TIDMGUN
RNS Number : 6040B
Gunsynd PLC
21 September 2018
Gunsynd plc
("Gunsynd" or the "Company")
Final Results for the year ended 31 July 2018
Gunsynd (AIM: GUN, NEX: GUN) is pleased to announce that its
Final Results for the year ended 31 July 2018 will be posted
shortly to shareholders and are available on the Company's website:
http://www.gunsynd.com/.
Review of Investments
Horse Hill Developments Limited ("HHDL")
The Company currently owns a 2% direct interest in Horse Hill
Developments Limited ("HHDL"). HHDL is a special purpose company
that owns a 65% participating interest and operatorship of Licence
PEDL137 and the adjacent Licence PEDL246 in the UK Weald Basin.
This holding, subject to HHDL shareholders' approval, has an
agreement to be sold to UK Oil & Gas Investments Plc ("UKOG")
for a total consideration receivable by the Company of GBP600,000,
made up of GBP50,000 in cash and the balance of GBP550,000 by way
of the issue of 31,171,898 shares in UKOG.
Sunshine Minerals Limited ("Sunshine")
Gunsynd holds a 10% equity stake in Sunshine Minerals Limited
("Sunshine"), and a loan note convertible into a further 10%
shareholding. Sunshine is a nickel and bauxite exploration company
focussing on the Solomon Islands. On 19 September 2018 it was
announced that Metminco Ltd ("Metminco") proposed to acquire 100%
of the existing share capital in Sunshine through the issue of
shares on a staged basis (and subject to certain conditions).
The consideration for Metminco's Acquisition of Sunshine is as
follows:
(a) A non-refundable deposit of A$50,000 to be paid within 10 days.
(b) A$1,500,000 less the Deposit and any agreed debts in
Sunshine which will be satisfied through the issue of up to
250,000,000 fully paid ordinary shares in the capital of Metminco
(Metminco Shares) at a deemed issue price of A$0.006 each (Upfront
Consideration Shares);
(c) A further 250,000,000 Metminco Shares upon announcement to
the ASX by Metminco of an initial JORC compliant resource estimate
at Jejevo Nickel Project of at least 125,000 tonnes of contained
nickel metal at a cut-off grade of not less than 0.7% nickel, which
must be based upon exploration information delivered to Metminco by
Sunshine and exploration work undertaken by Metminco in the amount
of not greater than A$500,000 (Stage 1 Deferred Consideration
Shares); and
(d) The issue of 500,000,000 Metminco Shares upon the receipt of
a mining license over the Jejevo Nickel Project located in the
Santa Isabel Province, Solomon Islands (Stage 2 Deferred
Consideration Shares).
United Oil and Gas Limited ("UOG")
UOG is an independent oil & gas start-up established in 2015
by a former Tullow Oil team. Its strategy is to acquire assets
where the management team's experience can drive near-term activity
and unlock previously untapped value. Two deals have been completed
since August 2016, providing UOG with a material stake in two
licences: PL090 onshore UK, and Podere Gallina onshore Italy. UOG
is listed on the main market of the London Stock Exchange by way of
a standard listing. Since its listing date, UOG has made a number
of investments and its share price has increased considerably.
Gunsynd has sold down a portion of its holding at a healthy
profit.
Brazil Tungsten Holdings Limited ("BTHL")
After an unfortunate accident earlier in the year operations
recommenced in May. BTHL has achieved production of 12 tonnes per
month ("tpm") in both June and July 2018. BTHL has now paid down
$400,000 of debt and has $350,000 remaining. It is also in the
process of seeking alternative improved off-take arrangements, and
pre-payments which will allow BTHL to finance its exploration
programme earlier than previously planned. BTHL is still
progressing its Tarantula licence application.
Human Brands Inc. ("Human Brands")
Gunsynd has, to date, invested GBP289,000 by way of convertible
loan notes in Human Brands, a private US company that produces,
distributes, and markets premium spirits, wine, and beer in the USA
and Asia. One of its flagship products is Copa Imperial Tequila, a
premium tequila. 2018 has been a year of much progress for Human
Brands with increased distribution in the USA from its tie up with
Miolo Wine and in Asia with Milestone Beverages as well as
marketing rights for a bar at the Florida Panthers stadium in
Miami. The company also expects to launch its own premium tequila
Copa Imperial and its Japanese Whisky by the end of the year. Human
Brands is currently in preparation for an IPO which is targeted to
be completed by H2 2019.
Oyster Oil and Gas Limited ("Oyster")
Oyster is an international energy group focused on oil and gas
exploration and production activities in underexplored hydrocarbon
basins. Oyster currently operates 4 blocks in the Republic of
Djibouti (100% interest); 3 blocks are located onshore and 1 block
offshore, also the sole interest holder in 1 onshore block in the
Republic of Madagascar.
The Oyster IPO as previously detailed is as yet to make the
progress we envisaged by this date. To say we are displeased with
the efforts of management in this endeavour would be a gross
understatement. Our hands were tied to a large extent in supporting
the IPO due to a lack of disapplication of pre-emption rights
within Gunsynd. Unfortunately this has had a very negative impact
on the value of our holding . We do however believe in the
Madagascar asset and are hopeful that value can be extracted from
it via an IPO or more likely by a trade sale.
Alba Mineral Resources ("Alba") and Zenith Energy ("Zenith")
Gunsynd maintains very small residual holdings in both these
companies. Neither are considered to be long term holdings.
Fastbase Inc ("Fastbase")
We have been informed by Fastbase that they still intend to
target an IPO this year but we have no further guidance regarding
the IPO details that were indicated in our RNS of the 24(th) of May
2018. It must be stressed that Gunsynd has not invested in Fastbase
in any form.
All of our investments are minority investments. Certain of
these investments seek to IPO. Whilst we may offer advice to
management of investee companies in this regard they can and
sometimes do ignore such advice. Similarly, private companies don't
have the disclosure requirements of public companies and are under
no obligation to keep us constantly updated. This seems to be lost
on many. Whilst it can be frustrating not least for us, the
regulatory hurdles to IPO are substantial and time consuming. There
are also market conditions to consider. Together these can severely
impact the potential of any IPO. Management may also feel they can
achieve a far higher valuation by waiting for an improvement in
market timing. All these things can and do impact expectations of
timings of any IPO. Decisions are ultimately made by investee
companies not by us.
Finance Review
The Company made a loss for the year of GBP939,000 (2017: profit
of GBP492,000) after taxation. This loss originated from realised
gains on disposals of its listed investments of GBP41,000 (2017:
gain GBP408,000) along with market value revaluation losses of
GBP535,000 (2017: gain 417,000). The Company had net assets of
GBP2,423,000 (2017: GBP3,266,000) including cash balances of
GBP337,000 (2017: GBP372,000) at 31 July 2018.
During the period, the Company did not raise any equity capital,
but managed its cashflow through the existing balances and listed
investment sales.
Outlook
Despite the maelstrom of economic uncertainty and difficult
markets the board remains optimistic with regard to the future. The
board have successfully managed to convert two illiquid holdings in
to liquidity traded stock lately. We intend to continue this policy
in the next six months.
The Board would also like to take this opportunity to thank
shareholders for their continued support.
Hamish Harris
Chairman
21 September 2018
For further information, please contact:
Gunsynd plc
Hamish Harris +44 20 7440 0640
Cairn Financial Advisers LLP
James Caithie / Liam Murray +44 20 7213 0880
Peterhouse Corporate Finance
Lucy Williams +44 20 7469 0930
FINANCIAL STATEMENTS
STATEMENT OF COMPREHENSIVE INCOME FOR THE YEARED 31 JULY
2018
2018 2017
Note GBP000 GBP000
---------------------------------------------------------------------------------- ------ --------- --------
Continuing operations
Income
Unrealised (loss)/profit on available for sale assets (535) 417
Realised Profit on available for sale assets 41 408
(494) 825
Administrative expenses
Salaries and other staff costs 6 (163) (91)
Other costs 8 (198) (261)
Share based payment charge 19 (100) -
---------------------------------------------------------------------------------- ------ --------- --------
Total administrative expenses (461) (352)
Other income 7 - 18
Finance income 16 1
(Loss)/profit before tax (939) 492
Taxation 9 - -
---------------------------------------------------------------------------------- ------ --------- --------
(Loss)/profit for the period attributable to equity shareholders of the Company (939) 492
---------------------------------------------------------------------------------- ------ --------- --------
Other comprehensive (expenditure)/income for the period net of tax - -
Total comprehensive (expenditure)/income for the period (939) 492
---------------------------------------------------------------------------------- ------ --------- --------
(Loss)/earnings per ordinary share
Basic (pence) 10 (0.019) 0.018
Diluted (pence) (0.019) 0.017
---------------------------------------------------------------------------------- ------ --------- --------
STATEMENT OF FINANCIAL POSITION AS AT 31 JULY 2018
2018 2017
Note GBP000 GBP000
---------------------------------------- ------ ---------- ---------
ASSETS
Non-current assets
Available-for-sale investments 11 2,098 2,585
Total non-current assets 2,098 2,585
---------------------------------------- ------ ---------- ---------
Current assets
Trade and other receivables 12 296 486
Cash and cash equivalents 17 337 372
---------------------------------------- ------ ---------- ---------
Total current assets 633 858
---------------------------------------- ------ ---------- ---------
Total assets 2,731 3,443
---------------------------------------- ------ ---------- ---------
Current liabilities
Trade and other payables 13 (308) (177)
Total current liabilities (308) (177)
---------------------------------------- ------ ---------- ---------
Total liabilities (308) (177)
---------------------------------------- ------ ---------- ---------
Net assets 2,423 3,266
---------------------------------------- ------ ---------- ---------
Equity attributable to equity holders
of the company
Ordinary share capital 14 489 489
Deferred share capital 14 1,729 1,729
Share premium reserve 14 10,536 10,540
Share based payments reserve 234 174
Retained earnings (10,565) (9,666)
Total equity 2,423 3,266
---------------------------------------- ------ ---------- ---------
The financial statements were approved and authorised for issue
by the Board of Directors on 21 September 2018 and were signed on
its behalf by:
Hamish Harris Donald Strang
Chairman Director
Company number: 05656604
STATEMENT OF CHANGES IN EQUITY FOR THE YEARED 31 JULY 2018
Deferred Share Share-based
Share Share premium payments Retained
capital capital reserve reserve earnings Total
GBP000 GBP 000 GBP000 GBP000 GBP000 GBP000
-------------------------------------------- --------- ---------- --------- ------------- ---------- --------
At 31 July 2016 123 1,729 9,439 174 (10,158) 1,307
-------------------------------------------- --------- ---------- --------- ------------- ---------- --------
Profit for the year - - - - 492 492
-------------------------------------------- --------- ---------- --------- ------------- ---------- --------
Total comprehensive income for the period - - - - 492 492
Transactions with owners:
Issue of share capital 366 - 1,185 - - 1,551
Share issue costs - - (84) - - (84)
At 31 July 2017 489 1,729 10,540 174 (9,666) 3,266
-------------------------------------------- --------- ---------- --------- ------------- ---------- --------
Loss for the year - - - - (939) (939)
-------------------------------------------- --------- ---------- --------- ------------- ---------- --------
Total comprehensive income for the period - - - - (939) (939)
Transactions with owners:
Issue of share capital - - - - - -
Share issue costs - - (4) - - (4)
Share options issued - - - 100 - 100
Share options cancelled - - - (40) 40 -
At 31 July 2018 489 1,729 10,536 234 (10,565) 2,423
-------------------------------------------- --------- ---------- --------- ------------- ---------- --------
STATEMENT OF CASH FLOWS FOR THE YEARED 31 JULY 2018
2018 2017
Note GBP000 GBP000
--------------------------------------------------------- ------ -------- ---------
Cash flow from operating activities
(Loss)/profit after tax (939) 492
Tax on losses - -
Other income - (15)
Finance income net of finance costs (11) (1)
Unrealised Revaluation of AFS assets 535 (417)
(Profit) on sale of AFS Asset (41) (408)
Share based payment 100 -
Changes in working capital:
Decrease in trade and other receivables 190 6
Increase in trade and other payables 141 15
Cash outflow from operations (25) (328)
Taxation received - -
--------------------------------------------------------- ------ -------- ---------
Net cash outflow from operating activities (25) (328)
--------------------------------------------------------- ------ -------- ---------
Cash flow from investing activities
Payments for investments in AFS assets 11 (365) (1,873)
Disposal proceeds from sale of AFS Asset 11 358 1,137
Finance income 11 1
--------------------------------------------------------- ------ -------- ---------
Net cash inflow/(outflow) from investing activities 4 (735)
--------------------------------------------------------- ------ -------- ---------
Cash flows from financing activities
Proceeds on issuing of ordinary shares 14 - 1,161
Cost of issue of ordinary shares (14) (84)
--------------------------------------------------------- ------ -------- ---------
Net cash inflow from financing activities (14) 1,077
--------------------------------------------------------- ------ -------- ---------
Net (decrease)/increase in cash and cash equivalents 17 (35) 14
Cash and cash equivalents at the beginning of the year 372 358
Cash and cash equivalents at the end of the year 17 337 372
--------------------------------------------------------- ------ -------- ---------
NOTES TO THE FINANCIAL STATEMENTS
1 Presentation of the financial statements
Description of business & Investing Policy
Gunsynd plc is public limited company domiciled in the United
Kingdom. The Company's registered office is 2 Chapel Court, London
SE1 1HH.
The Company's Investing Policy is to invest in and/or acquire
companies and/or projects within the natural resources sector which
the Board considers, in its opinion, has potential for growth. The
Company will consider opportunities in all sectors as they arise if
the Board considers there is an opportunity to generate potential
value for Shareholders. The geographical focus will primarily be in
Europe, however, investments may also be considered in other
regions to the extent that the Board considers that valuable
opportunities exist and potential value can be achieved.
Where appropriate, the Board may seek to invest in businesses
where it may influence the business at a board level, add their
expertise to the management of the business, and utilise their
industry relationships and access to finance.
The Company's interests in an investment and/or acquisition may
range from a minority position to full ownership and may comprise
one investment or multiple investments. The investments may be in
either quoted or unquoted companies; be made by direct acquisitions
or farm-ins; and may be in companies, partnerships, earn-in joint
ventures, debt or other loan structures, joint ventures or direct
or indirect interests in assets or projects. The Board may focus on
investments where intrinsic value may be achieved from the
restructuring of investments or merger of complementary
businesses.
The Board expects that investments will typically be held for
the medium to long term, although short term disposal of assets
cannot be ruled out if there is an opportunity to generate a return
for Shareholders. The Board will place no minimum or maximum limit
on the length of time that any investment may be held. The Company
may be both an active and a passive investor depending on the
nature of the individual investment. There is no limit on the
number of projects into which the Company may invest, and the
Company's financial resources may be invested in a number of
propositions or in just one investment, which may be deemed to be a
reverse takeover under the AIM Rules. The Board intends to mitigate
risk by appropriate due diligence and transaction analysis. Any
transaction constituting a reverse takeover under the AIM Rules
will also require Shareholder approval. The Board considers that,
as investments are made and new investment opportunities arise,
further funding of the Company may also be required.
Where the Company builds a portfolio of related assets, it is
possible that there may be cross holdings between such assets. The
Company does not currently intend to fund any investments with debt
or other borrowings but may do so if appropriate. Investments in
early stage assets are expected to be mainly in the form of equity,
with debt potentially being raised later to fund the development of
such assets. Investments in later stage assets are more likely to
include an element of debt to equity gearing. The Board may also
offer New Ordinary Shares by way of consideration as well as cash,
thereby helping to preserve the Company's cash for working capital
and as a reserve against unforeseen contingencies including, for
example, delays in collecting accounts receivable, unexpected
changes in the economic environment and operational problems.
Investments may be made in all types of assets and there will be
no investment restrictions on the type of investment that the
Company might make or the type of opportunity that may be
considered. The Company may consider possible opportunities
anywhere in the world.
The Board will conduct initial due diligence appraisals of
potential business or projects and, where they believe further
investigation is warranted, intend to appoint appropriately
qualified persons to assist. The Board believes its expertise will
enable it to determine quickly which opportunities could be viable
and so progress quickly to formal due diligence. The Company will
not have a separate investment manager.
Compliance with applicable law and IFRS
The financial statements have been prepared in accordance with
the Companies Act 2006 and International Accounting Standards (IAS)
and International Financial Reporting Standards (IFRS) and related
interpretations, as adopted by the European Union.
Composition of the financial statements
The Company financial statements are drawn up in Sterling, the
functional currency of Gunsynd plc and in accordance with IFRS
accounting presentation. The level of rounding for financial
information is the nearest thousand pounds.
Accounting convention
The financial statements have been prepared using the historical
cost convention, as modified by the revaluation of certain items,
as stated in the accounting policies.
Basis of preparation - Going concern
The financial statements have been prepared on a going concern
basis, notwithstanding the loss for the year ended 31 July 2018.
This basis assumes that the company will have sufficient funding to
enable it to continue to operate for the foreseeable future and the
Directors have taken steps to ensure that they believe that the
going concern basis of preparation remains appropriate.
The Company made a loss for the year of GBP939,000 (2017: profit
GBP492,000) after taxation. The Company had net assets of
GBP2,423,000 (2017: GBP3,266,000) and cash balances of GBP335,000
(2017: GBP372,000) at 31 July 2018. The Directors have prepared
financial forecasts which cover a period of at least 12 months from
date that these financial statements are approved to 30 September
2018. These forecasts show that the Company expects to have
sufficient financial resources to continue to operate as a going
concern.
The cost structure of the Company comprises a high proportion of
discretionary spend and therefore in the event that cash flows
become constrained, costs can be quickly reduced to enable the
Company to operate within its available funding. As a junior
investment exploration company, the Directors are aware that the
Company must go to the marketplace to raise cash to meet its
investment plans, and/or consider liquidation of its investments
and/or assets as is deemed appropriate. The Company has previously
constantly demonstrated its ability to raise further cash by way of
completing placings during the prior years, and are confident of
further equity fund raising should the company require such cash
injection. The Company also raised, conditional upon completion,
GBP600,000 in cash and shares after the year end by the sale of its
2% interest in HHDL. Therefore they are confident that existing
cash balances, along with the any new funding would be adequate to
ensure that costs can be covered.
Consequently, the Directors have a reasonable expectation that
the Company has adequate resources to continue to operate for the
foreseeable future and that it remains appropriate for the
financial statements to be prepared on a going concern basis.
Financial period
These financial statements cover the financial year from 1
August 2017 to 31 July 2018, with comparative figures for the
financial year from 1 August 2016 to 31 July 2017.
Accounting principles and policies
The preparation of the financial statements in conformity with
generally accepted accounting principles requires management to
make estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and the
reported amounts of revenues and expenses during the reporting
period. Actual results could differ from those estimates.
The financial statements have been prepared in accordance with
the Company's accounting policies approved by the Board and signed
on their behalf by Hamish Harris and Donald Strang, and described
in Note 2, 'Accounting principles and policies'. Information on the
application of these accounting policies, including areas of
estimation and judgement is given in Note 3, 'Key accounting
judgements and estimates'. Where appropriate, comparative figures
are reclassified to ensure a consistent presentation with current
year information.
2 Accounting principles and policies
Revenue
Revenue is recognised when persuasive evidence of an arrangement
exists, delivery of products has occurred or services have been
rendered, prices are fixed or determinable and there is a
probability that economic benefits will flow to the Company.
Other/Royalty income is recognised on an accruals basis in
accordance with the economic substance of the agreement and is
reported as part of revenue. Other revenues are recorded as earned
or as the services are performed. As part of the disposal of assets
agreement in March 2014, the Company retained a right to receive
contingent consideration in the form of royalties arising on any
revenues generated by those assets during the 3 year period ending
18 March 2017 or from the sale or licence of the SYN1113 asset at
any time, this agreement was settled in full during the year ended
31 July 2017 for GBP18,000 as detailed in Note 7.
Segment reporting
Operating segments are reported in a manner consistent with the
internal reporting provided to the chief operating decision maker.
The chief operating decision maker has been identified as the Board
of Directors. Further details are set out in Note 5.
Share capital
Financial instruments issued by the Company are treated as
equity only to the extent that they do not meet the definition of a
financial liability. The Company's ordinary shares are classified
as equity instruments.
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
statement of comprehensive income over the vesting period.
Non-market vesting conditions are taken into account by adjusting
the number of equity instruments expected to vest at each balance
sheet date so that, ultimately, the cumulative amount recognised
over the vesting period is based on the number of options that
eventually vest.
Market vesting conditions are factored into the fair value of
the options granted. As long as all other vesting conditions are
satisfied, a charge is made irrespective of whether the market
vesting conditions are satisfied. The cumulative expense is not
adjusted for failure to achieve a market vesting condition.
Financial instruments
Available-for-sale investments
Non-derivative financial assets comprising the Company's
strategic investments in entities not qualifying as subsidiaries,
associates or jointly controlled entities. They are carried at fair
value with changes in fair value recognised directly in a separate
component of equity (available-for-sale reserve). Where there is a
significant or prolonged decline in the fair value of an
available-for-sale financial asset (which constitutes objective
evidence of impairment), the full amount of the impairment,
including any amount previously charged to equity, is recognised in
the statement of comprehensive income. On sale, the amount held in
the available-for-sale reserve associated with that asset is
removed from equity and recognised in the statement of
comprehensive income.
Trade and other receivables
Trade and other receivables are accounted for at original
invoice amount less any provisions for doubtful debts. Provisions
are made where there is evidence of a risk of non-payment, taking
into account the age of the debt, historical experience and general
economic conditions. If a trade debt is determined to be
uncollectable, it is written off, firstly against any provisions
already held and then to the statement of comprehensive income.
Subsequent recoveries of amounts previously provided for are
credited to the statement of comprehensive income.
Trade and other payables
Trade and other payables are held at amortised cost which
equates to nominal value.
Cash and cash equivalents
Cash and cash equivalents comprise cash in hand, current
balances with banks and similar institutions and liquid investments
generally with maturities of 3 months or less. They are readily
convertible into known amounts of cash and have an insignificant
risk of changes in values.
Financial investments
Listed investments are valued at closing bid price on 31 July.
For measurement purposes, financial investments are designated at
fair value through statement of comprehensive income. Gains and
losses on the realisation of financial investments are recognised
in the statement of comprehensive income for the period and taken
to retained earnings. The difference between the market value of
financial instruments and book value to the Company is shown as a
gain or loss in the income statement for the period.
Taxation
The tax expense for the period comprises current and deferred
tax. Tax is recognised in the income statement, except to the
extent that it relates to items recognised in other comprehensive
income or directly in equity. In this case the tax is also
recognised in other comprehensive income or directly in equity,
respectively.
The current income tax charge is calculated on the basis of the
tax laws enacted or substantively enacted at the balance sheet date
in the countries where the company's subsidiaries and associates
operate and generate taxable income. Management periodically
evaluates positions taken in tax returns with respect to situations
in which applicable tax regulation is subject to interpretation and
establishes provisions where appropriate on the basis of amounts
expected to be paid to the tax authorities.
Deferred income tax is provided in full, using the liability
method, on temporary differences arising between the tax bases of
assets and liabilities and their carrying amounts in the
consolidated financial statements. However, the deferred income tax
is not accounted for if it arises from initial recognition of an
asset or liability in a transaction other than a business
combination that at the time of the transaction affects neither
accounting nor taxable profit nor loss. Deferred income tax is
determined using tax rates (and laws) that have been enacted or
substantially enacted by the balance sheet date and are expected to
apply when the related deferred income tax asset is realised or the
deferred income tax liability is settled.
Deferred income tax assets are recognised to the extent that it
is probable that future taxable profit will be available against
which the temporary differences can be utilised. Deferred income
tax is provided on temporary differences arising on disallowed
expenses, expect where the timing of the reversal of the temporary
difference is controlled by the company and it is probable that the
temporary difference will not reverse in the foreseeable
future.
Deferred income tax assets and liabilities are offset when there
is a legally enforceable right to offset current tax assets against
current tax liabilities and when the deferred income taxes assets
and liabilities relate to income taxes levied by the same taxation
authority on either the taxable entity or different taxable
entities where there is an intention to settle the balances on a
net basis.
Impairment of non-current assets
The carrying values of all non-currents assets are reviewed for
impairment when there is an indication that the assets might be
impaired. Any provision for impairment is charged to the statement
of comprehensive income in the year concerned.
Impairment losses on other non-current assets are only reversed
if there has been a change in estimates used to determine
recoverable amounts and only to the extent that the revised
recoverable amounts do not exceed the carrying values that would
have existed, net of depreciation or amortisation, had no
impairments been recognised.
3 Key accounting judgements and estimates
The preparation of financial statements in conformity with IFRSs
requires management to make judgements, estimates and assumptions
that affect the application of policies and reported amounts of
assets and liabilities, income and expenses. The estimates and
associated assumptions are based on historical experience and
various other factors that are believed to be reasonable under the
circumstances, the results of which form the basis of making the
judgements about carrying values of assets and liabilities that are
not readily apparent from other sources.
Actual results may differ from these estimates. The estimates
and underlying assumptions are reviewed on an ongoing basis.
Revisions to accounting estimates are recognised in the period in
which the estimate is revised if the revision only affects that
period, or in the period of the revision and future periods if the
revision affects both current and future periods.
Significant estimates and assumptions that may have a
significant risk of causing a material adjustment to the carrying
amounts of assets and liabilities at 31 July 2018 are set out
below:
Fair value of contingent consideration
The consideration for the sale of intellectual property assets
to Venn Life Science Holdings plc in March 2014 included an element
of contingent consideration that is based on a future royalty
stream from commercialisation of those assets by Venn. An estimate
of the fair value of the contingent consideration has not been
included in these financial statements. However the actual amounts
of royalties receivable in future years is dependent upon a number
of factors, all of which are outside the Company's control. These
include Venn's ability to be able to generate commercial revenues
from the intellectual property assets, the demand for those
products and other economic factors, and as such, the Company has
taken a prudent basis and not accounted for any potential future
royalties. This was fully settled during the year ended 31 July
2017 for GBP18,000 as detailed in Note 7.
Share Based Payments
The Company made awards of 330 million options over its unissued
share capital to the directors during the year to 31 July 2018.
(2017: GBPnil share options issued)
The fair value of share based payments is calculated by
reference to Black Scholes model. Inputs into the model are based
on management's best estimates of appropriate volatility, dividend
yields, discount rate and share price. During the year, the Company
incurred GBP100,000 share based payment charge (2017: GBPnil
charge).
4 New accounting requirements
At the date of authorisation of these financial statements, the
following IFRSs, IASs and Interpretations were in issue but not yet
effective. Their adoption is not expected to have a material effect
on the financial statements unless otherwise indicated:
-- IFRS 9 Financial Instruments (effective date 1 January 2018);
-- IFRS 15 Revenue from Contracts with Customers (effective date 1 January 2018);
-- IFRS 16 Leases (effective date 1 January 2019);
-- IFRS 17 Insurance Contracts (effective date 1 January 2021).
5 Segmental analysis
Segmental analysis is not applicable as there is only one
operating segment of the continuing business - investment
activities. The performance measure of investment activities is
considered by the Board to be profitability and is disclosed on the
face of the statement of comprehensive Income. The Board will
continually review the segmental analysis of the business on an
ongoing basis and at each reporting date.
6 Information regarding Directors and employees
2018 2017
GBP000 GBP000
---------------------------------------- -------- --------
Included within continuing operations
Fees and salaries 159 87
Social security costs 4 4
Share based payment expense 100 -
---------------------------------------- -------- --------
263 91
---------------------------------------- -------- --------
2018 2017
Number Number
------------------------------------------------------------------------------------------ -------- --------
Average number of persons employed by the Company (including Directors) during the year
Directors 3 3
Administrative staff 1 1
------------------------------------------------------------------------------------------ -------- --------
Total 4 4
------------------------------------------------------------------------------------------ -------- --------
The compensation of the Directors, in aggregate, 2018 2017
was as follows:
GBP000 GBP000
--------------------------------------------------- -------- --------
Wages and salaries 147 75
Social security costs 3 2
Share based payment expense 100 -
250 77
--------------------------------------------------- -------- --------
Full details of the remuneration of individual directors,
including the highest paid director, are set out below:
Fees & Share Based Total Total
salary Payments 2018 2017
GBP000 GBP000 GBP000 GBP000
------------------------------------------- -------- ------------- -------- --------
Directors
Mr H Harris 66 46 112 26
Mr D Strang 66 46 112 26
Mr C Gordon (resigned 16 June 2017) - - - 19
Mr D Ormerod (resigned 16 January 2018) 5 - 5 4
Mr G Garnett (appointed 16 January 2018) 10 8 18 -
147 100 247 75
------------------------------------------- -------- ------------- -------- --------
Directors fees totalling GBP102,000 have been accrued and remain
unpaid at 31 July 2018. (2017: GBP5,000)
7 Other income
2018 2017
GBP000 GBP000
--------------------- --------- --------
Royalty settlement - 18
Total other income - 18
--------------------- --------- --------
On 26 February 2014, the Company announced that it was, subject
to shareholder approval, disposing of certain intellectual property
assets to Venn Life Sciences plc (the "Disposal"). As part of the
terms of the Disposal, the Company was entitled to receive
additional potential consideration based on future net sales made
by Venn. Subsequently, on 20 February 2015, the Purchaser sold the
intellectual property assets the subject of the Disposal to
Innovenn, which is a subsidiary of Integumen plc ("Integumen"),
which was admitted to trading on AIM on 5 April 2017. Integumen at
that date agreed to pay GBP3,000 and has also issued 300,000 new
ordinary shares in Integumen to the Company at a price of 5 pence
per new ordinary share, in full and final settlement of any rights
to additional consideration.
8 (Loss)/profit for the year
The following items have been included in operating
(loss)/profit:
2018 2017
GBP000 GBP000
-------------------------------------------------- -------- --------
Fees payable to the company's auditors, Chapman
Davis LLP in relation to the Company:
Audit and assurance services:
- Audit of parent Company financial statements 10 10
- Other services - -
-------------------------------------------------- -------- --------
Total auditor's fees 10 10
-------------------------------------------------- -------- --------
Analysis of other costs:
Legal and professional fees 15 10
Foreign exchange (gains) - (23)
Other general overheads 183 274
198 261
-------------------------------------------------- -------- --------
9 Taxation
2018 2017
Taxation charge based on losses for the year GBP000 GBP000
--------------------------------------------------------- -------- --------
UK Corporation tax - -
Deferred taxation - -
--------------------------------------------------------- -------- --------
Total tax expense - -
--------------------------------------------------------- -------- --------
Factors affecting the tax charge for the year:
(Loss)/profit on ordinary activities before taxation (939) 492
--------------------------------------------------------- -------- --------
Loss on ordinary activities at the average UK standard
rate of 19% (2017: 19/20%) (178) 97
Effect of non-deductible expenses 21 -
Future income tax benefit not brought to account 157 (82)
Other deductions for tax purposes including prior
year losses - (15)
--------------------------------------------------------- -------- --------
Current tax charge - -
--------------------------------------------------------- -------- --------
As set out in Note 2, the Company has not recognised a deferred
tax asset in the financial statements as there is no certainty that
taxable profits will be available against which these assets could
be utilised.
Factors affecting the tax charge in future years
Changes to tax legislation could impact on the Company's
effective tax rate. The UK Government has in recent years proposed
some significant changes to the UK taxation system. The UK
Government announced a phased reduction in the main rate of
corporation tax to 17% and the deferred tax balances reflect that
reduction in the UK tax rate, as is appropriate to the Company's
circumstances.
10 (Loss)/earnings per share
(Loss)/profit attributable to ordinary shareholders 2017 2017
The calculation of loss per share is based on the loss after taxation divided by the weighted
average number of shares in issue during the period:
(Loss)/profit from operations (GBP000) (939) 492
Total (GBP000) (939) 492
--------- ---------
Number of shares
Weighted average number of ordinary shares for the purposes of basic (loss)/earnings per share
(millions) 4,882.9 2,783.3
Weighted average number of ordinary shares for the purposes of diluted (loss)/earnings per
share (millions) 5,225.6 2,815.9
Basic (loss)/earnings per share (expressed in pence) (0.019) 0.018
Diluted (loss)/earnings per share (expressed in pence) (0.019) 0.017
--------- ---------
As the inclusions of the potential Ordinary Shares would result
in a decrease in the loss per share they are considered to be
anti-dilutive and as such not included.
11 Available-for-sale investments
GBP000
---------------------------------------------------------- ---------
Fair Value at 31 July 2016 1,009
---------------------------------------------------------- ---------
Additions 1,888
Market value Revaluations 408
Gains on disposals 417
Disposal (1,137)
Impairment provision -
Fair Value at 31 July 2017 2,585
---------------------------------------------------------- ---------
Additions 365
Market value Revaluations (535)
Gains on disposals 41
Disposal (358)
Impairment provision -
Fair Value at 31 July 2018 2,098
---------------------------------------------------------- ---------
The available for sale investments splits are as below:
Non-current assets - listed 382
Non-current assets - unlisted 965
Non-current assets - unlisted convertible loans 751
---------------------------------------------------------- ---------
2,098
---------------------------------------------------------- ---------
The Directors carried out an impairment review as at 31 July
2018 (31 July 2017 :GBPnil), and determined no further impairment
was required in regards to its unlisted investments, as a result of
the progress made by the companies and detailed within the
strategic review.
Available-for-sale investments comprise investments in listed
and unlisted Companies, of which the listed investments are traded
on stock markets throughout the world, and are held by the Company
as a mix of strategic and short term investments. The listed
investments have been valued at bid price, as quoted on their
respective Stock Exchanges, at 31 July 2018. The market value of
the listed investments at 19 September 2018 was GBP308,000.
12 Trade and other receivables
2018 2017
GBP000 GBP000
-------------------- -------- --------
Trade receivables - -
Other receivables 190 472
Prepayments 106 14
-------------------- -------- --------
296 486
-------------------- -------- --------
13 Trade and other payables
2018 2017
Amounts due within one year GBP000 GBP000
------------------------------- -------- --------
Trade payables 36 65
Other creditors 93 -
Accruals and deferred income 179 112
308 177
------------------------------- -------- --------
14 Share capital and share premium account
Number Ordinary Deferred Share
of shares share share premium
capital capital
GBP000 GBP000 GBP000
-------------------------------------------------- --------------- ---------- ---------- ---------
Share capital issued and fully paid
-------------------------------------------------- --------------- ---------- ---------- ---------
At 31 July 2016 1,224,675,828 123 1,729 9,439
-------------------------------------------------- --------------- ---------- ---------- ---------
All share issues for cash via Placings;
Issue of new ordinary shares on 12 October 2016 545,454,545 55 - 245
Issue of new ordinary shares on 11 January 2017 1,752,500,000 175 - 525
Issue of new ordinary shares on 16 January 2017 141,176,471 14 - 46
Issue of new ordinary shares on 16 January 2017 94,117,646 9 - 31
Issue of new ordinary shares on 21 July 2017 1,125,000,000 113 - 338
Less: costs of share placing - - - (84)
-------------------------------------------------- --------------- ---------- ---------- ---------
At 31 July 2017 4,882,924,490 489 1,729 10,540
-------------------------------------------------- --------------- ---------- ---------- ---------
Less: costs of share placing - - - (4)
-------------------------------------------------- --------------- ---------- ---------- ---------
There were no shares issued during the year
-------------------------------------------------- --------------- ---------- ---------- ---------
At 31 July 2018 4,882,924,490 489 1,729 10,536
-------------------------------------------------- --------------- ---------- ---------- ---------
15 Movements in equity
Share capital represents the nominal value of the amount
subscribed for shares. Share premium represents the amount
subscribed for shares in excess of their nominal value less costs
of subscription. Ordinary shares carry the rights to one vote per
share at general meetings of the Company and the rights to share in
any distributions of profits or returns of capital and to share in
any residual assets available for distribution in the event of a
winding up.
The share-based payment reserve represents amounts arising from
the requirement to expense the fair value of share-based
remuneration in accordance with IFRS 2 'Share-based Payments'.
Retained earnings are the cumulative net losses recognised in
the income statement and other comprehensive income.
Movements on these reserves are set out in the statement of
changes in equity.
16 Related party transactions
The Company had the following transactions with related
parties:
Name of related Relationship Nature of transaction Transactions Amounts owed
party with from related
related party party
At 31 At 31 At 31 At 31
July July July July
2018 2017 2018 2017
GBP000 GBP000 GBP000 GBP000
-------------------------- ------------------- ------------------------ -------- -------- -------- --------
Horse Hill Developments Cash call Loan
Ltd ("HHDL") Investee Company to HHDL 108 - 190 82
-------------------------- ------------------- ------------------------ -------- -------- -------- --------
Terms and conditions of transactions with related parties
Outstanding balances that relate to trading balances are
unsecured, interest free and settlement occurs in cash. There have
been no guarantees provided or received for any related party
receivables or payables. The Company only has the outstanding
amounts due from HHDL as at 31 July 2018. The loan outstanding is
included within trade and other receivables, Note 12. The loan to
HHDL has been made in accordance with the terms of the investment
agreement whereby it accrues interest daily at the Bank of England
base rate and is repayable out of future cashflows.
Compensation of key management personnel of the Company
The Company considers the directors to be its key management
personnel. Full details of the remuneration of the directors are
shown in Note 6.
17 Reconciliation of net cash flow to movement in net funds
2018 2017
GBP000 GBP000
------------------------------------- -------- --------
Net funds at beginning of the year 372 358
(Decrease)/increase in cash (35) 14
Net funds at end of the year 337 372
------------------------------------- -------- --------
Analysis of changes in net funds
At 31 At 31
July Cash July
2017 Flow 2018
GBP000 GBP000 GBP000
---------------------------- -------- -------- --------
Cash and cash equivalents 372 (35) 337
Net funds 372 (35) 337
---------------------------- -------- -------- --------
18 Financial instruments and related disclosures
General objectives, policies and processes
The Board has overall responsibility for the determination of
the Company's risk management objectives and policies and, whilst
retaining ultimate responsibility for them, it has delegated
authority for designing and operating processes that ensure the
effective implementation of the objectives and policies to the
Company's finance function. The Board receives monthly reports
through which it reviews the effectiveness of the processes put in
place and the appropriateness of the objectives and policies it
sets.
The overall objective of the Board is to set policies that seek
to reduce risk as far as possible without unduly affecting the
Company's competitiveness and flexibility.
The Company reports in Sterling. Internal and external funding
requirements and financial risks are managed based on policies and
procedures adopted by the Board of Directors. The Company does not
use derivative financial instruments such as forward currency
contracts, interest rate and currency swaps or similar instruments.
The Company does not issue or use financial instruments of a
speculative nature.
Capital management
The Company's objectives when maintaining capital are:
-- to safeguard the entity's ability to continue as a going
concern, so that it can continue to provide returns for
shareholders and benefits for other stakeholders; and
-- to provide an adequate return to shareholders.
The capital structure of the Company consists of total
shareholders' equity as set out in the 'Statement of changes in
equity'. All working capital requirements are financed from
existing cash resources.
Capital is managed on a day to day basis to ensure that all
entities in the Company are able to operate as a going concern.
Operating cash flow is primarily used to cover the overhead costs
associated with operating as an AIM and NEX-listed company.
Liquidity risk
Liquidity risk arises from the Company's management of working
capital. It is the risk that the Company will encounter difficulty
in meeting its financial obligations as they fall due.
The directors consider that there is no significant liquidity
risk faced by the Company. The Company maintains sufficient
balances in cash to pay accounts payable and accrued expenses.
The Board receives forward looking cash flow projections at
periodic intervals during the year as well as information regarding
cash balances. At the balance sheet date the Company had cash
balances of GBP337,000 and the financial forecasts indicated that
the Company expected to have sufficient liquid resources to meet
its obligations under all reasonably expected circumstances and
will not need to establish overdraft or other borrowing
facilities.
Interest rate risk
As the Company has no borrowings, it only has limited interest
rate risk. The impact is on income and operating cash flow and
arises from changes in market interest rates. Cash resources are
held in current, floating rate accounts.
Market risk
Market price risk arises from uncertainty about the future
valuations of financial instruments held in accordance with the
Company's investment objectives. These future valuations are
determined by many factors but include the operational and
financial performance of the underlying investee companies, as well
as market perceptions of the future of the economy and its impact
upon the economic environment in which these companies operate.
This risk represents the potential loss that the Company might
suffer through holding its available-for-sale investment portfolio
in the face of market movements, which was a maximum of
GBP2,098,000 (2017: GBP2,585,000).
The investments in equity of quoted companies that the Company
holds are less frequently traded than shares in more widely traded
securities. Consequently, the valuations of these investments can
be more volatile.
Market price risk sensitivity
The table below shows the impact on the return and net assets of
the Company if there were to be a 20% movement in overall share
prices of the available-for-sale investments held at 31 July
2018.
2018 2017
-------------------------------------------------- -------------------------------- --------------------------------
Other comprehensive income and Other comprehensive income and
Net assets Net assets
-------------------------------------------------- -------------------------------- --------------------------------
GBP000 GBP000
-------------------------------------------------- -------------------------------- --------------------------------
Decrease if overall share price falls by 20%,
with all other variables held constant (76.3) (427.0)
Decrease in other comprehensive earnings and net
asset value per Ordinary share (in pence) (0.0015p) (0.015p)
Increase if overall share price rises by 20%,
with all other variables held constant 76.3 427.0
Increase in other comprehensive earnings and net
asset value per Ordinary share (in pence) 0.0015p 0.015p
-------------------------------------------------- -------------------------------- --------------------------------
The impact of a change of 20% has been selected as this is
considered reasonable given the current level of volatility
observed, and assumes a market value is attainable for the
Company's unlisted investments.
Currency risk
The directors consider that there is no significant currency
risk faced by the Company. The only current foreign currency
transactions the Company enters into are denominated in US$ in
relation to transactions with or relating to its investment in
Human Brands Inc., and no balances at 31 July 2018 are denominated
in foreign currencies.
Credit risk
Credit risk is the risk that a counterparty will fail to
discharge an obligation or commitment that it has entered into with
the Company. The Company's maximum exposure to credit risk is:
2018 2017
GBP000 GBP000
-------------------- -------- --------
Cash at bank 337 372
Other receivables 296 486
633 858
-------------------- -------- --------
The Company's cash balances are held in accounts with Barclays
Bank plc, and with its Investment Broker accounts.
Fair value of financial assets and liabilities
Financial assets and liabilities are carried in the Statement of
Financial Position at either their fair value (available-for-sale
investments) or at a reasonable approximation of the fair value
(trade and other receivables, trade and other payables and cash at
bank).
The fair values are included at the amount at which the
instrument could be exchanged in a current transaction between
willing parties, other than in a forced or liquidation sale.
Trade and other receivables in scope of IAS 39
The following table sets out financial assets within Trade and
other receivables which fall within the scope of IAS39. These
assets are non-interest earning.
2018 2017
Financial assets in scope of IAS39 GBP000 GBP000
---------------------------------------- -------- --------
Trade and other receivables (Note 12) 296 486
There are no financial assets which are past due and for which
no provision for bad or doubtful debts has been made.
Trade and other payables in scope of IAS39
The following table sets out financial liabilities within Trade
and other payables which fall within the scope of IAS39. These
financial liabilities are predominantly non-interest bearing. Other
liabilities include tax and social security payables and provisions
which do not constitute contractual obligations to deliver cash or
other financial assets, which are outside the scope of IAS39.
2018 2017
Financial liabilities in scope of IAS39 GBP000 GBP000
------------------------------------------- -------- --------
Total trade and other payables (Note 13) 308 177
19 Share schemes
The Company has a share option scheme for all employees
(including Directors). Options are exercisable at a price agreed at
the date of grant. The vesting period is usually between zero and
five years. The exercise of options is dependent upon eligible
employees meeting performance criteria. The options are settled in
equity once exercised.
If the options remain unexercised after their expiry date, the
options expire. Options lapse if the employee leaves the Company
before the options vest.
Options issued, cancelled, & outstanding Weighted
for the year ended 31 July 2018
average
exercise
Number price
------------------------------------------- -------------- ----------
At 31 July 2016 32,650,840 0.60p
--------------------------------------------- -------------- ----------
Options granted - -
At 31 July 2017 32,650,840 0.60p
--------------------------------------------- -------------- ----------
Options granted 330,000,000 0.05p
Options cancelled (20,000,000) 0.22p
At 31 July 2018 342,650,840 0.11p
--------------------------------------------- -------------- ----------
Range of exercise prices 0.05p - 8.65p
--------------------------------------------- --------------------------
Weighted average remaining contractual 3.89 years
life
--------------------------------------------- --------------------------
19 Share schemes continued
Options outstanding & exercisable at 31 July 2018
Exercise Expiry
Date of grant Number price (p) date
---------------------------------------------------- ------------- ----------- ------------
6 August 2008 1,031,990 8.65p 06/08/2018
1 December 2010 1,618,850 5.25p 30/11/2020
1 April 2015 10,000,000 0.22p 01/04/2020
7 August 2017 300,000,000 0.05p 30/06/2022
12 February 2018 30,000,000 0.05p 11/02/2023
---------------------------------------------------- ------------- ----------- ------------
Total 342,650,840
---------------------------------------------------- ------------- ----------- ------------
A modified Black-Scholes model has been used to determine the
fair value of the share options on the date of grant. The fair
value is expensed to the income statement on a straight-line basis
over the vesting period, which is determined annually. The model
assesses a number of factors in calculating the fair value. These
include the market price on the date of grant, the exercise price
of the share options, the expected share price volatility of the
Company's share price, the expected life of the options, the
risk-free rate of interest and the expected level of dividends in
future periods.
For those options granted where IFRS 2 "Share-Based Payment" is
applicable, the fair values were calculated using the Black-Scholes
model. The inputs into the model were as follows:
Risk free Share price Expected life Share price
rate volatility at date of
grant
7 August 2017 1.4% 91.4% 4.9 years GBP0.00045
12 February 2018 1.4% 84.9% 5 years GBP0.00041
Expected volatility was determined by calculating the historical
volatility of the Company's share price for 12 months prior to the
date of grant. The expected life used in the model is the term of
the options.
Charges to the statement of comprehensive income
2018 2017
GBP000 GBP000
----------------------------- -------- --------
Share based payment charges 100 -
----------------------------- -------- --------
Warrants in issue
As at 31 July 2018 and at 31 July 2017, no warrants remained
outstanding, no warrants expired during the year. (2017: nil). No
warrants were issued during the year (2017: nil).
20 Commitments and contingencies
The directors have confirmed that there were no contingent
liabilities or capital commitments which should be disclosed at 31
July 2018.
21 Ultimate controlling party
There is not considered to be an ultimate controlling party of
the company.
22 Events after the end of the reporting period
On 20 August 2018 the Company made an announcement regarding the
conditional disposal of its 2% interest in Horse Hill Developments
Limited ("HHDL") to UK Oil and Gas plc ("UKOG"). Subsequently, on
30 August 2018, the Company announced that, as a result of an
agreement by UKOG regarding its acquisition of an additional 15% of
HHDL from Solo Oil plc ("Solo Transaction") stating that, to ensure
parity with the acquisition of 2% of HHDL announced on 20 August
2018, UKOG had agreed with the Company to issue it with a further
2,600,469 new ordinary shares in UKOG in order that both the Solo
Transaction and the Company's transaction will be completed at
GBP300,000 per 1% of HHDL. The Company is therefore pleased to
announce that it has been advised that it will receive increased
sale consideration of GBP50,000 by way of the additional 2,600,469
UKOG shares. As a result of this increase the total consideration
receivable by the Company is GBP600,000, made up of GBP50,000 in
cash and the balance of GBP550,000 by way of 31,171,898 UKOG
shares. This is conditional on the written consent of each of the
members of HHDL to the sale of shares as set out in HHDL's articles
of association.
On 19 September 2018, the Company announced an update regarding
its investee company, Sunshine Minerals ("Sunshine"). The Company
had been informed by the management of Sunshine that Metminco
Limited (AIM: MNC, ASX: MNC) has entered into a binding term sheet
with Sunshine to conditionally acquire 100% of the shares in
Sunshine as set out below (the "Transaction"):
a) a non-refundable deposit of A$50,000 to be paid within 10
days, which is to be used to pay part of the surface access fees
payable for the Jejevo Project;
b) A$1,500,000 less the deposit and any agreed Sunshine debt
through the issue of 250,000,000 Metminco shares at a deemed issue
price of A$0.006 each;
c) A further 250,000,000 Metminco shares upon announcement to
the ASX by Metminco of an initial JORC compliant resource estimate
at Jejevo Nickel Project of at least 125,000 tonnes of contained
nickel metal at a cut-off grade of not less than 0.7% nickel, which
must be based upon exploration information delivered to Metminco by
Sunshine and exploration work undertaken by Metminco in the amount
of not greater than A$500,000; and
d) the issue of 500,000,000 Metminco Shares upon the receipt by
Sunshine of a mining licence over its Jejevo Nickel Project.
The Transaction is conditional, inter alia, on completion of due
diligence on Sunshine to the satisfaction of Metminco, the
completion of a minimum of A$3m equity capital raising by Metminco
and receipt of various waivers and regulatory approvals.
Currently, the Company holds 10% of the issued share capital of
Sunshine and a GBP200,000 convertible loan note which converts into
a further 10% of Sunshine's issued share capital. As part of the
Transaction, the Company has agreed to convert its convertible loan
note. This will result in the Company owning 4,200,000 shares in
Sunshine out of a total of 21,230,000 shares representing
approximately 19.8% of the issued share capital.
Metminco is raising A$3,000,000 in conjunction with the
Transaction and the Company has agreed to subscribe for A$50,000 of
shares. Metminco has also stated its intention to apply for the
cancellation of the admission of its shares to trading on AIM.
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
FR LLFSSATILFIT
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