Preliminary Results

RNS Number : 5344K
Angle PLC
31 July 2013
 



Details of an analyst meeting and webcast at 11.30am this morning are given below

 

 

For Immediate Release
31 July 2013

 

 

ANGLE plc

("ANGLE" or "the Company")

 

Preliminary Results for the year ended 30 April 2013

 

PARSORTIX PR1 SYSTEM SUCCESSFULLY DEVELOPED.  MOVING INTO REGULATORY AUTHORISATION AND MARKET LAUNCH PHASE

 

 

ANGLE plc (AIM: AGL), the specialist medtech company, today announces unaudited results for the year ended 30 April 2013.     

 

Highlights

 

Development of Parsortix PR1 system completed

 

·     Successful development of the automated Parsortix PR1 medical device and the patented GEN3 cassette for the capture and identification of circulating tumour cells (CTCs) from patient blood

 

·     Extensive testing of the Parsortix system completed leading to release of the system for evaluation by targeted key opinion leaders in the fields of cancer diagnosis and treatment
 
·     Developed and automated a new process for the harvesting of intact CTCs for DNA analysis. The resulting "liquid biopsy" addresses a major new market for personalised cancer patient care 

 

Medtech operational capability strengthened

 

·     Board of Directors strengthened with the appointment of Brian Howlett, who brings a deep understanding of the medical diagnostics market including product development, regulatory authorisations, major corporate deals and go-to-market strategies

 

·     Scientific Advisers, Professor Adrian Newland CBE (no relation to ANGLE's Chief Executive) and Professor Ashok Venkitaraman appointed to help guide the Parsortix non-invasive cancer diagnostic system to market. They provide crucial medical knowledge, market understanding and established relationships with key customers

 

Financial

 

·     Equity issues during the year raising £3.3 million to support investment in Parsortix
 
·     Loss for the year of £1.0 million (2012: loss £2.7 million)

 

·     Cash balance at 30 April 2013 of £1.8 million (30 April 2012: £1.1 million)

 

Continued progress subsequent to the year end

 

·     University of Surrey Oncology Group completed successful third party validation of Parsortix technology for colorectal cancer.  The Parsortix system demonstrates twice the sensitivity of established techniques for CTC capture

 

·     Cancer Research UK's Paterson Institute for Cancer Research identified key operational advantages for the Parsortix system and has included Parsortix in its ongoing efforts to deliver personalised medicine

 

·    Plan developed for regulatory authorisation to allow the initiation of clinical sales in the European Union (CE Mark) by the end of 2013 and in the United States (FDA 510(k)) in mid 2014

 

·     Specialist, larger scale manufacturer appointed to manufacture the PR1 machine with the necessary quality systems and capacity to support the roll out into the clinical market once regulatory authorisations have been received 
 
 

Garth Selvey, Chairman, commented:

 

"In a highly successful year, ANGLE not only completed the key development phase for its Parsortix system for capturing circulating tumour cells (CTCs) but also developed a new capability to harvest intact CTCs from patient blood for DNA analysis.  The Parsortix system has already been well received by our research partners and is now being evaluated by key opinion leaders in the fields of cancer diagnosis and treatment.  ANGLE is now focused on securing regulatory authorisations to allow it to address the multi-billion pound clinical market for the treatment of cancer patients."  

 

 

These Preliminary Results may contain forward-looking statements. These statements reflect the Board's current view, are subject to a number of material risks and uncertainties and could change in the future. Factors that could cause or contribute to such changes include, but are not limited to, the general economic climate and market conditions, as well as specific factors relating to the financial or commercial prospects or performance of the Group's products and other investments.

 

 

 

 

 

Details of analyst meeting and webcast

 

A meeting for analysts will be held at 11.30am today at the offices of Buchanan, 107 Cheapside, London, EC2V 6DN.  For a webcast of the analyst meeting, please log on to the following web address about 5 minutes before 11.30am:

 

http://mediaserve.buchanan.uk.com/2013/angle310713/registration.asp.

 

A recording of the webcast and presentation will be made available on ANGLE's and Buchanan's websites, www.ANGLEplc.com and www.buchanan.uk.com, following the analyst meeting.

 



For further information:

 

ANGLE plc

01483 685830

Andrew Newland, Chief Executive

Ian Griffiths, Finance Director

 


Cenkos Securities

Adrian Hargrave, Stephen Keys (Nominated adviser)

Andy Roberts, Christian Hobart (Sales)

 

020 7397 8900

Buchanan

Mark Court, Fiona Henson, Sophie Cowles    

 

020 7466 5000



 



CHAIRMAN'S STATEMENT

 

Introduction

 

I am delighted to report that during the year, major progress was made in the automation of ANGLE's Parsortix non-invasive cancer diagnostic system. 

 

Results

 

Planned investment principally relating to Parsortix was increased to £2.5 million (2012: £1.7 million).  This comprised operating costs of £1.6 million (2012: £1.7 million) and capitalised expenditure of £0.9 million (2012: £nil).

 

The loss for the year of £1.0 million (2012: loss £2.7 million) reflected the operating costs of £1.6 million (2012: £1.7 million) offset by a fair value gain on non-controlled investments of £0.5 million (2012: fair value loss £1.3 million) and other income of £0.1 million (2012: £0.3 million). 

 

The cash balance was £1.8 million at 30 April 2013 (30 April 2012: £1.1 million). 

 

Share issues

 

We are grateful to our loyal shareholder base for their continued support during the year.  Fundraisings completed during the year raised £3.3 million to support the development of Parsortix and strengthen the Company's balance sheet. 

 

Business development

 

ANGLE made substantial progress with its Parsortix non-invasive cancer diagnostic system during the year.

 

The system can capture and identify circulating tumour cells (CTCs) in cancer patient blood.  CTCs are shed into the bloodstream by primary cancer tumours and are the cause of secondary cancers.  They exist in the blood of cancer patients in numbers that are sometimes as low as one cell in a billion and are very difficult to isolate.

 

Parsortix's ability to capture and identify CTCs in cancer patient blood should enable a simple blood test to allow:

 

·     prognostic assessment of patients to predict the likely course of their cancer, enabling a more informed consideration of their treatment options;

 

·     monitoring of cancer patients during treatment to assess their progress and determine which treatments are likely to be effective for them;

 

·     post-treatment monitoring of patients in remission for early detection of potential relapse, with the potential to improve treatment success rates for secondary cancers.

 

During the year, the development and automation of the Parsortix PR1 medical device and GEN3 consumable cassette was completed. 

 

The capability of the system was greatly enhanced through the development and then automation of a new process for the harvesting of CTCs for DNA analysis. The resulting "liquid biopsy" addresses a major new market for personalised cancer treatment. 

 

Extensive testing of the Parsortix system was successfully completed, leading to its release to ANGLE's research partners, the University of Surrey Oncology Group and the Paterson Institute for Cancer Research.  Both partners have now worked extensively with the system.

The Parsortix system has also been released for evaluation by key opinion leaders at other major global centres of excellence in cancer diagnosis and treatment.

 

Subsequent to the year end, University of Surrey Oncology Group completed successful third party validation of Parsortix technology for colorectal cancer in which the Parsortix system demonstrated twice the sensitivity of established techniques for CTC capture; and the Paterson Institute for Cancer Research identified key operational advantages for the Parsortix system and has included Parsortix in its ongoing efforts to deliver personalised medicine.  

 

Also subsequent to the year end, a plan has been developed to secure regulatory authorisation for clinical sales in the European Union (CE Mark) by the end of 2013 and in the United States (FDA 510(k) procedure) in mid 2014.  This authorisation will, from mid 2014 onwards, allow the initiation of clinical sales, where the Parsortix PR1 system will be used in patient treatment as well as research.
 
A specialist, larger scale manufacturer has been appointed to manufacture the PR1 machine with the necessary quality systems and capacity to support the roll out into the clinical market once regulatory authorisations have been received.    

 

The importance of the medical need that Parsortix is seeking to address is highlighted in the recent Lancet* article profiling Professor Caroline Dive, Head of the Group at Paterson with which ANGLE is working and winner of the 2012 Pasteur-Weizmann/Servier Prize, where she was reported as having "set her sights on the holy grail of cancer biomarker research: simple blood tests that can indicate how aggressive a tumour is, which therapy will be most effective, and show how the tumour is responding to treatment." Professor Dive added that "We will be taking big steps forward with personalised medicine for cancer patients."

 

*The Lancet Volume 381, Issue 9861, Page 107, 12 January 2013

 

Scientific Advisers

 

During the year, two world-leading scientific advisers were appointed to help guide the Parsortix non-invasive cancer diagnostic technology to market. They provide crucial medical knowledge, market understanding and established relationships with key customers.

 

Professor Adrian Newland CBE (no relation to ANGLE's Chief Executive) is Professor of Haematology at Barts Health NHS Trust and Queen Mary University of London. He is Director of Pathology for the Trust and is Clinical Director of the North East London Cancer Network.

 

Professor Ashok Venkitaraman holds the Ursula Zoellner Professorship of Cancer Research at the University of Cambridge, and is Director of the Medical Research Council's Cancer Cell Unit and Joint Director of the Medical Research Council Hutchison Cancer Research Centre. 

 

Board of Directors strengthened

 

I would like to take this opportunity to welcome Brian Howlett to the ANGLE Board. Brian brings a deep understanding of the medical diagnostic market, including product development, regulatory authorisations, major corporate deals and go-to-market strategies.

 

Other assets

 

In addition to Parsortix, ANGLE has a significant non-core investment in Geomerics, which is a computer games middleware and computer graphics company operating independently from ANGLE.  Geomerics offers computer games publishers the only dynamic real-time lighting solution for their games.  Geomerics is well positioned for growth with the imminent launch of the next generation games consoles (PlayStation4 and Xbox One) and new opportunities opening on mobile platforms, and it has already been adopted by key reference customers as their lighting solution for next generation games.  

 

Outlook

 

In a highly successful year, ANGLE not only completed the key development phase for its Parsortix system for capturing circulating tumour cells (CTCs) but also developed a new capability to harvest intact CTCs from patient blood for DNA analysis.  The Parsortix system has already been well received by our research partners and is now being evaluated by key opinion leaders in the fields of cancer diagnosis and treatment.  ANGLE is now focused on securing regulatory authorisations to allow it to address the multi-billion pound clinical market for the treatment of cancer patients.  

 

 

 

 

Garth Selvey

Chairman

30 July 2013

 



 

CHIEF EXECUTIVE'S STATEMENT

 

"We see great promise in the Parsortix system with the possibility that it may help broaden our understanding of cancer patient blood borne biomarkers which may in turn eventually help us guide and improve therapy. The major attractions for us are the potential for the system to deliver an increased range and number of CTCs along with simplicity of execution.  Initial positive results have resulted in the inclusion of the Parsortix device in our ongoing efforts to deliver personalised medicine." 

Cancer Research UK's Paterson Institute for Cancer Research Genomics Group Leader and Deputy, Clinical & Experimental Pharmacology, Dr Ged Brady

 

"The Parsortix system is working well. It is simple to use and is proving highly sensitive in its ability to harvest circulating tumour cells from patient blood.  The cells are harvested without antibody capture so there is huge potential as a liquid biopsy."

Head of the University of Surrey's Oncology Group in the Faculty of Health and Medical Sciences, Professor Hardev Pandha 

 

Introduction

 

During the year, ANGLE made major progress with its Parsortix non-invasive cancer diagnostic system.

 

Highly challenging technical development objectives were met and the automated medical device and consumable were both successfully delivered within tight timescales and within the planned budget. 

 

Parsortix cell separation

 

Medical device development

During the year, in collaboration with a specialist engineering company, ANGLE designed, developed and produced the Parsortix PR1 medical device to automate the Parsortix cell separation technology for capturing and identifying circulating tumour cells (CTCs) in patient blood.  

 

Also during the year, in collaboration with a high precision microfluidics manufacturing company, ANGLE re-designed the Parsortix GEN3 consumable cassette to make the Parsortix system easy to use and fully compatible with standard laboratory practice.  This included the integration of a thin film bonded surface, development of a new clamping unit and re-development into a microscope slide format.

 

These two major developments combined to provide an automated Parsortix system, comprising a medical device and a consumable, for the capture and identification of CTCs.  This combined system was extensively tested during the year and numerous refinements and improvements developed until the system was considered sufficiently robust to release to ANGLE's research partners in December 2012.

 

The Parsortix system thus developed has resulted in a plug and play system where the blood sample in a standard blood collection tube is simply attached to the PR1 device, the GEN3  consumable is easily loaded and the process of separation is automated.

 

Following the blood separation process, captured cells can easily be viewed using standard microscopy techniques.  The machine will also allow standard cell identification techniques (such as immuno-staining of cells) to be run automatically by the machine allowing cells to be stained inside the consumable so that they can be viewed easily on the user's existing microscopes and visually counted.

 

We believe the Parsortix system offers the potential for a simple, effective and affordable CTC product.

 

Parsortix CTC harvesting

During the year, the Parsortix capability was greatly enhanced by the development of a capability to harvest cells captured from patient blood in order that they can be subjected to DNA and other molecular analysis.  This new capability has many benefits as it allows the use of a wide range of existing analytical techniques to investigate the patient's cancer. 

 

The Parsortix system benefits from being based on a physical capture technology, which can be run without pre-treatment of the blood sample or the use of antibody or other chemical bonding technology.  As a result, the Parsortix system has the potential to capture intact, undamaged, living CTCs. The new harvesting process retains this cell integrity and potentially enables a liquid biopsy of cancer. This offers the potential for a major step forward from current solid biopsies, which obtain cancer cells for analysis by surgical removal of parts of the solid tumour.

 

The advantages of a liquid biopsy of cancer are that as a simple blood test, unlike a traditional "solid biopsy", it does not require surgical intervention to obtain the sample and:

 

·     a liquid biopsy from a standard blood test can be repeated as often as required whereas it is not desirable or feasible to undertake repeated solid biopsies by surgical removal;

 

·     there are many cancers (for example, pancreatic cancer, brain cancer, lung cancer) which may be difficult to access for solid biopsy and others (for example, prostate cancer) where there is a risk of infection with a solid biopsy;

 

·     the cells presented by Parsortix liquid biopsy are intact individual cells whereas solid biopsy cells have to be subjected to physical and biochemical disruption to separate them from other cells that are unavoidably collected during the excision.

 

Our research partner, the Paterson Institute for Cancer Research, is a world leader in working with CTCs to assess the cancer mutations on the CTC and to devise personalised treatment for the patient. 

 

Subsequent to the year end, we successfully automated the harvesting capability and integrated it into the system.  The Parsortix PR1 system available for research use combines cell capture and identification with the potential to harvest the CTCs for DNA analysis.

 

The Parsortix cell separation system is a patented platform technology, which applies to all types of cells. Recent success in automating the medical device and achieving recovery of CTCs from the system may also potentially be deployed in the capture and harvesting of other types of cells such as foetal cells in maternal blood.  

 

Other assets

 

Geomerics (31%) (computer games middleware and computer graphics)

ANGLE has a non-core investment in Geomerics, a computer games middleware and computer graphics company.  Geomerics is a stand-alone business with its own management and board of directors. 

 

Geomerics sells Enlighten middleware lighting software to computer games developers.  Enlighten is the only dynamic real-time lighting solution for computer games available in the market.  As a result, computer games which incorporate Enlighten are much more visually realistic and provide a better player experience.  Battlefield3, Electronic Arts' game using Enlighten won Game of the Year in 2011 and was EA's fastest selling game ever. Lighting within the game was a key feature.

 

High end computer games run on a variety of platforms including PC, PlayStation (PS3) and Xbox (Xbox360).  Both the PlayStation and Xbox platforms were subject to upgrade to next generation systems.  There was speculation as to the features of these new systems and, until the specifications were shared with the computer games publishers, the publishers were not able to progress their new games and consequently did not purchase Enlighten for a period.  During this period, ANGLE provided £0.3 million additional funding support to Geomerics.

 

Once Sony and Microsoft announced the next generation game platforms of PS4 and Xbox One respectively, sales rapidly picked up again.  Enlighten has now become recognised by leading customers as the best lighting solution for the next generation platforms and sales are significantly up on the prior year.

 

Novocellus (92%) (IVF embryo viability)

During the year, ANGLE's partner for Novocellus, ORIGIO was acquired by a much larger company, The Cooper Companies, Inc. (Cooper). Cooper merged ORIGIO with another business and rationalised its development activities including withdrawing from its partnership with Novocellus.
 
Novocellus retains all the EmbryoSure® intellectual property rights unencumbered and these extend until October 2027.  ANGLE remains confident of EmbryoSure®'s clinical utility in increasing successful pregnancy rates through the selection of the most developmentally competent embryos for IVF transfer and that there is a major unmet medical need in this area. Novocellus' product EmbryoSure® offers the potential for increased pregnancy rates in IVF and reduced health risks.
 
There is a range of options for commercialising EmbryoSure®, which we will consider in due course. However, ANGLE's primary focus both financially and in management time is Parsortix. 

 

Percentage shareholdings based on issued share capital as at 30 April 2013. 

 

Other receivables

During the year, ANGLE successfully collected the outstanding balance in respect of the sale of its investment in Acolyte Biomedica.

 

Management services

The Company continues to deliver a number of management services contracts and during the year these made a modest contribution to the Group's overheads. 

 

Summary

 

We are now moving into a period of major commercial development for the Parsortix system.  Good progress has already been achieved against the objectives set at the beginning of the current financial year which were:   

 

·     Placing the Parsortix system with a number of key opinion leaders in the fields of cancer diagnosis and treatment, to evaluate potential applications and secure key references;

 

·     Obtaining third party independent validation of the Parsortix system and demonstrating the application of Parsortix for particular cancer conditions;

 

·     Selecting a manufacturing partner and establishing necessary quality control systems;

 

·     Establishing and executing a plan for regulatory authorisation for the product to be used in the clinical market;

 

·     Securing CE Mark authorisation for clinical sales in the European Union;

 

·     Submitting an application to the FDA for authorisation for clinical sales in the United States;

 

·     Developing a market entry plan for Parsortix for selected cancer applications at targeted centres of excellence in the European Union and the United States.    

 

 

 

 

Andrew Newland

Chief Executive

30 July 2013



ANGLE PLC

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 30 APRIL 2013

 

 

 


Note

 

2013

(Unaudited)

2012

(Audited)



£

£





Revenue

5

969,023

1,407,073

Other operating income


-

85,018

Change in fair value

8

514,400

(1,346,073)

Operating costs

5

(2,555,546)

(2,895,566)

Operating profit/(loss)


(1,072,123)

(2,749,548)

Finance income


41,535

11,182

Finance costs


                  -

         29,081

Net finance income/(costs)


         41,535

         40,263

Profit/(loss) before tax


(1,030,588)

(2,709,285)

Tax

6

                 -

               -

Profit/(loss) for the year


(1,030,588)

(2,709,285)

Other comprehensive income




Exchange differences on translating foreign operations


          13,477

      (14,145)

Other comprehensive income


         13,477

    (14,145)

Total comprehensive income for the year


(1,017,111)

(2,723,430)



==========

==========

Profit/(loss) for the year attributable to:




Owners of the parent


(865,738)

(2,585,225)

Non-controlling interests


(164,850)

(124,060)



_____________

_____________

Profit/(loss) for the year


(1,030,588)

(2,709,285)



=========

=========

Total comprehensive income for the year attributable to:




Owners of the parent


(841,109)

(2,596,670)

Non-controlling interests


(176,002)

(126,760)



_____________

_____________

Total comprehensive income for the year


(1,017,111)

(2,723,430)



=========

=========

Earnings/(loss) per share

7



  Basic and Diluted (pence per share)


(2.54)

(7.88)

 



ANGLE PLC

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 30 APRIL 2013

 

 


Note

2013

2012



(Unaudited)

(Audited)



£

£

ASSETS




Non-current assets




Non-controlled investments

8

2,360,811

2,594,247

Other receivables

8

-

153,927

Property, plant and equipment


138,424

17,234

Intangible assets

9

    1,079,755

      411,123

Total non-current assets


    3,578,990

    3,176,531

Current assets




Non-controlled investments

8

1,599,972

-

Inventories


62,260

-

Trade and other receivables

8

453,921

888,447

Cash and cash equivalents


    1,827,690

    1,120,806

Total current assets


    3,943,843

    2,009,253

Total assets


7,522,833

5,185,784



=========

=========

EQUITY AND LIABILITIES




Equity




Issued capital

10

4,524,306

3,782,456

Share premium


18,414,265

15,829,765

Share based payments reserve


369,510

299,543

Other reserve


2,553,356

2,553,356

Translation reserve


11,783

(12,846)

Retained earnings


(18,673,830)

(17,768,343)

ESOT shares


    (102,172)

    (102,172)

Equity attributable to owners of the parent


  7,097,218

  4,581,759

Non-controlling interests


(310,801)

(175,299)

Total equity


  6,786,417

  4,406,460

Liabilities




Non-current liabilities




Controlled investments - loans


     131,751

     131,751

Total non-current liabilities


     131,751

     131,751

Current liabilities




Trade and other payables


     604,665

     647,573

Total current liabilities


     604,665

     647,573

Total liabilities


     736,416

     779,324

Total equity and liabilities


7,522,833

5,185,784



=========

=========



ANGLE PLC

 

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 30 APRIL 2013

 

 


2013

2012


(Unaudited)

(Audited)


£

£

Operating activities



Profit/(loss) before tax from continuing operations

(1,030,588)

(2,709,285)

Adjustments for:



Depreciation of property, plant and equipment

19,079

6,874

(Profit)/loss on disposal of fixed assets

-

210

Amortisation and impairment of intangible assets

307,879

32,703

Exchange differences

14,177

(8,943)

Net finance (income)/costs

(41,535)

(40,263)

Change in fair value

(514,400)

1,346,073

Share based payments

     70,718

      146,457

Operating cash flows before movements in working capital:

(1,174,670)

(1,226,174)

(Increase)/decrease in inventories

(62,260)

-

(Increase)/decrease in trade and other receivables

(88,187)

(60,290)

Increase/(decrease) in trade and other payables

     (66,984)

      205,918

Net cash from/(used in) operating activities

(1,392,101)

(1,080,546)

Investing activities



Purchase of property, plant and equipment

(139,501)

(15,927)

Purchase of intangible assets

(941,075)

-

Purchase of convertible loans

(257,200)

(222,523)

Provision of short term loans

(63,347)

(509,337)

Repayment of convertible loans

-

(96,197)

Proceeds from settlement of Other receivables

153,927

-

Interest received

        19,295

           272

Net cash from/(used in) investing activities

(1,227,901)

(843,712)

Financing activities



Net proceeds from issue of share capital

3,326,350

2,449,724

Interest paid

                 -

          (70)

Net cash from/(used in) financing activities

3,326,350

2,449,654

Net increase/(decrease) in cash and cash equivalents from continuing operations

706,348

525,396

Net increase/(decrease) in cash and cash equivalents from discontinued operations

                 -

                       _(25,576)

Net increase/(decrease) in cash and cash equivalents

706,348

499,820

Cash and cash equivalents at start of year

1,120,806

619,118

Effect of exchange rate fluctuations

           536

         1,868

Cash and cash equivalents at end of year

1,827,690

1,120,806


========

========

 


ANGLE PLC

 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 30 APRIL 2013

 

 


----------------------------------------------- Attributable to owners of the parent -----------------------------------------------






Share based





Total

Non-



Issued

Share

payments

Other

Translation

Retained

ESOT

Shareholders'

controlling

Total


capital

premium

reserve

reserve

Reserve

earnings

shares

equity

interests

equity


(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)


£

£

£

£

£

£

£

£

£

£












At 1 May 2011

3,043,728

14,126,365

623,440

2,553,356

(1,401)

(15,455,253)

(307,987)

4,582,248

(48,539)

4,533,709

For the year to 30 April 2012











Consolidated profit/(loss)






(2,585,225)


(2,585,225)

(124,060)

(2,709,285)

Other comprehensive income











Exchange differences in translating foreign operations





(11,445)



(11,445)

(2,700)

(14,145)

Total comprehensive income





(11,445)

(2,585,225)


(2,596,670)

(126,760)

(2,723,430)

Issue of shares

738,728

1,710,996






2,449,724


2,449,724

Share based payments


(7,596)

154,053





146,457


146,457

Released on forfeiture/lapse/ cancellation



(419,863)



419,863


-


-

      Utilised on share schemes



(58,087)



58,087


-


-

      Change in accounting estimate*






(205,815)

205,815

-


-


___ ______

___ _______

___ ______

___ ______

___ ______

___ ________

___ ______

___ _______

___ _______

___ _______

At 30 April 2012

3,782,456

15,829,765

299,543

2,553,356

(12,846)

(17,768,343)

(102,172)

4,581,759

(175,299)

4,406,460

For the year to 30 April 2013











Consolidated profit/(loss)






(865,738)


(865,738)

(164,850)

(1,030,588)

Other comprehensive income











Exchange differences in translating foreign operations





24,629



24,629

(11,152)

13,477

Total comprehensive income





24,629

(865,738)


(841,109)

(176,002)

(1,017,111)

Issue of shares

741,850

2,584,500






3,326,350


3,326,350

Share based payments



70,718





70,718


70,718

Released on forfeiture/lapse



(751)



751


-


-

      Deemed disposal of non-

      controlling interest






(40,500)


(40,500)

40,500

-


___ ______

___ _______

___ ______

___ ______

___ ______

___ ________

___ ______

___ _______

___ _______

___ _______

At 30 April 2013

4,524,306

18,414,265

369,510

2,553,356

11,783

(18,673,830)

(102,172)

7,097,218

(310,801)

6,786,417


==========

==========

==========

==========

=========

===========

==========

==========

==========

==========

 

*In the prior year the basis for estimating the remaining cost of shares held by the ESOT was changed from using the original cost less the market value of shares utilised at the date of disposal, to a remaining cost based on the weighted average purchase cost. 


ANGLE PLC

 

NOTES TO THE PRELIMINARY ANNOUNCEMENT

FOR THE YEAR ENDED 30 APRIL 2013

 

 

1       Preliminary announcement

The preliminary announcement set out above does not constitute the Company's statutory financial statements for the years ended 30 April 2013 or 2012 within the meaning of section 434 of the Companies Act 2006. 

The financial information for the year ended 30 April 2012 is derived from the audited financial statements for that year and the auditor's report on these accounts was unqualified. 

The financial information for the year ended 30 April 2013 is unaudited. Statutory audited financial statements for the year will be finalised on the basis of the financial information presented by the directors in this preliminary announcement. The accounting policies used are unchanged from those used for the statutory financial statements for the year ended 30 April 2012, except as referred to in Note 2. The 2013 statutory accounts will be delivered to the Registrar of Companies following the Company's Annual General Meeting.

2       Compliance with accounting standards

While 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.

Accounting standards adopted in the year

No new accounting standards that have become effective and adopted in the year have had a significant effect on the Group's Financial Statements.

Accounting standards issued but not yet effective

At the date of authorisation of the Financial Statements, there were a number of other Standards and Interpretations (International Financial Reporting Interpretation Committee - IFRIC) which were in issue but not yet effective, and therefore have not been applied in these Financial Statements. The Directors have not yet assessed the impact of the adoption of these standards and interpretations for future periods.

An accounting policy for inventories has been added.  A number of accounting policies have been slightly reworded and updated for readability. 

3       Going concern

       The Financial Statements have been prepared on a going concern basis which assumes that the Group will be able to continue its operations for the foreseeable future.

       The Group's business activities, together with the factors likely to affect its future development, performance and financial position are set out in the Chairman's and Chief Executive's Statements. 

       The Directors have prepared and reviewed the financial projections for the 12 month period from the date of signing of these Financial Statements. Whilst there are some uncertainties over the timing of cash receipts and payments, based on the combination of existing cash, anticipated investment returns, projected income and expenditure (the timing of some of which is at the Group's discretion) and other potential sources of funding, the Directors have a reasonable expectation that the Company and Group have adequate resources to continue in business for the foreseeable future.  Accordingly the going concern basis has been used in preparing the Financial Statements.

4       Critical accounting estimates and judgements

       The preparation of the Financial Statements requires the use of estimates and assumptions and judgements that affect the reported amounts of assets and liabilities at the date of the Financial Statements and the reported amounts of revenues and expenses during the reporting period.  Although these estimates and assumptions and judgements are based on management's best knowledge of the amount, event or actions, and are believed to be reasonable, actual results ultimately may differ from those estimates.

 

       The estimates and assumptions and judgements that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities are described below.

 

       Valuation of unlisted investments held at fair value (Note 8)

       Valuations of unquoted equity investments are usually based on the last external funding round, or at cost, less any provision for impairment if circumstances indicate the cost may not be recoverable.  Judgements are required in a number of areas when determining valuation including the treatment of different classes of shares with different rights and a decision on whether or not to impair value and the quantum of the impairment. Where a fair value cannot be estimated reliably the investment is reported at the carrying value at the previous reporting date unless there is objective evidence that the investment has since been impaired.

 

       Valuation and impairment of intangible assets (Note 9)

       IAS 38 contains specific criteria that if met mean development expenditure must be capitalised as an internally generated intangible asset.  Judgements are required in both assessing whether the criteria are met and then in applying the rules.  Intangible assets are amortised over their useful lives.  Useful lives are based on management's estimates of the period that the assets will generate revenue, which are periodically reviewed for appropriateness.  Changes to estimates in useful lives may result in significant variations in the amortisation charge.

 

       The Group is required to review, at least annually, whether intangible assets have suffered any impairment.  The recoverable amount is determined using, amongst others, value-in-use calculations.  The use of this method requires the estimation of future cash flows and the selection of a suitable discount rate in order to calculate the present value of these cash flows.  When reviewing intangible assets for impairment the Group has had to make various assumptions and estimates of individual components and their potential value and potential impairment impact.  The Group considers that for each of these variables there is a range of reasonably possible alternative values, which results in a range of fair value estimates.  None of these estimates of fair value is considered more appropriate or relevant than any other and therefore determining a fair value requires considerable judgement.

 

5       Operating segment and revenue analysis

       The Group's principal trading activity is undertaken by Parsortix, a specialist medical diagnostics company with pioneering products in cancer diagnostics and foetal health.  ANGLE also has investments in Geomerics (computer games middleware and computer graphics) and Novocellus (IVF embryo viability) and a specialist technology consultancy.

 

       For management reporting purposes, the Group is divided into the following operating segments:

·     Controlled investments where the Group has control, typically as a result of owning in excess of 50% of the equity.  These investments include Parsortix, Novocellus and NeuroTargets.  Their results, along with associated operating companies, are consolidated into the Group's results with investment costs either expensed in the statement of comprehensive income or capitalised as an internally generated intangible asset, when the relevant criteria are met. 

·     Non-controlled investments where the Group does not have control.  These comprise Geomerics and formerly the earn-out in relation to the sale of Acolyte Biomedica.  These investments are held on the statement of financial position at fair value, with changes in fair value passing through the statement of comprehensive income.

·   Management services - provision of Management services to clients including research organisations, corporate and governmental organisations on a fee-for-service basis. 

The nature of these operations is significantly different. 

In assessing performance and making resource allocation decisions, the Board of Directors reviews each segment.  The tables below show the operating results by segment together with assets and liabilities.


Controlled investments

Non-controlled investments

Management services

Total


(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)


£

£

£

£

Year ended 30 April 2013






Statement of Comprehensive Income

Revenue

79,142


889,881

969,023

Change in fair value


514,400


514,400

Amortisation and impairment of intangible assets

(307,879)



(307,879)

Other operating costs

(1,272,115)


(975,552)

(2,247,667)

Operating costs

   (1,579,994)

__                 _ ______

      (975,552)

   (2,555,546)

Operating profit/(loss)

(1,500,852)

514,400

(85,671)

(1,072,123)

Finance income/(costs)

          41,535

__                 _ ______

__                 _ ______

          41,535

Profit/(loss) before tax

(1,459,317)

514,400

(85,671)

(1,030,588)


=========

=========

=========

=========

Statement of Financial Position

Assets





Investments (non-current)




2,360,811

Property, plant and equipment




138,424

Intangible assets - product development



954,254

Intangible assets - other




125,501

Investments (current)




1,599,972

Inventories




62,260

Trade and other receivables




453,921

Cash and cash equivalents




      1,827,690

Total assets




7,522,833





=========

Liabilities





Trade and other payables




604,665

Loans and borrowings




        131,751

Total liabilities




736,416





=========

 


Controlled investments

Non-controlled investments

Management services

Total


(Audited)

(Audited)

(Audited)

(Audited)


£

£

£

£

Year ended 30 April 2012






Statement of Comprehensive Income

Revenue

79,611


1,327,462

1,407,073

Other operating income

85,018



85,018

Change in fair value


(1,346,073)


(1,346,073)

Amortisation and impairment of intangible assets

(32,703)



(32,703)

Other operating costs

(1,633,712)


(1,229,151)

(2,862,863)

Operating costs

   (1,666,415)

__                 _ ______

   (1,229,151)

   (2,895,566)

Operating profit/(loss)

(1,501,786)

(1,346,073)

98,311

(2,749,548)

Finance income/(costs)

          40,263

__                 _ ______

__                 _ ______

          40,263

Profit/(loss) before tax

(1,461,523)

(1,346,073)

98,311

(2,709,285)


=========

=========

=========

=========

Statement of Financial Position

Assets





Investments (non-current)




2,594,247

Other receivables (non-current)




153,927

Property, plant and equipment




17,234

Intangible assets - other




411,123

Trade and other receivables




888,447

Cash and cash equivalents




      1,120,806

Total assets




5,185,784





=========

Liabilities





Trade and other payables




647,573

Loans and borrowings




         131,751

Total liabilities




779,324





=========

 

All significant decisions are made by the Board of Directors with implementation of those decisions on a Group-wide basis. 

Over 99% of segment revenues and over 96% of segment assets by geographical location are based in the UK.

         The revenue of the Group for the year has been primarily derived from its Management services activities. 

 

6       Tax

The Group is eligible for the UK corporation tax substantial shareholdings exemption.  This results in the capital gain from any disposals of UK investments where the Group has an equity stake greater than 10%, and subject to certain other tests, being free of corporation tax. 

 

Tax is therefore based on the profits in the Management services business as relieved by losses incurred in the Group's other UK trading activities.  Loss relief may not absorb the tax in relation to all of the profits and where this occurs tax is provided on the basis of the estimated effective tax rate for the full year.

 

Controlled investments undertake research and development activities.  In the UK these activities qualify for tax relief which may result in tax credits.

 

7       Earnings/(loss) per share

        The basic and diluted earnings/(loss) per share is calculated on an after tax loss of £1,030,588 (2012: £2,709,285).

 

       The basic and diluted earnings/(loss) per share are based on 40,584,305 weighted average ordinary 10p shares (2012: 34,397,310). Due to the losses in 2013 and 2012, share options are non-dilutive for the respective years and therefore the diluted loss per share is equal to the basic loss per share.

 

8       Investments

       Non-controlled investments


Non-current

Non-current

Current

Total


assets

assets

assets

assets


Unquoted

Unquoted

Unquoted

Unquoted


Equity investment

Debt investment

Debt investment

Equity/Debt investment


(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)


£

£

£

£

At 1 May 2011

2,360,811

-

-

2,360,811

Additions

-

222,523

-

222,523

Interest

-

10,913

-

10,913


___________

___________

___________

___________

At 30 April 2012

2,360,811

233,436

-

2,594,247

Transfer from Trade and other receivables



509,337

509,337

Transfer


(233,436)

233,436

-


___________

___________

___________

___________

Post transfers

2,360,811

 

-

742,773

3,103,584

Additions

-

-

320,547

320,547

Fair value gain

-

-

514,400

514,400

Interest

-

-

22,252

22,252


___________

___________

___________

___________

At 30 April 2013

2,360,811

-

1,599,972

3,960,783


==========

==========

==========

==========

 

Non-controlled investments relates to the Group's investment in Geomerics.  Following the Group's focus on specialist medtech, this investment is non-core. 

Investments are made in equity and/or in the form of debt (loans) and are designated on initial recognition as financial assets at fair value through the income statement.  Loans are normally repayable or convertible into equity and may be interest bearing. Certain loans made during the year carried preferential conversion terms and rights, which resulted in a fair value gain.  A short term loan was transferred from Trade and other receivables to Debt investment.    

       There have been no external funding events during the year to determine a new Fair Value and the company's sales are not yet predictable enough to use some form of discounted cash flow or other valuation method that would be acceptable under the private equity guidelines. 

       Under the Company's accounting policy, where a fair value cannot be estimated reliably the investment is reported at the carrying value at the previous reporting date unless there is objective evidence that the investment has since been impaired.

       The Board has considered a number of factors in determining whether there is evidence that the fair value of an investment has been impaired since its last valuation.  These factors have included 1) the positives and negatives in the progress of the investment 2) the current and forecast financial situation of the investment and its ability to make timely sales 3) a view on valuation of the Company 4) the original funding environment and the current funding environment and 5) the performance of various small cap and tech indices including AIM, Techmark and the NASDAQ stock market in the relevant period.

                                                 

         Other receivables

 


2013

2012


(Unaudited)

(Audited)


£

£

Other receivables

-

153,927


========

========

 

 

ANGLE's former non-controlled investment Acolyte Biomedica (medical diagnostics/MRSA detection) was sold in February 2007 with possible deferred consideration being designated as Other receivables.  During the year a settlement payment was agreed and received, together with interest and costs.

 

9       Intangible assets

 


Intellectual

Computer

Goodwill

Product

Total


property

software


development



(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)


£

£

£

£

£

Cost or deemed cost






At 1 May 2011

645,843

17,097

98,380

-

761,320

Deemed disposals

-124,168

-1,664

-

-

-125,832

Exchange movements

799

-

-

-

799


________

_______

_______

________

________

At 30 April 2012

522,474

15,433

98,380

-

636,287

Additions

-

2,567

-

972,918

975,485

Disposals

-

-5,842

-

-

-5,842

Exchange movements

1,267

-

-

-

1,267


________

_______

_______

________

________

At 30 April 2013

523,741

12,158

98,380

972,918

1,607,197


=======

======

======

=======

=======







Amortisation and impairment






At 1 May 2011

204,168

15,745

98,380

-

318,293

Charge for the year

-

703

-

-

703

Deemed disposals

-124,168

-1,664

-

-

-125,832

Impairment

32,000

-

-

-

32,000


_______

_______

_______

_______

_______

At 30 April 2012

112,000

14,784

98,380

-

225,164

Charge for the year

-

1,456

-

18,423

19,879

Disposals

-

-5,842

-

-

-5,842

Impairment

288,000

-

-

-

288,000

Exchange movements

-

-

-

241

241


________

_______

_______

________

________

At 30 April 2013

400,000

10,398

98,380

18,664

527,442


=======

======

======

=======

=======







Net book value






At 30 April 2013

123,741

1,760

-

954,254

1,079,755


=======

======

======

=======

=======

At 30 April 2012

410,474

649

-

-

411,123


=======

======

======

=======

=======

 

       The carrying value of intangible assets is reviewed for impairment annually or whenever events or changes in circumstances indicate that the carrying value may not be recoverable.    The recoverable amount is assessed on the basis of "value in use".  The key assumptions to assess value in use are the estimated useful economic life, future revenues, cash flows and the discount rate to determine the net present value of these cash flows.  Where value in use exceeds the carrying value then no impairment is made; where value in use is less than the carrying value then an impairment charge is made.

 

       Amortisation and impairment charges are charged to Operating costs in the Consolidated Statement of Comprehensive Income.

 

       "Product development" relates to internally generated assets that were capitalised during the period in accordance with IAS 38 Intangible Assets.  Capitalised product development costs are directly attributable costs comprising cost of materials, specialist contractor costs, labour, overheads and patent costs.  Product development costs are amortised over their estimated useful lives commencing when a new product is in commercial production.  The carrying value is reviewed for impairment annually or whenever events or changes in circumstances indicate that the carrying value may not be recoverable.  Development costs not meeting the IAS 38 criteria for capitalisation continue to be expensed through the Income Statement as incurred.

      

       "Intellectual property" in NeuroTargets has been fully impaired in the period as the research and development programme is not currently progressing.

 

10    Share capital

The Company has one class of ordinary shares which carry no right to fixed income and at 30 April 2012 had 45,243,059 ordinary shares of 10p each allotted, called up and fully paid (2012: 37,824,559).

The Company issued 2,892,500 new Ordinary shares with a nominal value of £0.10 at an issue price of £0.40 per share in a placing of shares, realising proceeds of £1.1 million, net of costs. Shares were admitted to trading on AIM in September 2012.

The Company issued 4,526,000 new Ordinary shares with a nominal value of £0.10 at an issue price of £0.50 per share in a placing of shares, realising proceeds of £2.2 million, net of costs. Shares were admitted to trading on AIM in February 2013.

11    Shareholder communications

Copies of this announcement are posted on the Company's website www.ANGLEplc.com.

 

The Annual General Meeting of the Company will be held at 2:00pm on 31 October 2013 at the Surrey Technology Centre, 40 Occam Road, the Surrey Research Park, Guildford, GU2 7YG.  Notice of the meeting will be enclosed with the audited statutory financial statements.

 

The audited statutory financial statements for the year ended 30 April 2013 are expected to be distributed to shareholders by 7 October 2013 and will subsequently be available on the Company's website or from the registered office, 3 Frederick Sanger Road, Surrey Research Park, Guildford, GU2 7YD.

 

This preliminary announcement was approved by the Board on 30 July 2013.


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