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13 Aug 2019 07:00
13 August 2019
Starcom Plc
("Starcom" or the "Company")
Interim Results
Starcom (AIM: STAR) which specialises in the development of wireless solutions for the remote tracking, monitoring and protection of a variety of assets, announces its unaudited interim results for the six months ended 30 June 2019 (the "Period").
Highlights
·; Revenues for the Period remained stable at $3.1m (H1 2018: $3.1m)
·; Gross profits were $1.26m (H1 2018: $1.23m)
·; Gross margin increased to 41% (H1 2018 40%)
·; EBITDA increased to $75,000 (H1 2018: $40,000 EBITDA loss)
·; Recurring Software as a Service ("SaaS") revenues were $900,000 (H1 2018: $890,000)
·; Lokies, Starcom's new intelligent padlock, has been launched
Avi Hartmann, CEO of Starcom, commented:
"Although the first half revenues were in line with the equivalent period last year, we are confident that, based on the Company's current sales pipeline, the second half of the year will show an improvement over the second half of 2018. It is pleasing to note that we achieved a positive EBITDA result for the Period and we expect that this will also be the case for the full year. Initial orders for the new Lokies smart padlock are encouraging and we have high expectations for this new product."
For further information please contact
Starcom Plc Michael Rosenberg, Chairman Avi Hartmann, CEO
|
07785 727595 +972 5477 35663 |
Allenby Capital Limited (Nominated Adviser and Joint Broker) James Reeve/Jeremy Porter/Asha Chotai
| 020 3328 5656 |
Peterhouse Capital Limited (Joint Broker) Lucy Williams/Charles Goodfellow/Eran Zucker
| 020 7469 0930 |
Leander PR (Financial PR) Christian Taylor-Wilkinson
| 07795 168 157 |
CHAIRMANS STATEMENT
The unaudited results for the period ended 30 June 2019 were in line with management's internal expectations, with revenues level at $3.1m (H1 2018: $3.1m). The gross margin increased to 41% (H1 2018: 40%) and EBITDA increased to approximately $75,000 from a loss of $40,000 in H1 2018.
The main focus of the Company over the last few months has been the launch of the "Lokies", our new revolutionary padlock and the preparations for its mass production. Lokies is a smart keyless padlock with innovative IoT capabilities, enabling remote, over the air connectivity which removes the requirement for a key to unlock it. In addition, Lokies has a specially designed extendable shackle equipped with proprietary technology which can detect any attempts to breach the lock. The board has high expectations for Lokies and is very encouraged by feedback from clients and prospective clients so far.
The second product that is a central to the Company's growth strategy is the Tetis. The Company is collaborating with major companies in the containers monitoring segment, such as Cargo Signal and Swiss based Arviem AG. The Company is building a long-term strategy based around the Tetis devices and, along with the strong relationship it has built with WIMC, the management believes it will be one the catalysts for the Company's future growth.
In parallel, activity across all other products has been at a high level. The percentage of total sales attributed to our traditional Helios product, which is our lower margin product, continues to decrease although from time to time opportunistic contracts, such as the North African distributor contract, which was announced in November 2018, may distort this trend as it expected to make a major contribution to revenue in the current year. This contract is progressing as planned.
We are pleased to report that a new contract for Helios Hybrid products with a value of approximately $400,000 has recently been signed with a West African distributor for delivery in the second half of this year. This contract will lead to recurring SaaS revenue stream in future years.
The strategic relationship with Zero Motorcycles Inc. in the USA is progressing well. Initial orders for the integrated Helios units are, as expected, low at this stage but the response to the new motorbikes has been positive and orders are expected to increase later this year and into next year. The Directors consider that this relationship presents a significant growth opportunity as the market for electric motorbikes increases.
The relationship with CubeMonk in the USA is also very positive, with the Company receiving new orders since the initial contract was signed in February 2019. Cubemonk has developed the world's first smart shipping container and storage unit powered by IoT using Starcom's Kylos Air product.
Initial orders of Kylos Forever units have been received pursuant to the Company's contract with Israel Chemicals Limited. These orders have been delivered and it is expected these will increase in the near future. The Starcom units enable this global business to monitor the dangerous ICL chemicals as they are shipped across the globe. Another version of Kylos is used by Bosch, which has now launched its Kylos Air product and we await feedback on the results of this launch.
Appointments during the Period
During the period the Board were pleased to welcome Mr Martin Blair to the board as a non-Executive Director. In addition, Mr David Avner was appointed as a consultant to the Company in May 2019 and is working closely with management to develop the strategy in upgrading the marketing and sales capabilities. This is being achieved through engaging with quality partners and capitalising on Starcom's leading technology in the tracking systems.
Update on Auditor
Following the withdrawal of Brightman Almagor Zohar & Co. Certified Public Accountants, a firm in the Deloitte Global Network, to act as auditors to the Company, the Board decided to appoint its previous audit firm, Barzily & Co.
Financial report
Group revenues for the Period were $3.1m, compared with $3.1m for the six months ended 30 June 2018, demonstrating stability of sales within the first half of 2019.
Recurring SaaS revenues improved slightly to $900,000 (H1 2018: $890,000).
The gross margin for the Period was 41%, compared with 40% for the equivalent period in 2018.
Total operating expenditure decreased 4.5% to $1.6m (H1 2018: $1.7m and, as a result, the operating loss in the Period decreased to $0.37m compared with an operating loss of $0.51m for the six months ended 30 June 2018, representing a reduction of 27%.
The Group suffered from the weakness of US dollar exchange rate against the Israeli New Shekel, which resulted in a $69,000 exchange rate loss, despite the mitigating hedging measures undertaken by management.
The Group balance sheet showed a decrease in trade receivables to $1.57m, compared with $1.9m as at 31 December 2018, despite a slight increase in total sales. Group inventories at the Period end were $2.3m, (30 June 2018: $2.3m). Trade payables at the Period end were $1.75m (30 June 2018: £1.8m).
Net cash from operating activities in the Period was $13,000, compared with $0.3m for the six months ended 30 June 2018. However, following the equity fundraise completed in April 2019, net cash at 30 June 2019 was $461,000 (31 December 2018: $89,000).
OUTLOOK
The Company continues to progress the development in particular of Lokies and Tetis, which the Board considers to be Starcom's growth engines for the future. A number of new projects are under active negotiation. The Board considers the current pipeline to be stronger than the current sale pipeline at the same time a year ago. Therefore, the Board is confident that the full year results will be in line with current market expectations in terms of revenue growth and that the Company will achieve a positive EBITDA result for the year.
STARCOM Plc
INTERIM CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
U.S. Dollars in thousands
|
|
|
|
| ||
|
| June 30 |
| December 31 | ||
| Note | 2019 |
| 2018 |
| 2018 |
|
| Unaudited |
| Unaudited |
| Audited |
ASSETS |
|
|
|
|
|
|
NON-CURRENT ASSETS : |
|
|
|
|
|
| ||||
Property, plant and equipment, net |
| 758 |
| 502 |
| 521 | ||||
Intangible assets, net | 3 | 2,169 |
| 2,376 |
| 2,279 | ||||
Income Tax Authorities |
| 49 |
| 46 |
| 46 | ||||
Total Non-Current Assets |
| 2,976 |
| 2,924 |
| 2,846 | ||||
CURRENT ASSETS : |
|
|
|
|
|
| ||||
Inventories |
| 2,287 |
| 2,329 |
| 2,025 | ||||
Trade receivables (net of allowance for doubtful accounts of $14, $39 and $48 thousand as of June 30, 2019 and 2018 and December 31,2018) |
| 1,568 |
| 1,443 |
| 1,897 | ||||
Other receivables |
| 195 |
| 129 |
| 87 | ||||
Short-term deposit |
| 55 |
| 54 |
| 60 | ||||
Cash and cash equivalents |
| 461 |
| 178 |
| 89 | ||||
Total Current Assets |
| 4,566 |
| 4,133 |
| 4,158 | ||||
|
|
|
|
|
|
| ||||
|
|
|
|
|
|
| ||||
TOTAL ASSETS |
| 7,542 |
| 7,057 |
| 7,004 | ||||
|
|
|
|
|
|
| ||||
LIABILITIES AND EQUITY |
|
|
|
|
|
| ||||
EQUITY |
|
|
|
|
|
|
|
| 4,245 |
| 3,738 |
| 3,861 |
|
|
|
|
|
|
|
NON-CURRENT LIABILITIES: |
|
|
|
|
|
|
Long-term loans from banks |
| 34 |
| 101 |
| 50 |
Leasehold liabilities |
| 173 |
| 84 |
| 70 |
Total Non-Current Liabilities |
| 207 |
| 185 |
| 120 |
|
|
|
|
|
|
|
CURRENT LIABILITIES: |
|
|
|
|
|
|
Short-term bank credit |
| 68 |
| 44 |
| 28 |
Short-term loans and current maturities of long-term loans |
| 333 |
| 232 |
| 506 |
Trade payables |
| 1,751 |
| 1,819 |
| 1,412 |
Shareholders and related parties | 5 | 664 |
| 714 |
| 581 |
Other payables |
| 136 |
| 219 |
| 372 |
Leasehold liabilities |
| 138 |
| 106 |
| 124 |
Total Current Liabilities |
| 3,090 |
| 3,134 |
| 3,023 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
TOTAL LIABILITIES AND EQUITY | 7,542 |
| 7,057 |
| 7,004 | |
The accompanying notes are an integral part of the interim condensed consolidated financial statements.
STARCOM Plc
INTERIM CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
U.S. Dollars in thousands
|
|
| Six Months Ended June 30 |
| Year Ended December 31 | ||
| Note |
| 2019 |
| 2018 |
| 2018 |
|
|
| Unaudited |
| Unaudited |
| Audited |
|
|
|
|
|
|
|
|
Revenues |
|
| 3,110 |
| 3,092 |
| 5,994 |
|
|
|
|
|
|
|
|
Cost of sales |
|
| (1,844) |
| (1,864) |
| (3,576) |
|
|
|
|
|
|
|
|
Gross profit |
|
| 1,266 |
| 1,228 |
| 2,418 |
|
|
|
|
|
|
|
|
Operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Research and development, net |
|
| (81) |
| (124) |
| (224) |
|
|
|
|
|
|
|
|
Selling and marketing |
|
| (380) |
| (292) |
| (621) |
|
|
|
|
|
|
|
|
General and administrative |
|
| (1,168) |
| (1,288) |
| (2,424) |
|
|
|
|
|
|
|
|
Other income (expenses) |
|
| (11) |
| (34) |
| (31) |
|
|
| (1,640) |
| (1,738) |
| (3,300) |
|
|
|
|
|
|
|
|
Operating loss |
|
| (374) |
| (510) |
| (882) |
|
|
|
|
|
|
|
|
Net finance income (expenses) | 6 |
| (131) |
| 33 |
| 51 |
|
|
|
|
|
|
|
|
Total comprehensive loss prior to taxes |
|
| (505) |
| (477) |
| (831) |
|
|
|
|
|
|
|
|
Taxes on income due to previous years |
|
| - . - |
| - . - |
| (89) |
Total comprehensive loss for the year |
|
| (505) |
| (477) |
| (920) |
Loss per share: |
|
|
|
|
|
|
|
Basic and diluted loss per share (in dollars) | 4 |
| (0.002) |
| (0.002) |
| (0.003) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of the interim condensed consolidated financial statements.
STARCOM Plc
INTERIM CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
U.S. Dollars in thousands
|
Share Capital * |
| Premium on Shares |
|
| Capital Reserve |
| Capital Reserve for Share-based payment |
| Accumulated Loss |
|
|
Total |
|
|
|
| ||||||||||
(Unaudited) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance- January 1, 2019 | - |
| 11,460 |
|
| 89 |
| 687 |
| (8,375) |
|
| 3,861 |
Issue of share capital, net of expenses - see Notes 1(a)2 - 1(a)3 |
- |
|
794 |
|
|
- |
|
- |
|
- |
|
|
794 |
Share based payment - Note 4 | - |
| - |
|
| - |
| 95 |
| - |
|
| 95 |
Comprehensive loss for the period | - |
| - |
|
| - |
| - |
| (505) |
|
| (505) |
Balance- June 30, 2019 | - |
| 12,254 |
|
| 89 |
| 782 |
| (8,880) |
|
| 4,245 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Unaudited) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance- January 1, 2018 | - |
| 9,796 |
|
| 89 |
| 602 |
| (7,455) |
|
| 3,032 |
Issue of share capital, net of expenses | - |
| 1,049 |
|
| - |
| - |
| - |
|
| 1,049 |
Share based payment | - |
| - |
|
| - |
| 134 |
| - |
|
| 134 |
Fortified options and warrants | - |
| 135 |
|
| - |
| (135) |
| - |
|
| - |
Comprehensive loss for the period | - |
| - |
|
| - |
| - |
| (477) |
|
| (477) |
Balance- June 30, 2018 | - |
| 10,980 |
|
| 89 |
| 601 |
| (7,932) |
|
| 3,738 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Audited) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance- January 1, 2018 | - |
| 9,796 |
|
| 89 |
| 602 |
| (7,455) |
|
| 3,032 |
Proceeds from issued share capital, net of expenses |
- |
|
1,379 |
|
|
- |
|
- |
|
- |
|
|
1,379 |
Exercise of warrants | - |
| 150 |
|
| - |
| - |
| - |
|
| 150 |
Share based payment | - |
| - |
|
| - |
| 220 |
| - |
|
| 220 |
Share based payment expiration | - |
| 135 |
|
| - |
| (135) |
| - |
|
| - |
Comprehensive loss for the year | - |
| - |
|
| - |
| - |
| (920) |
|
| (920) |
Balance- December 31, 2018 | - |
| 11,460 |
|
| 89 |
| 687 |
| (8,375) |
|
| 3,861 |
* An amount less than one thousand.
The accompanying notes are an integral part of the interim condensed consolidated financial statements.
STARCOM Plc
INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
U.S. Dollars in thousands
|
| Six Months Ended June 30 |
| Year Ended December 31 | ||
|
| 2019 |
| 2018 |
| 2018 |
CASH FLOWS FROM OPERATING ACTIVITIES: |
| Unaudited |
| Unaudited |
| Audited |
Comprehensive loss |
| (505) |
| (477) |
| (920) |
Adjustments to reconcile net loss to net cash used in operating activities: |
|
|
|
|
|
|
Depreciation and amortization |
| 329 |
| 303 |
| 623 |
Interest expense and exchange rate differences |
| 5 |
| (50) |
| 23 |
Equity settled option-based payment expense |
| 95 |
| 134 |
| 220 |
Capital loss (gain) |
| 15 |
| 33 |
| - |
Changes in assets and liabilities: |
|
|
|
|
|
|
Increase in inventories |
| (262) |
| (844) |
| (540) |
Decrease (Increase) in trade receivables |
| 329 |
| 329 |
| (125) |
Decrease (Increase) in other receivables |
| (108) |
| (28) |
| 14 |
Increase in Income Tax Authorities |
| (3) |
| (3) |
| (2) |
Increase (Decrease) in trade payables |
| 340 |
| 297 |
| (110) |
Increase (Decrease) in other payables |
| (222) |
| (32) |
| 122 |
|
|
|
|
|
|
|
Net cash provided by (used in) operating activities |
| 13 |
| (338) |
| (695) |
|
|
|
|
|
|
|
CASH FLOWS FROM INVESTING ACTIVITIES: |
|
|
|
|
|
|
Purchases of property and equipment |
| (202) |
| (46) |
| (109) |
Proceeds from sales of property, plant and equipment |
| 28 |
| - |
| - |
Decrease (Increase) in short-term deposits |
| 5 |
| 1 |
| (5) |
Purchase of intangible assets |
| (112) |
| (136) |
| (256) |
|
|
|
|
|
|
|
Net cash used in investing activities |
| (281) |
| (181) |
| (370) |
|
|
|
|
|
|
|
CASH FLOWS FROM FINANCING ACTIVITIES: |
|
|
|
|
|
|
Proceeds from (Repayment of) short-term bank credit, net |
| 40 |
| (183) |
| (199) |
Proceeds from (Repayment of) a convertible debenture, net |
| - |
| (131) |
| 462 |
Repayment of Short-term loans from banks |
| (189) |
| - |
| (131) |
Receipt of long-term loans |
| - |
| 96 |
| 93 |
Proceeds from (Repayment to) shareholders and related parties, net |
| 83 |
| 1 |
| (132) |
Repayment of Leasehold liability |
| (58) |
| (49) |
| (109) |
Repayment of long-term loans |
| (16) |
| (180) |
| (452) |
Proceeds from exercise of warrants |
| - |
| - |
| 150 |
Consideration from issue of shares |
| 780 |
| 1,050 |
| 1,379 |
|
|
|
|
|
|
|
Net cash provided by financing activities |
| 640 |
| 604 |
| 1,061 |
|
|
|
|
|
|
|
Increase (Decrease) in cash and cash equivalents |
| 372 |
| 85 |
| (4) |
Cash and cash equivalents at the beginning of the period |
| 89 |
| 93 |
| 93 |
Cash and cash equivalents at the end of the period |
| 461 |
| 178 |
| 89 |
|
|
|
|
|
|
|
Appendix A - Additional Information |
|
|
|
|
|
|
Interest paid during the period |
| (21) |
| (25) |
| (30) |
Appendix B - Non-cash financing activities |
|
|
|
|
|
|
Issuance of shares to a related party in payment of debt |
| 14 |
| - |
| - |
|
|
|
|
|
|
|
The accompanying notes are an integral part of the interim condensed consolidated financial statements.
STARCOM Plc
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
U.S. Dollars in thousands
NOTE 1 - | GENERAL INFORMATION |
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| a. | The Reporting Entity |
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| 1. Starcom Plc ("the Company") was incorporated in Jersey on November 28, 2012. The Group specializes in easy-to-use practical wireless solutions that combine advanced technology, telecommunications and digital data for the protection and management of people, fleets of vehicles, containers and assets and engages in production, marketing, distribution, research and development of G.P.S. systems.
The Company fully owns Starcom G.P.S. Systems Ltd., an Israeli company that engages in the same field, and Starcom Systems Limited, a company in Jersey. The Company's shares are admitted to trading on the London Stock Exchange's market.
Address of the official Company office in Israel of Starcom G.P.S. Systems Ltd. is: 16 Hata'as St., Kfar-Saba, Israel.
Address of the Company's registered office in Jersey of Starcom Systems Limited is: Forum 4, Grenville Street, St Helier, Jersey, Channel Islands, JE4 8TQ
2. During April 2019 the Company raised £637.5 ($829) thousand before expenses, through placing 51,000,000 new Ordinary Shares of no par value at a price of 1.25p per Placing Share.
3. During June 2019, the Company granted its Chairman 880,000 new Ordinary Shares of no par value at a price of 1.25p per share in order to partially set off his credit balance.
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| b. | Definitions in these financial statements: |
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| 1. | International Financial Reporting Standards (hereinafter: "IFRS") - Standards and interpretations adopted by the International Accounting Standards Board (hereafter: "IASB") that include international financial reporting standards (IFRS) and international accounting standards (IAS), with the addition of interpretations to these Standards as determined by the International Financial Reporting Interpretations Committee (IFRIC) or interpretations determined by the Standards Interpretation Committee (SIC), respectively. |
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| 2. | The Company - Starcom Plc. |
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| 3. | The subsidiaries - Starcom G.P.S. Systems Ltd. And Starcom Systems Limited. |
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| 4. | Starcom Jersey - Starcom Systems Limited. |
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| 5. | Starcom Israel - Starcom G.P.S. Systems Ltd. |
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| 6. | The Group - Starcom Plc. and the Subsidiaries. |
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| 7. | Related party - As determined by International Accounting Standard No. 24 in regard to related parties. |
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NOTE 2 - | BASIS OF PREPARATION AND CHANGE IN THE GROUP'S ACCOUNTING POLICIES |
a. | Basis of preparation
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b. | The interim consolidated financial statements have been prepared in accordance with generally accepted accounting principles for the preparation of financial statements for interim periods, as prescribed in International Accounting Standard No. 34 ("Interim Financial Reporting"). The interim consolidated financial information should be read in conjunction with the annual financial statements as of December 31, 2018 and for the year ended on that date and with the notes thereto. The significant accounting policies applied in the annual financial statements of the Company as of December 31, 2018 are applied consistently in these interim consolidated financial statements.
Use of estimates and judgments
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| The preparation of financial statements in conformity with IFRS requires management of the Company to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. |
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| The judgment of management, when implementing the Group accounting policies and the basic assumptions utilized in the estimates that are bound up in uncertainties are consistent with those that were utilized to prepare the annual financial statements. |
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c. |
Exchange rates:
|
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|
|
Six Months Ended June 30 |
| Year Ended December 31 |
| ||||
|
| 2019 |
| 2018 |
| 2018 |
| ||
| Exchange rate of U.S. $ in NIS | 3.566 |
| 3.65 |
| 3.748 |
| ||
| Exchange rate of U.S. $ in GBP | 0.79 |
| 0.76 |
| 0.78 |
| ||
|
|
|
|
|
|
|
| ||
|
|
|
|
|
|
|
| ||
| Change of U.S. $ in NIS | (4.86%) |
| 5.28% |
| 8.1% |
| ||
| Change of U.S. $ in GBP | 0.86% |
| 2.52% |
| 5.59% |
| ||
NOTE 3 - |
INTANGIBLE ASSETS, NET |
|
|
|
|
Total | |||||
|
| Unaudited | |||||
| Cost: |
|
|
| |||
| Balance as of January 1, 2019 |
|
| 4,458 | |||
| Additions during the period |
|
| 112 | |||
| Balance as of June 30, 2019 |
|
| 4,570 | |||
|
|
|
|
| |||
| Accumulated Depreciation: |
|
|
| |||
| Balance as of January 1, 2019 |
|
| (1,977) | |||
| Amortization during the period |
|
| (222) | |||
| Balance as of June 30, 2019 |
|
| (2,199) | |||
|
|
|
|
| |||
| Impairment of assets |
|
| (202) | |||
|
|
|
|
| |||
| Net book value as of June 30, 2019 |
|
| 2,169 | |||
|
| ||||||
|
|
|
Total | |
|
|
| Unaudited | |
| Cost: |
|
|
|
| Balance as of January 1, 2018 |
|
| 4,202 |
| Additions during the period |
|
| 136 |
| Balance as of June 30, 2018 |
|
| 4,338 |
|
|
|
|
|
| Accumulated Depreciation: |
|
|
|
| Balance as of January 1, 2018 |
|
| (1,543) |
| Depreciation during the period |
|
| (217) |
| Balance as of June 30, 2018 |
|
| (1,760) |
|
|
|
|
|
| Impairment of assets |
|
| (202) |
|
|
|
|
|
| Net book value as of June 30, 2018 |
|
| 2,376 |
|
|
|
Total | |
|
|
| Audited | |
| Cost: |
|
|
|
| Balance as of January 1, 2018 |
|
| 4,202 |
| Additions during the year |
|
| 256 |
| Balance as of December 31, 2018 |
|
| 4,458 |
|
|
|
|
|
| Accumulated Depreciation: |
|
|
|
| Balance as of January 1, 2018 |
|
| (1,543) |
| Depreciation during the year |
|
| (434) |
| Balance as of December 31, 2018 |
|
| (1,977) |
|
|
|
|
|
| Impairment of assets |
|
| (202) |
|
|
|
|
|
| Net book value as of December 31, 2018 |
|
|
2,279 |
|
| |||||||||
NOTE 4 - | SHARE CAPITAL | |||||||||
|
| |||||||||
| a. | Composition - ordinary shares of no-par value, issued and outstanding - 345,329,513 shares and 293,449,513 shares as of June 30, 2019 and December 31, 2018, respectively. | ||||||||
|
| |||||||||
| b. | A Company share grants to its holder voting rights, rights to receive dividends and rights to net assets upon dissolution. | ||||||||
|
| |||||||||
| c. | See Note 1(a). | ||||||||
|
|
| ||||||||
| d. | Weighted average number of shares used for calculation of basic and diluted loss per share:
| ||||||||
|
|
| June 30 June 30 |
| December 31 |
|
| |||
|
|
| 2019 |
| 2018 |
| 2018 |
|
| |
|
|
| Unaudited |
| Unaudited |
| Audited |
|
| |
| Number |
| 314,650,176 |
| 265,960,494 |
| 272,694,684 |
|
| |
The following table lists the number of share options and the exercise prices of share options during the reported period:
|
| June 30, 2019 |
| December 31, 2018 | |||||
|
| Unaudited |
| Audited | |||||
|
| Number of options |
| Weighted average exercise price |
| Number of options |
| Weighted average exercise price | |
|
| £ |
| £ | |||||
|
|
|
|
|
|
|
|
| |
Share options outstanding at beginning of period |
| 33,496,480 |
| 0.037 |
| 32,729,647 |
| 0.041 | |
Share options exercised during the period |
| - |
| - |
| (4,440,000) |
| 0.025 | |
Share options expired during the period |
| 492,533 |
| 0.04 |
| (5,293,167) |
| 0.06 | |
Share options granted during the period |
| 16,290,000 |
| 0.007 |
| 10,500,000 |
| 0.0325 | |
Share options outstanding at end of period |
| 49,293,947 |
| 0.027 |
| 33,496,480 |
| 0.037 | |
|
|
|
|
|
|
|
|
| |
Share options exercisable at end of period |
| 27,587,280 |
| 0.038 |
| 14,949,640 |
| 0.046 | |
e. | Share-based payment
During June 2019 the Company granted its senior management and directors' options for purchase of 6,250,000 new Ordinary Shares at exercise price of 1.875p per share. The Options vest as to third each year, one year after grant. Any unexercised options expire at the end of 10 years from grant. On same date the company granted its senior management and directors' options for purchase of 10,040,000 new Ordinary Shares at exercise price of zero p per share in place of their fees. The options vest after 9 months. The following table lists the inputs to the Black and Scholes model used for the grants.
| ||||||||||||||||||||||||||||||
|
| ||||||||||||||||||||||||||||||
NOTE 5 - | SHAREHOLDERS AND RELATED PARTIES
|
| |||||||||
| a. | Related parties that own the controlling shares in the Group are: |
| ||||||||
|
| Mr. Avraham Hartmann (6.43%), Mr. Uri Hartmann (6.83%), Mr. Doron Kedem (6.83%).
|
| ||||||||
|
| b. | Short-term balances: |
| June 30 |
| December 31 | ||||
|
| 2019 |
| 2018 |
| 2018 | |||||
|
| Unaudited |
| Unaudited |
| Audited | |||||
| Credit balance Avi Hartmann Uri Hartmann Doron Kedem Total Credit balance | (196)(298)(166)(660) |
| (283)(260)(164)(707) |
| (205(251)(173)(629) | |||||
| Loans Avi Hartmann Uri Hartmann Doron Kedem Total Loans | (14)(223)213(4) |
| 204(407)196(7) |
| 45(210)21348 | |||||
|
| (664) |
| (714) |
| (581) | |||||
|
|
|
|
|
|
|
|
c. |
Transactions: |
|
Six Months Ended June 30 |
|
Year Ended December 31 |
| |||
|
| 2019 |
| 2018 |
| 2018 |
| |||
|
| Unaudited |
| Unaudited |
| Audited |
| |||
| Total salaries, services rendered and related expenses for shareholders |
193 |
|
194 |
|
353 |
| |||
| Total share-based payment expenses | 57 |
| 134 |
|
127 |
| |||
| Interest to related parties | 5 |
| 16 |
| 15 |
| |||
|
|
| ||||||||
|
|
| ||||||||
|
|
| ||||||||
NOTE 6 - | NET FINANCE INCOME (EXPENSES)
|
| ||||||
|
|
| Six Months Ended June 30 |
| Year Ended December 31 | |||
|
|
| 2019 |
| 2018 |
| 2018 | |
|
|
| Unaudited |
| Unaudited |
| Audited | |
| Exchange rate differences | (69) |
| 108 |
| 222 | ||
| Bank charges | (40) |
| (34) |
| (80) | ||
| Interest to banks and others | (9) |
| (25) |
| (74) | ||
| Interest to suppliers | (8) |
| - |
| (2) | ||
| Interest to related parties | (5) |
| (16) |
| (15) | ||
| Net finance income (expenses) | (131) |
| 33 |
| 51 | ||
NOTE 7 - | SEGMENTATION REPORTING |
|
| Differentiation policy for the segments: The Company's management has defined its segmentation policy based on the financial essence of the different segments. This refers to services versus goods, delivery method and allocated resources per sector. On this basis, the following segments were defined:
|
|
| Segment information regarding the reported segments: |
|
|
| Hardware |
| SAS |
|
| Total |
Period Ended 30.06.2019: (Unaudited) |
|
|
|
|
|
|
|
|
Segment revenues |
|
| 2,210 |
| 900 |
|
| 3,110 |
Cost of sales |
|
| (1,735) |
| (109) |
|
| (1,844) |
Gross profit |
|
| 475 |
| 791 |
|
| 1,266 |
|
|
|
|
|
|
|
|
|
Period Ended 30.06.2018: (Unaudited) |
|
|
|
|
|
|
|
|
Segment revenues |
|
| 2,202 |
| 890 |
|
| 3,092 |
Cost of sales |
|
| (1,730) |
| (134) |
|
| (1,864) |
Gross profit |
|
| 472 |
| 756 |
|
| 1,228 |
|
|
|
|
|
|
|
|
|
Year Ended 31.12.2018: (Audited) |
|
|
|
|
|
|
|
|
Segment revenues |
|
| 3,959 |
| 2,035 |
|
| 5,994 |
Cost of sales |
|
| (3,322) |
| (254) |
|
| (3,576) |
Gross profit |
|
| 637 |
| 1,781 |
|
| 2,418 |
|
|
|
|
|
|
|
|
|
NOTE 8 - | SIGNIFICANT EVENTS DURING THE REPORTED PERIOD | |
|
| |
| 1. Based on mutual understandings with an Israeli bank, the Company has converted its short-term facility to a long-term loan, amounted NIS 1 million, for a period of 3 years. | |
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