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