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1st Quarter Results

31 Oct 2013 10:37

RNS Number : 8644R
CIC Capital Ltd
31 October 2013
 

Interim Report

 

CIC CAPITAL LIMITED

("CICC" or the "COMPANY")

Interim report for the 3 months ended 30 April 2013

 

CIC Capital Ltd. (AIM: CICC:), the consulting and advisory firm operating primarily in the mining and energy infrastructure sectors, is pleased to announce its interim results for the three months ended 30 April 2013.

 

CIC CAPITAL LTD.

 

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

For the Three Months Ended April 30, 2013

(In Canadian Dollars CAD$)

 

Three months ended

April 30, 2013

Unaudited

Three months ended

April 30, 2012

Unaudited

(restated)

Year ended January 31, 2013

Unaudited (restated)

 

Revenue

 

Consulting & advisory services

3,258,242

251,636

15,143,814

 

 

Administrative costs

605,957

174,691

1,407,155

 

 

Operating profit

2,652,285

76,945

13,736,659

 

 

Gain on investments at fair value through profit or loss

-

-

36,657,759

 

Profit before taxation

2,652,285

76,945

50,394,418

 

 

Income tax

189,054

-

11,006,281

 

 

Net Profit for the period

2,463,231

76,945

39,388,137

 

 

Other Comprehensive Income

 

 

Exchange differences on translation of foreign operation

(54,300)

230,909

(10,743)

 

Other comprehensive income for the period, net of tax

(54,300)

 

230,909

(10,743)

 

 

Total Comprehensive Income attributable to the shareholders

2,408,931

307,854

39,377,394

 

 

Basic earnings per share

0.0129

0.0005

0.2582

 

Diluted earnings per share

0.0084

0.0004

0.1626

 

 

Weighted average number of shares outstanding

186,444,427

152,451,777

152,544,908

 

 

 

CIC CAPITAL LTD.

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

For the Three Months Ended April 30, 2013

 (In Canadian Dollars CAD$)

 

As at April 30, 2013

Unaudited 

As at April 30, 2012

Unaudited 

As at January 31, 2013

Unaudited (restated)

ASSETS

Non-current assets

Investments

44,865,154

-

41,650,194

44,865,154

-

41,650,194

Current assets

Cash

12,285

198,015

91,510

Trade and other receivables

10,247,138

29,434

11,292,546

Available for sale financial assets

4,425

2,652

4,425

Prepaid expenses and deposits

50,863

95,849

-

 TOTAL ASSETS

55,179,865

325,950

53,038,675

LIABILITIES & SHAREHOLDERS' EQUITY

Current liabilities

Accounts payable & accrued liabilities

1,463,186

1,713,621

1,961,889

Income taxes payable

11,301,238

102,788

11,109,847

Due to related parties

39,572

1,058,821

505,087

12,803,996

2,875,230

13,576,823

Share capital

27,212,396

24,592,434

26,707,310

Contributed surplus

5,485,207

4,646,153

5,485,207

32,697,603

29,238,587

32,192,517

Accumulated deficit

9,587,398

(32,174,686)

7,124,167

Foreign currency translation reserve

89,286

385,237

143,586

Other reserve

 

1,582

1,582

1,582

9,678,266

(31,787,867)

7,269,335

 TOTAL EQUITY & LIABILTIES

55,179,865

325,950

53,038,675

 

 

CIC CAPITAL LTD.

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

For the Three Months Ended April 30, 2013

 (In Canadian Dollars CAD$)

 

 

 

 

Share

Capital

Contributed Surplus

AccumulatedDeficit

Foreign Currency Translation Reserve

 Other Reserve

Balance, January 31, 2012

Attributable to equity shareholders

of the parent

24,592,434

4,646,153

(32,251,631)

154,328

1,582

Net profit for the period

-

-

39,388,137

-

-

Other comprehensive income:

Foreign exchange translation

-

-

-

(10,742)

-

Total Comprehensive Income

-

-

39,388,137

(10,742)

-

Transaction with equity shareholders

Of the parent:

Share issue net of transaction costs

2,102,537

-

-

-

-

Share transfer proceeds received

-

839,054

-

-

-

Dividend and issue of B shares

12,339

-

(12,339)

-

-

Balance, January 31, 2013, attributable to equity shareholders of the parent (restated)

26,707,310

5,485,207

7,124,167

143,586

1,582

 Net profit for the period

-

-

2,463,231

-

-

Other comprehensive income:

Foreign exchange translation

-

-

-

(54,300)

-

Total Comprehensive Income

-

-

2,463,231

(54,300)

1,582

Transaction with equity shareholders

Of the parent:

Dividend and issue of B shares

505,086

-

-

-

-

Balance, April 30, 2013

Attributable to equity shareholders of

the parent

27,212,396

5,485,207

9,587,398

89,286

1,582

 

 

Other reserves includes the unrealised movements on available for sale financial assets.

 

---

CIC CAPITAL LTD.

CONSOLIDATED STATEMENTS OF CASH FLOWS

For the Three Months Ended April 30, 2013

 (In Canadian Dollars)

 

 

Three months ended April 30, 2013

Three months ended April 30 2012

Year ended

 January 31, 2013

Operating Activities

 Operating profit

2,652,285

76,945

11,894,818

Items not affecting cash:

Income received in shares not cash

(3,214,960)

-

(4,996,860)

 Depreciation

-

-

-

(562,675)

 

76,945

6,897,958

Changes in operating assets and liabilities:

 Account receivables

1,045,408

 

(9,027)

(11,222,400)

 Prepaid expenses

(50,863)

(4,054)

42,054

 Accounts payable and accrued liabilities

(496.367)

(86,377)

1,718,067

 Cash used in operating activities

 

(64,497)

(22,154)

(2,564,321)

 Financing activities

Proceeds from share issuance

-

-

2,102,541

Proceeds from shares to be issued

-

-

287,555

Proceeds from share transfer

-

-

839,055

Increase in amounts due to related parties

39,572

(18,032)

(571,767)

 Cash provided by financing activities

39,572

(18,032)

2,657,384

 

 

 

 

Effects of exchange rate change in cash

(54,300)

230,954

(9,161)

 Decrease / (increase) in cash during the period

(79,225)

190,406

83,902

 Cash, beginning of the period

91,510

7,608

7,608

 Cash, end of the period

12,285

 198,014

91,510

 

 

 

 

 

 

1. General information

 

CIC Capital is a public company incorporated on June 20, 2003 under the Canada Business Corporations Act and quoted on the AIM market of the London Stock Exchange. The Company subsequently de-listed its shares from trading on the Canadian CNSX as of June 24, 2011 but remains a reporting issuer in Canada.

 

The Company is a consulting and advisory company, operating primarily in the mining and energy infrastructure sectors. The Company seeks to provide consulting and advisory services to entities operating at various stages of resource development, and the exclusive right to control the public listing process of any client company if the client company is an unlisted company. The Company principally seek equity interests in client companies in return for its services.

 

This financial information has been prepared in accordance with IAS 34 "Interim financial reporting" by the International Accounting Standards Board ("IASB").

 

The standards have been applied consistently. The non-statutory financial statements for the year ended January 31 2013, which are available from the Company's website, were prepared under IFRS and IFRIC interpretations as adopted by the EU and IASB. The auditors reported on those accounts and their Audit Report was unqualified with an emphasis of matter. For the year to January 31 2014, the financial statements will be prepared under IFRS as prescribed by the IASB, and not as adopted by the EU. There is no significant impact of this change to the audited January 21 2013 accounts.

 

This Interim Report is unaudited, does not constitute statutory financial statements and has not been reviewed by the Company's auditors. The Interim Report for the three months ended April 30, 2013 was approved by the Directors on October 30, 2013.

 

The directors consider the going concern basis to be appropriate based on cash flow forecasts and projections and current levels of commitments, cash and cash equivalents.

 

The comparative period presented is that of the three months ended April 30, 2012. The directors are of the opinion that due to the nature of the group's activities and the events during that period these are the most appropriate comparatives for the current period. The interim financial information is presented in Canadian Dollars (CAD$), unless otherwise stated.

 

 

2. Significant Accounting Policies

The interim financial information for the three months ended April 30, 2013 has been prepared on the basis of the accounting policies set out in the most recently published financial statements for the group for the year ended January 31 2013 which are available on the Company's website www.ciccapital.com

 

The group had the following significant accounting policies as at 31 January 2013:

 

Revenue recognition

 

Revenue comprises the fair value of the consideration received or receivable for the sale of goods and services in the ordinary course of the group's activities. Revenue is shown net of value added tax, returns, rebates and discounts and after eliminating sales within the group.

 

The group recognises revenue when the amount of revenue can be reliably measured, it is probable that future economic benefits will flow to the entity and when specific criteria have been met. The group bases its estimates on historical results, taking into consideration the type of customer, the type of transaction and the specifics of each arrangement.

 

Investments / Non-current assets

 

Non-current assets classified as available for sale are measured at the lower of their carrying amount and fair value less costs to sell. Fair value is the underlying principle and is defined as "the price that would be received to sell an asset in an orderly transaction between market participants at the measurements date", in the guidelines issued by the International Private Equity and Venture Capital valuation board. Fair value is therefore an estimate and, as such, determining fair value requires the use of judgement. The majority of the group's assets are unquoted investments. These are valued with reference to recent reported relevant transactions.

 

Available for sale investments - valuation

 

The group reviews the fair value of its unquoted equity instruments at each statement of financial position date. This requires management to make an estimate of the fair value of the unquoted securities in the absence of an active market. Uncertainty also exists due to the early stage of development of certain of the investments.

 

Fair value is the amount for which an asset could be exchanged, or a liability settled, between knowledgeable, willing parties in an arm's length transaction on the measurement date.

 

When available, the group measures the fair value of an investment using quoted prices in an active market for that investment. A market is regarded as active if the quoted prices are readily and regularly available and represent actual and regularly occurring market transactions on arm's length basis.

 

If a market for a financial instrument is not active, then the group establishes fair value using a valuation technique. Valuation techniques include using recent arm's lengths transactions between knowledgeable, willing parties (if available), reference to the current fair value of other instruments that are substantially the same, discounted cash flow analyses and option pricing models. The chosen valuation technique makes maximum use of the market inputs, relies as little as possible on estimates specific to the group, incorporates all factors that market participants would consider in setting a price, and is consistent with accepted economic methodologies for pricing financial instruments. Inputs to valuation techniques reasonably represent market expectations and measures of the risk-return factors inherent in the financial instrument. The group calibrates valuations techniques and tests them for validity using prices from observable current market transactions in the same instrument or based on other available observable market data.

 

The best evidence of the fair value of a financial instrument at initial recognition is the transaction price, i.e the fair value of the consideration given or received, unless the fair value of that instrument is evidenced by comparison with other observable current market transactions in the same instrument (ie without modification or repackaging) or based on a valuation technique whose variables include only data from observable markets. When transaction price provides the best evidence of fair value at initial recognition, the financial instrument is initially measured at the transaction price and any difference between this price and the value initially obtained from the valuation model is subsequently recognized in other comprehensive income on an appropriate basis over the life of the instrument but not later than when the valuation is supported wholly by observable market data or the transaction is closed out.

 

Recoverability of trade receivables

 

Included within trade receivables of CAD$10,247,138 (2012: nil) are amounts in respect of the sales of equities. The directors have reviewed the likelihood of recovery of these receivables, as well as obtaining certain confirmations from these companies, and consider that these balances are recoverable and no provision is required.

 

Going concern

 

The non-statutory financial statements have been prepared on the assumption that the group will continue as a going concern. Under the going concern assumption, an entity is ordinarily viewed as continuing in business for the foreseeable future with neither the intention nor the necessity of liquidation, ceasing trading or seeking protection from creditors pursuant to laws or regulations. In assessing whether the going concern assumption is appropriate, management takes into account all available information for the foreseeable future, in particular for the twelve months from the date of approval of the non-statutory financial statements.

 

Although the current ongoing economic conditions create uncertainty, the group's forecasts and projections, taking account of reasonable possible changes in trading performance, together with mitigation actions that are within management's control show that the group is expected to be able to operate within the level of its available resources.

 

The directors are carefully monitoring cash resources across the group and have instigated a number of initiatives to ensure funding will be available for future operations and to reduce debt. Significant working capital has been raised and used to reduce debt.

 

In undertaking this assessment, the directors have reviewed the underlying ongoing costs of the group undertaking its business and generating ongoing income (and cash) to cover these. The directors have also considered the recovery of a discrete number of key trade receivables, and based on confirmations received from these companies, the directors expect to recover these trade receivables by December 2013.

 

Additionally, Stuart Bromley has continued to provide his ongoing support for at least 12 months from the date of approval of these non-statutory financial statements.

 

Following the review of ongoing performance and cash flows, the directors have a reasonable expectation that the group has adequate resources to continue operational existence for the foreseeable future, subject to the sale of these equity interests. For this reason they continue to adopt the going concern basis in preparing these non-statutory financial statements.

 

 

Changes in accounting standards

 

IFRS 10, 11 and 12 are effective for the year ended 31 January 2014, therefore these standards have been adopted as part of the preparation of the results for the period ended 31 July 2013. The principal changes as a result of these standards arise from IFRS 10, as well as "Investment Entities" (Amendments to IFRS 10, IFRS 12 and IAS 27).

 

Under IFRS 10, companies are able to consider whether they are classed as an investment entity. An investment entity is an entity that:

 

(a) obtains funds from one or more investors for the purpose of providing those investor(s) with investment management services;

 

(b) commits to its investor(s) that its business purpose is to invest funds solely for returns from capital appreciation, investment income, or both; and

 

(c) measures and evaluates the performance of substantially all of its investments on a fair value basis.

 

In assessing whether a company meets the definition of an investment entity, the following characteristics must be considered:

 

(a) it has more than one investment;

 

(b) it has more than one investor;

 

(c) it has investors that are not related parties of the entity; and

 

(d) it has ownership interests in the form of equity or similar interests.

 

The directors have considered the definition of an investment entity in IFRS 10 as well as the associated application guidance. The stated activity of the Company is to achieve capital appreciation by gaining securities of private and public companies. The directors considered that CIC Capital met the definition of an investment entity on the following basis:

 

1) It has more than one investment

 

2) It has more than one investor

 

3) The investors in CIC are not related parties of CIC

 

4) The ownership interests in the investments are in the form of equity

 

Investments held by designated investment entity are measured at fair value through profit or loss in accordance with IAS 39 "Financial Instruments: Recognition and Measurement". This represents a change in accounting policy for the group and requires the previous audited period to restated.

 

The impact of this change on the consolidated statement and statement of financial position for the year ended 31 January 2013 is detailed below:

 

Consolidated statement of comprehensive income

Year ended 31 January 2013 (as per previous accounting policy)

Year ended 31 January 2013 (as per new accounting policy

Adjustment

CAD$

CAD$

CAD$

Revenue

15,143,814

15,143,814

-

Administrative costs

1,407,155

1,407,155

-

Operating profit

13,736,659

13,736,659

-

Gain on investments at fair value through profit or loss

-

36,657,759

36,657,759

 

Profit before taxation

13,736,659

50,394,418

36,657,759

Income tax

1,841,841

11,006,281

9,164,440

Net profit for the year

11,894,818

39,388,137

27,493,319

Other comprehensive income

Changes in fair value of available for sale investments (net of tax)

27,493,319

-

(27,493,319)

Exchange loss on translation of foreign operation

(10,743)

(10,743)

-

Other comprehensive income for the year, net of tax

27,482,576

(10,743)

(27,493,319)

Total comprehensive income attributable to the shareholders

39,377,394

39,377,394

--

Basic EPS (CAD$)

0.078

0.258

0.180

Diluted EPS (CAD$)

0.049

0.163

0.114

 

Statement of Financial Position - Consolidated

Year ended 31 January 2013 (as per previous accounting policy)

Year ended 31 January 2013 (as per new accounting policy

Adjustment

CAD$

CAD$

CAD$

Non-current assets

Available for sale financial assets

41,650,194

-

(41,650,194)

Investments

-

41,650,194

41,650,194

Current assets

Trade and other receivables

11,292,546

11,292,546

-

Available for sale financial assets

4,425

4,425

-

Cash

91,540

91,540

-

11,388,481

11,388,481

-

Total assets

53,038,675

53,038,675

-

Liabilities: amounts due within one year

Accounts payable and accrued liabilities

1,961,889

1,961,890

-

Income taxes payable

1,945,407

11,109,847

9,164,440

Due to related parties

505,087

505,087

-

4,412,383

13,576,824

9,164,440

Non-current liabilities

Deferred tax liabilities

9,164,440

-

(9,164,440)

 

Equity and reserves

Share Capital

26,707,310

26,707,310

Contributed surplus

5,485,207

5,485,207

Accumulated deficit

(20,369,152)

7,124,167

27,493,319

Foreign currency translation reserve

143,586

143,586

Other reserve

27,494,901

1,582

(27,493,319)

 

 

 

Total equity and liabilities

53,038,675

53,038,675

-

 

There was no impact of the change in accounting policies on the Consolidated Statement of Cash Flows for the year ended 31 January 2013. There was also no impact of the change in accounting policies on the unaudited interim financial information for the six months period to 30 April 2012, or the audited financial statements for the year to 31 January 2012.

As the Company does not hold any entities that are classified as joint arrangements, there has been no impact in the application of IFRS 11.

  Significant accounting judgments, estimates and assumptions

For equity interests held by the Company or options to acquire equity interests in non-public companies, these are classified as Investments and the valuation of these interests is not recorded unless equity has been sold pre-IPO to non-related investors or parties. Actual sales of any equity in these companies is recorded.

 

Paragraph 27A of IFRS 7 states that the level within the fair value hierarchy at which an investment measured at fair value is categorised, is determined on the basis of the lowest level input that is significant to the measurement of fair value in its entirety. The Company therefore values shares in entities in which it hold equity at the pre-IPO price established by arms-length investors (Level 3 in the established Fair Value hierarchy).

 

Enquiries

CIC Capital Ltd

Stuart J Bromley

Tel: +86 136 0113 1912

 

Nominated Adviser

Cairn Financial Advisers LLP

Tony Rawlinson

Tel: +44 (0)207 148 7900

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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12
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12

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