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MNCS Mnc Strategic

250.00
0.00 (0.00%)
17 May 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Mnc Strategic LSE:MNCS London Ordinary Share GB00BNGXS216 ORD 0.1P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 250.00 0.00 01:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
0 0 N/A 0

MNC Strategic Investments PLC Half Yearly Report (4072A)

22/12/2014 7:00am

UK Regulatory


Mnc Strategic (LSE:MNCS)
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TIDMMNCS

RNS Number : 4072A

MNC Strategic Investments PLC

22 December 2014

MNC Strategic Investments Plc

("MNCS" or the "Company")

Half YearResults for the six months ended 30 September 2014

Chairman's Statement

Overview

Following the restructuring exercise that commenced in June 2014, Michelle Lai left the Board of the Company, and was replaced by Ajay Rajpal as Chairman and Edward Ng as a non-executive director. The Company successfully secured new investment of GBP556,000 in July 2014. This new investment was by way of a subscription for new shares and the issue of convertible loan notes. This enabled the Company to reach compromise agreements with its creditors, which reduced the Company's liabilities, and strengthened the balance sheet. The Company also completed a share reorganisation at this time. These changes provided a stable platform for the Company to move forward.

The effect of the creditor write-off under the compromise agreements resulted in a reported profit before tax of HKD15,166,000.

Following a general meeting of shareholders in July 2014, the Company had disposed of its trading subsidiaries to Majestic Hall Investments Limited, a company owned and controlled by former director Michelle Lai. The Company became an investing company on AIM with effect from the cessation of the education services business on 3 January 2014. Also, at the general meeting, the shareholders approved an investing policy for the Company, and the Board has been seeking suitable investments in line with this approved investing policy.

Outlook

The Company continues to seek opportunities in line with the Company's approved investing policy. It is anticipated that the company will seek to make some investments in the near future, and further announcements in this regard will be made as appropriate.

Ajay Rajpal

Non-Executive Chairman

For further information:

MNC Strategic Investments Plc

Ajay Rajpal, Chairman (0)7932 999999

SPARK Advisory Partners Limited - Nominated Adviser

Neil Baldwin / Mark Brady 0113 370 8974

SI Capital Limited - Broker

   Andy Thacker / Nick Emerson                                                         01483 413510 

MNC Strategic Investments Plc

Comprehensive Income Statement

For the six months to 30 September 2014

 
                                     Notes        6 Months        6 Months      Year to 
                                                        to              to     31 March 
                                              30 September    30 September         2014 
                                                      2014            2013      Audited 
                                                 Unaudited       Unaudited 
                                                   HKD'000         HKD'000      HKD'000 
 
 Other income                         4             16,233               -            - 
 Impairment losses on investment 
  and amount due from a 
  subsidiary                                             -               -     (58,337) 
 Share-based payment expenses 
  other than employee share 
  option expenses                                    (221)           (935)      (1,623) 
 Employee benefits expenses                           (80)           (555)        (852) 
 Other operating expenses                            (127)           (152)        (400) 
 Professional fees                                   (763)           (678)      (1,913) 
 Finance costs                                        (79)           (110)        (548) 
 Foreign exchange gains 
  / (losses)                                           203            (83)        (218) 
                                                ----------      ----------   ---------- 
 Profit / (Loss) before 
  tax                                               15,166         (2,513)     (63,891) 
 
 Income tax expenses                                     -               -            - 
                                                ----------      ----------   ---------- 
 Profit / (Loss) for the 
  period                                            15,166         (2,513)     (63,891) 
 
 Other comprehensive profit                              -               -            - 
  / (loss) for the period 
                                                ----------      ----------   ---------- 
 Total comprehensive profit 
  / (loss) for the period                           15,166         (2,513)     (63,891) 
 
 
 
 Profit / (Loss) per share 
 
 From continuing operations:- 
 
 Basic HKD                            5              51.27         (10.19)     (258.98) 
 Diluted HKD                                         24.06         (10.19)     (258.98) 
 
 
 
 
 

MNC Strategic Investments Plc

Statement of Financial Position

As at 30 September 2014

 
                                      Notes           As at           As at        As at 
                                               30 September    30 September     31 March 
                                                       2014            2013         2014 
                                                  Unaudited       Unaudited      Audited 
                                                    HKD'000         HKD'000      HKD'000 
 Non-current assets 
 
 Investment in subsidiaries            9                  -          26,795            - 
                                                 ----------      ----------   ---------- 
                                                          -          26,795            - 
                                                 ----------      ----------   ---------- 
 Current assets 
 
 Other receivables, deposits                              -              82            - 
  and prepayments 
 Amount due from a subsidiary                             -          19,509            - 
 Cash and cash equivalents                            3,522               5           28 
                                                 ----------      ----------   ---------- 
                                                      3,522          19,596           28 
                                                 ----------      ----------   ---------- 
 Total assets                                         3,522          46,391           28 
 
 Equity and liabilities 
 
 Share capital                         11            30,010          30,009       30,009 
 Share premium                                       33,174          32,407       32,407 
 Share option reserve                                 6,372           6,939        6,152 
 Option premium on convertible 
  notes                                10             1,588               -          272 
 Accumulated losses                                (73,647)        (27,899)     (88,813) 
                                                 ----------      ----------   ---------- 
 Total equity                                       (2,503)          41,456     (19,973) 
                                                 ----------      ----------   ---------- 
 Current liabilities 
 
 Accounts and other payables                             88           1,653        4,087 
 Loans from former ultimate 
  holding company                                     1,246               -       12,459 
 Amount due to directors               7                 17             882          780 
 Liability portion of convertible 
  loan notes                           10                 -           2,400        2,675 
                                                 ----------      ----------   ---------- 
                                                      1,351           4,935       20,001 
                                                 ----------      ----------   ---------- 
 Non-current Liabilities 
 Liability portion of convertible 
  loan notes                           10             4,674               -            - 
                                                 ----------      ----------   ---------- 
 
                                                 ----------      ----------   ---------- 
 Total equity and liabilities                         3,522          46,391           28 
 
 
 
 
 

MNC Strategic Investments Plc

Statement of Cash Flows

For the six months to 30 September 2014

 
                                          Notes        6 Months        6 Months      Year to 
                                                             to              to     31 March 
                                                   30 September    30 September         2014 
                                                           2014            2013      Audited 
                                                      Unaudited       Unaudited 
                                                        HKD'000         HKD'000      HKD'000 
 Cash flows from operating activities 
 
 Net cash from operating activities        8            (3,535)           (364)        (221) 
                                                     ----------      ----------   ---------- 
 Cash flows from investing activities 
 Increase in amount due from 
  a subsidiary                                                -         (2,032)      (2,891) 
                                                     ----------      ----------   ---------- 
 Cash flows used in investing 
  activities                                                  -         (2,032)      (2,891) 
                                                     ----------      ----------   ---------- 
 Cash flows from financing activities 
 Proceeds from issue of convertible 
  notes                                                   6,261           2,400        2,400 
 Issue of shares 
  Advanced from former ultimate 
  holding company                                           768               -          739 
                                                     ----------      ----------   ---------- 
 Net cash generated from financing 
  activities                                              7,029           2,400        3,139 
                                                     ----------      ----------   ---------- 
 Net change in cash and cash 
  equivalents                                             3,494               4           27 
 Cash and cash equivalents at 
  beginning of period                                        28               1            1 
                                                     ----------      ----------   ---------- 
 Cash and cash equivalents at 
  end of period                                           3,522               5           28 
 
 
 Represented by: 
 Bank balances and cash                                   3,522               5           28 
 Bank overdraft, unsecured                                    -               -            - 
                                                     ----------      ----------   ---------- 
                                                          3,522               5           28 
 
 

MNC Strategic Investments Plc

Statement of Changes in Equity

For the six months to 30 September 2014

 
                                                          Option 
                                                         Premium     Equity-settled 
                                                              On        share-based 
                               Share        Share    convertible           payments     Accumulated 
                             Capital      Premium     loan notes           reserves          Losses          Total 
                             HKD'000      HKD'000        HKD'000            HKD'000         HKD'000        HKD'000 
 
 Balance at 31 
  March 2013 and 
  1 April 2013                30,009       32,407              -              5,615        (25,461)         42,570 
                            --------   ----------     ----------       ------------    ------------   ------------ 
 Loss for the period               -            -              -                  -         (2,513)        (2,513) 
 
 Equity-settled 
  share-based payments: 
  - grant of share 
   options                         -            -              -              1,544               -          1,544 
  - forfeiture 
   of share options                -            -              -              (220)              75          (145) 
                            --------   ----------     ----------         ----------      ----------     ---------- 
 Balance at 30 
  September 2013              30,009       32,407              -              6,939        (27,899)         41,456 
                            --------   ----------     ----------       ------------    ------------   ------------ 
 Loss for the period               -            -              -                  -        (61,378)       (61,378) 
 
 Issue of convertible 
  loan notes                       -            -            272                  -               -            272 
 Equity-settled 
  share-based payments: 
  - forfeiture 
   of share options                -            -              -              (787)             464          (323) 
                            --------   ----------     ----------       ------------    ------------   ------------ 
 Balance at 31 
  March 2014                  30,009       32,407            272              6,152        (88,813)       (19,973) 
                            --------   ----------     ----------       ------------    ------------   ------------ 
 Profit for the 
  period                           -            -              -                  -          15,166         15,166 
 
 Issue of convertible 
  Loan Notes                       -            -          1,588                  -               -          1,588 
 Extinguishment 
  of convertible 
  loan notes                       -            -          (272)                  -               -          (272) 
 Equity-settled 
  share-based payments: 
  - grant of share 
   options                         -            -              -                220               -            220 
 Shares issued 
  during the period                1          767              -                  -               -            768 
                            --------   ----------     ----------       ------------    ------------   ------------ 
 Balance at 30 
  September 2014              30,010       33,174          1,588              6,372        (73,647)        (2,503) 
                            --------   ----------     ----------       ------------    ------------   ------------ 
 
 

MNC Strategic Investments Plc

Notes to the Financial Information

   1.   General Information 

MNC Strategic Investments Plc (the "Company") is a public limited company incorporated in England and Wales but domiciled in Hong Kong with company number 07960668. The registered address is Finsgate, 5- 7 Cranwood Street, London, United Kingdom EC1V 9EE and the principal place of business is 7th Floor, Lippo Centre Tower One, 89 Queensway, Hong Kong. The principal activity of the Company is that of a holding company. The company is quoted on the AIM market of the London Stock Exchange Plc (Symbol: MNCS).

   2.   Basis of Preparation 

This half year report, which incorporates the financial information of the Company, has been prepared using the historical cost convention, on a going concern basis and in accordance with International Financial Reporting Standards ("IFRS") as adopted by the European Union, using accounting policies which are consistent with those set out in the financial statements for the year ended 31 March 2014. This financial information for the six months ended 30 September 2014 has been approved by the Board.

As the Company had no subsidiaries at the period end, there is no requirement to prepare group accounts and the comparatives on this interim statement are those for the Company only.

   3.   Segmental Analysis 

In the opinion of the directors, the Company has one class of business, being that of a holding company. The Company's primary reporting format is determined by the geographical segment according to the location of its establishments. There is currently only one geographic reporting segment, which is Hong Kong. All revenues and costs are derived from the single segment.

   4.   Other income 

Other income relates to the release and discharge of amounts due to creditors under several compromise agreements entered into with the Company's major creditors in June 2014.

   5.   Earnings per share 
 
                                        6 Months        6 Months     Year to 
                                              to              to    31 March 
                                    30 September    30 September        2014 
                                            2014            2013     Audited 
                                       Unaudited       Unaudited 
 Earnings / (Loss) per ordinary 
  share - HKD 
 Basic                                     51.27         (10.19)    (258.98) 
 Diluted                                   24.06         (10.19)    (258.98) 
 
 

Basic earnings per share has been calculated on the net basis on the comprehensive profit after tax of HKD15,166,000 (31 March 2014 - loss HKD63,891,000; 30 September 2013- loss HKD2,513,000) using the weighted average number of ordinary shares in issue of 295,814 (31 March 2014 and 30 September 2013 -246,706).

The weighted average number of ordinary shares in issue for the year ended 31 March 2014 and for the six months ended 30 September 2013 has been adjusted to reflect the consolidation set out in note 11 below.

No diluted loss per share was presented for the year ended 31 March 2014 or for the six months ended 30 September 2013 as the Company's convertible loan notes, share options and warrant were anti-dilutive potential ordinary shares. The weighted average number of ordinary shares for the purposes of the diluted earnings per share for the six months ended 30 September 2014 is 630,330.

MNC Strategic Investments Plc

Notes to the Financial Information

   6.   Directors' remuneration 
 
              6 Months        6 Months      Year to 
                    to              to     31 March 
          30 September    30 September         2014 
                  2014            2013      Audited 
             Unaudited       Unaudited      HKD'000 
               HKD'000         HKD'000 
 
 Fees               80             555          852 
 
 
                ------          ------       ------ 
                    80             555          852 
 
 
   7.    Amount due to directors 

The amount due to the directors is the remuneration of the executive and non-executive directors.

MNC Strategic Investments Plc

Notes to the Financial Information

   8.    Cash used in operations 
 
                                              6 Months        6 Months        Year to 
                                                    to              to       31 March 
                                          30 September    30 September           2014 
                                                  2014            2013        Audited 
                                             Unaudited       Unaudited        HKD'000 
                                               HKD'000         HKD'000 
 
 Loss before taxation                           15,166         (2,513)       (63,891) 
 
 Adjustments for: 
 Finance costs                                      79             110            548 
 Share-based payment expenses 
  (including employee share-based 
  payment expenses)                                221             935          1,623 
 Compromise agreements to settle               (3,443)               -              - 
  convertible loan notes 
 Impairment loss on amount due 
  from and investment in a subsidiary                -               -         58,336 
                                          ------------    ------------   ------------ 
                                                12,023         (1,468)        (3,384) 
 
 Decrease /(Increase) in accounts 
  and other receivables, deposits 
  and prepayments                                    -              21            103 
 (Decrease)/Increase in other 
  payables                                     (3,582)             675          2,754 
 (Decrease)/Increase in amount                (11,213)               -              - 
  due to former ultimate holding 
  company 
 (Decrease)/Increase in amount 
  due to directors                               (763)             408            306 
                                          ------------    ------------   ------------ 
 Cash used in operations                       (3,535)           (364)          (221) 
                                          ------------    ------------   ------------ 
 
   9.    Disposal of subsidiary 

On 7 July 2014, the Company agreed to divest its interest in LZYE Investment Limited to Majestic Hall Investments Limited, a company in which a former ultimate controlling shareholder has beneficial interest, for a nominal consideration.

   10.   Convertible loans 

Kingsway Lion Spur Technology Limited ("KLST"), a subsidiary of Sunwah Kingsway Capital Holdings Limited, and Ideal Team advanced HK$1,788,000 and HK$4,596,000 respectively, by way of subscription of convertible loan notes of the Company (the "2014 Notes"). The 2014 Notes are interest-free, unsecured and repayable on 30 June 2017. Both Ideal Team and KLST have the rights to convert the principal amount of the 2014 Notes at any time into an aggregate amount of 632,538 and 246,088 New Ordinary Shares, respectively, at the exercise price of GBP0.565 per share.

The convertible loan notes issued in the year ended 31 March 2014 were fully settled during the interim period under several compromise agreements with the Company.

   11.   Share Capital 

On 7 July 2014 the existing ordinary shares of the Company ("Existing Shares") were consolidated into ordinary shares of GBP10 each on the basis of one new consolidated share ("New Consolidated Share") for every 1,000 Existing Shares in issue. The New Consolidated Shares of GBP10 each were then sub-divided into one new ordinary share ("New Ordinary Share") of GBP0.001 each and one new deferred share ("New Deferred Share") of GBP9.999 each. The New Deferred Shares have special rights, and are subject to restrictions, set out in the new article and association of the Company.

The Company entered into an agreement with Ideal Team Ventures Limited ("Ideal Team") for the subscription of a total of 105,726 New Ordinary Shares ("New Issue Shares") at an issue price of GBP0.565 per New Ordinary Share. New Ordinary Shares and New Issue Shares form the enlarged ordinary share capital of the Company (the "Enlarged Share Capital"). After the issuance of New Issue Shares, New Issue Shares represent 29.99% of the Enlarged Share Capital.

12. The unaudited results for period ended 30 September 2014 do not constitute statutory accounts within the meaning of Section 434 of the Companies Act 2006. The comparative figures for the period ended 31 March 2014 have been extracted from the audited financial statements which contained an unqualified audit report.

13. These interim financial statements will be, in accordance with Rule 26 of the AIM Rules for Companies, available shortly on the Company's website at www.mncs-inv.com, and will be available from the Company's registered office : Finsgate, 5-7 Cranwood Street, London EC1V 9EE,

This information is provided by RNS

The company news service from the London Stock Exchange

END

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