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Preliminary Unaudited Results

10th Dec 2013 07:00

RNS Number : 0955V
Sorbic International PLC
10 December 2013
 



 

Press Release

10 December 2013

 

Sorbic International Plc

 

("Sorbic International" or the "Group" or the "Company")

 

Preliminary Unaudited Results

 

Sorbic International plc, (AIM:SORB), the third largest sorbates producer in China, today announces its preliminary unaudited results for the year ended 30 September 2013.

 

Summary

Revenue for the year of £14.6 million (2012: £16.8 million)

EBITDA more than doubled to £1.2 million (2012: £0.5 million)

Gross profit margin for the year of 12.9% (2012: 8.6%)

Profit from operations before impairment of £0.6 million (2012: £0.02 million)

Loss before tax of £6.1 million after impairment provision of £6.7 million in respect of Inner Mongolia facility (2012: £0.14 million)

Cash balances at 30 September 2013 of £5.3 million (2012: £4.1 million)

Net assets per share of £0.21 (2012: £0.38)

Compensation negotiation for the Group's Inner Mongolia facility restarted

 

John McLean, Non-Executive Chairman of Sorbic International, commented: "The Board is pleased that during the year the core business has significantly improved profitability and more than doubled EBITDA. The Board remains focused on resolving cash flow constraints, as well as continuing to work to seek a conclusion of the negotiations regarding the Inner Mongolia facility, and will update shareholders on this matter in due course."

 

- Ends-

 

For further information:

Sorbic International Plc

John McLean, Non-Executive Chairman

Tel: +44 (0) 7768 031 454

www.sorbicinternational.com

 

 

finnCap

Geoff Nash / Ben Thompson (Corporate Finance)

Tel: +44 (0) 20 7600 1658

Simon Starr (Broking)

 

Media enquiries:

Abchurch Communications

Henry Harrison-Topham / Joanne Shears

Tel: +44 (0) 20 7398 7709

[email protected]

www.abchurch-group.com

 

Notes to Editors:

Sorbic International's principal activity is the production and sale of the food preservatives Sorbic Acid and Potassium Sorbate from its base in Linyi City, Shandong Province, People's Republic of China. Approximately half of Sorbic International's production is sold to overseas markets, across 46 countries and half into the Chinese domestic market.

 

Sorbic Acid is a naturally occurring organic compound that is used in all kinds of foods for its anti-decomposition and anti-fungus function and also in grains, medicines, cosmetics, toothpaste, tobacco, animal feed, latex, paper-manufacturing and pesticides. Potassium Sorbate is used to inhibit moulds and yeasts in many foods, such as cheese, wine, yogurt, dried meat, baked goods, cosmetics and pharmaceuticals.

CHAIRMAN'S STATEMENT

 

Introduction

The period under review has seen margins in the core business strengthen, despite the backdrop of volatility in the market. The Board remains focused on further improving the Group's operational performance at its Linyi facility and on concluding the negotiations regarding its facility in Inner Mongolia.

 

Although Sorbic acid selling prices have weakened slightly during the year, this has been offset by a decrease in cost of sales which has improved the margin from 4.1% to 5.6%. Potassium sorbate prices have seen a marginal increase in selling price which, combined with a decrease in cost of sales, has resulted in the margin improving to 20.2% from 13.1% for 2012. As a result of the margin improvements in both business segments, .the overall gross margin has increased from 8.6% to 12.95%, which reflects the cost of sales improvement, but more importantly a constant customer demand, thereby reducing 'spot' sales and allowing more focus on quality and production efficiency. The removal of 'spot' sales has resulted in lower revenues although the factory has remained operating at full capacity.

 

The relationship with APAC, the Group's US distributor, continues to develop and for the year represented 45% of total sales compared to 26% for 2012. This increase of over 50%, which is largely a testament to the high quality product that the Linyi facility produces and the growing demand in the US for the Company's products. As a result of this developing relationship, the balance of sales has shifted from China towards exports and in 2013 only 47% of sales were domestic. This is expected to reduce further in 2014 as the APAC relationship continues to develop.

 

Inner Mongolia facility

As announced on 23 April 2013, the Group had reached agreement with the local authorities in Ulanqab City, Inner Mongolia authorities over compensation terms and the resumption of building in Ulanqab, totalling approximately £5 million. However, with the advent of discussions in Linyi over a possible site re-location due to the redevelopment zone, the Board decided that it should not continue to pursue the commencement of rebuilding in Inner Mongolia while the option existed to expand within Linyi. Accordingly the local authority in Ulanqab City has been informed that the Company no longer wishes to pursue its original plan in Inner Mongolia and will continue to seek compensation. Negotiations are currently taking place on the understanding that the compensation agreement will be 'fair and reasonable' to both parties. An open dialogue exists with the Inner Mongolia authorities.

 

Given the investment to date of approximately £9.138 million in Inner Mongolia, the Board has decided that an impairment provision be made of £6.684 million, representing all of the costs incurred to date, but excluding 50% of the equipment which has already been paid for and is considered re-useable in the construction of the new facility in Linyi. The provision will be released when the quantum of the compensation agreement has been agreed.

 

Linyi facility

As announced on 30 May 2013, the Company has been approached by the local authorities in Linyi City to relocate the Company's facility to a nearby industrial park, whereby it is expected that an enhanced facility can be created. Negotiations are still ongoing and are lengthy, particularly as there is a need to balance the requirement to move quickly against the quantum offered for compensation. It is anticipated that the new site would be approximately 100 mou, compared to the existing site in Linyi of 66 mou. As detailed in the Interim Results in June 2013, the Board believes that the building of a new factory on an industrial park in Linyi would be funded in entirety by the Linyi authorities.

 

The Company's land values have increased significantly during Sorbic's occupancy of the Linyi site and the Directors estimate that this increase could be in excess of five times the Company's original cost (66 mou at approximately 80,000 RMB/mou) which, if realised through the compensation agreement, would give the Company a substantial inflow of funds to develop the new site.

 

Loan notes

The Group has £5.3 million at bank in China, and this cash position is more than adequate for working capital purposes for the existing operations. Following the re-negotiations of the loan notes earlier this year (of which £2.69 million remains outstanding), the Company extended the repayment date to 31 August 2014 and has revised the convert price to 9 pence. In light of significant recent progress the Company is currently formulating a plan to address the future needs for all stakeholders and will provide an update as matters develop.

 

Board change

As previously stated, the Board has been seeking another Non-Executive Director but has, in the interim, appointed James Newman as a consultant and who also acts as an observer to the loan-stock holders. James speaks Mandarin and has been operating in China for over 20 years. Accordingly, until the new factory plan and associated compensation is finalised and in order to minimise costs, any appointment of a new Non-Executive Director will be deferred.

 

Going concern

Whether the Group has sufficient working capital resources to continue operational existence in its present form will ultimately be dependent on the outcome of discussions with the loan note holders / shareholders and the successful conclusion of the Inner Mongolia compensation negotiation. Irrespective of the outcomes achieved, the Company will need to transfer funds out of China or raise additional capital to meet ongoing costs and in order to have sufficient resources to meet its obligations as they fall due.

 

Operational outlook

The Board will continue to focus on improving operational efficiencies at its Linyi facility, as well as concluding negotiations in Inner Mongolia and Linyi and formulating a plan for the future strategy of the Group. Trading post the year end has been in line with management expectations and the Group expects that 2014 will see a resolution of the outstanding matters.

 

 

John McLean

Chairman

10 December 2013

 

 

Unaudited Consolidated Statement of Comprehensive Income

 

Notes

Year ended

30 September 2013

Year ended

30 September 2012

£

£

Revenue

3

14,619,913

16,780,832

Cost of sales

(12,726,137)

(15,341,214)

Gross profit

1,893,776

1,439,618

Distribution and selling expenses

(184,121)

(193,048)

Administrative expenses

(1,105,984)

(1,224,871)

Profit from operations before impairment

603,671

21,699

Impairment loss

4

(6,684,701)

-

(Loss) / profit from operations

(6,081,030)

21,699

Finance income

30,867

33,994

Unrealised foreign exchange loss

(5,016)

(108,329)

Finance costs

(74,471)

(91,770)

Loss before tax

(6,129,650)

(144,406)

Income tax expense

5

(221,240)

(133,669)

Loss for the year

(6,350,890)

(278,075)

Other comprehensive income/(loss)

-Exchange differences on translating foreign operation

 

288,423

 

(271,753)

Total comprehensive loss, net of tax

(6,062,467)

(549,828)

Loss attributable to equity holders of the parent

(6,350,890)

(278,075)

Total comprehensive loss for the year attributable to equity holders of the parent

(6,062,467)

(549,828)

Loss per share

- Basic (pence)

- Fully diluted (pence)

6

6

(13.00)

(13.00)

 

(0.66)

(0.66)

 

 

 

Unaudited Consolidated Statement of Changes in Equity

 

Share capital

 

 

£

Share premium

 

 

£

Capital reserve

 

 

£

Surplus reserve

 

 

£

Retained earnings

 

 

£

Share based payment reserve

£

Foreign currency translation reserve

£

Reverse acquisition reserve

 

£

Convertible loan notes - equity

 

£

Hedging reserve

 

 

£

Total equity

attributable to owners of the parent

£

At 1 October 2011

2,313,810

21,836,795

2,783,379

496,173

7,480,987

30,000

2,237,745

(20,911,925)

76,019

(451,353)

15,891,630

Issue of ordinary shares

389,463

324,553

-

-

-

-

-

-

-

-

714,016

Share issue cost

-

(76,275)

(76,275)

Loss for the period

-

-

-

-

(278,075)

-

-

-

-

-

(278,075)

Other comprehensive income

-

-

-

-

-

-

-

-

-

-

Exchange differences on translation of foreign operations

-

-

(58,160)

(10,368)

-

-

(203,225)

-

-

-

(271,753)

Total comprehensive loss for the period

(58,160)

(10,368)

(278,075)

(203,225)

(549,828)

At 30 September 2012

2,703,273

22,085,073

2,725,219

485,805

7,202,912

30,000

2,034,520

(20,911,925)

76,019

(451,353)

15,979,543

Issue of ordinary shares

499,886

83,314

-

-

-

-

-

-

-

-

583,200

Expiry of share options

-

-

-

-

30,000

(30,000)

-

-

-

-

-

Share issue cost

-

(48,122)

(48,122)

Loss for the period

-

-

-

-

(6,350,890)

-

-

-

-

-

(6,350,890)

Other comprehensive income

Exchange differences on translation of foreign operations

-

-

63,699

11,356

-

-

211,545

-

1,823

-

288,423

Total comprehensive loss for the period

-

-

63,699

11,356

(6,350,890)

-

211,545

-

1,823

-

(6,062,467)

At 30 September 2013

3,203,159

22,120,265

2,788,918

497,161

882,022

-

2,246,065

(20,911,925)

77,842

(451,353)

10,452,154

 

Unaudited Consolidated Statement of Financial Position

As at

30 September

2013

As at

30 September

2012

Notes

£

£

Assets

Non-current assets

Property, plant and equipment

6,001,071

11,054,035

Land use rights

2,243,331

3,856,722

8,244,402

14,910,757

Current assets

Inventories

1,083,429

426,868

Trade receivables

1,271,036

1,563,368

Prepayments, deposits and other receivables

259,040

203,041

Cash and cash equivalents

5,311,311

4,088,593

Amount due from director

6,142,668

6,016,249

14,067,484

12,298,119

Total assets

22,311,886

27,208,876

Liabilities

Current liabilities

Trade payables

96,226

67,552

Advanced payments

161,143

149,755

Accruals and other payables

225,336

278,797

Amount due to directors

8,588,833

8,392,663

Current tax liabilities

102,780

30,154

Convertible loan notes

6

2,685,414

2,310,412

11,859,732

11,229,333

Total liabilities

11,859,732

11,229,333

Equity

Capital and reserves attributable to equity holders of the Company

Share capital

7

3,203,159

2,703,273

Share premium

7

22,120,265

22,085,073

Capital reserves

2,788,918

2,725,219

Surplus reserves

497,161

485,805

Retained earnings

882,022

7,202,912

Share based payment reserve

-

30,000

Reverse acquisition reserve

(20,911,925)

(20,911,925)

Convertible loan notes - equity

77,842

76,019

Foreign currency translation reserve

2,246,065

2,034,520

Hedging reserve

(451,353)

(451,353)

Total equity

10,452,154

15,979,543

 

Total equity and liabilities

 

22,311,886

 

27,208,876

 

Unaudited Consolidated Cash flow statement

For year ended 30 September 2013

 

Year ended

30 September

2013

£

 

Year ended

30 September

2012

£

CASH FLOWS FROM OPERATINGACTIVITIES

Loss for the period before tax

(6,129,650)

(144,406)

Adjustments for:

Amortisation of prepaid land lease payments

54,109

52,750

Depreciation

564,294

546,792

Impairment loss

6,684,702

-

Interest income

(30,867)

(33,994)

Interest expense

74,471

91,770

Operating cash flows

1,217,059

512,912

Changes in working capital:

(Increase)/decrease in inventories

(646,583)

237,630

Decrease/(Increase) in trade and other receivables

174,505

(12,243)

Decrease in trade and other payables

(19,525)

(162,884)

Cash generated from operations

725,456

575,415

Income tax paid

(150,542)

(151,056)

Interest paid

(74,471)

(49,239)

Net cash generated from operating activities

500,443

375,120

CASH FLOWS FROM INVESTING ACTIVITIES

Acquisition of property, plant and equipment

-

(393,851)

Interest received

30,879

33,994

Net cash generated from/(used in) investing activities

30,879

(359,857)

CASH FLOWS FROM FINANCING ACTIVITIES

Loan from financial institution raised

1,208,400

2,460,000

Repayment of loan from financial institution

(1,208,400)

(2,460,000)

Proceeds from issuance of new shares, net of issue costs

535,078

637,741

Proceeds from issuance of convertible loan notes, net of costs

88,260

-

Net cash generated from financing activities

623,338

637,741

NET INCREASE IN CASH AND CASH EQUIVALENTS

1,154,660

653,004

Exchange gains/(losses) on cash and cash equivalents

68,058

(85,249)

CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD

4,088,593

3,520,838

CASH AND CASH EQUIVALENTS AT END OF PERIOD

5,311,311

4,088,593

Notes to the financial information

 

1. General information and principal activities

 

The Group's principal activities include the production and sale of food preservatives, Sorbic Acid and Potassium Sorbate. The Group's main operations are in the People's Republic of China ("PRC").

 

The Company, Sorbic International Plc, a public limited company, is the Group's ultimate parent company. It is incorporated and domiciled in the United Kingdom. The Company's registered office is 17 Hanover Square, London W12 1HU and its shares are listed on the AIM Market of the London Stock Exchange.

 

2. Basis of preparation

 

The Group's financial statements for the year ended 30 September 2013 will be prepared in accordance with International Financial Reporting Standards as adopted by the European Union ("IFRS").

 

The accounting policies adopted by the Group are consistent with those of the previous financial year except in the current financial year, the Group has adopted all the new and revised standards and Interpretations of IFRS that are effective for annual periods beginning on or after 1 October 2012 and as outlined below. The adoption of these standards and interpretations did not have any effect on the financial performance or position of the Group and the Company.

 

Going concern

The preparation of financial information requires an assessment on the validity of the going concern assumption. The validity of the going concern assumption is dependent on finance being available for the continuing working capital requirements of the Group and finance for the development of the Group's projects becoming available.

 

As discussed in the Chairman's Statement, the following key areas impact on the going concern basis:

· The successful resolution of the ongoing discussions with the local authorities in Ulanqab City, Inner Mongolia

· The Company's requirement for either further equity fund raising or the transfer of funds from the Chinese operations in order to meet its ongoing costs.

· The Company has convertible loan notes which mature on 31 August 2014. The repayment, conversion or renegotiation of the loan notes is dependent on matters such as the performance of the Group and the successful conclusion of the points highlighted above in respect of the plant in Inner Mongolia.

 

In approving this financial information, the Board has recognised that the combination of these circumstances creates a level of uncertainty. However, having made enquiries and considered the uncertainties outlined above, the directors have a reasonable expectation that the Company and the Group have sufficient resources to continue operational existence for the foreseeable future.

 

Accordingly, the Board believes it is appropriate to adopt the going concern basis in the preparation of the financial information.

 

Whilst the financial information included in this preliminary announcement has been computed in accordance with IFRS this announcement does not itself contain sufficient information to comply with IFRS. The Company will publish full-consolidated financial statements that comply with IFRS by the end of March 2014.

 

 

3. Segmental information

 

Segment information is presented in respect of the Group's geographical and operating segments. The Group's operating segments are as follows:

(i) Sorbic acid

(ii) Potassium sorbate

(iii) Head office and other adjustments, which incorporates a measure of assets and liabilities not included in the other segments

 

 

Geographical Information - Revenue

Year ended

Year ended

30 September 2013

 30 September 2012

£

£

PRC

6,862,773

8,554,055

United States

6,604,170

4,325,670

Russia

107,018

595,254

Netherlands

375,194

979,653

Other

670,758

2,326,200

Consolidated

14,619,913

16,780,832

 

 

Operating Segments

Sorbic acid

Potassium sorbate

Head office and other adjustments

Consolidated

£

£

£

£

 

Year ended 30 September 2013

Revenue

7,283,223

7,336,690

-

14,619,913

Gross profit

412,064

1,481,712

-

1,893,776

Loss before taxation

-

-

(6,129,650)

(6,129,650)

Taxation

-

-

(221,240)

(221,240)

Net loss after tax

-

-

(6,350,890)

(6,350,890)

Segment assets

299,957

232,652

21,779,277

22,311,886

Segment liabilities

-

-

11,859,732

11,859,732

Finance income

-

-

30,867

30,867

Finance costs

-

-

(74,471)

(74,471)

Depreciation and amortisation

322,760

295,643

-

618,403

Capital expenditure

-

-

-

-

 

Year ended 30 September 2012

Revenue

8,445,895

8,334,937

-

16,780,832

Gross profit

342,746

1,096,872

-

1,439,618

Profit before taxation

-

-

(144,406)

(144,406)

Taxation

-

-

(133,669)

(133,669)

Net profit after tax

-

-

(278,075)

(278,075)

Segment assets

370,697

276,925

26,561,254

27,208,876

Segment liabilities

-

-

11,229,333

11,229,333

Finance income

-

-

33,994

33,994

Finance costs

-

-

(91,770)

(91,770)

Depreciation and amortisation

309,141

290,401

-

599,542

Capital expenditure

-

-

393,851

393,851

 

4. Impairment loss

 

During the year, the Directors decided not to continue to pursue the commencement of rebuilding the existing facility in Inner Mongolia. The Group continues to seek compensation and negotiations are currently taking place on the understanding that the compensation agreement will be 'fair and reasonable' to both parties.

 

The net book value of the non-current assets in respect of Inner Mongolia prior to any impairment amounted to £9,138,000, of which £1.65 million is included within intangible assets, and the remaining £7.59 million is included within plant, property and equipment. The Directors made an impairment provision against all of the intangible assets (£1.65 million) as well as £5.03 million against property, plant and equipment. The total provision in this respect amounts to £6.68 million. The unprovided non-current assets relate to equipment purchased which the Directors expect to use in a new facility. The provision will be reassessed when the quantum of the compensation agreement has been agreed.

 

 

5. Income tax expense

 

Year ended

30 September

2013

Year ended

30 September

2012

£

£

Current tax

221,240

133,669

Loss before tax

(6,129,650)

(144,406)

Tax on loss at standard rate (25%; 2012: 25%)*

(1,532,413)

(36,102)

Tax effect of non-deductible expenditure

1,753,653

133,669

Tax losses carried forward against future period

-

36,102

Current tax expense recognised in income statement

221,240

133,669

Effective tax rate

(3.6)%

(92.6)%

 

* The Company is subject to a United Kingdom Tax rate of 24% (2012: 26%) No tax provision is provided at the Company level, as all current profits are foreign derived income.

 

The Company's subsidiary Honour Field International Limited is a BVI registered company and has tax-exempt status.

 

The Company's subsidiary Linyi Van Science and Technique Co., Limited ("LVST"), is subject to a PRC Enterprise Income Tax rate of 25% (2012: 25%).

 

The tax charge on profits assessable has been calculated at the rates of tax prevailing in China, in which the Group through its China subsidiaries operate based on existing legislation, interpretation and practices in respect thereof.

 

Deferred income tax assets are recognised for tax loss carried forward to the extent that the realisation of the related tax benefit through the future taxable profits is probable. The Group did not recognise deferred income tax assets of £639,724 (2012: £639,724) at the year-end in respect of losses amounting to £2,284,727 (2012: £2,284,727) that can be carried forward against future taxable income since future profits were not considered probable.

 

 

 

 

 

 

 

 

 

6. Loss per share

 

Basic

2013

2012

Loss attributable to equity holders of the Company (£)

£(6,350,890)

£(278,075)

 

Weighted average number of Ordinary shares in issue (number)

 

48,843,733

 

42,336,872

 

Basic loss per share (pence)

(13.00)

(0.66)

 

Diluted

Diluted loss per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion of all dilutive potential ordinary shares. The Company has two categories of dilutive potential ordinary shares: share options and convertible loan notes. For the convertible loan notes, a calculation is done to determine the number of shares that could have been acquired based on the monetary value of the subscription rights attached to outstanding share options and convertible loan notes. The number of shares calculated as above is adjusted for the number of shares that would have been issued assuming the exercise of the convertible loan notes. The contingently issuable shares included within the share options and convertible loan notes are anti-dilutive and are not included in the calculation.

 

2013

2012

Loss attributable to equity holders of the Company (£)

£(6,350,890)

£(278,075)

 

Weighted average number of Ordinary shares in issue (number)

 

48,843,733

 

42,336,872

Adjustments for:

Convertible loan notes (number)

-

-

Share options (number)

-

-

48,873,733

42,336,872

Diluted loss per share (pence)

(13.00)

(0.66)

 

 

7. Convertible loan notes

 

The convertible loan notes were issued on 27 August 2010,25 February 2011 and 26 April 2013. The notes are convertible into ordinary shares of the Company at any time between the date of issue of the notes and their maturity date of 31 August 2014. The loan notes are convertible at £0.09 per share. The effective interest rate used to calculate the interest charged to the income statement was 12%.

 

If the notes have not been converted, they will be redeemed on their maturity date at par. Interest of 10 % per annum will be paid biannually up until that date.

 

The net proceeds received from the issue of the convertible loan notes have been split between the liability element and an equity component, representing the fair value of the embedded option to convert the liability into equity of the Group as follows:

 

30 September 2013

A Loan Notes

B Loan Notes

Total

Gross amount

Transaction costs

Net amount

Gross amount

Transaction costs

Net amount

Net amount

 

£

£

£

£

£

£

£

 

Convertible loan notes issued

1,687,000

150,732

1,536,268

876,000

72,199

803,801

2,340,069

 

Equity component

58,969

4,876

54,093

25,887

2,137

23,750

77,843

 

 

Liability component at date of issue

1,628,031

145,856

1,482,175

850,113

70,062

780,051

2,262,226

 

Transfer of A to B notes

(395,292)

395,292

-

 

Interest charged

444,641

380,514

825,155

 

Interest paid

(228,032)

(173,935)

(401,967)

 

Liability component at 30 September 2013

1,303,492

1,381,922

2,685,414

 

30 September 2012

A Loan Notes

B Loan Notes

Total

Gross amount

Transaction costs

Net amount

Gross amount

Transaction costs

Net amount

Net amount

 

£

£

£

£

£

£

£

 

Convertible loan notes issued

1,562,000

114,301

1,447,699

876,000

72,199

803,801

2,251,500

 

Equity component

56,395

4,126

52,269

25,887

2,137

23,750

76,019

 

 

Liability component at date of issue

1,505,605

110,175

1,395,430

850,113

70,062

780,051

2,175,481

 

Transfer of A to B notes

(395,292)

395,292

-

 

Interest charged

304,492

232,406

536,898

 

Interest paid

(228,032)

(173,935)

(401,967)

 

Liability component at 30 September 2012

1,076,598

1,233,814

2,310,412

 

 

The directors estimate the fair value of the liability component of the convertible loan notes at 30 September 2013 to be approximately £2,685,414 (2012: £2,310,412).

 

 

8. Share capital

 

As at

30 September 2013

As at

30 September 2012

Authorised

£

£

100,000,000 Ordinary share of £0.06 each

6,000,000

6,000,000

 

The movement on the share capital account was as follows:

 

Issued, called up and fully paid

 

£

At 1 October 2011

38,563,500 Ordinary shares of £0.06 each

2,313,810

Issue of shares on 27 February 2012

5,513,641 Ordinary shares of £0.06 each

330,818

Issue of shares on 30 March 2012

58,645

977,410 Ordinary shares of £0.06 each

At 30 September 2012

2,703,273

Issue of shares on 28 March 2013

3,274,286 Ordinary shares of £0.06 each

196,457

 

Issue of shares on 26 April 2013

5,057,143 Ordinary shares of £0.06 each

303,429

At 30 September 2013

3,203,159

 

The principal amount of the convertible loan notes issued on 27 August 2010, 25 February 2011 and 26 April 2013 can be converted into such number of new fully paid ordinary shares of the Company at a conversion price of 9 pence per share at any time up to the final redemption date of 31 August 2014. As at 30 September 2013, 28,477,778 ordinary shares are reserved for issue. No conversion took place during the year.

 

The movement on the share premium account was as follows:

 

Share premium

£

As at 1 October 2011

21,836,795

Issue of shares on 27 February 2012 and 30 March 2012 for a consideration of £0.11 per share

324,553

Share issue costs

(76,275)

As at 30 September 2012

22,085,073

Issue of shares on 28 March 2013 and 26 April 2013 for a consideration of £0.06 per share

 

83,314

Share issue costs

(48,122)

At 30 September 2013

22,120,265

 

 

9. Non-statutory financial information

 

The financial information set out in this preliminary announcement does not constitute the Group's statutory financial statements as defined in Section 435 of the Companies Act 2006 for the years ended 30 September 2013 and 2012.

 

The financial information for the year ended 30 September 2012 is derived from the statutory financial statements for that year prepared in accordance with IFRS, which have been delivered to the Registrar of Companies. The auditors reported on those financial statements; their report was unqualified, did not draw attention to any matters by way of emphasis without qualifying their report and did not contain a statement under Sections 498(2) or (3) Companies Act 2006.

 

The audit of the statutory financial statements for the year ended 30 September 2013 is not yet complete. These financial statements will be finalised on the basis of the financial information presented by the directors in this preliminary announcement and will be delivered to the Registrar of Companies following the Company's annual general meeting. The auditors have indicated that in view of the Company's need to seek to renegotiate the terms of the loan notes, the requirement for additional capital or the transfer of funds from China, and the ongoing Inner Mongolia compensation negotiation, the auditors report may draw attention to these matters by way of emphasis in connection with the assessment of going concern, without qualifying their report.

 

The directors do not propose a dividend in respect of the year ended 30 September 2013 (2012: nil).

 

The Board of Directors approved this announcement on 9 December 2013.

 

- Ends -

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