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Antisoma PLC (SRC)

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Friday 23 March, 2012

Antisoma PLC

Half Yearly Report

RNS Number : 9156Z
Antisoma PLC
23 March 2012
 



ANTISOMA PLC

RESULTS FOR THE SIX MONTHS ENDED 31 DECEMBER 2011

Antisoma plc ("Antisoma" or the "Company) announces its unaudited results for the six months ended 31 December 2011.

 

Highlights:

 

 

·      Cash and short term deposits at 31 December 2011 of £13.6 million (2010: £14.7 million)

 

·      Administration costs substantially reduced

 

·      Move to AIM approved and implemented

 

·      Ongoing strategy as an Investment Company

 

Michael Pappas, Chairman, said:

"Antisoma benefits from a solid balance sheet and cash position and will continue to run a low cost base. This places the Company in a good position to exploit opportunities as they emerge with a view to developing a diversified portfolio of business investments. I believe that this will build value for shareholders going forward."

 

Enquiries:

 

Antisoma PLC

Michael Pappas, Non-Executive Chairman

 

Tel: +44 (0) 20 7099 7268

Altium (Nominated Adviser)

Tim Richardson

Katherine Hobbs

Tel: +44 (0) 20 7484 4040

 

NON-EXECUTIVE CHAIRMAN'S STATEMENT

Overview

Following the discontinuation of key clinical trials in early 2011, the Board took action to cease investment in the Group's clinical development programmes and reduce central overheads to a minimum in order to preserve cash resources.

The continuing Board subsequently reviewed a range of alternative strategies and opportunities in order to generate value for shareholders. During that process, the Board developed and agreed a strategy to identify and invest in a number of businesses with significant potential for value creation rather than commit the whole of Antisoma's cash resource to a single investment. It also became clear to the Board that the AIM market rather than the Official List, would be more appropriate for the trading of the Company's shares given its current strategy and size.  In particular, a move to AIM would mean that corporate transactions can be executed more quickly and cost effectively. 

On 7 December 2011, the Company's shareholders approved proposals to cancel Antisoma's listing on the Official List and to seek admission to trading of its shares on AIM. It was also felt appropriate for certain changes to be made to the Board at that time and, therefore, Grahame Cook and Michael Lewis did not seek re-appointment at the AGM on 7 December 2011, at which time I took on the role of Non-Executive Chairman.  In addition, Ross Hollyman was appointed as an additional Non-Executive Director at the AGM.

Antisoma was subsequently admitted to AIM on 11 January 2012 as an Investing Company with an investing strategy under which the Board intends to identify investment opportunities offering the potential to deliver a favourable return to shareholders over the medium term, primarily in the form of a capital gain. A particular consideration will be to identify businesses which, in the opinion of the Board, are under-performing and present opportunities for value creation. The Company's equity interest in a potential investment may range from a minority position to 100 per cent. ownership and the interest may be either quoted or unquoted. 

The Board intends the Company to be an active investor and to assist in the strategic development and growth of any significant acquisitions and/or investments it makes. The acquisitions or investments may be funded from existing cash resources, by the issue of new shares or with debt, or a combination thereof, as the Board deems appropriate.

Financial highlights

The Group reported a loss of £0.26m for the six months to 31 December 2011 (2010: loss of £15.38m) with administrative costs reduced to £0.19m inclusive of the cost of moving to AIM (2010: £1.79m). At 31 December 2011 the Group had cash balances of £13.56m and net assets of £12.27m.

Outlook

 

Antisoma benefits from a solid balance sheet and cash position and will continue to run a low cost base. This places the Company in a good position to exploit opportunities as they emerge with a view to developing a diversified portfolio of business investments. I believe that this will build value for shareholders going forward.

 

CONSOLIDATED INCOME STATEMENT

FOR THE SIX MONTHS ENDED 31 DECEMBER 2011

 

 

 

 



6 months ended 31 December

6 months ended 31 December

Year

ended 30

June

 




2011

2010

2011

 




(Unaudited)

(Unaudited)

(Audited)

 



Notes

£'000

£'000

£'000

 







 

Revenue



                 -

           337

        1,178

 

Research and development expenditure


-

 (14,697)

 (16,241)

Administrative expenses


 (191)

 (1,792)

 (4,157)

Foreign exchange loss


(127)

(216)

(494)

Impairment of intangible assets



          -

                 -

 (58,197)

Total operating expenses


 (318)

 (16,705)

 (79,089)

Other operating income


          -

           152

 -

Operating loss


 (318)

 (16,216)

 (77,911)







Finance income



     54

              71

              52







Loss before taxation


 (264)

 (16,145)

 (77,859)







Taxation



 -

           765

        8,542

Loss for the period


(264)

(15,380)

(69,317)







Loss per ordinary share





Basic and diluted


 4

 (0.04)p

 (2.4)p

 (10.9)p

 

The loss for the period arises from the Group's continuing operations.

 

Consolidated Statement of Comprehensive Income

 




6 months ended 31 December

6 months ended 31 December

Year

ended 30

June




2011

2010

2011




(Unaudited)

(Unaudited)

(Audited)




£'000

£'000

£'000







Loss for the period


 (264)

 (15,380)

 (69,317)

Exchange translation difference on consolidation


                 -

 (287)

 (382)

Total comprehensive income for the period


 (264)

 (15,667)

 (69,699)

 

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE SIX MONTHS ENDED 31 DECEMBER 2011

 

 


Share capital

Share premium

Shares to be issued

Other reserve - retranslation

Other reserve - merger

Profit and loss

Total


£'000

£'000

£'000

£'000

£'000

£'000

£'000









At 1 July 2010

  10,628

 122,070

     -

  8,664

   39,255

(100,156)

 80,461

Total comprehensive income for the year

 -

 -

 -

 (287)

 -

 (15,380)

 (15,667)

New share capital issued

     28

 21

     -

 -

 -

 -

    49

Share options: value of employee services

       -

 -

 -

 -

 -

            938

    938

At 31 December 2010 

   10,656

  122,091

       -

    8,377

  39,255

 (114,598)

   65,781

Total comprehensive income for the period

 -

 -

 -

 (95)

 -

 (53,937)

 (54,032)

New share capital issued

      69

       -

 -

 -

 -

 -

      69

Reserve transfer

       -

      -

    -

       -

 (39,255)

  39,255

 -

Share options: value of employee services

 -

 -

 -

 -

 -

            717

   717

At 30 June 2011

  10,725

122,091

        -

   8,282

     -

 (128,563)

12,535

Total comprehensive income for the period

                      -

                    -

                   -

                        -

                       -

 (264)

 (264)

 At 31 December 2011

   10,725

122,091

        -

   8,282

     -

 (128,827)

   12,271

 

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2011

 



As at 31 December

As at 31 December

As at 30 June



2011

2010

2011



(Unaudited)

(Unaudited)

(Audited)


Notes 

£'000

£'000

£'000






ASSETS





Non-current assets





Goodwill


                  -

         7,162

                      -

Intangible assets


                  -

       47,127

                      -

Property, plant and equipment


                  -

         1,052

                      -



                  -

       55,341

                      -

Current assets





Trade and other receivables


               23

         1,071

                883

Current tax receivable


            513

         1,038

             1,463

Short-term deposits


                  -

         8,695

                      -

Cash and cash equivalents


       13,565

       14,687

           12,312



       14,101

       25,491

           14,658

LIABILITIES





Current liabilities





Trade and other payables


 (153)

 (5,738)

 (316)

Current tax payable


                  -

 (1)

 (1)

Provisions


 (1,677)

 (2,134)

 (1,806)



 (1,830)

 (7,873)

 (2,123)

Net current assets


       12,271

       17,618

           12,535






Non-current liabilities





Deferred tax liabilities


                  -

 (7,162)

                      -

Provisions


                  -

 (16)

                      -



                  -

 (7,178)

                      -






Net assets


       12,271

       65,781

           12,535






Shareholders' equity





Share capital

5

       10,725

       10,656

           10,725

Share premium


    122,091

    122,091

        122,091

Other reserves


         8,282

       47,632

             8,282

Profit and loss account


 (128,827)

 (114,598)

 (128,563)

Total shareholders' equity


       12,271

       65,781

           12,535

 

 

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE SIX MONTHS ENDED 31 DECEMBER 2011

 

 


6 months ended 31 December

6 months ended 31 December

 

Year ended 30

 June


2011

2010

2011

 


(Unaudited)

(Unaudited)

(Audited)

 


£'000

£'000

£'000

 

  




 

Cash flows from operating activities




 

Loss for the period

 (264)

 (15,380)

 (69,317)

 

Add back:




 

Foreign exchange loss

127

  216

    494

 

Finance income

 (54)

 (71)

 (52)

 

Tax credit

        -

 (765)

 (1,380)

 

Deferred tax credit

   -

     -

 (7,162)

 

Depreciation of property plant and equipment

    -

    246

   391

 

(Gain)/loss on disposal of property, plant and equipment

      -

 (84)

    804

 

Impairment of intangible assets

  -

  4,158

  58,197

 

Disposal of intangible assets

  -

-

   250

 

Share-based payments

       -

       938

     1,655

 


 (191)

 (10,742)

 (16,120)

 

Decrease/(increase) in trade and other receivables

  860

 1,011

 1,238

 

(Decrease)/increase in trade and other payables

 (164)

 (2,360)

 (8,363)

 

Cash flows from operations

505

 (12,091)

 (23,245)

 

Finance income

         54

     120

      118

 

Taxation received

     950

   3,342

  3,531

 

Net cash flows from operating activities

1,509

 (8,629)

 (19,596)

 





 

Cash flows from investing activities




 

Purchase of property, plant and equipment

          -

 (128)

 (121)

 

Proceeds on disposal of property, plant and equipment

            -

          84

       89

 

Sale of short-term deposits

   -

   13,270

   21,965

 

Net cash generated from investing activities

      -

 13,226

21,933

 





 

Cash flows from financing activities




 

Proceeds from issue of ordinary share capital

            -

  49

      118

 

Net cash generated from financing activities 

            -

      49

         118

 





 

Net increase in cash and cash equivalents

1,509

     4,646

      2,455

 

Exchange losses on cash and bank overdrafts

 (256)

 (57)

 (241)

 

Cash and cash equivalents at beginning of the period

 12,312

  10,098

        10,098

 

Cash and cash equivalents at end of the period

      13,565

     14,687

    12,312

 

 

 

NOTES TO THE CONDENSED FINANCIAL STATEMENTS

 

1) BASIS OF PREPARATION

 

The interim financial statements of Antisoma Plc are unaudited condensed consolidated financial statements for the six months ended 31 December 2011. These include unaudited comparatives for the six months ended 31 December 2010 together with audited comparatives for the year ended 30 June 2011.

 

The condensed consolidated financial statements do not constitute statutory accounts. The statutory accounts for the year ended 30 June 2011 have been reported on by the auditors to Antisoma Plc and have been filed with the Registrar of Companies. The report of the auditors was unqualified and did not contain a statement under section 498 of the Companies Act 2006.

 

2) SIGNIFICANT ACCOUNTING POLICIES

 

The condensed consolidated financial statements have been prepared under the historical cost convention in accordance with International Financial Reporting Standards as adopted by the European Union.

 

The accounting policies adopted are consistent with those followed in the preparation of the annual financial statements of Antisoma Plc for the year ended 30 June 2011.

 

3) TAXATION

 

The Group has accumulated losses available to carry forward against future trading profits.  No deferred tax asset has been recognised in respect of tax losses since it is uncertain at the balance sheet date as to whether future profits will be available against which the unused tax losses can beutilised.

 

4) LOSS PER SHARE (BASIC AND DILUTED)

 

Basic loss per share is calculated by dividing the loss attributable to equity holders of the parent by the weighted average number of ordinary shares in issue during the period. Diluted loss per share is calculated by adjusting the weighted average number of ordinary shares in issue during the period to assume conversion of all dilutive potential ordinary shares. The company has previously had potentially dilutive shares in issue but there is no dilutive earnings effect as there is a loss for each of the periods concerned.

 



6 months ended 31 December 2011

(Unaudited)

6 months ended 31 December 2010

(Unaudited)

Year ended

30 June

2011 (Audited)



£'000

£'000

£'000

 






 

Loss for the period (£'000)


 (264)

 (15,380)

 (69,317)

 

Weighted average number of shares ('000)


     639,360

630,810

   633,328

 

Basic loss per ordinary share

(0.04)p

(2.4)p

(10.9)p

 

 

At 31 December 2011, there are no employee options in issue and the company has no shares held in treasury.

 

5) SHARE CAPITAL

 


6 months ended 31 December 2011

(Unaudited)

6 months ended 31 December 2010

(Unaudited)

Year

ended 30 June

2011

(Audited)


£'000

£'000

£'000

 

Authorised




 

835,500,000 ordinary shares of 1p each

      8,355

    8,355

    8,355

 

5,000,000 preference shares of £1 each

  5,000

     5,000

    5,000

 


      13,355

   13,355

13,355

 





 

Issued, allotted, called-up and fully paid




 

639,360,364  Ordinary shares of 1p each at 31 December 2011 and 30 June 2011

       6,393

     -

  6,393

 

632,400,356 Ordinary shares of 1p each at 31 December 2010

          -

     6,324

     -

 

4,331,683 preference shares of £1 each

        4,332

      4,332

  4,332

 


  10,725

     10,656

  10,725

 

 

The zero coupon convertible redeemable preference shares of £1 each have the following principal terms attached:

 

·      No rights to receive dividends;

·      On a winding up, the preference shareholders rank above ordinary shareholders in payment of a sum equal to the nominal capital paid up but have no rights to participate further in the assets of the Company;

·      No rights to receive notice of or attend or vote at any general meeting of shareholders

·      No longer convertible as the conversion periods have expired; and

·      Redeemable at the option of the Company at any time at par

 

6) RELATED PARTY TRANSACTIONS

 

During the period the Company entered into the following transactions with ORA Capital Limited (a wholly owned subsidiary of a significant corporate shareholder which as at 31 December 2011 held 28.7% of the Company's issued share capital).

 


Six months ended

Six months ended

Year to

 31 December 2011

 31 December 2010

 30 June 2011


(Unaudited)

(Unaudited)

(Audited)


£'000

£'000

£'000

Management consultancy fees

6

-

-

 

During the six month period ended 31 December 2011, the Company entered into numerous transactions with its subsidiary companies which net off on consolidation - these have not been shown.

In addition, during the period the Company paid remuneration to the Directors' in accordance with their service contracts and letters of appointment.

 

7) HALF YEAR FINANCIAL REPORT

 

A copy of the half year report will be distributed to shareholders and will also be available on the Company's website at www.antisoma.com


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