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PLMO Polemos

0.70
0.00 (0.00%)
25 Apr 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Polemos LSE:PLMO London Ordinary Share GB00BZ1MJW42 ORD 1P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 0.70 0.00 01:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
0 0 N/A 0

Polemos PLC Half-year Report (6157R)

22/09/2017 3:41pm

UK Regulatory


Polemos (LSE:PLMO)
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TIDMPLMO

RNS Number : 6157R

Polemos PLC

22 September 2017

For immediate release 22 September 2017

Polemos plc

("Polemos" or the "Company")

Unaudited interim results for the six months ended 30 June 2017

The Board of Polemos announces the unaudited interim results for the six months ended 30 June 2017.

The interim results appear below and a copy will shortly be made available on the Company's website http://www.polemos.co.uk/.

For further information, please contact:

 
Polemos plc 
 Hamish Harris                                            +44 (0)20 7440 0640 
Beaumont Cornish Limited (Nominated Adviser and Broker) 
 James Biddle 
 Michael Cornish                                          +44 (0)20 7628 3396 
Peterhouse Corporate Finance (Joint Broker) 
 Lucy Williams                                            +44 (0)20 7469 0930 
 
 

Chairman's statement

The Company continued to review a number of potential new investment opportunities during the period under review. Following this, on 8 September 2017, Polemos announced that it has entered into an agreement (the "Agreement") assigning to the Company the benefit of a binding term sheet to acquire 100% of the issued share capital of SecurLinx Corporation ("SecurLinx"), a US based cyber security company.

Under the terms of the Agreement, the Company has been assigned the rights under an Option Agreement, to acquire SecurLinx through the issuance of 50,981,941,743 new ordinary shares of 0.01p each in the Company (the "Ordinary Shares") at an issue price of 0.035p per Ordinary Share (the "Consideration Shares") with a value of GBP17,843,680 (the "Acquisition"). Under the Agreement, the Company has also agreed to advance a loan to SecurLinx, totalling US$500,000 (the "Loan"), payable in two tranches; the initial tranche of US$300,000 being due on signing of the Agreement and the second tranche to follow within 21 days. The Loan is convertible into 1,326,794 ordinary shares in SecurLinx representing 3.21% of the company's fully diluted share capital, bears interest at 2% per annum and is repayable on 24 August 2018. The Company expects SecurLinx to use the Loan funds to convert sales targets and secure new customers to grow its business.

The Directors believe that the Transaction would be in the best interests of shareholders and further updates will be provided in due course. Whilst the Directors remain confident about successfully concluding this acquisition, there can be no guarantee that a transaction will be completed.

About SecurLinx

SecurLinx is a Delaware incorporated company based outside Detroit, Michigan. Via its subsidiary Prism, SecurLinx aims to become the leading technical and tactical provider of seamlessly integrated, affordable biometric identity management and access control systems that serve domestic and international healthcare markets and the private sector

The Company owns both patent pending technology and middleware protected by copyrights which are incorporated into its products. The Company has registered trademarks including FaceTrac(R), SecurLinx(TM), WatchTracÔ, IdentiTracÒ, VeriTracÔ, IDTrac(TM), AmberView(R) and AmberVision(TM).

The company's produces middleware interface components and related data storage software used in association with all types of biometric identification, secure access control, surveillance, and document control systems that: (1) enable users to deploy any combination of facial recognition, fingerprint, iris, vein and other biometric applications in a single networked solution; and (2) facilitate the sharing and consolidation of secure biometric databases and related data from other sources. It is focused on providing this to government and medical institutions across the US as well as looking to expand in Europe.

Oyster investment

Prior to entering into the Agreement to acquire SecurLinx as set out above, the Company invested GBP500,000 into TSXV listed Oyster Oil and Gas Ltd ("Oyster"), an African focused frontier oil and gas exploration company headed by Mike Wood, an experienced oil executive and one of the founders and a former CEO and CFO of Heritage Oil Corporation. Further information on Oyster can be found at www.oysteroil.com.

Accordingly, Oyster has issued Polemos a convertible loan debenture for a principal amount of CAD828,415 (being GBP500,000 at the date of transfer). Oyster has also announced that it intends to list its Common Shares on the AIM Market of the London Stock Exchange and has engaged advisers in this regard.

Financial Results

During the period, the Company made a total comprehensive loss from continuing operations of GBP174,000 (6 months ended 30 June 2016: loss GBP41,000).

There was a weighted loss per share from continuing operations of 0.015p (6 months ended 30 June 2016: loss per share of 0.005p).

Cash and cash equivalents at 30 June 2017 amounted to GBP151,000 (30 June 2016: GBP295,000).

During the period the Company issued 1.414 billion new shares (on 15 February 2017) at 0.035p to raise gross proceeds of GBP495,000. A further 2.222 billion new shares were placed on 18 July 2017 at 0.0225p to raise GBP500,000 for further investments.

Outlook

The Company is working with its advisers on the potential SecurLinx acquisition and will update investors as and when appropriate.

Hamish Harris

Chairman

22 September 2017

Unaudited Condensed Company Statement of Comprehensive Income

for the six months ended 30 June 2017

 
                                                               Six months ended  Six months ended         Year ended 
                                                                   30 June 2017      30 June 2016   31 December 2016 
                                                                      Unaudited         Unaudited            Audited 
                                                                        GBP'000           GBP'000            GBP'000 
 
Revenue                                                                       -                 -                  - 
Administrative expenses                                                   (117)              (63)              (269) 
Share based payments                                                       (30)                 -                  - 
Realised (loss) on disposal of available for sale asset                   (244)                 -                  - 
                                                               ----------------  ----------------  ----------------- 
Operating loss                                                            (391)              (63)              (269) 
 
Finance income                                                                -                 -                  - 
                                                               ----------------  ----------------  ----------------- 
Loss before taxation                                                      (391)              (63)              (269) 
 
Taxation                                                                      -                 -                  - 
                                                               ----------------  ----------------  ----------------- 
(Loss) for the period attributable to equity holders of the 
 parent                                                                   (391)              (63)              (269) 
 
Other Comprehensive Income: 
Items that may be subsequently reclassified to profit or 
 loss: 
 Transfers to income statement                                              244                 -                  - 
Increase/(decrease) in value of available for sale asset                   (27)                22                 38 
                                                               ----------------  ----------------  ----------------- 
Total other comprehensive income                                            217                22                 38 
 
Total comprehensive income for the period attributable to 
 equity holders of the company                                            (174)              (41)              (231) 
                                                               ----------------  ----------------  ----------------- 
 
 
Loss per share 
Earnings per share - basic and diluted (pence)                          (0.015)           (0.005)            (0.020) 
 
 
 

Unaudited Condensed Company Statement of Financial Position

as at 30 June 2017

 
                                                           As at                    As at                      As at 
                                          30 June 2017 Unaudited   30 June 2016 Unaudited   31 December 2016 Audited 
                                                         GBP'000                  GBP'000                    GBP'000 
Non-current assets 
Available-for-sale financial assets                          513                       77                         94 
Total non-current assets                                     513                       77                         94 
                                         -----------------------  -----------------------  ------------------------- 
 
  Current assets 
Trade and other receivables                                   37                       25                         41 
Cash and bank balances                                       151                      295                        175 
Total current assets                                         188                      320                        216 
                                         -----------------------  -----------------------  ------------------------- 
 
Total assets                                                 701                      397                        310 
                                         -----------------------  -----------------------  ------------------------- 
 
Current liabilities 
Trade and other payables                                   (227)                     (17)                      (126) 
Total current liabilities                                  (227)                     (17)                      (126) 
                                         -----------------------  -----------------------  ------------------------- 
 
Net current assets                                          (39)                      303                         90 
                                         -----------------------  -----------------------  ------------------------- 
 
Net assets                                                   474                      380                        184 
                                         -----------------------  -----------------------  ------------------------- 
 
 
  Equity 
Share capital                                             19,600                   19,459                     19,459 
Share premium account                                     18,911                   18,624                     18,618 
Share based payment reserve                                   62                       63                         63 
Available-for-sale asset reserve                               -                    (233)                      (217) 
Retained deficit                                        (38,099)                 (37,533)                   (37,739) 
Equity attributable to equity holders 
 of the parent                                               474                      380                        184 
                                         -----------------------  -----------------------  ------------------------- 
 

Unaudited Condensed Company Statement of Cash Flows

for the six months ended 30 June 2017.

 
                                                         Six months ended  Six months ended 
                                                             30 June 2017      30 June 2016                 Year ended 
                                                                Unaudited         Unaudited   31 December 2016 Audited 
                                                                  GBP'000           GBP'000                    GBP'000 
Net (loss) from operating activities                                (391)              (63)                      (269) 
Bad debt written off                                                    -                 -                          1 
Share based payments                                                   30                 -                          - 
Loss on disposal of available for sale asset                          244                 -                          - 
(Increase)/decrease in trade and other receivables                      4              (12)                       (28) 
(Decrease)/increase in trade and other payables                       101              (80)                         29 
Net cash (outflow) from operating activities                         (12)             (155)                      (267) 
                                                         ----------------  ----------------  ------------------------- 
 
Investing activities 
Purchase of available for sale financial assets                     (513)               (4)                        (4) 
Proceeds from disposal of available-for-sale financial 
 assets                                                                67                 -                          - 
Net cash inflow from investing activities                           (446)               (4)                        (4) 
                                                         ----------------  ----------------  ------------------------- 
 
Financing activities 
Issue of share capital                                                495               256                        255 
Issue costs                                                          (61)               (9)                       (16) 
                                                         ----------------  ----------------  ------------------------- 
Net cash inflow from Financing activities                             434               247                        239 
 
Net (decrease)/increase in cash and cash equivalents                 (24)                88                       (32) 
                                                         ----------------  ----------------  ------------------------- 
 
Cash and cash equivalents at beginning of period                      175               207                        207 
 
Cash and cash equivalents at end of period                            151               295                        175 
                                                         ----------------  ----------------  ------------------------- 
 

Unaudited Condensed Company Statement of Changes in Equity

for the six months ended 30 June 2017.

 
                       Share      Share        Share based         Available for     Retained earnings    Total 
                       capital    premium    payment reserve        sale asset 
                                                                      reserve 
                       GBP'000    GBP'000              GBP'000             GBP'000             GBP'000   GBP'000 
 Shares issued              64        191                    -                   -                   -       255 
 Share issue costs           -       (14)                    -                   -                   -      (14) 
                     ---------  ---------  -------------------  ------------------  ------------------  -------- 
 Total 
  contributions by 
  and distributions 
  to owners of the 
  Company                   64        177                    -                   -                   -       241 
 
 Comprehensive 
 Income for the 
 year 
 Increase in value 
  of available for 
  sale assets                -          -                    -                  38                   -        38 
 Loss for the year           -          -                    -                   -               (269)     (269) 
                     ---------  ---------  -------------------  ------------------  ------------------  -------- 
 Total 
  Comprehensive 
  Income for the 
  Year                       -          -                    -                  38               (269)     (231) 
                     ---------  ---------  -------------------  ------------------  ------------------  -------- 
 At 31 December 
  2016                  19,459     18,618                   63               (217)            (37,739)       184 
                     =========  =========  ===================  ==================  ==================  ======== 
 
 Shares issued             141        354                    -                   -                   -       495 
 Share issue costs           -       (61)                    -                   -                   -      (61) 
 Share based 
  payment charge             -          -                   30                   -                   -        30 
 Share options 
  cancelled                  -          -                 (31)                   -                  31         - 
                     ---------  ---------  -------------------  ------------------  ------------------  -------- 
 Total 
  contributions by 
  and distributions 
  to owners of the 
  Company                  141        293                  (1)                   -                  31      464+ 
 
 Comprehensive 
 Income for the 
 year 
 (Loss) for the 
  year                       -          -                    -                   -               (391)     (391) 
 Decrease in value 
  of available for 
  sale assets                -          -                    -                (27)                   -      (27) 
 Transfer to income 
  statement                  -          -                    -                 244                   -       244 
 Total 
  Comprehensive 
  Income for the 
  Year                       -          -                    -                 217               (391)     (174) 
                     ---------  ---------  -------------------  ------------------  ------------------  -------- 
 At 30 June 2017        19,600     18,911                   62                   -            (38,099)       474 
                     =========  =========  ===================  ==================  ==================  ======== 
 
 

Decrease

Notes to the Unaudited Condensed Company Financial Statements

for the six months ended 30 June 2017

   1.     General Information 

The condensed financial information for the 6 months to 30 June 2017 does not constitute statutory accounts for the purposes of Section 434 of the Companies Act 2006 and has not been audited or reviewed. No statutory accounts for the period have been delivered to the Registrar of Companies.

The condensed financial information in respect of the year ended 31 December 2016 has been produced using extracts from the statutory accounts for that period. Consequently, this does not constitute the statutory information (as defined in section 434 of the Companies Act 2006) for the year ended 31 December 2016, which was audited. The statutory accounts for this period have been filed with the Registrar of Companies. The auditors' report was unqualified and did not contain a statement under Sections 498 (2) or 498 (3) of the Companies Act 2006.

The Report was approved by the Directors on 21 September 2017 and will be available shortly on the Company's website at www.polemos.co.uk.

Basis of preparation

The financial information has been prepared on the historical cost basis. The Company's business activities, together with the factors likely to affect its future development, performance and position are set out in the Chairman's Statement. This statement also includes a summary of the Company's financial position and its cash flows.

Basis of accounting

These condensed interim financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union with the exception of International Accounting Standard ('IAS') 34 - Interim Financial Reporting. Accordingly the interim financial statements do not include all of the information or disclosures required in the annual financial statements and should be read in conjunction with the Company's 2016 annual financial statements.

   2.     Loss per share 

Basic earnings per share is calculated by dividing the earnings attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the period. In accordance with IAS 33, as the Company has reported a loss for the period, diluted earnings per share are not included. A reconciliation is set out below:

Basic and diluted loss per share is calculated on the loss of the Company attributable to equity holders of the parent.

 
                                                           6 months to   6 months to         Year ended 
                                                               30 June       30 June 
                                                                  2017          2016   31 December 2016 
                                                             Unaudited     Unaudited            Audited 
                                                               GBP'000       GBP'000            GBP'000 
 
 (Loss) attributable to equity holders of the Company            (391)          (63)              (269) 
 
 Number of Shares                                                000's         000's              000's 
 Weighted average number of ordinary shares (thousands)      2,579,261     1,246,385          1,375,705 
 
 (Loss) per share - basic and diluted                         (0.015p)      (0.005p)           (0.020)p 
--------------------------------------------------------  ------------  ------------  ----------------- 
 
   3.     Events after the end of the reporting period 

On 18 July 2017, the Company announced that it has issued 2,177,777,778 Ordinary Shares of 0.01 pence each at a price of 0.0225 pence per Ordinary Share together with a Director's subscription of 44,444,444 Ordinary Shares to raise in aggregate gross proceeds of GBP500,000

This information is provided by RNS

The company news service from the London Stock Exchange

END

IR FMGZLDZZGNZM

(END) Dow Jones Newswires

September 22, 2017 10:41 ET (14:41 GMT)

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