TIDMAVA
RNS Number : 2929E
Avanti Capital PLC
03 November 2015
Avanti Capital plc
("Avanti", the "Company" or the "Group")
Annual report and accounts for the year ended 30 June 2015
Review of the business and key highlights
As the primary purpose of the group is to act as an investment
management business, references are made to the net assets and
results of the group.
As at 30 June 2015 the group had net assets of GBP4.3 million
(2014: GBP4.5 million) or 54 pence per ordinary share (2014: 56
pence per share). These figures have been arrived at after the
inclusion of a further carried interest provision of GBP144,000 (or
1.79 pence per share) (2014: GBP1.66 million).
In the year to 30 June 2015, the loss after tax was GBP212,000
(2014: profit - GBP2.8 million). The comparative included the gain
realised on the disposal of the group's interest of Eclectic Bars
Limited of GBP4.6 million.
The board consider that the most appropriate key performance
indicator for the group is the fair valuation of its assets and the
net asset per share reflected in they carrying values. The payment
of the carried interest is dependent upon the realisation of the
individual assets being at values which are, at least, equal to the
values stated in the accounts as at 30 June 2015.
Net asset values per Avanti share by category
Carrying Carrying
value as value as
at at
30 June 30 June
2015 2015
Investment Pence per
share GBPm
Mblox 55 4.4
Net current assets
(including cash) 21 1.7
--- ---
Total 76 6.1
--- ---
Net current assets of GBP1,698,000 include GBP1,438,000 of
cash.
Future business development and investing policy
Investment objective
The company's investing policy is to pursue its objectives
through two complementary activities.
-- Its investment operation, which acquires interests in
technology and trading businesses; and
-- Its consultancy operation, which offers a business
development service, to develop the investee business until an exit
opportunity arises.
The company's current intention is not to invest in any new
investments but to support its existing investment portfolio.
Assets or companies in which the company can invest
The companies in which the company can invest are in technology
and trading businesses.
In October 2006, the company announced that it would not make
any new investments, but would instead concentrate on maximising
the value of the investments currently held.
Means by which the investing policy will be achieved
The company's investment objective is to pursue its policy of
maximising the value of its investments and, at the appropriate
time, to realise such investments. The company also, where
appropriate, provides financial support to the existing
portfolio.
Whether investments will be active or passive investments
Investments in portfolio companies can be either active or
passive.
The investment manager formally monitors the company's
investments on an ongoing basis. The investment manager provides a
business development service, to help to develop the investee
business until an exit opportunity arises.
Holding period for investments
As the company has no fixed life, no time limits are set as a
matter of investing policy generally and individual holding periods
will vary to achieve the best value from each investment.
Spread of investments and maximum exposure limits
The company's strategy is not to set maximum exposure limits per
investment. However, as investments have been sold and monies
returned to shareholders, the spread of investments has reduced
and, as a result, the portfolio has become more concentrated.
Policy in relation to gearing
The directors may exercise the powers of the company to borrow
money and to give security over its assets. The company's articles
of association restrict the borrowings to an aggregate principal
amount so that it does not, without shareholder approval, exceed
the greater of (a) GBP5,000,000 or (b) an amount equal to three
times the adjusted capital and reserves.
The directors currently have no intention to exercise any
borrowing powers.
Policy in relation to cross-holdings
The company does not have a formal policy on cross-holdings.
Investing restrictions
Whilst the company's current intention is not to invest in any
new investments, this is not a formal restriction in the company's
investing policy.
There are no restrictions on the ability of the company to take
controlling stakes in portfolio companies, but the company ensures
that there is sufficient separation between the company and each
portfolio company.
In addition, the company also ensures that there is sufficient
separation between each portfolio company by ensuring that there is
no:
-- cross-financing, including the provision of undertakings or
security for borrowings from one portfolio company to another;
-- common treasury functions; or
-- sharing of operations.
Other than these restrictions set out above, and the requirement
to invest in accordance with its investing policy, there are no
other investing restrictions.
Returns and Distribution Policy
It is anticipated that returns from the company's investment
portfolio will be in the form of capital upon realisation or sale
of its investee companies.
When realisations are made, the directors currently intend to
use the proceeds to return monies to shareholders in the most
efficient manner available.
Principal risks and uncertainties
Through its board of directors, the group evaluates on an
ongoing basis the risk appetite of the group after taking into
account all relevant factors and circumstances. The principal risks
and uncertainties facing the business and the group's financial
instruments are investment risk, interest rate risk, liquidity risk
and credit risk (see note 26). With the exception of the investment
in mBlox, the group does not have a material exposure to foreign
currency risk.
Investment risk
Investment risk includes investing in companies that may not
perform as expected. The group's investment criteria focus on the
quality of the business and the management team of the target
company, market potential and the ability of the investment to
attain the returns required within the time horizon set for the
investment. Due diligence is undertaken on each investment. The
group regularly reviews the investments in order to monitor the
level of risk and mitigate exposure where appropriate.
Interest rate risk
Interest rate risk is the change that an unexpected change in
the interest rates will negatively affect the value of an
investment. Certain investee companies borrow in currencies to
match the denomination of fixed and floating rates of interest to
generate the desired interest rate profile and to manage their
exposure to interest rate fluctuation.
Liquidity risk
The group's policy is to finance its operations and expansion
through working capital and, in the case of investing in target
companies, to raise an appropriate level of acquisition
finance.
The risk would be that the company would not be able to finance
expansion through working capital.
Credit risk
There are no significant concentrations of credit risk within
the group. The maximum credit risk exposure relating to financial
assets is presented by the carrying value as at the balance sheet
date.
Portfolio review
Mblox
Mblox Inc ("MBlox") is the largest independent
application-to-person (A2P) mobile messaging provider in the world,
trusted by more companies to carry their mission-critical traffic
than any other service. As the industry's most experienced Tier One
SMS aggregator, Mblox specialises in the unique demands of
large-scale mobile messaging programs and are known for providing
reliable, uncompromising connections. By creating positive brand
experiences, Mblox helps clients build profitable relationships
with their customers.
Mblox offers carrier-based and over-the-top (OTT) mobile
messaging services. The carrier-based services are based on
application-to-person messaging between brands and mobile devices
and include SMS (Short Message Service), MMS (Multimedia Messaging
Service) and StarStar services (voice-based dialing codes that
enable a variety of brand experiences). OTT services are delivered
via smartphone mobile applications and include rich push
notifications and in-app messaging.
As of this writing, the Mblox management reports the strongest
year on record for Mblox with healthy developments in the company
and the industry supporting management's operating plans.
The company began to exceed industry levels of growth as
reported by Portio Research last year, posting volume gains
averaging between two and three times the industry rate of growth
for enterprise messaging through the summer of 2015. In that same
period, Mblox has recorded a four-fold increase in profitability in
spite of a 32% decline in unit pricing that resulted from currency
exchange impacts of a strong US dollar relative to the Euro.
"The team that we have deployed is delivering on the plan we
developed in 2013 to capitalise on our focus in enterprise
messaging," according to Tom Cotney, CEO. "In spite of the ubiquity
of messaging to consumers by enterprises, our research still shows
a major gap between demand by consumers and supply by enterprises.
Our own research last year with Millward Brown shows that 86% of
consumers are open to mobile engagement, while 42% of companies
surveyed are still not leveraging the channel of communication to
its fullest. These trends are aligned with our business plans,
especially with our focus on mission critical quality levels."
(MORE TO FOLLOW) Dow Jones Newswires
November 03, 2015 02:00 ET (07:00 GMT)
SMS and email remain the most effective methods of engagement,
while consumers report fatigue with mobile apps as OTT messaging is
viewed as having "no cost" and thus over used by many brands.
Shockingly, 80% of brands who invested in mobile apps are unable to
secure 1,000 downloads while SMS is enabled in every phone
delivered around the world.
In June of this year, ROCCO published a ranking of the top
Application to Person (enterprise SMS) companies with Mblox
receiving its highest rankings. The report scored all providers
across 30 KPI's rated by 179 mobile carriers across the world.
Mblox is the largest of the top rated providers. This positioning
is very favorable in a market where the Top 10 providers hold only
20% share of the $3 billion industry.
The Mblox management reports no material changes to capital or
debt structure in the past year, noting that its strong financial
results were posted during a year when dual platforms were
operated. Complete overhauls of its delivery capabilities were
undertaken in the spring of 2014. As of the date of this
publication, over 80% of the company's client base will be fully
operational on the platform. The customer benefits promise to
increase utilisation of Mblox capabilities by clients who deploy
dual vendor strategies. A significant, additional improvement in
financial performance will also accrue to Mblox from the revamped
architecture and modernisation of the company's technology base.
Management will also retire the company's original operating
infrastructure for additional operational savings.
Regulatory oversight in the US, the European Union and Australia
are ongoing industry issues. Management reports that
self-regulation for the industry continues to ensure consumer
privacy is paramount among the brands and providers. Mblox is
taking additional measures to comply with new requirements in
markets focused on data security. The company delivers 85% of its
global traffic over the highest quality direct carrier connections
available.
"We posted our best financial results in a year when they were
muted by currency exchange rates" said Mr. Cotney. "I think that is
the best validation I can offer for our strategy to retool the
company to be the cost leader. We are very well positioned as the
industry faces a one to two year period of accelerated
consolidation where other players who are currently pricing below
costs to show growth to potential buyers destroy their balance
sheets."
Notwithstanding the positive report from Mblox management and,
as previously reported, in view of the lack of any further
validation events, the board of Avanti Capital plc have decided to
continue to carry the group's investment in Mblox at cost,
excluding any adjustment in foreign exchange movements.
Accordingly, after adjusting for movements in foreign exchange, as
at 30 June 2015, the carrying value of the group's investment in
MBlox was GBP4.4 million (2014 - GBP4.1 million) equating to 55
pence per share (2014 - 51 pence per share).
Legacy portfolio
In relation to the remainder of the legacy investments in the
group's portfolio, the board continues to seek ways of maximising
value to the group. As at 30 June 2015, the legacy portfolio had
either been sold or written down to a negligible carrying
value.
Richard Kleiner
William Crewdson
Directors
2 November 2015
Statement of corporate governance
Compliance with the 2012 FRC Combined Code
The company is not required to comply with the 2012 FRC Combined
Code on Corporate Governance. Set out below are the corporate
procedures that have been adopted.
The Board
The Board of Avanti Capital plc is the body responsible for the
group's objectives, its policies and the stewardship of its
resources. At the balance sheet date, the board comprised three
directors being Richard Kleiner with Philip Crawford and William
Crewdson being the independent directors.
The Board has six board meetings during the year. The two
independent directors sit on both the audit and the remuneration
committees, namely Philip Crawford and William Crewdson. Philip
Crawford is the chairman of both the audit committee and the
remuneration committee. The terms of reference of both these
committees have been approved by the Board.
Remuneration Committee
The committee's responsibilities include the determination of
the remuneration and options of other directors and senior
executives of the group and the administration of the company's
option schemes and arrangements. The committee takes appropriate
advice, where necessary, to fulfil this remit.
Audit Committee
The committee meets twice a year including a meeting with the
auditors shortly before the signing of the accounts. The terms of
reference of the audit committee include: any matters relating to
the appointment, resignation or dismissal of the external auditors
and their fees; discussion with the auditors on the nature, scope
and findings of the audit; consideration of issues of accounting
policy and presentation; monitoring the work of the review function
carried out to ensure the adequacy of accounting controls and
procedures.
Nomination Committee
The company does not maintain a nomination committee. Any board
appointments are dealt with by the Board itself.
Internal Control
The Board is responsible for the group's system of internal
control and for reviewing the effectiveness of the system of
internal control. Internal control systems are designed to meet the
particular needs of a business and manage the risks but not to
eliminate the risk of failure to achieve the business objectives.
By its nature, any system of internal control can only provide
reasonable, and not absolute, assurance against material
misstatement or loss.
Internal Audit
Given the size of the group, the Board does not believe it is
appropriate to have a separate internal audit function. The group's
systems are designed to provide the directors with reasonable
assurance that problems are identified on a timely basis and are
dealt with appropriately.
Relations with Shareholders
Aside from announcements that the company makes periodically to
the market, the Board uses the annual general meeting to
communicate with private and institutional investors and welcomes
their participation.
Going Concern
On the basis of the current financial projections, the directors
have a reasonable expectation that the company and the group have
adequate financial resources to continue in operational existence
for the foreseeable future. The directors accordingly have adopted
the going concern basis in the preparation of the group's accounts.
See page 9.
Directors' report for the year ended 30 June 2015
The directors present their report with the audited consolidated
financial statements for the year ended 30 June 2015.
Results and dividends
The group's loss for the year before taxation and profit from
discontinued operations amounted to GBP212,000 (2014 - GBP2.3
million) and the loss for the year after taxation of the group
amounted to GBP212,000 (2014 - profit GBP2.8 million). This was
equivalent to a loss of 2.64 pence per share (2014 - profit of
34.36 pence per share) attributable to shareholders of the parent.
The net assets of the group were GBP4.3 million (2014 - GBP4.5
million) attributable to the shareholders of the parent.
The directors do not recommend dividend payment (2014 - GBP8.4
million; 105 pence per share) for the year ended 30 June 2015.
Principal activity and review of the business
The company's principal activity during the year continued to be
that of an investment management and ancillary services company.
Further details are set out in the Strategic Report on pages 3 to
7.
The board consider that the most appropriate key performance
indicator for the group is the fair valuation of its assets and the
net asset per share, as set out on page 3.
The various categories of risk are proactively managed to ensure
exposure to risk is mitigated whenever possible and appropriate.
The board has assessed that the Key Performance Indicator that is
the most effective measure of progress towards achieving the
group's strategies and as such towards fulfilling the group's
objectives is the net asset value per share.
Future business developments and investing policy
This has been fully described in the Strategic Report on pages 4
to 5 .
Directors and their interests
P J Crawford
R H Kleiner
W A H Crewdson
The company has not granted qualifying third party indemnities
as defined in Section 234 of Companies Act 2006 on behalf of any of
its directors during the year.
The company and its subsidiaries entered into an investment
advisory agreement with Odyssey Partners Limited ("OPL") in October
2008, which was amended in November 2008. The principal terms of
the investment advisory agreement are that OPL, a company
controlled by Richard Kleiner, provides all of the functions
previously carried out by the executive management team in respect
of the group's portfolio. OPL bears all of its internal overheads
and was paid a fee of GBP145,200 per annum which is equivalent to
2.37% of the company's asset value as at 30 June 2015. In addition,
OPL has a carried interest by reference to the realisations
achieved in relation to the assets. The threshold, after which the
carried interest becomes payable, is based on realisations of not
less than GBP6.6m or 82.5 pence per share (based on the issued
share capital of the company on 30 November 2008). There is a
hurdle of 6% per annum to protect the company from the effects of
time in relation to the realisation of the portfolio. Once
realisations are achieved in excess of GBP6.6 million, provided
that the return to the company would be at least that amount
together with the hurdle, then in relation to any excess, OPL will
be entitled to 25% of such excess up to GBP9.1m of realisations or
113 pence per share. OPL's share will be increased by 5% for each
GBP2.5m in excess of GBP9.1m up to a maximum of 40% for
realisations in excess of GBP14.1m or 176 pence per share (refer
also to
(MORE TO FOLLOW) Dow Jones Newswires
November 03, 2015 02:00 ET (07:00 GMT)
note 22 on page 42 to 43). As part of the arrangements to
preserve the company's cash assets, an agreement was reached with
OPL, the investment adviser, such that with effect from 1 July 2015
OPL's management fees are to be deferred until there are
realisation proceeds from the remaining assets held by the
company.
Report on directors' remuneration
The remuneration of the directors for the year ended 30 June
2015 is as follows:
2015 2014
Fees Benefits Total Total
GBP GBP GBP
--------------- ------ -------- ------ ------
Directors
--------------- ------ -------- ------ ------
P J Crawford 30,000 13,415 43,415 38,000
--------------- ------ -------- ------ ------
W A H Crewdson 15,000 - 15,000 15,000
--------------- ------ -------- ------ ------
R H Kleiner - 5,646 5,646 6,678
--------------- ------ -------- ------ ------
45,000 19,061 64,061 59,678
--------------- ------ -------- ------ ------
(1) The above figures represent the due proportion of each
director's annual fees and benefits reflecting the period during
the year for which each director was a director of the company.
(2) There were no pension payments in respect of either year.
(3) During the year, as part of the investment advisory
agreement entered into between the company and Odyssey Partners
Limited, Odyssey Partners Limited received fees totalling
GBP145,200 (2014: GBP228,800) including the non-executive
director's fee of Richard Kleiner.
The remuneration committee comprises Philip Crawford (chairman)
and William Crewdson. Its terms of reference are concerned
principally with the remuneration packages offered to directors in
that they should be competitive and are designed to attract, retain
and motivate directors of the right calibre.
Employee involvement
The group is aware of the importance of good communication in
relationships with its staff. The group follows a policy of
encouraging training and regular meetings between management and
staff in order to:
-- provide common awareness on the part of staff of the
financial and economic circumstances affecting the group's
performance;
-- provide employees or their representatives with information
on matters of concern to them as employees; and
-- consult employees or their representatives on a regular
basis, so that the views of employees can be taken into account in
making decisions which are likely to affect their interests.
Disabled persons
The group gives full and fair consideration to applications for
employment from disabled persons where the candidate's particular
aptitudes and abilities are consistent with adequately meeting the
requirements of the job. Opportunities are available to disabled
employees for training, career development and promotion.
Going concern
The group's principal activities, together with the risk factors
likely to have an impact on its future are set out on page 4 and in
note 26 on pages 38 to 40.
The group has adequate financial and management resources
together with long term relationships with suppliers and as a
result, the directors believe that the group is well placed to
manage its business risks successfully despite the current
uncertain economic outlook.
The directors have also reviewed and considered the cash flow
forecasts of Avanti Capital plc and the group for the next twelve
months from the approval of the financial statements and on this
basis, the directors are of the view that both the company and the
group will be able to continue as a going concern for the
foreseeable future.
Purchase of own shares
During the year under review, the company has not purchased any
of its own shares. The board intends to pursue the purchase by the
company of its own shares where it believes will enhance the value
per share to the continuing shareholders.
When future realisations are made, the board currently intends
to use the proceeds to return monies to shareholders in the most
efficient manner available, which may include the company's
purchase of its own shares.
Post-balance sheet event
As part of the arrangements to preserve the company's cash
assets, an agreement was reached with Odyssey Partners Limited
("OPL"), the investment adviser, such that with effect from 1 July
2015 OPL's management fees are to be deferred until there are
realisation proceeds from the remaining assets held by the
group.
Auditor
A resolution to re-appoint Ernst & Young LLP will be put to
the members at the forthcoming Annual General Meeting.
Disclosure of information to auditor
The directors who were members of the board at the time of
approving the directors' report are listed on Page 2. Having made
enquiries of fellow directors and of the company's auditor, each of
these directors confirms that:
-- To the best of each director's knowledge and belief, there is
no information relevant to the preparation of their report of which
the company's auditor is unaware; and
-- Each director has taken all the steps a director might
reasonably be expected to have taken to be aware of relevant audit
information and to establish that the company's auditor is aware of
that information.
By order of the board
Richard Kleiner
Secretary
2 November 2015
Statement of directors' responsibilities
The directors are responsible for preparing the Annual Reports
and the group and parent company financial statements in accordance
with applicable United Kingdom law and regulations. Company law
requires the directors to prepare group and parent company
financial statements for each financial year. Under that law, and
as required by the AIM rules, the directors have elected to prepare
group and parent company financial statements under International
Financial Reporting Standards (IFRSs) as adopted by the European
Union.
Under Company Law the directors must not approve the group and
parent company financial statements unless they are satisfied that
they give a true and fair view of the state of affairs of the group
and parent company and of the profit or loss of the group for that
period. In preparing the group and parent company financial
statements the directors are required to:
-- present fairly the financial position, financial performance
and cash flows of the group and parent company;
-- select suitable accounting policies in accordance with IAS 8:
Accounting Policies, Changes in Accounting Estimates and Errors and
then apply them consistently;
-- present information, including accounting policies, in a
manner that provides relevant, reliable, comparable and
understandable information;
-- make judgements that are reasonable;
-- provide additional disclosures when compliance with the
specific requirements in IFRSs as adopted by the European Union is
insufficient to enable users to understand the impact of particular
transactions, other events and conditions on the group's and the
company's financial position and financial performance; and
-- state whether the group and parent company financial
statements have been prepared in accordance with IFRSs as adopted
by the European Union, subject to any material departures disclosed
and explained in the financial statements.
The directors are responsible for keeping adequate accounting
records that are sufficient to show and explain the group's and
parent company's transactions and disclose with reasonable accuracy
at any time the financial position of the group and parent company
and enable them to ensure that the group and parent company
financial statements comply with the Companies Act 2006. They are
also responsible for safeguarding the assets of the group and
parent company and hence for taking reasonable steps for the
prevention and detection of fraud and other irregularities.
Independent auditor's report
to the members of Avanti Capital plc
We have audited the financial statements of Avanti Capital plc
for the year ended 30 June 2015 which comprise the consolidated
income statement, the consolidated balance sheet, the company
balance sheet, the consolidated statement of changes in equity, the
company statement of changes in equity, the consolidated cash flow
statement, the company cash flow statement and the related notes 1
to 27. The financial reporting framework that has been applied in
their preparation is applicable law and International Financial
Reporting Standards (IFRSs) as adopted by the European Union and,
as regards the parent company financial statements, as applied in
accordance with the provisions of the Companies Act 2006.
This report is made solely to the company's members, as a body,
in accordance with Chapter 3 of Part 16 of the Companies Act 2006.
Our audit work has been undertaken so that we might state to the
company's members those matters we are required to state to them in
an auditor's report and for no other purpose. To the fullest extent
permitted by law, we do not accept or assume responsibility to
anyone other than the company and the company's members as a body,
for our audit work, for this report, or for the opinions we have
formed.
Respective responsibilities of directors and auditor
As explained more fully in the Statement of Directors'
Responsibilities set out on page 11, the directors are responsible
for the preparation of the financial statements and for being
satisfied that they give a true and fair view. Our responsibility
is to audit and express an opinion on the financial statements in
accordance with applicable law and International Standards on
Auditing (UK and Ireland). Those standards require us to comply
with the Auditing Practices Board's Ethical Standards for
Auditors.
Scope of the audit of the financial statements
(MORE TO FOLLOW) Dow Jones Newswires
November 03, 2015 02:00 ET (07:00 GMT)
An audit involves obtaining evidence about the amounts and
disclosures in the financial statements sufficient to give
reasonable assurance that the financial statements are free from
material misstatement, whether caused by fraud or error. This
includes an assessment of: whether the accounting policies are
appropriate to the group's and the parent company's circumstances
and have been consistently applied and adequately disclosed; the
reasonableness of significant accounting estimates made by the
directors; and the overall presentation of the financial
statements. In addition, we read all the financial and
non-financial information in the Reports and Consolidated Financial
Statements to identify material inconsistencies with the audited
financial statements and to identify any information that is
apparently materially incorrect based on, or materially
inconsistent with, the knowledge acquired by us in the course of
performing the audit. If we become aware of any apparent material
misstatements or inconsistencies we consider the implications for
our report.
Opinion on financial statements
In our opinion:
-- the financial statements give a true and fair view of the
state of the group's and of the parent company's affairs as at 30
June 2015 and of the group's loss for the year then ended;
-- the group financial statements have been properly prepared in
accordance with IFRSs as adopted by the European Union;
-- the parent company financial statements have been properly
prepared in accordance with IFRSs as adopted by the European Union
and as applied in accordance with the provisions of the Companies
Act 2006; and
-- the financial statements have been prepared in accordance
with the requirements of the Companies Act 2006.
Opinion on other matter prescribed by the Companies Act 2006
In our opinion the information given in the Strategic Report and
the Directors' Report for the financial year for which the
financial statements are prepared is consistent with the financial
statements.
Matters on which we are required to report by exception
We have nothing to report in respect of the following matters
where the Companies Act 2006 requires us to report to you if, in
our opinion:
-- adequate accounting records have not been kept by the parent
company, or returns adequate for our audit have not been received
from branches not visited by us; or
-- the parent company financial statements are not in agreement
with the accounting records and returns; or
-- certain disclosures of directors' remuneration specified by law are not made; or
-- we have not received all the information and explanations we require for our audit.
Philippa Jane Green (Senior statutory auditor)
for and on behalf of Ernst & Young LLP, Statutory
Auditor
London
2 November 2015
Notes:
1. The maintenance and integrity of the Avanti Capital plc web
site is the responsibility of the directors; the work carried out
by the auditors does not involve consideration of these matters
and, accordingly, the auditors accept no responsibility for any
changes that may have occurred to the financial statements since
they were initially presented on the web site.
2. Legislation in the United Kingdom governing the preparation
and dissemination of financial statements may differ from
legislation in other jurisdictions.
Consolidated income statement
for the year ended 30 June 2015
2015 2014
Notes GBP000 GBP000
-------------------------------------- ----- ------- --------
Revenue - -
-------------------------------------- ----- ------- --------
Cost of sales - -
-------------------------------------- ----- ------- --------
GROSS PROFIT - -
-------------------------------------- ----- ------- --------
Administrative expenses - others (569) (2,249)
-------------------------------------- ----- ------- --------
Foreign exchange loss (10) (12)
-------------------------------------- ----- ------- --------
Administrative expenses - exceptional - (8)
-------------------------------------- ----- ------- --------
Fair valuation movements of financial
assets - designated at fair value
through profit or loss 16 341 -
-------------------------------------- ----- ------- --------
OPERATING LOSS 5 (238) (2,269)
-------------------------------------- ----- ------- --------
Finance revenue 9 26 7
-------------------------------------- ----- ------- --------
Finance cost 10 - -
-------------------------------------- ----- ------- --------
LOSS ON ORDINARY ACTIVITIES BEFORE
TAXATION FROM CONTINUING OPERATIONS (212) (2,262)
-------------------------------------- ----- ------- --------
Income tax expense 11 - -
-------------------------------------- ----- ------- --------
LOSS ON ORDINARY ACTIVITIES AFTER
TAXATION FROM CONTINUING OPERATIONS (212) (2,262)
-------------------------------------- ----- ------- --------
Discontinued operation
-------------------------------------- ----- ------- --------
Profit after tax for the period
from discontinued operations 3, 17 - 5,110
-------------------------------------- ----- ------- --------
(LOSS)/PROFIT ON ORDINARY ACTIVITIES
AFTER TAXATION (212) 2,848
-------------------------------------- ----- ------- --------
(LOSS)/PROFIT AND TOTAL COMPREHENSIVE
INCOME FOR THE YEAR (212) 2,848
-------------------------------------- ----- ------- --------
Attributable to
-------------------------------------- ----- ------- --------
Shareholders of the parent (212) 2,758
-------------------------------------- ----- ------- --------
Non-controlling interest - 90
-------------------------------------- ----- ------- --------
(212) 2,848
-------------------------------------- ----- ------- --------
Earnings per share
(Loss)/Profit per share attributable
to shareholders of the parent
Basic and diluted 13 (2.64)p 34.36p
-------------------------------------- ----- ------- --------
Basic and diluted from continuing
operations 13 (2.64)p (28.18)p
-------------------------------------- ----- ------- --------
Consolidated balance sheet
at 30 June 2015
2015 2014
Notes GBP000 GBP000
--------------------------------------------------- ----- ------ ------
ASSETS
--------------------------------------------------- ----- ------ ------
Non current assets
--------------------------------------------------- ----- ------ ------
Intangible assets 14 - -
--------------------------------------------------- ----- ------ ------
Property, plant & equipment 15 - 1
--------------------------------------------------- ----- ------ ------
Financial assets held at fair value through profit
or loss 16 4,438 4,079
--------------------------------------------------- ----- ------ ------
Non-current financial assets 234 -
--------------------------------------------------- ----- ------ ------
Deferred tax asset 11 - -
--------------------------------------------------- ----- ------ ------
4,672 4,080
--------------------------------------------------- ----- ------ ------
Current assets
--------------------------------------------------- ----- ------ ------
Trade and other receivables 18 26 84
--------------------------------------------------- ----- ------ ------
Cash and cash equivalents 19 1,438 2,048
--------------------------------------------------- ----- ------ ------
1,464 2,132
--------------------------------------------------- ----- ------ ------
TOTAL ASSETS 6,136 6,212
--------------------------------------------------- ----- ------ ------
EQUITY
--------------------------------------------------- ----- ------ ------
Issued share capital 22 80 80
--------------------------------------------------- ----- ------ ------
Capital redemption reserve 23 - -
--------------------------------------------------- ----- ------ ------
Other reserves 23 - -
--------------------------------------------------- ----- ------ ------
Retained earnings 4,214 4,426
--------------------------------------------------- ----- ------ ------
Equity attributable to equity shareholders of
the parent 4,294 4,506
--------------------------------------------------- ----- ------ ------
Non-controlling interest 23 - -
(MORE TO FOLLOW) Dow Jones Newswires
November 03, 2015 02:00 ET (07:00 GMT)
--------------------------------------------------- ----- ------ ------
TOTAL EQUITY 4,294 4,506
--------------------------------------------------- ----- ------ ------
LIABILITIES
--------------------------------------------------- ----- ------ ------
Current liabilities
--------------------------------------------------- ----- ------ ------
Trade and other payables 20 67 75
--------------------------------------------------- ----- ------ ------
67 75
--------------------------------------------------- ----- ------ ------
Non-current liabilities
--------------------------------------------------- ----- ------ ------
Provision 21 1,775 1,631
--------------------------------------------------- ----- ------ ------
Deferred tax liabilities 11 - -
--------------------------------------------------- ----- ------ ------
1,775 1,631
--------------------------------------------------- ----- ------ ------
TOTAL LIABILITIES 1,842 1,706
--------------------------------------------------- ----- ------ ------
TOTAL EQUITY AND LIABILITIES 6,136 6,212
--------------------------------------------------- ----- ------ ------
The financial statements were approved by the board on 2
November 2015.
Richard Kleiner - Director
William Crewdson - Director
Company balance sheet
at 30 June 2015
2015 2014
Notes GBP000 GBP000
------------------------------ ----- ------ ------
ASSETS
------------------------------ ----- ------ ------
Non current assets
------------------------------ ----- ------ ------
Property, plant & equipment 15 - 1
------------------------------ ----- ------ ------
Financial assets held at fair
value through profit or loss 16 2,854 2,854
------------------------------ ----- ------ ------
2,854 2,855
------------------------------ ----- ------ ------
Current Assets
------------------------------ ----- ------ ------
Trade and other receivables 18 1,163 1,000
------------------------------ ----- ------ ------
Cash and cash equivalents 19 1,393 1,994
------------------------------ ----- ------ ------
2,556 2,994
------------------------------ ----- ------ ------
TOTAL ASSETS 5,410 5,849
------------------------------ ----- ------ ------
EQUITY AND LIABILITIES
------------------------------ ----- ------ ------
EQUITY
------------------------------ ----- ------ ------
Issued share capital 22 80 80
------------------------------ ----- ------ ------
Capital redemption reserves 23 - -
------------------------------ ----- ------ ------
Other reserves 23 - -
------------------------------ ----- ------ ------
Retained earnings 5,268 5,699
------------------------------ ----- ------ ------
TOTAL EQUITY 5,348 5,779
------------------------------ ----- ------ ------
LIABILITIES
------------------------------ ----- ------ ------
Current liabilities
------------------------------ ----- ------ ------
Trade and other payables 20 62 70
------------------------------ ----- ------ ------
Non-current liabilities
------------------------------ ----- ------ ------
Provision 21 - -
------------------------------ ----- ------ ------
TOTAL LIABILITIES 62 70
------------------------------ ----- ------ ------
TOTAL EQUITY AND LIABILITIES 5,410 5,849
------------------------------ ----- ------ ------
The financial statements were approved by the board on 2
November 2015.
Richard Kleiner - Director
William Crewdson - Director
Consolidated and Company statement of changes in equity
for the year ended 30 June 2015
Consolidated Total
Issued Capital attributable Non-
to owners
share Other redemption Retained of controlling
capital reserves reserve earnings the parent interest Total
GBP000 GBP000 GBP000 GBP000 GBP000 GBP000 GBP000
------------------ ------- -------- ---------- -------- ------------ ----------- -------
At 1 July 2013 4,815 2,045 1,409 1,906 10,175 1,311 11,486
------------------ ------- -------- ---------- -------- ------------ ----------- -------
Profit for the
year - - - 2,758 2,758 90 2,848
------------------ ------- -------- ---------- -------- ------------ ----------- -------
Capital reduction
(see note 22) (4,735) (2,045) (1,409) 8,189 - - -
------------------ ------- -------- ---------- -------- ------------ ----------- -------
Dividends - - - (8,427) (8,427) - (8,427)
------------------ ------- -------- ---------- -------- ------------ ----------- -------
Movements on
disposal of
subsidiary - - - - - (1,401) (1,401)
------------------ ------- -------- ---------- -------- ------------ ----------- -------
At 30 June 2014 80 - - 4,426 4,506 - 4,506
------------------ ------- -------- ---------- -------- ------------ ----------- -------
Loss for the
year - - - (212) (212) - (212)
------------------ ------- -------- ---------- -------- ------------ ----------- -------
At 30 June 2015 80 - - 4,214 4,294 - 4,294
------------------ ------- -------- ---------- -------- ------------ ----------- -------
Company Issued Capital Total share-
share Other redemption Retained holders'
capital reserves reserve earnings equity
GBP000 GBP000 GBP000 GBP000 GBP000
-------------------- ------- -------- ---------- -------- ------------
At 1 July 2013 4,815 2,045 1,409 1,828 10,097
-------------------- ------- -------- ---------- -------- ------------
Profit for the year - - - 4,109 4,109
-------------------- ------- -------- ---------- -------- ------------
Capital reduction
(see note 22) (4,735) (2,045) (1,409) 8,189 -
-------------------- ------- -------- ---------- -------- ------------
Dividends - - - (8,427) (8,427)
-------------------- ------- -------- ---------- -------- ------------
At 30 June 2014 80 - - 5,699 5,779
-------------------- ------- -------- ---------- -------- ------------
Loss for the year - - - (431) (431)
-------------------- ------- -------- ---------- -------- ------------
At 30 June 2015 80 - - 5,268 5,348
-------------------- ------- -------- ---------- -------- ------------
Consolidated cash flow statement
for the year ended 30 June 2015
2015 2014
Notes GBP000 GBP000
---------------------------------------- ----- ------ -------
Operating activities
---------------------------------------- ----- ------ -------
(Loss)/profit after taxation (212) 2,848
---------------------------------------- ----- ------ -------
Depreciation of property, plant
and equipment 15 1 505
---------------------------------------- ----- ------ -------
(Gain)/loss in the fair value
of financial assets designated
fair value through profit or loss 16 (341) 20
---------------------------------------- ----- ------ -------
Net foreign exchange difference (10) -
---------------------------------------- ----- ------ -------
Gain on disposal of subsidiary
undertakings 17 - (4,563)
---------------------------------------- ----- ------ -------
Net interest (income)/expenses 9,10 (26) 35
---------------------------------------- ----- ------ -------
Increase in inventories - (27)
---------------------------------------- ----- ------ -------
Decrease in trade and other receivables 19 58 160
---------------------------------------- ----- ------ -------
(Decrease)/increase in trade and
other payables 21 (8) 257
---------------------------------------- ----- ------ -------
Increase/(decrease) in provision 22 144 (923)
---------------------------------------- ----- ------ -------
Net cash flows used in operating
(MORE TO FOLLOW) Dow Jones Newswires
November 03, 2015 02:00 ET (07:00 GMT)
activities (394) (1,688)
---------------------------------------- ----- ------ -------
Investing activities
---------------------------------------- ----- ------ -------
Purchase of property, plant &
equipment 15 - (537)
---------------------------------------- ----- ------ -------
Purchase of investment 16 (18) -
---------------------------------------- ----- ------ -------
Purchase of loan receivable (220) -
---------------------------------------- ----- ------ -------
Interest received 22 -
---------------------------------------- ----- ------ -------
Interest paid - (35)
---------------------------------------- ----- ------ -------
Proceeds from disposal of subsidiary
undertaking, net of cash transferred 17 - 11,077
---------------------------------------- ----- ------ -------
Proceeds from disposal of investment 16 - 269
---------------------------------------- ----- ------ -------
Purchase of a business, net of
cash acquired - (1,087)
---------------------------------------- ----- ------ -------
Net cash flows (used in)/generated
from investing activities (216) 9,687
---------------------------------------- ----- ------ -------
Financing activities
---------------------------------------- ----- ------ -------
Dividends paid 12 - (8,427)
---------------------------------------- ----- ------ -------
Proceeds from borrowings - 750
---------------------------------------- ----- ------ -------
Repayment of borrowings - (162)
---------------------------------------- ----- ------ -------
Capital element on finance lease
rental payments - (10)
---------------------------------------- ----- ------ -------
Net cash flows used in financing
activities - (7,849)
---------------------------------------- ----- ------ -------
Net (decrease)/increase in cash
and cash equivalents (610) 150
---------------------------------------- ----- ------ -------
Cash and cash equivalents at 1
July 2014 2,048 1,898
---------------------------------------- ----- ------ -------
Cash and cash equivalents at 30
June 2015 19 1,438 2,048
---------------------------------------- ----- ------ -------
Company cash flow statement
for the year ended 30 June 2015
2015 2014
Notes GBP000 GBP000
--------------------------------------- --------- ------ -------
Operating activities
--------------------------------------- --------- ------ -------
(Loss)/profit from ordinary activities
after taxation (431) 4,109
--------------------------------------- --------- ------ -------
Taxation payable - -
--------------------------------------- --------- ------ -------
Depreciation of property, plant
and equipment 15 1 -
--------------------------------------- --------- ------ -------
Gain on disposal of financial
assets designated at fair value
through profit or loss 17 - (4,385)
--------------------------------------- --------- ------ -------
Net interest income (3) (284)
--------------------------------------- --------- ------ -------
(Increase)/Decrease in trade and
other receivables 18 (163) 285
--------------------------------------- --------- ------ -------
Decrease in trade and other payables 20 (8) (4)
--------------------------------------- --------- ------ -------
Decrease in provisions 21 - (2,554)
--------------------------------------- --------- ------ -------
Net cash flows used in operating
activities (604) (2,833)
--------------------------------------- --------- ------ -------
Investing activities
--------------------------------------- --------- ------ -------
Interest received 3 284
--------------------------------------- --------- ------ -------
Proceeds from disposal of financial
assets designated at fair value
through profit or loss 17 - 11,684
--------------------------------------- --------- ------ -------
Net cash flows generated from
investing activities 3 11,968
--------------------------------------- --------- ------ -------
Financing activities
--------------------------------------- --------- ------ -------
Dividends paid - (8,427)
--------------------------------------- --------- ------ -------
Net cash flows generated/(used
in) financing activities - (8,427)
--------------------------------------- --------- ------ -------
Net (decrease)/increase in cash
and cash equivalents (601) 708
--------------------------------------- --------- ------ -------
Cash and cash equivalents at 1
July 2014 1,994 1,286
--------------------------------------- --------- ------ -------
Cash and cash equivalents at 30
June 2015 19 1,393 1,994
--------------------------------------- --------- ------ -------
Notes to the consolidated and company financial statements at 30
June 2015
1. Authorisation of financial statements and statement of compliance with IFRSs
The financial statements of Avanti Capital plc for the year
ended 30 June 2015 were authorised for issue by the board of
directors on 2 November 2015 and the balance sheet was signed on
the board's behalf by Richard Kleiner and Philip Crawford. Avanti
Capital plc, the company, is a public limited company incorporated
and domiciled in England and Wales. The company's ordinary shares
are traded on the AIM market of the London Stock Exchange. The
consolidated financial statements for the year ended 30 June 2015
comprise the financial statements of the parent company and its
subsidiaries (collectively, 'the group').
The group and parent company's financial statements have been
prepared in accordance with International Financial Reporting
Standards (IFRSs) as adopted by the European Union as they apply to
financial statements of the Group and parent company for the year
ended 30 June 2015.
The principal accounting policies adopted by the group and
parent company are set out in note 2 and were consistently applied
for all the periods presented, unless otherwise stated.
2. Accounting policies
Basis of preparation
The group and parent company's financial statements have been
prepared in accordance with International Financial Reporting
Standards (IFRSs) as adopted by the European Union as they apply to
the financial statements of the group and parent company for the
year ended 30 June 2015 and applied in accordance with the
Companies Act 2006.
The group and parent company's financial statements are
presented in sterling and all values are rounded to the nearest
thousand pounds (GBP000) except when otherwise indicated.
The group and parent company financial statements have been
prepared under the historical cost convention as modified for
certain financial instruments, which are stated at fair value.
No profit or loss account is presented for the company as
permitted by Section 408 of the Companies Act 2006. The loss dealt
with in the financial statements of the parent company is
GBP431,000 (2014 - profit GBP4.1 million). The parent company has
not made any other comprehensive income.
Significant accounting judgements, estimates and assumptions
The preparation of the group and parent company's financial
statements requires management to make judgements, estimates and
assumptions that affect the reported amount of assets and
liabilities at the balance sheet date, amounts reported for
revenues and expenses during the year, and the disclosure of
contingent liabilities, at the reporting date. Uncertainty about
these assumptions and estimates could result in outcomes that could
require a material adjustment to the carrying amount of the assets
or liability affected in future periods.
Judgements
In the process of applying the group and parent company's
accounting policies, management has made the following judgements,
apart from those involving estimations, which have the most
significant effect on the amounts recognised in the financial
statements:
Estimates and assumptions
The key assumptions concerning the future and other key sources
of estimation uncertainty at the balance sheet date, that have a
significant risk of causing material adjustments to the carrying
amounts of assets and liabilities within the next financial year
are described below.
Financial assets designated at fair value through profit or
loss
The financial assets designated at fair value through profit or
loss is valued in accordance with the accounting policy set out
later in this note on page 20. In certain cases, the group is
required to make estimates about expected future cash flows and
levels of profitability, and hence they are subject to uncertainty.
Further details are given in note 16.
Deferred tax assets (Judgement)
(MORE TO FOLLOW) Dow Jones Newswires
November 03, 2015 02:00 ET (07:00 GMT)
Deferred tax assets are recognised for unused tax losses to the
extent that it is probable that taxable profit will be available
against which the losses can be utilised. Significant management
judgement is required to determine the amount of deferred tax that
can be recognised, based upon the likely timing and level of future
taxable profits together with future tax planning strategies.
Basis of consolidation
The consolidated financial statements include the financial
statements of Avanti Capital plc and the entities it controls (its
subsidiaries) for the periods reported.
For the purposes of preparing these consolidated accounts,
subsidiaries are those entities controlled by the group. Control
exists when the company has the power, directly or indirectly, to
govern the financial and operating policies of an entity so as to
obtain benefits from its activities and is achieved through direct
or indirect ownership of voting rights, by way of contractual
agreement. The financial statements of subsidiaries, which are
prepared for the same reporting period, are included in the
consolidated financial statements from the date that control
commences until the date control ceases. All intra-group balances,
income and expenses and unrealised gains and losses resulting from
the intra-group transactions are eliminated in full. Accounting
policies of subsidiary entities are consistent with the group
accounting policies disclosed here.
Foreign currency translation
The consolidated financial statements are presented in pounds
Sterling, which is also the parent company's functional and
presentation currency. Each entity in the group determines its own
functional currency and items included in the financial statements
of each entity are measured using that functional currency.
Transactions in foreign currencies are initially recorded at the
functional currency rate ruling at the date of the transaction.
Monetary assets and liabilities denominated in foreign currencies
are translated at the functional currency rate of exchange at the
balance sheet date. All differences are taken to the income
statement. Non-monetary items that are measured in terms of
historical cost in a foreign currency are translated using the
exchange rates as the dates of the initial transactions.
Non-monetary items measured at fair value in a foreign currency are
translated using the exchange rates at the date when the fair value
was determined.
The gain or loss arising on translation of non-monetary items
measured at fair value is treated in line with the recognition of
the gain or loss on the change in fair value of the item (i.e.
translation difference on items whose fair value gain or loss is
recognised in other comprehensive income or profit or loss are also
recognised in other comprehensive income or profit or loss,
respectively).
Investments and other financial assets
Financial assets within the scope of IAS 39 are classified as
financial assets held at fair value through profit or loss, loans
and receivables, held-to-maturity investments or available-for-sale
financial assets, as appropriate. The group currently holds no
held-to-maturity or available for sale financial assets. When
financial assets are recognised initially, they are measured at
fair value, plus, in the case of investments not at fair value
through profit and loss, directly attributable transaction
costs.
The group determines the classifications of its financial assets
on initial recognition and, where allowed and appropriate,
re-evaluates this designation at each financial year end.
All regular way purchases and sales of financial assets are
recognised on the trade date, which is the date the group commits
to purchase or sell the asset. Regular way purchases or sales of
financial assets that require delivery of assets within the period
are generally established by regulation or convention in the market
place.
Financial assets designated at fair value through profit or
loss
Financial assets held at fair value through profit or loss
includes financial assets held for trading and financial assets
designated upon initial recognition as at fair value through profit
or loss.
Financial assets are classified as held for trading if they are
acquired for the purpose of selling in the near term.
Financial assets designated at fair value through profit or loss
are those that have been designated by management upon initial
recognition. Management designated the financial assets, comprising
equity shares and share options, at fair value through profit or
loss upon initial recognition due to these assets are part of a
group of financial assets, which are managed and their performance
evaluated on a fair value basis, in accordance with a documented
risk management or investment strategy.
Financial assets at fair value through profit or loss are
recorded in the statement of financial position at fair value.
Changes in fair value are recorded in 'Fair valuation movements of
financial assets designated at fair value through profit or loss'.
Interest earned or incurred is accrued in 'Interest income' or
'Interest expense' respectively, using the effective interest rate,
while dividend income is recorded in 'Other operating income' when
the right to the payment has been established.
Financial assets, comprising equity shares and share options,
are valued in accordance with the "Guidelines for the valuation and
disclosure of venture capital portfolios" published by the British
Venture Capital Association on the following basis:
a) Early stage investments: these are investments in immature
companies, including seed, start-up and early stage investments.
Such investments are valued at a cost less any provision considered
necessary, until no longer viewed as early stage or unless a
significant transaction involving an independent third party at
arm's length, values the investment at a materially different
value;
b) Development stage investments: such investments are in mature
companies having a maintainable trend of sustainable revenue and
from which an exit, by way of flotation or trade sale, can be
reasonably foreseen. An investment of this stage is periodically
re-valued by reference to open market value. Valuation will usually
be by one of five methods as indicated below:
i. At cost for at least one period unless such a basis is unsustainable;
ii. On a third party basis based on the price at which a
subsequent significant investment is made involving a new
investor;
iii. On an earnings basis, but not until at least a period since
the investment was made, by applying a discounted price/earnings
ratio to profit after taxation, either before or after interest;
or
iv. On a net asset basis, again applying a discount to reflect
the illiquidity of the investment.
v. On a comparable valuation by reference to similar business
that have objective data representing their equity value.
c) Quoted investments: such investments are valued using the
quoted market price, discounted if the shares are subject to any
particular restrictions or are significant in relation to the
issued share capital of a small quoted company.
At each balance sheet date a review of impairment in value is
undertaken by reference to funding, investment or offers in
progress after the balance sheet date and provision is made
accordingly where the impairment in value is recognised.
Loans and receivables
Loans and receivables are non-derivative financial assets with a
fixed or determinable payment that are not quoted in an active
market. After initial recognition loans and receivables are carried
at amortised cost using the effective interest rate method less any
allowance for impairment. Gains and losses are recognised in the
income statement when the loans and receivables are derecognised or
impaired, as well as through the amortisation process.
The group assesses at each balance sheet date whether a
financial asset or group of financial assets is impaired.
If there is objective evidence that an impairment loss on assets
carried at amortised cost has been incurred, the amount of the loss
is measured as the difference between the asset's carrying amount
and the present value of estimated future cash flows (excluding
future expected credit losses that have not been incurred)
discounted at the financial asset's original effective interest
rate (ie the effective interest rate computed at initial
recognition). The carrying amount of the asset is reduced through
use of an allowance account. The amount of the loss is recognised
in the income statement.
If, in a subsequent period, the amount of the impairment loss
decreases and the decrease can be related objectively to an event
occurring after the impairment was recognised, the previously
recognised impairment loss is reversed, to the extent that the
carrying value of the asset does not exceed its amortised cost at
the reversal date. Any subsequent reversal of an impairment loss is
recognised in the income statement.
In relation to trade receivables, a provision for impairment is
made when there is objective evidence (such as the probability of
insolvency or significant financial difficulties of the debtor)
that the group will not be able to collect all the amounts due
under the original terms of the invoice. The carrying amount of the
receivables is reduced through use of an allowance account.
Impaired debts are derecognised when they are assessed as
uncollectable.
Fair value
(MORE TO FOLLOW) Dow Jones Newswires
November 03, 2015 02:00 ET (07:00 GMT)
The fair value of investments that are actively traded in
organised financial markets is determined by reference to quoted
market bid prices at the close of business on the balance sheet
date. For investments where there is no active market, fair value
is determined using valuation techniques. Such techniques include
using recent arm's length market transactions; reference to current
market value of another instrument which is substantially the same;
discounted cash flow analysis or other valuation models or other
valuation models which are consistent with those permitted by IFRS
13.
Cash and cash equivalents
Cash and short-term deposits in the balance sheet comprise cash
at bank and short-term deposits which are subject to an
insignificant risk of changes in value - i.e. deposits with an
original maturity of three months or less.
For the purpose of the cash flow statement, cash and cash
equivalents consist of cash and cash equivalents as defined above,
net of outstanding bank overdrafts.
Other financial liabilities
Trade and other payable are recognised initially at fair value
net of directly attributable transaction costs and subsequently
measured at amortised costs using the effective interest rate
method.
De-recognition of financial assets and liabilities
Financial assets
A financial asset (or, where applicable a part of financial
asset or part of a group of similar financial assets) is
derecognised when:
-- The rights to receive cash flows from the asset have expired;
-- The group retains the right to receive cash flows from the
assets, but has assumed an obligation to pay them in full without
material delay to a third party under a 'pass through' arrangement;
or
-- The group has transferred its rights to receive cash flows
from the asset and neither (a) has transferred substantially all
the risks and rewards of the asset, or (b) has neither transferred
substantially all the risks and rewards of the asset, but has
transferred control of the asset.
When the group has transferred its rights to receive cash flows
from an asset and has neither transferred nor retained
substantially all the risks and rewards of the asset nor
transferred control of the asset, the asset is recognised to the
extent of the group's continuing involvement in the asset.
Continuing involvement that takes the form of a guarantee over the
transferred asset is measured at the lower of the original carrying
amount of the asset and the maximum amount of consideration that
the group could be required to repay.
When continuing involvement takes the form of a written and/or
purchase option (including a cash settled option or similar
provision) on the transferred asset that the group may repurchase,
except that in the case of a written put option (including a cash
settled option or similar provision) on an asset measured at fair
value, the extent of the group's continuing involvement is limited
to the lower of the fair value of the transferred asset and the
option exercise price.
Financial liabilities
A financial liability is derecognised when the obligation under
the liability is discharged or cancelled or expires.
When an existing financial liability is replaced by another from
the same lender on substantially different terms, or the terms of
an existing liability are substantially modified, such an exchange
or modifications is treated as a de-recognition of the original
liability and the recognition of a new liability, and the
difference in the respective carrying amounts is recognised in the
income statement.
Provisions
Provisions are recognised when the group has a present
obligation (legal or constructive) as a result of a past event, it
is probable that an outflow of resources embodying economic
benefits will be required to settle the obligation and a reliable
estimate can be made of the amount of the obligation. Where the
group expects some or all of a provision to be reimbursed, for
example under an insurance contract, the reimbursement is
recognised as a separate asset but only when the reimbursement is
virtually certain.
The expense relating to any provision is presented in the income
statement net of any reimbursement. If the effect of the time value
of money is material, provisions are discounted using a current
pre-tax rate that reflects, where appropriate, the risks specific
to the liability. Where discounting is used, the increase in the
provision due to the passage of time is recognised as a finance
cost.
Operating exceptional items
Operational exceptional items are treated as such if the matters
are material and fall within one of the categories below:
a) Restructuring costs of an activity of the group;
b) Disposals of investments; and
c) Abortive deals.
Revenue recognition
Revenue is recognised to the extent that it is probable that the
economic benefits will flow to the group and the revenue can be
reliably measured. Revenue is measured at the fair value of the
consideration received, excluding discounts, rebates and Value
Added Taxes.
Revenue from sale of goods is recognised when the significant
risks and rewards of ownership of the goods have passed to the
buyer, usually on delivery of the goods.
Interest income is recognised as interest accrues (using the
effective interest rate method).
Taxes
Current income tax
Current income tax assets and liabilities for the current and
prior periods are measured at the amount expected to be recovered
from or paid to the taxation authorities. The tax rates and tax
laws used to compute the amount are those that are enacted or
substantively enacted by the balance sheet date.
Current income tax relating to items recognised directly in
equity is recognised in equity and not in the income statement.
Deferred income tax
Deferred income tax is provided using the liability method on
temporary differences at the balance sheet date between the tax
bases of assets and liabilities and their carrying amounts for
financial reporting purposes.
Deferred income tax liabilities are recognised for all taxable
temporary differences, except:
-- where the deferred income tax liability arises from the
initial recognition of goodwill or of an asset or liability in a
transaction that is not a business combination and, at the time of
the transaction, affects neither the accounting profit nor taxable
profit or loss; and
-- in respect of taxable temporary difference associated with
investments in subsidiaries, associates and interest in joint
ventures, where the timing of the reversal of the temporary
differences can be controlled and it is probable that the temporary
differences will not reverse in the foreseeable future.
Deferred income tax assets are recognised for all deductible
temporary differences, carry forward of unused tax credits and
unused tax losses, to the extent that it is probable that taxable
profit will be available against which the deductible temporary
differences, and the carry forward of unused tax credits and unused
tax losses can be utilised except:
-- where the deferred income tax asset relating to the
deductible temporary difference arises from the initial recognition
of an asset or liability in a transaction that is not a business
combination and, at the time of the transaction, affects neither
the accounting profit nor taxable profit or loss; and
-- in respect of deductible temporary differences associated
with investments in subsidiaries, associates and interest in joint
ventures, deferred income tax assets are recognised only to the
extent that it is probable that the temporary differences will
reverse in the foreseeable future and taxable profit will be
available against which the temporary difference can be
utilised.
The carrying amount of deferred tax assets is reviewed at each
balance sheet date and reduced to the extent that it is no longer
probable that sufficient taxable profits will be available to allow
all or part of the deferred tax asset to be utilised. Unrecognised
deferred tax assets are reassessed at each balance sheet date and
are recognised to the extent that it has become probable that the
future taxable profit will allow the deferred tax asset to be
recovered.
Changes in accounting policies
The following standards and interpretations are applicable but
had no material impact on the group:
Effective
dates*
IFRS 10 Consolidated Financial Statements 1 January
2014
IFRS 11 Joint Arrangements 1 January
2014
IFRS 12 Disclosure of Interests in Other 1 January
Entities 2014
IAS 27 Separate Financial Statements 1 January
2014
IAS 28 Investments in Associates and Joint 1 January
Ventures 2014
IAS 32 Financial Instruments: Presentation
- Offsetting Financial Assets and Financial 1 January
Liabilities (Amendments) 2014
IAS 36 Impairment of Assets - Recoverable
Amount Disclosures for Non-Financial Assets 1 January
(Amendments) 2014
IAS 39 Financial Instruments: Recognition
and Measurement- Novation of Derivatives
and Continuation of 1 January
Hedge Accounting (Amendments) 2014
Investment Entities (Amendments to IFRS 1 January
10, IFRS 12 and IAS 27) 2014
IFRIC 21 Levies 1 January
2014
IAS 19 Employee Benefits - Defined Benefit 1 July
Plans: Employee Contributions (Amendments) 2014
Annual Improvements to IFRSs 2010-2012 1 July
Cycle 2014
(MORE TO FOLLOW) Dow Jones Newswires
November 03, 2015 02:00 ET (07:00 GMT)
Annual Improvements to IFRSs 2011-2013 1 July
Cycle 2014
New standards and interpretations not applied
The following standards and interpretations in issue are not yet
effective for the group and have not been adopted by the group:
Effective
dates*
IFRS 14 Regulatory Deferral Accounts 1 January
2016
Amendments to IFRS 10, IFRS 12 and IAS
28: Investment Entities: Applying Consolidation 1 January
Exception 2016
Amendments to IAS 1: Disclosure Initiative 1 January
2016
Amendments to IFRS 11: Accounting for 1 January
Acquisitions of Interests in Joint Operations 2016
Amendments to IAS 16 and IAS 41: Agriculture: 1 January
Bearer Plants 2016
Amendments to IAS 16 and IAS 38: Clarification
of Acceptable Methods of Depreciation 1 January
and Amortisation 2016
Amendments to IAS 27: Equity Method in 1 January
Separate Financial Statements 2016
Amendments to IFRS 10 and IAS 28: Sale
or Contribution of Assets between an Investor 1 January
and its Associate or Joint Venture 2016
Annual Improvements to IFRSs 2012-2014 1 January
Cycle 2016
IFRS 15 Revenue from Contracts with Customers 1 January
2018
IFRS 9 Financial Instruments 1 January
2018
The directors do not expect the adoption of these standards and
interpretations to have a material impact on the consolidated or
company financial statements in the period of initial adoption.
* The effective dates stated above are those given in the
original IASB/IFRIC standards and interpretations. As the group
prepares its financial statements in accordance with IFRSs as
adopted by the European Union (EU), the application of new
standards and interpretations will be subject to their having been
endorsed for use in the EU via the EU Endorsement mechanism. In the
majority of cases this will result in an effective date consistent
with that given in the original standard or interpretation but the
need for endorsement restricts the group's discretion to early
adopt standards. IFRS 10, 11 and 12 and IAS 27 and 28 were issued
by IASB with an effective date of 1 January 2013 but have been
adopted by the EU with an effective date of 1 January 2014.
3. Segmental information
The primary reporting format is determined to be business
segments as the group's risks and rates of return are affected
predominantly by differences in the business segments. Secondary
segment information is reported geographically. For management
purposes, the group organised into business units based on their
products and services. The group had two reportable business
segments in previous years as follows:
-- Investment and ancillary services provides management
services in respect of the investment market.
-- Bar and night clubs segment relates to the UK late-night,
entertainment-led venues and restaurants, which was exclusive to
Eclectic Bars Group
No operating segments have been aggregated to form the above
reportable operating segments.
Management monitors the operating results of its business units
separately for the purpose of making decisions about resource
allocation and performance assessment. Segment performance is
evaluated based on operating profit or loss.
Transfer prices between operating segments are on an arm's
length basis in a manner similar to transactions with third
parties.
Following the disposal of Eclectic Bars Group and its
subsidiaries in prior year, the company is left with the one
reporting segment.
Primary reporting format - business segments
The following tables present revenue and loss and certain asset
and liability information regarding the group's business segments
for the years ended 30 June 2015 and 2014.
Year ended 30 June 2015
Investments Bars &
& ancillary Night clubs Eliminations Total
GBP000 GBP000 GBP000 GBP000
----------------------------- ----------- ----------- ------------ ------
Revenue
----------------------------- ----------- ----------- ------------ ------
Inter segment sales - - - -
----------------------------- ----------- ----------- ------------ ------
Sales to external
customers - - - -
----------------------------- ----------- ----------- ------------ ------
Segment revenue - - - -
----------------------------- ----------- ----------- ------------ ------
Results
----------------------------- ----------- ----------- ------------ ------
Segment results (238) - - (238)
----------------------------- ----------- ----------- ------------ ------
Group operating loss (238) - - (238)
----------------------------- ----------- ----------- ------------ ------
Net finance revenue 26 - - 26
----------------------------- ----------- ----------- ------------ ------
Fair valuation of
financial assets designated
at fair value through
profit or loss - - - -
----------------------------- ----------- ----------- ------------ ------
Loss before taxation (212) - - (212)
----------------------------- ----------- ----------- ------------ ------
Assets and liabilities
----------------------------- ----------- ----------- ------------ ------
Other segment assets 1,698 - - 1,698
----------------------------- ----------- ----------- ------------ ------
Financial assets designated
at fair value through
profit or loss 4,438 - - 4,438
----------------------------- ----------- ----------- ------------ ------
Total assets 6,136 - - 6,136
----------------------------- ----------- ----------- ------------ ------
Segment liabilities 1,842 - - 1,842
----------------------------- ----------- ----------- ------------ ------
Total liabilities 1,842 - - 1,842
----------------------------- ----------- ----------- ------------ ------
Other segment disclosures
----------------------------- ----------- ----------- ------------ ------
Capital expenditure:
----------------------------- ----------- ----------- ------------ ------
Property, plant and
equipment - additions - - - -
----------------------------- ----------- ----------- ------------ ------
Financial assets designated
at fair value through
profit or loss - additions 18 - - 18
----------------------------- ----------- ----------- ------------ ------
Depreciation 1 - - 1
----------------------------- ----------- ----------- ------------ ------
Year ended 30 June 2014
Bars &
Night clubs
Discontinued
Investments operations
& ancillary (note 17) Eliminations Total
GBP000 GBP000 GBP000 GBP000
----------------------------- ----------- ------------ ------------ -------
Revenue
----------------------------- ----------- ------------ ------------ -------
Inter segment sales 44 - (44) -
----------------------------- ----------- ------------ ------------ -------
Sales to external
customers - 9,337 (9,337) -
----------------------------- ----------- ------------ ------------ -------
Segment revenue 44 9,337 (9,381) -
----------------------------- ----------- ------------ ------------ -------
Results
----------------------------- ----------- ------------ ------------ -------
Segment results (2,225) 753 (797) (2,269)
----------------------------- ----------- ------------ ------------ -------
Group operating loss (2,225) 753 (797) (2,269)
----------------------------- ----------- ------------ ------------ -------
Net finance revenue/(cost) 284 (318) 41 7
----------------------------- ----------- ------------ ------------ -------
Fair valuation of
financial assets designated
at fair value through
profit or loss - - - -
----------------------------- ----------- ------------ ------------ -------
Loss before taxation (1,941) 435 (756) (2,262)
----------------------------- ----------- ------------ ------------ -------
Assets and liabilities
----------------------------- ----------- ------------ ------------ -------
(MORE TO FOLLOW) Dow Jones Newswires
November 03, 2015 02:00 ET (07:00 GMT)
Other segment assets 2,133 - - 2,133
----------------------------- ----------- ------------ ------------ -------
Financial assets designated
at fair value through
profit or loss 4,079 - - 4,079
----------------------------- ----------- ------------ ------------ -------
Total assets 6,212 - - 6,212
----------------------------- ----------- ------------ ------------ -------
Segment liabilities 1,706 - - 1,706
----------------------------- ----------- ------------ ------------ -------
Total liabilities 1,706 - - 1,706
----------------------------- ----------- ------------ ------------ -------
Other segment disclosures
----------------------------- ----------- ------------ ------------ -------
Capital expenditure:
----------------------------- ----------- ------------ ------------ -------
Property, plant and
equipment - additions - 537 (537) -
----------------------------- ----------- ------------ ------------ -------
Financial assets designated
at fair value through
profit or loss - additions - - - -
----------------------------- ----------- ------------ ------------ -------
Depreciation 1 503 (503) 1
----------------------------- ----------- ------------ ------------ -------
Secondary reporting format - Geographical segments
The following tables present revenue, certain assets and capital
expenditure information regarding the Group's geographical segments
relating to continuing operations for the years ended 30 June 2015
and 2014.
Year ended 30 June 2015
UK USA Total
GBP000 GBP000 GBP000
------------------------------ ------ ------ ------
Revenue
------------------------------ ------ ------ ------
Inter segment sales - - -
------------------------------ ------ ------ ------
Revenue from continuing
operations - - -
------------------------------ ------ ------ ------
Other segment information
------------------------------ ------ ------ ------
Segment assets 1,464 234 1,698
------------------------------ ------ ------ ------
Financial assets designated
at fair value through profit
or loss - 4,438 4,438
------------------------------ ------ ------ ------
Total assets 1,464 4,672 6,136
------------------------------ ------ ------ ------
Year ended 30 June 2014
UK USA Total
GBP000 GBP000 GBP000
------------------------------ ------ ------ ------
Revenue
------------------------------ ------ ------ ------
Inter segment sales - - -
------------------------------ ------ ------ ------
Revenue from continuing
operations - - -
------------------------------ ------ ------ ------
Other segment information
------------------------------ ------ ------ ------
Segment assets 2,133 - 2,133
------------------------------ ------ ------ ------
Financial assets designated
at fair value through profit
or loss - 4,079 4,079
------------------------------ ------ ------ ------
Total assets 2,133 4,079 6,212
------------------------------ ------ ------ ------
Capital expenditure:
------------------------------ ------ ------ ------
Property, plant and equipment
- additions - - -
------------------------------ ------ ------ ------
Investments
------------------------------ ------ ------ ------
Profit from discontinued
operations 5,110 - 5,110
------------------------------ ------ ------ ------
4. Administrative expenses - exceptional items
Discontinued
Continuing operations
operations (note 17) Total
2015 2014 2015 2014 2015 2014
GBP000 GBP000 GBP000 GBP000 GBP000 GBP000
------------------- ------ ------ ------ ------ ------ ------
Deal and merger
costs:
------------------- ------ ------ ------ ------ ------ ------
- Redundancy
costs - - - 15 - 15
------------------- ------ ------ ------ ------ ------ ------
- Cost on abortive
projects - - - 1 - 1
------------------- ------ ------ ------ ------ ------ ------
- Restructuring
charges - - - 82 - 82
------------------- ------ ------ ------ ------ ------ ------
- Loss in the
fair value on
sale of financial
assets designated
at fair value
through profit
or loss - 8 - - - 8
------------------- ------ ------ ------ ------ ------ ------
- 8 - 98 - 106
------------------- ------ ------ ------ ------ ------ ------
5. Group operating (loss)/profit
This is stated after charging/(crediting):
Continuing Discontinued
operations operations Total
2015 2014 2015 2014 2015 2014
GBP000 GBP000 GBP000 GBP000 GBP000 GBP000
---------------------- ------ ------ ------ ------ ------ ------
Depreciation
of property,
plant and equipment 1 1 - 505 1 506
---------------------- ------ ------ ------ ------ ------ ------
Net foreign currency
differences 10 12 - - 10 12
---------------------- ------ ------ ------ ------ ------ ------
Cost of inventories
recognised as
an expense (included
in cost of sales) - - - 1,956 - 1,956
---------------------- ------ ------ ------ ------ ------ ------
Operating lease
payments - land
and buildings - - - 612 - 612
---------------------- ------ ------ ------ ------ ------ ------
Provision for
carried interest 144 1,660 - - 144 1,660
---------------------- ------ ------ ------ ------ ------ ------
6. Auditor's remuneration
2015 2014
GBP000 GBP000
------------------------------------------ ------ ------
Audit of the group's financial statements 34 43
------------------------------------------ ------ ------
Other fees to auditor:
------------------------------------------ ------ ------
- auditing the accounts of subsidiaries 3 -
------------------------------------------ ------ ------
37 43
------------------------------------------ ------ ------
There are no non-audit fees paid to the auditor.
7. Staff costs
Continuing Discontinued
operations operations Total
2015 2014 2015 2014 2015 2014
GBP000 GBP000 GBP000 GBP000 GBP000 GBP000
------------------- ------ ------ ------ ------ ------ ------
Wages and salaries - - - 2,112 - 2,112
------------------- ------ ------ ------ ------ ------ ------
Social security
costs - - - 73 - 73
------------------- ------ ------ ------ ------ ------ ------
- - - 2,185 - 2,185
------------------- ------ ------ ------ ------ ------ ------
There were no pension contributions during the year.
The average monthly number of employees, including directors,
during the year was as follows:
Continuing Discontinued
operations operations Total
2015 2014 2015 2014 2015 2014
No. No. No. No. No. No.
-------------------- ------ ----- ------ ------ ---- ----
Investment holdings 3 3 - - 3 3
-------------------- ------ ----- ------ ------ ---- ----
Bar and night
clubs
-------------------- ------ ----- ------ ------ ---- ----
- Bar staff - - - 475 - 475
-------------------- ------ ----- ------ ------ ---- ----
- Head office - - - 14 - 14
-------------------- ------ ----- ------ ------ ---- ----
3 3 - 489 3 489
-------------------- ------ ----- ------ ------ ---- ----
All employees in continuing operations were directors. Their
remuneration is disclosed in note 8 and in the Report on Directors'
Remuneration in the Directors' Report on page 9.
8. Directors' remuneration
2015 2014
GBP000 GBP000
----- ------ ------
Fees 45 42
----- ------ ------
(MORE TO FOLLOW) Dow Jones Newswires
November 03, 2015 02:00 ET (07:00 GMT)
An analysis of directors' remuneration is set out in the
Directors' Report. There were no pension payments in respect of
either year. Included in the report on directors' remuneration are
details of fees payable to Odyssey Partners Limited, a company
controlled by Richard Kleiner, in respect of the investment
management agreement between the company and Odyssey Partners
Limited.
9. Finance revenue
Discontinued
Continuing operations (note
operations 17) Total
2015 2014 2015 2014 2015 2014
GBP000 GBP000 GBP000 GBP000 GBP000 GBP000
------------------ ------ ------ --------- -------- ------ ------
On deposits
and liquid funds 3 7 - 3 3 10
------------------ ------ ------ --------- -------- ------ ------
On loan issued 23 - - - 23 -
------------------ ------ ------ --------- -------- ------ ------
26 7 - 3 26 10
------------------ ------ ------ --------- -------- ------ ------
10. Finance cost
Discontinued
Continuing operations
operations (note 17) Total
2015 2014 2015 2014 2015 2014
GBP000 GBP000 GBP000 GBP000 GBP000 GBP000
--------------- ------ ------ ------ ------ ------ ------
Bank loans and
overdrafts - - - 42 - 42
--------------- ------ ------ ------ ------ ------ ------
- - - 42 - 42
--------------- ------ ------ ------ ------ ------ ------
11. Taxation
The major components of income tax for the years ended 30 June
2015 and 2014 are:
(a) Analysis of charge in year:
2015 2014
GBP000 GBP000
------------------------------------- ------ ------
Current tax
------------------------------------- ------ ------
UK corporation tax on the profit
for the year - -
------------------------------------- ------ ------
Deferred tax
------------------------------------- ------ ------
Utilisation of tax losses (note
11(c)) - -
------------------------------------- ------ ------
Origination and reversal of temporary
differences - -
------------------------------------- ------ ------
Prior year overstatement of deferred
tax asset - -
------------------------------------- ------ ------
Total tax charge for year - -
------------------------------------- ------ ------
(b) Factors affecting current tax charge for the year:
The tax assessed for the year differs from the standard rate of
corporation tax in the UK. The differences are explained below:
2015 2014
GBP000 GBP000
---------------------------------------- ------ -------
Loss on ordinary activities before
tax - continuing operation (212) (2,262)
---------------------------------------- ------ -------
Profit on ordinary activities before
tax - discontinued operation - 5,274
---------------------------------------- ------ -------
(212) 3,012
---------------------------------------- ------ -------
(Loss)/Profit on ordinary activities
multiplied by standard rate
of corporation tax in the UK of 20.75%
(2014 - 22.50%) (44) 678
---------------------------------------- ------ -------
Effects of:
---------------------------------------- ------ -------
Disallowable expenses and non-taxable
income - 1
---------------------------------------- ------ -------
Movement in unrecognised deferred
tax (44) (679)
---------------------------------------- ------ -------
Total tax charge for year (note 11a) - -
---------------------------------------- ------ -------
(c) Deferred tax
2015 2014
GBP000 GBP000
--------------------------------- ------ ------
Recognised in balance sheet:
--------------------------------- ------ ------
Deferred tax liability - Goodwill - -
--------------------------------- ------ ------
Deferred tax asset
--------------------------------- ------ ------
Tax losses - -
--------------------------------- ------ ------
Capital allowances - -
--------------------------------- ------ ------
- -
--------------------------------- ------ ------
Legislation to reduce the UK main rate of corporation tax from
23% to 21% with effect from 1 April 2014 and to 20% with effect
from 1 April 2015 was enacted in July 2013. Accordingly, deferred
tax balances as at 30 June 2015 have been calculated on these
rates.
The group has tax losses, predominantly in the form of capital
losses, arising in the UK of approximately GBP12 million (2014 -
GBP12 million) that are available indefinitely for offset against
future chargeable gains in the group. In addition there are excess
management expenses of approximately GBP5.5 million (2014 - GBP5.3
million) and a non-trade deficit of GBP2.2 million (2014 - GBP2.2
million) that are available for offset against future taxable
profits of those companies in which the losses arose. Deferred tax
assets of GBP4.0 million (2014 - GBP4.2 million) in respect of such
losses have not been recognised in respect of these losses as they
may not be used to offset taxable profits elsewhere in the group.
If investments classified as 'Financial assets designated at fair
value through profit or loss' were sold at their valuations at the
balance sheet date, capital losses of GBP2.3 million (2014: GBP2.3
million) would arise.
In addition, deferred tax assets of GBP0.1 million (2014 -
GBP0.1 million) arising on decelerated capital allowances of GBP0.1
million (2014 - GBP0.1 million) and deferred tax assets of GBP0.4
million (2014 - GBP0.4 million) arising on the carried interest
provision of GBP1.775 million (2014 - GBP1.631 million) have also
not been recognised as there is not sufficient certainty of future
profits against which the temporary difference will unwind.
12. Dividends
Amounts recognised as distributions to equity holders of the
company in the previous year:
2015 2014
GBP000 GBP000
------------------------------- ------ ------
Interim dividend paid on 16
January 2014 at 63p per share - 4,976
------------------------------- ------ ------
Interim dividend paid on 28
March 2014 at 42p per share - 3,451
------------------------------- ------ ------
Total dividends - 8,427
------------------------------- ------ ------
13. (Loss)/earnings per share
The loss per share calculation is based on the group's retained
loss attributable to the shareholders of the parent for the year of
GBP212,000 (2014 - profit GBP2.8 million) and the weighted average
number of shares in issue for the year of 8,025,752 (2013 -
8,025,752). Further information is set out in note 22 on page
37.
The (loss)/earnings attributed to ordinary shareholders and the
weighted average number of shares for the purposes of calculating
the diluted (loss)/earnings per share is identical to those used
for basic (loss)/earnings per share.
2015 2014
GBP000 GBP000
------------------------------------- ---------- ---------
Loss from continuing operations (212) (2,262)
------------------------------------- ---------- ---------
Profit from discontinuing operations - 5,020
------------------------------------- ---------- ---------
Weighted average number of
shares 8,025,752 8,025,752
------------------------------------- ---------- ---------
(Loss)/Earnings per share -
basic and fully diluted (2.64)p 34.36p
------------------------------------- ---------- ---------
(Loss)/Earnings per share -
from discontinued operations - 63.67p
------------------------------------- ---------- ---------
14. Intangible assets
Goodwill
GBP000
----------------------------------- --------
Cost:
----------------------------------- --------
At 1 July 2013 5,196
----------------------------------- --------
Additions 130
----------------------------------- --------
Disposal of subsidiary investments (5,326)
----------------------------------- --------
As at 30 June 2014 and 30 June
2015 -
----------------------------------- --------
Net book value as at 30 June
2014 and 30 June 2015 -
----------------------------------- --------
(MORE TO FOLLOW) Dow Jones Newswires
November 03, 2015 02:00 ET (07:00 GMT)
Goodwill in previous years arose through the acquisition of
Eclectic Bars Limited. The additions in prior year reflect a
business acquisition made by Eclectic Bars Limited (see note 15).
The carrying amount was reduced to GBPnil during the prior period
to reflect the disposal of its subsidiary investments (see note
17).
15. Property, plant and equipment
Group
Leasehold IT Furniture Motor
improvements equipment and fittings vehicles Total
GBP000 GBP000 GBP000 GBP000 GBP000
--------------------- ------------ --------- ------------ -------- --------
Cost:
--------------------- ------------ --------- ------------ -------- --------
At 30 June 2013 1,698 667 6,803 177 9,345
--------------------- ------------ --------- ------------ -------- --------
Additions 353 27 157 - 537
--------------------- ------------ --------- ------------ -------- --------
Acquired in business
combination (*) 785 - 135 - 920
--------------------- ------------ --------- ------------ -------- --------
Disposals (see note
17) (2,836) (679) (7,095) (177) (10,787)
--------------------- ------------ --------- ------------ -------- --------
At 30 June 2014 and
30 June 2015 - 15 - - 15
--------------------- ------------ --------- ------------ -------- --------
Depreciation:
--------------------- ------------ --------- ------------ -------- --------
At 30 June 2013 974 136 2,718 79 3,907
--------------------- ------------ --------- ------------ -------- --------
Charge for the year 83 18 393 11 505
--------------------- ------------ --------- ------------ -------- --------
Disposals (see note
17) (1,057) (140) (3,111) (90) (4,398)
--------------------- ------------ --------- ------------ -------- --------
At 30 June 2014 - 14 - - 14
--------------------- ------------ --------- ------------ -------- --------
Charge for the year - 1 - - -
--------------------- ------------ --------- ------------ -------- --------
At 30 June 2015 - 15 - - 15
--------------------- ------------ --------- ------------ -------- --------
Net book value:
--------------------- ------------ --------- ------------ -------- --------
At 30 June 2015 - - - - -
--------------------- ------------ --------- ------------ -------- --------
At 30 June 2014 - - - - 1
--------------------- ------------ --------- ------------ -------- --------
(*) The business combination was made by Eclectic Bars Limited.
The consideration was GBP1,096,000. Property, plant and equipment
and other net assets were acquired for GBP920,000 and GBP46,000
respectively, giving rise to goodwill of GBP130,000 (see note
14).
Company
IT Furniture
equipment and fittings Total
GBP000 GBP000 GBP000
-------------------------- --------- ------------ ------
Cost:
-------------------------- --------- ------------ ------
At 30 June 2013 15 3 18
-------------------------- --------- ------------ ------
Disposal - (3) (3)
-------------------------- --------- ------------ ------
At 30 June 2014 and at 30
June 2015 15 - 15
-------------------------- --------- ------------ ------
Depreciation:
-------------------------- --------- ------------ ------
At 30 June 2013 14 3 17
-------------------------- --------- ------------ ------
Charge for the year - - -
-------------------------- --------- ------------ ------
Disposal - (3) (3)
-------------------------- --------- ------------ ------
At 30 June 2014 14 - 14
-------------------------- --------- ------------ ------
Charge for the year 1 - 1
-------------------------- --------- ------------ ------
At 30 June 2015 15 - 15
-------------------------- --------- ------------ ------
Net book value:
-------------------------- --------- ------------ ------
At 30 June 2015 - - -
-------------------------- --------- ------------ ------
At 30 June 2014 1 - 1
-------------------------- --------- ------------ ------
16. Financial assets designated at fair value through profit or loss
Group Company Group Company
2015 2015 2014 2014
GBP000 GBP000 GBP000 GBP000
----------------------- ------ ------- ------ -------
Unlisted investments 4,438 - 4,079 -
----------------------- ------ ------- ------ -------
Investment in unlisted
subsidiaries - 2,854 - 2,854
----------------------- ------ ------- ------ -------
4,438 2,854 4,079 2,854
----------------------- ------ ------- ------ -------
Group - Unlisted investments
Cost Provision Revaluation Book value
GBP000 GBP000 GBP000 GBP000
--------------------- ------- --------- ----------- ----------
At 30 June 2013 13,772 (7,798) (1,532) 4,442
--------------------- ------- --------- ----------- ----------
Disposals (1,119) 767 - (352)
--------------------- ------- --------- ----------- ----------
Adjustments - 59 (59) -
--------------------- ------- --------- ----------- ----------
Exchange differences - (11) - (11)
--------------------- ------- --------- ----------- ----------
At 30 June 2014 12,653 (6,983) (1,591) 4,079
--------------------- ------- --------- ----------- ----------
Additions 18 - - 18
--------------------- ------- --------- ----------- ----------
Exchange differences - 341 - 341
--------------------- ------- --------- ----------- ----------
At 30 June 2015 12,671 (6,642) (1,591) 4,438
--------------------- ------- --------- ----------- ----------
Company - Unlisted investments
Cost Provision Revaluation Book value
GBP000 GBP000 GBP000 GBP000
--------------------- ------- --------- ----------- ----------
At 30 June 2013 11,797 (1,644) - 10,153
--------------------- ------- --------- ----------- ----------
Repayments (see note
17) (7,299) - - (7,299)
--------------------- ------- --------- ----------- ----------
At 30 June 2014 and
at 30 June 2015 4,498 (1,644) - 2,854
--------------------- ------- --------- ----------- ----------
All unlisted investments represent investments into equity
shares.
Fair value hierarchy
Group
As at 30 June 2015, the group held the following financial
instruments measured at fair value:
The group and the company uses the following hierarchy for
determining and disclosing the fair value of financial instruments
by valuation technique:
Level 1: quoted (unadjusted) prices in active markets for
identical assets or liabilities
Level 2: other techniques for which all inputs which have
significant effect on the recorded fair value are observable,
either directly or indirectly
Level 3: techniques which use inputs which have a significant
effect on the recorded fair value that are not based on observable
market data
The disposal in prior year only related to Espresso and did not
include that of Eclectic Bars group and its subsidiaries. The total
proceeds of GBP342,000 from Espresso disposal were broadly in line
with the carrying value of the investment. Of this amount,
GBP73,000 was included in trade and other receivables as at prior
year-end.
Assets measured at fair value
Total Level 1 Level 2 Level 3
GBP000 GBP000 GBP000 GBP000
----------------------- ------ ------- ------- -------
Financial assets held
at fair value through
profit or loss:
----------------------- ------ ------- ------- -------
Equity shares
----------------------- ------ ------- ------- -------
At 30 June 2013 4,442 - 4,051 391
----------------------- ------ ------- ------- -------
Disposals (352) - 39 (391)
----------------------- ------ ------- ------- -------
Exchange differences (11) - (11) -
----------------------- ------ ------- ------- -------
At 30 June 2014 4,079 - 4,079 -
----------------------- ------ ------- ------- -------
Additions 18 - 18 -
----------------------- ------ ------- ------- -------
Exchange differences 341 - 341 -
(MORE TO FOLLOW) Dow Jones Newswires
November 03, 2015 02:00 ET (07:00 GMT)
----------------------- ------ ------- ------- -------
Revaluation - - - -
----------------------- ------ ------- ------- -------
At 30 June 2015 4,438 - 4,438 -
----------------------- ------ ------- ------- -------
During the reporting period, there were no transfers between
level 1 and level 2 and a transfer into and out of level 3.
The fair values of financial assets are determined in accordance
with the valuation guidelines issued by the British Venture Capital
Association as set out in accounting policy note 2. This is on a
comparable valuation by reference to similar business that have
objective data representing their equity value. There have been no
changes in the valuation technique during the year.
The fair value approximates to the carrying value of the
financial assets.
Company
As at 30 June 2015, the company held the following financial
instruments measured at fair value:
The company uses the following hierarchy for determining and
disclosing the fair value of financial instruments by valuation
technique:
Level 1: quoted (unadjusted) prices in active markets for
identical assets or liabilities
Level 2: other techniques for which all inputs which have
significant effect on the recorded fair value are observable,
either directly or indirectly
Assets measured at fair value
Level Level
Total 1 2
GBP000 GBP000 GBP000
------------------------------- ------- ------ --------
Financial assets held at fair
value through profit or loss:
------------------------------- ------- ------ --------
Equity shares and loans
------------------------------- ------- ------ --------
At 30 June 2013 10,153 - 10,153
------------------------------- ------- ------ --------
Disposals (7,299) - (7,299)
------------------------------- ------- ------ --------
At 30 June 2014 2,854 - 2,854
------------------------------- ------- ------ --------
At 30 June 2015 2,854 - 2,854
------------------------------- ------- ------ --------
Details of the significant investments in which the company
holds, directly or indirectly, 20% or more of the nominal value of
any class of share capital as at 30 June 2015 are as follows:
Proportion of voting
rights
Name of Company Nature
Holding and shares held of business
--------------- --------------- -------------------- ------------
Subsidiary
undertakings:
--------------- --------------- -------------------- ------------
Avanti Holdings Private
plc Ordinary shares 100% equity
--------------- --------------- -------------------- ------------
Avanti Partners Private
NV* Ordinary shares 100% equity
--------------- --------------- -------------------- ------------
Avanti Nominees
Limited Ordinary shares 100% Dormant
--------------- --------------- -------------------- ------------
Avanti Partners NV is directly owned by Avanti Holdings plc and
is in turn directly owned by Avanti Capital plc.
* Incorporated in Belgium. All other subsidiaries are domiciled
and incorporated in England & Wales.
17. Discontinued operations
During the previous period, the group disposed of its interest
in Eclectic Bars Limited following Eclectic Bars' floatation on the
AIM market of the London Stock Exchange.
GBP000
------------------------------------------------ -------
Profit & loss
------------------------------------------------ -------
Turnover 9,337
------------------------------------------------ -------
Less: Cost of sales (1,957)
------------------------------------------------ -------
Gross profit 7,380
------------------------------------------------ -------
Operating expenses (6,026)
------------------------------------------------ -------
EBITDA 1,354
------------------------------------------------ -------
Depreciation (503)
------------------------------------------------ -------
Interest payable (42)
------------------------------------------------ -------
Profit on ordinary activities before taxation
and exceptional items 809
------------------------------------------------ -------
Exceptional items - other (98)
------------------------------------------------ -------
Profit on ordinary activities before taxation 711
------------------------------------------------ -------
Taxation (164)
------------------------------------------------ -------
Profit for the period from discontinued
operation* 547
------------------------------------------------ -------
Gain on disposal of the discontinued operations 4,563
------------------------------------------------ -------
Total** 5,110
------------------------------------------------ -------
* The company's investment in Eclectic Bars and its subsidiaries
was disposed of when Eclectic Bars listed on the AIM market of the
London Stock Exchange in late November 2013 for a cash
consideration of GBP4.5 million (excluding legal and professional
fees of GBP151,000). Up to the date of disposal (and the
simultaneous deconsolidation of Eclectic Bars), the group's
recognised profits from Eclectic Bars of GBP0.5 million which has
been classified as arising from discontinued operations. The
primary segment was that of bars and night clubs (see note 3).
** Including minority interest of GBP90,000.
The assets and liabilities of Eclectic Bars group at disposal
were as follows:
GBP000
--------------------------------------- ------
Cash and cash equivalent 607
---------------------------------------- ------
Intangible and tangible assets 11,715
---------------------------------------- ------
Current assets (including inventories) 1,622
---------------------------------------- ------
Liabilities (including bank loans) 6,823
---------------------------------------- ------
As there are losses brought forward, there is no tax due on the
gain of the disposal (see note 11).
Eclectic Bar group repaid the whole outstanding loan amount
subsequent to its flotation on the AIM market of the London Stock
Exchange for the amount of GBP7.3 million. This, together with the
net consideration for the sale of shares referred to above of
GBP4.4 million, resulted in total cash receipts of GBP11.7
million.
Discontinued operations affected the group cash flow statements
as follows:
GBP000
----------------------------------------- ------
Net cash provided by/(used in) operating
activities 863
------------------------------------------ ------
Net cash provided by/(used in) investing
activities 2,320
------------------------------------------ ------
Net cash provided by/(used in) financing
activities 578
------------------------------------------ ------
18. Trade and other receivables
Group Company Group Company
2015 2015 2014 2014
GBP000 GBP000 GBP000 GBP000
-------------------- ------ ------- ------ -------
Trade and other
receivables 26 11 84 13
--------------------- ------ ------- ------ -------
Amounts due from
subsidiary company - 1,152 - 987
--------------------- ------ ------- ------ -------
26 1,163 84 1,000
-------------------- ------ ------- ------ -------
Trade receivables are non-interest bearing and are generally on
30-90 days terms. Impairment has been considered and no provision
was considered necessary.
At both 30 June 2015 and 30 June 2014 none of the trade
receivables were past due or impaired.
The credit quality of trade receivables that are neither past
due nor impaired can not be quantified as no credit rating
information for the trade receivables is available.
(MORE TO FOLLOW) Dow Jones Newswires
November 03, 2015 02:00 ET (07:00 GMT)
Of the balance in respect of counterparties with internal
ratings, 100% of existing customers are with no history of
defaults.
19. Cash and cash equivalents
Group Company Group Company
2015 2015 2014 2014
GBP000 GBP000 GBP000 GBP000
-------------------- ------ ------- ------ -------
Cash at bank and
on hand 48 3 58 4
--------------------- ------ ------- ------ -------
Short-term deposits 1,390 1,390 1,990 1,990
--------------------- ------ ------- ------ -------
1,438 1,393 2,048 1,994
-------------------- ------ ------- ------ -------
20. Trade and other payables
Group Company Group Company
2015 2015 2014 2014
GBP000 GBP000 GBP000 GBP000
----------------- ------ ------- ------ -------
Trade payables 4 4 13 13
------------------ ------ ------- ------ -------
Accruals and
other creditors 63 58 62 57
------------------ ------ ------- ------ -------
67 62 75 70
----------------- ------ ------- ------ -------
21. Provision
Group Company
GBP000 GBP000
------------------------- ------- -------
Carried interest
------------------------- ------- -------
At 30 June 2013 2,554 2,554
------------------------- ------- -------
Provision in period 1,660 29
------------------------- ------- -------
Utilisation of provision (2,583) (2,583)
------------------------- ------- -------
At 30 June 2014 1,631 -
------------------------- ------- -------
Provision in period 144 -
------------------------- ------- -------
Utilisation of provision - -
------------------------- ------- -------
At 30 June 2015 1,775 -
------------------------- ------- -------
In November 2008, the company and its subsidiaries entered into
an arrangement with Odyssey Partners Limited in relation to the
management of the group's portfolio which was effected through a
change to the terms of the then existing investment management
agreement. The terms include a hurdle over which the carried
interest has a positive value. This hurdle, based on net assets, is
equivalent to 82.5p per share (a 23% premium to the price as at 4
November 2008 the date the new arrangement was effected).
The carried interest has been provided on the basis of terms of
agreement between the company and Odyssey Partners Limited. The
group's disposal of its interest in Eclectic Bars Limited,
following its flotation on the AIM market of the London Stock
Exchange and the GBP7.3 million repayment of the loan by Eclectic
Bars, triggered the payment of GBP2.58 million of the carried
interest on 13 December 2013.
The carried interest provision as at 30 June 2015 of GBP1.775
million assumes that the group's remaining investments (including
Mblox) are realised at their respective carrying values.
22. Share capital
Allotted, called
up
Authorised and fully paid
2015 2014 2015 2014
No. No. No. No.
----------------- ---------- ---------- --------- ---------
Ordinary shares
of GBP0.01 each 20,833,333 20,833,333 8,025,752 8,025,752
------------------ ---------- ---------- --------- ---------
GBP000 GBP000 GBP000 GBP000
----------------- ---------- ---------- --------- ---------
Ordinary shares
of GBP0.01 each 208 208 80 80
------------------ ---------- ---------- --------- ---------
As referred to in the Strategic Report and the Report of the
Directors', the company effected a Capital Reduction Scheme during
the year to 30 June 2014, full details of which were set out in the
Circular distributed to shareholders on 6 February 2014. A summary
of the Capital Reduction Scheme are as follows:
a) the amount standing to the credit of the company's merger
reserve in the sum of GBP2,044,726.31 was capitalised by way of a
bonus issue of newly created Capital Reduction Shares;
b) the newly created Capital Reduction Shares were cancelled;
c) the amount standing to the credit of the company's share
capital redemption reserve (such amount being, as at 30 June 2013,
GBP1,409,004 was cancelled; and
d) the share capital of the company was reduced from
GBP4,815,451.20 divided into 8,025,752 ordinary shares of 60 pence
each, to GBP80,257.52 divided into 8,025,752 ordinary shares of 1
pence each, and that the resulting sum of GBP4,735,193.68 be
credited to the distributable reserves of the company.
Following the approval by the company's shareholders of the
resolutions in the Capital Reduction and the subsequent approval of
the Court, the company's distributable reserves were increased by
GBP8,188,923.99.
In seeking the Court's approval of the Capital Reduction Scheme,
the Court required protection for the creditors (including
contingent creditors) of the company whose debts remain outstanding
on the relevant dated, except in the case of creditors which have
consented to the Capital Reduction. Any such creditor protection
included seeking the consent of the Company's creditors to the
Capital Reduction or the provision by the Company to the Court of
an undertaking to deposit a sum of money into a blocked account
created for the purpose of discharging the non-consenting creditors
of the Company. At the time the company owed no more than GBP45,000
to its creditors and had a provision in its audited accounts for
the financial period ended 30 June 2013 of GBP2,554,000 in respect
of carried interest due by the company and its subsidiary, Avanti
Partners NV, to Odyssey Partners Limited in connection with the
management of the group's portfolio. Following the payment to
Odyssey Partners Limited of part of such outstanding carried
interest, there was a provision in the sum of GBP1.631 million that
remains provided for as owing to Odyssey Partners Limited. This
amount was based on the remaining investments realising proceeds
which are equivalent to the values as reflected in the audited
accounts for the financial period ended 30 June 2014. As at 6
February 2014, the date of the Circular, consent to the Capital
Reduction was obtained from Odyssey Partners Limited in respect of
such amount.
In view of the foregoing, as at 30 June 2015, there were
8,025,752 ordinary shares of 1 pence each in the capital of the
company. There have been no purchases by the company of its own
shares during the year.
23. Reserves
Capital redemption reserve
Capital redemption reserve arose from the purchase and
cancellation of own share capital, and represents the nominal
amount of the share capital cancelled. This reserve has been
cancelled under the Capital Reduction Scheme referred to in note
22.
Other reserves
Other reserves represent share premium paid on the acquisition
of subsidiary company. This reserve has been cancelled under the
Capital Reduction Scheme referred to in note 22.
Non-controlling interest
Non-controlling interest represented the 40% of Eclectic Bars
Limited not owned by the parent (see note 17).
24. Related party transactions
In the period under review, Odyssey Partners Limited, a company
in which Richard Kleiner has a material interest, provided
investment advisory services amounting to GBP145,200 (2014 -
GBP228,800). The group also paid GBP61,140 (2014 - GBP58,050) in
respect of accountancy and administration services to Gerald
Edelman, a firm in which Richard Kleiner has a partnership
interest.
The group considers its key management personnel to be the
directors of the company. The compensation of key management
personnel, representing short-term employee benefits as disclosed
in Report on Directors' Remuneration in the Directors' Report on
page 9.
Included in provisions is an amount of GBP1.775 million (2014:
GBP1.631 million) which relates to carried interest that would be
payable to Odyssey Partners Limited if the net assets were to be
realised at their carrying value at the balance sheet date (see
note 21).
Included in Trade and other receivables is amount of
GBP1,152,000 (2014: GBP987,000) due from Avanti Holdings plc (see
note 16 and note 18), a wholly owned subsidiary.
There are no other related party transactions.
25. Commitments and contingencies
Operating lease commitments
At 30 June 2015 the group and the company has no commitments
under non-cancellable operating leases.
Finance lease and hire purchase contracts
At 30 June 2015 the group and the company has no commitments
under finance leases or hire purchase contracts.
26. Financial risk management objectives and policies
The group's and company's financial instruments comprise
investments, cash and liquid resources, and various items, such as
trade receivables and trade payables that arise directly from its
operations. The vast majority of the group's and company's
financial investments are denominated in sterling.
Neither the group nor the company enter into derivatives or
hedging transactions.
The fair values of the group's and company's financial
instruments approximate the carrying values as at 30 June 2015 and
30 June 2014.
It is, and has been throughout the period under review, the
group's and company's policy that no trading in financial
instruments shall be undertaken.
(MORE TO FOLLOW) Dow Jones Newswires
November 03, 2015 02:00 ET (07:00 GMT)
The main risks arising from the group's and company's financial
instruments are investment risk, interest rate risk and liquidity
risk. With the exception of the investment in Mblox, the group does
not have a material exposure to foreign currency risk. The board
reviews policies for managing each of these risks, and they are
summarised as follows:
Investment risk
Investment risk includes investing in companies that may not
perform as expected. The group's investment criteria focus on the
quality of the business and the management team of the target
company, market potential and the ability of the investment to
attain the returns required within the time horizon set for the
investment. Due diligence is undertaken on each investment. The
group regularly reviews the investments in order to monitor the
level of risk and mitigate exposure where appropriate.
Interest rate risk
Certain investee companies of the group borrow in currencies to
match the denomination of fixed and floating rates of interest to
generate the desired interest rate profile and to manage their
exposure to interest rate fluctuation.
The following table demonstrates the sensitivity to a reasonably
possible change in interest rates, with all other variables held
constant, of the group's loss before tax (through the impact on
floating rate borrowings).
Increase/decrease Effect
on profit
In basis before
points tax
GBP000
--------- ----------------- ----------
2015
--------- ----------------- ----------
Sterling + 100 (2)
--------- ----------------- ----------
Sterling - 100 2
--------- ----------------- ----------
2014
--------- ----------------- ----------
Sterling + 100 (2)
--------- ----------------- ----------
Sterling - 100 2
--------- ----------------- ----------
Liquidity risk
The group's policy is to finance its operations and expansion
through working capital and, in the case of investing in target
companies, to raise an appropriate level of acquisition
finance.
The table below summarises the maturity profile of the group's
and company's financial liabilities at 30 June 2015 and 2014 based
on contractual (undiscounted) payments.
Group
Year ended 30 June 2015
Up to
Total On demand 1 year 1-2 years 2-5 years
GBP000 GBP000 GBP000 GBP000 GBP000
---------------- ------ --------- ------ --------- ---------
Trade and other
payables 67 - 67 - -
---------------- ------ --------- ------ --------- ---------
Trade and other
receivables 260 - - - 260
---------------- ------ --------- ------ --------- ---------
Year ended 30 June 2014
Up to
Total On demand 1 year 1-2 years 2-5 years
GBP000 GBP000 GBP000 GBP000 GBP000
---------------- ------ --------- ------ --------- ---------
Trade and other
payables 75 - 75 - -
---------------- ------ --------- ------ --------- ---------
Trade and other
receivables 84 - 84 - -
---------------- ------ --------- ------ --------- ---------
Company
Year ended 30 June 2015
Up to
Total On demand 1 year 1-2 years 2-5 years
GBP000 GBP000 GBP000 GBP000 GBP000
---------------- ------ --------- ------ --------- ---------
Trade and other
payables 63 - 63 - -
---------------- ------ --------- ------ --------- ---------
Trade and other
receivables 11 - 11 - -
---------------- ------ --------- ------ --------- ---------
Year ended 30 June 2014
Up to
Total On demand 1 year 1-2 years 2-5 years
GBP000 GBP000 GBP000 GBP000 GBP000
---------------- ------ --------- ------ --------- ---------
Trade and other
payables 70 - 70 - -
---------------- ------ --------- ------ --------- ---------
Trade and other
receivables 13 - 13 - -
---------------- ------ --------- ------ --------- ---------
The group and the company aims to mitigate liquidity risk by
managing cash generation by its operations, and applying cash
collection targets. Investment is carefully controlled, with
authorisation limits operating up to board level and cash payback
periods applied as part of the investment appraisal process.
Credit risk
There are no significant concentrations of credit risk within
the group. The maximum credit risk exposure relating to financial
assets is represented by the carrying value as at the balance sheet
date.
Fair Value
There is no material difference between the fair values and book
values of any of the group's financial instruments. Fair values of
investments are discussed in note 16.
Strategies for managing capital
The primary objective of the group's and company's capital
management is to ensure it is able to support its business and
maximise shareholder value.
The group and the company manages its capital structure and
makes adjustments to it, in light of economic conditions. To
maintain or adjust the capital structure, the company may return
capital to shareholders or perhaps issue new shares. No changes
were made in the objectives or policies during the years ended 30
June 2015 and 30 June 2014.
Financial assets
Group
The group has financial assets as shown below:
Floating Non-interest Floating Non-interest
rate bearing rate bearing
financial financial financial financial
assets assets assets assets
2015 2015 2014 2014
Currency GBP000 GBP000 GBP000 GBP000
--------------------- --------- ------------ --------- ------------
Sterling - cash
and short-term
deposits 1,438 - 2,048 -
---------------------- --------- ------------ --------- ------------
Sterling - unquoted
investments - - - -
--------------------- --------- ------------ --------- ------------
US Dollar - unquoted
investments - 4,438 - 4,079
---------------------- --------- ------------ --------- ------------
Non-current asset
investment
--------------------- --------- ------------ --------- ------------
Loan to Mblox 234 - - -
---------------------- --------- ------------ --------- ------------
1,672 4,438 2,048 4,079
--------------------- --------- ------------ --------- ------------
Company
The company has financial assets as shown below:
Floating Non-interest Floating Non-interest
rate bearing rate bearing
financial financial financial financial
assets assets assets assets
2015 2015 2014 2014
Currency GBP000 GBP000 GBP000 GBP000
--------------------- --------- ------------ --------- ------------
Sterling - cash
and short-term
deposits 1,438 - 1,994 -
---------------------- --------- ------------ --------- ------------
Sterling - unquoted
investments - - - -
--------------------- --------- ------------ --------- ------------
US Dollar - unquoted
investments - - - -
--------------------- --------- ------------ --------- ------------
Non-current asset
investment
--------------------- --------- ------------ --------- ------------
Loan to Mblox - - - -
--------------------- --------- ------------ --------- ------------
1,676 4,438 2,048 4,079
--------------------- --------- ------------ --------- ------------
The non-current financial asset comprises the secured loan that
was made to Mblox in July 2014 amounting to $367,000 (equivalent
amount - GBP234,000). The terms of the loans are that it has a
maturity date of 31 July 2018 and attracts interest based upon
LIBOR plus fixed rate. Non-interest bearing financial assets are
available on demand.
27. Post-Balance Sheet Event
As part of the arrangements to preserve the company's cash
assets, an agreement was reached with Odyssey Partners Limited
("OPL"), the investment adviser, such that with effect from 1 July
2015 OPL's management fees are to be deferred until there are
realisation proceeds from the remaining assets held by the
company.
Notice of Annual General Meeting
Notice is hereby given that the 2015 Annual General Meeting of
Avanti Capital plc ("the Company") will be held at the offices of
Berwin Leighton Paisner LLP, Adelaide House, London Bridge, London
EC4R 9HA on the 7 day of December 2015 at 11.30 am to transact the
following business.
Ordinary Business
(MORE TO FOLLOW) Dow Jones Newswires
November 03, 2015 02:00 ET (07:00 GMT)
Avanti Capital (LSE:AVA)
Historical Stock Chart
From May 2024 to Jun 2024
Avanti Capital (LSE:AVA)
Historical Stock Chart
From Jun 2023 to Jun 2024