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UMC Energy PLC (~275)

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Wednesday 14 April, 2010

UMC Energy PLC

Final Results

RNS Number : 1761K
UMC Energy PLC
14 April 2010
 



UMC Energy Plc

("UMC" or "the Company")

 

Final results

for the year ended 31 December 2009

 

The Board of UMC is pleased to announce its audited results for the year to 31 December 2009.

 

 

CHAIRMAN'S STATEMENT

 

As has been widely reported in the press, Madagascar continues to experience a period of political upheaval and uncertainty.  Although the Company has not, in any way, been negatively affected by these events, it has resolved to take a cautious approach to exploration and accordingly has not conducted exploration activities during the 2009 financial year and does not expect to undertake any material exploration activities in Madagascar whilst this period of uncertainty prevails.

 

Since February 2008, the Company has been dependent on loan funds being made available to it by Natasa Mining Ltd (Natasa) to meet its working capital and other requirements.  On 16 October 2009, A$2.4 million of the Natasa loan was capitalised into new ordinary shares in the Company and the Company became a subsidiary of Natasa on that date.

 

 

 

 

 

 

 

C Kyriakou

Chairman

 

 

Enquiries:

 

UMC Energy Plc

Annie Richards

Tel: 020 7514 1480

www.umc-energy.com 

 

Strand Hanson Limited

Angela Peace

Tel: 020 7409 3494

 

 

 

 



 

CONSOLIDATED INCOME STATEMENT

 

FOR THE YEAR ENDED 31 DECEMBER 2009

 

 



Year

Year



Ended

Ended



31 December 2009

31 December 2008



£

£





Administrative expenses


(543,699)

(652,535)





Other operating income


             -

       8,829





Loss from operations


(543,699)

(643,706)





Investment income


-

1,966





Finance costs


(142,398)

   (163,454)





Loss before taxation


(686,097)

(805,194)





Income tax expense


              - 

              -





Loss for the year  


(686,097)

(805,194)





Attributable to:




Equity holders of the parent


(651,557)

(726,309)

Minority interest


(34,540)

      (78,885)



________

_________



(686,097)

(805,194)





Loss per share (pence)








Basic


(0.87)

(2.36)





Diluted


(0.85)

(2.23)





 

The Company has taken advantage of section 408 of the Companies Act 2006 not to publish its own income statement.

 



 

 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

 

FOR THE YEAR ENDED 31 DECEMBER 2009

 

 



Year

Year



Ended

Ended



31 December 2009

31 December 2008



£

£





Loss for the year


(686,097)

(805,194)





Foreign currency translation differences




for foreign operations


(421,005)

725,898





Other comprehensive (expense) / income  for the year


(421,005)

725,898



__________

_______

Total comprehensive expense for the year


(1,107,102)

(79,296)





Attributable to:




Equity holders of the parent


(1,079,425)

(7,647)

Minority interest


(27,677)

(71,649)



_________

_______

Total comprehensive expense for the year


(1,107,102)

(79,296)

 

 



 

 

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

 

AS AT 31 DECEMBER 2009

 



31 December 2009

31 December 2008

ASSETS


£

£

Non-current assets




Intangible assets


4,562,613

4,924,326

Property, plant and equipment


10,372

30,357

Taxation receivable


    249,995

    290,243

Total non-current assets


 4,822,980

5,244,926





Current assets




Taxation receivable


5,865

6,936

Trade and other receivables


30,780

28,744

Cash and cash equivalents


18,733

23,971

Total current assets


55,378

59,651



________

________

TOTAL ASSETS


4,878,358

5,304,577





EQUITY AND LIABILITIES




Current liabilities




Loans


402,620

1,035,626

Trade and other payables


149,793

   158,353

Total current liabilities


552,413

1,193,979





Non-current liabilities




Long term provision


311,735

335,206

Total non-current liabilities


311,735

335,206



_______

    ________

Total liabilities


864,148

1,529,185

 

Equity




Share capital

22

1,222,223

154,033

Share premium account

23

4,756,183

4,478,453

Share based payments reserve

24

385,270

385,270

Translation reserve

25

446,095

873,963

Accumulated loss


(3,380,858)

(2,729,301)

Equity attributable to equity holders of the parent


3,428,913

3,162,418

Minority Interest

26

   585,297

   612,974

Total equity


4,014,210

3,775,392



_________

________

TOTAL EQUITY AND LIABILITIES


  4,878,358

5,304,577

 



 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

 

FOR THE YEAR ENDED 31 DECEMBER 2009

 




Share


Foreign






Based

Accumu-

Currency




Share

Share

Payment

lated

Translation

Minority



Capital

Premium

Reserve

Loss

Reserve

Interest

Total


£

£

£

£

£

£

£









 

1 January 2009

154,033

4,478,453

385,270

(2,729,301)

873,963

 

612,974

3,775,392









Total  comprehensive income / (expense) for the year:








 

Loss

-

-

 

-

(651,557)

-

 

(34,540)

(686,097)

Total other comprehensive income / (expense)

             -

            -

           -

              -

(427,868)

 

 

 

    6,863

(421,005)

 

Total  comprehensive  expense for the year

             -

            -

           -

(651,557)

(427,868)

 

 

 

 

(27,677)

(1,107,102)









Transactions with owners:








Share issue on capitalisation of loan

1,068,190

277,730

 

 

            -

              -

            -

 

 

             -

1,345,920









Total transactions with owners

1,068,190

277,730

 

 

            -

              -

             -

 

 

            -

1,345,920










________

_______

______

  _________

_______

_______

________

31 December 2009

1,222,223

4,756,183

385,270

(3,380,858)

 446,095

 

 585,297

 4,014,210

 

 



                   

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

 

FOR THE YEAR ENDED 31 DECEMBER 2009

 




Share


Foreign






Based

Accumu-

Currency




Share

Share

Payment

lated

Translation

Minority



Capital

Premium

Reserve

Loss

Reserve

Interest

Total


£

£

£

£

£

£

£









 

1 January 2008

1,540,333

4,478,453

1,156,591

(4,171,602)

155,301

 

684,623

3,843,699









Total  comprehensive income / (expense) for the year:








 

Loss

-

-

 

-

(726,309)

-

 

(78,885)

(805,194)

Total other comprehensive income

              -

              -

              -

                -

718,662

 

 

   7,236

   725,898

Total  comprehensive income / (expense) for the year

             -

             -

            -

(726,309)

718,662

 

 

 

 

(71,649)

(79,296)









Transactions with owners:








Share capital

reduction

(1,386,300)

-

 

-

1,386,300

-

 

-

-


_________

_______

_______

________

________

_______

______

Total transactions with owners

(1,386,300)

             -

 

 

             -

1,386,300

              -

 

 

           -

          -









Share based

payment

-

-

 

10,989

-

-

 

-

10,989

Reserve transfer

-

-

 

(782,310)

782,310

-

 

-

-


_______

_______

_______

________

_______

_______

________

31 December 2008

154,033

4,478,453

385,270

(2,729,301)

873,963

 

612,974

3,775,392

 



 

CONSOLIDATED CASHFLOW STATEMENT

 

FOR THE YEAR ENDED 31 DECEMBER 2009

 

 







Year

Year



Ended

Ended



31 December 2009

31 December 2008



£

£





Net cash outflow from operating activities


(276,776)

(789,956)





Investing activities




Investment income


-

1,966

Intangible assets additions


(60,205)

(301,340)

Property, plant and equipment acquired


-

  (15,463)



_______

________

Net cash outflow from investing activities


(60,205)

 (314,837)





Financing activities




Issue of equity share capital


-

              -

Loans


466,999

978,019

Loan interest & charges


(135,256)

(104,901)

Decrease in bank overdraft


-

(3,630)



________

  _______

Net cash inflow from financing activities


   331,743

 869,488





Net cash decrease in cash and cash equivalents


(5,238)

(235,305)





Cash and cash equivalents at beginning of year


23,971

259,276





Cash and cash equivalents at end of year


18,733

 23,971

 



 

 

NOTES TO THE FINANCIAL STATEMENTS

 

FOR THE YEAR ENDED 31 DECEMBER 2009

  

1.    General information

 

UMC Energy Plc is a company incorporated in England and Wales under the Companies Act 1985.  The Company's registered office is 11 Albemarle Street, London, W1S 4HH. The registration number of the Company is 05331770.

 

The principal activity of the Group is the investment in, and exploration and development of uranium mining projects, specifically in a uranium exploration project in Madagascar.

 

The Group's principal activity is carried out in US dollars.  The financial statements are presented in pounds sterling as this is the currency of the country (the UK) where the Company is incorporated and its ordinary shares admitted for trading.

 

The Board of directors has authorised the issue of these financial statements on the date of the statement as set out on page 6.

 

2.   Accounting policies

 

       Basis of accounting

The financial statements have been prepared in accordance with International Financial Reporting Standards (IFRSs).

 

       The financial statements have been prepared on the historical cost basis except that certain financial instruments are accounted for at fair values.  The principal accounting policies adopted are set out below.

 

Standards applied

The Group has adopted the following relevant standards which are effective for annual reporting periods beginning on or after 1 January 2009.

 

 

IFRS 2 (revised) Share-based payment vesting conditions and cancellations    

 

IFRS 8 Operating segments                                                                 

 

IAS 1 (revised and amended) Presentation of financial statements                         

 

IAS 16 (amended) Property, plant and equipment

 

IAS 19 (amended) Employee benefits

 

IAS 23 (revised and amended) Borrowing costs                                

 

IAS 27 (amended) Consolidated and separate financial statements

 

IAS 28 (amended) Investments in associates

 

IAS 32 (amended) Financial instruments - presentation

 

IAS 36 (amended) Impairment of assets

 

IAS 38 (amended) Intangible assets

 

IAS 39 (amended) Financial instruments- recognition and measurement

 


 

  

The adoption of these standards did not have a material impact on the Group and Company's financial position or performance. IAS 1 (revised) resulted in a change in the manner in which the statements are presented. IFRS 8 resulted in a change in accounting policy in that the Group determines and presents operating segments based on the information that is internally provided to the Board of Directors. Operating segments were previously determined and presented in accordance with IAS 14.

 

New standards not applied

The IASB has issued the following relevant standards which are not effective and have not been early adopted for these financial statements:

 

Effective date

IFRS 3 (revised) Business combinations

1 July 2009

IAS 27 (amended) Consolidated and separate financial statements

1 July 2009

 

The directors do not anticipate that adoption of these standards will have a material impact on the Group and Company's financial position.

 

Going Concern

The financial statements have been prepared on a going concern basis, which contemplates continuity of normal business activities and the realisation of assets and settlement of liabilities in the ordinary course of business.

 

The Directors believe that it is appropriate to prepare the financial report on a going concern basis as they are confident that the Company will be able to raise additional funds through further debt or equity raisings when required.  The Directors are of the opinion that the proposed debt or equity raising measures and the existing cash resources will provide sufficient funds to enable the Company to continue its operations for at least the next twelve months.

 

Critical Accounting Judgements and Key Sources of Estimation Uncertainty

In the process of applying the Company's accounting policies above, management necessarily makes judgements and estimates that have a significant effect on the amounts recognised in the financial statements.  Changes in the assumptions underlying the estimates could result in a significant impact to the financial statements.  The most critical of these accounting judgement and estimation areas are as follows:

 

Exploration and evaluation expenditure has been incurred in respect of the Morondava uranium exploration project which has yet to reach a stage of development where a determination of the technical feasibility and commercial viability of the project can be assessed on a comprehensive basis.  In these circumstances, the directors have used their experience to determine whether there is any indication that the asset has been impaired and have concluded that there are currently no such indications.  The assets which have been recognised and not impaired as a result of this assessment are: intangible assets and taxation receivable

 

3.    Net loss from operations

       Net loss from operations is stated after charging:


Year ended

Year ended


31 December 2009

31 December 2008


£

£

Auditors remuneration:



 as auditors

23,726

30,415

 as reporting accountants

10,974

10,625

 tax compliance

500

500

Audit fee - other auditors 

7,930

5,617

Foreign exchange losses

245,447

43,519

Depreciation

11,238

12,679

 

4.    Loss per share

Loss per share has been calculated by dividing the loss for the year after taxation attributable to the equity holders of the parent company of £651,557 (31 December 2008: £726,309) by the weighted average number of shares in issue at the year end of 75,290,217 (31 December 2008: 30,806,668).

Diluted loss per share has been calculated using the weighted average number of shares in issue at the year end, diluted for the effect of share options and warrants in existence at the year end of 77,006,691 (31 December 2008: 32,523,142).

 

 

5.    Intangible assets -Group


31 December 2009

31 December 2008

Development expenditure

£

£

Cost



Balance brought forward

1,551,844

1,346,380

Additions

     27,045

   205,464

Balance carried forward

1,578,889

1,551,844

 

Exploration licences



Balance brought forward (at fair value)

4,013,202

3,917,326

Additions at cost

      33,160

      95,876

Balance carried forward

4,046,362

4,013,202

 

Impairment



Balance brought forward

1,366,338

1,366,338


________

________

Balance carried forward

1,366,338

1,366,338

 

Exchange movements



Balance brought forward

725,618

52,301

Movement in year

 (421,918)

 673,317

Balance carried forward

  303,700

725,618


________

________

Total

4,562,613

4,924,326

 

The development expenditure relates to development of the uranium exploration project in the Morondava basin of Madagascar.

 

The licences relate to uranium exploration licences in the Morondava basin of Madagascar.

 

Following an impairment review in 2007, an impairment adjustment of £1,366,338 was recognised in relation to the Morondava uranium project.

 

The project has yet to reach a stage of development where a determination of the technical feasibility or commercial viability can be assessed.  In addition, as Madagascar is presently experiencing a period of political upheaval and uncertainty, the Company has resolved to take a cautious approach to exploration and accordingly has not conducted exploration activities during the current financial year and does not expect to undertake any material exploration activities in Madagascar whilst this period of uncertainty prevails.  In these circumstances, whether there is any indication that the asset has been impaired is a matter of judgement, as is the determination of the quantum of any required impairment adjustment.  The Directors have used their experience to conclude that no impairment adjustment is required in the current year (31 December 2008: £nil).

 

6.    Loans

 

Company and Group

31 December 2009

31 December 2008


£

£

Balance brought forward

1,035,626

-

Amounts advanced

331,743

873,118

Loan interest and charges

135,256

104,901

Capitalisation of loan

(1,345,920)

-

Exchange movement

245,915

57,607


_______

________

Balance carried forward

402,620

1,035,626

 

In February 2008 the Company secured an A$0.5 million (£224,000 as translated at 1 February 2008) loan facility from Natasa Mining Limited (Natasa).  The loan bears interest at 15% per annum on funds drawn, is unsecured and was repayable in August 2008 or immediately upon UMC Energy Plc raising further debt or equity funding.  The facility bears a facility fee of A$15,000 (£6,729).  The loan was not repaid in August 2008 and with the forbearance of Natasa is repayable under the same terms as the March 2008 loan.

 

In March 2008 the Company secured a further loan facility from Natasa for an unspecified amount to be used in meeting the Company's working capital requirements, including funds to be expended on the Morondava uranium project.  The loan bears interest at 15% per annum on funds drawn, is secured by a negative pledge over the Company's equity interest in Uramad UK Limited and is repayable within 60 days following a demand by Natasa.  The facility bears a draw down fee of 3% of funds drawn.

 

In October 2009, the Company repaid A$2,400,000 (£1,345,920) of the loan amount through the issue of 213,638,095 ordinary £0.005 shares at a premium of £0.0013 per share to Natasa.

 

 

7.    Cash flows from operating activities     

Group

31 December

31 December


2009

2008


£

£

Net loss from operations

(543,699)

(643,706)

Adjustments for:



Share based payments

-

10,989

Translation and currency movements

220,207

192,736

Depreciation

11,238

12,679

Loss on disposal of fixed assets

4,755

-


_______

________

Operating cash flows before movements in working capital

307,499

(427,302)

Decrease / (increase) in trade and other receivables

39,283

(69,263)

Decrease in trade and other payables

  (8,560)

 (293,391)

Net cash outflow from operating activities

(276,776)

(789,956)

 

       Non cash transaction

On 16 October 2009, the Company and Natasa Mining Limited agreed to capitalise A$2.4 million (£1,345,920) of the loan amount drawn.  This was done by allotting 213,638,095 new £0.005 ordinary shares at a price of £0.063 per share to Natasa Mining Limited.

 

8.    Related party transactions

C Kyriakou and J Reynolds are directors of Natasa Mining Limited (Natasa), an Australian company and as of 16 October 2009 the parent company of UMC Energy Plc.

 

In February 2008 the Company secured an A$0.5 million (£224,000 as translated at 1 February 2008) loan facility from Natasa. The loan bears interest at 15% per annum on funds drawn, is unsecured and was repayable in August 2008 or immediately upon UMC Energy Plc raising further debt or equity funding.  The facility bears a facility fee of A$15,000 (£6,729).  The loan was not repaid in August 2008 and with the forbearance of Natasa is repayable under the same terms as the March 2008 loan.

 

In March 2008 the Company secured a further loan facility from Natasa for an unspecified amount to be used in meeting the Company's working capital requirements, including funds to be expended on the Morondava uranium project.  The loan bears interest at 15% per annum on funds drawn, is secured by a negative pledge over the Company's equity interest in Uramad UK Limited and is repayable within 60 days following a demand by Natasa.  The facility bears a draw down fee of 3% of funds drawn.

 

On 16 October 2009, the Company and Natasa agreed to capitalise A$2,400,000 (£1,345,920) of the amount drawn under these facilities. This was done by allotting 213,638,095 new ordinary £0.005 shares at a price of £0.063 per share. On that date the Company became a subsidiary of Natasa.

 

As at 31 December2009, the Company had, net of the capitalised amount, borrowed A$718,195 (£402,620) (2008: A$2,170,033 (£1,035,626)) under these facilities.  This amount includes interest and charges of A$520,262 (£240,157) (2008: A$230,116 (£104,901)).

 

At present, the Company is entirely dependent on funding from Natasa for its continuing operation.

 

Capma Pty Limited, a company in which C Kyriakou has an interest, paid expenses on behalf of the Company amounting to £1,792 (31 December 2008: £7,129) of which £nil (31 December 2008: £1,126) is outstanding at the year end. 

 

                 The Company was charged £36,000 (31 December 2008: £36,000) by Resource Capital Partners Inc for the provision of the consultancy services of C Kyriakou.

 

The Company was charged £43,722 (31 December 2008: £25,492) by J Reynolds for the provision of accounting and administration services of which £3,929 (31 December 2008: £3,114) is outstanding at the year end.

 

The Company was charged £12,000 (31 December 2008: £3,000) by Shakesby Investments Pty Limited for the provision of the services of R Shakesby as director.

 

The parent company of the group is UMC Energy Plc.

 

During the year the Company made additional advances to its subsidiary Uramad SA of £71,422 (31 December 2008: £585,543) and at the year end Uramad SA owed the Company £2,775,071 (31 December 2008: £2,837,716).

 

The Company provided support services and staff to Uramad SA for £7,680 (31 December 2008: £1,328).

 

9.      Post balance sheet events

 

Since 1 January 2010, the Company has advanced a further US$7,845 (£5,046) to Uramad SA, for use on uranium exploration activities.

 

Since 1 January 2010, the Company has borrowed a further A$113,140 (£64,883) from Natasa Mining Limited, for working capital.

 

10.     Publication of non statutory accounts

 

The summary accounts set out above do not constitute statutory accounts as defined by Section 240 of the UK Companies Act 1985. The summarised consolidated balance sheet at 31 December 2009 and the summarised consolidated income statement, summarised consolidated statement of changes in equity and the summarised consolidated cash flow statement for the year then ended have been extracted from the Group's 2009 statutory financial statements upon which the auditors' opinion is modified on the basis of an emphasis of matter opinion on going concern and significant uncertainty. The results for the year ended 31 December 2008 have been extracted from the statutory accounts for that period, which contain a modified auditors' report on the basis of an emphasis of matter opinion on going concern.

 

11.    Annual Report

 

The Annual Report for the year ended 31 December 2009 will be posted to shareholders shortly.

 

Copies of the report will be available from the Company's registered office at 11 Albemarle Street London W1S 4HH United Kingdom and also from the Company's website www.umc-energy.com

 

 

 


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