Final Results

RNS Number : 7111F
TMT Investments PLC
29 April 2014
 



29 April 2014

 

TMT INVESTMENTS PLC

("TMT" or the "Company")

 

Final results for the year ended 31 December 2013

 

TMT Investments PLC, which invests in high-growth, internet-based companies across a variety of sectors, is pleased to announce its final results for the year ended 31 December 2013.

 

Key highlights

 

  •     US$1.30 NAV per share (up from US$1.09 as of 31 December 2012)
  •     US$2.3 million invested in five new companies
  •     Additional US$3.1 million invested in four existing portfolio companies
  •     29 investments to date since IPO
  •     Multi-diversified portfolio by business sector, customer base, growth stage and geography
  •     US$2.3m in cash reserves, with zero debt
  •     2 profitable exits, 1 write-off and a number of significant positive portfolio revaluations

 

Alexander Selegenev, Executive Director of TMT, commented:

 

"We are pleased to report that in 2013 a number of TMT's portfolio companies demonstrated strong growth and attracted further investment from a number of prominent investors as they continued to develop and refine their successful business models.  The NAV of US$1.30 per share reflects the increased valuation of the portfolio, up from US$1.09 at the end of 2012.

 

2013 was our third full year as a publicly traded company during which we reviewed over two hundred investment opportunities.

 

TMT largely invests in earlier-stage companies typically at valuations of up to $20m that we believe have the potential to outgrow their competitors.  We believe that at present this is where the best risk/reward opportunities in the internet sector lie and where we see the potential for significant increases in valuation.  Whilst there are a myriad of opportunities available, careful selection and assessment remain key to distinguish potential winners from also-rans.

 

We remained attentive to attractive opportunities in 2013 and invested US$2.3 million in five new companies (mobile advertising platform Adinch, social media sharing tool provider ShareThis, online publishing and distribution platform Graphicly, event planning mobile app platform Attendify, and farm management software provider VitalFields).

 

2013 was a year in which we closely monitored the evolution of the bulk of our investments made in 2011 and 2012.  We invested an additional US$3.1 million in four existing portfolio companies (Tracks Media, rollApp, Backblaze and Pipedrive) that have either pivoted their business (Tracks Media, renamed as Kanvas) or are showing good progress (the latter three).

 

In order to reduce overall portfolio risk, we have made 29 investments to date since inception and constructed a portfolio that is highly diversified by business sector, customer base (B2B and B2C), growth stage and geography.

 

We continue to see a stream of exciting investment opportunities and expect to announce a number of notable developments in our existing investee companies in due course."

 

 

For further information contact:

 

TMT Investments Plc

Mr. Alexander Selegenev

www.tmtinvestments.com

 

+44 1534 281 843

alexander.selegenev@tmtinvestments.com

 

ZAI Corporate Finance Ltd.

NOMAD and Broker

Ray Zimmerman/Richard Morrison/Irina Lomova

 

+44 20 7060 2220

Kinlan Communications

David Hothersall

 

Tel. +44 20 7638 3435

davidh@kinlan.net

 

EXECUTIVE DIRECTOR'S STATEMENT

 

In 2013, the Company had a number of exciting developments, overall contributing to a significant increase in its net asset value.

 

Portfolio Performance

 

Similarly to 2012, the biggest "reporting challenge" faced by the Company in 2013 was due to the fact that the majority of our investments are made in privately held companies, which do not have a sufficiently long history of earnings.  This means that, regardless of how impressively (or otherwise) some of our portfolio companies may have grown in terms of operating metrics (downloads, audience rankings, paying clients, etc.) and revenue, changes in fair value of our earlier-stage portfolio companies cannot be justified under the IFRS rules unless there has been an independent equity financing round or other measurable reliable evidence to support a change in the valuation.  As of 31 December 2013, DepositPhotos remains the only company in our portfolio suitable for the Òearnings methodÓ of valuation under the IFRS rules.  However, with the growing number of investee companies, we now see a consistent stream of corporate finance activity across our portfolio, which provides the basis for relevant revaluations.

 

In 2013, the following developments took place in the Company's portfolio:

 

Cash and part-cash exits:

 

  • In March 2013, Socialize, Inc., which generates greater user engagement and more downloads by making mobile apps more social, was acquired by ShareThis, Inc. ("ShareThis"), a leading social media sharing tool provider.  TMT's total maximum consideration for the transaction is US$713,991, representing a premium of approximately US$214,000 (or 43%) to the value of TMT's original investment in Socialize made in December 2011, or an internal rate of return ("IRR") of up to 28%.
  • In May 2013, Todoroo, Inc. ("Astrid"), a leading online "to-do" manager, was acquired by Yahoo! Inc.  TMT's total consideration for the transaction was US$673,665, representing a premium of approximately US$273,000 (or 68%) to the value of TMT's original investment in Astrid made in April 2012, or an IRR of 57%.
  • The entire principal of the Company's convertible note in PeekYou, together with all applicable interest, was repaid to TMT in a number of monthly tranches in 2013, generating a 5% IRR for the Company.  TMT's original investment in PeekYou was made on 3 November 2011 and consisted of a US$123,671 unsecured convertible promissory note in PeekYou.

 

Impairments and write-offs:

 

  • In the first half of 2013, Hotlist, Inc. ("Hotlist"), a mobile app for discovering events, experienced significant difficulties.  The Hotlist online service and mobile applications were suspended.  Under the circumstances, at the time of the interim results published in September 2013 the Board of TMT considered it prudent to incur an impairment charge equal to 100% of the fair value of the Company's investment in Hotlist (approx. US$415,000).  Hotlist has subsequently been dissolved.

 

Positive non-cash revaluations:

 

  • In February 2013, Gild, Inc. ("Gild"), which identifies and ranks outstanding IT programmers through harnessing big data and its own proprietary algorithm, completed a new equity financing round.  The transaction represents an uplift of approximately US$13,000 (or 15%) in the fair value of TMT's investment in Gild, compared to the amount reported as of 31 December 2012.
  • In June 2013, rollApp, Inc. ("rollApp"), which delivers third-party software to any web-browser-equipped device, completed the initial closing of a new US$1,000,000 equity financing round.  As part of the initial closing, TMT acquired newly issued preferred shares in rollApp for an aggregate consideration of US$50,000.  The transaction represents an uplift of approximately US$140,000 (or 39%) in the fair value of TMT's investment in rollApp, compared to the amount reported as of 31 December 2012.
  • In the first half of 2013, Wanelo, Inc. ("Wanelo"), the online social shopping platform, completed an equity financing round led by a number of prominent investors.  The transaction represents an uplift of approximately US$5 million (or 1,413%) in the fair value of TMT's investment in Wanelo, compared to the amount reported as of 31 December 2012.
  • In August 2013, Graphicly, Inc. ("Graphicly") completed the initial closing of a new equity financing round.  Pursuant to the terms of the Company's convertible promissory note in Graphicly, the outstanding principal and unpaid accrued interest of the note amounting to US$358,458 was automatically converted into Graphicly's preference shares.  The transaction represents an uplift of approximately US$130,000 (or 36%) in the fair value of TMT's original investment in Graphicly made in April 2013.
  • In August 2013, Wrike, Inc. ("Wrike") completed a new equity financing round led by Bain Capital Ventures.  The transaction represents an uplift of approximately US$990,000 (or 99%) in the fair value of TMT's investment in Wrike, compared to the amount announced as of 30 June 2013.

 

Negative non-cash revaluations:

 

  • In August 2013, as part of a mutually agreed recapitalization programme, in which all promissory note holders agreed to convert their notes into equity, the outstanding principal of the Company's convertible promissory notes in Tracks Media, Inc. ("Tracks"), amounting to US$536,500 was converted into Tracks's common shares.  As part of the recapitalisation, all the outstanding accrued interest on the convertible notes has been waived.  At the end of 2013, Tracks completed a new equity round, which resulted in the reduction of approximately US$199,000 (or 37%) in the fair value of TMT's investment in Tracks, compared to the amount announced as of 30 June 2013.

 

Key Portfolio Company Developments in 2013 (compared to 2012; source: TMT's portfolio companies)

 

Adinch (online advertising platform):

  •      European data centre built
  •      Sales team expanded
  •      Product fully launched at the end of 2013

 

AppsIndep (online games developer):

  •      Beta version of online game Affected Zone launched
  •      Too early to assess results
  •      US$720,000 raised via convertible notes

 

Backblaze (online data backup provider):

  •      Revenues up 42%
  •      Total number of licensed computers up 41%
  •      Rated #1 of 41 online backup services by About.com
  •      Won prestigious SIIA CODiE award for "Best Cloud Storage & Back Up Solution"
  •      Opened a large new data centre with space for 500 petabytes of cloud storage

 

Depositphotos (photobank):

  •      Revenues up 50%
  •      Total number of authors up 151%
  •      Total number of files in the photobank up 76%
  •      New mobile application Clashot successfully launched

 

Pipedrive (sales CRM software):

  •      Revenues up 190%
  •      Total paying customers up 135%
  •      New US$2.4 million convertible note (with a US$17 million conversion cap)
  •      Management relocated to the USA

 

rollApp (provider of access to 3rd party apps from any browser):

  •      Total applications available on the platform up 131%
  •      Monthly active users up 112%
  •      Website traffic (total number of visits) grew by 3,861%
  •      US$1 million new equity capital raised

 

Sharethis (provider of social media plug-ins and sharing insights):

  •      Revenues and number of clients growing steadily
  •      Ranked 35 on Forbes' "America's Most Promising Companies List"

 

Unicell (mobile application service and content provider):

  •      Returned to profitability

 

Wanelo (online social shopping platform):

  •      >US$10 million new equity raised
  •      "Best e-commerce Application" (Crunchies Awards 2013)
  •      Currently 300,000 stores and 12 million products on the platform

 

Wrike (project management and collaboration software):

  •      Revenues up 76%
  •      Total number of paid accounts up 62%
  •      US$10m new equity raised

 

New investments

 

In 2013, the Company invested US$2.3 million in five new companies (mobile advertising platform Adinch, social media sharing tool provider ShareThis, online publishing and distribution platform Graphicly, event planning mobile app platform Attendify, and farm management software provider VitalFields), as well as an additional US$3.1 million in four existing portfolio companies (Tracks Media, rollApp, Backblaze and Pipedrive). 

 

Buy-back of the Company's shares

 

On 4 June 2013, TMT agreed to purchase 636,363 ordinary shares in the Company from one of the Company's shareholders at a price of US$1.10 per share, at a cost of US$699,999.  As the shares were acquired at a discount to the Company's net asset value per share, the purchase has contributed positively to the Company's NAV per share.  The acquired shares were subsequently cancelled, and the Company does not hold any shares in treasury.

 

NAV per share

 

The Company's net asset value per share as of 31 December 2013 increased to US$1.30 (31 December 2012: US$1.09).

 

Operating Expenses

 

In 2013, the Company's Administrative Expenses of US$1,293,538 were generally in line with 2012 levels (US$1,189,268).  Total Operating Expenses increased in the reporting period due to the higher share-based option charge of US$576,207 (2012: US$128,183).  This is a non-cash item resulting from the Company's share option program adopted in October 2012.

 

Financial position

 

In March 2013 the Company raised US$1.12 million at US$1.50 per share from a number of new investors.  The Company's portfolio realisations have also contributed to the Company's cash reserves.  Accordingly, despite the Company's share buy-back and continuing investment programme, as of the date of this report, the Company has no debt and approximately US$2.3 million in cash reserves.

 

Other developments: Changes to the UK Take-over Code

 

At the time of TMT's admission to AIM, the Company was not subject to the UK Take-over Code ("Code").  However, in order to provide the Company's shareholders with certain customary protections, some of the Code's provisions were incorporated into the Articles.  As of 30 September 2013, all UK, Channel Island and Isle of Man incorporated public companies that have securities admitted to trading on AIM have become subject to the Code, irrespective of their place of central management and control.  As a result, TMT has become subject to the Code from 30 September 2013.  Although the Code-related provisions in the Articles were drafted in such a way that they automatically ceased to have effect when the Company became subject to the Code on 30 September 2013, in order to avoid any potential confusion, the Company intends to remove those provisions from its Articles altogether.  To that end, the Company intends to propose a relevant resolution at the Company's next General Meeting to approve the necessary changes.

 

Outlook

 

Since 31 December 2013, the Company has invested US$200,000 in two new companies (technology developer for visually impaired people PROvision/Oriense, and smartphone solution provider for senior citizens E2C), as well as US$250,000 in existing portfolio companies KitApps/Attendify and rollApp.

 

We continue to have a strong pipeline of new investment opportunities, and intend to complete a number of new and follow-on investments in 2014.  With a number of our portfolio companies experiencing rapid growth, we expect a number of positive revaluations of our investee companies.  At the same time, given the risky nature of earlier-stage venture capital investments, we expect some negative revaluations in due course as well.

 

We look forward to updating our shareholders on the Company's progress in the near future.

 

Alexander Selegenev

Executive Director

 

 

Statement of Comprehensive Income

 



For the year ended 31/12/2013


For the year ended 31/12/2012


Notes

USD


USD

(Losses)/gains on investments

3

(29,593)


315,049



(29,593)


315,049

Expenses

Share-based payment charge

 

15

 

(576,207)

 

 

 

(128,183)

Administrative expenses

5

(1,293,538)


(1,189,268)

Operating loss


(1,899,338)


(1,002,402)

Net finance income

7

50,035


127,251

Loss before taxation


(1,849,303)


(875,151)

Taxation

8

-


-

Loss attributable to equity shareholders


(1,849,303)


(875,151)






Other comprehensive income for the year:





Change in fair value of available-for-sale financial assets

16

5,932,139


2,005,228

Total comprehensive income for the year


4,082,836


1,130,077

Loss per share





Basic and diluted loss per share (cents per share)

9

(7.42)


(3.62)

 

 

Statement of Financial Position

 



At 31 December

2013,USD


At 31 December

2012,USD


Notes




Non-current assets





Investments in equity shares

10

26,932,335


15,434,540

Convertible loan notes receivable

10

2,193,304


3,691,691

Total non-current assets


29,125,639


19,126,231






Current assets





Trade and other receivables

11

79,532


203,988

Cash and cash equivalents

12

3,242,269


7,717,554

Total current assets


3,321,801


7,921,542

Total assets


32,447,440


27,047,773






Current liabilities





Trade and other payables

13

96,008


114,315

Total liabilities


96,008


114,315






Net assets


32,351,432


26,933,458






Equity





Share capital

14

26,895,179


26,136,248

Share-based payment reserve

16

695,970


128,183

Fair value reserve

16

7,937,367


2,005,228

Retained losses

16

(3,177,084)


(1,336,201)

Total equity


32,351,432


26,933,458

 

 

Statement of Cash Flows



For the year

ended

31/12/2013,


For the year ended 31/12/2012,

 



USD


USD

 


Notes




 

Operating activities





 

Operating loss

16

(1,899,338)


(1,002,402)

 

Adjustments for non-cash items:





 

Profit on disposal of available-for-sale assets

3

(320,563)


(200,000)


Gain on conversion of loan notes to equity


(92,841)


-


Impairment of available-for-sale assets and accrued interest

3

458,863


-


Employee salaries settled by issue of shares

14

300,000


-

 

Share-based payment charge

15

576,207


128,183

 

Amortized costs of convertible notes receivable

3

28,263


48,853

 



(949,409)


(1,025,366)

 

Changes in working capital:





 

Decrease/(increase) in trade and other receivables

11

56,276


(154,478)

 

(Decrease)/increase in trade and other payables

13

(18,307)


41,986

 

Net cash used by operating activities


(911,440)


(1,137,858)

 

Investing activities





 

Interest received

7

50,035


127,251

 

Purchase of available-for-sale assets

10

(5,412,720)


(10,833,145)

 

Proceeds from sale of available-for-sale assets

10

1,339,909                         

   

   1,200,000

 

Net cash used by investing activities


(4,022,776)


(9,505,894)

 

Financing activities





 

Cash proceeds from issue of shares

14

1,158,930


6,500,001

 

Purchase of own shares

14

(699,999)


-

 

Net cash from financing activities


458,931


6,500,001

 

Decrease in cash and cash equivalents


(4,475,285)


(4,143,751)

 

Cash and cash equivalents at the beginning of the year


7,717,554


11,861,305

 

Cash and cash equivalents at the end of the year

12

3,242,269


7,717,554


 

 

Statement of Changes in Equity

 

For the year ended 31 December 2013 and for year ended 31 December 2012, USD

 

 



Share capital


Share-based payment reserve

Fair value reserve

Retained losses


Total




Notes

USD


USD

USD

USD


USD

Balance at 31 December 2011


19,636,247 


8,420 

-

(469,470)


19,175,197

 

Total comprehensive income/(loss) for the year


-


-

2,005,228

(875,151)


1,130,077

Issue of shares


6,500,001 


-



6,500,001 

Share based payment charge

15

-


128,183

-

-


128,183

Lapse of share options

15

-


(8,420)

-

8,420


-

 

Balance at 31 December 2012


 

26,136,248


 

128,183

 

2,005,228

 

(1,336,201)


 

26,933,458

 

Total comprehensive income/(loss) for the year


-


-

5,932,139

(1,849,303)


4,082,836

Issue of shares

14

1,458,930


-

-

-


1,458,930

Buy back and cancellation of shares

14

(699,999)


-

-

-


(699,999)

Share-based payment charge

15

-


576,207

-

-


576,207

Lapse of share options

15

-


(8,420)

-

8,420


-










Balance at 31 December 2013


26,895,179


695,970

7,937,367

(3,177,084)


32,351,432

 

 

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2013

 

1.         Company information

 

TMT Investments Plc ("TMT" or the "Company") is a company incorporated in Jersey with its registered office at Queensway House, Hilgrove Street, St Helier, JE1 1ES, Channel Islands.

 

The Company was incorporated and registered on 30 September 2010 in Jersey under the Companies (Jersey) Law 1991 with registration number 106628 under the name TMT Investments Limited. The Company obtained consent from the Jersey Financial Services Commission pursuant to the Control of Borrowing (Jersey) Order 1985 on 30 September 2010. On 1 December 2010 the Company re-registered as a public company and changed its name to TMT Investments PLC.

 

The memorandum and articles of association of the Company do not restrict its activities and therefore it has unlimited legal capacity. The Company's ability to implement its Investment Policy and achieve its desired returns will be limited by its ability to identify and acquire suitable investments. Suitable investment opportunities may not always be readily available.

 

The Company will seek to make investments in any region of the world.

 

Financial statements of the Company are prepared by and approved by the Directors in accordance with International Financial Reporting Standards, International Accounting Standards and their interpretations issued or adopted by the International Accounting Standards Board as adopted by the European Union ("IFRS"). The CompanyÕs accounting reference date is 31 December.

 

2.         Summary of significant accounting policies

 

2.1      Basis of presentation

 

The principal accounting policies applied by the Company in the preparation of these financial statements are set out below and have been applied consistently.

 

The financial statements have been prepared on a going concern basis, under the historical cost basis as modified by the fair value of available-for-sale financial assets, as explained in the accounting policies below, and in accordance with IFRS. Historical cost is generally based on the fair value of the consideration given in exchange for assets.

 

2.2      Going concern

 

The Directors confirm that, after giving due consideration to the financial position and expected cash flows of the Company; they have a reasonable expectation that the Company will have adequate cash resources to continue in operational existence for the foreseeable future, and for at least one year from the date of approval of these financial statements and they have therefore adopted the going concern basis in preparing the financial statements.

 

2.3      Segmental reporting

 

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker who is responsible for allocating resources and assessing performance of the operating segments and which has been identified as the Board of Directors that make strategic decisions. For the purposes of IFRS 8 'Operating Segments' the Company currently has one segment, being 'Investing in the TMT sector'.

 

Even though the Company only has one segment, there are still geographical disclosures that need to be made to comply with IFRS 8 'Operating Segments'.

 

The Company analyses revenue and non-current financial assets according to the geographical location of the investment (see note 4).

 

2.4      Foreign currency translation

 

(a) Functional and presentation currency

Items included in the financial statements of the Company are measured in United States Dollars ("US dollars", "USD" or "US$"), which is the Company's functional and presentation currency.

 

(b) Transactions and balances

Foreign currency transactions are translated into US$ using the exchange rates prevailing at the dates of the transactions. Exchange differences arising from the translation at the year end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the statement of comprehensive income.

 

Conversation rates, USD

Currency





At 31.12.2013

Average rate, 2013

British pounds, £





1.6495

1.5649

Euro





1.381

1.3283

 

2.5      Cash and cash equivalents

 

Cash and cash equivalents consist of cash at bank and in hand, deposits held at call with banks, bank overdrafts and other short-term highly liquid investments with maturities of three months or less from the date of acquisition.

 

2.6      Financial assets

 

Recognition and measurement

Investments are recognized and de-recognized on a date where the purchase or sale of an investment is under a contract whose terms require the delivery or settlement of the investment. The Company manages its investments with a view to profiting from the receipt of dividends and changes in fair value of equity investments.

 

"Available-for-sale" financial instruments include unlisted equity investments and convertible promissory loan notes. Equity instruments classified as available-for-sale are those which are neither classified as held-for-trading nor designated as fair value through profit or loss. Convertible promissory loan notes are treated as similar in nature to the unlisted equity investments and designated as available-for-sale.

 

Available-for-sale investments are carried at fair values except for financial assets that do not have a quoted market price in an active market and whose fair value cannot be reliably measured which are measured at cost less any identified impairment losses at the end of the period in accordance with the IAS 39 para 46 (c) exemptions. Fair value information has therefore not been disclosed for those investments.

 

Where there has been a relevant transaction during the year that gives an indication of the fair value of the available-for-sale unlisted shares, the shares are included at that fair value and the increase or decrease in fair value is recognised in the investment fair value reserve. The "price of recent investment" methodology is used mainly for investments in venture capital companies and includes cost of investment or valuation by reference to a subsequent financing round. Valuation increases above cost are only recognised if that round involved a new external investor and the company is meeting milestones set by investors.

 

Investments are classified on recognition as "fair value through profit and loss" when their fair values can be estimated reliably on a regular basis and when they are managed on a fair value basis. Fair value changes of investments at fair value through profit and loss are included within profit/loss in the income statement. At 31 December 2013 all investments are classified as "available-for-sale" and none are classified as "fair value through profit and loss".

 

Financial assets that qualify as an associate as 20% or more of the voting rights are held by the company, are exempt from IAS 28 'Investments in Associates', as TMT Investments plc is a venture capital organisation. Such investments are therefore treated as available-for-sale financial assets.

 

Income

Interest income from convertible notes receivable is recognized as it accrues by reference to the principal outstanding and the effective interest rate applicable, which is the rate that exactly discounts the estimated future cash flows through the expected life of the financial asset to the asset's carrying value.

 

Impairment of available-for-sale financial assets

A financial asset is considered to be impaired if objective evidence indicates that one or more events have had a negative effect on the estimated future cash flows of that asset. In case of available for sale assets, a significant or prolonged decline in the fair value of the financial asset below its cost is considered an indicator that the financial assets are impaired.

 

If objective evidence indicates that financial assets that are carried at cost need to be tested for impairment, calculations are based on information derived from business plans and other information available for estimating their fair value. Any impairment loss is included in profit/loss for the year in the Statement of Comprehensive Income.

 

2.7      Net finance income

 

Net finance income comprises interest income on deposits. Interest income is recognized as it accrues in the statement of comprehensive income, using the effective interest method. Finance costs comprise interest expenses on borrowings and the unwinding of the discount on provisions.

 

2.8      Taxation

 

Deferred tax is provided in full using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. Deferred tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that, at the time of the transaction, affects neither accounting nor taxable profit or loss. Deferred tax is determined using tax rates that are expected to apply when the related deferred tax asset is realised or when the deferred tax liability is settled. Deferred tax assets are recognised to the extent that it is probable that future taxable profits will be available against which the temporary differences can be utilised.

 

2.9      Equity instruments

 

Ordinary shares are classified as equity. Costs directly attributable to the issue of new shares are shown in equity as a deduction from the proceeds.

 

2.10    Share-based payments

 

The fair value of options granted to employees is recognized as an employee expense, with a corresponding increase in equity, over the period that the employees become unconditionally entitled to the options. The amount recognized as an expense is adjusted to reflect the actual number of share options that vest. For equity settled share-based payment transactions other than transactions with employees the Company measures the goods or services received at their fair value, unless that fair value cannot be estimated reliably. If this is the case the Company measures their fair values and the corresponding increase in equity, indirectly, by reference to the fair value of equity instruments granted.

 

The Company enters into arrangements that are equity-settled share-based payments with certain employees. These are measured at fair value at the date of grant, which is then recognized in the statement of comprehensive income on a straight-line basis over the vesting period, based on the Company's estimate of shares that will eventually vest. Fair value is measured by use of an appropriate model. In valuing equity-settled transactions, no account is taken of any vesting conditions, other than conditions linked to the price of the shares of TMT Investments. The charge is adjusted at each year end date to reflect the actual number of forfeitures, cancellations and leavers during the period. The movement in cumulative charges since the previous year end is recognized in the statement of comprehensive income, with a corresponding entry in equity.

 

2.11    New IFRSs and interpretations not applied

 

The IASB has issued the following standards and interpretations which have been endorsed by the European Union to be applied to financial statements with periods commencing on or after the following dates:

 


Effective for period    beginning on or after

IFRS 9

Financial Instruments

1 January 2015

IFRS 10

Consolidated Financial Statements

1 January 2014

IFRS 11

Joint Arrangements

1 January 2014

IFRS 12

Disclosure of Interests in Other Entities

1 January 2014

IFRS 13

Fair Value Measurement

1 January 2014

IAS 27

Separate Financial Statements (2011)

1 January 2014

IAS 28

Investments in Associates and Joint Ventures (2011)

1 January 2014

IAS 32

Amendments to IAS 32 Disclosures - Offsetting Financial Assets and Financial Liabilities

1 January 2014

 

The Directors do not anticipate that the adoption of these standards and interpretations will have a material impact on the financial statements in the period of initial application and have decided not to adopt any of them early.

 

2.12    Accounting estimates and judgements

 

Estimates and judgements need to be regularly evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The Company makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, rarely equal the related actual results.

 

The estimates and underlying assumptions are reviewed on an on-going basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and future periods if the revision affects both current and future periods.

 

The estimates significant to the financial statements during the year and at the year end is the consideration of the fair value of available-for-sale assets, the impairment of available-for-sale assets and share-based payment calculations, as set out in the relevant accounting policies shown above.  A number of the available-for-sale financial assets held by the Company are at an early stage of their development. The Company cannot yet carry out regular reliable fair value estimates of some of these investments. Future events or transactions involving the companies invested in may result in more accurate valuations of their fair values (either upwards or downwards) which may affect the Company's overall net asset value. 

 

3          (Losses)/gains on investments

 


For the year ended 31/12/2013


For the year ended 31/12/2012


USD


USD

Gross interest income from convertible notes receivable

136,970


163,902

Amortized costs of convertible notes receivable

(28,263)


(48,853)

Net interest income from convertible notes receivable

108,707


115,049

Profit on disposal of equity investments

-


200,000

Profit on disposal of convertible notes

320,563


-

Impairment of available-for-sale assets

(390,683)


-

Impairment of interest accrued

(68,180)


-

Total net (losses)/gains on investments

(29,593)


315,049

 

4          Segmental analysis

 

Geographic information

The Company has investments in four principal geographical areas - USA, Israel, BVI, Estonia and Cyprus.

 

Non-current financial assets

 

As at 31/12/2013


USA

USD

Israel

USD

BVI

USD

Cyprus

USD

Estonia

USD

Total

USD

Equity investments

21,781,129

2,982,471

305,050

1,863,685

-

26,932,335

Convertible notes

2,051,605

                 -  

-  

-

141,699

2,193,304

Total

23,832,734

2,982,471

305,050

1,863,685

141,699

29,125,639

 

As at 31/12/2012


USA

Israel

BVI

Cyprus

Estonia

Total


USD

USD

USD

USD

USD

USD

Equity investments

10,283,334

2,982,471

305,050

1,863,685

-

15,434,540

Convertible notes

3,691,691

 -

 -

-

3,691,691


13,975,025

2,982,471

305,050

1,863,685

-

19,126,231

 

5          Administrative expenses

 

Administrative expenses include the following amounts:

 


For the year ended 31/12/2013


For the year ended 31/12/2012


USD


USD

Staff expenses (note 6)

718,030


629,988

Professional fees

177,365


239,265

Legal fees

56,341


46,770

Bank and LSE charges

26,118


25,533

Audit and accounting fees

43,281


47,538

Rent

172,608


43,152

Other expenses

106,709


158,212

Currency exchange (gain)/loss

(6,914)


(1,190)


1,293,538


1,189,268

 

6          Staff expenses


For the year ended 31/12/2013


For the year ended 31/12/2012


USD


USD

Directors' fees

268,283


284,765

Wages and salaries

449,747


345,223


718,030


629,988

 

Wages and salaries shown above include salaries and bonuses relating to 2013. These costs are included in administrative expenses. As discussed in note 14, wages and salaries include US$300,000 of employee salaries that were settled by the issue of shares in lieu of cash payments. In addition to the above, there are employment expenses for share-based payments of US$576,207 (for the year ended 31 December 2012: US$128,183).

 

The average number of staff employed (excluding Directors) by the Company during the year was 5 (2012: 4).

 

The Directors' fees for 2013 were as follows:


For the year ended 31/12/2013


For the year ended 31/12/2012


USD


USD

Alexander Selegenev

110,852


126,205

Yuri Mostovoy

100,000


100,000

James Joseph Mullins

31,161


31,922

Petr Lanin

26,270


26,638


268,283


284,765

 

The Directors' fees shown above are all classified as "short term employment benefits" under International Accounting Standard 24. The Directors do not receive any pension contributions or other benefits.

 

Key management personnel of the Company are defined as those persons having authority and responsibility for the planning, directing and controlling the activities of the Company, directly or indirectly. Key management of the Company are therefore considered to be the Directors of the Company. There were no transactions with the key management, other than their Directors fees and share options.

 

7       Net finance income

 


For the year ended 31/12/2013


For the year ended 31/12/2012


USD


USD

Interest income

50,035


127,251


50,035

127,251

 

8       Income tax expense

 


For the year ended 31/12/2013


For the year ended 31/12/2012


USD


USD

Current taxes




Current year

-


-

Deferred taxes




Deferred income taxes

-


-


-


-

 

The Company is incorporated in Jersey. No tax reconciliation note has been presented as the income tax rate for Jersey companies is 0%.

 

9       Loss per share

 

The calculation of basic loss per share is based upon the net loss for the year ended 31 December 2013 attributable to the ordinary shareholders of US$1,849,303 (2012: net loss of US$875,151) and the weighted average number of ordinary shares outstanding calculated as follows:

 

Loss per share

For the year ended 31/12/2013


For the year ended 31/12/2012

Basic loss per share (cents per share)

(7.42)


(3.62)

Loss attributable to equity holders of the entity

(1,849,303)


(875,151)

 

The weighted average number of ordinary shares outstanding before and after adjustment for the effects of all dilutive potential ordinary shares calculated as follows:





(in number of shares weighted during the year outstanding)

For the year ended 31/12/2013


For the year ended 31/12/2012

Weighted average number of shares in issue




Ordinary shares

24,914,735


24,186,185


24,914,735


24,186,185

Effect of dilutive potential ordinary shares




Share options

1,042,733


146,735

Weighted average of shares for the year (fully diluted)

25,957,468


24,332,920

 

The diluted loss per share for both 2013 and 2012 is kept the same as the basic loss per share because the conversion of the share options decreases the basic loss per share and is therefore anti-dilutive.

 

10     Non-current financial assets

 


At 31 December 2013


At 31 December 2012

Available-for-sale financial assets, USD:




Investments in equity shares (i)




- unlisted shares

26,932,335


15,434,540

Convertible notes receivable (ii)




- promissory notes

2,193,304


3,691,691


29,125,639


19,126,231

 

Reconciliation of fair value measurements of non-current financial assets:

 



              Available-for-sale


Total



Unlisted
shares


Convertible
notes





USD


USD


USD

Balance as at 1 January 2012


5,944,459


1,392,252


7,336,711

Total gains or losses in 2012:







- in profit or loss


197,993


(46,846)


151,147

- in other comprehensive income


2,005,228


-


2,005,228

Purchases (including consulting & legal fees)


8,486,860


2,346,285


10,833,145

Disposal of investment


(1,200,000)


-


(1,200,000)

Balance as at 31 December 2012


15,434,540


3,691,691


19,126,231

Total gains or losses in 2013:







- in profit or loss - impairment


-


(390,683)


(390,683)

- in other comprehensive income


5,932,139


-


5,932,139

Purchases (including consulting & legal fees)


3,582,550


1,830,170


5,412,720

Disposal of investment (carrying value)


-


(1,047,609)


(1,047,609)

Conversion of notes to equity and net gain


1,983,106


(1,890,265)


92,841

Balance as at 31 December 2013


26,932,335


2,193,304


29,125,639

 

Available-for-sale investments are carried at fair values. Where financial assets do not have a quoted market price in an active market and their fair values cannot be reliably measured they are measured at cost less any identified impairment losses at the end of reporting period, in accordance with IAS 39 para 46 (c) exemption.

 

Where there has been a relevant transaction during the year that gives an indication of the fair value of the unlisted shares, the shares are included at that fair value and the increase or decrease in fair value is recognised in the fair value reserve. The "price of recent investment" methodology is used mainly for investments in venture capital companies and includes cost of investment or valuation by reference to a subsequent financing round. Valuation increases above cost are only recognised if that round involved a new external investor and the company is meeting milestones set by investor.

 

(i)            Equity investments as at 31 December 2013:

 

Invested company

Date of initial investment

Value at 1 Jan 2013,

USD

Additions to equity investments during the period, USD

Capitalized consulting and legal fees, USD

Gain/loss from changes in fair value of equity investments, USD

Additional equity investments resulting from conversion of convertible notes, USD

Disposals, USD

Value at 31 Dec 2013, USD

Equity stake owned

Unicell

15/09/2011

2,982,471

-

-

-

-

-

2,982,471

10.00%

Depositphotos

26/07/2011

5,063,023

-

-

(65,738)

-

-

4,997,285

27.75%

RollApp

19/08/2011

360,000

50,000

3,080

136,920

-

-

550,000

10.00%

Wanelo

21/11/2011

355,000

-

-

5,014,400

-

-

5,369,400

4.71%

Gild

05/12/2011

156,910

-

-

13,128

-

-

170,038

1.57%

1-Page

06/02/2012

305,367

-

-

-

-

-

305,367

6.09%

ThusFresh

26/03/2012

510,000

-

-

-

-

-

510,000

6.99%

Backblaze*

24/07/2012

2,510,759

2,503,625

20,055

-

-

-

5,034,439

18.03%

UsingMiles

23/08/2012

260,000

-

-

-

-

-

260,000

3.00%

Gentoo

17/09/2012

260,000

-

-

-

-

-

260,000

6.25%

Favim

24/10/2012

305,050

-

-

-

-

-

305,050

20.00%

Appsindep

12/11/2012

1,863,685

-

-

-

-

-

1,863,685

19.24%

Virool

29/08/2012

502,275

 -

 -

 -

-

-

502,275

1.69%

Adinch

19/02/2013

-

1,000,000

4,000

-

-

-

1,004,000

20.00%

Tracks

24/11/2011

-

-

-

(195,150)

536,500

-

341,350

6.83%

Wrike

12/06/2012

-

-

1,790

903,509

1,085,851

-

1,991,150

4.50%

Graphicly

03/04/2013

-

-

-

125,070

360,755

-

485,825

8.47%

Total


15,434,540

3,553,625

28,925

5,932,139

1,983,106

-

26,932,335


 

 

(ii)           Convertible loan notes as at 31 December 2013:

 

Invested company

Date of initial investment

Value at 1 Jan 2013, USD

Additions to convertible note investments during the period, USD

Capitalized consulting and legal fees, USD

Amortized costs, USD

Reductions due to conversions to equity, USD

Profit on disposal/ Impairment charge, USD

Disposals, USD

Value at 31 Dec 2013, USD

Term, years

Int rate, %

Socialize

19/12/2011

494,644

-

-

(2,329)

-

81,121

(573,436)

-

2

6%

Tracks

24/11/2011

444,787

100,000

720

(6,324)

(536,500)

(2,683)

-

 -

2

5%

Ninua

08/06/2011

504,544

-

-

(4,544)

-

-

-

500,000

1.5

5%

PeekYou

03/11/2011

122,378

-

-

1,293

-

2,689

(126,360)

 -

1

5%

Todoroo

12/04/2012

400,000

-

3,360

-

-

236,753

(640,113)

-

1

8%

Hotlist

18/04/2012

393,030

-

-

(5,030)

-

(388,000)

-

-

1

6%

Wrike

12/06/2012

1,003,363

-

1,255

(3,151)

(1,001,467)

-

-

-

1

8%

Pipedrive

30/07/2012

328, 945

450,000

955

(2,634)

-

-

-

777,266

2

2%

Sharethis

26/03/2013

-

570,030

2,000

(307)

-

-

-

571,723

5

1%

Graphicly

03/04/2013

-

350,000

5,000

(2,702)

(352,298)

-

-

0.7

6%

KitApps

10/07/2013

-

200,000

5,000

(2,384)

-

-

202,616

1

2%

VitalFields

20/12/2013

-

136,850

5,000

(151)

-

-

141,699

1

15%

Total


3,691,691

1,806,880

23,290

(28,263)

(1,890,265)

(70,120)

(1,339,909)

2,193,304



 

11     Trade and other receivables

 


At 31 December 2013


At 31 December 2012


USD


USD

Prepayments

9,767


25,029

Interest receivable on promissory notes

68,151


171,910

Interest receivable on deposits

1,614


7,049


79,532


203,988

 

12     Cash and cash equivalents

 

The cash and cash equivalents as at 31 December 2013 include cash on hand and in banks, deposits, net of outstanding bank overdrafts. The effective interest rate at 31 December 2013 was 1.33%.

 

Cash and cash equivalents comprises the following:

 


At 31 December 2013


At 31 December 2012


 USD


 USD

Deposits

1,500,000


5,000,000

Bank balances

1,742,269


2,717,554


3,242,269


7,717,554

 

The following table represents an analysis of cash and equivalents by rating agency designation based on Fitch rating or their equivalent:


At 31 December 2013


At 31 December 2012


 USD


 USD

Bank balances




A rating

1,742,269


2,717,554


1,742,269


2,717,554

Deposits




A rating

1,500,000


5,000,000


1,500,000


5,000,000


3,242,269


7,717,554

 

13     Trade and other payables

 


At 31 December 2013


At 31 December 2012


USD


USD

Directors' fees payable

40,540


40,475

Trade payables

30,682


53,625

Other current liabilities

44


25

Accrued expenses

24,742


20,190


96,008


114,315

 

14     Share capital

 

On 31 December 2013 the Company had an authorised share capital of unlimited shares of no par value and had issued share capital of:


At 31 December 2013


At 31 December 2012


USD


USD

Share capital

26,895,179


26,136,248





Issued capital comprises:

Number


Number

Fully paid ordinary shares

24,977,728


24,642,860

 


Number of shares


Share capital,

USD


Balance at 31 December 2012

24,642,860


26,136,248


Issue of shares

971,231


1,458,930


Share buy-back and cancellation

(636,363)


(699,999)


Balance at 31 December 2013

24,977,728


26,895,179


 

On 7 March 2013, the Company allotted 750,398 new ordinary shares of no par value each in the Company to new investors at a price of US$1.50 per share, being a discount of 12% over the closing price of the Company's shares on 6 March 2013 and raising US$1,125,000.

 

On 30 April 2013, as a result of Alexander Selegenev's exercising his option, the Company allotted 33,333 new ordinary shares of no par value each in the Company to Alexander Selegenev at a price of US$1.00 per share, raising US$33,333.

 

On 4 June 2013 the Company purchased 636,363 ordinary shares of no par value each in the Company at a price of US$1.10 per ordinary share, being a discount of 37% to the closing price of the Company's shares on 3 June 2013, at a cost of US$699,999.

 

In December 2012, German Kaplun, Alexander Morgulchik and Artyom Inyutin entered into agreements with the Company to receive all of their 2013 salaries, amounting to US$300,000, in TMT shares on 31 December 2013 rather than monthly in cash. Accordingly, on 31 December 2013, the Company allotted 187,500 ordinary shares of no par value each in the Company at a price of US$1.60 per share.

 

There have been no changes to share capital between the year end date and the date of approval of these financial statements.

 

15     Share-based payments

 


For the year ended 31/12/2013


For the year ended 31/12/2012


USD


USD

Share option (compensation expense)

576,207


128,183

Total share-based payment charge

576,207


128,183

 

On 27 April 2011, on the recommendation of the independent directors, the Company granted share options to subscribe for up to 100,000 ordinary shares to Mr. Alexander Selegenev, an executive director of the Company.

 

The terms and conditions of the options granted are as follows:


Options granted to Alexander Selegenev

Date granted

1 January 2011

Number of instruments

100,000

Option life, years

1-3

Exercise price

US$1.00

 

Options granted to Mr. Alexander Selegenev vest as follows:

 

No. of ordinary shares

Exercise Price


Exercise Period

33,333

US$1


31/12/11-30/01/12*

33,333

US$1


31/12/12-30/01/13*

33,334

US$1


31/12/13-30/01/14*

 

* or a period of 30 days starting from the date on which certain circumstances preventing exercise during these periods have ended.

 

These options are exercisable by Mr. Alexander Selegenev only while he remains a director and will lapse on the termination of his appointment.

 

33,333 options that vested to Mr. Selegenev in the year ended 31 December 2012 were exercised. The exercise price was US$1.00 per ordinary share. The share price on the date of exercise was USD1.7925.

 

The weighted average exercise price and contractual life is as stated in the above tables.

 

The fair value of services received in return for share options granted is based on the fair value of share options and warrants granted, measured using the Black-Scholes formula, using the following assumptions:

 

(in USD, except for number of shares and per cent)

Options granted to

Alexander Selegenev

Fair value at the date of grant

$0.25

Share price at grant date

$1.03

Exercise price

$1.00

Expected volatility, per cent

7.56%

Option life, years

1-3

Risk free interest rate, per cent

3.14%

 

Expected volatility is estimated by considering the Company's data on AIM.

 

On 24 October 2012, Board of Directors approved a share option plan (the "Plan") for directors, officers, employees of or consultants to the Company and/or any company directly or indirectly controlled by the Company.

 

Under the Plan, options for a total of 7,500,000 ordinary shares in the Company, representing approximately 30% of the then issued share capital (or 23% of the enlarged share capital at the time, assuming full exercise of the options), can be made available at an exercise price determined by the Board or its remuneration committee, which will not be less than the closing middle market price for the Company's share on AIM on the date of grant as published by or on behalf of the London Stock Exchange plc.

 

Options will vest on a daily basis over a period of 3 years whilst the option holder remains eligible, and vested options can be exercised on each anniversary of the grant, but if not exercised within 1 year from the allowable date of exercise, will lapse.

 

The following options, without performance conditions, have been granted under the Plan on 25 October 2012:

 

Name

Option Shares


Option Price Year 1


Option Price Year 2


Option Price Year 3

German Kaplun (Employee)

1,125,000


US$1.40


US$1.55


US$1.70

Alexander Morgulchik (Employee)

1,125,000


US$1.40


US$1.55


US$1.70

Alexander Selegenev (Director)

1,125,000


US$1.40


US$1.55


US$1.70

Artyom Inyutin (Employee)

1,125,000


US$1.40


US$1.55


US$1.70

Yuri Mostovoy (Director)

562,500


US$1.40


US$1.55


US$1.70

Alexander Pak (Employee)

300,000


US$1.40


US$1.55


US$1.70

Levan Kavtaradze (Employee)

150,000


US$1.40


US$1.55


US$1.70

TOTAL

5,512,500







 

The fair value of services received in return for share options granted is based on the fair value of share options and warrants granted, measured using the Black-Scholes formula, using the following assumptions:

 

(in USD, except for number of shares and percent)



Option Price Year 1


Option Price Year 2


Option Price Year 3

Number of share options granted



1,837,500


1,837,500


1,837,500

Fair value of share option at date of grant



0.25


0.15


0.09

Share price at date of grant



1.65


1.65


1.65

Exercise price


1.40


1.55


1.70

Expected volatility, per cent



9.39%


9.39%


9.39%

Contractual option life, years



0-1


0-2


0-3

Expected dividends, percent



0


0


0

Risk free interest rate, percent



0.41%


0.41%


0.41%

 

Expected volatility is estimated from the Company's share price performance on AIM.

 


Number of share options


Weighted average exercise price of share options

Outstanding share options at 31 December 2012 and 2013

5,512,500


1.55

Exercisable share options at 31 December 2013

1,837,500


1.42

 

None of these options were exercised in the year ended 31 December 2013.

 

16       Reserves


Share based payment reserve

USD

Fair value reserve

USD

Retained losses

USD

Total

USD

Balance as at 1 January 2012

8,420

-

(469,470)

(461,050)

Loss for the year

-

-

(875,151)

(875,151)

Gain from changes in fair value

-

2,005,228

-

2,205,228

Share based payment charge

128,183

-

-

128,183

Transfer on lapse of share options

(8,420)

-

8,420

-

Balance as at 31 December 2012

128,183

2,005,228

(1,336,201)

797,210

Loss for the year

-

-

(1,849,303)

(1,849,303)

Gain from changes in fair value

-

5,932,139

-

5,932,139

Share based payment charge

576,207

-

-

576,207

Transfer on exercise of share options

(8,420)

-

8,420

-

Balance as at 31 December 2013

695,970

7,937,367

(3,177,084)

5,456,253

 

17       Capital management

 

The capital structure of the Company consists of equity share capital, reserves, and retained losses.

 

The Board's policy is to maintain a strong capital base so as to maintain investor and market confidence and to enable the successful future development of the business.

 

The Company is not subject to externally imposed capital requirements.

 

No changes were made to the objectives, policies and process for managing capital during the year.

 

18     Financial risk management and financial instruments

 

The Company has identified the following risks arising from its activities and has established policies and procedures to manage these risks. The Company's principal financial assets are cash and cash equivalents, investments in equity shares, and convertible notes receivable.

 

Credit risk

As at 31 December 2013 the largest exposure to credit risk related to cash and cash equivalents, which was US$3,242,269. The exposure risk is reduced because the counterparties are banks with high credit ratings ("A" Liquidity banks) assigned by international credit rating agencies. The Directors intend to continue to spread the risk by holding the CompanyÕs cash reserves in more than one financial institution.

 

(i) Exposure to credit risk

The carrying amount of the following assets represents the maximum credit exposure. The maximum exposure to credit risk asat 31 December is as follows:


At 31 December 2013


At 31 December 2012


USD


USD

Convertible notes receivable

2,193,304


3,691,691

Trade and other receivables

69,765


203,988

Cash and cash equivalents

3,242,269


7,717,554


5,505,338


11,613,233

 

Market risk

The Company's financial assets areclassified as available-for-sale and are measured at fair value. The measurement of the Company's investments in equity shares and convertible notes is largely dependent on the underlying trading performance of the investee companies, but the valuation and other items in the financial statements can also be affected by the interest rate and fluctuations in the exchange rate.

 

Interest rate risk

Changes in interest rates impact primarily cash and cash equivalents by changing either their fair value (fixed rate deposits) or their future cash flows (variable rate deposits). Management does not have a formal policy of determining how much of the Company's exposure should be to fixed or variable rates.

 

At 31 December 2013 the Company had a cash deposit of US$1,500,000, earning a variable rate of interest. The Board of Directors monitors the interest rates available in the market to ensure that returns are maximized.

 

Foreign currency risk management

The Company is exposed to foreign currency risks on investments and salary and director remuneration payments that are denominated in a currency other than the functional currency of the Company. The currency giving rise to this risk is primarily GBP, EUR. The exposure to foreign currency risk as at 31 December 2013 was as follows:

 



For the year ended 31/12/2013

For the year ended 31/12/2013

For the year ended 31/12/2012

For the year ended 31/12/2012



GBP

EUR

GBP

EUR

Current assets






Cash and cash equivalents


123,891

13,760

141,333

-

Trade and other receivables


-

-

2,344

-

Current liabilities






Trade and other payables


(40,756)

-

(61,296)

-

Net (short) long position


83,135

13,760

82,381

-

Net exposure currency


50,400

9,964

50,969

-

Net exposure currency (assuming a 10% movement in exchange rates)


74,821

12,384

74,143

-

Impact on exchange movements in the statement of comprehensive income


8,313

1,376

8,238

-

 

The foreign exchange rates of the USD at 31 December were as follows:

 


31/12/2013


31/12/2012

Currency






British pounds, £



1.6495


1.6163

Euro



1.381


1.3228

 

This analysis assumes that all other variables, in particular interest rates, remain constant.

 

Liquidity risk management

The Company's approach to managing liquidity is to ensure that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company.

 

The Company has low liquidity risk due to maintaining adequate banking facilities, by continuously monitoring actual cash flows and by matching the maturity profiles of financial assets and current liabilities.

 

As at 31 December 2013, the cash and equivalents of the Company were US$3,242,269

 

The following are the maturities of current liabilities as at 31 December 2013:

 


Carrying amount


Within one year


2-5 years


 More than 5 years


USD


USD


USD


USD

Directors' fees payable

40,540


40,540


-


-

Trade payables

55,424


50,424


-


-

Other current liabilities

44


44


-


-


96,008


96,008


-


-

 

19     Related party transactions

 

Since May 2012, TMT's Moscow-based staff have been located in an office that belongs to a company ("Orgtekhnika") controlled by Mr. Alexander Morgulchik and Mr. German Kaplun, who collectively own 18.93% of the issued share capital of TMT and are thus considered related parties. There are currently 5 TMT staff involved working substantially full time on TMT's business. TMT started paying rent from 1 October 2012. Rent was being paid to Orgtekhnika at the rate of US$700 per sq meter per year of space utilised. The board believes this represents a discount from the prevailing market rate for similar office space in Moscow. Together with other related expenses (support personnel, company car, security services, etc.), the total costs to TMT were US$14,384 per month (US$172,608 per year).

 

In December 2012, Alexander Morgulchik, German Kaplun and Artyom Inyutin agreed to receive all of their 2013 salaries in TMT shares on 31 December 2013 rather than monthly in cash. The number of shares receivable in each case is fixed at a price of US$1.60 per share. Also in December 2013, Alexander Morgulchik, German Kaplun and Artyom Inyutin agreed to receive all of their 2014 salaries in TMT shares on 31 December 2014 rather than monthly in cash. The number of shares receivable in each case is fixed at a price of US$1.70 per share.

 

20     Subsequent events

 

Since 31 December 2013, the Company has invested US$200,000 in technology developer for visually impaired people PROvision/Oriense, and smartphone solution provider for senior citizens E2C, as well as US$250,000 in existing portfolio companies KitApps/Attendify and rollApp.

 

21     Control

 

The Company is not controlled by any one party. Details of significant shareholders are shown in the Directors' Report.

 


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