25 Sep 2009 07:00
Origo Sino-India Plc ("the Company")
Highlights for the six months ended 30 June, 2009 ("the Period"):
Revenues reached £1.5 million (30 June 2008:£1.1 million)
Operating loss, excluding share based payment expenses, of £0.6 million (30 June 2008: £0.5 million)
Net loss of £2.2 million (30 June 2008: Net profit of £1.2 million)
Net asset value: £36.6 million (30 June 2008: £44.3 million, 31 December 2008: £38.4 million)
Net asset value per share: 38p (30 June 2008: 45p, 31 December 2008: 39p)
Follow on investments of £1.1 million to existing portfolio companies
Ending cash position of £13.1 million
Further information:
| Origo Sino-India PLC Chris Rynning (chris@origoplc.com) Niklas Ponnert (niklas@origoplc.com)
| +86 1390 124 6417 +86 1351 106 1672 |
| Nominated Adviser: Smith & Williamson Corporate Finance Limited Azhic Basirov
| +44 (0)20 7131 4000 |
| Broker: Liberum Capital Limited Simon Atkinson
| +44 (0)20 3100 2222 |
| Public Relations: Aura Financial Andy Mills / Nina Legge | +44 (0)20 7321 0000 |
Chief Executive's Statement
The underlying Origo business continued to perform well in the Period despite the uncertain economic backdrop, with revenues rising by 32% and operating costs falling by 16%. Stripping out the impact of currency movements the value of our portfolio grew by £1.9 million in the Period, and the Company is well positioned to capture opportunities as they arise with net cash of £13.1 million.
The Chinese economy rebounded markedly in the Period and - in line with our expectations - is on track to meet the official GDP growth target of 8 percent for 2009. Further, China has taken the lead in the recovery of global equity markets in the first half of 2009.
We have prudently preserved cash, performed cost cutting exercises and carried out extensive work to assist existing portfolio companies in weathering the financial turmoil over the last twelve months. In addition we have also generated a strong pipeline of China centric investment opportunities, both in private and public equities.
Recognising that Origo is in an advantageous position with cash, resources and China specific skill sets, I want to signal a more aggressive strategy for the Company going forward in progressing these opportunities.
Portfolio review
During the Period there have been a number of significant developments within the Group's 14 investee companies and the closer involvement of our management in the activities of these companies has led to a number of benefits. The focus of our attention over the last six months has been to ensure that these companies are appropriately funded and well positioned to take advantage of growth opportunities as they arise.
In May 2009 we made a follow-on investment of £1.0 million in conjunction with Origo Resource Partners Ltd. ("ORP") in IRCA Holdings ("IRCA"), a provider of health, safety and environmental risk management services. To further assist IRCA in its development, Alan Matthews, a Managing Director of Origo, has recently assumed a full time position with the company in the capacity of Executive Chairman.
In addition we made a number of smaller disbursements with a total value of £0.7 million in the form of convertible loans and other credit facilities to various portfolio companies.
Other significant developments in the portfolio in the Period included the launch of a new venture formed by Primary Holdings International Trust ("PHI"), the Origo portfolio company established to acquire and lease Australian farmland properties, and R.M. Williams Pty Ltd. ('RMW'), the well known Australian footwear, apparel and accessories company.
The new venture, R.M. Williams Agricultural Holdings Pty Ltd. ("RMWAH"), raised a substantial round of equity financing from affiliates of RMW and third party institutional investors. The new equity financing was priced at a premium to our original investment in PHI, resulting in an unrealised gain above our original cost of investment in PHI of £0.5 million. In addition, Origo has today announced an agreement to enter into a follow-on convertible financing arrangement with RMWAH. Under the terms of the agreement, Origo will extend a convertible loan of up to £1.9 million to RMWAH for working capital purposes. As previously announced, David Pearse, a Managing Director of Origo, has been appointed full time Managing Director of RMWAH, and is working to ensure the successful implementation of its investment strategy.
In an effort to manage risk and liquidity in our portfolio, we are exploring divestments of selected portfolio companies, including our interest in Roshini International Bio Energy Corporation ("RIBEC"). We wrote down the carrying value of our interest in RIBEC at the end of 2008, due to weakening trading and delays in obtaining expansion funding. The Board has further decided not to participate in a planned equity placing, and we have therefore - on the request of the founding shareholders - entered into an option agreement under which the founding shareholders maintain an option for six months to acquire our interest at the value at which the position is presently carried in our books as of 30 June 2009.
Financial performance
In aggregate terms, the Directors' valuation of the portfolio as of 30 June 2009 amounted to £20.2 million, down from £22.7 million as of 31 December 2008 (30 June 2008: £ 24.2 million). The decline in the valuation of the portfolio since the end of last year is due primarily to currency movements rather than any change in the underlying performance of the portfolio companies. Stripping out the effects of currency movements, the value of the portfolio actually rose by £1.9 million in the Period, which predominantly reflects an appreciation in value in our investment in Rising Technology, China's leading provider of anti-virus software and solutions.
Net cash and cash equivalents totalled £13.1 million at the end of the Period, representing slightly more than 36% of our net assets. Net assets and net assets per share were £36.6 million and 38p respectively - this compared to £38.4 million and 39p as of 31 December 2008, and £44.3 million and 45p as of 30 June 2008.
Revenues grew by 32% to £1.5 million, up from £1.1 million in the first six months of 2009, reflecting new income streams following our entry into the fund consulting and research services business segments during the course of 2009. Even though revenues grew in the Period, we were able to reduce administration costs to £1.7 million, down from £2.1 million in the same period last year. Operating loss amounted to £1.0 million (30 June 2008: £1.3 million) and comprehensive loss equalled £2.2 million (30 June 2008: comprehensive profit of £1.2 million).
As in the past, a significant proportion of our comprehensive loss for the Period is due to non-cash items resulting from recognising of fair value of equity-settled benefits (£0.4 million), foreign exchange losses (£1.0 million), and movement in the fair value of portfolio (-£0.4 million).
Strategy and outlook
The improving macro economic environment, increased liquidity and growing appetite for risk, bodes well for our portfolio. We have witnessed organic growth across our holdings, and the low leverage applied across businesses in our portfolio means many of our investee companies are well placed to take advantage of the market recovery with our support.
The Chinese economy is vibrant and is expected to continue to show stable growth in the year ahead. Attractive asset prices provide us with a number of compelling acquisition opportunities, in particular in the natural resource sector where we can co-invest with ORP. In addition, we anticipate that the investment market conditions will continue to improve during the course of the second half of 2009, followed by a reopening of IPO and M&A markets in 2010.
While having taken a cautious approach in the last 12 months, we are now actively reviewing a range of options to create further value through investments in new businesses, as well as making follow on investments in existing portfolio companies, and profitable divestments.
Specifically, we expect to increase our activities in China relative to other markets, and we will concentrate much of our new investments and business development efforts going forward in China. We will do so while continuing to implement firm-wide effort to stream line operations and cut non-essential expenses wherever possible.
In closing, I am pleased to report that we have been able to successfully address the challenges presented by the recent financial crisis and have emerged as a stronger entity. The Company is well financed. Our portfolio is in good shape. We sense that we are presented with an opportunity of historical magnitude. We are determined not to let it pass.
Unaudited Consolidated Statement of Comprehensive Income
For the six months ended 30 June 2009
| (Unaudited) 6 months to 30 June 2009 | (Unaudited) (Restated) 6 months to 30 June 2008 | ||
|
| Note | £'000 | £'000 |
| Revenue | 3 | 1,499 | 1,139 |
| Cost of sales | 3 | (747) | (369) |
| Gross profit |
| 752 | 770 |
| Distribution costs |
| (15) | (23) |
| Share-based payments |
| (405) | (770) |
| Other administrative expenses |
| (1,316) | (1,290) |
| Total administrative expenses | 4 | (1,721) | (2,060) |
| Loss from operations |
| (984) | (1,313) |
| Investment (loss)/income | 7 | (457) | 2,397 |
| Including: |
|
|
|
| -Share of losses of associates |
| (19) | (57) |
| Foreign exchange loss |
| (982) | (94) |
| Finance income |
| 215 | 248 |
| Finance costs |
| (16) | (6) |
| Other income |
| 1 | - |
| (Loss)/profit before and after tax |
| (2,223) | 1,232 |
|
|
|
|
|
| Other comprehensive loss: |
|
|
|
| Exchange differences on translating foreign operations |
| 55 | - |
| Available-for-sale financial assets |
| (80) | - |
| Other comprehensive loss for the period, net of tax |
| (25) | - |
| Total comprehensive (loss)/income for the period |
| (2,248) | 1,232 |
|
|
|
|
|
| (Loss)/profit attributable to: |
|
|
|
| - Owners of the parent |
| (2,193) | 1,232 |
| - Non-controlling interests |
| (30) | - |
|
|
| (2,223) | 1,232 |
| Total comprehensive (loss)/income attributable to: |
|
|
|
| - Owners of the parent |
| (2,218) | 1,232 |
| - Non-controlling interests |
| (30) | - |
|
|
| (2,248) | 1,232 |
|
|
|
|
|
| Basic and diluted (loss)/earnings per share | 8 | (2.28)p | 1.48p |
Unaudited Consolidated Statement of Financial Position
As at 30 June 2009
|
|
|
| (Unaudited) | (Audited) |
| Assets | Note | (Unaudited) | (Restated) | (Restated) |
| 30 June 2009 | 30 June 2008 | 31 December 2008 | ||
| £'000 | £'000 | £'000 | ||
| Non-current assets |
|
|
|
|
| Property, plant and equipment (PPE) |
| 47 | 28 | 41 |
| Intangible assets |
| 10 | 10 | 12 |
| Investments at fair value through profit or loss | 9 | 19,102 | 23,583 | 21,856 |
| Loans | 11 | 2,643 | 751 | 1,796 |
| Available-for-sale investments | 13 | 29 | 91 | 126 |
| Investments in associates | 10 | 35 | 123 | 61 |
| Other investments |
| 5 | 4 | 6 |
|
|
| 21,871 | 24,590 | 23,898 |
| Current assets |
|
|
|
|
| Inventories |
| 32 | 48 | 35 |
| Trade and other receivables | 12 | 2,048 | 1,789 | 1,801 |
| Cash and cash equivalents |
| 13,063 | 19,055 | 13,133 |
|
|
| 15,143 | 20,892 | 14,969 |
| Total assets |
| 37,014 | 45,482 | 38,867 |
|
|
|
|
|
|
| Current liabilities |
|
|
|
|
| Trade and other payables | 14 | 417 | 1,223 | 427 |
|
|
| 417 | 1,223 | 427 |
| Total liabilities |
| 417 | 1,223 | 427 |
| Total net assets |
| 36,597 | 44,259 | 38,440 |
| Equity attributable to equity holders of the company |
|
|
|
|
| Issued capital | 15 | 9 | 9 | 9 |
| Share premium |
| 31,502 | 31,502 | 31,502 |
| Share-based payment reserve |
| 3,678 | 2,714 | 3,273 |
| Retained earnings |
| (2,869) | 5,228 | (676) |
| Warrant reserve |
| 4,738 | 4,738 | 4,738 |
| Translation reserve | (194) | 107 | (249) | |
| Other reserve | (117) | (39) | (37) | |
|
|
| 36,747 | 44,259 | 38,560 |
| Non-controlling interests |
| (150) | - | (120) |
| Total equity |
| 36,597 | 44,259 | 38,440 |
| Total equity and liabilities |
| 37,014 | 45,482 | 38,867 |
Unaudited Consolidated Statement of Cash Flows
For the six months ended 30 June 2009
|
|
| (Unaudited) 6 months to 30 June 2009 £'000 | (Unaudited) (Restated) 6 months to 30 June 2008 £'000 |
| (Loss)/profit from operating activities |
| (2,223) | 1,232 |
| Adjustments for: |
|
|
|
| Depreciation |
| 7 | 3 |
| Share-based payment |
| 405 | 770 |
| Loss/(gain) on fair value changes of fair value through profit or loss | 591 | (2,454) | |
| Gain on disposal of an investment Share of losses of an associate | (153) 19 | - 57 | |
| Foreign exchange loss |
| 507 | 2 |
| Finance income |
| (117) | (248) |
| Operating loss before changes in working capital and provisions | (964) | (638) | |
| Increase in trade and other receivables |
| (247) | (272) |
| (Decrease)/increase in trade and other payables |
| (10) | 998 |
| Decrease/(increase) in inventories |
| 3 | (35) |
| Cash outflow from operations |
| (1,218) | 53 |
| Investing activities |
| ||
| Purchases of items of property, plant and equipment |
| (18) | (7) |
| Disposal of financial instruments |
| 2,920 | - |
| Investment of financial instruments |
| (1,711) | (1,339) |
| Finance income received |
| 117 | 248 |
| Net cash flows used in investing activities |
| 1,308 | (1,098) |
| Financing activities |
|
|
|
| Issue of ordinary shares |
| - | 16,399 |
| Net cash flows used in financing activities |
| - | 16,399 |
| Increase in cash and cash equivalents |
| 90 | 15,354 |
| Net foreign exchange difference Cash and cash equivalents at beginning of period |
| (160) 13,133 | 42 3,659 |
| Cash and cash equivalents at end of period |
| 13,063 | 19,055 |
Unaudited Consolidated Statement of Changes In Equity
For the six months ended 30 June 2009
|
| Issued capital | Share premium | Share-based payment reserve | Retained earnings | Warrant reserve | Other reserve | Translation reserve | Total | Non- controlling interests | Total equity |
|
| £'000 | £'000 | £'000 | £'000 | £'000 | £'000 | £'000 | £'000 | £'000 | £'000 |
| At 30 June 2008 (Unaudited) | 9 | 31,502 | 2,714 | 5,228 | 4,738 | (39) | 107 | 44,259 | - | 44,259 |
| Other reserve | - | - | - | - | - | 2 | - | 2 | - | 2 |
| Share-based payment expense | - | - | 559 | - | - | - | - | 559 | - | 559 |
| Foreign currency translation | - | - | - | - | - | - | (356) | (356) | - | (356) |
| Non-controlling interests | - | - | - | - | - | - | - | - | (120) | (120) |
| Loss for the period | - | - | - | (5,904) | - | - | - | (5,904) | - | (5,904) |
| At 31 December 2008 (Audited) | 9 | 31,502 | 3,273 | (676) | 4,738 | (37) | (249) | 38,560 | (120) | 38,440 |
| Other reserve | - | - | - | - | - | (80) | - | (80) | - | (80) |
| Share-based payment expense | - | - | 405 | - | - | - | - | 405 | - | 405 |
| Foreign currency translation | - | - | - | - | - | - | 55 | 55 | - | 55 |
| Non-controlling interests | - | - | - | - | - | - | - | - | (30) | (30) |
| Loss for the period | - | - | - | (2,193) | - | - | - | (2,193) | - | (2,193) |
| At 30 June 2009 (unaudited) | 9 | 31,502 | 3,678 | (2,869) | 4,738 | (117) | (194) | 36,747 | (150) | 36,597 |
Notes to the Consolidated Financial Statements for the six months ended 30 June 2009
1 General information
The principal activities of the Group are described in note 6.
2 Basis of preparation and accounting policies
2.1 Basis of preparation
2.2 Significant Accounting policies
3 Revenue and cost of sales
|
6 months to 30 June 2009 £'000 | 6 months to 30 June 2008 £'000 | |
| Revenue |
|
|
| Consulting services Fund consulting Furniture trading | 1,074 300 125 | 670 233 236 |
| Total: | 1,499 | 1,139 |
| Cost of sales |
|
|
| Consulting services | 646 | 234 |
| Furniture trading | 83 | 125 |
| Business tax | 18 | 10 |
| Total: | 747 | 369 |
4 Administrative expenses
| 6 months to 30 June 2009 | 6 months to 30 June 2008 | |
|
| £'000 | £'000 |
| Employee expenses | 652 | 543 |
| Professional fees | 279 | 386 |
| Including: |
|
|
| -Audit fees | 28 | 36 |
| Share-based payments | 405 | 770 |
| Depreciation expense | 7 | 3 |
| Others | 378 | 358 |
| Total | 1,721 | 2,060 |
5 Directors' remuneration
| 6 months to 30 June 2009 | 6 months to 30 June 2008 | |||||
|
|
|
|
|
| £'000 | £'000 |
| Directors' emoluments |
|
| 270 | 236 | ||
| Share-based payment expense |
|
| 240 | 638 | ||
|
|
|
|
|
| 510 | 874 |
| Name | Salaries | Director Fee | Share-based payment * | Total | Number of options |
|
| £'000 | £'000 | £'000 | £'000 |
|
| Mr. Wang Chao Yong | 51 | - | 90 | 141 | 4,000,000 |
| Mr. Chris Rynning | 93 | - | 23 | 116 | 1,000,000 |
| Mr. Niklas Ponnert | 76 | - | 123 | 199 | 2,800,000 |
| Mr. Christopher Jemmett | - | 25 | 2 | 27 | 100,000 |
| Mr. Dipankar Basu | - | 25 | 2 | 27 | 100,000 |
|
| 220 | 50 | 240 | 510 | 8,000,000 |
| Name | Salaries | Director Fee | Share-based payment * | Total | Number of options |
|
| £'000 | £'000 | £'000 | £'000 |
|
| Mr. Wang Chao Yong | 38 | - | 142 | 180 | 4,000,000 |
| Mr. Chris Rynning | 69 | - | 36 | 105 | 1,000,000 |
| Mr. Niklas Ponnert | 56 | - | 452 | 508 | 2,800,000 |
| Mr. Vinay Ganga ** | 47 | - | - | 47 | - |
| Mr. Christopher Jemmett | - | 13 | 4 | 17 | 100,000 |
| Mr. Dipankar Basu | - | 13 | 4 | 17 | 100,000 |
| 210 | 26 | 638 | 874 | 8,000,000 |
6 Segment information
| Isle of Man £'000 | Mauritius
£'000 | Malaysia
£'000 | China
£'000 | Other
£'000 | Total
£'000 | |
| Revenue |
|
|
|
|
|
|
| External | 1,359 | - | - | 20 | 120 | 1,499 |
| Finance income | 202 | - | - | 13 | - | 215 |
| Total revenue | 1,561 | - | - | 33 | 120 | 1,714 |
| Expenses |
|
|
|
|
|
|
| Cost of sales | (646) | - | - | (23) | (78) | (747) |
| Operation expenses | (756) | (7) | (123) | (322) | (123) | (1,331) |
| Share-based payments | (405) | - | - | - | - | (405) |
| Finance costs | (13) | - | (1) | - | (2) | (16) |
| Other |
|
|
|
|
|
|
| Investment (loss)/ income | (1,442) | - | (19) | - | 1,004 | (457) |
| Foreign exchange loss | (982) | - | - | - | - | (982) |
| Other income | - | - | - | 1 | - | 1 |
| (Loss)/profit before taxation | (2,683) | (7) | (143) | (311) | 921 | (2,223) |
| Balance sheet |
|
|
|
|
|
|
| Assets | 32,727 | 18 | 409 | 432 | 3,428 | 37,014 |
| (Liabilities) | (361) | - | (16) | (30) | (10) | (417) |
| Net assets | 32,366 | 18 | 393 | 402 | 3,418 | 36,597 |
| Private equity investment | Fund consulting | Consulting services | Furniture trading | Total £'000 | |
| Revenue |
|
|
|
|
|
| External | - | 300 | 1,074 | 125 | 1,499 |
| Finance income | 215 | - | - | - | 215 |
| Total revenue | 215 | 300 | 1,074 | 125 | 1,714 |
| Expenses |
|
|
|
|
|
| Cost of sales | (96) | (104) | (464) | (83) | (747) |
| Operation expenses | (687) | (251) | (251) | (142) | (1,331) |
| Share-based payment | (201) | (135) | (69) | - | (405) |
| Finance costs | (13) | - | (1) | (2) | (16) |
| Other |
|
|
|
|
|
| Investment loss | (438) | - | (19) | - | (457) |
| Foreign exchange loss | (954) | - | (27) | (1) | (982) |
| Other income | - | - | 1 | - | 1 |
| (Loss)/profit before taxation | (2,174) | (190) | 244 | (103) | (2,223) |
| Balance sheet |
|
|
|
|
|
| Assets | 36,556 | 1 | 362 | 95 | 37,014 |
| (Liabilities) | (173) | - | (232) | (12) | (417) |
| Net assets | 36,383 | 1 | 130 | 83 | 36,597 |
For the six months ended 30 June 2008
| Isle of Man £'000 | Mauritius
£'000 | Malaysia
£'000 | China
£'000 | Other
£'000 | Total
£'000 | |
| Revenue |
|
|
|
|
|
|
| External | 758 | - | - | 172 | 209 | 1,139 |
| Finance income | 248 | - | - | - | - | 248 |
| Total revenue | 1,006 | - | - | 172 | 209 | 1,387 |
| Expenses |
|
|
|
|
|
|
| Cost of sales | (138) | - | - | (106) | (125) | (369) |
| Operation expenses | (906) | (6) | (31) | (251) | (119) | (1,313) |
| Share-based payment | (770) | - | - | - | - | (770) |
| Finance costs | (4) | - | (1) | - | (1) | (6) |
| Other |
|
|
|
|
|
|
| Investment income/(loss) | 2,454 | - | (57) | - | - | 2,397 |
| Foreign exchange loss | (81) | (2) | (3) | (8) | - | (94) |
| Profit/(loss) before taxation | 1,561 | (8) | (92) | (193) | (36) | 1,232 |
| Balance sheet |
|
|
|
|
|
|
| Assets | 44,327 | 6 | 478 | 443 | 228 | 45,482 |
| (Liabilities) | (1,144) | (6) | (24) | (20) | (29) | (1,223) |
| Net assets | 43,183 | - | 454 | 423 | 199 | 44,259 |
| Private equity investment | Fund consulting | Consulting services | Furniture trading | Total £'000 | |
| Revenue |
|
|
|
|
|
| External | - | 233 | 670 | 236 | 1,139 |
| Finance income | 180 | 18 | 50 | - | 248 |
| Total revenue | 180 | 251 | 720 | 236 | 1,387 |
| Expenses |
|
|
|
|
|
| Cost of sales | - | - | (244) | (125) | (369) |
| Operation expenses | (843) | (82) | (236) | (152) | (1,313) |
| Share-based payment | (560) | (54) | (156) | - | (770) |
| Finance costs | (4) | - | (1) | (1) | (6) |
| Other |
|
|
|
|
|
| Investment income | 2,397 | - | - | - | 2,397 |
| Foreign exchange loss | (68) | (7) | (19) | - | (94) |
| Profit/(loss) before taxation | 1,102 | 108 | 64 | (42) | 1,232 |
| Balance sheet |
|
|
|
|
|
| Assets | 32,890 | 3,197 | 9,191 | 204 | 45,482 |
| (Liabilities) | (864) | (84) | (242) | (33) | (1,223) |
| Net assets | 32,026 | 3,113 | 8,949 | 171 | 44,259 |
7 Investment (loss)/ income
| 6 months to 30 June 2009 £'000 | 6 months to 30 June 2008 £'000 | ||
| Unrealised gain/(loss) on fair value changes of FVTPL * | (591) | 2,454 | |
| Realised gain on disposal of an investment** |
| 153 | - |
| Share of loss of associates |
| (19) | (57) |
| Total |
| (457) | 2,397 |
8 Earnings/(loss) per share
| Numerator | 6 months to 30 June 2009
£'000 | 6 months to 30 June 2008 £'000 |
| (Loss)/profit for the period | (2,223) | 1,232 |
| (Loss)/earnings used in basic and diluted loss or earnings per share | (2,223) | 1,232 |
| Denominator | 30 June 2009 number of shares | 30 June 2008 number of shares |
| The weighted average number of shares used in basic (LPS)/EPS | 97,547,877 | 83,404,628 |
| The weighted average number of shares used in diluted (LPS)/EPS | 97,547,877 | 83,455,879 |
| Basic and diluted (LPS)/EPS | (2.28)p | 1.48p |
9 Investment at fair value through profit or loss
For the period ended 30 June 2009
| Name | Country of incorporation | Proportion of ownership interest | Cost | Fair value |
| £'000 | £'000 | |||
| IRCA Holdings Ltd (Formerly Inveritas Global Holdings Ltd) | British Virgin Islands | 17.3% | 510 | 599 |
| Roshini International Bio-Energy Corporation | British Virgin Islands | 15.9% | - | 2,145 |
| Possibility Space Incorporated | United States of America | 15.8% | 904 | 1,063 |
| Fans Media Co., Ltd | British Virgin Islands | 14.3% | 1,200 | 1,415 |
| R.M. Williams Agricultural Holdings Pty Ltd * | Australia | 7.5% | 2,186 | 3,334 |
| E-Bill (China) Holding Ltd | Cayman Islands | 7.1% | 1,018 | 1,198 |
| Halosource Inc | United States of America | 4.8% | 1,513 | 1,797 |
| Bach Technology AS | Norway | 4.4% | 31 | 103 |
| Rising Technology Corporation Ltd | British Virgin Islands | 2.0% | 3,564 | 7,448 |
| Total |
| 10,926 | 19,102 |
| Name | Country of incorporation | Proportion of ownership interest | Cost £'000 | Fair value £'000 |
| SHERQ Ltd | British Virgin Islands | 17.3% | 510 | 510 |
| Roshini International Bio-Energy Corporation | British Virgin Islands | 17.6% | - | 8,015 |
| Fans Media Co., Ltd | British Virgin Islands | 14.3% | 1,200 | 1,433 |
| Possibility Space Incorporated | United States of America | 9.5% | 510 | 510 |
| Bach Technology AS | Norway | 5.1% | 31 | 31 |
| Fomento International Ltd | British Virgin Islands | 3.0% | 2,038 | 2,038 |
| Rising Technology Corporation Ltd | British Virgin Islands | 2.0% | 3,565 | 10,385 |
| E-Bill (China) Holding Ltd | Cayman Islands | 5.0% | 661 | 661 |
| Total |
| 8,515 | 23,583 |
For the year ended 31 December 2008
| Name | Country of incorporation | Proportion of ownership interest | Cost | Fair value |
| £'000 | £'000 | |||
| Inveritas Global Holdings Ltd (Formerly SHERQ Ltd) | British Virgin Islands | 17.3% | 510 | 692 |
| Roshini International Bio-Energy Corporation | British Virgin Islands | 15.9% | - | 2,477 |
| Fans Media Co., Ltd | British Virgin Islands | 14.3% | 1,200 | 1,632 |
| Primary Holdings International Trust | Australia | 9.8% | 2,186 | 2,767 |
| Possibility Space Incorporated | United States of America | 9.5% | 510 | 692 |
| E-Bill (China) Holding Ltd | Cayman Islands | 7.1% | 1,018 | 1,384 |
| Bach Technology AS | Norway | 4.6% | 31 | 42 |
| Halosource Inc | United States of America | 4.8% | 1,513 | 2,075 |
| Fomento International Ltd | British Virgin Islands | 3.0% | 2,038 | 2,767 |
| Rising Technology Corporation Ltd | British Virgin Islands | 2.0% | 3,564 | 7,328 |
| Total |
|
| 12,570 | 21,856 |
10 Investments in associates
| Name | Country of incorporation | Proportion of voting rights held |
| Dragon Ports Ltd ("DP") | British Virgin Islands | 45% (Owned by Ascend Ventures Ltd) |
| OS Consulting Ltd ("OS") | Malaysia | 19.9% (Owned by Ascend Ventures Ltd) |
Aggregated amounts relating to associates are as follows:
|
| 30 June 2009 (DP) £'000 | 30 June 2009 (OS) £'000 |
| Total assets | 799 | 320 |
| Total liabilities | 433 | 75 |
| Revenue | 395 | - |
| Loss | (42) | - |
| Name | Country of incorporation | Proportion of voting rights held |
| Dragon Ports Ltd ("DP") | British Virgin Islands | 45% (Owned by Ascend Ventures Ltd) |
| OS Consulting Ltd ("OS") | Malaysia | 19.9% (Owned by Ascend Ventures Ltd) |
Aggregated amounts relating to these associates are as follows:
|
| 30 June 2008 (DP) £'000 | 30 June 2008 (OS) £'000 |
| Total assets | 69 | 280 |
| Total liabilities | 108 | 63 |
| Revenue | 100 | - |
| Loss | (83) | (6) |
| Name | Country of incorporation | Proportion of voting rights held |
| Dragon Ports Ltd ("DP") | British Virgin Islands | 45% (Owned by Ascend Ventures Ltd) |
| OS Consulting Ltd ("OS") | Malaysia | 19.9% (Owned by Ascend Ventures Ltd) |
Aggregated amounts relating to associates are as follows:
| 2008(DP) | 2008(OS) | |
| £'000 | £'000 | |
| Total assets | 890 | 370 |
| Total liabilities | 410 | 87 |
| Revenue | 390 | - |
| Loss | (376) | (32) |
11 Loans
For the period ended 30 June 2009
| Borrower |
|
| Loan principal | Fair value |
| £'000 | £'000 | |||
| Convertible credit agreements |
|
|
|
|
| Dragon Ports Ltd |
|
| 149 | 159 |
| IRCA Holdings Ltd |
|
| 1,041 | 899 |
| Sub-total |
|
| 1,190 | 1,058 |
| Loan agreements |
|
|
|
|
| China Silvertone Investment Co Ltd |
|
| 243 | 287 |
| IRCA Holdings Ltd |
|
| 1,332 | 1,298 |
| Sub-total |
|
| 1,575 | 1,585 |
| Total |
|
| 2,765 | 2,643 |
For the period ended 30 June 2008
|
|
|
| Loan principal | Fair value |
| Borrower |
|
| £'000 | £'000 |
| Convertible credit agreements |
|
|
|
|
| China Silvertone Investment Co Ltd |
|
| 116 | 116 |
| Possibility Space Incorporated |
|
| 395 | 395 |
| Sub-total |
|
| 511 | 511 |
| Loan agreements |
|
|
|
|
| China Silvertone Investment Co Ltd |
|
| 243 | 240 |
| Sub-total |
|
| 243 | 240 |
| Total |
|
| 754 | 751 |
For the year ended 31 December 2008
|
|
| Loan principal | Fair value |
| Borrower |
| £'000 | £'000 |
| Convertible credit agreements |
|
|
|
| Dragon Ports Ltd |
| 112 | 148 |
| Possibility Space Incorporated | 395 | 536 | |
| Sub-total |
| 507 | 684 |
| Loan agreements |
|
|
|
| China Silvertone Investment Co Ltd |
| 243 | 331 |
| IRCA Holdings Ltd |
| 703 | 781 |
| Sub-total |
| 946 | 1,112 |
| Total |
| 1,453 | 1,796 |
12 Trade and other receivables
| 30 June 2009
£'000 | 30 June 2008
£'000 | 31 December 2008 £'000 | |
| Trade debtors | 329 | 1,284 | 205 |
| Other debtors | 1,571 | 406 | 1,465 |
| Prepayments | 148 | 99 | 131 |
| Total | 2,048 | 1,789 | 1,801 |
13 Available-for-sale investments
| 30 June 2009
£'000 | 30 June 2008
£'000 | 31 December 2008 £'000 | |
| Equity securities | 29 | 91 | 126 |
| Total | 29 | 91 | 126 |
14 Trade and other payables
| 30 June 2009
£'000 | 30 June 2008
£'000 | 31 December 2008 £'000 | |
| Trade payables | 105 | 41 | 18 |
| Other payables | 312 | 1,182 | 409 |
| Total | 417 | 1,223 | 427 |
15 Issued capital
| 30 June 2009 | 30 June 2008 | 31 December 2008 | ||||
| Authorised | Number | £'000 | Number | £'000 | Number | £'000 |
| 500,000,000 Ordinary shares of £ 0.0001 each | 500,000,000 | 50 | 500,000,000 | 50 | 500,000,000 | 50 |
| Issued and fully paid | Number | £'000 | Number | £'000 | Number | £'000 |
| At beginning of the period/year | 97,547,877 | 9 | 69,261,378 | 7 | 69,261,378 | 7 |
| Issued on 11 January 2007 for investment to Rising Technology Corporation Ltd | ||||||
| - | - | - | - | - | - | |
| Issued on 1 April 2008 on placing for cash* | - | - | 28,286,499 | 2 | 28,286,499 | 2 |
| At end of the period/ year | 97,547,877 | 9 | 97,547,877 | 9 | 97,547,877 | 9 |
| Warrants |
|
|
|
|
|
|
| At beginning and end of period/year | 25,673,238 | - | 25,673,238 | - | 25,673,238 | - |
| Exercised during the period/year | - | - | - | - | - | - |
| At end of the period/ year | 25,673,238 | - | 25,673,238 | - | 25,673,238 | - |
16 Share option scheme
|
| 30 June 2009 | 30 June 2008 | 31 December 2008 | |||
|
| No. | WAEP | No. | WAEP | No. | WAEP |
| Outstanding at 1 January | 10,951,932 | 53.15p | 8,251,932 | 50p | 8,251,932 | 50p |
| Granted during the period | 500,000 | 59.85p | 3,750,000 | 59.85p | 3,750,000 | 59.85p |
| Forfeited during the period | - | - | (800,000) | (50p) | (1,050,000) | (52.35)p |
| Exercised during the period | - | - | - | - | - | - |
| Expired during the period | - | - | - | - | - | - |
| Outstanding at the end of the period | 11,451,932 | 53.44p | 11,201,932 | 56.21p | 10,951,932 | 53.15p |
| Exercisable at the end of the period | 5,835,262 | - | 1,785,265 | - | 3,943,591 | - |
| Weighted average share price at grant date (pence) |
|
| 12.5 |
| Expected weighted average mature life (years) |
|
| 5 |
| Expected volatility (%) |
|
| 89.37 |
| Expected dividend growth rate (%) |
|
| - |
| Risk-free interest rate (%) |
|
| 1.5 |
17 Related party transactions
|
| 30 June 2009 £'000 | 30 June 2008 £'000 | 31 December2008£'000 |
| Amounts owed by related parties |
|
|
|
| Chinaequity International Holding Company Ltd * | 348 | 371 | 365 |
| GLG Partners LP ** | 100 | 1,000 | - |
| Origo Resource Partners Ltd *** | 1 | - | 30 |
| OS Consulting Ltd | 63 | - | 73 |
| Origo Advisers Ltd | - | - | 8 |
|
|
|
|
|
| Sales to related parties |
|
|
|
| GLG Partners LP ** | 913 | 233 | 1,320 |
| Origo Resource Partners Ltd *** | 300 | 230 | 466 |
| Origo Advisers Ltd | 300 | 230 | 466 |
|
|
|
|
|
| Purchases from related parties |
|
|
|
| Li Yi Fei**** | 406 | - | 585 |
18 Post balance sheet transactions
19 Comparative figures
20 Interim Report