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22 Jun 2015 08:14
Armstrong Ventures plc
("Armstrong" or the "Company")
Final Results for the year ended 31 December 2014
Armstrong Ventures plc (the "Company" or "Armstrong") is pleased to announce its final results for the year ended 31 December 2014.
During the year under review the Company operated as an Investing Company reviewing investment opportunities in line with the Company's strategy and as such did not have any operating business. The Company recorded a loss of £184,079 and a loss per share of 0.008p. This compares to a corresponding loss last year of £262,406 and a loss per share of 0.012p.
As I have previously reported, the general market conditions for small AIM listed companies focusing on the resources and energy sectors has been extremely challenging. The Board has looked at a number of possible acquisitions for the Company, but none were suitable to be tabled for the consideration of the Shareholders. A greater proportion of the possible transactions that we looked at required funds to be raised as part of the acquisition and there has not been market support for such fund raisings in our focused sector. The outlook for market conditions in the resources and energy sectors continues to be challenging and we do not see any improvement in the near term horizon.
In October 2014 the Company through its brokers, Peterhouse Corporate Finance Limited raised £330,000 through the placing of 1,571,428,569 ordinary shares (the "Placing Shares") at a price of 0.021 pence per share (the "Placing"). The Directors intend to use the net proceeds of the Placing for investment and general working capital purposes. Following admission, the Placing Shares now represent, in aggregate, approximately 42.7 per cent. of the Company's enlarged issued ordinary share capital. The total issued ordinary share capital of the Company now comprises 3,672,534,360 ordinary shares. The Placing Shares are fully paid and rank pari passu in all respects with the Company's existing ordinary shares.
We also welcomed Peter Redmond to the Board of the Company as Executive Director, effective from October 2014. Peter is an experienced natural resource investor and corporate financier with over 30 years' experience in the SME investment market. He has gained particular experience in the field of reverse takeovers and mergers. Over many years he has acted on and assisted a wide range of companies to attain a listing, whether by IPO or reversals, across a wide range of sectors, ranging from technology through financial services to natural resources and, in recent years, has done so as a director of the companies concerned. He has reconstructed a number of AIM companies, which have subsequently acquired or established operating businesses.
INVESTING POLICY
As stated on our website, the Company's investing policy is:
The Company's Investing Policy will be to invest principally, but not exclusively in the resources and energy sectors. The Company will initially focus on projects located in Asia but will also consider investments in other geographical regions. The Company may be either an active investor and acquire control of a single company or it may acquire non-controlling shareholdings. Once a target has been identified, additional funds may need to be raised by the Company to complete a transaction.
The proposed investments to be made by the Company may be in either quoted or unquoted securities; made by direct acquisition; may be in companies, partnerships, joint ventures; or direct interests in projects and can be at any stage of development. The Company's equity interest in a proposed investment may range from a minority position to 100 per cent. Ownership.
The Company will identify and assess potential investment targets and where it believes further investigation is required, intends to appoint appropriately qualified advisers to assist.
Where this is the case, it is intended to mitigate risk by undertaking an appropriate due diligence process. Any transaction constituting a reverse takeover under the AIM Rules will require shareholder approval. The possibility of building a broader portfolio of investment assets has not, however, been excluded.
OUTLOOK
As I have indicated before the operating environment for small investing companies such as ours continues to be challenging but we remain hopeful for the future.
Haresh Kanabar
Chairman
INCOME STATEMENT AND STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 December 2014
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| 2014 | 2013 |
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|
|
|
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| £ | £ |
Continuing operations: |
|
|
|
Administrative expenses |
| (184,079) | (159,533) |
OPERATING LOSS |
| (184,079) | (159,533) |
Other gains and losses |
| - | (102,873) |
LOSS FOR THE YEAR BEFORE TAXATION |
| (184,079) | (262,406) |
Taxation |
| - | - |
NET LOSS AND TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
| (184,079) | (262,406) |
LOSS PER SHARE - basic and diluted from continuing operations |
| (0.008)p | (0.012)p |
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 December 2014
|
| Share capital | Share premium | Share option reserve | Retained losses | Total equity | |||
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| £ | £ | £ | £ | £ | |||
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|
|
|
|
|
| |||
| BALANCE AT 1 JANUARY 2013 | 818,360 | 4,262,258 | - | (4,432,408) | 648,210 | |||
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|
|
| |||
| Loss for the year and total comprehensive loss for the year | - | - | - | (262,406) | (262,406) | |||
| BALANCE AT 31 DECEMBER 2013 | 818,360 | 4,262,258 | - | (4,694,814) | 385,804 | |||
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| |||
| Loss for the year and total comprehensive loss for the year | - | - | - | (184,079) | (184,079) | |||
| Share issue | 157,143 | 172,857 | - | - | 330,000 | |||
| Share issue costs | - | (9,915) | - | - | (9,915) | |||
| Grant of share options | - | - | 30,550 | - | 30,550 | |||
| BALANCE AT 31 December 2014 | 975,503 | 4,425,200 | 30,550 | (4,878,893) | 552,360 | |||
STATEMENT OF FINANCIAL POSITION FOR THE YEAR ENDED 31 December 2014
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| 2014 | 2013 |
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| £ | £ |
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NON-CURRENT ASSETS |
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Available for sale investments |
| - | - |
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| - | - |
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CURRENT ASSETS |
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Trade and other receivables |
| 19,315 | 2,369 |
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Cash and cash equivalents |
| 564,759 | 413,349 |
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|
| 584,074 | 415,718 |
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TOTAL ASSETS |
| 584,074 | 415,718 |
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CURRENT LIABILITIES |
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Trade and other payables |
| 31,714 | 29,914 |
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|
| 31,714 | 29,914 |
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NET ASSETS |
| 552,360 | 385,804 |
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EQUITY |
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Share capital |
| 975,503 | 818,360 |
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Share premium account |
| 4,425,200 | 4,262,258 |
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Share option reserve |
| 30,550 | - |
| |||||
Retained earnings |
| (4,878,893) | (4,694,814) |
| |||||
TOTAL EQUITY |
| 552,360 | 385,804 |
| |||||
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 December 2014
|
| 2014 | 2013 | |||
|
| £ | £ | |||
CASH FLOWS FROM OPERATING ACTIVITIES |
|
|
| |||
Loss before taxation |
| (184,079) | (262,406) | |||
Adjustments for: |
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| |||
Share based payment charge |
| 30,550 | - | |||
Provision against loans and receivables |
| - | 52,973 | |||
Impairment of investment |
| - | 49,900 | |||
Operating cashflow before working capital changes |
| (153,529) | (159,533) | |||
(Increase)/decrease in trade and other receivables |
| (16,946) | 73,237 | |||
Increase/(decrease) in trade and other payables |
| 1,800 | (1,306) | |||
Net cash outflow from operating activities |
| (168,675) | (87,602) | |||
CASH FLOWS FROM FINANCING ACTIVITIES |
|
|
| |||
Issue of shares |
| 330,000 | - | |||
Share issue costs |
| (9,915) | - | |||
Net cash inflow from financing activities |
| 320,085 | - | |||
NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS |
| 151,410 | (87,602) | |||
Cash and cash equivalents brought forward |
| 413,349 | 500,951 | |||
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CASH AND CASH EQUIVALENTS CARRIED FORWARD |
| 564,759 | 413,349 | |||
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1 |
NOTES TO THE FINANCIAL STATEMENTS BASIS OF PREPARATION |
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| The financial information contained in this document does not constitute statutory financial statements within the meaning of section 434 of the Companies Act 2006. The figures for the year ended 31 December 2013 have been extracted from the audited statutory financial statements. The financial statements for the year ended 31 December 2012 received an unqualified auditors' report. |
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2 | EARNINGS PER SHARE | ||
| The basic earnings per share is based on the profit/(loss) for the year divided by the weighted average number of shares in issue during the year. The weighted average number of ordinary shares for the year ended 31 December 2014 assumes that all shares have been included in the computation based on the weighted average number of days since issue. | ||
|
| 2014 | 2013 |
|
| £ | £ |
| Loss attributable to equity holders of the Company: |
|
|
| Continuing and total operations | (184,079) | (262,406) |
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| No of shares | No of shares |
| Weighted average number of ordinary shares in issue for basic and fully diluted earnings | 2,398,170,370 | 2,101,105,791 |
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| Pence per share | Pence per share |
| LOSS PER SHARE |
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| BASIC AND DILUTED: |
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|
| - Continuing and total operations | (0.008)p | (0.012)p |
3 | POST YEAR END EVENTS |
| There have been no material events since the reporting date. |
4 | DISTRIBUTION OF ANNUAL REPORT |
| A copy of the Annual Report and Financial Statements will be sent to all shareholders shortly. Further copies will be available from the Company's registered address at Suite 9 Citibase Imperial House, St Nicholas Circle, Leicester, Leicestershire, LE1 4LF and from the Company's website, www.armstrongventures.com. |
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