TIDMPIP
RNS Number : 0201V
PipeHawk PLC
31 October 2017
31 October 2017
PipeHawk plc
("PipeHawk" or the "Company")
Final results for the year ended 30 June 2017
Chairman's Statement
I am pleased to report that turnover for the year ended 30 June
2017 was GBP5.7 million (2016: GBP4.8 million), an increase of 19
percent. The Group incurred an operating loss in the year of
GBP16,000 (2016: GBP858,000 loss), a loss before taxation for the
year of GBP193,000 (2016: GBP1,017,000 loss) and a profit after
taxation of GBP179,000 (2016: GBP753,000 loss). The profit per
share was .54p (2016: 2.28p loss).
QM Systems
2016/17 has seen a marked improvement in performance both in
revenue and profit generated. Turnover for the year was GBP4.05
million (2016: GBP3.42 million) an increase of approximately 17
percent. Operating profit for the year was GBP42,000 (2016:
GBP348,000 loss). This marks a very significant turnaround in
profitability for the year. The increase in profitability was
fuelled through further improvements to efficiency which was partly
due to changes undertaken in the previous year, further changes
during 2016/17 and through a growth in revenue which was achieved
with a slightly lower headcount at 30 June 2017.
A number of key projects have been successfully delivered during
the year and we continue to maintain an excellent record for
delivery and support with our existing client base. Many of QM
System's existing clients are now placing regular additional
business. In addition, we have established business with five new
clients during the period. Recruitment of a new Business
Development Manager in September 2016 has led to a marked increase
in monthly quotation activity. This has provided access to a number
of new and potential clients across industry sectors that we
previously did not cover. These are tending to be for larger
contracts which, typically, take longer to be awarded. During the
last 12 months the size, scope and value of QM Systems' quotes have
significantly increased and most of these projects have still to be
awarded.
Interest in our own Manufacturing Execution System has continued
to gain momentum and we have added two new clients to the growing
client base for this product. This system is unique in its ease of
configurability by our end clients and enables QM Systems to offer
a complete production line package including manufacturing,
assembly, ongoing test and final test which when combined with our
own CAA system creates a 'one stop shop' for our clients'
production requirements. This approach has considerable flexibility
and scalability and this is leading to a lot of interest.
After the political uncertainty of the previous two years. it is
reassuring to see a double-digit growth in revenue and a return to
a healthy profit during 2016/17. We aim to build on these successes
for the current financial year as we drive this dynamic and
exciting business forward.
Technology Division
The technology division made an operating loss of GBP83k (2016:
GBP353k) this includes the corporate costs of the group. Attendance
at key industry events, supported by articles in trade media
fuelled a unit sales growth for the year which although tempered
initially in the UK post Brexit, quickly recovered. With our
international marketing strategy also achieving increased interest
from new and existing export market, overall performance has been
consistent with expectations. Previous sales success has also
driven additional revenue growth this year with past clients
returning for Servicing, System Upgrades and Accessories. Rejection
again of our H2020 phase 2 grant re-application was a considerable
disappointment. However, following consultation with our advisers
we shall continue re-submitting what we hope will be regarded as
improved applications, building on feedback we receive from the
assessors.
A concerted R&D effort this year has led to significant
reduction in our unit build costs and the development of a new
high-end product variant based on our popular e-Safe design.
Launched as e-SafePRO at an international utilities event in May
2017, this new system is expected to have a significant impact on
future sales growth going forward.
Adien
Adien turned itself around during the year increasing turnover
by 10% to GBP1,364,000 and delivering a profit before tax to the
Group of GBP16,000 (2016: GBP163,000 loss). With a degree of
certainty in the political world this improvement is expected to
continue.
The first quarter of the current year has seen good contract
wins in Northern Ireland, Scotland and the North of England. The
activity levels in Scotland are improving at a significant rate and
the medium to long term potential in Northern Ireland is increasing
monthly as most major infrastructure projects now have funding in
place. Demand for Adien's services in England is relatively steady,
however there are now signs of increased activity within certain
sectors namely; Transport: airports, highways and rail. In
addition, the power generation and distribution and water treatment
sectors are growing in demand.
Currently Adien's order book and the value of quotes for
contracts still to be awarded indicates that business will continue
to develop at a sustainable level.
SUMO
On 13 October 2017, the Company sold it's 28.4 percent joint
venture interest in the ordinary share capital of SUMO Limited to
me for a consideration of GBP197,499, being the original cost of
the investment, subject to shareholder approval. The consideration
will be satisfied in cash. I have agreed to pay the consideration
immediately and therefore the payment of GBP197,499 will be treated
as a loan on identical terms to the existing loans due to me. If
approved by shareholders, the result will be that the amount
outstanding on loans due to me will be reduced by GBP197,499 and
the Group will record a book profit on sale of GBP143,000.
I have agreed that in the event that SUMO effects a fundraising
at a pre-money valuation in excess of GBP700,000 (equivalent to
GBP2 per SUMO share, being the price I paid) before 30 June 2018,
or SUMO effects a sale of the company or an IPO at a price greater
than GBP2 per SUMO share before 13 October 2020, then further
consideration of 50 per cent. of the value of such excess will be
payable in cash to the Company by me.
The independent directors, Randal MacDonnell and Soumitra
Padmanathan, having consulted with the Company's nominated adviser,
Allenby Capital Limited, consider that the terms of the sale of the
investment in SUMO, and the loan provided by me, are fair and
reasonable insofar as the shareholders of PipeHawk are
concerned.
Financial position
The broadly breakeven result means that the Group continues to
be in a net liability position and reliant on my continuing
financial support.
My letter of support dated 14 November 2016 was renewed on 30
October 2017 for a further year. Loans, other than those covered by
the CULS agreement, are unsecured and accrue interest at an annual
rate of Bank of England base rate plus 2.15%.
In addition to the loans I have provided to the Company in
previous years, my fellow directors and I have deferred a certain
proportion of our fees and the interest due to us until the Company
is in a suitably strong position to make the full payments. Further
fees and interest amounting to GBP71,000 were deferred in the year
ended 30 June 2017. At 30 June 2017, these deferred fees and
interest amounted to approximately GBP1.6 million in total, all of
which have been recognised as a liability in the Company's
accounts.
Strategy & Outlook
The PipeHawk Group remains committed to creating sustainable
earnings-based growth and focusing on the expansion of its business
with forward-looking products and services. PipeHawk acts
responsibly towards its shareholders, business partners, employees,
society and the environment - in each of its business areas.
PipeHawk is committed to technologies and products that unite
the goals of customer value and sustainable development. The year
under review has been a massive turnaround year, following the
substantial losses in the previous two years, all divisions of the
Group are currently performing well and the Directors remain
optimistic in their outlook for the Group.
Gordon Watt
Chairman
30 October 2017
Enquiries:
PipeHawk Plc Tel. No. 01252 338 959
Gordon Watt (Chairman)
Allenby Capital Limited Tel. No. 020 3328 5656
(Nomad and Broker)
David Worlidge/James Thomas
Consolidated Statement of Comprehensive Income
For the year ended 30 June 2017
30 June 30 June
2017 2016
Note GBP'000 GBP'000
Revenue 2 5,702 4,813
Staff costs (2,876) (2,866)
Operating costs (2,842) (2,805)
----------- -----------
Operating loss (16) (858)
Share of post-tax profits
of equity accounted joint
venture 5 1 6
----------- -----------
Loss before interest and
taxation (15) (852)
Finance costs (178) (165)
----------- -----------
Loss before taxation (193) (1,017)
Taxation 3 372 264
----------- -----------
Profit/(Loss) for the year
attributable to equity holders
of the parent 179 (753)
=========== ===========
Other comprehensive income - -
----------- -----------
Total comprehensive profit/(loss)
for the year attributable
to equity holders of the
parent 179 (753)
=========== ===========
Profit/(loss) per share
(pence) - basic 4 0.54 (2.28)
Profit/(loss) per share
(pence) - diluted 4 0.47 (2.28)
Consolidated Statement of Financial Position
at 30 June 2017
30 June 30 June
Note 2017 2016
Assets GBP'000 GBP'000
Non-current assets
Property, plant and equipment 145 227
Goodwill 1,061 1,061
Investment in joint venture 5 54 53
-------------- --------------
1,260 1,341
============== ==============
Current assets
Inventories 156 105
Current tax assets 253 181
Trade and other receivables 6 745 1,224
Cash and cash equivalents 72 24
-------------- --------------
1,226 1,534
Total assets 2,486 2,875
============== ==============
Equity and liabilities
Equity
Share capital 330 330
Share premium 5,151 5,151
Retained earnings (9,057) (9,236)
-------------- --------------
(3,576) (3,755)
============== ==============
Non-current liabilities
Borrowings 7 2,266 2,301
Trade and other payables 8 - -
-------------- --------------
2,266 2,301
============== ==============
Current liabilities
Trade and other payables 8 1,609 2,027
Borrowings 9 2,187 2,302
-------------- --------------
3,796 4,329
Total equity and liabilities 2,486 2,875
============== ==============
Parent Company Statement of Financial Position
at 30 June 2017
Assets Note 30 June 30 June
2017 2016
GBP'000 GBP'000
Non-current assets
Investment in subsidiaries 1,197 1,197
Investment in joint venture 5 198 198
-------------- ---------------
1,395 1,395
============== ===============
Current assets
Inventories 148 97
Current tax assets 100 82
Trade and other receivables 6 363 316
Cash and cash equivalents - -
-------------- ---------------
611 495
Total assets 2,006 1,890
============== ===============
Equity and liabilities
Equity
Share capital 330 330
Share premium 5,151 5,151
Retained earnings (9,223) (9,145)
-------------- ---------------
(3,742) (3,664)
============== ===============
Non-current liabilities
Borrowings 7 2,225 2,225
Trade and other payables 8 1,583 1,261
-------------- ---------------
3,808 3,486
============== ===============
Current liabilities
Borrowings 7 1,725 1,868
Trade and other payables 8 215 200
-------------- ---------------
1,940 2,068
Total equity and liabilities 2,006 1,890
============== ===============
Equity includes loss for the year of the parent company of
GBP78,000 (2016: GBP372,000).
Consolidated Statement of Cash Flow
For the year ended 30 June 2017
Note 30 June 30 June
2017 2016
GBP'000 GBP'000
Cash flows from operating
activities
Loss from operations (16) (858)
Adjustments for:
Profit on disposal of
assets - (1)
Depreciation 100 112
------------- -------------
84 (747)
Increase in inventories (51) (19)
Decrease in receivables 478 53
(Decrease)/Increase
in liabilities (577) 328
------------- -------------
Cash used in operations (66) (385)
Interest paid (2) (18)
Corporation tax received 299 212
------------- -------------
Net cash generated from/(used
in) operating activities 231 (191)
------------- -------------
Cash flows from investing
activities
Proceeds from sale of
assets - 2
Purchase of plant and
equipment (18) (105)
------------- -------------
Net cash used in investing
activities 213 (103)
------------- -------------
Cash flows from financing
activities
Proceeds from borrowings 97 361
Repayment of loan (210) -
Repayment of finance
leases (52) (86)
------------- -------------
Net cash (used in)/generated
from financing activities (165) 275
------------- -------------
Net increase/(decrease)
in cash and cash equivalents 48 (19)
Cash and cash equivalents
at beginning of year 24 43
------------- -------------
Cash and cash equivalents
at end of year 72 24
============= =============
Parent Company Statement of Cash Flow
For the year ended 30 June 2017
30 June 30 June
2017 2016
GBP'000 GBP'000
Cash flows from operating
activities
Loss from operations (83) (353)
Increase in inventories (51) (25)
(Increase)/decrease
in receivables (47) 364
Decrease/(increase)
in liabilities 62 (80)
------------- -------------
Cash generated by operations (119) (94)
Interest paid - (2)
Corporation tax received 119 87
------------- -------------
Net cash generated by
operating activities - (9)
------------- -------------
Cash flows from investing
activities
Proceeds from borrowing 25 -
Repayment of loan (25) -
------------- -------------
Net cash used in financing
activities - -
------------- -------------
Net increase in cash
and cash equivalents - (9)
Cash and cash equivalents
at beginning of year - 9
------------- -------------
Cash and cash equivalents
at end of year - -
============= =============
Statement of Changes in Equity
For the year ended 30 June 2017
Consolidated Share Share Retained Total
capital premium earnings
account
GBP'000 GBP'000 GBP'000 GBP'000
As at 1 July
2015 330 5,151 (8,483) (3,002)
Loss for the
year - - (753) (753)
Other comprehensive - - - -
income
--------- --------- ---------- --------
Total comprehensive
loss - - (753) (753)
As at 30 June
2016 330 5,151 (9,236) (3,755)
========= ========= ========== ========
Profit for the
year - - 179 179
Other comprehensive - - - -
income
--------- --------- ---------- --------
Total comprehensive
income - - 179 179
As at 30 June
2017 330 5,151 (9,057) (3,576)
========= ========= ========== ========
Parent Share Share Retained Total
capital premium earnings
account
GBP'000 GBP'000 GBP'000 GBP'000
As at 1 July
2015 330 5,151 (8,773) (3,292)
Loss for the
year - - (372) (372)
Other comprehensive - - - -
income
--------- --------- ---------- --------
Total comprehensive
loss - - (372) (372)
--------- --------- ---------- --------
As at 30 June
2016 330 5,151 (9,145) (3,664)
========= ========= ========== ========
Loss for the
year - - (78) (78)
Other comprehensive - - - -
income
--------- --------- ---------- --------
Total comprehensive
loss - - (78) (78)
--------- --------- ---------- --------
As at 30 June
2017 330 5,151 (9,223) (3,742)
========= ========= ========== ========
The share premium account reserve arises on the issuing of
shares. Where shares are issued at a value that exceeds their
nominal value, a sum equal to the difference between the issue
value and the nominal value is transferred to the share premium
account reserve.
Notes to the Report and Accounts
1. Summary of Significant Accounting Policies
Basis of preparation
The financial statements have been prepared in accordance with
international financial reporting standards as adopted by the EU
and under the historical cost convention. The principal accounting
policies are set out below.
A number of new standards and amendments to standards and
interpretations have been issued but are not yet effective and in
some cases, have not yet been adopted by the EU.
The directors do not expect that the adoption of these standards
will have a material impact on the financial statements of the
Group in future periods, except that IFRS 9 will impact both the
measurement and disclosures of financial instruments and IFRS 15
may have an impact on revenue recognition and related disclosures.
At this point it is not practicable for the directors to provide a
reasonable estimate of the effect of IFRS 9 and IFRS 15 as their
detailed review of these standards is still ongoing.
In addition, the directors are in the process of considering the
potential changes that may occur to the financial statements under
IFRS 16 "Leases". This is expected to apply to periods commencing
on or after 1 January 2019 and the assessment will be made over the
next year and reported in future financial information.
Basis of preparation - Going concern
The directors have reviewed the Group's funding requirements for
the next twelve months which show positive anticipated cash flow
generation, prior to any repayment of loans from the Executive
Chairman. The directors therefore have a reasonable expectation
that the entity has adequate resources to continue in its
operational exercises for the foreseeable future. The directors
have furthermore obtained a renewed pledge from GG Watt to provide
ongoing financial support for a period of at least twelve months
from the approval date of the group statement of financial
position. It is on this basis that the directors consider it
appropriate to adopt the going concern basis of preparation within
these financial statements. A material uncertainty exists regarding
the ability of the Group to remain a going concern without the
continuing financial support of the Executive Chairman.
Basis of consolidation
The consolidated financial statements incorporate the financial
statements of the Company and entities controlled by the Company
(its subsidiaries). Control is achieved where the Company has the
power to govern the financial and operating policies of an entity
so as to obtain benefits from its activities.
The results of subsidiaries acquired or disposed of during the
year are included in the consolidated statement of comprehensive
income from the effective date of acquisition or up to the
effective date of disposal, as appropriate. Where necessary,
adjustments are made to the financial statements of subsidiaries to
bring their accounting policies into line with those used by other
members of the Group. All intra-group transactions, balances,
income and expenses are eliminated in full on consolidation.
2. Segmental analysis
2017 2016
GBP'000 GBP'000
Turnover by geographical market
United Kingdom 5,671 4,745
Europe 28 68
Other 3 -
-------- --------
5,702 4,813
======== ========
The group operates out of one geographical location being the
UK. Accordingly, the primary segmental disclosure is based on
activity. Per IFRS 8 operating segments are based on internal
reports about components of the group, which are regularly reviewed
and used by Chief Operating Decision Maker ("CODM") for strategic
decision making and resource allocation, in order to allocate
resources to the segment and to assess its performance. The Group's
reportable operating segments are as follows:
-- Adien - Utility detection and mapping services
-- Technology Division - Development, assembly and sale of GPR equipment
-- QM Systems - Test system solutions
The CODM monitors the operating results of each segment for the
purpose of performance assessments and making decisions on resource
allocation. Performance is based on external and internal revenue
generations and profit before tax, which the CODM believes are the
most relevant in evaluating the results relative to other entities
in the industry. Segment assets and liabilities are presented
inclusive of inter segment balances, as inter-segment pricing.
In utility detection and mapping services one customer accounted
for 10% of revenue in 2017 and 11% in 2016. In development,
assembly and sale of GPR equipment one customer accounted for 23%
of revenue in 2017 and 10% in 2016. In automation and test system
solutions one customer accounted for 23% of revenue and 15.5% in
2016.
Information regarding each of the operations of each reportable
segments is included below, all non-current assets owned by the
group are held in the UK.
Utility Development, Automation Total
detection assembly and test
and mapping and sale system
services of GPR solutions
equipment
GBP'000 GBP'000 GBP'000 GBP'000
Year ended 30 June
2017
Total segmental
revenue 1,364 288 4,050 5,702
------------- ------------- ----------- ---------
Operating profit 25 (83) 42 (16)
Finance costs (9) (132) (37) (178)
Share of operating
profit in Joint
Venture 1
Loss before
taxation 16 (215) 5 (193)
------------- ------------- ----------- ---------
Segment assets 498 1,381 607 2,486
Segment liabilities 418 5,404 240 6,062
Non-current
asset additions 12 - 6 18
Depreciation
and amortisation 66 - 34 100
============= ============= =========== =========
Utility Development, Automation Total
detection assembly and test
and mapping and sale system
services of GPR solutions
equipment
GBP'000 GBP'000 GBP'000 GBP'000
Year ended 30 June
2016
Total segmental
revenue 1,241 151 3,421 4,813
------------- ------------- ----------- --------
Segmental result (157) (353) (348) (858)
Finance costs (7) (137) (21) (165
Share of operating
loss in joint
venture 6
--------
Loss before
taxation (163) (485) (369) (1,017)
------------- ------------- ----------- --------
Segment assets 521 1,334 1,019 2,874
Segment liabilities 510 4,293 1,827 6,630
Non-current
asset additions 95 - 10 105
Depreciation
and amortisation 72 - 40 112
============= ============= =========== ========
The majority of the Group's revenue is earned via the rendering
of services.
3. Taxation
2017 2016
GBP'000 GBP'000
United Kingdom Corporation
Tax
Current taxation (253) (264)
Adjustments in respect (119) -
of prior years
-------- --------
(372) (264)
Deferred taxation -
-------- --------
Tax on loss (372) (264)
======== ========
Current tax reconciliation 2017 2016
GBP'000 GBP'000
Taxable (loss) for the
year (193) (1,023)
-------- --------
Theoretical tax at UK
corporation tax rate
20% (2016: 22.75%) (39) (205)
Effects of:
- R&D tax credit adjustments (215) (162)
- other expenditure that
is not tax deductible 5 4
- adjustments in respect
of prior years (118) 36
- accelerated capital 2 -
allowances
- losses carried forward - 61
- short term timing differences (7) 2
-------- --------
Total income tax expense (372) (264)
======== ========
The Group has tax losses amounting to approximately GBP2,470,000
(2016: GBP2,492,000), available for carry forward to set off
against future trading profits. No deferred tax assets have been
recognised in these financial statements due to the uncertainty
regarding future taxable profits.
Potential deferred tax assets not recognised are approximately
GBP490,000 (2016: GBP490,000)
4. Profit per share
Group
Basic (pence per share) 2017 - 0.54; 2016 - 2.28 loss per
share
This has been calculated on a profit of GBP179,000 (2016:
GBP753,000 loss) and the number of shares used was 33,020,515
(2016: 33,020,515) being the weighted average number of shares in
issue during the year.
Diluted (pence per share) 2017 - 0.47; 2016 - 2.28 loss per
share
This has been calculated using earnings of GBP259,000 being the
profit for the year plus the interest paid on the convertible loan
note (net of 20% tax) of GBP80,000. (2016: GBP753,000 loss) and the
number of shares used was 55,247,667 (2016: 33,020,515) being the
weighted average number of shares outstanding during the year of
33,020,515 adjusted for shares deemed to be issued for no
consideration relating to options of 2,227,152 and convertible
instrument of 20,000,000. In the prior year the potential ordinary
shares included in the weighted average number of shares are
anti-dilutive and therefore diluted earnings per share is equal to
basic earnings per share.
5. Investment in Joint Venture
Group Investment
in shares
GBP'000
Cost:
At 1 July 2016 & 30 June 2017 198
Share of losses
At 1 July 2016 145
Share of profit for the year (1)
At 30 June 2017 144
Net investment
At 30 June 2017 54
At 30 June 2016 53
The investment in joint venture relates to a 28.4% shareholding
in the ordinary share capital of SUMO Limited. SUMO Limited is
engaged in the development of a GPR franchise operation and has a
year end of 31 December. For the purpose of preparing this
consolidation, financial information has been prepared for the year
ended 30 June 2017. SUMO Limited's principal place of business is
Havant, Hampshire.
Summarised financial information in respect of the Group's joint
venture is set out below:
30 June 30 June
2017 2016
GBP'000 GBP'000
Cash 30 12
Current assets 1,947 3,072
Non-current assets 950 965
Total assets 2,927 4,049
Total liabilities (all current) 2,736 3,862
Net assets 192 187
Group's share of net assets
of joint venture 54 53
Year ended Year ended
30 June 30 June
2017 2016
GBP'000 GBP'000
Total revenue 4,608 4,464
Interest expense 80 63
Depreciation/amortisation 168 117
Total profit/(loss) for the
period 24 22
Group's share of profit of
joint venture 1 6
6. Trade and other receivables
Group Company
2017 2016 2017 2016
GBP'000 GBP'000 GBP'000 GBP'000
Current
Trade receivables 666 1,126 16 7
Amounts owed by
group undertakings - - 345 263
Other receivables 48 49 - 44
Prepayments and
accrued income 31 49 2 2
745 1,224 363 316
7. Non-current liabilities: Borrowings
Group Company
2017 2016 2017 2016
GBP'000 GBP'000 GBP'000 GBP'000
Borrowings (note
17) 2,266 2,301 2,225 2,225
8. Trade and other payables
Group Company
2017 2016 2017 2016
Current GBP'000 GBP'000 GBP'000 GBP'000
Bank Overdraft 12 - 12 -
Trade payables 544 841 120 120
Other taxation and
social security 527 393 3 4
Payments received
on account 164 432 - -
Accruals 362 361 80 76
1,609 2,027 215 200
Group Company
2017 2016 2017 2016
Non-current GBP'000 GBP'000 GBP'000 GBP'000
Trade payables - - - -
Amounts owed to
group undertakings - - 1,583 1,261
Accruals - - - -
- - 1,583 1,261
9. Borrowing Analysis
Group Company
2017 2016 2017 2016
GBP'000 GBP'000 GBP'000 GBP'000
Due within one year
Bank and other loans 306 404 - -
Directors Loan 1.858 1,868 1,725 1,868
Obligations under
finance lease agreements 23 30 - -
-------- -------- -------- -------------
2,187 2,302 1,725 1,868
======== ======== ======== =============
Due after more than
one year
Obligations under
finance lease agreements 41 76 - -
Directors' loans 2,225 2,225 2,225 2,225
-------- -------- -------- -------------
2,266 2,301 2,225 2,225
======== ======== ======== =============
Repayable
Due within 1 year 2,187 2,302 - -
Over 1 year but less
than 2 years 2,240 1,244 2,225 1,225
Over 2 years but less
than 5 years 26 1,057 - 1,000
-------- -------- -------- -------------
4,453 4,603 2,225 2,225
======== ======== ======== =============
Included with Directors' loans and borrowings due within one
year are accrued fees and interest owing to GG Watt of GBP1,858,000
(2016: GBP1,868,000). The balance at 30 June 2016 was included in
accruals in the prior period and has been restated as the
presentation within borrowings is more appropriate. The accrued
fees and interest is repayable on demand and no interest accrues on
the balance.
Finance lease agreements with Close Motor Finance are at a rate
of 4.5% over base rate. The future minimum lease payments under
finance lease agreements at the yearend date was GBP63,775 (2016:
GBP106,596).
A working capital loan of GBP222,000 was given by Mirrasand
Partnership from a trust settled by Mr G Watt. The loan attracts
interest at 10% per annum. GBP50,000 was repaid on 31 May 2017. The
remainder is repayable in May 2018. The loan was guaranteed
personally by Mr G Watt.
The director's loan due in more than one year is a loan of
GBP1,225,000 from G G Watt. Directors' loans attract interest at
2.15% over Bank of England base rate. During the year to 30 June
2017 GBPnil (2016: GBPnil was repaid). The company has the right to
defer repayment for a period of 366 days.
Included in bank and other loans is an invoice discounting
facility of GBP97,000 (2016 GBP160,000).
On 13(th) August 2010 the Company issued GBP1 million of
Convertible Unsecured Loan Stock 2014 ("CULS") to G G Watt, the
Chairman of the Company. The CULS have been issued to replace loans
made by G G Watt to the Company amounting to GBP1 million and has
been recognised in non-current liabilities of GBP2,225,000. The
CULS were renewed on 13(th) November 2014.
The principal terms of the CULS are as follows:
- The CULS may be converted at the option of Gordon Watt at a
price of 5p per share at any time prior to 13 November 2018;
- Interest is payable at a rate of 10 per cent per annum on the
principal amount outstanding until converted, prepaid or repaid,
calculated and compounded on each anniversary of the issue of the
CULS. On conversion of any CULS, any unpaid interest shall be paid
within 20 days of such conversion;
- The CULS are repayable, together with accrued interest on 13
November 2018 ("the Repayment Date").
On the basis of materiality, no equity element of the
convertible loan stock has been recognised in these financial
statements.
10. Copies of Report and Accounts
Copies of the Report and Accounts will be posted to shareholders
tomorrow, and will be available from the Company's registered
office, Manor Park Industrial Estate, Wyndham Street, Aldershot,
Hampshire GU12 4NZ and from the Company's website
www.pipehawk.com.
11. Notice of Annual General Meeting
Notice is hereby given that the annual general meeting of
PipeHawk plc will be held at the offices of Allenby Capital
Limited, 5 St Helen's Place, London, EC3A 6AB at 14:30 on Thursday
14 December 2017.
This information is provided by RNS
The company news service from the London Stock Exchange
END
FR DBLFXDBFLFBZ
(END) Dow Jones Newswires
October 31, 2017 03:00 ET (07:00 GMT)
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