ALB.L Regulatory News (ALB)

12 Nov 2007 07:01

Vestpa PLC12 November 2007 12 November 2007 Vestpa Plc ("the Company") Interim Results for the eight months to 30 September 2007 Executive Director's Statement I am pleased to be able to report on the Company's first trading period fromincorporation on 1 February 2007 to 30 September 2007. On incorporation, theCompany allotted and issued two subscriber shares at 0.1 pence each at par, andon 29 March 2007 the Company allotted and issued 50,000,000 ordinary shares of0.1 pence each at par for a total cash consideration of £50,000. On 12 June 2007, the Company successfully placed a further 320,000,000 ordinaryshares raising £3.02 million after issue expenses and was admitted to trading onAIM. Trading As stated in the AIM admission document dated 6 June 2007, the Company has beenestablished in order to acquire a controlling interest in a company, partnershipor joint venture that is located in Europe, North America or Asia. In this first period since incorporation, the Company has made a small lossafter taxation of £18,009, which equates to a loss of 0.01 pence per share, andat 30 September 2007 holds cash balances of £3.07 million. Investment Strategy and Progress to Date Since admission in June, I am pleased to report that the Company has identifieda prospective business, Full Fortune Holdings Pte. Limited, which the Companyhas agreed conditionally to acquire for an aggregate consideration of £26.17million to be satisfied in cash and shares. As the size and nature of thetransaction constitutes a reverse takeover under the AIM Rules, the Company isconvening a General Meeting to be held on 5 December 2007 to seek shareholders'approval for the acquisition. Further details of the proposed acquisition andrelated proposals, including a £5m subscription to satisfy the cashconsideration payable, are set out in a separate announcement released today andin an admission document being posted to shareholders today. In brief, theCompany is proposing to acquire the entire issued share capital of a Chinesefood manufacturing business, which has achieved a growth in turnover fromapproximately £8.98 million in 2004 to £19.27 million in 2006, with acommensurate increase in post tax profits from approximately £1.97 million in2004 to £4.44 million in 2006. John McLean Executive Director 12 November 2007 Unaudited condensed income statement for the 8 month period ended 30 September2007 Unaudited Eight month period to 30 September 2007 £'000 Income -Administrative expenses (60)Operating loss (60)Interest receivable 42Loss on ordinary activities (18)before taxationTaxation -Loss attributable to equityShareholders of Vestpa Plc (18)Loss per ordinary share (pence) - Basic (0.01)- Diluted (0.01) Unaudited condensed balance sheet as at 30 September 2007 Note Unaudited Eight month period to 30 September 2007 £'000ASSETSCurrent assetsTrade and other receivables 5Cash and cash equivalents 3,067 Total assets 3,072 LIABILITIESCurrent liabilities 24Trade and other payablesTotal liabilities 24 EQUITYCalled up share capital 4 370Share premium 2,696Retained earnings (18)Parent company's shareholders' equity 3,048 Total equity and liabilities 3,072 Unaudited condensed statement of changes in shareholders equity for the 8 monthperiod ended 30 September 2007 Share Share Retained Total capital premium Losses £'000 £'000 £'000 £'000Loss for the period - - (18) (18)Issue of share capital net of expenses 370 2,696 - 3,066 At 30 September 2007 370 2,696 (18) 3,048 Unaudited condensed cash flow statement for the 8 month period ended 30September 2007 Unaudited Eight month period to 30 September 2007 £'000Net cash used in operating activities (41) Investing activitiesInterest received 42 Net cash from investing activities 42 Financing activitiesProceeds from issue of ordinary share capital 3,250Expenses of share issues (184) Net cash from financing activities 3,066 Net increase in cash and cash equivalents 3,067 Cash and cash equivalents at beginning of period - Cash and cash equivalents at end of period 3,067 Notes to the interim report for the 8 month period ended 30 September 2007 1. Basis of preparation The interim financial report for the eight months ended 30 September 2007 hasbeen prepared using accounting policies consistent with International FinancialReporting Standards and in accordance with International Accounting Standard(IAS) 34 Interim Financial Reporting. 2. Significant accounting policies The interim financial report has been prepared under the historical costconvention. The principal accounting policies adopted are set out below. Cash and cash equivalents Cash and cash equivalents consist of cash on hand and balances with banks andother financial institutions and investments in money market instruments. Financial instruments Initial recognition and measurement Financial instruments are recognised when the Company becomes party to thetransaction. Initial measurement is at cost, which includes transaction cost, orfair value. Subsequent to initial recognition, these instruments are measured asfollows: Trade and other receivables Trade and other receivables are measured at amortised cost using the effectiveinterest rate method. Trade and other payables Trade and other payables are recognised at fair value, which is the agreedmarket price at the time the goods and services are provided. The Companyaccrues for all goods and services consumed but as yet unbilled at amountsrepresenting management's best estimate of fair value. Equity instruments Equity instruments issued by the Company are recorded at the proceeds received,net of direct issue costs. 3. Loss per share The calculation of the loss per ordinary share is based on the loss on ordinaryactivities after taxation and on the weighted average number of ordinary sharesin issue during the period. A reconciliation of the loss and weighted average number of shares used in thecalculation are set out in the table below. 8 months ended 30 September 2007 Weighted Loss Average per share Loss Number of (pence) £ SharesBasic loss per ordinary share (18,009) 184,439,836 (0.01) There were no dilutive instruments in issue over the eight month period ended 30September 2007. 4. Share capital The Company was incorporated on 1 February 2007 with an authorised share capitalof £500,000 comprising 500,000,000 ordinary shares of 0.1p each. On incorporation, the Company allotted and issued two subscriber shares of 0.1peach at par. On 29 March 2007, the Company allotted and issued 50,000,000 ordinary shares of0.1p each for a total cash consideration of £50,000. On 12 June 2007, the Company allotted and issued 320,000,000 ordinary shares of0.1p each for a total cash consideration after expenses of £3,066,000. 5. Ultimate Parent Undertaking The Company's ultimate parent undertaking is Albany Capital Plc, a companyincorporated in the United Kingdom. Albany Capital Plc owns 59.16 per cent. ofthe Company's issued ordinary share capital. 6. Other information The interim financial report for the eight months ended 30 September 2007 doesnot constitute statutory accounts, and has not been audited by the Company'sauditors. The interim financial statements were approved by the Directors on 9 November2007. A copy of the interim financial statements will not be posted to shareholdersbut will be made available to the public at the Company's registered office, 17Hanover Square, London W1S 1HU. Independent review report to Vestpa Plc Introduction We have been engaged by the company to review the condensed set of financialstatements in the interim report for the eight months ended 30 September 2007which comprises an income statement, balance sheet, changes in equity, cash flowstatement and related explanatory notes. We have read the other informationcontained in the interim report and considered whether it contains any apparentmisstatements or material inconsistencies with the information in the condensedset of financial statements. Directors' Responsibilities The interim report is the responsibility of, and has been approved by, thedirectors. As disclosed in note 1, the annual financial statements of thecompany are prepared in accordance with IFRS as adopted by the European Union.The condensed set of financial statements included in this interim report hasbeen prepared in accordance with International Accounting Standard 34, "InterimFinancial Reporting" as adopted by the European Union. Our Responsibility Our responsibility is to express to the Company a conclusion on the condensedset of financial statements in the interim report based on our review. Scope of Review We conducted our review in accordance with International Standard on ReviewEngagements (UK and Ireland) 2410, "Review of Interim Financial InformationPerformed by the Independent Firm of the Entity" issued by the AuditingPractices Board for use in the United Kingdom. A review of interim financialinformation consists of making enquiries, primarily of persons responsible forfinancial and accounting matters, and applying analytical and other reviewprocedures. A review is substantially less in scope than an audit conducted inaccordance with International Standards on Auditing (UK and Ireland) andconsequently does not enable us to obtain assurance that we would become awareof all significant matters that might be identified in an audit. Accordingly, wedo not express an audit opinion. Conclusion Based on our review, nothing has come to our attention that causes us to believethat the condensed set of financial statements in the interim report for theeight months ended 30 September 2007 is not prepared, in all material respects,in accordance with International Accounting Standard 34 as adopted by theEuropean Union. Chantrey Vellacott DFK LLP 9 November 2007 Enquiries: Vestpa Plc John McLean (Executive Director) 0203 178 4506Strand Partners Limited James Harris/Matthew Chandler 0207 409 3494Hansard Group Adam Reynolds 0207 245 1100 This information is provided by RNS The company news service from the London Stock Exchange