Weatherly International Plc Regulatory News (WTI)

24 Jun 2005 07:01

Weatherly International PLC24 June 2005 WEATHERLY INTERNATIONAL PLC ("Weatherly or "the Company") Final results for year ended 31 December 2004 CHAIRMAN'S STATEMENT As shareholders are aware, the Company's shares were restored to trading on theAlternative Investment Market in January 2004 following the Company VoluntaryArrangement ("CVA") with its creditors and a subsequent capital reorganisationand refinancing. Since that time, the Company has been a cash shell with notrading business. This status is reflected in the results for the year to 31December 2004 when the Company made a loss before tax of £51,172 after takingaccount of exceptional costs of £23,000 relating to the CVA. The balance wasattributable to the necessary costs associated with being a public company. Since January 2004, the Directors have examined several opportunities that mightconstitute a suitable strategy for the Company to pursue. The Directors are nowpleased to report that they have definitive proposals for shareholders toconsider which, if approved, will give the Company a new strategic direction.Details of these proposals are set out in the accompanying circular toshareholders. An extraordinary general meeting to consider the proposals willbe held immediately following the conclusion of the annual general meeting. In summary, the key aspects of the proposals are: • The appointment to the Board of Wolf Martinick and Rod Webster, both of whom have considerable experience in the mineral resources sector; • A placing at 3p per share to raise approximately £723,500 before expenses, of which Dr Martinick and Mr Webster will subscribe £166,400; • The acquisition of WM Exploration Limited, a company owned by Dr Martinick and Mr Webster, for a consideration of approximately £512,000 to be satisfied in shares issued at 3p per share; and • The issue to Dr Martinick and Mr Webster of warrants to subscribe for up to a further 4,993,958 new Ordinary Shares, half exercisable at 5p per Ordinary Share and half at 12p. Dr Martinick and Mr Webster are investigating a number of potentialopportunities, mainly in Africa. These include certain copper mining projects inZambia, although at this time no definitive agreements have been reached anddiscussions are continuing. The Directors are hopeful that one of these opportunities will come to fruitionin the near future and give a positive new direction for the Company. P Redmond Chairman PROFIT AND LOSS ACCOUNTFOR THE YEAR ENDED 31 DECEMBER 2004 2004 2003 £ £ Turnover - - Cost of sales - - ________ ________Gross (loss)/profit - - Administrative expenses (31,677) (16,975)Other operating income - - ________ ________Operating loss (31,677) (16,975) Exceptional items (22,960) (14,979)Interest receivable and 3,465 84similar incomeInterest payable and similar - (35)charges ________ ________ Loss on ordinary activities (51,172) (31,905)before taxation Tax on loss on ordinary - -activities ________ ________ Loss on ordinary activities (51,172) (31,905)after taxation ________ ________ Loss per share basic and (0.62)p (6.62)pdiluted ________ ________ The profit and loss account has been prepared on the basis that all operationsare continuing operations. There are no recognised gains and losses other than those passing through theprofit and loss account. BALANCE SHEETAS AT 31 DECEMBER 2004 2004 2003 £ £ £ £ Fixed assetsInvestments - - - - Current assetsDebtors 1,175 -Cash at bank and in hand 130,385 34,604 ________ ________ 131,560 34,604Creditors: amountsfalling due within one year (9,155) (85,978) ________ ________ Net current assets 122,405 (51,374) ________ ________Total assets less currentliabilities 122,405 (51,374) ________ ________ Capital and reservesCalled up share capital 282,417 240,750Share premium account 4,755,990 4,572,706Profit and loss account (4,916,002) (4,864,830) ________ ________ Shareholders' funds - equity 122,405 (51,374) ________ ________ The financial statements were approved by the Board on 22 June 2005 CASH FLOW STATEMENTFOR THE YEAR ENDED 31 DECEMBER 2004 2004 2003 £ £ £ £ Net cash outflow from operating activities (132,635) 3,123 Returns on investments and servicingof financeInterest paid - (35)Interest received 3,465 84 ________ ________ Net cash inflow for returns oninvestments and 3,465 49servicing of finance ________ ________ Net cash outflow before management ofliquid resources and financing (129,170) - FinancingIssue of ordinary share capital 250,000 -Costs of issue (25,049) - ________ ________ Net cash inflow from financing 224,951 - ________ ________ Increase in cash in the year 95,781 3,172 ________ ________ Copies of the accounts will be available at the offices of Morrison & Foerster CityPoint, One Ropemaker Street, London, EC2Y 9AW P. Tel: +44 (0)20 7920 4064Fax: +44 (0)20 7496 8564 This information is provided by RNS The company news service from the London Stock Exchange