Interim Results

To be embargoed until 7.00 a.m. on 15 December 2005 Eurovestech Plc ('Eurovestech' or 'the Company') Interim Results for the six months ended 30 September 2005 Chairman's Statement I am pleased to report on the good progress made by the Company in the first half of the year. Most notably, in May, ToLuna plc ('ToLuna') successfully listed on AIM, valuing our holding at £18 million, against a cost of investment of £2 million. By the end of September, this market value had risen to more than £20 million and it stands today at £23 million. During the period, Eurovestech's net assets increased to £25.9 million from £13.3 million. This uplift reflects the increase in the carrying value of our shareholding in ToLuna and the trading result. The progress we have made is not fully reflected in the carrying values of our portfolio, where our ToLuna stake at 30 September was carried at £5.1 million below its then market value. This conservative figure arises because we apply a 'liquidity discount' of 25 per cent. Equally, the rapid growth of Knowledge Support Systems (`KSS'), makes it impractical to value reliably Eurovestech's investment. It is carried in our accounts at its 30 September 2003 value of £ 4.2 million, even though net profits to the year to June 2005 exceeded £ 950,000. The loss we report of £0.8 million for the period under review represents our operating costs, and this figure includes a one-off cost of £0.5 million in lieu of a three year share option package to Jean-Michel Petit, Eurovestech's Director of Investments. The loss for the corresponding period last year was £ 0.4 million. Portfolio Review ToLuna (formerly CJudge) is a leading online panel and technology provider for the market research industry. ToLuna was successfully listed on AIM in May, raising £5 million gross from institutional investors. Eurovestech owns just under 64 per cent. of ToLuna's share capital. Earlier this month, ToLuna reported that trading in the six months to 30 September 2005 had exceeded management expectations. Its panel membership, through which it conducts market research, has grown to more than 650,000 across 13 European countries. In August 2005, we were able to report that KSS, a leading provider of pricing and revenue management systems for the retail and petroleum sectors, had increased sales more than four-fold to over £5 million and produced a post-tax profit for its year to June 2005 of more than £950,000. This represented an important milestone for the business and met the challenge we laid down in April 2005. I am pleased that KSS, which is currently wholly owned by Eurovestech, is continuing both to focus its efforts and investment in order to develop its market position. The disruption to the fuels market occasioned by Hurricanes Katrina and Rita inevitably resulted in logistical delays in some KSS customer trials. But we believe that in the longer term, KSS will be the beneficiary of the increased awareness of the importance of pricing decisions in volatile markets. Magenta Corporation Limited ('Magenta') is a provider of intelligent software agent technology, which enables automation of real-time negotiating and scheduling processes. In September, Magenta secured a sizeable contract with Noble Group, the global supply chain manager, selecting Magenta's intelligent scheduling and continuous planning application to facilitate the co-ordination of its logistic operations. Eurovestech owns 38 per cent of Magenta's fully diluted share capital. The remainder of the portfolio, which includes holdings in MyKindaplace Limited, Tevet Process Control Technologies Limited, ARKeX Limited ('ARKeX'), Lynx Photonic Networks Inc., D-Pharm Limited and Atarim Web Consulting together account for less than 10 per cent. of the portfolio by carrying value. The overall performance of these businesses has been positive. In particular, we are extremely pleased with the scale and extent of customer wins at ARKeX and earlier this month, we agreed to invest a further £0.3 million as part of a £ 5.5 million funding round, led by a major industry-specific investor. ARKeX provides technology that enables searches for oil, gas and mineral companies to pinpoint appropriate drilling sites from the air. Following this round, Eurovestech holds 4.3 per cent of ARKeX's share capital. Earlier this week, ARKeX secured a significant contract with Chesapeake, the second largest independent producer of natural gas and the most active driller of oil and gas in the United States. Charitable Donations The Company has today issued 200,000 new ordinary shares divided equally between The Orpheus Centre and Dreams Come True. Application has been made for these 200,000 shares to be admitted to AIM and it is expected that dealings in these shares will commence on 5 January 2006. Richard Bernstein, Chief Executive of the Company, has paid the £2,000 nominal value to facilitate their issue. Since 2001, the company has created and gifted 5,600,000 shares to dozens of worthy causes, bringing the total number of shares gifted, including those from Richard Bernstein's personal holding to 10,000,000. We hope these policies and actions will encourage other companies to support charities in this way. Prospects ToLuna's recent trading update provides great confidence, with the business capitalising on its strong growth prospects. The visibility that its AIM listing now provides is translating into a continuing uplift in the value of our portfolio. KSS has seen its sales pipeline strengthen and although the precise timing of prospective customer wins is never easy to predict, we are confident that the business will enjoy a strong second half and deliver continued top-line growth. Given the encouraging valuations of recent transactions in the revenue management space, we believe KSS is well set to exploit a very significant market opportunity and therefore will continue to invest in resources to scale the business, increase the rate of growth and position KSS to be a leading player in this important market. While the focus of our efforts is on safeguarding and building upon the significant value within our portfolio, we remain alert to other targeted opportunities. I am extremely optimistic about Eurovestech's prospects. Richard Grogan Chairman 15 December 2005 Unaudited Profit and Loss Account For the six months ended 30 September 2005 Note Six months Six months Year ended ended ended 31 March 2005 30 September 30 September (audited) 2005 2004 (unaudited) (unaudited) £ £ £ Turnover 9,184 - - Gross profit 9,184 - - Net operating expenses (809,613) (344,742) (773,012) Other operating expenses - - - Operating loss (800,429) (344,742) (773,012) Net interest 2 (12,674) (22,390) (16,979) Income from current asset 30,152 - - investments Amounts written off to - - (53,315) investments Unrealised (losses)/gains on (50,234) - 181,262 investments Loss on ordinary activities (833,185) (367,132) (662,044) before taxation Loss per ordinary share 3 (0.267p) (0.141p) (0.263p) Unaudited Other Primary Statements For the six months ended 30 September 2005 Statement of Total Recognised Gains and Losses Six months Six months Year ended ended ended 31 March 2005 30 September 30 September (audited) 2005 2004 (unaudited) (unaudited) £ £ £ Loss for the financial year/period (833,185) (367,132) (662,044) Unrealised gain on fixed asset 13,339,450 - - investments Total gains and losses recognised 12,506,265 (367,132) (662,044) for the year/period Note of Historical cost Profit and Losses Six months Six months Year ended ended ended 31 March 2005 30 September 30 September (audited) 2005 2004 (unaudited) (unaudited) £ £ £ Loss on ordinary activities before (833,185) (367,132) (662,044) taxation Historical cost loss on ordinary (833,185) (367,132) (662,044) activities before taxation Historical cost loss transferred to (833,185) (367,132) (662,044) reserves Unaudited Balance Sheet At 30 September 2005 At 30 At 30 At 31 March September September 2005 2005 2004 (audited) (unaudited) (unaudited) £ £ £ £ £ £ Fixed assets Tangible assets 3,932 2,612 1,737 Investments 23,062,353 9,000,433 9,200,930 23,066,285 9,003,045 9,202,667 Current assets Debtors 123,192 214,814 169,299 Investments 4,506,336 562,438 2,674,107 Cash at bank and 171,535 179,886 2,557,906 in hand 4,801,063 957,138 5,401,312 Creditors: (2,011,483) (558,542) (156,379) amounts falling due within one year Net current 2,789,580 398,596 5,244,933 assets Total assets less 25,855,865 9,401,641 14,447,600 current liabilities Creditors: - (1,100,000) (1,100,000) amounts falling due in more than one year Net assets 25,855,865 8,301,641 13,347,600 Capital and reserves Called up share 3,126,228 2,604,109 3,124,228 capital Share premium 13,849,192 9,028,440 13,849,192 account Revaluation 16,509,766 3,170,316 3,170,316 reserve Profit and loss (7,629,321) (6,501,224) (6,796,136) account Shareholders' 25,855,865 8,301,641 13,347,600 funds Unaudited Cash Flow Statement For the six months ended 30 September 2005 Note Six months Six months Year ended ended ended 31 March 2005 30 September 30 September (audited) 2005 2004 (unaudited) (unaudited) £ £ £ Net cash inflow/(outflow) from 4 207,195 (21,982) (951,406) operating activities Returns on investments and servicing of finance Interest received and similar 27,456 18,787 78,374 income Interest paid (40,130) (41,177) (95,353) Dividends received 30,152 - - Net cash inflow from returns on 17,478 (22,390) (16,979) investments and servicing of finance Capital expenditure and financial investment Purchase of tangible fixed assets (3,446) (310) (310) Purchase of fixed asset (521,973) (532,770) (978,582) investments Receipts from sale of fixed asset - - 192,000 investments Net cash outflow from capital (525,419) (533,080) (786,892) expenditure and financial investment Management of liquid resources Purchase of current asset (34,599,064) (6,612,687) (16,895,021) investments Sale of current asset investments 32,851,439 6,050,297 14,546,605 Net cash outflow from management (1,747,625) (562,390) (2,347,416) of liquid resources Net cash outflow before financing (2,048,371) (1,139,842) (4,102,693) Financing Receipt of borrowings (340,000) - - Issue of shares 2,000 6,000 5,360,500 Expenses paid in connection with - - (13,629) share issues Net cash (outflow)/inflow from (338,000) 6,000 5,346,871 financing (Decrease)/Increase in cash 5 (2,386,371) (1,133,842) 1,244,178 1. Basis of Preparation The results for the six months ended 30 September 2005 which are unaudited, have been prepared in accordance with applicable accounting standards except as noted below and under the historical cost convention except for the revaluation of investments. Venture capital investments that are subsidiary undertakings are carried in accordance with the company's normal policy on valuation and are not consolidated. These investments within the portfolio are held exclusively for resale with a view to the ultimate realisation of capital gains although not necessarily with a view to disposal within a year of acquisition. The company owns an investment that the Companies Act 1985 requires to be treated as an associated undertaking and therefore accounted for using the equity method of accounting. The directors believe that accounting for this investment in this manner would not give a true and fair view of the value generated from investment activities, since this is better measured by the inclusion of profits or losses on disposal of such investments in the profit and loss account. As a result, such investments have been recorded in accordance with the company's normal policy on valuation. Accordingly, the company is exempt from preparing group accounts as all subsidiaries and associates are excluded from consolidation. Therefore, these financial statements present information about the company and not about its group. The financial information set out in this document does not comprise the statutory accounts of the Company within the meaning of section 240(5) of the Companies Act 1985. 2. Net interest Six months Six months Year ended ended ended 31 March 2005 30 September 30 September (audited) 2005 2004 (unaudited) (unaudited £ £ £ Other interest receivable and similar income 27,456 18,787 78,374 Interest payable (40,130) (41,177) (95,353) (12,674) (22,390) (16,979) 3. Loss per ordinary share The calculation of loss per share is based on the loss attributable to ordinary shareholders of £833,185 (2004: £367,132) divided by the weighted average number of shares in issue during the year, being 312,619,522 (2004: 259,824,011) shares. Warrants outstanding at the period end were anti-dilutive. 4. Net cash inflow/(outflow) from operating activities Six months Six months Year ended ended ended 31 March 2005 30 September 30 September (audited) 2005 2004 (unaudited) (unaudited) £ £ £ Operating loss for the period (800,429) (344,742) (773,012) Depreciation of tangible fixed 1,251 903 1,778 assets (Gain)/Loss on disposal of (134,838) 818 (145,373) current asset investments Decrease in debtors 46,107 11,310 56,825 Increase/(decrease) in 1,095,104 310,539 (91,624) creditors Other non-cash movement - (810) - Net cash inflow/(outflow) from 207,195 (21,982) (951,406) operating activities 5. Reconciliation of net cash flow to movement in net funds Six months Six months Year ended ended ended 31 March 2005 30 September 30 September (audited) 2005 2004 (unaudited) (unaudited) £ £ £ (Decrease)/Increase in cash in (2,386,371) (1,133,842) 1,244,178 the period Cash outflow from financing 340,000 - - Cash outflow from increase in 1,747,625 562,390 2,347,416 liquid resources Other non-cash movements 84,604 (8) 326,635 relating to investment gains Change in net (debt)/funds (214,142) (571,460) 3,918,229 resulting from cash flows Net funds at 1 April 2005 4,132,013 1,313,784 213,784 Net funds at 30 September 2005 3,917,871 742,324 4,132,013 6. Analysis of changes in net funds - Unaudited At 1 April Cash flow At 2005 30 September 2005 £ £ £ Cash in hand 2,557,906 (2,386,371) 171,535 Liquid resources 2,674,107 1,832,229 4,506,336 Debt (1,100,000) 340,000 (760,000) 4,132,013 (214,142) 3,917,871 7. Dividends No dividend is proposed for the six months ended 30 September 2005. 8. Capital Commitments The company had no capital commitments at 30 September 2005. 9. Copies of the Interim Financial Statements Copies of the interim financial statements are available on request from the Company's registered office at 29 Curzon Street, London W1J 7TL. Further Enquiries Eurovestech plc Telephone Richard Bernstein, Chief Executive 020 7491 0770 John East & Partners Ltd 020 7628 2200 David Worlidge/Simon Clements
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