Last checked at 14 Jun 2021 07:00
Thalassa Holdings Limited
14 June 2021
This announcement contains inside information as defined in Article 7 of the Market Abuse Regulation 596/2014 and is disclosed in accordance with the Company's obligations under Article 17 of those Regulations.
Thalassa Holdings Ltd
(Reuters: THAL.L, Bloomberg: THAL:LN)
("Thalassa", "THAL" or the "Company")
Preliminary Results for the year ended 31 December 2020
2020 HIGHLIGHTS
Group Results 2020 versus 2019 US$
• Group Profit /(loss) after tax for the year $0.9m vs. $(3.0)m
Continuing Operations
• Operating Loss before exceptional costs & depreciation $(3.1)m vs. $(3.4)m
• Operating Loss before depreciation (EBITDA) $(3.2)m vs. $(4.3)m
• Group Profit/(Loss) from continuing operations $1.7m vs. $(3.5)m
Discontinued Operations
• Group Profit/(Loss) from discontinued operations $(0.87)m vs. $0.5m
• Group Earnings Per Share (basic and diluted)*1 $0.06/£0.05 vs. $(0.18)/£(0.14)
• Book value per share*2 $1.97/£1.51 vs. $1.69/£1.28
• Investment Holdings $7.6m vs. $1.7m
• Net Cash $5.0m vs. $18.2m*3
• Shares repurchased (Number & Value) 3.6m ($2.1m) vs. 1.6m ($1.1m)
*1 based on weighted average number of shares in issue of 14,139,629 (2019: 17,143,300) and £1 = $1.29 (2019: £1 = $1.28)
*2 based on actual number of shares in issue as at 31 December 2020 of 7,945,838 (2019: 16,242,283)
and £1 = $1.36 (2019: £1 = $1.32)
*3 Cash reduced as a result of Capital Distribution
2020 HIGHLIGHTS
• LSR
Capital distribution to THAL shareholders of the Company's position in Alina Holdings PLC (formerly The Local Shopping REIT Plc ("LSR"))
• Autonomous Robotics Limited
Won a grant funded award from the Oil & Gas Technology Centre ("OGTC") to progress the development of the Company's Flying Node. The project is sponsored by two global energy companies from France and Norway.
Recruited three robotics software engineers to accelerate the development of the node software
Member of a consortium which was accepted onto a new MOD multi supplier framework agreement. Partners are two multi-billion-dollar defence contractors, one US, the other Israeli.
• id4 AG
id4 awarded Winner of Best Compliance Solution Award at the prestigious "WealthBriefing Swiss Awards 2020". Commercial software solution now being rolled out with successful contract announcements
• Tappit Technologies (UK) Limited
A £3m investment completed in Tappit Technologies (UK) Ltd, an events-based cashless payment system.
Investor Enquiries:
Thalassa Holdings Ltd
Duncan Soukup, Chairman +33 (0)6 78 63 26 89
WH Ireland Limited (Financial Adviser)
Chris Fielding, Managing Director, Corporate Finance +44 (0)207 220 1650
www.thalassaholdingsltd.com
Note to Editors:
Thalassa Holdings Ltd, incorporated and registered in the BVI, is a holding company with various interests across a number of industries.
CHAIRMAN'S STATEMENT
2020 an Annus Horribilis.
2020 was a serious reminder, especially for any advocates of big Government, why less is more. From China through India to Europe and the USA the recurring stories of failed Politically-led medical response to the COVID-19 virus and the resultant spend "whatever it takes" monetary policy response is a glaringly stark reminder why the World is better off with less not more Government intervention.
To make matters worse, if that was possible, 2020 also reminded us why Political leaders shouldn't actually be running soup kitchens. How arrogant does someone have to be to convince themselves, with disastrous consequences, that they knew more about medicine than the medical practitioners advising them. Global lockdowns and re-openings followed by further lockdowns brought travel chaos; mass business failures were only avoided due to Central Bank intervention as Interest rates were driven down to 0% and, in some cases, into negative territory, whilst money printing became the preferred drug of every Central Banker. And now, a year later Europe is only slowly progressing towards mass vaccination and economic recovery.
The consequences of unprecedented monetary intervention are still unknown, but as is already becoming clear from indicated changes to US and UK Fiscal policies, taxes will have to increase to pay the Piper. Whilst the USA appears to be 'normalising', Europe is still struggling to formulate either a unified medical or economic response to the COVID Pandemic.
Notwithstanding the above, somewhat critical assessment of the World's response to the COVID Pandemic, Stock markets are at or around all-time highs, driven by a limited number of "story stocks", long on rhetoric but short or devoid of earnings!
And to cap it all, market commentary would have us believe that it really is different this time and that infinite multiples, on stocks with minimal-, or in some cases, no earnings, are justified when interest rates are at or around 0%. I fear that US tech investors in the "it's different this time" camp will soon be subjected to a very rude lesson and reminder that what Mr Market giveth, he can also take away, in the blink of an eye, as interest rates rise in response to increasing inflation.
Operational update
Whilst 2019, was, from Thalassa's point of view, a period of immense hard work with very little reportable news. 2020 was not only busy but constructive in that we were able to capitalise on the collapse in stock prices between January and April 2020 which resulted in booking substantial gains on our hedge positions for the year. Whilst we were actively hedging, to protect the Company from the fallout from COVID-19, we were busy managing our current holdings and investing in a number of new situations:
Autonomous Robotics Ltd Proof of Concept completed. Discussions with potential commercial development partners at advanced stage but with no guaranty of successful completion. Focus on commercialisation of Node system and fundraising for production of shallow water system.
Apeiron Holdings AG The Company's subsidiary id4, a Swiss RegTech Software developer has now completed Phase 2 development of its SAAS software and has begun securing initial contracts whilst simultaneously expanding current relationships with initial clients.
Anemoi International Ltd London listing (on the Standard List) completed and now actively looking for an RTO target.
WGP The Company stands to earn a further $4 million if a second specific contract is awarded before 1 January 2023. Unfortunately, the project has been delayed due to welding failures during construction of the client's new Floating Production Storage and Offloading vessel ("FPSO") currently being built in Singapore. The new oil field should have commenced production in 2022; this has now been pushed out to 2023. Our contract expires in January 2023. It is still likely that seismic work will commence before production is due to commence in Q3 2023, however it is too early to get a feel for the revised timetable.
Alina Holdings Plc (formerly The Local Shopping REIT Plc.) In November 2020 Alina successfully relisted on the London Stock Exchange as an operating company in the Leisure sector. Management are reviewing a number of opportunities in the European market, however, given the resurgence in COVID-19 related cases and renewed lockdowns in France and Germany may well have a significant negative impact on summer tourism this year, it is unlikely that Management of Alina will be in a big hurry to complete an early transaction given the overhang of opportunities currently available in the market.
Miscellaneous Holdings As previously reported, Thalassa went into the January/March 2020 market collapse well positioned and benefited substantially from the ~30% fall in Global stock prices and were able to extend those gains through the second half of the year.
2021 Outlook Continued Central Bank intervention, coupled with President Biden's recently announced $2.25 Trillion infrastructure spending plan have substantially changed our view on Stock Market Risk, particularly in the USA. If, and in our view, it is a big if, the infrastructure spending plan is approved by both Congress and the Senate, it is likely to only do so after significant horse trading and compromise. In our opinion, the euphoric response to the President's spending plan leaves little or no room for disappointment and leaves the US (Tech) Market wide open to disappointment.
Share buy-back. As previously announced, the Company's share buy-back programme has been suspended in order to conserve cash.
I would like to thank the Company's staff who continue to work tirelessly in these difficult times.
Duncan Soukup
Chairman
8 June 2021
CONSOLIDATED STATEMENT OF INCOME
for the year ended 31 December 2020
|
| 2020 | 2019 |
Note | $ | $ | |
Continuing Operations |
|
|
|
Revenue | 3 | 55,855 | 170,357 |
Cost of sales |
| 900 | (276,001) |
Gross profit / (loss) |
| 56,755 | (105,644) |
Administrative expenses excluding exceptional costs |
| (3,131,073) | (3,332,632) |
Exceptional administration costs | 5 | (77,603) | (898,878) |
Total administrative expenses |
| (3,208,676) | (4,231,510) |
Operating loss before depreciation |
| (3,151,921) | (4,337,154) |
Depreciation | 14 | (47,771) | (26,308) |
Impairment |
| - | (157,185) |
Operating loss | 4 | (3,199,692) | (4,520,647) |
Net financial income/(expense) | 7 | 3,591,382 | (640,117) |
Other gains |
| 1,160,300 | - |
Share of profits less (losses) of associated entities | 24 | - | (629,523) |
Profits on disposal of associated entities |
| - | 2,000,978 |
Profit/(loss) before taxation |
| 1,551,990 | (3,789,309) |
Taxation | 8 | 109,303 | 253,065 |
Profit/(loss) for the year from continuing operations |
| 1,661,293 | (3,536,244) |
Discontinued Operations |
|
|
|
Profit/(loss) for the year from discontinued operations | 25 | (868,303) | 478,046 |
Gain on disposal of subsidiary | 25 | 121,891 | - |
|
|
|
|
Profit/(loss) for the year |
| 914,881 | (3,058,198) |
Attributable to: |
|
|
|
Equity shareholders of the parent | 765,725 | (3,028,479) | |
Non-controlling interest |
| 149,156 | (29,719) |
|
| 914,881 | (3,058,198) |
|
|
|
|
Earnings per share - US$ (using weighted average number of shares) |
|
|
|
Basic and Diluted - Continuing Operations |
| 0.13 | (0.20) |
Basic and Diluted - Discontinued Operations |
| (0.06) | 0.03 |
Basic and Diluted | 9 | 0.06 | (0.18) |
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
for the year ended 31 December 2020
| 2020 | 2019 |
$ | $ | |
Profit for the financial year | 914,881 | (3,058,198) |
Other comprehensive income: |
|
|
Exchange differences on re-translating foreign operations | (332,954) | 578,281 |
Total comprehensive income | 581,927 | (2,479,917) |
|
|
|
Attributable to: |
|
|
Equity shareholders of the parent | 432,771 | (2,450,198) |
Non-Controlling interest | 149,156 | (29,719) |
Total Comprehensive income | 581,927 | (2,479,917) |
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
as at 31 December 2020
|
| 2020 | 2019 |
Note | $ | $ | |
Assets |
|
|
|
Non-current assets |
|
|
|
Goodwill | 11 | 204,724 | 204,724 |
Intangible assets | 11 | 948,739 | 173,466 |
Investment properties | 13 | - | 4,138,318 |
Property, plant and equipment | 12 | 418,656 | 75,455 |
Available for sale financial assets | 14 | 1,934,068 | 4,801,450 |
Loans | 15 | 7,606,077 | 1,695,302 |
Total non-current assets |
| 11,112,264 | 11,088,715 |
|
|
|
|
Assets Held for Sale |
| - | 435,383 |
|
|
|
|
Current assets |
|
|
|
Trade and other receivables | 16 | 680,443 | 1,432,031 |
Cash and cash equivalents |
| 9,712,779 | 24,198,744 |
Total current assets |
| 10,393,222 | 25,630,775 |
|
|
|
|
Liabilities |
|
|
|
Current liabilities |
|
|
|
Trade and other payables | 17 | 1,044,721 | 1,685,491 |
Borrowings | 18 | 4,706,981 | 7,557,243 |
Total current liabilities |
| 5,751,702 | 9,242,734 |
|
|
|
|
Net current assets |
| 4,641,520 | 16,388,041 |
|
|
|
|
Non-current liabilities |
|
|
|
Long term debt | 18 | 39,331 | 510,965 |
Total non-current liabilities |
| 39,331 | 510,965 |
|
|
|
|
Net assets |
| 15,714,453 | 27,401,174 |
|
|
|
|
Shareholders' Equity |
| ||
Share capital | 21 | 208,522 | 255,675 |
Share premium |
| 36,714,225 | 45,416,298 |
Treasury shares | 21 | (11,414,289) | (8,690,465) |
Other reserves |
| 106,245 | 439,199 |
Non-Controlling Interest |
| (166,925) | 628,673 |
Retained earnings |
| (9,733,325) | (10,648,206) |
Total shareholders' equity |
| 15,714,453 | 27,401,174 |
Total equity |
| 15,714,453 | 27,401,174 |
CONSOLIDATED STATEMENT OF CASH FLOWS
for the year ended 31 December 2020
| Notes | 2020 | 2019 |
| $ | $ | |
Cash flows from operating activities |
|
|
|
Profit/(Loss) for the year before taxation |
| (3,199,699) | (3,789,309) |
Impairment losses on goodwill |
| - | 157,185 |
(Increase)/decrease in trade and other receivables |
| 123,388 | 5,956,290 |
(Decrease)/increase in trade and other payables |
| 78,171 | (896,649) |
Loss/(gain) on disposal of PPE |
| - | 2,686 |
Gain/(loss) on disposal of AFS investments |
| 1,907,391 | (23,484) |
Net exchange differences |
| 1,379,321 | (287,533) |
Accrued interest income |
| - | (50,042) |
Depreciation | 12 | 47,771 | 26,308 |
Share of losses of associate/gain on disposal |
| (701,165) | (1,371,455) |
Fair value movement on AFS financial assets |
| 1,290,219 | 224,307 |
Cash generated by operations |
| 925,397 | (51,696) |
Taxation |
| 109,303 | 132,663 |
Net cash flow from operating activities |
| 1,034,700 | 80,967 |
Net cash flow from discontinued operations |
| (563,302) | - |
|
|
|
|
Sale/(purchase) of property, plant and equipment |
| (390,971) | (15,181) |
Sale/(purchase) of intangible assets |
| (775,273) | (173,466) |
Sale/(purchase) of investment property |
| 3,725,261 | 293,521 |
Net (purchase)/sale of AFS financial assets |
| (2,608,009) | (4,214,755) |
Investments in subsidiaries |
| (8,150,392) | 4,450,049 |
Net cash flow in investing activities - continuing operations |
| (8,199,384) | 340,168 |
|
|
|
|
Payment/proceeds from the Norwegian tax settlement of WGP group |
| - | (346,296) |
Proceeds from disposal of Alina Holdings PLC |
| 121,891 |
|
Net cash flow from / (used) in investing activities - discontinued operations |
| 121,891 | (346,296) |
|
|
|
|
Cash flows from financing activities |
|
|
|
Purchase of treasury shares |
| (2,723,824) | (1,352,506) |
Leasing Liabilities |
| 39,331 | - |
Proceeds from borrowings |
| 212,344 | 23,649,036 |
Repayment of borrowings |
| (3,007,076) | (16,128,792) |
Net cash flow from financing activities - continuing operations |
| (5,479,225) | 6,167,738 |
Net cash flow from financing activities - discontinued operations |
| (468,856) | - |
|
|
|
|
Net increase in cash and cash equivalents |
| (13,554,176) | 6,242,577 |
Cash and cash equivalents at the start of the year |
| 24,198,744 | 17,370,372 |
Effects of exchange rate changes on cash and cash equivalents |
| (931,790) | 585,795 |
Cash and cash equivalents at the end of the year |
| 9,712,778 | 24,198,744 |
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
for the year ended 31 December 2020
| Attributable | to owners | of the Company |
|
|
|
| |
|
|
|
|
|
|
| Non- | Total |
| Share | Share | Treasury | Other | Retained |
| controlling | Shareholders |
| Capital | Premium | Shares | Reserves | Earnings | Total | Interest | Equity |
| $ | $ | $ | $ | $ | $ | $ | $ |
|
|
|
|
|
|
|
|
|
Balance as at31 December 2018 | 255,675 | 45,416,298 | (7,337,959) | (139,082) | (7,708,799) | 30,486,133 | - | 30,486,133 |
Purchase of treasury shares | - | - | (1,352,506) | - | - | (1,352,506) | - | (1,352,506) |
Acquisition of subsidiary with NCI |
|
|
| - | 89,072 | 89,072 | 658,392 | 747,464 |
Total comprehensive income for the period | - | - | - | 578,281 | (3,028,479) | (2,450,198) | (29,719) | (2,479,917) |
Balance as at31 December 2019 | 255,675 | 45,416,298 | (8,690,465) | 439,199 | (10,648,206) | 26,772,501 | 628,673 | 27,401,174 |
Redemption of Capital | (47,153) | (8,702,073) | - | - | - | (8,749,226) | - | (8,749,226) |
Purchase of treasury shares | - | - | (2,723,824) | - | - | (2,723,824) | - | (2,723,824) |
Disposal of subsidiary with NCI |
|
|
|
| 149,156 | 149,156 | (944,754) | (795,598) |
Total comprehensive income for the period | - | - | - | (332,954) | 765,725 | 432,771 | 149,156 | 581,927 |
Balance as at31 December 2020 | 208,522 | 36,714,225 | (11,414,289) | 106,245 | (9,733,325) | 15,881,378 | (166,925) | 15,714,453 |
ACCOUNTING POLICIES
The Group prepares its accounts in accordance with applicable International Financial Reporting Standards ("IFRS") as adopted by the European Union.