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SRC Sigmaroc Plc

64.20
-0.80 (-1.23%)
25 Apr 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Sigmaroc Plc LSE:SRC London Ordinary Share GB00BYX5K988 ORD 1P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  -0.80 -1.23% 64.20 63.80 64.10 65.10 63.20 64.20 1,124,314 16:35:15
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
Investment Advice 580.29M 13.53M 0.0121 52.89 713.51M

SigmaRoc PLC Interim Results (3470L)

30/09/2016 11:35am

UK Regulatory


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TIDMSRC

RNS Number : 3470L

SigmaRoc PLC

30 September 2016

SIGMAROC PLC

(formerly Messaging International plc)

Interim Results for the period ended 30 June 2016

SigmaRoc plc ('SigmaRoc' or the 'Company'), the AIM traded company (ticker: SRC), announces its unaudited results for the six months ended 30 June 2016, representing the operations of Messaging International plc ('MI') and its subsidiary TeleMessage Ltd ('TeleMessage', together the 'Group'). The Company announced on 22 August 2016 the disposal of its TeleMessage subsidiary and changes to its activity, details of which are outlined below.

Overview

-- Disposal of TeleMessage subsidiary post period end;

-- Company name changed to SigmaRoc plc with new strategy to pursue acquisitions in the construction materials sectors;

-- Change of Board;

-- Gross revenues of GBP1,959,096 up 13% from GBP1,730,535 in H1 2015; and

-- Pre-tax profit for the period of GBP272,509 (H1 2015 loss of GBP85,502).

CEO's Statement

At the end of the period under review, the Company saw a change of direction, both in terms of sector focus and Company strategy. The financial information presented herein represents the Company under its former guise. TeleMessage was taken private following the passing of certain resolutions at the Company's General Meeting ('GM'), held on 22 August 2016. Following the GM, a new Board was appointed with the vision to pursue the new Company strategy, under the name SigmaRoc.

Before commenting on the new direction of SigmaRoc it is worth considering the most recent developments of Messaging International. As described in the last annual report, the Group was transitioning from its legacy Text-to-Landline product to a new offering focused on the Secure Mobile Messaging for Enterprises and also the "Mass Messaging" solution for Enterprises. The further development of these new products and in particular the marketing and sales efforts required a substantial investment. On the back of these developments a consortium of shareholders within MI decided to put forward a proposition to take TeleMessage private which was approved by shareholders at the GM. As a consequence of the GM, the remaining cash shell listed on the AIM market became the starting point for a new venture under new management and with a new name, SigmaRoc plc.

SigmaRoc's business model is a buy and build strategy in the construction materials space. The Company's focus will be on cash generative assets, located in niche and frontier markets that produce aggregates, concrete, pre-cast concrete and other related materials. These materials are in high demand in rapidly growing frontier economies and experience steady but consistently reliable demand in niche markets.

In selecting investment and/or acquisition opportunities, SigmaRoc will focus on three types of business:

-- Businesses, assets and/or projects in markets where anticipated structural change can lead to growth or consolidation within the construction materials sector;

-- Businesses which present a steady cash flow opportunity allowing the Board to build a baseline income to sustain its further expansion projects; and

-- Businesses or projects which present a clear opportunity for the Board to take advantage of cyclical dips within established production majors.

The new Board members appointed at the GM were David Barrett and Dominic Traynor as non-executive Directors, with Max Vermorken as Managing Director/CEO of the new business. All three directors have strong credentials and collectively have extensive relevant experience of the sector, geography and transactions that SigmaRoc is likely to pursue.

The Board is fortunate to have an ambitious and focused team that brings extensive experience and contacts in the sector.

Since the GM and unveiling of the new strategy, many investors and interested parties have made inquiries and the Board is encouraged by the interest received. Shareholders will naturally understand that the investment strategy set out for SigmaRoc is ambitious and one which requires solid due diligence and analysis of potential targets. The Board looks forward to announcing details of its first acquisition in due course.

Funding

On 22 August 2016, the Company raised GBP500,000 (before expenses) by way of a placing of 208,333,333 new ordinary shares of GBP0.001 each in the capital of the Company at a price of GBP0.0024 (the 'Placing').

The net proceeds of the Placing provided the Company with working capital to conduct due diligence on potential acquisition opportunities in line with the Company's new strategy.

Financial Results

For the six-month period ended 30 June 2016, the Group is reporting a pre-tax profit of GBP272,509 (30 June 2015: loss of GBP85,502) based on gross revenues of GBP1,959,096 (30 June 2015: GBP1,730,535).

Outlook

The Board looks forward to using the opportunity granted by the investment community to build out its strategy into a solid cash flow generative business with significant growth potential. Its focus is entirely on generating long term attractive returns for investors. It will therefore continue its current efforts of identifying the right opportunities for the Company and mobilising its intellectual capital, aiming to achieve an excellent result for shareholders.

I would like to thank SigmaRoc's shareholders and advisers for their support going forward and I look forward to updating the market with further news in due course.

Max Vermorken

Chief Executive

30 September 2016

The information contained within this announcement is deemed by the Company to constitute inside information under the Market Abuse Regulations (EU) No. 596/2014.

 
 SigmaRoc plc 
                                      +44(0)20 
 Max Vermorken                         7193 4470 
 
 Strand Hanson Limited (Nominated     +44(0)20 
  and Financial Adviser)               7409 3494 
 James Spinney 
  James Dance 
 Peterhouse Corporate Finance         +44(0)20 
  Limited (Broker)                     7469 0930 
 Eran Zucker 
  Lucy Williams 
  Duncan Vasey 
 Tavistock (Public Relations 
  adviser) 
  Jos Simson                          +44(0)20 
  Barney Hayward                       7920 3150 
 

Consolidated statement of comprehensive income for the six months ended 30 June 2016

 
                                          Unaudited     Unaudited      Audited 
                                 Notes    six months    six months    year ended 
                                            ended         ended       31 December 
                                           30 June       30 June         2015 
                                             2016          2015 
                                             GBP           GBP           GBP 
 
 Revenues                         2        1,959,096     1,730,535      3,465,182 
 Cost of revenue                           (484,712)     (645,849)    (1,140,630) 
 
 Gross profit                              1,474,384     1,084,686      2,324,552 
                                        ------------  ------------  ------------- 
 
 Operating expenses 
 Research and development                  (533,044)     (521,452)    (1,009,551) 
 Sales and marketing                       (437,855)     (451,903)      (829,065) 
 Administrative 
  costs                                    (255,065)     (252,533)      (490,439) 
 Goodwill Impairment                               -             -      (219,000) 
                                        ------------  ------------  ------------- 
 Total operating 
  expenses                               (1,225,964)   (1,225,888)    (2,548,055) 
                                        ------------  ------------  ------------- 
 
 Operating profit/(loss)                     248,420     (141,202)      (223,503) 
 
 Finance gains/(costs)                        24,089        55,700       (50,806) 
 
 Profit/(loss) before 
  taxation                                   272,509      (85,502)      (274,309) 
 
 Taxation                         3            (176)             -        (1,337) 
 
   Profit/(loss) for 
   the period/year                           272,333      (85,502)      (275,646) 
                                        ============  ============  ============= 
 
 Other comprehensive 
  loss 
 
 Re-measurement of loss 
  from defined benefit 
  scheme                                           -             -         14,805 
 
 Foreign exchange 
  difference on translation 
  of foreign operations                       40,927      (54,213)        (3,167) 
 
 Foreign exchange 
  difference arising 
  from restating 
  the carrying value 
  of goodwill associated 
  with foreign operations                          -             -       (63,056) 
 
                                              40,927      (54,213)       (51,418) 
                                        ============  ============  ============= 
 
 
   Total comprehensive 
   profit/(loss)                             313,260     (139,715)      (327,064) 
                                        ============  ============  ============= 
 
 Profit/(loss) per 
  share 
 
   Basic earnings/(loss) 
   per share                     4             0.24p       (0.07)p        (0.24)p 
                                        ------------  ------------  ------------- 
 
 Diluted earnings/(loss) 
  per share                       4            0.17p       (0.07)p        (0.24)p 
                                        ------------  ------------  ------------- 
 

Consolidated statement of changes in equity for the six months ended 30 June 2016

 
                                    Capital 
                        Share      redemption   Translation     Revenue 
                       capital      reserve       reserve      reserves        Total 
                         GBP          GBP           GBP           GBP           GBP 
 
   As at 1 January 
   2016                 579,361       600,039         8,785     (281,474)       906,711 
 
 
   Profit for 
   the period                                                     272,333       272,333 
 
 
   Share based 
   payments                                                         7,825         7,825 
 
 Foreign currency 
  translation 
  changes                                            40,927                      40,927 
 
   As at 30 
   June 2016            579,361       600,039        49,712       (1,316)     1,227,796 
                     ==========  ============  ============  ============  ============ 
 
 
   As at 1 January 
   2015                 579,361       600,039        75,008      (63,431)     1,190,977 
 
 
   (Loss) for 
   the period                                                    (85,502)      (85,502) 
 
 
   Share based 
   payments                                                        11,448        11,448 
 
 Foreign currency 
  translation 
  changes                                          (54,213)                    (54,213) 
 
   As at 30 
   June 2015            579,361       600,039        20,795     (137,485)     1,062,710 
                     ==========  ============  ============  ============  ============ 
 
 
 
   As at 1 January 
   2015                 579,361       600,039        75,008      (63,431)     1,190,977 
 
 (Loss) for 
  the for the 
  year                                                          (275,646)     (275,646) 
 
 Re-measurement 
  of defined 
  benefit plan                                                     14,805        14,805 
 
 
   Share based 
   payments                                                        42,798        42,798 
 
 Foreign currency 
  translation 
  changes for 
  goodwill                                         (63,056)                    (63,056) 
 
 Other foreign 
  currency 
  translation 
  changes                                           (3,167)                     (3,167) 
 As at 31 
  December 
  2015                  579,361       600,039         8,785     (281,474)       906,711 
                     ==========  ============  ============  ============  ============ 
 

Consolidated Statement of financial position as at 30 June 2016

 
                           Unaudited     Unaudited      Audited 
                             as at         as at          as at 
                            30 June       30 June      31 December 
                              2016          2015          2015 
                              GBP           GBP           GBP 
 
 Non current 
  assets 
 Goodwill                     521,901       803,957        521,901 
 Property, 
  plant and 
  equipment                    37,771        54,209         48,207 
 Other investments            466,558       373,134        391,946 
                            1,026,230     1,231,300        962,054 
                         ------------  ------------  ------------- 
 
 Current assets 
 Trade and 
  other receivables           928,496       903,493        850,096 
 Cash and cash 
  equivalents               1,097,821       682,365        737,416 
                            2,026,317     1,585,858      1,587,512 
                         ------------  ------------  ------------- 
 
 Total assets               3,052,547     2,817,158      2,549,566 
 
 Current liabilities 
 Trade and 
  other payables            (643,065)     (652,888)      (599,274) 
 Borrowings                 (266,316)     (206,811)      (229,425) 
                         ------------  ------------  ------------- 
                            (909,381)     (859,699)      (828,699) 
                         ------------  ------------  ------------- 
 
 Non current 
  liabilities 
 Borrowings                 (127,648)     (326,281)      (233,104) 
 Other payables             (151,228)      (46,599)       (44,076) 
 Employee provisions        (636,494)     (521,869)      (536,976) 
                         ------------  ------------  ------------- 
                            (915,370)     (894,749)      (814,156) 
                         ------------  ------------  ------------- 
 
 Total liabilities        (1,824,751)   (1,754,448)    (1,642,855) 
 
 Net assets                 1,227,796     1,062,710        906,711 
                         ============  ============  ============= 
 
 
 Equity 
 Share capital                579,361       579,361        579,361 
 Capital redemption 
  reserve                     600,039       600,039        600,039 
 Foreign currency 
  translation 
  reserve                      49,712        20,795          8,785 
 Revenue reserves             (1,316)     (137,485)      (281,474) 
 
 Shareholders' 
  equity                    1,227,796     1,062,710        906,711 
                         ============  ============  ============= 
 
 

Consolidated cash flow statement for the six months ended 30 June 2016

 
 
                                 Unaudited     Unaudited      Audited 
                                 six months    six months    year ended 
                                   ended         ended       31 December 
                                  30 June       30 June         2015 
                                    2016          2015 
                                    GBP           GBP           GBP 
 Cash flow from operating 
  activities 
 Operating profit/(loss)            248,420     (141,202)      (223,503) 
                               ------------  ------------  ------------- 
 Adjustments for: 
 Goodwill impairment                      -             -        219,000 
 Share based payments 
  - shares                            7,825        11,448         28,676 
 Share based payments                     -        25,609              - 
  - issue of warrants 
 Defined benefit plan                     -             -         14,805 
 Depreciation and 
  amortisation                       17,095        32,151         61,436 
 Foreign currency 
  translation adjustments            86,016      (33,739)          1,009 
                               ------------  ------------  ------------- 
                                    110,936        35,469        324,926 
                               ------------  ------------  ------------- 
 Operating cash flow 
  before working capital 
  movements                         359,356     (105,733)        101,423 
 
 (Increase)/decrease 
  in receivables                   (78,400)     (207,425)      (154,978) 
 (Decrease)/increase 
  in payables                       150,943       168,774        112,639 
 Increase in provisions              99,518        42,213         57,320 
                                    172,061         3,562         14,981 
                               ------------  ------------  ------------- 
 
 Cash (outflow)/inflow 
  from operating activities         531,417     (102,171)        116,404 
 
 Investing activities 
 Investments                       (74,612)      (29,435)       (48,248) 
 Purchase of property, 
  plant and equipment               (1,525)         (385)       (18,599) 
 Net cash from/(used 
  in) investing activities         (76,137)      (29,820)       (66,847) 
                               ------------  ------------  ------------- 
 
 Taxation                             (176)             -          (387) 
                               ------------  ------------  ------------- 
 
   Financing activities 
 Interest and related 
  costs                            (26,134)      (31,092)       (53,755) 
 Bank repayments/net 
  borrowings                       (68,565)       464,339        360,892 
 Net cash (used in)/from 
  financing activities             (94,699)       433,247        307,137 
                               ------------  ------------  ------------- 
 
 
   Net increase in cash 
   and cash equivalents             360,405       301,256        356,307 
 
 Cash and cash equivalents 
  at the beginning 
  of the period/year                737,416       381,109        381,109 
 
 Cash and cash equivalents 
  at the end of the 
  period/year                     1,097,821       682,365        737,416 
                               ============  ============  ============= 
 

Notes to the interim report

For the six months ended 30 June 2016

   1.          Basis of preparation and consolidation 

The condensed consolidated interim financial statements have been prepared in accordance with the requirements of the AIM Rules for Companies. As permitted, the Company has chosen not to adopt IAS 34 "Interim Financial Statements" in preparing this interim financial information. The condensed interim financial statements should be read in conjunction with the annual financial statements for the year ended 31 December 2015, which have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union.

The interim financial information set out above does not constitute statutory accounts within the meaning of the Companies Act 2006. The interim financial statements have been prepared on a going concern basis in accordance with the recognition and measurement criteria of International Financial Reporting Standards (IFRS) as adopted by the European Union. Statutory financial statements for the year ended 31 December 2015 were approved by the Board of Directors on 27 June 2016 and subsequently delivered to the Registrar of Companies. The independent auditor's report on those financial statements was unqualified.

The 2016 interim financial statements of the Group have not been audited or reviewed.

The consolidated interim financial statements were approved by the board and authorised for issue on 30 September 2016.

A copy of the interim financial statements will be available on the Company's website www.sigmaroc.com

   2.          Turnover 
 
                        Unaudited     Unaudited      Audited 
                        six months    six months    year ended 
                          ended         ended       31 December 
                         30 June       30 June         2015 
                           2016          2015 
                           GBP           GBP           GBP 
 
 North America           1,598,776     1,427,874      2,852,915 
 Europe and Middle 
  East                     346,865       288,979        582,827 
 Rest of the World          13,455        13,682         29,440 
                      ------------  ------------  ------------- 
                         1,959,096     1,730,535      3,465,182 
                      ------------  ------------  ------------- 
 

Notes to the interim report

For the six months ended 30 June 2016 (continued)

   3.          Taxation 

The tax charge in the six months ended 30 June 2016 represented amounts due for US State tax in relation to the profits of TeleMessage Inc. based in the USA. U.S. operating losses from previous years are subject to annual limitations due to the "change in ownership" provisions of the Internal Revenue Code of 1986 and similar state provisions.

No further provision has been made for taxation as there are losses available to carry forward against future trading profits. No deferred tax asset has been recognised in accordance with International Accounting Standard 12.

   4.          Basic and diluted loss per share 

For the six months ended 30 June 2016, basic earnings per share has been calculated on the Group's profit attributable to owners the Company of GBP272,333 and on the weighted average number of shares in issue during the year, which was 115,872,147.

For the six months ended 30 June 2015, basic loss per share has been calculated on the Group's loss attributable to owners the Company of GBP85,502 and on the weighted average number of shares in issue during the year, which was 115,872,147.

For the six month periods ended 30 June 2016, diluted earnings per share has been calculated on the Group's profit attributable to owners the Company of GBP272,333 and on the weighted average number of shares in issue during the year plus share options and warrants to subscribe for shares in the company which together total 159,025,429.

For the six month ended 30 June 2015 share options and warrants are anti-dilutive and for that reason the diluted earnings per share information is the same as the basic loss per share.

For the year ended 31 December 2015, basic loss per share has been calculated on the Group's loss of GBP275,646 and on the weighted average number of shares in issue in 2015 of 115,872,147.

This information is provided by RNS

The company news service from the London Stock Exchange

END

IR FMGFLGGGGVZM

(END) Dow Jones Newswires

September 30, 2016 06:35 ET (10:35 GMT)

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