Physiomics Regulatory News (PYC)

7 Dec 2006 14:54

Physiomics PLC07 December 2006 PHYSIOMICS PLC Results for the year ended 30th June 2006 Physiomics plc ("the Company"), a company principally engaged in providingservices to pharmaceutical companies in the areas of outsourced systems andcomputational biology is pleased to announce its audited preliminary results forthe year ended 30 June 2006. Chairman's Statement Physiomics has been through an eventful year in which there has been goodprogress in the continuing development of our patented System Cell TM technologyand software. We believe that the enhancement of virtual cancer cell and itsability to predict the nature of drug interactions will prove attractive to anumber of companies that have oncology programmes including several globalplayers in this sector. We are also negotiating a deal to provide access to theHigh Performance Computer, at a UK University in order to assist in the processof developing our model. During the year we have continued to advance our collaboration with Cyclacel Ltdand continue to provide support to their drug discovery activities. We also hopeto renew our contract with Cronos (now ValiRX plc) to facilitate the delivery ofproducts from their unique GenelCE technology. In addition, we were recentlyselected to join a multi-disciplinary major European research programme called "TEMPO", which is to be co-ordinated by the Nationale Institut de la Sante et dela Recherche Medicale. (This contract has since been finalised and work began onthe project in November). The research will examine the impact of circadianrythems on the effective delivery of anti-cancer drugs to patients. This is amatched funding programme over three years worth some Euro 252,500 to theCompany. Physiomics technology was selected as the modelling solution of choice,establishing our credibility within the drug discovery/analysis field. We areconsequently optimistic that the attention that we receive from being party tosuch a prestigious programme will lead to more collaborations in the future. We continue to have discussions with a number of pharmaceutical companies toassess how the Physiomics cell modelling technology can be used to enhance andaccelerate their discovery progammes. Despite this, actual sales achieved in thepast 12 months have been disappointing. Following a detailed strategic review,the Company identified the need to secure a long term future for the Company ona basis different from the current business model. One consequence was thedeparture of our former Chief Executive Officer, Dr John Savin announced inJune. On 1 September, we announced that our Chairman, David Evans, our FinancialDirector, David Collins and David Fell a non-executive Director had stepped downfrom their respective posts. The Board expressed it's gratitude for theirdedication and professionalism and wish them well. Professor David Fellcontinues to lead the research team. John Pool has temporarily taken on the roleof Chairman. Edward Oliver has been appointed as our new Finance Director andDuncan Lipscombe joins Paul Harper as a non-Executive Director. These boardchanges were conditional on further funding being made available to the Companyand we announced at that time a placing to raise £428,841 as well as theappointment of Seymour Pierce Ellis Limited as the Company's broker. The new funds are being used to hire additional staff to accelerate thedevelopment programme, to support our commercial activities and to progress M&Aopportunities which we consider to be an important part of the Company'sstrategy. The Directors believe that these changes have the potential to transform theCompany's prospects for the future and I look forward to announcing furtherprogress next year. John PoolChairman30th November 2006 Profit and Loss Account For the year ended30th June 2006 2006 2005 £ £ Turnover 113,110 204,695 Other operating expenses (599,318) (645,140)Other operating income - - ________ ________ Operating loss (486,208) (440,445) Interest receivable 6,562 8,528 ________ ________ Loss before tax (479,646) (431,917) Tax on loss on ordinary activities (100) 50,074 ________ ________ Loss transferred from reserves (£479,746) (381,843) ======== ======== Basic and diluted loss per share (pence) (0.21p) (0.19p) All of the activities of the Company are classed as continuing. The Company has no recognised gains or losses other than the results for theyear as set out above. The accompanying accounting policies and notes form an integral part of thesefinancial statements. Balance SheetAs at 30th June 2006 2006 2005 £ £Fixed AssetsIntangible assets 48,820 53,463Tangible assets 15,081 24,924Investments 1 1 ________ ________ 63,902 78,388 ________ ________Current AssetsDebtors 56,168 154,505Cash at bank 26,336 294,908 ________ ________ 82,504 449,413 Creditors: amounts falling due within one year (212,652) (114,302) ________ ________ Net current assets / (liabilities) (130,148) 335,111 ________ ________ Total assets / (liabilities) (66,246) 413,499 ======== ======== Capital and reservesCalled up share capital 92,810 92,810Share premium account 1,329,022 1,329,022Profit and loss account (1,488,078) (1,008,333) ________ ________ Shareholders' funds (66,246) 413,499 ======== ======== Cash Flow StatementFor the year ended 30th June 2006 2006 2005 Note £ £ Net cash flow from operating activities (309,204) (447,066)Returns on investments and servicing of financeInterest received 6,562 8,528 ________ ________Net cash inflow from returns on investments and servicing offinance 6,562 8,528 Taxation 36,197 18,777 Capital expenditurePurchase of tangible fixed assets (2,127) (18,503) ________ ________ Net cash outflow from capital expenditure (2,127) (18,503) ________ ________ Net cash flow before financing (268,572) (438,264) FinancingIssue of shares - 724,485Net inflow from related parties - - ________ ________ Net cash inflow from financing - 724,485 ________ ________ (Decrease)/Increase in cash (268,572) 286,221 ======== ======== Notes 1. The financial information set out in this announcement does not constitutethe Group's statutory accounts for the period ended 30 June 2006 but is derivedfrom those accounts. Statutory accounts for the period will be delivered toCompanies House following the Group's Annual General Meeting. The Group'sauditors have reported on these accounts; their report was unqualified and didnot contain statements under section 237(2) or (3) of the Companies Act 1985. 2. The full audited accounts of Physiomics plc for the year ended 30 June 2006and Notice of the Annual General Meeting are today being posted to shareholderson and will be available for a period of one month to the public at theCompany's registered office, The Magdalen Centre, Robert Robinson Avenue, OxfordScience Park, Oxford, OX4 4GA. 3. The Annual General Meeting will be held at The Studio, High Green, Great Shelford, Cambridge, CB2 5EG on 29 December 2006 at 11.30am. For more information please contact: Edward Oliver, Finance DirectorPhysiomics plc Telephone: 01799 550 265 NOTICE OF ANNUAL GENERAL MEETING Notice is hereby given that the sixth Annual general Meeting (AGM) of Physiomicsplc (the Company) will be held at 11.30 on Friday 29 December 2006, at TheStudio, High Green, Great Shelford, Cambridge, CB2 5EG for the followingpurposes: ORDINARY BUSINESS To consider and, if thought fit, pass the following ordinary resolutions: 1. To receive and adopt the Directors' Report and Financial Statements for the year ended 30 June 2006. 2. To receive and adopt the Remuneration Committee report for the year ended 30 June 2006. 3. (a) To elect Mr Duncan Lipscombe who was appointed a Director of the Company since the last meeting and who being eligible, offers himself for election as Director. (b) To elect Mr Edward Oliver who was appointed a Director of theCompany since the last meeting and who being eligible, offers himself for election as Director. 4. To re-elect Dr Paul Harper who retires by rotation under Sections 76 and 77 of the Articles of Association, and who being eligible, offers himself for re-election as Director. 5. To confirm the appointment of Shipleys LLP as auditors of the Company to hold office until the conclusion of the next AGM at which accounts are laid before the Company and to authorize the Directors to fix their remuneration. SPECIAL BUSINESS To consider and, if thought fit, pass the following resolutions: Ordinary resolution - power to allot securities 6. That the Directors be and they are generally and unconditionally authorized for the purpose of section 80 of the Companies Act 1985 (the Act) to exercise all the powers of the Company to allot relevant securities (within the meaning of that section) up to an aggregate nominal amount of £1,430,000 provided that this authority is for a period expiring at the Company's next AGM but the Company may before such expiry make an offer or agreement which would or might require relevant securities to be allotted after such expiry and the Directors may allot relevant securities in pursuance of such offer or agreement notwithstanding that the authority conferred by this resolution has expired. This authority is in substitution for all earlier authorities, to the extent unused. Special resolution - disapplication of pre-exemption rights 7. That subject to the passing of the previous resolution the Directors be and they are empowered in accordance with section 95 of the Act to allot equity securities (as defined in section 94 of the Act) wholly for cash pursuant to the authority conferred by the previous resolution as if section 89 (1) of the Act did not apply to any such allotment, provided that this power shall be limited to the allotment of equity securities: (a) in connection with an offer of such securities by way of rights to holders of ordinary shares in proportion (as nearly as may be practicable) to their respective holdings of such shares, but subject to such exclusions or other arrangements as the Directors may deem necessary or expedient in relation to fractional entitlements or any legal or practical problems under the laws of any territory, or the requirements of any regulatory body or stock exchange; and (b) otherwise than pursuant to sub-paragraph (a) above up to an aggregate nominal amount of £1,430,000, and shall expire on the conclusion of the next AGM of the Company after the passing of this resolution, save that the Company may before such expiry, make an offer or agreement which would or might require equity securities to be allotted after such expiry and the Directors may allot equity securities of any such offer or agreement notwithstanding that the power conferred by this resolution has expired. By order of the Board EDWARD OLIVERCompany Secretary30th November 2006 NOTES 1. Any member entitled to attend and vote at the AGM is entitled to appoint one or more proxies (who need not be a member of the Company) to attend and, on a poll, vote instead of the member. Completion and return of a form of proxy will not preclude a member from attending and voting at the meeting in person, should he subsequently decide to do so. 2. In order to be valid, any form of proxy, power of attorney or other authority under which it is signed, or a notarially certified or office copy of such power or authority, must reach the Company's Registrars, Capita Registrars (Proxies), PO Box 25, Beckenham, Kent BR3 4BR. 3. As permitted by Regulation 41 of the Uncertificated Securities Regulations 2001, shareholders who hold shares in uncertificated form must be entered on the Company's share register at 10am on 30th November 2006 in order to be entitled to attend and vote at the AGM. Such shareholders may only cast votes in respect of shares held at such time. Changes to entries on the relevant register after that time shall be disregarded in determining the rights of any person to attend or vote at the meeting. 4. Copies of the service contracts of each of the Directors, and the register of Director' interests in shares of the Company kept pursuant to section 325 of the Act will be available for inspection at the registered office of the Company during usual business hours on any weekday (Saturdays and public holidays excluded) from the date of this notice until the date of the AGM and at the place of the AGM from at least 15 minutes prior to and until the conclusion of the AGM. This information is provided by RNS The company news service from the London Stock Exchange