TIDMAKT

RNS Number : 9124M

Ark Therapeutics Group PLC

24 August 2011

Ark Therapeutics Group plc

Interim Results for the First Half of 2011

Part 2

Condensed consolidated income statement

For the six months ended 30 June 2011 (unaudited)

 
                                        Six months   Six months           Year 
                                             ended        ended          ended 
                                           30 June      30 June    31 December 
                                              2011         2010           2010 
                                 Note      GBP'000      GBP'000        GBP'000 
 Continuing operations 
 
 Revenue                            3          382          406            757 
 Cost of sales                               (108)        (161)          (303) 
------------------------------  -----  -----------  -----------  ------------- 
 
 Gross profit                                  274          245            454 
 Research and development 
  expenses                                 (4,251)      (6,074)       (11,068) 
 Selling, marketing and 
  distribution costs                           (5)        (124)          (186) 
------------------------------  -----  -----------  -----------  ------------- 
 
 Other administrative expenses             (1,779)      (2,919)        (6,499) 
 Share-based compensation 
  charge                                      (48)         (85)            550 
------------------------------  -----  -----------  -----------  ------------- 
 Administrative expenses                   (1,827)      (3,004)        (5,949) 
------------------------------  -----  -----------  -----------  ------------- 
 
 Other income                                  634          162            404 
 Other expenses                                         (1,069)          (672) 
 Operating loss                            (5,175)      (9,864)       (17,017) 
 
 Investment income                              22           84            103 
 Finance costs                                (12)         (12)           (22) 
------------------------------  -----  -----------  -----------  ------------- 
 Loss on ordinary activities 
  before taxation                          (5,165)      (9,792)       (16,936) 
 Taxation                                      468          670          1,033 
------------------------------  -----  -----------  -----------  ------------- 
 Loss from continuing 
  operations after taxation                (4,697)      (9,122)       (15,903) 
------------------------------  -----  -----------  -----------  ------------- 
 Discontinued operations 
 Profit/(loss) from 
  discontinued operations 
  after taxation                    4          398        (312)          (269) 
------------------------------  -----  -----------  -----------  ------------- 
 Loss on ordinary activities 
  after taxation, being 
  retained loss for the 
  period                                   (4,299)      (9,434)       (16,172) 
------------------------------  -----  -----------  -----------  ------------- 
 Loss per share (basic and 
  diluted) 
 From continuing operations         7    2.1 pence    4.5 pence      7.7 pence 
 From continuing and                7    2.1 pence    4.4 pence      7.6 pence 
  discontinued operations 
 

Condensed consolidated statement of comprehensive income

For the six months ended 30 June 2011 (unaudited)

 
                                        Six months   Six months           Year 
                                             ended        ended          ended 
                                           30 June      30 June    31 December 
                                              2011         2010           2010 
                                           GBP'000      GBP'000        GBP'000 
 Loss on ordinary activities after 
  taxation, being retained loss 
  for the period                           (4,299)      (9,434)       (16,172) 
 Exchange differences on translating 
  foreign operations recognised 
  directly in equity                            47         (91)           (47) 
 
 Total comprehensive income for 
  the period                               (4,252)      (9,525)       (16,219) 
-------------------------------------  -----------  -----------  ------------- 
 

Condensed consolidated balance sheet

As at 30 June 2011 (unaudited)

 
                                             30 June     30 June   31 December 
                                                2011        2010          2010 
                                   Notes     GBP'000     GBP'000       GBP'000 
 Non-current assets 
 Goodwill                                      1,213       2,411         1,157 
 Other intangible assets                         661         747           780 
 Property, plant and equipment                 8,392       9,865         9,113 
---------------------------------  -----  ----------  ----------  ------------ 
                                              10,266      13,023        11,050 
---------------------------------  -----  ----------  ----------  ------------ 
 
 Current assets 
 Inventories                                       -         480             - 
 Trade and other receivables                   4,286       1,470           673 
 Research and development 
  tax credits receivable                       1,502       1,972         1,034 
 Money market deposits                         2,003       9,544         2,856 
 Cash and cash equivalents                     3,403       4,543         7,720 
 Assets held for sale                  4           -           -           997 
---------------------------------  -----  ----------  ----------  ------------ 
                                              11,194      18,009        13,280 
---------------------------------  -----  ----------  ----------  ------------ 
 
 TOTAL ASSETS                                 21,460      31,032        24,330 
---------------------------------  -----  ----------  ----------  ------------ 
 
 Non-current liabilities 
 Deferred income                               1,066       1,309         1,051 
 Obligations under finance 
  leases                                          36          43            17 
 Loans                                           345         524           548 
---------------------------------  -----  ----------  ----------  ------------ 
                                               1,447       1,876         1,616 
---------------------------------  -----  ----------  ----------  ------------ 
 
 Current liabilities 
 Trade creditors and accruals                  2,305       2,824         3,284 
 Current tax payable                               -           6             - 
 Deferred income                                 167         152           318 
 Obligations under finance 
  leases                                          16          20            30 
 Loans                                         2,926          49            51 
 Liabilities directly associated 
  with assets classified as 
  held for sale                        4           -           -           228 
---------------------------------  -----  ----------  ----------  ------------ 
                                               5,414       3,051         3,911 
---------------------------------  -----  ----------  ----------  ------------ 
 
 TOTAL LIABILITIES                             6,861       4,927         5,527 
---------------------------------  -----  ----------  ----------  ------------ 
 
 Equity 
 Share capital                                 2,093       2,090         2,093 
 Share premium                               118,937     118,874       118,937 
 Merger reserve                               38,510      38,510        38,510 
 Foreign currency translation 
  reserve                                        243         139           191 
 Share-based compensation 
  reserve                                      3,858       4,498         3,815 
 Reserve for own shares                      (2,286)     (2,287)       (2,286) 
 Retained loss                             (146,756)   (135,719)     (142,457) 
---------------------------------  -----  ----------  ----------  ------------ 
 TOTAL EQUITY                                 14,599      26,105        18,803 
---------------------------------  -----  ----------  ----------  ------------ 
 
 TOTAL LIABILITIES AND EQUITY                 21,460      31,032        24,330 
---------------------------------  -----  ----------  ----------  ------------ 
 

Condensed consolidated statement of changes in equity

For the six months ended 30 June 2011 (unaudited)

 
                                                    Foreign 
                                                   currency                  Reserve 
                    Share     Share    Merger   translation    Share-based   for own    Retained 
                  capital   premium   reserve       reserve   compensation    shares        loss     Total 
                  GBP'000   GBP'000   GBP'000       GBP'000        GBP'000   GBP'000     GBP'000   GBP'000 
 Balance 
  as at 31 
  December 
  2009              2,071   118,630    38,510           221          4,422   (2,023)   (126,285)    35,546 
 Total 
  comprehensive 
  income for 
  the period            -         -         -          (82)            (9)         -     (9,434)   (9,525) 
 Share-based 
  compensation          -         -         -             -             85         -           -        85 
 Issue of 
  share capital        19       244         -             -              -         -           -       263 
 Purchase 
  of own shares 
  by Family 
  Benefit 
  Trust                 -         -         -             -              -     (264)           -     (264) 
 
 Balance 
  as at 30 
  June 2010         2,090   118,874    38,510           139          4,498   (2,287)   (135,719)    26,105 
 Total 
  comprehensive 
  income for 
  the period            -         -         -            52            (8)         -     (6,738)   (6,694) 
 Share-based 
  compensation          -         -         -             -          (675)         -           -     (675) 
 Issue of 
  share capital       (2)         3         -             -              -         -           -         1 
 Equity share 
  options 
  issued                5       (5)         -             -              -         -           -         - 
 Reduction in 
  prior period 
  share issue 
  expenses              -        65         -             -              -         -           -        65 
 Purchase 
  of own shares 
  by Family 
  Benefit 
  Trust                 -         -         -             -              -         1           -         1 
 
 Balance 
  as at 31 
  December 
  2010              2,093   118,937    38,510           191          3,815   (2,286)   (142,457)    18,803 
 Total 
  comprehensive 
  income for 
  the period            -         -         -            52            (5)         -     (4,299)   (4,252) 
 Share-based 
  compensation          -         -         -             -             48         -           -        48 
 
 Balance 
  as at 30 
  June 2011         2,093   118,937    38,510           243          3,858   (2,286)   (146,756)    14,599 
---------------  --------  --------  --------  ------------  -------------  --------  ----------  -------- 
 
 
 

Condensed consolidated cash flow statement

For the six months ended 30 June 2011 (unaudited)

 
                                        Six months   Six months           Year 
                                             ended        ended          ended 
                                           30 June      30 June    31 December 
                                              2011         2010           2010 
                                           GBP'000      GBP'000        GBP'000 
 Operating loss from continuing 
  operations                               (5,175)      (9,864)       (17,017) 
 Operating profit/(loss) from 
  discontinued operations                      398        (312)          (269) 
-------------------------------------  -----------  -----------  ------------- 
 Total Operating loss                      (4,777)     (10,176)       (17,286) 
 
 
 Adjustment for non-cash items 
 
 
 Depreciation and amortisation               1,403        1,387          2,868 
 Impairment of goodwill                          -            -          1,306 
 Share-based compensation                       48           85          (590) 
 Gain on disposal of subsidiary              (398)            -              - 
 Gain on disposal of property, 
  plant and equipment                         (13)            -              - 
 Government grants and other deferred 
  income                                     (236)        (267)          (404) 
 Unrealised exchange (gains)/ 
  losses                                     (315)          853            489 
 
 Changes in working capital 
 (Increase)/decrease in receivables        (3,163)        1,187          1,220 
 Decrease/(increase) in inventories              6         (51)             92 
 Increase/(decrease) in payables             1,744        (487)            258 
 
 Net cash used in operations               (5,701)      (7,469)       (12,047) 
 
 Research and development tax 
  credit received                                                        1,295 
 Income taxes received                                       23             22 
 
 Net cash used in operating 
  activities                               (5,701)      (7,446)       (10,730) 
-------------------------------------  -----------  -----------  ------------- 
 
 Investing activities 
 Interest received                              52          105            137 
 Net maturities of money market 
  investments                                  856        5,046         11,735 
 Disposal of subsidiary                        765            -              - 
 Purchases of property, plant 
  and equipment                               (82)         (60)          (104) 
 Rebate on prior period additions 
  of property, plant and equipment               -            -             10 
 Purchases of intangible assets               (16)            -          (194) 
 
 Net cash generated from investing 
  activities                                 1,575        5,091         11,584 
-------------------------------------  -----------  -----------  ------------- 
 
 Financing activities 
 Proceeds from borrowings                       42            -              - 
 Repayments of borrowings                     (70)         (70)           (91) 
 Finance costs                                 (6)         (13)           (19) 
 Grants received                                34            -             87 
 
 Net cash generated from/(used 
  in) financing activities                                 (83)           (23) 
-------------------------------------  -----------  -----------  ------------- 
 
 Net (decrease)/increase in cash 
  and cash equivalents                     (4,126)      (2,438)            831 
 Cash and cash equivalents at 
  beginning of period                        7,720        6,866          6,866 
 Effect of exchange rate changes             (191)          115             23 
 
 Cash and cash equivalents at 
  end of period                              3,403        4,543          7,720 
-------------------------------------  -----------  -----------  ------------- 
 

Notes to the financial information

1 General information

This interim financial information was authorised for issue on 24 August 2011. The information for the year ended 31 December 2010 does not constitute statutory accounts as defined in section 434 of the Companies Act 2006. A copy of the statutory accounts for the year ended 31 December 2010 has been delivered to the Registrar of Companies. The Auditor's report on those accounts was not qualified, did not draw attention to any matters by way of emphasis and did not contain a statement under section 498(2) or (3) of the Companies Act 2006.

A copy of the interim results for the six months ended 30 June 2011 can be found on the Company's website at www.arktherapeutics.com.

2 Basis of preparation

The annual financial statements of Ark Therapeutics Group plc are prepared in accordance with International Financial Reporting Standards (IFRSs) as adopted by the European Union. The condensed set of financial statements included in this half-yearly report has been prepared in accordance with International Accounting Standard 34 'Interim Financial Reporting', as adopted by the European Union.

In determining the appropriate basis of preparation of the interim statement, the Directors are required to consider whether the Group can continue in operational existence for the foreseeable future, being a period of not less than twelve months from the date of the approval of the interim statement.

As at 30 June 2011, the Group had net assets of GBP14.6m including cash and money market investments of GBP5.4m.

Management prepares detailed cash flow forecasts which are reviewed by the Board on a regular basis. The forecasts include assumptions regarding future income and expenditure together with various scenarios which reflect opportunities, risks and appropriate mitigating actions. These scenarios recognise the current regulatory and commercial status of the Group's product portfolio, and the outcome of the strategic review and restructuring, considering the various options available to the Group at present and resulting actions, taking into account existing cash resources. Whilst there are inherent uncertainties regarding the cash flows associated with product development and commercialisation, the Directors are satisfied that there is sufficient discretion and control as to the timing and quantum of cash outflows to ensure that the Group is able to meet its liabilities as they fall due for the foreseeable future.

Therefore, having made relevant enquiries, including consideration of the Group's current cash resources and the cash flow forecasts, the Board has a reasonable expectation that, at the time of approving the interim statement, the Group has adequate resources to continue in operational existence for the foreseeable future. Accordingly, the Board continues to adopt the going concern basis in preparing the interim statement.

The longer term sustainability of the Group will be dependent upon generating cash flows from successful development and commercialisation of the Group's product portfolio and manufacturing assets.

The same accounting policies, presentation and methods of computation have been followed in the condensed set of financial statements as applied in the Group's latest annual audited financial statements for the year ended 31 December 2010. Seasonal changes to the Group's operations are not material.

3 Business and geographical segments

In accordance with IFRS 8, the Group is required to define its operating segments based on, inter alia, the internal reports presented to its chief operating decision maker in order to allocate resources and assess performance. These reports focus on the Group's only business activity, being the discovery, development and commercialisation of products in areas of specialist medicine, with particular focus on vascular disease and cancer, and therefore no segmental information has been shown.

The principal sources of revenue for the Group are as follows:

 
                                Six months   Six months           Year 
                                     ended        ended          ended 
                                   30 June      30 June    31 December 
                                      2011         2010           2010 
                                   GBP'000      GBP'000        GBP'000 
 Discontinued operations 
 UK 
 Sales of woundcare products             -          967          2,313 
 
 Continuing operations 
 Rest of Europe 
 Contract manufacturing                382          406            757 
 
 Total Revenues                        382        1,373          3,070 
-----------------------------  -----------  -----------  ------------- 
 

Revenue from a single customer within contract manufacturing totalled GBP382,000 in the six months ended 30 June 2011 (six months ended 30 June 2010: GBP338,000; year ended 31 December 2010: GBP636,000).

An analysis of the Group's geographical non-current assets is shown below:

 
                                  30 June    30 June   31 December 
                                     2011       2010          2010 
                                  GBP'000    GBP'000       GBP'000 
 UK                                 6,982     10,940         7,603 
 Finland                           10,111     11,570        10,842 
 Inter-segment eliminations 
  (being inter-company loans)     (6,827)    (9,487)       (7,395) 
------------------------------  ---------  ---------  ------------ 
                                   10,266     13,023        11,050 
------------------------------  ---------  ---------  ------------ 
 

Non-current assets comprise goodwill, property, plant and equipment, other intangible assets and inter-company loans and are attributed to the location where they are situated.

4 Discontinued operations

On 8 February 2011, the group entered into a formal sale agreement for the sale of certain assets which comprise the majority of its woundcare business. The disposal completed on 1 March 2011.

The results of the discontinued operations, which have been included in the consolidated income statement, were as follows:

 
                                             30 June    30 June   31 December 
                                                2011       2010          2010 
                                             GBP'000    GBP'000       GBP'000 
 Revenue                                           -        967         2,313 
 Expenses                                          -    (1,279)       (2,582) 
----------------------------------------  ----------  ---------  ------------ 
 Profit/(loss) before tax                          -      (312)         (269) 
 
 Attributable tax                                  -          -             - 
----------------------------------------  ----------  ---------  ------------ 
 
 Profit/(loss) attributable 
  to discontinued operations 
  after taxation, being retained 
  loss for the period                              -      (312)         (269) 
----------------------------------------  ----------  ---------  ------------ 
 
 Profit on disposal of discontinued              398          -             - 
  operations 
----------------------------------------  ----------  ---------  ------------ 
 
 Net profit attributable to                      398          -             - 
  discontinued operations (attributable 
  to owners of Company) 
----------------------------------------  ----------  ---------  ------------ 
 

The major classes of assets and liabilities comprising the operations classified as held for sale were as follows:

 
                                      30 June     30 June   31 December 
                                         2011        2010          2010 
                                      GBP'000     GBP'000       GBP'000 
 Intangible assets                          -           -             7 
 Property, plant and equipment              -           -             5 
 Inventories                                -           -           338 
 Trade and other receivables                -           -           647 
---------------------------------  ----------  ----------  ------------ 
 Total assets classified as 
  held for sale                             -           -           997 
---------------------------------  ----------  ----------  ------------ 
 
 Trade and other payables                   -           -           228 
---------------------------------  ----------  ----------  ------------ 
 Total liabilities associated 
  with assets classified as held 
  for sale                                  -           -           228 
---------------------------------  ----------  ----------  ------------ 
 
 Net assets of disposal group               -           -           769 
---------------------------------  ----------  ----------  ------------ 
 

5 Disposal of woundcare business

As referred to in note 4, on 8 February 2011 the Group entered into an agreement to dispose of certain assets which represented its woundcare business.

The fair value of net assets at the effective date of disposal and the gain on the disposal were as follows:

 
                                                GBP'000 
 
 Property, plant and equipment                        4 
 Intangible assets                                   25 
 Inventories                                        338 
 Trade and other receivables                        674 
 Trade and other payables                         (280) 
---------------------------------------------  -------- 
                                                    761 
 
 Gain on disposal                                   398 
---------------------------------------------  -------- 
 Consideration recognised as at 30 June 2011      1,159 
---------------------------------------------  -------- 
 
 Satisfied by: 
 Total consideration recognised                   1,427 
 Transaction costs                                (268) 
---------------------------------------------  -------- 
                                                  1,159 
---------------------------------------------  -------- 
 

In addition to the consideration recognised above, the Group is due additional contingent consideration depending on the achievement of certain revenue levels by the woundcare business disposed of. Management has decided that it is not appropriate to recognise any element of this contingent amount on the basis that achievement of the necessary revenue targets cannot be considered virtually certain, as per IAS 37 "Provisions, Contingent Liabilities and Contingents Assets".

6 Exceptional items

During the year ended 31 December 2010 exceptional items comprised impairment of goodwill and restructuring costs as follows:

 
                             30 June     30 June   31 December 
                                2011        2010          2010 
                             GBP'000     GBP'000       GBP'000 
 Restructuring costs               -           -           447 
 Impairment of goodwill            -           -         1,306 
          -                                    -         1,753 
 ----------  -----------------------------------  ------------ 
 

Further information regarding exceptional items was disclosed in the annual report for the year ended 31 December 2010.

7 Loss per share

International Accounting Standards require presentation of diluted earnings per share when a company could be called upon to issue shares that would decrease net profit or increase net loss per share. Since the Group is loss making, there is no such dilutive impact.

The calculation of basic and diluted loss per ordinary share is based on the loss of GBP4,299,000 and the loss from continuing operations of GBP4,697,000 for the six months ended 30 June 2011 (six months ended 30 June 2010: GBP9,434,000 and the loss from continuing operations of GBP9,122,000; year ended 31 December 2010: GBP16,172,000 and the loss from continuing operations of GBP15,903,000) and on 209,276,676 ordinary shares (June 2010: 208,805,012; December 2010: 209,017,211) being the weighted average number of ordinary shares in issue.

8 Non-cash investing and financing activities

On 5 January 2010 the Ark Therapeutics Group plc Family Benefit Trust (the "FBT") subscribed for 1,640,000 ordinary shares in the Company at a cost of GBP263,000. The Company financed the share purchase by way of a contribution, totalling GBP131,000, and the remainder by way of a loan.

9 Related party transactions

Transactions between the Company and its subsidiaries, which are related parties, have been eliminated on consolidation and are not disclosed in this note.

The following transactions with Company Directors took place during the period at arm's length:

 
                                      Six months   Six months           Year 
                                           ended        ended          ended 
                                         30 June      30 June    31 December 
                                            2011         2010           2010 
                                         GBP'000      GBP'000        GBP'000 
 Consultancy fees earned in period 
 S Yla-Herttuala                              38           38             75 
-----------------------------------  -----------  -----------  ------------- 
 
 Consultancy fees owed as at 
  period end 
 S Yla-Herttuala                              19           19             38 
-----------------------------------  -----------  -----------  ------------- 
 

The remuneration of key personnel in the period was in line with the amounts disclosed in the annual report for the year ended 31 December 2010.

Statement of Directors' responsibilities

We confirm to the best of our knowledge:

(a) the condensed set of financial statements which has been prepared in accordance with IAS 34 "Interim Financial Reporting" gives a true and fair view of the assets, liabilities, financial position and loss for the period;

(b) the interim management report includes a fair review of the information required by DTR 4.2.7R (indication of important events during the first six months and description of principal risks and uncertainties for the remaining six months of the year); and

(c) the interim management report includes a fair review of the information required by DTR 4.2.8R (disclosure of related parties' transactions and changes therein).

The Directors of Ark Therapeutics Group plc are listed in the Ark Therapeutics Group plc annual report for the year ended 31 December 2010, Dr David Bloxham having been appointed to the Board on 1 March 2011.

A list of current Directors is maintained on the Company's website: www.arktherapeutics.com.

By order of the Board

Martyn Williams

Chief Executive Officer

24 August 2011

Independent review report to Ark Therapeutics Group plc

We have been engaged by the Company to review the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2011 which comprises the condensed consolidated income statement, the condensed consolidated statement of comprehensive income, the condensed consolidated balance sheet, the condensed consolidated statement of changes in equity, the condensed consolidated cash flow statement and related notes 1 to 9. We have read the other information contained in the half-yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.

This report is made solely to the Company in accordance with International Standard on Review Engagements (UK and Ireland) 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing Practices Board. Our work has been undertaken so that we might state to the company those matters we are required to state to them in an independent review report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company, for our review work, for this report, or for the conclusions we have formed.

Directors' responsibilities

The half-yearly financial report is the responsibility of, and has been approved by, the Directors. The Directors are responsible for preparing the half-yearly financial report in accordance with the Disclosure and Transparency Rules of the United Kingdom's Financial Services Authority.

As disclosed in note 2, the annual financial statements of the Group are prepared in accordance with IFRSs as adopted by the European Union. The condensed set of financial statements included in this half-yearly financial report has been prepared in accordance with International Accounting Standard 34, "Interim Financial Reporting," as adopted by the European Union.

Our responsibility

Our responsibility is to express to the Company a conclusion on the condensed set of financial statements in the half-yearly financial report based on our review.

Scope of Review

We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing Practices Board for use in the United Kingdom. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK and Ireland) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2011 is not prepared, in all material respects, in accordance with International Accounting Standard 34 as adopted by the European Union and the Disclosure and Transparency Rules of the United Kingdom's Financial Services Authority.

Deloitte LLP

Chartered Accountants and Statutory Auditor

Cambridge, United Kingdom

24 August 2011

This information is provided by RNS

The company news service from the London Stock Exchange

END

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