DMTR.L Regulatory News (DMTR)

25 Oct 2007 07:01

Kanyon PLC25 October 2007 25 October 2007 KANYON PLC Unaudited Interim Accounts for the six months ended 31 July 2007 CHAIRMAN'S STATEMENT I am pleased to present the interim report of Kanyon Plc ("Kanyon") for the sixmonths ended 31 July 2007 together with comparatives for the first auditedaccounting period from 13 June 2006 to 31 January 2007. Kanyon acquired the entire issued share capital of Solar Labs Plc ("Solar Labs")on 3 May 2007. Solar Labs is currently a start up business with the objective ofbecoming a leading developer and provider of technology solutions to the solarenergy industries and may use a combination of research collaborations, organicdevelopment and acquisitions to develop a portfolio of intellectual propertyrights within solar energy. Group profits before tax for the six months were £22,000 compared to a loss of£2,000 for the period to 31 January 2007. Total equity shareholders funds at theperiod end amounted to £7.74 million including cash balances of £3.91million,compared with shareholders funds of £3.38 million at 31 January 2007. The total consideration payable for Solar Labs was approximately £3.4 millionsatisfied by the issue of new Ordinary Shares with a value of £3.3million andthe cash settlement of related acquisition costs amounting to £0.1million. On completion of the acquisition, I joined the Board as Non - executiveChairman, Alan Aubrey joined as a Non-executive Director and Matthew Sutcliffechanged his role from Non-executive Chairman to that of Non-executive Director. Following completion of the acquisition of Solar Labs, your Directors intend tocontinue to identify opportunities they believe fulfill the Company's originalinvesting objectives but the focus will now be in the field of technologysolutions to the solar energy industries which are complementary to theCompany's enlarged business. As part of this process, the Company will leverageyour directors' considerable experience in the development of collaborationswith academic research intuitions to commercialise intellectual property. I remain confident that Kanyon will make considerable further progress in itsdevelopment during the remainder of the year. David NorwoodNon-Executive Chairman KANYON PLC CONDENSED CONSOLIDATED INCOME STATEMENTFor the six months ended 31 July 2007 Notes Six months to Period to 31 July 2007 31 January 2007 (Un-audited) (Audited) £'000 £'000 Administrative expenses (52) (68) OPERATING LOSS (52) (68) Interest receivable 98 50 PROFIT/(LOSS) BERORE TAX 30 (2) Taxation 4 (8) - PROFIT/(LOSS) FOR THE PERIOD 22 (2) EARNINGS PER SHARE 3 0.00p 0.00pBasic and Diluted The profit for the period arises from the Group's continuing operations andincludes contributions from subsidiaries acquired in the period as set out innote 8 of the financial statements. Comparative figures comprise the period from incorporation on 13 June 2006 to 31January 2007. CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITYFor the period six months ended 31 July 2007 Share Share Revenue Reserve Total Capital Premium £'000 Equity £'000 £'000 £'000 At 13 June 2006 - - - -Issue of shares 450 3,150 - 3,600Expenses of issue of shares - (213) - (213)Loss for the year - - (2) (2)At 31 January 2007 450 2,937 (2) 3,385 Issue of shares 434 3,904 - 4,338 Profit for the year - - 22 22 At 31 July 2007 884 6,841 20 7,745 KANYON PLC CONDENSED CONSOLIDATED BALANCE SHEETAt 31 July 2007 Notes 31 July 2007 31 Jan 2007 (Unaudited) (Audited) £'000 £'000ASSETSNon-current assetsGoodwill 7 3,846 - Current assetsTrade and other receivables 23 21Cash and cash equivalents 3,908 3,381Total current assets 3,931 3,402 TOTAL ASSETS 7,777 3,402 LIABILITIESCurrent LiabilitiesTrade and other payables (24) (17)Tax liabilities (8) - TOTAL LIABILITIES (32) (17) NET ASSETS 7,745 3,385 EQUITYIssued capital 5 884 450Share premium 6 6,841 2,937Revenue reserve 20 (2) TOTAL EQUITY SHAREHOLDERS' FUNDS 7,745 3,385 Approved by the Board and authorised for issue on 25 October 2007. D R Norwood M A BrethertonNon - Executive Chairman Executive Director KANYON PLC CONDENSED CONSOLIDATED CASH FLOW STATEMENTFor the six months ended 31 July 2007 31 July 2007 31 Jan 2007 (Unaudited) (Audited) £'000 £'000OPERATING ACTIVITIESOperating loss (68) (52)(Increase) in trade and other receivables - (7)Increase in trade and other payables 7 17 Net cash outflow from operations (61) (42) INVESTING ACTIVITIESAcquisition of subsidiaries (see note 8) (95) -Cash and bank in subsidiaries at acquisition (see note 8) 585 - Net cash inflow from investing activities 490 - FINANCING ACTIVITIESProceeds from issue of share capital - 3,600Expenses of issue of share capital - (213)Interest received 98 36 Net cash inflow from financing activities 98 3,423 INCREASE IN CASH AND CASH EQUIVALENTS 527 3,381 Cash and cash equivalents at the beginning of period 3,381 - CASH AND CASH EQUIVALENTS AT THE END OF PERIOD 3,908 3,381 Comparative figures comprise the period from incorporation on 13 June 2006 to 31 January 2007. KANYON PLC NOTES TO THE INTERIM FINANCIAL STATEMENTS 1) BASIS OF PREPARATION The interim financial statements of Kanyon Plc are unaudited condensedconsolidated financial statements for the six months ended 31 July 2007. Theseinclude audited comparatives for the period from incorporation on 13 June 2006to 31 January 2007. 2) SIGNIFICANT ACCOUNTING POLICIES The condensed consolidated financial statements have been prepared under thehistoric cost convention and incorporate the financials of Kanyon Plc for theperiod and its subsidiary undertaking from the date of acquisition. The accounting policies adopted are consistent with those followed in thepreparation of the Group's annual financial statements for the period ended 31January 2007. The condensed interim consolidated financial statements do not constitutestatutory accounts. The statutory accounts for the period to 31 January 2007have been reported on by the Company's auditors and have been filed with theRegistrar of Companies. The report of the auditors was unqualified. 3) EARNINGS PER SHARE Earnings per share is based on the profit after tax for the period of £ 22,000attributable to equity holders of the parent divided by the weighted averagenumber of ordinary shares in issue during the period of 614,510,424 (period to31 January 2007: loss £ 2,000 divided by weighted average of 248,491,380shares). Fully diluted earnings per share are the same as basic earnings pershare. 4) TAXATION The accrued tax charge for the six month interim period is based on an estimatedeffective tax rate of 26.6% after allowance for partial utilisation of taxlosses brought forward. KANYON PLC NOTES TO THE INTERIM FINANCIAL STATEMENTS 5) SHARE CAPITAL Number £'000 Authorised ordinary share of 1p: At 13 June 2006, 31 January 2007 and 31 July 2007 1,000,000,000 1,000 Allotted, issued and fully paid ordinary shares of 1p: At 13 June 2006 - -Issue of ordinary shares 450,000,000 450 At 31 January 2007 450,000,000 450 Issue of ordinary shares 433,841,307 434 At 31 July 2007 883,841,307 884 On 28th March 2007 the Company allotted and issued 433,841,307 new ordinaryshares at a price of 1p in connection with the acquisition by the Company of theentire issued share capital of Solar Labs Plc resulting in a share premium of £3,904,572. 6) SHARE PREMIUM ACCOUNT 2007 £'000 At 13 June 2006 -Premium on issue of shares in the period 3,150Expenses (213) At 31st January 2007 2,937 Premium on issue of shares in the period 3,904 At 31st July 2007 6,841 KANYON PLC NOTES TO THE INTERIM FINANCIAL STATEMENTS 7) GOODWILL 2007 £'000 At 13 June 2006 and 31 January 2007 - Arising on acquisition of subsidiaries (see note 8) 3,846 At 31st July 2007 3,846 8) PURCHASE OF SUBSIDIARY UNDERTAKINGS On 3 May 2007 the Company acquired 100% of the issued share capital of SolarLabs Plc (Solar Labs) by issue of 433,841,307 new ordinary shares at 1 pence pershare for a value of £ 4,338,413 together with the settlement in cash of costsof £ 95,000. This acquisition has been accounted for by the purchase method ofaccounting as summarised below: Period ended 31 July 2007 Solar Labs £'000Net assets acquired (100%) Cash 585Trade and other receivables 8Trade and other payables (6) Net assets acquired 587Goodwill on acquisition 3,846Total Consideration 4,433Satisfied by:Issue of shares 4,338Cash 95Total 4,433 For the period between the date of acquisition 3 May 2007 and 31 July 2007,Solar Labs did not contribute any revenues to the consolidated income statementbut the profit before tax contribution amounted to £ 3,000. Solar Labs incurreda loss before tax of £ 35,000 for the period from its incorporation on 4 October2006 to the 2 May 2007. KANYON PLC NOTES TO THE INTERIM FINANCIAL STATEMENTS 9) RELATED PARTY TRANSACTIONS During the period group companies entered into the following transactions withOra Capital Partners Plc which as at 31 July 2007 holds 42.94% of the issuedshare capital of Kanyon Plc. Period to 31 July 2007 £'000 Management consultancy fees charged 7by Ora Capital Partners Plc in the period Directors' Interests Directors' interests in Ora Capital Partners Plc ("Ora"). The directors hadinvestments in Ora as follows as at 31 July 2007: Director % of issued share capital of Ora held David Norwood 4.25%Michael Bretherton 0.08%Byron Lloyd 0.07%Matthew Sutcliffe 0.14% David Norwood and Michael Bretherton are also Directors of Ora Capital PartnersPlc. 10. INTERIM FINANCIAL REPORT A copy of this interim report will be distributed to shareholders and is alsoavailable electronically on the Company's website at www.kanyonplc.com This information is provided by RNS The company news service from the London Stock Exchange