Last checked at 31 Jul 2018 07:00
Limitless Earth Plc - Final ResultsLimitless Earth Plc - Final Results
PR Newswire
London, July 30
30 July 2018
LIMITLESS EARTH PLC("Limitless" or the "Company")
Final Results for the year to 31 January 2018
The Company announces its final results for the year to 31 January 2018.
For further information, please contact:
Limitless Earth plc +44 (0) 7780 700 091Guido Contesso www.limitlessearthplc.com
Cairn Financial Advisers LLP +44 (0) 20 7213 0880Nominated Adviser www.cairnfin.comJo Turner/Tony Rawlinson
Peterhouse Corporate Finance Limited +44 (0) 20 7469 0930 Broker www.pcorpfin.comPeter Greensmith/Charles Goodfellow
Chairman’s Statement
Our focus is on identifying opportunities built on a strategy of demographic trend investing, where the changing patterns of consumer behaviour and population are key drivers of growth and to target investments which show the potential to generate returns through capital appreciation.
Within the broader field of demographic trend investing, the board is initially concentrating on cleantech, life sciences and technology as core sectors. The board is acutely aware of the importance of making the right investment in the right sector at the right time. Accordingly, the board rejects most of the investment opportunities presented to it and considers it a strength of the board to be able to source a broad range of attractive opportunities and chose only the best of these. To date we have made five investments into four companies in these sectors and the nature of our investment has varied from equity through to convertible loans. The company is well funded with cash and cash equivalents at the reporting date of £648,333 which supports it being selective.
During the period under review, we are very pleased to have made a further investment in Saxa Gres S.p.A and to have converted our investment in V-Nova. Saxa Gres is a specialist waste recycling industrial business that produces high quality tiles having been acquiring in a distressed turnaround. In respect of V-Nova, we converted our investment following V-Nova’s public announcements which include, inter alia, Eutelstat, the biggest European Satellite operator, becoming a minority shareholder in the company, Thaicom selecting the company’s technology for their UHD services and the rate of growth of its business in India.
Both these companies are gathering momentum in their fields and we look forward to watching how these investments develop.
Guido ContessoChief Executive Officer
Income Statement and Statement of Comprehensive Income
for the year ended 31 January 2018
| Year to 31 January | Year to 31 January | ||
| 2018 | 2017 | ||
| Continuing operations | £ | £ | |
| Administrative expenses | (218,741) | (185,244) | |
| Operating loss | (218,741) | (185,244) | |
| Finance Income | 54,103 | 43,136 | |
| Loss before taxation | (164,638) | (142,108) | |
| Taxation | - | - | |
| Loss for the year | (164,638) | (142,108) | |
| Total Comprehensive loss for the year | (164,638) | (142,108) | |
| Loss per share: | |||
| Basic and diluted loss per share | (0.25p) | (0.22p) |
There are no items of other comprehensive income.
Statement of Financial Position
As at 31 January 2018
| 2018 | 2017 | ||
| £ | £ | ||
| Current assets | |||
| Investments | 1,603,268 | 1,296,443 | |
| Trade and other receivables | 39,128 | 45,102 | |
| Cash and cash equivalents | 648,333 | 1,141,584 | |
| Current and Total Assets | 2,290,729 | 2,483,129 | |
| Current Liabilities | |||
| Trade and other payables | (53,720) | (81,482) | |
| Net Assets | 2,237,009 | 2,401,647 | |
| Equity | |||
| Issued Share Capital | 654,000 | 654,000 | |
| Share Premium | 2,350,630 | 2,350,630 | |
| Share warrant reserve | 14,095 | 14,095 | |
| Retained Earnings | (781,716) | (617,078) | |
| Total Equity | 2,237,009 | 2,401,647 |
The financial statements were approved and authorised for issue by the Board 30 July 2018.
Nilesh JagatiaDirector
Limitless Earth plc Registered No. 08810879
Statement of Changes in Equity
for the year ended 31 January 2018
| Share capital | Share premium | Share warrant reserve | Retained earnings | Total | |
| £ | £ | £ | £ | £ | |
| At 31 January 2016 | 654,000 | 2,350,630 | 14,095 | (474,970) | 2,543,755 |
| Changes in Equity for the period ended 31 January 2017 | |||||
| Comprehensive income | |||||
| Total comprehensive loss for the year | - | - | - | (142,108) | (142,108) |
| At 31 January 2017 | 654,000 | 2,350,630 | 14,095 | (617,078) | 2,401,647 |
| Changes in Equity for the period ended 31 January 2018 | |||||
| Comprehensive income | |||||
| Total comprehensive loss for the year | - | - | - | (164,638) | (164,638) |
| At 31 January 2018 | 654,000 | 2,350,630 | 14,095 | (781,716) | 2,237,009 |
Statement of Cash Flows
for the year ended 31 January 2018
| Year to 31 January | Year to 31 January | ||
| 2018 | 2017 | ||
| £ | £ | ||
| Cash flows from operating activities | |||
| (Loss) for the year before tax | (164,638) | (185,244) | |
| Finance income | (54,103) | (1,392) | |
| Decrease/(increase) in receivables | 5,974 | (43,710) | |
| (Decrease/increase in payable | (27,762) | 6,492 | |
| Net cash outflow from operating activities | (240,529) | (223,854) | |
| Cash flows from investing activities | |||
| Finance income received net | 54,103 | 43,136 | |
| Purchase of investments | (306,825) | (208,102) | |
| Net cash outflow from investing activities | (252,722) | (164,966) | |
| Net decrease in cash and cash equivalents during the year | (493,251) | (388,820) | |
| Cash at the beginning of year | 1,141,584 | 1,530,404 | |
| Cash and cash equivalents at the end of the year | 648,333 | 1,141,584 |
Notes
1. General information
Limitless Earth Plc is a company incorporated and domiciled in the United Kingdom. The Company is a public limited company, which is listed on the AIM market of the London Stock Exchange. The address of the registered office is 30 Percy Street, London, W1T 2DB.
The Investing Policy is to invest principally, but not exclusively, in sectors where changing demographic factors are important drivers of growth. The Company intends to focus initially on projects located in Europe but will also consider investments in other geographical regions. The Company may become an active investor, acquire controlling stakes or minority positions, in each case, as the Board considers appropriate and commercial.
The financial statements are presented in British Pounds Sterling, the currency of the primary economic environment in which the Company’s operates from.
The summary above is an extract of the report and accounts to 31 January 2018, which should be read in full. References to page numbers and notes are in relation to the full report.
2. Investments held for trading
| 2018 £ | 2017 £ | |
| At 1 February | 1,296,443 | 1,088,341 |
| Cost of investment purchases | 306,825 | 208,102 |
| Fair value adjustment | - | - |
| 31 January – Investments at fair value | 1,603,268 | 1,296,443 |
| Categorised as: | ||
| Level 3 – Unquoted investments | 1,603,268 | 1,296,443 |
| 1,603,268 | 1,296,443 |
Chronix Biomedical Inc (“ Chronix”)
On 8 October 2015 the Company made an investment in Chronix of US$500,000 (approximately £329,511) in the series I round of convertible preference stock (“Series I Stock”) at a price of US$0.40 per share. On a fully diluted basis, considering all classes of common and preference stock in issue, at the date of investment, Limitless’ investment represented 0.72% of Chronix’s issued share capital and values Chronix at approximately US$69 million.
V-Nova International Ltd (“V-Nova”)
On 18 December 2015, the Company made a cash investment of £500,000 in V-Nova , a company that specialises in Advanced Signal & Data Compression Solutions. The investment was through the acquisition of £500,000 worth of Convertible loan notes. These notes were converted on 4 April 2017 at a 20% discount to the preferential valuation of V-Nova at the time, of £100 million.
On 5 April 2017, the Company announced that it was granted the right to exercise an early conversion of the £500,000 loan note with V Nova Ltd into 7,284,382 Series B1 Participating shares at a 20% discount to a preferential valuation for V-Nova at £100 million.
Saxa Gres S.A (‘”Saxa”)
On 23 December 2015, the Company invested €350,000 (approximately £258,830) in Saxa. As a first round subscriber, Limitless has also been granted an option to acquire 1.1655 per cent. of the equity in Saxa at nominal value with the intention that, once the bonds have been repaid, Limitless will be able to maintain an interest in Saxa of approximate value to the bond investment.
On 21 March 2017, Limitless announced that it has increased its investment in Saxa Gres by acquiring a further 267 Notes for a value of €267,000. These Notes were also accompanied by options to acquire shares in Saxa Gres, in this case to acquire another 1.333% of its equity share capital with each option having an exercise price of €1. In total, Limitless had options to acquire approximately 2.5% of the equity share capital of Saxa Gres at an exercise price of €1 per share.
On 16 November 2017, the company announced that it has made a further investment in Saxa Gres S.p.A. of approximately EUR €75,000. Saxa Gres was raising funds, via an increase in its share capital, in order to invest in a new production line it required to meet a significant increase in orders. Limitless participated alongside two sizable credit funds in order to maintain its interest in Saxa Gres.
Exogenesis
On 6 May 2016, the Company made an investment in Exogenesis, a nanotechnology company which has developed nanoscale surface modification technology to, inter alia, improve the safety and efficacy of implantable medical devices and is being used to develop next generation microscopy tools for DNA analysis.
The Company invested US$300,000 (approximately £200,000) in the Exogenesis senior convertible notes which accrued an 8 % annual interest (“Notes”). The Notes, together with accrued interest, were convertible into Exogenesis series B preferred stock at a price of US$0.382 per share or, at the option of Limitless, into Exogenesis series C preferred stock at a 20 % discount to the issue price at the time of the next financing.
3.Loss Per Share
(a) Basic
Basic loss per share is calculated by dividing the loss attributable to equity holders of the Company by the weighted average number of ordinary shares in issue during the period.
| 2018 | 2017 | |
| £ | £ | |
| Loss from continuing operations attributable to equity holders of the company | (164,638) | (142,108) |
| Weighted average number of ordinary shares in issue | 65,400,000 | 65,400,000 |
| Pence | Pence | |
| Basic (loss) per share from continuing operations | (0.25) | (0.22) |
(b) Diluted
Diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion of all dilutive potential ordinary shares. No share warrants outstanding at 31 January 2018 were dilutive and all such potential ordinary shares are therefore excluded from the weighted average number of Ordinary shares for the purposes of calculating diluted earnings per share. Details of warrants outstanding are given in note 17.
4.Posting of Accounts
The Company will shortly post a copy of the Report and Accounts for the year ended 31 January 2018 to all shareholders.