7th Dec 2012 11:00
7 December 2012
GEM BIOFUELS PLC
("GEM" or the "Company")
Half Yearly Report, Return from Suspension & Update on Proposed Board Changes
Half Yearly Report for the Six Months Ended 30 June 2012
GEM BioFuels Plc (AIM: GBF), today announces its interim financial results for the six months to 30 June 2012.
Report of the Chairman
As announced on 12 April 2012, based on an internal and detailed review of the Company's operations in Madagascar, it has become clear that, due mainly to a lack of sufficient financial resources for the necessary level of intervention and maintenance, its plantation activities there have resulted in significantly less success than was hoped. Further examination through external agronomic consultants confirmed that the success levels were too low to make a commercially viable business from the Company's existing plantations. Other recent third-party research on Jatropha suggests that it requires significantly more agronomic care and maintenance than originally thought as well has higher rainfall and the addition of fertilizers. The same report suggests that successful commercial scale exploitation of Jatropha is not now expected before 2020 and will require significant improvement on current techniques and breeding stock.
A major part of this exercise also involved examining other plantation crop opportunities both utilising the Company's land bank and in other areas within the country. Whilst several such opportunities appeared to have great potential it was deemed too difficult to capitalise on them without major new funding for this purpose. Over and above this, the board examined several other plantation crop projects in other countries and spent a considerable amount of time investigating these. However, it has proved too difficult to bring any such project within the Company's original plantation focus to fruition for a number of reasons.
The board has therefore concluded that better value for shareholders can be achieved through adopting a new investing policy around the mining and natural resources sector where sources of funding are more readily available.
Financial Review
In the period ended 30 June 2012, the Group's loss on ordinary activities after taxation was £147,305 (2011: £237,448), or a loss per ordinary share of 0.16p (2011: 0.67p).
Outlook
The board has therefore concluded that better value for shareholders can be achieved through adopting a new investing policy around the mining and natural resources sector where sources of funding are more readily available. The Company intends to cease all its current trading activities and wind down its operations in Madagascar. The Board does not believe these will result in any returns to its shareholders.
Simon D Hunt Executive Chairman | |
6 December 2012 |
Interim Consolidated Statement of Comprehensive Income for the six months ended 30 June 2012 | |||||||||||
Note | Unaudited Six Months Ended 30 June 2012£ | Unaudited Six Months Ended 30 June 2011£ | Audited Year Ended 31 December 2011£ |
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Group revenue | - | - | - |
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Cost of sales | - | - | - |
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Gross profit | - | - |
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Administrative expenses | (144,645) | (238,550) | (368,948) |
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Finance income | 5 | 473 | 96 | 210 |
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Foreign exchange gains and (losses) | (2,111) | (11,441) |
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Impairment of goodwill | - | (980,547) |
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Impairment of biological assets | - | (926,974) |
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Other gains and losses | - | 1,247 |
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Finance costs | 5 | (1,022) | (241) | (1,372) |
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Loss before tax | (147,305) | (237,448) | (2,289,072) |
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Tax expense | 6 | - | - | - |
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LOSS FOR THE YEAR / PERIOD | (147,305) | (237,448) | (2,289,072) |
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Exchange difference in translation of foreign operations | 159 | (65,069) | 41,006 |
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TOTAL COMPREHENSIVE LOSS FOR THE YEAR/PERIOD | (147,146) | (302,517) | (2,248,066) |
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Loss per ordinary share | 7 |
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Basic and diluted loss per ordinary share (pence) | 0.16 | 0.67 | 4.27 |
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Interim Consolidated Statement of Financial Position as at 30 June 2012 | |||||||
Unaudited 30 June 2012 £ | Unaudited 30 June 2011 £ | Audited 31 December 2011 £ | |||||
ASSETS | |||||||
Non current assets | |||||||
Goodwill | - | 982,749 | - | ||||
Property, plant and equipment | 3,032 | 15,829 | 9,816 | ||||
Biological assets | - | 816,253 | - | ||||
3,032 | 1,814,831 | 9,816 | |||||
Current Assets | |||||||
Prepayments | - | - | 1,851 | ||||
VAT refundable | 9,459 | 6,370 | 11,103 | ||||
Cash and cash equivalents | 106,841 | 99,307 | 299,801 | ||||
Receivables | - | 8,697 | - | ||||
Other assets | - | 8,655 | - | ||||
116,300 | 123,029 | 312,755 | |||||
TOTAL ASSETS | 119,332 | 1,937,860 | 322,571 | ||||
LIABILITIES | |||||||
Current liabilities | |||||||
Trade and other payables | 231,727 | 326,060 | 287,820 | ||||
Convertible note | - | 412,500 | - | ||||
TOTAL LIABILITIES | 231,727 | 738,560 | 287,820 | ||||
NET CURRENT ASSETS / (LIABILITIES) | (115,427) | (615,531) | 24,935 | ||||
NET ASSETS | (112,395) | 1,199,300 | 34,751 | ||||
EQUITY | |||||||
Issued capital | 931,648 | 353,515 | 931,648 | ||||
Share premium reserve | 5,202,423 | 4,999,556 | 5,202,423 | ||||
Currency translation reserve | 233,048 | 126,814 | 232,889 | ||||
Share option reserve | 686,524 | 686,524 | 686,524 | ||||
Accumulated losses | (7,166,038) | (4,967,109) | (7,018,733) | ||||
TOTAL EQUITY | (112,395) | 1,199,300 | 34,751 | ||||
Statement of Changes in Equity
for the six months ended 30 June 2012
Share Capital | Share Premium | Currency Translation Reserve | Share Option Reserve | Accumulated Losses | Total | ||
£ | £ | £ | £ | £ | £ | ||
Balance as at 31 December 2010 (Audited) | 353,515 | 4,999,556 | 191,883 | 686,524 | (4,729,661) | 1,501,817 | |
Total comprehensive loss for the period | - | - | (65,069) | - | (237,448) | (302,517) | |
Balance as at 30 June 2011 | 353,515 | 4,999,556 | 126,814 | 686,524 | (4,967,109) | 1,199,300 | |
Total comprehensive loss for the period | - | - | 106,075 | (2,051,624) | (1,945,549) | ||
Issue of shares during the period | 578,133 | 208,867 | - | 787,000 | |||
Cost of issue | - | (6,000)) | - | (6,000) | |||
Balance as at 31 December 2011 (Audited) | 931,648 | 5,202,423 | 232,889 | 686,524 | (7,018,733) | 34,751 | |
Total comprehensive loss for the period | 159 | - | (147,305) | (147,146) | |||
Balance as at 30 June 2012 | 931,648 | 5,202,423 | 233,048 | 686,524 | (7,166,038) | (112,395) | |
Interim Consolidated Cash Flow Statement for the six months ended 30 June 2012 |
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Note | Unaudited Six Months Ended 30 June 2012£ | Unaudited Six Months Ended 30 June 2011£ | Audited Year Ended 31 December 2011£ | |||||||
Cash flows from operating activities |
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Cash used in operations | 8 | (190,321) |
(44,917) | (320,561) |
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Cash flows from investing activities |
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Interest received | 473 | 96 | 210 |
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Interest paid | (1,022) | (241) | (1,372) |
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Net cash used in investing activities | (549) | (145) | (1,162) |
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Cash flows from financing activities |
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Proceeds from issue of shares | - | 200,000 | 550,000 |
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Payment for share issue costs | - | - | (6,000) |
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Net cash provided by financing activities | - | 200,000 | 544,000 |
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Net increase in cash and cash equivalents | (190,870) | 154,938 | 222,277 |
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Cash and cash equivalents at the beginning of the year/from incorporation | 299,801 | 8,190 | 8,190 |
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Effects of exchange rate changes on the balance of cash held in foreign currencies | (2,090) | (63,821) | 69,334 |
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Cash and cash equivalents at the end of the year / period | 106,841 | 99,307 | 299,801 |
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Notes to the Interim Results for the six months ended 30 June 2012 |
1. GENERAL INFORMATION
GEM BioFuels PLC is a company domiciled and incorporated in the Isle of Man with company registration number 115011C. The Company's ordinary shares are traded on AIM.
The consolidated accounts for GEM BioFuels Plc and its subsidiary (the "Group") have been prepared for the six months ended 30 June 2012.
The Company's registered address is 33 Athol Street, Douglas, Isle of Man IM1 1LB.
The functional currency of the Company and is United States Dollars ('USD') as it is the currency of the primary economic environment in which the Group operates. The consolidated financial statements are presented in Pounds Sterling (presentation currency) for the convenience of readers. The translation between the functional and presentation currency is in accordance with the Group's stated policy.
2. BASIS OF PREPARATION
The Group interim financial statements are prepared on the historical cost basis.
The financial information for the six months ended 30 June 2012 is unaudited and has been prepared in accordance with the accounting policies set out in the Group's Annual Report for the year ended 31 December 2011 ("Annual Report") and should be read in conjunction with the Annual Report. The financial information for the six months ended 30 June 2012 is also unaudited and the results have not been reviewed by the Group's auditors. The financial information relating to the year ended 31 December 2011 has been extracted from the full report for that year. The report of the Auditors on the 2011 accounts was unqualified.
Where necessary, the comparatives have been reclassified from the previously reported interim results to take into account any presentational changes made in the Annual Report.
These interim financial statements were approved by the board of directors on December 2012.
3. CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY
In the process of applying the Group's accounting policies, which are described in note 2, the Directors have made the following judgements that have the most significant effect on the amounts recognised in the financial statements.
Impairment of goodwill
Following a detailed review of the business combinations acquired, the Directors are not satisfied that the carrying amount of the goodwill was justified and an impairment loss was recognised at the period end 31 December 2011 and goodwill was written down to Nil. In making their assessment, the Directors have made certain assumptions which underpin the value. Refer to note 10 of the Annual Report for details of the assumptions made.
Impairment of biological assets
Following a review of the Group's plantation and forest assets as at 31 Decembers 2011, the Company has determined that full value of the biological assets were impaired and were written down to Nil as at 31 December 2011. In making their assessment, the Directors have made certain assumptions which underpin the value. Refer to note 13 of the Annual Report for details of the assumptions made.
4. SEGMENT REPORTING
The Group's primary reporting format is its geographical segment, while its secondary reporting format is its business segment.
The Group has one geographical segment being Madagascar.
The Group has one business segment, which is the production of feedstock for the biodiesel and bio-chemicals markets.
5. NET FINANCING (EXPENSE)/ INCOME
Unaudited Six Months Ended 30 June 2012£ | Unaudited Six Months Ended 30 June 2011£ | Audited Year Ended 31 December 2011£ | |||
Interest income from financial institutions | 473 | 96 | 210 | ||
Gross interest expenses | (1,022) | (241) | (1,372) | ||
Net financing income | (549) | (145) | (1,162) |
6. INCOME TAX EXPENSE
The Income Tax (Amendment) Act 2006 provides that a standard zero rate of income tax will apply to the company in the Isle of Man for 2006/07 and subsequent years of assessment. Therefore no provision for liability to Isle of Man income tax has been included in these accounts.
The company's subsidiary pays tax at a rate of 30% on its taxable profits. No tax charge has been recorded in the current period in respect of the operations of the subsidiary due to losses arising. A deferred tax asset has not been recognised in respect of these losses due to the unpredictability of future income streams in the company.
7. LOSS PER ORDINARY SHARE
Unaudited Six Months Ended 30 June 2012£ | Unaudited Six Months Ended 30 June 2011£ | Audited Year Ended 31 December 2011£ | |||
Loss for the year
Weighted average number of shares
Loss per ordinary share - basic - diluted | 147,305
93,164,834
0.16 0.16 | 237,448
35,351,501
0.67 0.67 | 2,289,072
53,630,076
4.27 4.27 |
The number of shares in issue at 30 June 2012 was 93,164,834 (2011 - 76,003,190). For the purpose of calculating the diluted loss per share options have not been included as the share options are not dilutive.
8. NOTES TO THE CASH FLOW STATEMENT
Unaudited Six Months Ended 30 June 2012£ | Unaudited Six Months Ended 30 June 2011£ | Audited Year Ended 31 December 2011£ | |||
Loss for the year / period | (147,305) | (237,448) | (2,289,072) | ||
Adjustments for: | |||||
Finance costs | 1,022 | 241 | 1,372 | ||
Foreign exchange gain | 2,111 | (1,247) | 11,441 | ||
Interest income received and receivable | (473) | (96) | (210) | ||
Impairment of goodwill | - | - | 980,547 | ||
Impairment of biological assets | - | - | 926,974 | ||
Depreciation of property, plant and equipment | 6,921 | - | 13,585 | ||
Operating cash flows before movements in working capital | (137,724) | (238,550) | (355,363) | ||
Decrease/(increase) in other assets | 3,496 | 156,324 | 11,234 | ||
Increase in equity | - | - | 237,000 | ||
Increase/(decrease) in payables | (56,093) | 37,309 | (213,432) | ||
Net cash used in operating activities | 190,321 | (44,917) | (320,561) |
9. SUBSEQUENT EVENTS
The Company has recently entered into an Underwriting Agreement, whereby a new subscription of funds of not less than £250,000 is expected to be approved at the Company's Annual General Meeting on 28 December 2012. In addition, subject to the fund raising proceeding, £192,738 of creditors as at 31 December 2011 have agreed to receive 30% as full and final settlement of the liabilities due to them.
10. AVAILABILITY OF THIS REPORT
This Interim Report is available from the Company's website at www.gembiofuels.com.
Return from Suspension
The Company is pleased to announce that following the release this morning of the financial results for both the six months to 30 June 2012 and the full year results for the year to 31 December 2011, the Company's ordinary 0.1p shares have returned from suspension to trading on AIM.
Proposed Board Changes at Annual General Meeting - Updated Biography
Further to the announcement of 5 December 2012, the Company provides an updated biography for Mr John Molyneux.
John Molyneux
He started his career in the City of London in 1967 by joining the London Stock Exchange. Various career moves over the next thirty years involved both merchant banking and stock broking (Montague Loebl Stanley, English Trust, Grieg Middleton, Seymour Pierce Middleton, Henry Cooke Lumsden, and culminating in joining AIM quoted W H Ireland in 1998 to develop a London operation for the company. This office has since expanded from eleven staff to approximately fifty and he is now a Regional Director of W H Ireland. His primary role now is the management of private client funds as well as overseeing the W H Ireland's Australian interests in market making and dealing. Aged 65, Mr Molyneux is a Chartered Fellow of the Chartered Institute of Securities and Investment.
The Company will provide disclosure of the information required under Schedule 2 of the AIM Rules prior to the appointment of Messrs Paull and Molyneux.
Enquiries:
GEM Biofuels Plc
| Allenby Capital (Nomad and Broker) |
Simon Hunt Chairman | Nick Naylor/Nick Harriss |
+44 (0) 7733 337755
| +44 (0) 20 3328 5656
|
Related Shares:
HUN.L