platforms are designed to address many of the largest unmet
needs of an aging population, by translating state-of-the-art
biomedical science relating to aging into potential first-in-class
therapeutic cell therapies, small-molecule drugs and medical
devices. On 14 August 2019, AgeX announced that it had begun work
using a synthetic biology approach to engineer pluripotent stem
cell lines with immune tolerance UniverCyte(TM) technology to
generate hypoimmunogenic (universal) cells. AgeX also prioritised
the advancement of its induced Tissue Regeneration (iTR)
technology. On 29 November 2018, its shares commenced trading on
the New York Stock Exchange under the ticker AGE.
Regent Pacific Group Limited's ("RPG") principal investment is
in Plethora Solutions Holdings plc ("Plethora"), a wholly-owned
subsidiary. Plethora is focussed on the commercialisation of its
product Fortacin(TM) - the first EU-approved topical prescription
treatment for premature ejaculation. Fortacin(TM) was commercially
launched in the United Kingdom in November 2016 and can now be
prescribed in the UK from a physician either in person or online
via an online consultation, with prescriptions to be fulfilled by
Chemist 4 U. The European roll-out commenced in Europe in early
2018 by way of first sales from Recordati Group ("Recordati"),
RPG's commercial partner, to wholesalers in Italy on 9 February
2018.
First Fortacin(TM) sales in France and Spain followed on 16 and
19 February 2018 respectively, and thereafter in Germany and
Portugal on 1 March 2018.
Following the first commercial sale of Fortacin(TM) in each of
France, Germany, Italy, Portugal and Spain, a total of EUR4 million
(or approximately GBP3.5 million) will be due from Recordati to
RPG. In addition, discussions are ongoing with new potential
commercial partners with regards to "out licensing" Fortacin(TM) in
other key markets including Asia Pacific, Middle East, Latin
America, North America and sub-Sahara Africa. In December 2018, RPG
announced a licence agreement with Wanbang Pharmaceutical Marketing
and Distribution Co., Ltd to launch Fortacin(TM) in China which
will result in up to US$ 13 million in upfront licence payments, up
to US$ 25 million in sales milestones together with royalties
ranging from low to high-teens, potential to help an initial target
market of approximately 9 million patients in China in its first
year of launch, rising to over 170 million patients by its tenth
year; and RPG retains full commercial rights to Fortacin(TM) in all
unlicensed countries, including the USA. On 18 July 2019, RPG
reported that the FDA Phase II validation study of Fortacin(TM) is
estimated to be completed by the end of 2019. Following a
successful FDA approval, Phase III work can commence in Q1 2020,
with the New Drug Application submission possible during H2
2020.
SalvaRx Group plc ("SalvaRX") was a drug discovery and
development Company concentrating on immune-oncology. On 27
November 2018, SalvaRX announced the disposal of its interest in
SalvaRx Limited, its 94.2 per cent. owned subsidiary, to Portage
Biotech Inc ("Portage") for a consideration of US$ 67.5 million,
satis ed by the issue of 757,943,784 new shares in Portage. SalvaRX
would transfer not less than 660,593,556 ("Demerger Shares") of the
Portage shares on a pro-rata basis to SalvaRX's shareholders on
record as of 8 January 2019. The disposal was approved at the AGM
of SalvaRX on 8 January 2019. Following the transfer of the
Demerger Shares, SalvaRX retained 56,657,531 shares in Portage for
operating needs. The disposal and the demerger resulted in the
divestment of substantially all of SalvaRX's existing business,
assets and investments. As such, SalvaRX is now classified as an
AIM Rule 15 cash shell and is required to make an acquisition or
acquisitions which constitute a reverse takeover under AIM Rule 14
(or seek re-admission as an investing company (as defined under the
AIM Rules)). The Board of SalvaRX had not identified a suitable
acquisition by 9 January 2020, resulting in the shares of SalvaRX
being delisted.
Portage Biotech Inc ("Portage"), currently suspended from
trading on the Canadian Securities Exchange, was acquired on 8
January 2019, following the receipt of the Demerger Shares from
SalvaRX. Portage is a biotechnology company focused on developing
various therapeutics, working with founder scientists to bring
their discoveries to proof-of-concept and monetization. Portage
holds investments in the following entities:
- Portage Pharmaceuticals Ltd ("PPL"), which focuses on
discovering and developing innovative cell permeable peptide
therapies to normalize gene expression, restore protein function,
and improve medical outcomes. PPL is now focusing on licensing or
collaborating its CellPorter(R) platform with other pharmaceutical
companies to develop new drugs.
- Portage Glasgow Ltd ("PGL") is a joint-venture company with
PPL, and focuses on the commercialisation of new therapies aimed at
disrupting protein-protein interactions in disease pathways which
give therapeutic benefit.
- Stimunity S.A.S is an early-stage research and development
company focused on the development of STING agonists in cancer.
Following the acquisition of SalvaRX Limited, Portage now holds
investments in IOX Therapeutics Ltd, Nekonal Oncology Limited, Rift
Biotherapeutics Inc, Saugatuck Therapeutics, Ltd, and Intensity
Therapeutics Inc. These companies are focused on developing
immune-oncology therapies for the treatment of late-stage
cancers.
Portage announced on 31 December 2019 that it has led its
nancial statements for the period ending March 31, 2019 and is now
in the process of ling an application with the Ontario Securities
Commission to revoke an outstanding cease trade order issued on
August 2, 2019.
Summit Therapeutics plc ("Summit") is an international
biopharmaceutical operation focussed on the discovery and
development of novel medicines to treat the fatal muscle wasting
disease Duchenne muscular dystrophy ("DMD") and infections caused
by the bacteria Clostridium difficile ("CDI"). In February 2018,
Summit announced further positive findings from PhaseOut DMD, a
Phase 2 open-label, multi-centre clinical trial of the utrophin
modulator ezutromid DMD.
In August 2018, Summit announced that it had been awarded US$ 12
million under its contract with the Biomedical Advance Research and
Development Authority ("BARDA"), a division of the US Department of
Health and Human Services - Office of the Assistant Secretary for
Preparedness and Response. The Funds will support the Phase 3
development programme for Ridinilazole, Summit's precision new
mechanism antibiotic for the treatment of CDI infection. On 3
October 2019, Summit announced its results from the Phase 2
clinical trial of Ridinilazole in C. difficile infection ('CDI'),
which highlighted improvements in patient's quality of life
following antibiotic treatment for CDI. On 11 October 2019, Summit
announced additional positive Phase 2 data, showing Ridinilazole
further improved quality of life and microbiome preservation
compared to standard of care. In addition, the Company announced
that its
Phase 3 clinical trials for Ridinilazole were progressing on
schedule.
On 7 January 2020, Summit launched www.ricodify.com, an online
resource for patients with C. difficile infection ('CDI') and their
caregivers. The site provides information about CDI, the role of
the microbiome in CDI and Summit's ongoing Phase 3 clinical trials
of its investigational precision antibiotic, ridinilazole.
RISE Life Science Corp ("RISE") is pioneering new and innovative
products in the hemp-based health and wellness field. RISE's
portfolio includes products intended to support sleep, general
wellness, and sexual and emotional wellbeing. RISE operates the
Karezza(TM) and Life Bloom Organics(TM) brands. During 2019, RISE
successfully transitioned its lab facility to a new scalable
manufacturing and packaging facility, and commenced in-house
manufacturing and packaging of its hemp-based CBD products for
retail and online sales in the USA. On 6 December 2019, RISE
announced that it would discontinue its physical retail operations
in California, and focus its efforts on distribution partnerships
and online sales of its products.
Investment review - unquoted investments
Insilico Medicine, Inc ("Insilico"), headquartered at the John
Hopkins University, Maryland, USA, is developing new tools for drug
discovery and repurposing, biomarker development and pursuing novel
strategies for rapid validation. Projects combine advances in
genomics, big-data analysis, deep learning and reinforcement
learning. As an example, Insilico, together with Juvenescence Ltd
and the Buck Institute for Research on Aging, recently partnered to
form Napa Therapeutics Ltd ("Napa"). Napa will use Insilico's deep
learning platform to discover small molecules against an
undisclosed aging-related target. Although established to focus on
that single target, Napa would consider other programs on a
case-by-case basis based on complementary biology. Napa will have a
license to compounds generated under the deal from Insilico, which
will be eligible for over US$ 100 million in milestone payments
related to Napa's program. During September 2019, Insilico closed a
US$ 37million Series B financing round. During October 2019,
Insilico entered into a two-program AI drug discovery collaboration
agreement with Jiangsu Chia Tai Fenghai Pharmaceutical worth up to
US$ 200 million. The partnership is expected to accelerate drug
discovery and development for triple-negative breast cancer, using
an AI-enabled platform.
The Company holds an approximately 5.9% interest (on a diluted
basis) in Blue Nalu, Inc ("BlueNalu"), based in San Diego,
California, USA. The level of investment allows the Company to
qualify as a "Major Investor", providing additional information
rights unavailable to smaller investors. BlueNalu's mission is to
be the global leader in cellular aquaculture(TM), manufacturing
'clean' seafood by growing cells of certain species of seafood in
bioreactors which will ultimately be for human consumption,
providing consumers with great tasting, healthy, safe, and trusted
products that support the sustainability and diversity of the
world's oceans. BlueNalu completed a Series A Preferred fundraise
during December 2019, raising a total of US$ 20 million from new
and existing shareholders. The Company acquired 148,648 Series A
Preferred Shares during the period, for a total consideration of
US$ 2,749,988.
On 29 July 2019, the Company completed a subscription of US$
700,000 for 885,739 Series Seed Preferred Shares in Simply Foods,
Inc. ("Simply Foods") trading as New Age Meats. The company is
based in San Francisco, California, USA, and is developing
pork-based cultured meat products. The Subscription was part of the
first close of the Series Seed funding round to raise a minimum of
US$ 2.0 million undertaken by Simply Foods, led by New York-based
ff Graphite (V) Venture Capital Fund, LP. The Company was the only
European based investor participating in this round.
On 5 September 2019, the Company subscribed for a US$ 150,000
convertible promissory note in Bond Pets LLC ("Bond"). Bond makes
laboratory-grown meat using fermentation for the pet food market.
The subscription would translate to an approximate 3% to 4% equity
interest in Bond, dependent on the valuation of Bond upon
conversion.
A US$ 250,000 investment was made in Seattle Food Tech, Inc.
trading as Rebellyous Foods ("Rebellyous") on 15 October 2019. The
investment was made in the form of a Simple Agreement for Future
Equity (the "SAFE"), that will convert to approximately 1% equity
in the next priced funding round. Rebellyous is an early stage,
pre-revenue food technology and manufacturing company focused on
developing plant-based chicken nuggets at scale and at competitive
prices.
On 17 October 2019, US$ 1,500,000 was invested in VitroLabs Inc.
("VitroLabs"). The investment is in the form of a SAFE, that will
convert at VitroLabs' next funding round giving Agronomics an
expected interest of approximately 3.79% in the form of Series A
Standard Preferred Stock. VitroLabs is headquartered in San Jose,
USA, and is developing laboratory-produced, cruelty-free
leather.
On 29 October 2019, the Company completed a subscription of US$
500,000 in the form of a Convertible Loan Note in Shiok Meats Pte.
Ltd. Shiok Meats is a Singapore based company that is developing
cultured seafood products, focusing on shrimp. Upon conversion, the
Subscription is expected to give Agronomics an approximate interest
of 2.3% in Shiok Meats. The loan note will convert into Ordinary
Shares in Shiok Meats on completion of a Series A funding round of
US$ 10 million by the company.
On 11 December 2019, the Company completed a subscription for
NZ$ 500,000 for 40,000 Ordinary Shares in Oritain Global Limited
("Oritain"). This translates to a 1.1% holding on a fully diluted
basis. Oritain is headquartered in New Zeeland, and is a forensic
science and data technology company offering a solution to prevent
fraud in food and other supply chains. They use world-leading
forensic science to trace the origin of products, increasing
accountability throughout supply chains. Oritain has partnered with
some of the world's largest companies in the food, pharmaceutical
and textile industries, including COTTON USA, Kering, Foodbuy,
Supima, and GE Healthcare amongst others
On 18 December 2019, the Company subscribed for 2,389 Series
Seed Preferred Shares in LegenDairy Foods GmbH ("LegenDairy"), for
a total consideration of EUR 1,000,000. The Company will hold a
6.3% interest and has appointed a director representative.
LegenDairy is a German company focused on harvesting real dairy
proteins, using the same fermentation process used for producing
insulin and rennet for cheese, to produce dairy products once
combined with plant-based fats. LegenDairy was co-founded by
Raffael Wohlensinger and Dr Britta Winterberg, with the intention
to produce genuine dairy products, without cholesterol and without
the need of animals, alleviating animal welfare concerns and
providing a simplified supply chain to produce dairy products. The
team is focusing on cheese products initially, recognising that
existing vegan cheese on the market lacks the identical proteins
found in dairy cheeses - casein and whey protein.
On 20 December 2019, the Company subscribed for EUR 2,000,000 in
the form of a Convertible Loan Note ("CLN") in Meatable BV
("Meatable"). Upon conversion of the CLN, Agronomics will have an
approximate equity interest in Meatable of 5.26%. Meatable is based
in the Netherlands, and focused on producing cultivated beef and
pork. Meatable was co-founded by Krijn De Nood, Daan Luining and Dr
Mark Kotter in 2018. The recent funding will be used to accelerate
the development of Meatable's prototype in Summer 2020 and support
its plans to have a small-scale bioreactor operating and producing
meat. Meatable are on track to reach their targets of having an
industrial scale manufacturing plant producing thousands of
kilograms of meat by 2025.
Strategy and Outlook
The first half of the financial year has been both busy and very
exciting, resulting in seven new additions to our portfolio, and
follow-on investments into BlueNalu. Our current investment
portfolio shows considerable promise for future growth given the
scale of opportunity to invest in the nascent alternative foods
sector, and the Board will continue to seek new opportunities in
line with its Investing Policy.
Richard Reed
Chairman
15 January 2020
Condensed statement of comprehensive income
For the period ended 31 December 2019
Period Period
ended ended
31/12/2019 31/12/2018
Notes (unaudited) (unaudited)
GBP GBP
Income
Net income from financial instruments at fair value through profit and
loss 2 84,262 53,307
---------------- ----------------
84,262 53,307
Operating expenses
Performance fee 3 - -
Other costs 4 (577,782) (82,740)
Foreign exchange gains/(loss) (7,591) 54
---------------- ----------------
Loss from operating activities (501,111) (29,379)
Interest received 7,618 12,022
---------------- ----------------
Loss before taxation (493,493) (17,357)
Taxation - -
---------------- ----------------
Loss for the period (493,493) (17,357)
Other comprehensive income - 1,000
---------------- ----------------
Total comprehensive loss for the period (493,493) (16,357)
Basic and diluted loss per share for loss (pence) 5 (0.5) (0.07)
The Directors consider that the Company's activities are
continuing.
The notes on pages 9 to 11 form part of these interim financial
statements.
Condensed statement of financial position
As at 31 December 2019
31/12/2019 30/06/2019
Notes (unaudited) (audited)
GBP GBP
Current assets
Financial assets at fair value through profit or loss 6 8,735,646 1,249,955
Loan receivable 7 - -
Trade and other receivables 16,692 12,196
Cash and cash equivalents 4,669,881 417,952
---------------- ----------------
13,422,219 1,680,103
Total assets
Equity
Share capital 23 23
Share premium 14,078,874 1,890,142
Retained deficit (768,815) (275,322)
---------------- ----------------
Total equity 13,310,082 1,614,843
Current liabilities
Trade and other payables 8 112,137 65,260
---------------- ----------------
Total equity and liabilities 13,422,219 1,680,103
The notes on pages 9 to 11 form part of these interim financial
statements.
These interim financial statements were approved by the Board of
Directors on 15 January 2020 and were signed on their behalf
by:
Denham Eke
Director
Condensed statement of changes in equity
For the period ended 31 December 2019
Share Share Retained
capital premium (loss)/earnings Total
Notes GBP GBP GBP GBP
Balance at 01 July 2018 23 1,890,142 13,597 1,903,762
(audited)
Total comprehensive
income for the period
Loss for the period - - (16,357) (16,357)
Other comprehensive - - - -
income
---------------- ---------------- ---------------- ----------------
Balance at 31 December 2018
(unaudited) 23 1,890,142 (2,760) 1,887,405
Share Share Retained
capital premium (loss)/earnings Total
Notes GBP GBP GBP GBP
Balance at 01 July 2019 23 1,890,142 (275,322) 1,614,843
(audited)
Total comprehensive
income for the period
Loss for the period - - (493,493) (493,493)
---------------- ---------------- ---------------- ----------------
Total comprehensive income for the
period - - (493,493) (493,493)
Transactions with owners
of the Company
Issue of shares - 12,188,732 - 12,188,732
---------------- ---------------- ---------------- ----------------
Total transactions with owners of
the Company - 12,188,732 - 12,188,732
---------------- ---------------- ---------------- ----------------
Balance at 31 December 2019
(unaudited) 23 14,078,874 (768,815) 13,310,082
The notes on pages 9 to 11 form part of these interim financial
statements.
Condensed statement of cash flows
For the period ended 31 December 2019
Period Period
ended ended
Notes 31/12/2019 31/12/2018
(unaudited) (unaudited)
GBP GBP
Cash flows from operating activities
Loss for the period (493,493) (16,357)
Adjusted for:
Interest received (7,618) (12,022)
Realised and unrealised gains 2 (84,262) (53,307)
-------------- --------------
Operating loss before changes in working capital (585,373) (81,686)
Decrease/(increase) in receivables (4,496) 719
Increase in payables 46,877 8,358
-------------- --------------
Net cash flows from operating activities (542,992) (72,609)
Cash flows from investing activities
Purchase of investments (7,393,812) (197,707)
Investment loans repaid - 226,584
Interest received 1 12,022
-------------- --------------
Net cash flows from investing activities (7,383,811) 40,899
Cash flows from financing activities
Proceeds from issue of shares 12,188,732 -
-------------- --------------
Net cash flows from financing activities 12,188,732 -
Increase/ (Decrease) in cash and cash equivalents 4,251,929 (31,709)
Cash and cash equivalents at beginning of period 417,952 555,293
-------------- --------------
Cash and cash equivalents at the end of period 4,669,881 523,583
The notes on pages 9 to 11 form part of these interim financial
statements.
1 Significant accounting policies
Agronomics Limited (the "Company") is a company domiciled in the
Isle of Man. The address of the Company's registered office is 18
Athol Street, Douglas, Isle of Man, IM1 1JA.
The unaudited condensed financial statements of the Company (the
"Financial Information") are prepared in accordance with Isle of
Man law and International Financial Reporting Standards ("IFRS")
and their interpretations issued by the International Accounting
Standards Board ("IASB") and adopted by the European Union ("EU").
The financial information in this report has been prepared in
accordance with the Company's accounting policies. Full details of
the accounting policies adopted by the Company are contained in the
financial statements included in the Company's annual report for
the year ended 30 June 2019 which is available on the Group's
website: www.agronomics.im
The accounting policies and methods of computation and
presentation adopted in the preparation of the Financial
Information are consistent with those described and applied in the
financial statements for the year ended 30 June 2019. There are no
new IFRSs or interpretations effective from 1 July 2019 which have
had a material effect on the financial information included in this
report.
The unaudited condensed financial statements do not constitute
statutory financial statements. The statutory financial statements
for the year ended 30 June 2019, extracts of which are included in
these unaudited condensed financial statements, were prepared under
IFRS as adopted by the EU. The auditors' report on those financial
statements was unmodified and contained emphasis of matter
paragraphs relating to the valuation of unquoted investments and
loan receivable.
The preparation of the Financial Information requires management
to make judgements, estimates and assumptions that affect the
application of policies and reported amounts of assets and
liabilities, income and expenses. Actual results could differ
materially from these estimates. In preparing the Financial
Information, the critical judgements made by management in applying
the Company's accounting policies and the key sources of estimation
uncertainty were the same as those that applied to the financial
statements as at and for the year ended 30 June 2019 as set out in
those financial statements.
The Financial Information is presented in Great British Pounds,
rounded to the nearest pound, which is the functional currency and
also the presentation currency of the Company.
2 Net income/(loss) from financial instruments at fair value through profit and loss
31/12/2019 31/12/2018
(unaudited) (unaudited)
GBP GBP
Net unrealised gains on investments 84,262 53,307
Other income - 1,000
-------------- --------------
Total investment income 84,262 54,307
3 Performance fee
31/12/2019 31/12/2018
(unaudited) (unaudited)
GBP GBP
Performance fee - -
Shellbay Investments Limited receives performance fees for the
provision of Mr James Mellon as Non-Executive Chairman of the
Company. The fees are calculated at 15 per cent. of any increase in
the net asset value of the Company over each quarterly period,
subject to a high watermark (high-watermark being defined as "the
highest fully diluted NAV per shares recorded at any quarter day
end to date provided the fully diluted NAV exceeds the offer price
per share in the AIM listing"). The performance fee is payable in
shares issued at the mid-price on the day of the quarterly net
asset value announcement. No fees were payable for the current
period (31 December 2018: GBPnil). See note 9 for further
details.
4 Other costs
31/12/2019 31/12/2018
(unaudited) (unaudited)
GBP GBP
Directors' fees 15,000 5,000
Auditors' remuneration for the current period 9,500 9,005
Insurance 3,544 3,282
Professional fees 518,388 65,453
Sundry expenses 31,350 1,004
-------------- --------------
Total other costs 577,782 82,740
The Company has no employees other than the Directors.
5 Basic and diluted loss per share
The calculation of basic loss per share of the Company is based
on the loss for the period of GBP493,493 (31 December 2018: loss of
GBP16,357) and the weighted average number of shares of 95,711,934
(31 December 2018: 23,195,558) in issue during the period.
Diluted loss per share are calculated by adjusting the weighted
average number of ordinary shares outstanding to assume conversion
of all dilutive potential ordinary shares such as warrants and
options. There is no dilutive effect in the current or prior period
as there were no outstanding warrants or options.
6 Financial assets at fair value through profit or loss
31/12/2019 30/06/2019
(unaudited) (audited)
GBP GBP
Quoted 529,725 906,123
Unquoted 8,205,921 343,832
-------------- --------------
Total financial assets at fair value 8,735,646 1,249,955
Equities 5,129,567 1,249,955
Convertible loan notes 2,208,557 -
SAFE* investment 1,397,522 -
-------------- --------------
Total financial assets at fair value 8,735,646 1,249,955
* Simple Agreement for Future Equity
7 Loan receivable
On 13 October 2016, the Company entered into a loan agreement
with the Diabetic Boot Company Limited to provide it with a
short-term loan of GBP200,000 less expenses, for working capital
purposes. This loan paid a coupon of 7 per cent, is unsecured and
is fully repayable on the earlier of 31 March 2018 or the date on
which DBC secures additional equity funding of GBP1,000,000, after
which time the coupon rate was 11 per cent. In December 2017, the
loan repayment date was extended to 31 March 2018. The loan plus
accrued interest was repaid in full on 21 December 2018.
8 Trade and other payables
31/12/2019 30/06/2019
(unaudited) (audited)
GBP GBP
Provision for audit fee 28,217 18,717
Other 21,200 7,500
Trade creditors 62,720 39,043
-------------- --------------
Total trade and other payables 112,137 65,260
9 Related party transactions
Under an agreement dated 1 December 2011, Burnbrae Limited, a
company related to both Jim Mellon and Denham Eke, provide certain
services, principally accounting and administration, to the
Company. This agreement may be terminated by either party on three
months' notice. The Company incurred a total cost of GBP18,000 (31
December 2018: GBP18,000) during the period under this agreement of
which GBP3,000 was outstanding as at the period end (30 June 2019:
GBPNil).
Under an agreement dated 6 May 2011, Shellbay Investments
Limited ("Shellbay"), a company related to both Jim Mellon and
Denham Eke, provide the services of Jim Mellon as Non-Executive
Chairman of the Company (see note 3). On 9 December 2019, the
Company announced that Shellbay has agreed it would not charge any
performance fees, as due under the current agreement, until 6
December 2020, to the extent that the Company does not achieve an
8% per annum (pro rata) annual return on the relevant
'high-watermark' net asset value per share (being the highest
reported NAV per share within the past 12 months, calculated in
accordance with IFRS). In addition, Shellbay has agreed that any
fees payable shall be accrued and shall only be due when realised
gains from the Company's investments have been received.
The charge for services provided in the period was GBPNil (31
December 2018: GBPNil). No amount was outstanding as at the
period-end (30 June 2019: GBPNil).
In accordance with the Company's published investment strategy,
Mr Mellon may co-invest alongside the Company in certain
investments and, accordingly, he has direct and indirect interests
in other investments held by the Company.
10 Commitments and contingent liabilities
There are no known commitments or contingent liabilities as at
the period end.
11 Events after the reporting date
To the knowledge of the Directors, there have been no material
events since the end of the reporting period that require
disclosure in the condensed interim financial statements.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
IR FLFSRLRIELII
(END) Dow Jones Newswires
January 16, 2020 02:00 ET (07:00 GMT)
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