23rd Sep 2013 07:00
Mentum Inc.
("Mentum" or "the Group")
Interim Results for the Six Months ended 30 June 2013
Mentum (AIM: MEN) the AIM listed investment company announces its interim results for the six months ended 30 June 2013.
Highlights
· New major shareholders, Jim Stewart and Mike Douglas and companies connected to Stanhill Capital Partners, each acquired a 13 per cent interest in the Company in June.
· US$ 453,500 (£300,000) raised to fund the Company's investing policy.
· US$ 1,540,000 (£1,000,000) Loan Facility obtained.
· New strategic focus on capturing the significant opportunities that exist in the oil and gas and natural resources sectors
· Company is actively reviewing a number of significant possible investment opportunities in the Middle East and Africa
Enquiries: |
Mentum Inc, mentuminc.com Peter Moss/Charles Goodfellow +44(0)20 7220 9791
|
ZAI Corporate Finance Ltd Tom Price / Irina Lomova +44(0)20 7060 2220
|
Peterhouse Corporate Finance Limited Heena Karani / Lucy Williams +44 (0)20 7469 0936 |
Results
Operating loss for the period was US$ 147,000 (6 months to 30 June 2012: US$ 483,000, year ended 31 December 2012 US$ 726,000). Administrative expenses of US$147,000 compare to US$215,000 to 30 June 2012. This was as a result of cost reduction measures put in place.
The net loss for the period was US$ 195,000 (6 months to 30 June 2012: US$ 483,000).
No dividend is proposed.
As at 30 June 2013 the Group had no debt and a cash balance of US$42,000 plus tradable investments at US$ 481,000compared to a cash balance of US$ 391,000 at the year end and US$ 723,000 at 30 June 2012.
Chairman's Statement
The Company has undergone significant transformation during the period under review, successfully raising £300,000 in June to fund its new investing policy and subsequently completing four investments in listed oil and gas and natural resources companies, which allowed it to return from suspension on AIM.
Following its return from suspension in June 2013, the Company has undergone further significant change with the previous board of directors stepping down and a new board being appointed. I was appointed as Non-Executive Chairman and Shahed Mahmood and Charles Goodfellow joined the board as Non-Executive Directors.
The new board is delighted to be involved in what we believe to be a very exciting time for the Company as we look to capture some of the significant opportunities that exist in the oil and gas and natural resource sectors. We are continuing to evaluate potential opportunities including oil and gas opportunities in the Middle East and Natural Resources projects and related services in Africa.
We are extremely excited to have the support and leverage of our shareholders, including Jim Stewart, Mike Douglas and Stanhill Capital. We look forward to updating the market on our progress in due course.
Peter Moss
Non-Executive Chairman
20 September 2013
Mentum Inc.
("Mentum" or "the Group")
Interim Results for the Six Months ended 30 June 2013
MENTUM INC.
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
Notes | Unaudited Period ended 30 June 2013 | Unaudited Period ended 30 June 2012 | Audited Year ended 31 Dec 2012 | |||
US$'000 | US$'000 | US$'000 | ||||
Continuing operations | ||||||
Aborted transaction costs | - | (268) | (379) | |||
Administrative expenses | (147) | (215) | (338) | |||
Loss before and after tax | (147) | (483) | (717) | |||
Loss for the period from continuing operations | (147) | (483) | (717) | |||
Discontinued operations |
|
|
| |||
Loss for the period from discontinued operations | - | - | (9) | |||
Loss for the period | 4 | (147) | (483) | (726) | ||
Other comprehensive income | ||||||
Net loss on available-for- sale financial assets | (48) | - | - | |||
Other comprehensive income for the period, net of tax | ||||||
(48) | - | - | ||||
Total comprehensive loss for the period, attributable to owners of the company | (195) | (483) | (726) | |||
Loss per share | ||||||
Continuing operations | 4 | (0.04) | (0.14) | (0.21) | ||
Discontinued operations | - | 0.00 | (0.00) | |||
Basic and diluted (cents per share) | (0.04) | (0.14) | (0.21) |
MENTUM INC.
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
Unaudited 30 June 2013 | Unaudited 30 June 2012 | Audited 31 December 2012 | ||||
Assets | Notes | US$'000 | US$'000 | US$'000 | ||
Non-current | ||||||
Other receivables | - | - | - | |||
- | - | - | ||||
Current | ||||||
Cash and cash equivalents | 42 | 723 | 391 | |||
Other financial assets | 481 | - | - | |||
Trade and other receivables | 15 | 15 | 13 | |||
Total current assets | 538 | 738 | 404 | |||
Total assets | 538 | 738 | 404 | |||
Liabilities | ||||||
Current | ||||||
Trade and other payables | 60 | 260 | 169 | |||
Provisions | - | - | - | |||
Total liabilities | 60 | 260 | 169 | |||
Equity | ||||||
Issued share capital | 5 | 984 | 629 | 629 | ||
Share premium | 66,579 | 66,496 | 66,496 | |||
Other reserves | 92 | 92 | 92 | |||
Retained earnings | (67,177) | (66,739) | (66,982) | |||
Equity attributable | ||||||
to owners of the company | 478 | 478 | 235 | |||
Total equity and liabilities | 538 | 738 | 404 | |||
MENTUM INC.
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Share capital | Share premium account | Capital redemption reserve | Retained earnings | Total equity | ||
US$'000 | US$'000 | US$'000 | US$'000 | US$'000 | ||
Balance at 1 January 2012 (audited) | 629 | 66,496 | 92 | (66,256) | 961 | |
Transactions with owners | - | - | - | - | - | |
Loss for the period | - | - | - | (483) | (483) | |
Other comprehensive income for the period | - | - | - | - | - | |
Total comprehensive loss for the period | - | - | - | (483) | (483) | |
Balance at 30 June 2012 (unaudited) | 629 | 66,496 | 92 | (66,739) | 478 | |
Transactions with owners | - | - | - | - | - | |
Loss for the period | - | - | - | (243) | (243) | |
Other comprehensive income for the period | - | - | - | - | - | |
Total comprehensive loss for the period | - | - | - | (243) | (243) | |
Balance at 31 December 2012 (audited) | 629 | 66,496 | 92 | (66,982) | 235 | |
Share issue | 355 | 107 | - | - | 462 | |
Issue costs | - | (24) | - | - | (24) | |
Transactions with owners | 355 | 83 | - | - | 438 | |
Loss for the period | - | - | - | (147) | (147) | |
Other comprehensive income for the period | - | - | - | (48) | (48) | |
Total comprehensive loss for the period | - | - | - | (195) | (195) | |
Balance at 30 June 2013 (unaudited) | 984 | 66,579 | 92 | (67,177) | 478 |
MENTUM INC.
CONSOLIDATED STATEMENT OF CASH FLOWS
Unaudited Period ended | Unaudited Period ended | Audited Year ended | ||||
30 June 2013 | 30 June 2012 | 31 December 2012 | ||||
US$'000 | US$'000 | US$'000 | ||||
Operating activities | ||||||
Continuing operations | ||||||
Loss after tax | (147) | (483) | (717) | |||
(Increase)/decrease in trade and other receivables | (2) | 42 | 44 | |||
Decrease in trade and other payables | (109) | (331) | (422) | |||
Net cash outflow from operating activities from continuing operations | (258) | (772) | (1,095) | |||
Discontinued operations | ||||||
Net cash outflow from operating activities from discontinued operations | - | - | (9) | |||
Net cash outflow from operating activities | (258) | (772) | (1,104) | |||
Investing activities | ||||||
Purchase of available-for-sale assets | (529) | - | - | |||
Net cash outflow from investing activities | (529) | - | - | |||
Financing activities | ||||||
Issue of convertible loan | 462 | - | - | |||
Share issue costs | (24) | - | - | |||
Net cash inflow from investing activities | 438 | - | - | |||
Net (reduction) in cash and cash equivalents | (349) | (772) | (1,104) | |||
Cash and cash equivalents at beginning of period | 391 | 1,495 | 1,495 | |||
Cash and cash equivalents at end of period | 42 | 723 | 391 |
MENTUM INC.
1 general information
The information for the period ended 30 June 2013 does not constitute statutory accounts as defined in the Companies Act 2006. The figures for the year ended 31 December 2012 have been extracted from the 2012 statutory financial statements. The auditors' report on those accounts was unqualified and did not contain a statement under section 498 of the Companies Act 2006.
GOING CONCERN
On 17 June 2013, at an extraordinary general meeting of shareholders, ordinary resolutions were passed which authorised the company to adopt a revised investing policy as described below, and to issue £300,000 ($453,300) of non-interest bearing Convertible Loan Notes. The shareholders also agreed to the disapplication of the pre-emption rights pursuant to the conversion of the Convertible Loan notes. The revised investing policy is to acquire a portfolio of securities and/or assets in the natural resource sector, with a focus principally, but not exclusively, on the oil and gas sector. This will involve making a number of minority passive investments in UK quoted companies operating in these sectors. Thereafter, additional investments to be made by the company may either be quoted or unquoted companies, partnerships or joint venture arrangements. There is no limit on the number or size of companies into which the Company may invest.
The funds generated from the issue of convertible loan notes, together with existing cash funds, was used to implement the revised investing policy and acquire investments totalling $510,000 on 19 June 2013. On implementation of the revised investing policy the Ordinary shares of the company were reinstated on the AIM market on 21 June 2013. The reinstatement to AIM triggered the loan notes to convert to Ordinary shares at a conversion rate of £0.0013 per Ordinary share and 230,769,231 new Ordinary shares of the company have been issued to the holders of the Convertible Loan Notes.
The directors have prepared cash flow projections through to 30 June 2014. These projections are dependent on the sale of a proportion of the investment portfolio in January 2014, generating cash reserves of $0.1 million to sustain the working capital requirements of the company. The directors are confident that the investments acquired in June 2013 will have sufficient value and an appropriate buyer in January 2014 to ensure these funds are realised.
2 accounting policies
Basis of preparation
The Company was incorporated as a Corporation in the Cayman Islands which does not prescribe the adoption of any particular accounting framework. The Board has resolved that the Group will follow International Financial Reporting Standards (IFRS) and apply the Companies Act 2006 when preparing its annual financial statements.
The accounting policies have been applied consistently throughout the Group for the purposes of preparation of these condensed consolidated interim financial statements.
The principal accounting policies of the Group remain unchanged from those set out in the Group's 2012 financial statements.
Critical judgments and key sources of estimation uncertainty
The key sources of estimation uncertainty the Directors have made in preparing this interim report are as follows:
§ the fair value of the available for sale financial assets; and
The Directors consider that the critical judgments in applying the accounting policies, as detailed above, in preparing this interim report are as follows:
§ the categorisation of certain financial assets as available for sale.
3 segmental reporting
IFRS 8 requires an entity to report financial and descriptive information about its reportable segments. Reportable segments are operating segments or aggregations of operating segments that meet specified criteria. Operating segments are components of an entity about which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. Generally, financial information is required to be reported on the same basis as is used internally for evaluating operating segment performance and deciding how to allocate resources to operating segments.
The Group reports financial information in its financial statements on the basis of the Group as a whole and does not report by operating or geographic segment.
4 LOSS per share
The calculation of the basic (loss)/earnings per share is based on the net loss for the period of US$ 147,000 (period ended 30 June 2012: loss US$ 483,000 and year ended 31 December 2012: loss US$ 726,000) divided by the weighted average number of shares in issue during the period of 353,093,018 (period ended 30 June 2012: 349,268,114 and year ended 31 December 2012: 349,268,114). The share options and warrants are anti-dilutive for all periods, therefore no diluted loss per share figure is presented.
Unaudited Period ended | Unaudited Period ended | Audited Year ended | |||
30 June 2013 | 30 June 2012 | 31 December 2012 | |||
US$'000 | US$'000 | US$'000 | |||
(Loss) attributable to the owners of the company | |||||
Continuing operations | (147) | (483) | (717) | ||
Discontinued operations | - | - | (9) | ||
(147) | (483) | (726) | |||
Weighted average number of shares for calculating basic loss per share | 353,093,018 | 349,268,114 | 349,268,114 | ||
Basic and diluted loss per share (US cents) | |||||
Continuing operations | (0.04) | (0.14) | (0.21) | ||
Discontinued operations | - | - | - | ||
(0.04) | (0.14) | (0.21) |
5 share capital
The share capital of the Group is denominated in GBP. Following a change in reporting currency in 2009, the share capital was translated into US$ at the historic rate.
Unaudited | Unaudited | Audited | |||
30 June 2013 | 30 June 2012 | 31 December 2012 | |||
US$'000 | US$'000 | US$'000 | |||
Authorised | |||||
1,000,000,000 ordinary shares of 0.1p | 1,875 | 1,875 | 1,875 | ||
Allotted, issued and fully paid | |||||
580,037,345 (30 June 2012 and 31 December 2012: 349,268,114) ordinary shares of 0.1p | 984 | 629 | 629 |
6 Events after the reporting date
There were no material events after the reporting date, which necessitate revision or adjustment of the figures in these interim results.
On 16 September 2013 the Company announced that it had entered into an agreement with certain of its shareholders (Jim Stewart, Mike Douglas and Stanhill Capital Partners and associates, together "the Lenders") to provide a secured loan agreement in the amount of £1,000,000 (the "Loan Facility"). The purpose of the Loan Facility is to provide the Company with additional working capital as it accelerates its evaluation of certain new investment opportunities.
The principal terms of the loan are:
· Up to £1,000,000 will be provided to the Company;
· Term of 1 year extendable to 2 years, at the Company's sole discretion, if required;
· On all funds drawn-down, coupon of 7.5% per annum payable through the issuance of new shares in the Company to the Lenders at a price of 0.75p per new share; and
In consideration for the provision of this facility, grant of warrants over 21,000,000 ordinary shares of the Company to the Lenders, exercisable until 16 September 2018 at 0.45p per new share.
The Loan Facility is provided in equal part by Jim Stewart, Mike Douglas and Stanhill Capital Partners and associates, each holders of 13.26% of the issued share capital of the Company;
Related Shares:
FOR.L