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Plutus Resources plc

("Plutus" or the "Company")

Audited results for the year ended 30 April 2014

Plutus is pleased to announce its audited results for the year ended 30 April 2014.

CHIEF EXECUTIVE OFFICER'S STATEMENT

During the past year the directors have been concentrating all their efforts on searching for a suitable investment for the company in line with its investing policy. This process has, as may often be expected, included a number of false starts and difficult and protracted negotiations with various parties. However, on 16 January, after extensive negotiations, the company announced the acquisition of a 25% interest in Attune Energy Ltd. ("AEL"). The board of directors is delighted with this strategic investment and, as previously announced on 31 January 2014, the Company has entered into a letter of intent for the acquisition of the remaining 75% interest of the share capital of AEL, subsequently renamed Plutus Energy Limited, which is not owned by Plutus ("Proposed Acquisition").

The Proposed Acquisition constitutes a reverse takeover under the AIM Rules and will therefore be conditional, inter alia, on the publication of an admission document by the Company and the approval of shareholders of Plutus at a general meeting.

In accordance with the AIM Rules for Companies, trading in the ordinary shares of Plutus was suspended with effect from 7:30 a.m. on 31 January 2014, pending publication of an admission document. The Company has until 31 July 2014 to either conclude a reverse takeover or substantially implement its investing policy before its shares are cancelled from trading on AIM. The Company is making good progress with the Proposed Acquisition but there can be no certainty that the transaction will be concluded successfully or that it will be announced before the potential cancellation date.

A further announcement will be made prior to 31 July 2014 regarding the status of the Proposes Acquisition and any potential cancellation.

The flexible power generation sector is particularly relevant and topical to the UK economy and the power generation sector as a whole. The board believes that the timing of such an acquisition is excellent to take advantage of the opportunities offered in flexible power generation and, furthermore, believe that the acquisition will deliver enhanced value to the shareholders of the company in the future

AEL is a company set up for the purpose of generating power from flexible stand by power generation farms and generate revenues through the sale of this power to established national energy suppliers during periods of peak electricity demand or grid instability. It is expected that AEL will be able to derive significant revenue from:

1. transmission network payments ("Triad" avoidance payments);

2. balancing payments in the STOR (Short Term Operating Reserve) market during periods of peak demand and

3. other power sales to customers.

AEL has a management team with a demonstrable track record of securing significant Enterprise Initiative Scheme ("EIS") funding for the fixed cost element of the construction of diesel generation farms, obtaining sites with planning permission with easy connectivity to the National Grid as well as successfully tendering for National Grid contracts for this form of specialised energy sales.

The Plutus directors believe that the market opportunity arises from the constraints inherent in the National Grid electricity transmission network where flexible power generation has an increasing role to play particularly when coal and nuclear power stations continue to close without a coherent plan to replace such capacity in the future. In addition, the contribution of wind and solar power to the grid is impossible to predict and further enhance the opportunities in on-demand flexible power generation

As a result of the protracted negotiations the directors raised further working capital by raising £137,000 (before expenses) through a subscription of £137,000 of unsecured convertible loan notes of £1 each (the "Convertible Loan Notes") by existing shareholders and new investors (the "Subscription").announced on 25 October 2013.

The term of the Convertible Loan Notes is 18 months from the date of issue, being 23 October 2013. The Convertible Loan Notes will be able to be converted into new ordinary shares of 0.1 pence each in Plutus (the "Conversion Shares") at any time up to maturity at a price of 0.5 pence per share (the "Conversion Price"). The Conversion Price represented a discount of 60.0 per cent. to the closing mid-market price of 1.25 pence on 24 October 2013. Interest on the Convertible Loan Notes accrues at a rate of 10 per cent. per annum.

Financial review

Revenues

Our revenues were £nil (2013: £nil) as the company continued to seek a suitable investment in line with its investing policy.

Operating costs

Administrative expenses this year were reduced to £314,182 compared with £341,141 in 2013, reflecting the continued tight control of the overheads of the company

Cash

At the year-end the Company had cash of £6,897.

Outlook and strategy

The Company hopes to be able to conclude the transaction contemplated when the company announced the suspension of its shares on 31 January. Negotiations proceed well and the directors continue to work to complete the transaction and deliver the strategy of investment in the flexible power generation sector

Charles Tatnall, Chief Executive Officer

18 July 2014

Enquiries:

STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 APRIL 2014

Note:

The financial statements for the year ended 30 April 2013 were prepared on a consolidated basis, so the comparatives have been restated to reflect the results of the Company only.

STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 APRIL 2014

STATEMENT OF FINANCIAL POSITION

30 April 2014

The financial statements of Plutus Resources plc, registered number 5859612, were approved by the Board of Directors and authorised for issue on 18 July 2014. They were signed on its behalf by:

James Longley

Director

CASH FLOW STATEMENT

For the year ended 30 April 2014

NOTES TO THE FINANCIAL STATEMENTS

For the year ended 30 April 2014

1. General information

Plutus Resources plc is a Company incorporated in the United Kingdom under the Companies Act 2006. The address of the registered office is given on page 2. The nature of the Company's operations and its principal activities are set out in the strategic report on page 5 and in the Chief Executive Officer's review on page 4.

These financial statements are presented in pounds sterling which is the currency of the primary economic environment in which the Company operates.

2. Statement of compliance

3. Significant accounting policies

Basis of accounting

The principal accounting policies adopted and applied in the preparation of the financial statements are set out below.

These have been consistently applied to all the years presented unless otherwise stated.

The financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted for use in the European Union ("EU") applied in accordance with the provisions of the Companies Act 2006.

IFRS is subject to amendment and interpretation by the International Accounting Standards Board ("IASB") and the International Financial Standards Interpretations Committee ("IFRS IC") and there is an ongoing process of review and endorsement by the European Commission. The accounts have been prepared on the basis of the recognition and measurement principles of IFRS that were applicable at 30 April 2014.

Going concern

In determining the appropriate basis of preparation of the financial statements, the Directors are required to consider whether the Company can continue in operational existence for the foreseeable future. The Company had cash and cash equivalents of £6,897, negative net assets of £219,676 as at 30 April 2014 and incurred a loss of £338,727 for the twelve months then ended. Since the year end the cash balance has decreased further so that the Company's ability to continue as a going concern is dependent on additional equity funds being raised.

The Directors have based their opinions on a cash flow forecast, which assumes that additional funds sufficient for working capital purposes will be raised from a private placing and that operating costs will be kept to a minimum until adequate revenue streams are secured. For this reason, the Directors continue to adopt the going concern basis in preparing the financial statements. Whilst there are inherent uncertainties in relation to future events, and therefore no certainty over the outcome of the matters described, the Directors consider that, based upon financial projections and dependent on the success of their efforts to complete the fund raising, the Company will be a going concern for the next twelve months. However there is no guarantee that the required funds will be raised and as such there is a material uncertainty which may cast doubt about the Company's ability to continue as a going concern. The financial statements do not include the adjustments that would result if the Company was unable to continue as a going concern.

Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The Company's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the year end date.

Deferred tax is the tax expected to be payable or recoverable on temporary differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from the initial recognition of goodwill or from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

Deferred tax liabilities are recognised for taxable temporary differences arising on investments in subsidiaries and associates, and interests in joint ventures, except where the Company is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future.

The carrying amount of deferred tax assets is reviewed at each year end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity.

Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and where they relate to income taxes levied by the same taxation authority and the Company intends to settle its current tax assets and liabilities on a net basis.

Financial instruments

Financial assets and financial liabilities are recognised in the Company's balance sheet when the Company becomes a party to the contractual provisions of the instrument.

Financial assets

Financial assets are classified into the following specified categories: 'available for sale investments', 'loans and receivables' and 'cash and cash equivalents'. The classification depends on the nature and purpose of the financial assets and is determined at the time of initial recognition.

Available for sale investments

Investments are initially measured at fair value plus incidental acquisition costs. Subsequently, they are measured at fair value in accordance with IAS 39. In respect of quoted investments, this is either the bid price at the period end date or the last traded price, depending on the convention of the exchange on which the investment is quoted, with no deduction for any estimated future selling cost. Unquoted investments are valued by the directors using primary valuation techniques such as recent transactions, last price or net asset value.

Investments are recognised as available-for-sale financial assets. Gains and losses on measurement are recognised in other comprehensive income except for impairment losses and foreign exchange gains and losses on monetary items denominated in a foreign currency, which are recognised directly in profit or loss. Where the investment is disposed of or is determined to be impaired the cumulative gain or loss previously recognised in other comprehensive income is reclassified to profit or loss.

The Company assesses at each period end date whether there is any objective evidence that a financial asset or group of financial assets classified as available-for-sale has been impaired. An impairment loss is recognised if there is objective evidence that an event or events since initial recognition of the asset have adversely affected the amount or timing of future cash flows from the asset. A significant or prolonged decline in the fair value of a security below its cost shall be considered in determining whether the asset is impaired.

When a decline in the fair value of a financial asset classified as available-for-sale has been previously recognised in other comprehensive income and there is objective evidence that the asset is impaired, the cumulative loss is removed from other comprehensive income and recognised in profit or loss. The loss is measured as the difference between the cost of the financial asset and its current fair value less any previous impairment.

Loans and receivables

Trade receivables, loans and other receivables that have fixed or determinable payments that are not quoted in an active market are classified as loans and receivables. Loans and receivables are initially measured at fair value and subsequently measured at amortised cost using the effective interest method, less any impairment. Interest income is recognised by applying the effective interest rate, except for short-term receivables when the recognition of interest would be immaterial.

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and demand deposits and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value.

Derecognition of financial assets

The Company derecognises a financial asset only when the contractual rights to the cash flows from the asset expire; or it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another entity. If the Company neither transfers nor retains substantially all the risks and rewards of ownership and continues to control the transferred asset, the Company recognises its retained interest in the asset and an associated liability for amounts it may have to pay. If the Company retains substantially all the risks and rewards of ownership of a transferred financial asset, the Company continues to recognise the financial asset and also recognises a collateralised borrowing for the proceeds received.

Equity instruments

An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. Equity instruments issued by the Company are recorded at the proceeds received net of direct issue costs.

The share premium account represents premiums received on the initial issuing of the share capital. Any transaction costs associated with the issuing of shares are deducted from share premium, net of any related income tax benefits.

The share capital account represents the amount subscribed for shares at nominal value.

The share option reserve represents the fair value, calculated at the date of grant, of options unexercised at the balance sheet date.

The loan note equity reserve represents the fair value, calculated at issuance of the loan notes.

Retained losses include all current and prior period results as disclosed in the statement of comprehensive income.

Financial liabilities

Financial liabilities are recognised in the Company's balance sheet when the Company becomes a party to the contractual provisions of the instrument. All interest related charges are recognised as an expense in finance cost in the income statement using the effective interest rate method.

The Company's financial liabilities comprise trade and other payables and borrowings.

Trade payables are recognised initially at their fair value and subsequently measured at amortised cost less settlement payments.

Borrowings represent convertible loans that are accounted for as compound instruments. The fair value of the liability portion of the convertible loan notes is determined using a market interest rate for an equivalent non-convertible loan note. This amount is recorded as a liability on an amortised cost basis until extinguished on conversion or maturity of the loan notes. The remainder of the proceeds is allocated to the conversion option, which is recognised and included in shareholders' equity, net of tax effects, and is not subsequently re-measured.

Provisions

Provisions are recognised when the Company has a present obligation as a result of a past event and it is probable that the Company will be required to settle that obligation. Provisions are measured at the Directors' best estimate of the expenditure required to settle the obligation at the balance sheet date, and are discounted to present value where the effect is material.

Share-based payments

The Company has applied the requirements of IFRS 2 'Share-based Payments'.

The Company issues equity-settled share based payments to certain employees. Equity settled share based payments are measured at fair value at the date of grant. The fair value determined at the grant date of the equity settled share based payments is expensed on a straight-line basis over the vesting period, based on the Company's estimate of shares that will eventually vest and adjusted for the effect of non-market based vesting conditions.

Fair value is measured by use of the Black Scholes model. The expected life used in the model has been adjusted, based on management's best estimate, for the effects of non-transferability, exercise restrictions and behavioural considerations.

4. Critical accounting judgements and key sources of estimation uncertainty

Critical judgements in applying the Company's accounting policies

In the application of the Company's accounting policies, which are described in note 3, the Directors are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period; or in the period of the revision and future periods if the revision affects both current and future periods.

Key sources of estimation uncertainty

The key assumptions concerning the future and other key sources of estimation uncertainty at the balance sheet date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are set out below.

(i) Share options

In order to calculate the charge for share-options as required by IFRS 2, the Company makes estimates principally relating to the assumptions used in its Black-Scholes option pricing model as set out in note 20.

5. Business segments

In accordance with IFRS 8, the Company is required to define its operating segments based on the internal reports presented to its chief operating decision maker in order to allocate resources and assess performance. The chief operating decision maker is the Chief Executive. There is only one continuing class of business, being the investment in the natural resources sector.

Given that there is only one continuing class of business, operating within the UK, no further segmental information has been provided.

6. Loss for the year

Loss for the year from continuing operations has been arrived at after charging:

The analysis of auditors' remuneration is as follows:

7. Employee costs (including Directors)

The average monthly number of employees (including Executive Directors) employed by the Company during the year was 3, all of whom were involved in management and administration activities (2013: 3).

Details of Directors' remuneration and gains on the exercise of share options can be found in the section of the Directors' remuneration report on page 6.

8. Tax

Corporation tax is calculated at 20% (2013: 20%) of the estimated assessable loss for the year. Taxation for other jurisdictions is calculated at the rates prevailing in the respective jurisdictions. The charge for the year can be reconciled to the profit per the statement of comprehensive income as follows:

Company tax reconciliation

Deferred tax assets of approximately £195,000 (2013: £137,000) have not been recognised as the Directors consider there to be insufficientevidence that the assets will be recovered. An analysis of the deferred tax asset not recognised is shown below:

9. Loss per share

Basic loss per share is calculated by dividing the earnings attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the year.

In order to calculate diluted loss per share, the weighted average number of ordinary shares in issue was adjusted to assume conversionof all dilutive potential ordinary shares according to IAS 33. Dilutive potential ordinary shares include share options granted to employees and Directors where the exercise price (adjusted according to IAS 33) is less than the average market price of the Company's ordinary shares during the year.

IAS 33 'Earnings per share' requires presentation of diluted earnings per share when a company could be called upon to issue shares that would decrease net profit or increase net loss per share. Only options that are 'in the money' are treated as dilutive and net loss per share would not be increased by the exercise of such options.

10. Investments and associated undertakings

The Company held the following equity investments in unquoted companies:

On 16 January 2014 the Company acquired 25% of the equity of Attune Energy Limited (subsequently, renamed Plutus Energy Limited "PEL"). Following the Company's investment Charles Tatnall and James Longley were appointed directors of PEL.

PEL was incorporated in January 2014 and has not traded as at the year-end.

All investments are held as available for sale and were designated as such upon initial recognition.

11. Trade and other receivables

The Directors consider the carrying amount of prepayments and accrued income approximates to their fair value.

12. Cash and cash equivalents

Cash and cash equivalents comprise cash held by the Company and short-term bank deposits with an original maturity of three months or less. The carrying amount of these assets approximates their fair value.

13. Trade and other payables

Trade payables and accruals principally comprise amounts outstanding for trade purchases and on-going costs. The Directors consider that the carrying amount of trade payables approximates to their fair value. No trade payables were older than 90 days.

14. Borrowings

Convertible loans

On 23 October 2013 the Company issued £137,000 unsecured convertible loan notes. The loan notes bear interest at 10% per annum with the interest payable quarterly in arrears. The redemption date is 23 April 2015. The loan notes are convertible at 0.5p per share.

The net proceeds from the issue of the loan notes have been split between the liability element and an equity component, representing the fair value of the embedded option to convert the liability into equity of the Company as follows:

The interest charged during the period is calculated by applying an effective average interest rate of 15% to the liability component for the period since the loan notes were issued.

The Directors estimate the fair value of the liability component of the loan notes at 30 April 2014 to be approximately £245,767 (2013: £93,898). This fair value has been calculated by discounting the future cash flows at the market rate of 15%.

Other loans

On 25 April 2014 the Company received a loan of £35,000 from a shareholder. The loan bears interest at 10% per annum, payable quarterly in arrears, and is repayable on demand with 3 months notice.

15. Share capital

Share issues

On 16 January 2014 the Company issued 20,833,333 new ordinary shares at 0.6p per share for the acquisition of 25% of the equity of Attune Energy Limited (since then renamed Plutus Energy Limited).

16. Share premium account

17. Loan note equity reserve

18. Other reserves

19. Retained losses

20. Share options

On 8 March 2013, options over, in aggregate, 14,310,000 ordinary shares of 0.1 pence were granted to the directors of the Company. Each option carries the right to subscribe to one new Ordinary Share in the capital of the Company at a price of 0.675p per Ordinary Share, being the closing mid-market price of the Company's ordinary shares on 8 March 2013. These options vest over a period of three years from the date of the Grant, with a third of the options vesting on the first, second and third anniversaries of the Grant respectively. These options are exercisable for a period of ten years from the date of the Grant subject to the vesting conditions.

The fair value of the options was calculated using the Black-Scholes model and the Company recognised total expenses of £20,717 (2013: £5,439) related to equity settled share based payment transactions during the year. The inputs to the Black-Scholes model were as follows:

21. Financial instruments

Categories of financial instruments

22. Risk management objectives and policies

The Company's finance function monitors and manages the financial risks relating to the operations of the Company. These risks include credit risk, liquidity risk and cash flow interest rate risk.

The Company seeks to minimise the effects of these risks, in accordance with the Company's policies approved by the Board of Directors, which provide written principles on interest rate risk, credit risk and the investment of excess liquidity. The Company does not enter into or trade financial instruments, including derivative financial instruments, for any purpose.

Capital risk management

The Company's objectives when managing capital are:

· to safeguard the Company's ability to continue as a going concern, so that it continues to provide returns and benefits for shareholders;

· to support the Company's growth; and

· to provide capital for the purpose of strengthening the Company's risk management capability.

The Company actively and regularly reviews and manages its capital structure to ensure an optimal capital structure and equity holder returns, taking into consideration the future capital requirements of the Company and capital efficiency, prevailing and projected profitability, projected operating cash flows, projected capital expenditures and projected strategic investment opportunities. The capital structure consists of capital and reserves and convertible loan notes, for capital management purposes.

Interest rate risk

The Company's exposure to interest rate risk is limited to the interest payable on the convertible unsecured loan notes, which are at fixed rates of interest.

Credit risk

Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Company.

The Company's principal financial assets are bank balances and cash and other receivables.

The credit risk on liquid funds is limited because the counterparties are banks with high credit ratings assigned by international credit rating agencies.

Liquidity risk

Ultimate responsibility for liquidity risk management rests with the Board of Directors. The Company manages liquidity risk by maintaining adequate reserves and banking facilities by continuously monitoring forecast and actual cash flows and matching the maturity profiles of financial assets and liabilities.

23. Notes to the cash flow statement

Cash and cash equivalents (which are presented as a single class of assets on the face of the balance sheet) comprise cash at bank and other short-term highly liquid investments with a maturity of three months or less.

24. Operating lease arrangements

The Company as lessee

25. Related party transactions

During the year ended 30 April 2014, fees of £43,950 (2013: £11,000) were paid to Dearden Chapman Accountants Limited in respect of James Longley's services as Chief Financial Officer.

During the year ended 30 April 2014, fees of £2,000 (2013: £7,000) were paid to ACL Capital in respect of Nicholas Lee's services as director.

During the year ended 30 April 2014 £12,000 was paid to James Longley Ltd, a company controlled by James Longley, in respect of rent of an office (2013: £nil).

During the year the Company acquired 25% of the issued share capital of Attune Energy Limited, which was subsequently renamed Plutus Energy Limited, and Charles Tatnall and James Longley were appointed directors.

Remuneration of key management personnel

The remuneration of the directors, who are the key management personnel of the Company, is set out below in aggregate for each of the categories specified in IAS 24 Related Party Disclosures. Further information about the remuneration of individual directors is provided in the Directors' Remuneration Report on page 5.

26. Events after the year end

There have been no significant events since the year end.