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Half Yearly Report

12th Oct 2012 13:52

RNS Number : 6161O
3D Diagnostic Imaging PLC
12 October 2012
 



For immediate release

12 October 2012

 

 

 

 

 

3D DIAGNOSTIC IMAGING PLC

("3D" or the "Company")

(AIM ticker 3DD)

 

Unaudited results

for the 12 months ended 30 June 2012

 

3D today announces its unaudited results for the 12 month period ended 30 June 2012.

 

For further information please contact

 

3D Diagnostic Imaging Plc

Graham Lay, CEO

Oliver Cooke, CFO

+44 (0) 1382 560 910

Allenby Capital Limited

(Nominated Adviser and Broker)

Nick Naylor

Nick Athanas

+44 (0) 203 328 5656

 

Chairman's Statement

The Company has recently changed its accounting reference date from 30 June to 31 December. As a consequence of this change, the current financial period has been extended to cover the eighteen month period from 1 July 2011 to 31 December 2012. In order to keep shareholders informed the Company has published a further set of unaudited accounts, covering the twelve month period to 30 June 2012.

 

I joined the board of 3D in December 2011 and became Non Executive Chairman in February 2012. I remain convinced that with the CarieScan PRO we have developed one of the most innovative dental diagnostic products available in the market place today. Unfortunately, this achievement on the product front has not been matched by the financial performance of the business in the period under review and the level of revenue generation has been very disappointing. It is taking considerably longer than the Directors anticipated for sales to gain the necessary traction. As a consequence of the low level of sales revenues the Company has continued to be loss making. I will outline below the steps that we have taken and the changes that we anticipate making in the near future.

 

The financial performance of the business in the period under review can be summarised as follows. Turnover in the twelve month period was £181,062 (6 months ended 31 December 2011: £67,739, 12 months ended 30 June 2011: £714,925). Operating loss for the period was £1,715,764 (6 months ended 31 December 2011: operating loss of £987,323, 12 months ended 30 June 2011: operating loss of £2,434,380). Net assets as at 30 June 2012 were £554,022 (as at 31 December 2011: £1,186,567, as at 30 June 2011: £835,032), and included cash resources of £253,568 (as at 31 December 2011: £1,071,827, as at 30 June 2011: £520,145).

 

This situation prompted the Board to undertake a fundamental review of the Company's cost base and to implement a radical cost cutting exercise.

 

One of the highest cost areas within any business is staff remuneration and as a part of the cost reduction exercise Graham Lay, the Chief Executive Officer, has reduced his salary by 60%, Oliver Cooke, the Chief Financial Officer, has reduced his salary by 80% and I have continued to waive my entitlement to remuneration in full. In addition a number of staff redundancies have been made and all of the remaining staff have reduced their salaries by an average of 25%.

 

The next largest costs are those associated with the Company's membership of a public market.

 

The Company's shares were admitted to trading on AIM in November 2010. One of the principal objectives of the Company's listing on AIM was to provide it with access to development capital as the business grew. However, it has become apparent that in the current market environment this objective cannot be met and as a consequence the Board no longer feels able to justify the continued costs associated with the Company's admission to trading on AIM. Therefore in August 2012 the Board announced its intention to seek shareholders consent to withdraw the Company's shares from trading on AIM.

 

However, since then the Board investigated various alternative options with the potential to deliver greater value to shareholders. In October 2012 the Board announced that it had resolved to move the ownership of the Group's operating business, CarieScan Limited, into a newly formed private company, 3D Diagnostic Imaging Limited ("3DIL"). Once this transfer has taken place, the shares in 3DIL will be gifted to 3D's present shareholders which will result in them owning the same number of shares in both 3D and in 3DIL as they currently own in 3D alone. As a consequence the future development of the operating business will take place in a lower cost, private company environment, with the same underlying shareholder ownership as at present.

 

Under the AIM Rules the disposal constitutes a fundamental change in business for 3D and requires shareholder approval. 3D shall remain listed on AIM but with no operating business and will become an investing company within the definition of the AIM Rules, with a natural resources focused investing policy. It is anticipated that shareholders will benefit in due course from 3D's future investment activity.

 

As a part of these proposals it is intended that two new directors, Donald Strang and Hamish Harris, will join the Board of the Company and that Graham Lay and I will step down from the Board. Oliver Cooke will remain on the Board as a Non-Executive director. A circular giving further details of these proposals and convening an extraordinary general meeting of the Company on 24 October 2012, at which to obtain shareholders consent for the proposals, has now been sent to shareholders for their consideration.

 

Upon completion of the proposals outlined above, the Board of 3DIL will seek to raise additional capital to finance the company's sales development operations and its other working capital requirements.

 

The Directors believe that these proposals are in the best interests of shareholders as they significantly reduce the cost base of the operating business, maintain the current ownership of that business and give shareholders an additional opportunity to recover value from their investment in the Company.

 

David Snow

Non-executive Chairman

12 October 2012

 

Group Income Statement (unaudited)

For the 12 months ended 30 June 2012

 

 

 

 

 

 

 

 

 

6 months to

6 months to

12 months to

12 month to

 

 

31 Dec

30 June

30 June

30 June

 

 

2011

2012

2012

2011

 

 

Unaudited

Unaudited

Unaudited

Audited

 

Note

£

 

£

£

 

 

 

 

 

 

 

 

 

 

 

 

Revenue

 

67,739

113,323

181,062

714,925

Cost of sales

 

(40,363)

(49,657)

(90,020)

(257,739)

 

 

 

 

 

 

Gross profit

 

27,376

63,666

91,042

457,186

 

 

 

 

 

 

Operating expenses

 

(1,014,699)

(792,107)

(1,806,806)

(2,891,566)

 

 

 

 

 

 

Operating loss

 

(987,323)

(728,441)

(1,715,764)

(2,434,380)

Finance income - Interest receivable

 

-

 

-

-

96

Finance costs - Loan note interest

 

-

 

-

-

(9,410)

 

 

 

 

 

 

Loss before tax

 

(987,323)

(728,441)

(1,715,764)

(2,443,694)

Tax

3

-

61,664

61,664

25,124

 

 

 

 

 

 

Loss and total comprehensive income

 

(987,323)

 

(666,777)

(1,654,100)

(2,418,570)

 

 

 

 

 

 

Loss for the period attributable to equity holders of the parent

 

(987,323)

 

 

(666,777)

(1,654,100)

(2,418,570)

 

 

 

 

 

 

 

 

 

 

 

 

Loss per share (p)

4

 

 

 

 

 - Basic and diluted

 

(0.50p)

(0.28p)

(0.75p)

(1.59p)

 

 

 

 

 

 

 

All of the revenues and loss above is derived from continuing operations.

There is no other income for this period, and therefore no separate statement of comprehensive income has been presented.

 

Group Statement of Changes in Equity (unaudited)

For the 12 months ended 30 June 2012

 

 

 

 

Share-based

 

 

 

Share

Share

Payments

Retained

 

 

Capital

Premium

Reserve

Earnings

Total

 

£

£

£

£

£

 

 

 

 

 

 

Balance at 30 June 2011

170,475

5,366,966

68,220

(4,770,629)

835,032

 

 

 

 

 

 

New share capital introduced

70,500

1,399,500

-

-

1,410,000

 

 

 

 

 

 

Expenses of share issue

-

(106,193)

-

-

(106,193)

 

 

 

 

 

 

Loss and total comprehensive income for the period

-

-

-

(987,323)

(987,323)

 

 

 

 

 

 

Provision for share-based payments

-

-

35,051

-

35,051

 

 

 

 

 

 

Balance at 31 December 2011

240,975

6,600,273

103,271

(5,757,952)

1,186,567

 

 

 

 

 

 

Loss and total comprehensive income for the period

-

-

-

(666,777)

(666,777)

 

 

 

 

 

 

Provision for share-based payments

-

-

34,232

-

34,232

 

 

 

 

 

 

Balance at 30 June 2012

240,975

6,600,273

137,503

(6,424,729)

554,022

 

 

Group Statement of Financial Position (unaudited)

At 30 June 2012

 

 

 

30 June 2012

31 Dec 2011

30 June 2011

 

 

Unaudited

Unaudited

Audited

 

Note

£

£

£

 

 

 

 

 

Non-current assets

 

 

 

 

Other intangible assets

 

-

-

-

Property, plant and equipment

 

127,271

149,103

173,336

 

 

127,271

149,103

173,336

 

 

 

 

 

Current assets

 

 

 

 

Inventories

 

219,649

205,431

182,310

Trade and other receivables

 

102,098

54,087

200,889

Cash and cash equivalents

 

253,568

1,071,827

520,145

 

 

 

575,315

 

1,331,345

903,344

 

 

 

 

 

 

 

 

 

 

Total assets

 

702,586

1,480,448

1,076,680

 

 

 

 

 

Current liabilities

 

 

 

 

Trade and other payables

 

(148,564)

(293,881)

(241,648)

 

 

(148,564)

(293,881)

(241,648)

 

 

 

 

 

 

 

 

 

 

Net current assets

 

426,751

1,037,464

661,696

 

 

 

 

 

Net assets

 

554,022

1,186,567

835,032

 

 

 

 

 

Equity

 

 

 

 

Share capital

5

240,975

240,975

170,475

Share premium account

 

6,600,273

6,600,273

5,366,966

Share-based payments reserve

 

137,503

103,271

68,220

Retained earnings

 

(6,424,729)

(5,757,952)

(4,770,629)

 

 

 

 

 

Total equity

 

554,022

1,186,567

835,032

 

 

Group Statement of Cash Flows (unaudited)

For the 12 months ended 30 June 2012

 

 

 

6 mths to

 

6 mths to

12 mths to

Year end

 

 

31 Dec

30 June

30 June

30 June

 

 

2011

2012

2012

2011

 

 

Unaudited

Unaudited

Unaudited

Audited

 

No

£

£

£

£

 

 

 

 

 

 

Cash flows from operations

 

 

 

 

 

Cash used in operations

6

(752,047)

(879,923)

(1,631,970)

(2,516,278)

Taxation received

 

-

61,664

61,664

25,124

 

 

 

 

 

 

Net cash used in operating activities

 

(752,047)

(818,259)

(1,570,306)

(2,491,154)

 

 

 

 

 

 

Investing activities

 

 

 

 

 

Interest received

 

-

-

-

96

Expenditure on intangible assets

 

-

-

-

(68,164)

Grants received

 

-

-

-

26,664

Proceeds on disposal of property, plant and equipment

 

750

 

-

750

-

Purchases of property, plant and equipment

 

(828)

 

 

-

(828)

(62,350)

 

 

 

 

 

 

Net cash used in investing activities

 

(78)

-

(78)

(103,754)

 

 

 

 

 

 

Financing activities

 

 

 

 

 

Issue of share capital

 

70,500

-

70,500

62,471

Cash element of share premium

 

1,339,500

-

1,339,500

3,437,428

Issue costs

 

(106,193)

-

(106,193)

(442,882)

Interest paid

 

-

-

-

(9,410)

 

 

Net cash from financing activities

 

1,303,807

-

1,303,807

3,047,607

 

 

 

 

 

 

Net increase in cash and cash equivalents

 

551,682

 

(818,259)

(266,577)

452,699

Cash and cash equivalents at the beginning of period

 

520,145

 

1,071,827

520,145

67,446

 

 

 

 

 

 

Cash and cash equivalents at the end of period

 

1,071,827

 

253,568

253,568

520,145

 

 

 

 

 

 

 

 

Notes to the Interim Financial Information (unaudited)

 

1. General Information

 

The condensed financial information for the 12 months to 30 June 2012 does not constitute statutory accounts for the purposes of Section 434 of the Companies Act 2006 and has not been audited or reviewed. No statutory accounts for the period have been delivered to the Registrar of Companies.

 

The condensed financial information in respect of the year ended 30 June 2011 has been produced using extracts from the statutory accounts for this period. Consequently, this does not constitute the statutory information (as defined in section 434 of the Companies Act 2006) for the year ended 30 June 2011, which was audited. The statutory accounts for this period have been filed with the Registrar of Companies. The auditors' report was unqualified and did not contain a statement under Sections 498 (2) or 498 (3) of the Companies Act 2006.

 

The Report was approved by the Directors on 12 October 2012 and will be available shortly on the Company's website at www.3ddiagnosticimaging.com.

 

2. Accounting Policies

 

Basis of preparation

The financial information has been prepared on the historical cost basis. The Group's business activities, together with the factors likely to affect its future development, performance and position are set out in the Chairman's Statement. This statement also includes a summary of the Group's financial position and its cash flows.

 

Basis of accounting

The Group's consolidated financial statements for the year ended 30 June 2011 were prepared in accordance with International Financial Reporting Standards (IFRSs). The 12 month report for the period ended 30June 2012 has been prepared in accordance with International Accounting Standards ("IAS") 34 "Interim Financial Reporting".

 

3. Tax

 

No deferred tax asset has been recognised in respect of tax losses due to the uncertainty of future profit streams in the UK. 

 

4. Loss Per Share and Dividends

 

No dividends have been paid during the 12 month period ended 30 June 2012.IAS 33 "Earnings per share" requires presentation of diluted earnings / (loss) per share when a company could be called upon to issue shares that would decrease profit or increase loss per share. For a loss making company with outstanding share options, loss per share would only be increased by the exercise of out of money options. Since it seems appropriate to assume that option holders would not exercise out of money options, no adjustment has been made to calculate the diluted loss per share on out of money share options.

 

Basic and diluted loss per share is calculated on the loss of the Group attributable to equity holders of the parent. 

 

6 months to

6 months to

12 months to

Year ended

 

31 December

30 June

30 June

30 June

 

2011

2012

2012

2011

 

Unaudited

Unaudited

Unaudited

Audited

 

£

£

£

£

 

 

 

 

 

Loss attributable to equity holders of the Group

(987,323)

 

(666,777)

(1,654,100)

(2,418,570)

 

 

 

 

 

Number of Shares

000's

000's

000's

000's

 

 

 

 

 

Weighted average number of ordinary shares

198,444,933

 

240,974,824

219,535,098

152,310,655

 

 

 

 

 

Loss per share - basic and diluted

(0.50p)

(0.28p)

(0.75p)

(1.59p)

 

5. Share Capital

 

 

 

30 June

31 December

30 June

 

 

2012

2011

2011

 

 

£

£

£

 

Authorised

 

 

 

 

3D Diagnostic Imaging plc

 

 

 

 

Ordinary shares of 0.1p each

1,000,000

1,000,000

1,000,000

 

 

 

 

 

 

Allotted, issued and fully paid

 

 

 

 

3D Diagnostic Imaging plc

 

 

 

 

Ordinary shares of 0.1p each

240,975

240,975

170,475

 

 

 

 

 

 

30 June

31 December

30 June

 

2012

2011

2011

 

No.

No.

No.

Authorised

 

 

 

3D Diagnostic Imaging plc

 

 

 

Ordinary shares of 0.1p each

1,000,000,000

1,000,000,000

1,000,000,000

 

 

 

 

Allotted, issued and fully paid

 

 

 

3D Diagnostic Imaging plc

 

 

 

Ordinary shares of 0.1p each

240,974,824

240,974,824

170,474,824

 

 

 

 

The Company has one class of ordinary shares with a par value of 0.1p and which carry no right to fixed income.

 

 

 

6. Notes to the cash Flow Statement

 

 

 

6 months to

 

6 months to

12 months to

Year ended

 

 

31 Dec

30 June

30 June

30 June

 

 

2011

2012

2012

2011

 

 

Unaudited

Unaudited

Unaudited

Audited

 

 

£

£

£

£

 

 

 

 

 

 

Cash used in operating activities

 

 

 

 

 

Operating loss

 

(987,323)

(728,441)

(1,715,764)

(2,434,380)

Amortisation of intangible costs

 

-

-

-

68,164

Depreciation of property, plant and equipment

 

19,904

 

19,347

39,251

 

42,483

Loss on sale of property, plant and equipment

 

1,469

 

-

1,469

-

Share based payment expense

 

35,051

34,232

69,283

51,570

Release of grant

 

-

-

-

(26,664)

(Increase)/decrease in inventories

 

(23,121)

(14,218)

(37,339)

(25,781)

Decrease/(increase) in trade and other receivables

 

146,804

 

(48,011)

98,793

 

(95,739)

Increase/(decrease) in trade and other payables

 

55,169

 

(142,832)

(87,663)

 

(95,931)

 

 

 

 

 

 

Cash used in operating activities

 

(752,047)

(879,923)

(1,631,970)

(2,516,278)

 

7. Share Based Payments

 

The Group issues share-based benefits to employees. These share-based payments have been measured at their fair value at the date of grant and the fair value of expected shares is being expensed to the Income Statement on a straight-line basis over the vesting period. Fair value has been measured using the Black Scholes model and adjusted to reflect the most likely share vesting and exercise pattern. The impact on the accounting periods has been:

 

 

6 months to

6 months to

 

12 months to

Year ended

 

31 December

30 June

30 June

30 June

 

2011

2012

2012

2011

 

Unaudited

Unaudited

Unaudited

Audited

 

£

£

£

£

 

 

 

 

 

Included in operating expenses

35,051

34,232

69,283

51,570

 

The cumulative provision for share-based payments of £137,503 (30 June 2011: £68,220) is shown as a reserve in the Group Statement of Financial Position.

 

8. Subsequent events

 

There have been no significant events after the balance sheet date which have not already been disclosed to the market.

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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