TIDMAIM
RNS Number : 8669B
AIM Investments PLC
25 February 2011
AIM Investments Plc (the "Company)
Interim results for the period ended 30 November 2010
CHAIRMAN'S REPORT
I am pleased to report these interim results for the period 1
June 2010 to 30 November 2010, which include the Company's first
three investments. At the time of writing, the Company has
successfully implemented its investing policy ("Investing Policy")
and gained shareholder approval of certain changes to the Investing
Policy. It has also secured both investment and working capital
loans from a corporate investor who is now also the Company's major
shareholder. The Company is now looking to make further emerging
and frontier market investments under its new Investing Policy, as
well as realize returns from its existing investments, and is
considering a number of financing options to facilitate this.
Investments and Investing Policy
The Company made three investments in Shenzen Cadro (Catic
Group) Hydraulic Equipment Co. Limited, Planteman SA and Minera
Mapsa SA on 27 October 2010, 2 November 2010 and 5 November 2010
with a combined cost of $800,000. During the period, $800,000 was
drawn down under a loan facility provided by Desmond Holdings Ltd
("Desmonds") and transferred into escrow accounts in order to fund
these investments. Further details of these investments can be
found on the Company's website - www.aiminvestmentsplc.com
Trading in the Company's shares on AIM was suspended on 4 May
2010 under Rule 15 of the AIM Rules pending substantial
implementation of the Company's Investing Policy to the
satisfaction of the London Stock Exchange ("the Exchange") or a
reverse transaction under Rule 14 of the AIM Rules. The Exchange
confirmed on 5 November 2010 that the Company had implemented its
Investing Policy through its investments.
Prior to lifting the suspension in trading, the Exchange
required the Company to seek shareholder approval to changes to its
Investing Policy to align it more closely with the above
investments. The requisite resolution was accepted at the Annual
General Meeting, which took place on 9 December 2010. The
suspension was lifted on 10 December 2010.
Appointment and Resignation of Directors
No directors were appointed or resigned during the period.
Mark Pajak, a director of Desmonds, joined the board of the
Company in December 2010 replacing John Frankland as Non-Executive
Director. I want to thank John for his hard work supporting the
Company through a difficult development period.
Review of the Financial Results
The Company has been operating from a very low cost base during
the period. Most of the Directors have chosen not to take a fee or
to reduce their fee until the Company has sufficient working
capital to support payments.
The Company was financed in the period through a working capital
facility provided by Maji Capital Partners Group Plc ("Maji
Capital"), a company connected to Andrew Meikle, who resigned as a
director on 28 September 2009. All amounts outstanding under this
loan were capitalized in the period and no further amounts have
been drawn down since.
The Company has made three investments totalling $800,000. It
has drawn down an equivalent amount under the loan facility
provided by Desmonds on 28 October 2010 (amended 1 November 2010).
The Directors anticipate that all investments, made using loans
that convert to equity on admission to Market, will yield
significant returns on loan capital invested in the form of equity,
although this cannot be guaranteed. If these companies do not
eventually succeed in being admitted to a public market, the
Company will receive back investment monies.
Working Capital
A loan provided by Maji Capital to the Company under the terms
of the revised working capital facility agreement amounting to
GBP99,810 representing total amounts lent to the Company to 30 June
2010 (balance at 31 May 2010 was GBP79,323) was converted into
19,962,000 new ordinary shares in the Company on 8 July 2010. The
capitalisation of this loan was executed at the price of 0.5 pence
per new ordinary share. The board does not intend to draw down any
further amounts under the terms of this agreement.
Desmonds provided a Loan Facility to the Company of up to
GBP500,000 on 28 October 2010 (increased to GBP700,000 on 1
November 2010) to be used to make qualifying investments under the
Company's Investing Policy. The fee for providing this loan was
settled by the issue of 58,480,300 shares equivalent to 29.99% of
the Company on 10 December 2010.
The Company is currently being financially supported by a
working capital facility provided by Desmonds on 8 December 2010.
The facility is uncapped, non-interest bearing and for a period of
12 months. The loan is repayable on demand although Desmonds have
agreed not to demand the repayment of the loan unless the Company
is in the position to make the repayment.
Funds continue to be drawn down when necessary and will continue
to be so until such time as the Company raises alternative working
capital funds or achieves a substantial return on its
investments.
The board is currently reviewing a range of further investment
opportunities and has entered into a number of conditional
engagement letters with potential investee companies subject to
completion of satisfactory due diligence and availability of
adequate investment funds.
Going Concern
The Board considers that the availability of the working capital
facility from Desmonds and expected return on its recent
investments provides a basis on which the Company can continue to
trade as a going concern.
Future of the Company
The Directors are delighted that the necessary investment into
the Company was secured during the period enabling it to
substantially implement its Investing Policy and avert the
cancellation of trading of its shares on AIM. The Company is
optimistic that it will be able to secure additional funds to make
a broader range of profitable investments in the future.
We believe there are many exciting investment opportunities in
frontier and emerging markets, and we have established good
relationships with investment professionals based in those
territories who can provide the Company with a range of investment
choices.
I would like to thank shareholders for their support at the
recent AGM.
Sir Bernard Zissman
Chairman
Date: 25 February 2011
For further information please contact:
Alexandra Eavis 08702 701 111
AIM Investments Plc Mark Pajak 0203 259 4071
Northland Capital Partners
Limited (Nominated Adviser Gavin Burnell, Edward
and Broker) Hutton 020 7492 4750
www.aiminvestmentsplc.com
UNAUDITED STATEMENT OF COMPREHENSIVE INCOME
FOR THE SIX MONTHS TO 30 NOVEMBER 2010
Unaudited Unaudited Audited
6 months 6 months 12 months
30-Nov 30-Nov 31-May
2010 2009 2010
Notes GBP'000 GBP'000 GBP'000
Restated
Administrative
expenses (81) (16) (93)
Loss before
taxation (81) (16) (93)
Tax charge
on loss - - -
Loss for the
period (81) (16) (93)
========== ========== ==========
Loss per share (pence)
Basic and diluted 8 (0.06) (0.02) (0.10)
========== ========== ==========
None of the Company's activities were acquired or
discontinued during the above period.
UNAUDITED STATEMENT OF FINANCIAL POSITION
AS AT 30 NOVEMBER 2010
Unaudited Unaudited Audited
6 months 6 months 12 months
30-Nov 30-Nov 31-May
Notes 2010 2009 2010
GBP'000 GBP'000 GBP'000
Restated
ASSETS
Non-current assets
Investments 3 500 - -
500 - -
Current
assets
Trade and other receivables 4 113 8 34
Cash and cash equivalents 10 3 10
---------- ---------- ----------
123 11 44
Total assets 623 11 44
========== ========== ==========
EQUITY AND LIABILITIES
Shareholders' equity
Share capital 7 7,856 7,814 7,836
Share premium 316 147 237
Merger reserve (7,060) (7,060) (7,060)
Retained
earnings (1,189) (1,031) (1,108)
---------- ---------- ----------
(77) (130) (95)
Current liabilities
Trade and other payables 5 190 119 60
Short term borrowings 6 510 22 79
700 141 139
Total equity and liabilities 623 11 44
========== ========== ==========
UNAUDITED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE SIX MONTHS TO 30 NOVEMBER 2010
For the six months
ended 30 November Share Share Merger Retained Total
2010 capital premium reserve earnings equity
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Balance at 1 June
2010 brought
forward 7,836 237 (7,060) (1,108) (95)
Loss for the period - - - (81) (81)
--------- --------- --------- ---------- --------
Total recognised
income and expense
for the period - - - (81) (81)
Issue of shares 20 79 - - 99
Balance at 30
November 2010
carried forward 7,856 316 (7,060) (1,189) (77)
========= ========= ========= ========== ========
For the six months
ended 30 November Share Share Merger Retained Total
2009 as restated capital premium reserve earnings equity
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Balance at 1 June
2009 brought
forward 7,798 22 (7,060) (1,015) (255)
Loss for the period - - - (16) (16)
--------- --------- --------- ---------- --------
Total recognised
income and expense
for the period - - - (16) (16)
Issue of shares 16 125 - - 141
Balance at 30
November 2009
carried forward 7,814 147 (7,060) (1,031) (130)
========= ========= ========= ========== ========
For the year ended Share Share Merger Retained Total
31 May 2010 capital premium reserve earnings equity
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Balance at 1 June
2009 brought
forward 7,798 22 (7,060) (1,015) (255)
Loss for the period - - - (93) (93)
--------- --------- --------- ---------- --------
Total recognised
income and expense
for the period - - - (93) (93)
Issue of shares 38 215 - - 253
Balance at 31 May
2010 carried
forward 7,836 237 (7,060) (1,108) (95)
========= ========= ========= ========== ========
UNAUDITED STATEMENT OF CASH FLOWS
FOR THE SIX MONTHS TO 30 NOVEMBER 2010
Unaudited Unaudited Audited
6 months 6 months 12 months
30-Nov 30-Nov 31-May
2010 2009 2010
GBP'000 GBP'000 GBP'000
Restated
Cash flows from operating
activities
Loss before
tax (81) (16) (93)
Adjustments
for:
Change in trade and
other receivables (79) (8) (34)
Change in trade and
other payables 130 (116) (43)
(Decrease) in amounts owed
to related undertakings - - (154)
---------- ---------- ----------
Cash generated from
operations (30) (140) (324)
Tax on profits
paid - - -
Net cash used in operating
activities (30) (140) (324)
---------- ---------- ----------
Cash from investing
activities
Additions to
investments (500) - -
Net cash used in investing
activities (500) - -
---------- ---------- ----------
Cash from financing
activities
Repayment of borrowings (79) - -
Share issues 99 141 253
Other loans 510 - 79
Net cash generated from financing
activities 530 141 332
---------- ---------- ----------
Net increase in cash and cash
equivalents - 1 8
Cash and cash equivalents at the
beginning of the period 10 2 2
Cash and cash equivalents at the
end of the period 10 3 10
========== ========== ==========
NOTES TO THE UNAUDITED INTERIM FINANCIAL INFORMATION
FOR THE SIX MONTHS TO 30 NOVEMBER 2010
1 Principal accounting policies
Basis of preparation
Aim Investments PLC prepares its interim report and financial
statements on the basis of International Financial Reporting
Standards (IFRS) as adopted for use by the European Union (EU). The
financial information presented herein has been prepared in
accordance with IAS 34 "Interim Financial Reporting" and in
accordance with the accounting policies used in preparing the Aim
Investments PLC report and financial statements for the period
ended 31 May 2010 except as described below.
IFRS 9 is not applicable until 1 January 2013 but is available
for early adoption, which the Company has opted to do. This
addresses the classification and measurement of financial assets.
The implication for the Company is that investments in convertible
debt instruments will be valued at fair value through profit or
loss as the standard does not allow amortised cost to be applied to
instruments which potentially give rise to cash flows other than
interest and principal if there is an intention to use the
instrument to realise fair value changes. The adoption of IFRS 9
does not impact any prior reporting periods as it only effects
transactions which have occurred in the current period.
The financial information shown in this six month review has not
been audited or reviewed by the Company's auditor and does not
constitute statutory financial statements within the meaning of
Section 434 of the Companies Act 2006.
The financial statements for the period ended 31 May 2010, which
were prepared under IFRS, have been reported on by the Company's
auditor and delivered to the Registrar of Companies. The report of
the auditor, Spofforths LLP, was unqualified, did not contain an
emphasis of matter paragraph and did not contain any statement
under Section 498 of the Companies Act 2006.
2 Going concern and related party transactions
Desmond Holdings Limited, the company that provided the
GBP700,000 Loan Facility, of which GBP500,000 has been drawn to
make qualifying investments, has pledged to provide additional
working capital to the Company. The Board therefore considers that
the availability of working capital from Desmond Holdings and the
return on its recent investments provides a basis on which the
Company can continue to trade as a going concern.
3 Investments
In October 2010 the Company made an investment of $100,000 in
the convertible debt of Shenzen Cadro (Catic Group) Hydraulic
Equipment Co.
In November 2010 the Company made an investment of $100,000 in
the convertible debt of Minera Mapsa SA.
In November 2010 the Company made an investment of $600,000 in
the convertible debt of Planteman SA.
The directors have valued these investments at cost. As the
investments are in the convertible debt of companies that are not
listed there is no liquid market for the financial instruments. The
directors consider that cost is therefore the best indicator of
fair value at this point.
4 Trade and other receivables
Unaudited Unaudited Audited
30-Nov 30-Nov 12 months
2010 2009 2010
GBP'000 GBP'000 GBP'000
Restated
Other debtors 3 - 12
Prepayments and accrued income 110 8 22
113 8 34
5 Trade and other payables
Unaudited Unaudited Audited
30-Nov 30-Nov 12 months
2010 2009 2010
GBP'000 GBP'000 GBP'000
Restated
Trade payables 58 61 6
Other taxation and social security 6 14 6
Accruals and deferred income 126 44 6
190 119 60
6 Short term borrowings
Unaudited Unaudited Audited
30-Nov 30-Nov 12 months
2010 2009 2010
GBP'000 GBP'000 GBP'000
Restated
Loans 510 22 79
7 Share capital
Unaudited Unaudited Audited
30-Nov 30-Nov 12 months
2010 2009 2010
GBP'000 GBP'000 GBP'000
Restated
Allotted
Equity shares
136,519,000 allotted, called up and fully paid ordinary shares
of 0.1p each 136 94 116
77,979,412 allotted, called up and fully paid deferred shares of
9.0p each 7,018 7,018 7,018
77,979,412 allotted, called up and fully paid deferred shares of
0.9p each 702 702 702
7,856 7,814 7,836
During the period to 30 November 2010 the Company issued
19,962,000 0.1p ordinary shares at a premium of 0.4p per share.
8 Loss per share
The unaudited calculation of the earnings per share is based on
the loss attributable to the equity holders for the period of
GBP81,000 and on a weighted average of 132,483,068 shares in issue
during the period.
9 Related Party transactions
Alexandra Eavis, a director of the Company is a shareholder of
and was previously a director of Maji Capital (resigned 15 October
2009). John Frankland, a director of the Company in the period, is
a shareholder of Maji Capital. The Company was financed in the
period through a working capital facility provided by Maji Capital.
All amounts outstanding under this loan (totaling GBP99,810) were
capitalised in the period and no further amounts have been drawn
down since.
10 Restatement of comparatives
The results for the period ended 30 November 2009 have been
restated to reflect audit adjustments made to the financial
statements for the year ended 31 May 2010.
11 Events after the balance sheet date
On 15 December 2010 the Company issued 58,480,300 shares for
0.205p per share to settle the loan arrangement fee of GBP120,000
included in trade and other payables at 30 November 2010.
12 Approval of interim financial information
The interim financial information was approved by the board of
Directors on 25 February 2011 and authorised for release.
13. Availability of Interim Report
A copy of the Interim Report will be available for members of
the public by application to the Company's Registered Office or on
the Company's website at www.aiminvestmentsplc.com
This information is provided by RNS
The company news service from the London Stock Exchange
END
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