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Half Yearly Report

28 Mar 2013 07:00

RNS Number : 0368B
Port Erin Biopharma Investments Ltd
28 March 2013
 



Port Erin Biopharma Investments Limited

("Port Erin" or the "Company")

 

Interim Results for the six month period ending 31 December 2012

 

The Board of Port Erin, the AIM quoted company focussed on investing in the biotechnology and biopharmaceutical sectors, is pleased to announce its interim results for the six month period ending 31 December 2012.

 

Financial Highlights

 

 

As at 31 December 2012

 

 

Shareholders' Funds

 

 

£3,134,121

 

Ordinary Shares in Issue

 

 

33,000,000

 

Net Asset Value per share

 

 

9.4973 pence

 

Share Price *

 

 

6.5500 pence

 

Share Price Discount

 

 

(45.0%)

 

·; Mid-market closing price as at 26 March 2013

 

For further information, please contact:-

 

Port Erin Biopharma Investments Limited

Denham Eke

 

 

(+44) 1624 639396

Libertas Capital Corporate Finance Limited

Sandy Jamieson

 

(+44) 20 7569 9650

Peterhouse Corporate Finance Limited

John Levinson

 

 

(+44) 20 7562 3350

 

 

 

 

Chairman's statement

 

Introduction

 

I have great pleasure in presenting the Interim Results for the period ending 31 December 2012.

 

The realization that the biosciences as applied to medicine are set right in the middle of fortuitous trends, including rapidly ageing populations, emerging market growth and remarkable technological advance has propelled many drug stocks to new highs. In addition, an increasing flow of venture capital and merger and acquisition activity has characterized the 2012 period.

 

Financial Review

 

Despite taking some time to become fully invested in what proved to be a bull market for pharma shares, and also considering that the listing costs had to be absorbed, the Company continues to show a respectable profit.

 

In the six month period, our investment income was £72,881 (2011: £157,241). Continuing our policy of keeping controllable costs to the absolute minimum, this resulted in an operating profit of £4,077 (2011: loss of £166,373). Adding in the interest received, our total comprehensive income was £9,866 (2011: loss of £164,844). Thus the basic and diluted earnings per share were £0.0003 (2011: negative 0.0101). Please note that the figures in parenthesis are not directly comparable as the 2011 figures were for the extended period from 3 May 2011 - the date of incorporation - to 31 December 2011.

 

Our invested assets at fair value were £3,031,135 (2011: 1,809,046), still leaving a cash float of £101,241 (2011: £1,016,218). After the addition of receivables of £9,035 (2011: £19,144), our total assets stood at £3,141,411 (2011: £2,844,408). Following the deduction of share issue costs, our share premium was £2,699,013 (2011: £3,000,967) and including retained earnings of £435,075 (2011: negative £164,844) and payables, our total equity and liabilities stood at £3,141,411 (2011: £2,844,408). Again, the figures in parenthesis are not directly comparable; but notwithstanding, the overall growth in assets was 10.44% for the period.

 

Thus the net asset value per share at 31 December 2012 was 9.5 pence (2011: 8.6 pence), an increase of 10.5%.

 

Strategy and Outlook

 

I expect this trend of profitability to continue and remain very optimistic about the portfolio that we have assembled for our shareholders, amongst which my own interests are the largest. As you know, in our efforts to minimize operational cost, we are not and for the immediate future do not intend to, charge any ongoing management fee. The portfolio is constructed to mirror as far as is possible the investments that I make as part of my own investment strategy, and as such reflects a balanced mix of larger companies, combined with more speculative positions. Among those shares that have performed well, Medivation, which has commercialized a new prostate cancer therapy, shines out, as do Roche Holdings and Gilead Sciences. Gilead Sciences has a remarkable dominance of the HIV space and is likely to repeat that hegemony with its new suite of Hepatitis C products. Onyx Pharmaceuticals has also been a standout, with its new drug for multiple myeloma, Kryopolis© seeing very rapid acceptance.

 

For the present, we have high hopes for a number of our investments, including Plethora Solutions Holdings, whose drug for premature ejaculation is edging closer to commercialization; additionally, Summit Corporation. is engaged in the development of a therapy for Duchenne muscular dystrophy, an inevitably fatal disease affecting 1 in 5,000 boys. I am on the board of both these companies.

 

Among larger companies, I am bullish on Bristol-Myers Squibb, whose new anti-thrombotic agent, Eliquis©, partnered with Pfizer, is likely to be a very successful drug, with our estimate of annual sales worldwide reaching US$ 5 billion.

 

Finally, Synergy Pharmaceuticals, in which we have an investment, has remarkable prospects with its soon to be commercialized product for chronic constipation, and TrovaGene has interesting prospects with its diagnostics business.

 

I, together with our team of analysts, have attended multiple industry events in the past year, all at no cost to Port Erin Biopharma, and have met with over 100 companies. We recognize that occasionally we will have wipe-outs in individual companies: such is the nature of the drug discovery business, but we expect to make up for that with the winners that we hope to have backed, where many multiples of return may be anticipated. In addition, with a considerable percentage of the portfolio invested in larger, cash-flow rich firms, spread across multiple markets, we should mitigate the extreme volatility that is a characteristic of the smaller to medium sized companies in the sector. We will also reap the rewards of dividend flows which will grow over the years.

 

In conclusion, I have taken the opportunity of market weakness and the discount to net asset value to add to my holdings in our Company and will continue to do so as far as I am able. I remain very optimistic about the prospects for our business. Indeed, as of today, we continue to outperform all relevant indices.

 

 

Jim Mellon

Chairman

 

Statement of comprehensive income

 

*

#

 

Notes

Period

ended

31/12/2012

(unaudited)

 

Period

ended

31/12/2011

(unaudited)

Period

ended

30/06/2012

(audited)

 

£

£

£

 

 

Investment Income

3

72,881

157,241

510,515

 

 

Operating expenses

 

Directors' fees

2,5

(5,000)

(5,000)

(10,000)

 

Other costs

4

(57,231)

(327,363)

(84,062)

 

Foreign exchange (losses)/gains

(6,573)

8,749

6,295

 

 

────────

────────

────────

 

Profit/(loss) from operating activities

5

 

4,077

 

(166,373)

 

422,748

 

 

Interest received

5,789

1,529

2,460

 

────────

────────

────────

 

Profit/(loss) before taxation

9,866

(164,844)

425,208

 

 

Taxation

-

-

 

────────

────────

────────

 

Profit/(loss) for the period

9,866

(164,844)

425,208

 

 

Other comprehensive income

-

-

-

 

────────

────────

────────

 

Total comprehensive income/(loss) for the period

9,866

(164,844)

425,208

════════

════════

════════

 

 

 

Basic and diluted earnings per share

 

11

 

 

 

0.0003

 

(0.0101)

 

0.0181

 

 

* Period from 3 May 2011 (date of incorporation) to 31 December 2011.

# Period from 3 May 2011 (date of incorporation) to 30 June 2012.

 

The Directors consider that the Company's activities are continuing.

 

Statement of financial position

 

Notes

 

 

31/12/2012

(unaudited)

 

*

31/12/2011

(unaudited)

#

30/06/2012

(audited)

£

£

£

Current assets

Financial assets at fair value through profit or loss

 

7

 

3,031,135

 

1,809,046

 

2,909,183

Trade and other receivables

9,035

19,144

9,580

Cash and cash equivalents

101,241

1,016,218

237,391

────────

────────

────────

Total assets

3,141,411

2,844,408

3,156,154

════════

════════

════════

Equity and liabilities

Capital and reserves

Share capital

6

33

33

33

Share premium

6

2,699,013

3,000,967

2,699,013

Retained earnings/(accumulated loss)

435,075

(164,844)

425,208

────────

────────

────────

3,134,121

2,836,156

3,124,254

Current liabilities

Trade and other payables

9

7,290

8,252

31,900

────────

────────

────────

Total equity and liabilities

3,141,411

2,844,408

3,156,154

════════

════════

════════

 

These financial statements were approved by the Board of Directors on 26 March 2013 and were signed on their behalf by:

 

 

Denham Eke

Director

 

 

* Period from 3 May 2011 (date of incorporation) to 31 December 2011.

# Period from 3 May 2011 (date of incorporation) to 30 June 2012.

 

 

 

 

Statement of changes in equity

 

*

#

 

 

Share

Premium

Share

Capital

Retained profit

31/12/2012

(unaudited)

 

Retained profit

31/12/2011

(unaudited)

 

Retained profit

30/06/2012

(audited)

 

£

£

£

£

£

Balance brought forward

2,699,013

33

425,208

-

-

 

Total comprehensive income for the period

 

-

 

-

 

 

9,866

 

(164,844)

 

425,208

Transactions with owners:

Shares issued

-

-

-

3,001,000

3,001,000

Share issue costs

-

-

-

-

(301,954)

────────

────────

────────

────────

────────

Balance carried forward

2,699,013

33

435,075

2,836,156

3,124,254

 

 

* Period from 3 May 2011 (date of incorporation) to 31 December 2011.

# Period from 3 May 2011 (date of incorporation) to 30 June 2012.

 

 

 

 

 

Statement of cash flows

 

Notes

 

 

Period

ended

31/12/ 2012

*

Period

ended

31/12/ 2011

#

Period

ended

30/06/2012

(unaudited)

(unaudited)

(audited)

£

£

£

Cash flows from operating activities

Profit/(loss) for the period

9,866

(164,844)

425,208

Adjusted for:

 Interest received

(5,789)

(1,529)

(2,460)

 Realised and unrealised gains

(66,341)

-

(494,066)

───────

───────

───────

Operating profit before changes in working capital

(62,264)

(166,373)

(71,318)

Decrease/(increase) in receivables

545

(19,144)

(9,580)

(Decrease)/increase in payables

(24,610)

8,252

31,900

───────

───────

───────

Net cash outflow from operating activities

(86,329)

(177,265)

(48,998)

───────

───────

───────

Cash flows from investing activities

Purchase of investments

(532,831)

(1,809,046)

(3,775,097)

Proceeds from sale of investments

483,004

-

1,359,980

Interest received

6

1,529

2,460

───────

───────

───────

(49,821)

(1,807,517)

(2,412,657)

───────

───────

───────

Cash flows from financing activities

Share issues

 

6

 

-

 

3,001,000

 

3,001,000

Share issue costs

-

-

(301,954)

───────

───────

───────

-

3,001,000

2,699,046

───────

───────

───────

(Decrease)/increase in cash and cash equivalents

(136,150)

1,016,218

237,391

Cash and cash equivalents at beginning of period

237,391

-

-

───────

───────

───────

Cash and cash equivalents at the end of period

101,241

1,016,218

237,391

═══════

═══════

═══════

 

 

* Period from 3 May 2011 (date of incorporation) to 31 December 2011.

# Period from 3 May 2011 (date of incorporation) to 30 June 2012.

 

Notes to the financial statements

 

1 Accounting policies

 

Port Erin Biopharma Investments Limited is a Company domiciled in the Isle of Man. The Company's strategy is to create value for Shareholders through investing in companies that have the potential to generate substantial revenues through the development of biopharmaceutical drugs.

 

The principal accounting policies are set out below.

 

a) Statement of compliance

 

The financial statements are prepared on the historical cost basis except for the valuation of financial assets and liabilities at fair value through profit or loss and in accordance with International Financial Reporting Standards (IFRS) and the interpretations adopted by the International Accounting Standards Board (IASB).

 

The financial statements were approved by the Board of Directors on 26 March 2013.

 

b) Basis of preparation

 

Use of estimates and judgment

The preparation of financial statements in conformity with IFRS 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 on-going 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.

 

These accounts adopt the same accounting policies as those recorded in the audited annual accounts to 30 June 2012.

 

Going concern

The financial statements have been prepared on a going concern basis, taking into consideration the level of cash and cash equivalents held by the Company. The Directors have a reasonable expectation that the Company will have adequate resources for its continuing existence and projected activities for the foreseeable future, and for these reasons, continue to adopt the going concern basis in preparing the financial statements for the period ended 31 December 2012.

 

Functional and presentation currency

These financial statements are presented in Pound Sterling which is the Company's functional currency.

 

2 Directors' fees

 

The fees of Directors who served during the period to 31 December 2012 were as follows:

 

31/12/12

£

(unaudited)

 

31/12/11

£

(unaudited)

 

30/06/2012

£

(audited)

James Mellon

-

-

-

Tom Winnifrith (resigned 30/05/2012)

-

-

-

Nicholas James Woolard

5,000

5,000

10,000

Denham Eke (appointed 30/05/2012)

-

-

-

───────

───────

───────

5,000

5,000

10,000

 

On 6 May 2011, Shellbay Investments Limited entered into a letter of appointment with the Company to provide the services of James Mellon as Non-Executive Chairman of the Company. The letter of appointment was for an initial period of twelve months, from 16 May 2011 and was renewed on 1 June 2012, and may be terminated on not less than one month's notice given by either party at any time. The letter of appointment contains provisions for early termination, inter alia, in the event of a breach by James Mellon. Remuneration under the letter of appointment shall be payable to Shellbay Investments Limited and shall be satisfied by the issue of such number of Ordinary Shares equivalent to 15.0 per cent. of any increase in the Net Asset Value of the Company over each quarterly period. There are no provisions providing for any benefit to Shellbay Investments Limited or James Mellon on the termination of the engagement. The Director of Shellbay Investments Limited has agreed to waive any share-based payments until the Net Asset Value of each share exceeds 10.00 pence.

 

On 6 May 2011 Nicholas James Woolard entered into a letter of appointment with the Company to provide services as a Non-Executive Director of the Company. The letter of appointment is for an initial period of twelve months, from 16 May 2011, and may be terminated on not less than three months' notice given by either party to the other at any time. The letter of appointment contains provisions for early termination, inter alia, in the event of a breach by Nicholas James Woolard. Remuneration under the letter of appointment shall be an annual fee of £10,000 payable on a quarterly basis. There are no provisions providing for any benefit to Nicholas James Woolard on the termination of the engagement.

 

Denham Eke was appointed a Director on 30 May 2012 and currently receives no remuneration for providing his services.

 

At present, there are no other fees due by the Company in respect of investment management services.

 

3 Investment income

31/12/2012

£

(unaudited)

 

31/12/2011

£

(unaudited)

30/06/2012

£

(audited)

Dividend income

6,541

1,291

16,448

Net realised gains on sale of investments

50,529

37,714

226,308

Net unrealised gains on investments

15,812

118,236

267,759

───────

───────

───────

72,881

157,241

510,515

 

4 Other costs

31/12/2012

£

(unaudited)

 

31/12/2011

£

(unaudited)

30/06/2012

£

(audited)

 

Auditors' remuneration for the current period

 

7,200

 

-

 

14,400

Bank charges

119

550

826

Insurance

3,176

2,815

5,939

Marketing

72

-

1,000

Printing and stationery

-

680

-

Professional fees

46,664

323,378

61,857

Sundry expenses

-

40

40

───────

───────

───────

57,231

327,363

84,062

 

The Company has no employees other than the Directors.

 

5 Profit from operating activities

 

Profit from operating activities is stated after charging:

 

31/12/2012

£

(unaudited)

31/12/2011

£

(unaudited)

30/06/2012

£

(audited)

 

Auditors' fees

 

7,200

 

-

 

14,400

Directors' fees

5,000

5,000

10,000

───────

───────

───────

12,200

5,000

24,400

 

 

6 Share capital and share premium

 

Each share in the Company confers upon the shareholder:

 

·; the right to one vote at a meeting of the shareholders or on any resolution of shareholders;

·; the right to an equal share in any dividend paid by the Company, and

·; the right to an equal share in the distribution of the surplus assets of the Company on its liquidation

 

The Company may by resolution of Directors redeem, purchase or otherwise acquire all or any of the shares in the Company subject to regulations set out in the Company's Articles of Association.

 

31/12/2012

£

(unaudited)

Authorised

2,000,000,000 Ordinary shares of £0.000001

2,000

Issued

33,000,000 Ordinary shares of £0.000001 each

33

────────

33

 

 

Share premium

3 shares issued at incorporation

997

30,000,000 shares issued on 15 September 2011

2,999,970

Share issue costs

(301,954)

────────

2,699,013

 

On incorporation the authorised share capital of the Company was £2,000 divided into 2,000 ordinary shares of £1 each. At incorporation, 3 ordinary shares were subscribed for at £333.33 each, resulting in share premium of £997.

 

On 9 May 2011, pursuant to a Director's resolution, the authorised share capital was divided into 2,000,000,000 ordinary shares of £0.000001 each. Following this, the shares issued at incorporation were sub-divided by 1,000,000 resulting in there being 3,000,000 ordinary shares in issue at this date.

 

On 15 September 2011 the Company issued 30,000,000 ordinary shares at a price of £0.10 each resulting in share premium of £2,999,970.

 

Capital management

The Company manages its capital to maximise the return to shareholders through the optimisation of equity. The capital structure of the Company as at 31 December 2012 consists of equity attributable to equity holders of the Company, comprising issued capital, reserves and retained earnings as disclosed.

 

The Company manages its capital structure and makes adjustments to it in the light of economic conditions and the strategy approved by shareholders. To maintain or adjust the capital structure, the Company may make dividend payment to shareholders, return capital to shareholders or issue new shares and release the share premium account. No changes were made in the objectives, policies or processes during the period under review.

 

 

7 Financial assets at fair value through profit or loss

 

31/12/2012

£

 

Quoted

2,709,427

Unquoted

321,708

───────

3,031,135

 

Equities

3,007,987

Warrants

23,148

───────

3,031,135

 

8 Financial instruments

 

Financial Risk Management

The Company has risk management policies that systematically view the risks that could prevent it from achieving its objectives. These policies are intended to manage risks identified in such a way that opportunities to deliver the Company's objectives are achieved. The Company's risk management takes place in the context of day-to-day operations and normal business processes such as strategic and business planning. The Directors have identified each risk and are responsible for coordinating and continuously improving risk strategies, processes and measures in accordance with the Company's established business objectives.

 

The Company's principal financial instruments consist of cash, receivables and payables arising from its operations and activities. The main risks arising from the Company's financial instruments and the policies for managing each of these risks are summarised below.

 

Credit Risk

Credit risk is the risk of loss associated with the counterparty's inability to fulfil its obligations. The Company's credit risk is primarily attributable to investments, receivables and cash balances with the maximum exposure being the reported balance in the statement of financial position. The Company has a nominal level of debtors and as such the Company believes that the credit risk is minimal. The Company holds available cash with licensed banks which have a strong history. The Company considers the credit ratings of banks in which it holds funds in order to reduce exposure to credit risk.

 

The carrying amount of financial assets represents the maximum credit exposure. The maximum exposure to credit risk at the reporting date was:

 

Carrying amount

Carrying amount

Carrying amount

31/12/2012

31/12/2011

30/06/2012

£

£

£

 

Investments and loans

Quoted

2,709,427

1,809,046

2,802,587

Unquoted

321,708

-

42,563

Cash and cash equivalents

101,241

1,016,218

237,391

───────

───────

───────

3,132,376

2,825,264

3,082,541

 

 

Market price risk

Market price risk is the risk that the market price will fluctuate due to macro-economic issues such as changes in market factors specific to that security, market interest rates and foreign exchange rates.

 

The Company is exposed to significant market price risks as financial instruments recognised are linked to market price volatility.

 

A 1% increase/decrease in market value of investments would increase/decrease equity and profit by £30,311.

 

Cash flow and funding risk

The Company is exposed to liquidity risk to the extent that it holds investments that it may not be able to sell quickly at close to fair value.

 

The risk is managed by the Company by means of cash flow planning to ensure that future cash requirements are anticipated and, where financial instruments have to be sold to meet these requirements, the process is carried out in a controlled manner intended to minimise the liquidity risk involved.

 

Interest rate risk

A significant share of the Company's assets is comprised of cash held at banks. As a result, the Company is subject to risk due to fluctuations in the prevailing level of market interest rates. However, income earned from bank interest is not considered material to the Company's performance or financial position.

 

Fair values of financial instruments

At 31 December 2012 the carrying amounts of cash resources, trade and other receivables, and trade and other payables approximate fair value due to their short-term maturities.

Foreign currency risk

The Company is exposed to foreign currency risk on fluctuations related to financial assets and liabilities that are denominated in a number of currencies.

 

 

GBP equivalents as at 31 December 2012

 

 

Investments

Trade &

other receivables

 

Cash at bank

 

Total by currency

£

£

£

£

GBP

705,687

9,039

101,241

815,967

USD

2,034,349

-

-

2,034,349

EUR

32,190

-

-

32,190

DKK

50,786

-

-

50,786

ILS

-

-

-

-

JPY

140,762

-

-

140,762

SEK

67,361

-

-

67,361

───────

───────

───────

───────

3,031,135

9,039

101,241

3,141,415

 

GBP equivalents as at 31 December 2011

 

 

Investments

Trade &

other receivables

 

Cash at bank

 

Total by currency

£

£

£

£

GBP

532,053

19,144

1,015,176

1,566,373

USD

1,232,055

-

1,042

1,233,097

EUR

-

-

-

-

DKK

-

-

-

-

ILS

44,938

-

-

44,938

JPY

-

-

-

-

SEK

-

-

-

-

───────

───────

───────

───────

1,809,046

19,144

1,016,218

2,844,408

 

GBP equivalents as at 30 June 2012

 

 

Investments

Trade &

other receivables

 

Cash at bank

 

Total by currency

£

£

£

£

GBP

424,240

9,580

120,905

554,725

USD

2,016,875

-

108,089

2,124,964

CAD

30,057

-

30,057

CHF

160,387

-

4,411

164,798

DKK

73,848

-

1,529

75,377

JPY

140,607

-

2,457

143,064

ILS

-

-

-

-

SEK

63,169

-

-

63,169

───────

───────

───────

───────

2,909,183

9,580

237,391

3,156,154

 

The following significant exchange rate applied during the period:

 

Average rate

for active period

 

Period end rate

USD/GBP

USD/GBP

31/12/2012

1.5988

1.6168

31/12/2011

1.6012

1.5428

30/06/2012

1.5909

1.5617

 

Sensitivity analysis

A 5% per cent. strengthening of Sterling against the US Dollar at period end would have decreased equity and profit for the period by the amounts shown below. The analysis assumes that all other variables, in particular interest rates, remain constant.

 

Equity

 

Profit or loss

 

31/12/2012

(£96,424)

(£96,424)

31/12/2011

(£86,103)

(£86,103)

30/06/2012

(£138,558)

(£138,558)

 

A 5% percent weakening of Sterling against the US Dollar at period end would have increased equity and profit for the period by the amounts shown below. The analysis assumes that all other variables, in particular interest rates, remain constant.

 

Equity

Profit or loss

USD

USD

USD

£101,307

£101,307

 

 

Fair value hierarchy measurement at 31 December 2012

Investments in securities at fair value

 

 

 

 

 

Total

Quoted prices

In active markets

for identical

assets

(level 1)

 

Significant other

observable

inputs

(level 2)

 

Significant

unobservable

Inputs

(level 3)

Investments

Quoted

2,709,427

2,709,427

-

-

Unquoted

321,708

-

-

321,708

───────

───────

───────

───────

3,031,135

2,709,427

-

321,708

 

Fair value hierarchy measurement at 31 December 2011

Investments in securities at fair value

 

 

 

 

 

 

Total

Quoted prices

In active markets

for identical

assets

(level 1)

 

Significant other

observable

inputs

(level 2)

 

Significant

unobservable

Inputs

(level 3)

Investments

Quoted

1,809,046

1,809,046

-

-

Unquoted

-

-

-

-

───────

───────

───────

───────

1,809,046

1,809,046

-

-

 

Fair value hierarchy measurement at 30 June 2012

Investments in securities at fair value

 

 

 

 

 

 

 

 

Total

Quoted prices

In active markets

for identical

assets

(level 1)

 

Significant other

observable

inputs

(level 2)

 

Significant

unobservable

Inputs

(level 3)

Investments

Quoted

2,802,587

2,802,587

-

-

Unquoted

42,563

-

-

42,563

───────

───────

───────

───────

2,845,150

2,802,587

-

42,563

 

There have been no disposals of investments classified as level 3 during the period.

 

 

9 Trade and other payables

31/12/2012

31/12/2011

30/06/2012

£

(unaudited)

£

(unaudited)

£

(audited)

Provision for audit fee

7,200

-

14,400

Other

-

-

17,500

───────

───────

───────

7,200

-

31,900

10 Share warrants

 

At the date of admission to AIM, the Company issued 30,000,000 non-transferable warrants, entitling the holder to subscribe for one new ordinary share for every placing share, and which will not be admitted to trading on AIM. The warrants may be exercised for 12.5 pence at any time within two years of the date of issue. The warrant exercise is either at the option of the holder or at the option of the Company, in the event that the closing price of the ordinary shares is more than 20 pence for five consecutive trading days. In considering the share subscription price, the lack of historic share price performance data, and the price and conditions attaching to exercise, the Directors deem the warrants to have no separate value from the shares issued on the Company's admission to AIM.

 

The total number of share warrants in issue at listing is set out below:

 

 

 

Recipients

 

 

Grant

Date

 

Term in

Years

 

Exercise

Price

 

 

Issued

Fair value of warrants at issue

Placing subscribers

9 September 2011

2

£0.125

30,000,000

-

 

11 Basic and diluted earnings per share

 

The calculation of basic earnings per share of the Company is based on the profit for the period of £9,866 and the weighted average number of shares of 33,000,000 in issue during the period.

 

Diluted earnings per share are calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion of all dilutive potential ordinary shares such as warrants and options. There is no dilutive effect at 31 December 2012 because the warrants are not able to be exercised until a market-based criterion is satisfied. This criterion had not been satisfied at period end.

 

12 Commitments and contingent liabilities

 

There are no known commitments or contingent liabilities as at the period end.

 

13 Events after the reporting date

 

There have been no material events since the reporting date that require disclosure in the interim financial statements.

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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