23 May 2008 07:36
Ninety Plc (the 'Company')
(AIM: NINE)
Unaudited Interim Results to 29 February 2008
Ninety Plc, a company established in order to acquire a controlling interest in a company, partnership or joint venture which will be located in the UK or Asia, is pleased to announce its unaudited interim results to 29 February 2008.
Website and contacts:
www.ninetyplc.co.uk
Angus Irens, Executive Director Tel: 020 3178 4506
Geoff Nash, FinnCap Tel: 020 7600 1658
Executive Director's Statement
I am pleased to be able to report on the Company's first trading period from incorporation on 15 June 2007 to 29 February 2008 (eight and a half months).
On 24 October 2007, the Company successfully placed 319,500,000 ordinary shares raising £3.1 million after issue expenses and was admitted to trading on AIM.
The issued share capital as at 29 February 2008 is 374,500,020 ordinary shares of 0.1p each.
Trading
As stated in the AIM admission document dated 19 October 2007, the Company has been established in order to acquire a controlling interest in a company, partnership or joint venture, still to be identified, located in the UK or Asia.
In this first period since incorporation, the Company has made a small loss after taxation of £17,152, which equates to a loss of 0.008 pence per share, and at 29 February 2008 holds cash balances of £3.06 million.
Investment Strategy and Progress to Date
Ninety Plc is the second investment vehicle listed by Albany Capital Plc. The first, Vestpa Plc, successfully completed the acquisition by way of reverse takeover of the China Food Company Plc in December 2007.
The Directors of Ninety Plc continue to evaluate a number of potential acquisitions, as outlined in the Company's admission document with the aim of completing a similar transaction to the one completed by Vestpa Plc.
I hope to be reporting to you shortly regarding developments.
Angus Irens
Executive Director
23 May 2008
Unaudited condensed income statement for the period ended 29 February 2008
| | | | Unaudited Eight and a half months period to 29 February 2008 £’000 | | | |||
| Income | | | | | - | | | |
| | | | | | | | | |
| Administrative expenses | | | | | (70) | | | |
| | | | | | | | | |
| Operating loss | | | | | (70) | | | |
| | | | | | | | | |
| Interest receivable | | | | | 53 | | | |
| | | | | | | | | |
| Loss on ordinary activities before taxation | | | | | (17) | | | |
| | | | | | | | | |
| Taxation | | | | | - | | | |
| | | | | | | | | |
| Loss attributable to equity Shareholders of the Company | | | | | (17) | | | |
| | | | | | | | | |
| Loss per ordinary share (pence) | | | | | | | | |
| | | | | | | | | |
| - Basic | | | | | (0.008) | | | |
| - Diluted | | | | | (0.008) | | | |
Unaudited condensed balance sheet as at 29 February 2008
| | | Note | Unaudited 29 February 2008 £’000 | | |||||
| ASSETS | | | | | | | |||
| Current assets | | | | | | | |||
| Trade and other receivables | | | | | 31 | | |||
| Cash and cash equivalents | | | | | 3,057 | | |||
| | | | | | | | |||
| Total assets | | | | | 3,088 | | |||
| | | | | | | | |||
| | | | | | | | |||
| LIABILITIES | | | | | | | |||
| Current liabilities Trade and other payables | | | | | 39 | | |||
| | | | | | | | |||
| Total liabilities | | | | | 39 | | |||
| | | | | | | | |||
| EQUITY | | | | | | | |||
| Called up share capital | | | 4 | | 375 | | |||
| Share premium | | | | | 2,659 | | |||
| Share-based payment reserve | | | 5 | | 32 | | |||
| Accumulated loss | | | | | (17) | | |||
| Company’s shareholders’ equity | | | | | 3,049 | | |||
| | | | | | | | |||
| Total equity and liabilities | | | | | 3,088 | | |||
| | | | | | | | |||
Unaudited condensed statement of changes in shareholders' equity for the period ended 29 February 2008
| | Share capital | | Share premium | | Accumulated loss | | Share-based payment reserve | | Total |
| | £’000 | | £’000 | | £’000 | | £’000 | | £’000 |
| | | | | | | | | | |
| Loss for the period | - | | - | | (17) | | - | | (17) |
| Issue of share capital | 375 | | 2,875 | | - | | - | | 3,250 |
| Share issue costs | - | | (216) | | - | | 32 | | (184) |
| At 29 February 2008 | 375 | | 2,659 | | (17) | | 32 | | 3,049 |
| | | | | | | | | | |
Unaudited condensed cash flow statement for the period ended 29 February 2008
| | | Unaudited Eight and a half months period to 29 February 2008 £’000 | | | ||||
| | | | | | | | ||
| Net cash used in operating activities | | | | (62) | | | ||
| | | | | | | | ||
| Investing activities | | | | | | | ||
| Interest received | | | | 53 | | | ||
| | | | | | | | ||
| Net cash from investing activities | | | | 53 | | | ||
| | | | | | | | ||
| Financing activities | | | | | | | ||
| Proceeds from issue of ordinary share capital | | | | 3,250 | | | ||
| Share issue costs | | | | (184) | | | ||
| Net cash from financing activities | | | | 3,066 | | | ||
| | | | | | | | ||
| | | | | | | | ||
| Net increase in cash and cash equivalents | | | | 3,057 | | | ||
| Cash and cash equivalents at beginning of period | | | | - | | | ||
| | | | | | | | ||
| Cash and cash equivalents at end of period | | | | 3,057 | | | ||
Notes to the interim financial statements for the period ended 29 February 2008
1. Basis of preparation
The interim financial statements for the eight and a half months ended 29 February 2008 has been prepared using accounting policies consistent with International Financial Reporting Standards and those set out in the Company's AIM Admission Document dated 19 October 2007, and in accordance with International Accounting Standard (IAS) 34 Interim Financial Reporting.
2. Significant accounting policies
The interim financial statements have been prepared under the historical cost convention. 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 and other financial institutions and investments in money market instruments.
Financial instruments
Initial recognition and measurement
Financial instruments are recognised when the Company becomes party to the transaction. Initial measurement is at cost, which includes transaction cost, or fair value. Subsequent to initial recognition, these instruments are measured as follows:
Trade and other receivables
Trade and other receivables are measured at amortised cost using the effective interest rate method.
Trade and other payables
Trade and other payables are recognised at fair value, which is the agreed market price at the time the goods and services are provided. The Company accrues for all goods and services consumed but as yet unbilled at amounts representing 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 ordinary activities after taxation for the period and on the weighted average number of ordinary shares in issue during the period.
A reconciliation of the loss and weighted average number of shares used in the calculation are set out in the table below.
| 8.5 months ended 29 February 2008 | ||||||||||||||
| Loss £ | Weighted Average Number of Shares | Loss per share (pence) | ||||||||||||
| Basic and diluted loss per ordinary share | (17,152) | 205,639,016 | (0.008) | |||||||||||
4. Share capital
The Company was incorporated on 15 June 2007 with an authorised share capital of £50,000 divided into 5,000,000 ordinary shares of 1p each.
Following written resolutions dated 26 July 2007, the authorised share capital of the Company was increased to £500,000 and sub-divided so that the authorised share capital was 500,000,000 ordinary shares of 0.1p each.
On incorporation, the Company allotted and issued 20 ordinary shares of 0.1p each at par.
On 26 July 2007, the Company allotted and issued 55,000,000 ordinary shares of 0.1p each for a total cash consideration of £55,000.
On 24 October 2007, the Company allotted and issued 319,500,000 ordinary shares of 0.1p each for a total cash consideration after expenses of £3,066,000.
5. Share-based Payments
On the 19 October 2007, the Company entered into an option agreement with JM Finn Capital Markets Limited ("FinnCap") whereby the Company agreed to grant FinnCap an option to subscribe for shares in the Company as part consideration for corporate finance fees relating to the Company's admission to AIM. The option entitles FinnCap to subscribe for 5,500,000 Ordinary Shares of 0.1 pence at an exercise price of 1.0 pence per share. The Company has recognised a charge to the share premium account of £32,450 in respect of the share options granted to FinnCap in accordance with IFRS 2, Share-based Payment.
6. Ultimate Parent Undertaking
The Company's ultimate parent undertaking is Albany Capital Plc, a company incorporated in the United Kingdom. Albany Capital Plc owns 71.99 per cent of the Company's issued ordinary share capital.
7. Other information
The interim financial statements for the eight and a half months ended 29 February 2008 does not constitute statutory financial statements, and has not been audited by the Company's auditors.
The interim financial statements were approved by the Directors on 22 May 2008.
A copy of the interim financial statements will not be posted to shareholders but will be made available to the public at the Company's registered office, 17 Hanover Square, London W1S 1HU and on the Company's website.