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| Long-Short Technology Trakrs Index (Cash Component) | DOWI:CYX | Dow Jones Indices | Index |
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RNS Number:2301L
Cytomyx Holdings PLC
19 May 2003
CYTOMYX HOLDING PLC
CHAIRMAN'S STATEMENT - CYTOMYX INTERIM ACCOUNTS 2003
The first six months of our financial year have seen significant changes in the
Cytomyx trading profile and marked improvement in our performance compared to
twelve months ago.
Trading in the original Cytomyx services business remains challenging due to the
difficult funding environment for the biotechnology industry worldwide. The
company is currently investing significant effort into the development of its
new reagent product lines that are expected to have wide appeal in the market
and will yield long term sustainable growth potential, however the investment
needed to develop these products is expected to have an impact in the short-term
on the performance of this business.
However, several other very positive developments have taken place in the Group,
which have impacted positively on our overall financial performance.
In October 2002 we completed the acquisition of the trade and assets of
Cambridge BioScience, just after the start of our financial year. This is now
operating as Cambridge BioScience Ltd ("CB"). CB is a distributor of innovative
reagent products for the pharmaceutical, biotechnology and academic research
sectors. They represent some of the top US manufacturers in molecular and cell
biology research. CB has shown strong ongoing profitable performance during the
first six months of our trading year and also provided an efficient outlet for
the growing range of reagent products from Cytomyx. CB is thus making an
increasingly important contribution to the Cytomyx trading group, and its
acquisition has proved truly synergistic.
Cytomyx Ltd and CB also completed an important new distribution agreement with
US-based Clinomics Inc, covering the entire European market. This relationship
provides us with a unique range of new reagent products. These are based around
Clinomics' extensive collection of ethically donated human tissue samples and
enable clients to determine the genetic and pathological basis of disease,
thereby accelerating their drug discovery efforts. We believe that this
collaboration will allow us to serve a strong unmet need in the European
biopharmaceutical industry.
In March 2003, we completed the acquisition of the trade and assets of Cytocell
Ltd. Cytocell has a strong product range of genomics-focused products called
FISH probes that are able to detect a wide range of genes in health and disease.
Cytocell has sales worldwide and distribution of these products is now being
managed through the Cytomyx sales network. Our R&D plans will lead to a further
expansion of the product line to cover other disease related genes for which we
believe there to be a significant market opportunity.
These developments are reflected in the greatly improved trading performance
presented in our interim accounts for the first six months of this financial
year. Turnover was #2,392,119 (compared to #385,927 for the same period in
2002). Gross profit was #1,151,365 (#250,693) and our operating loss before
amortisation of goodwill (#25,461) was reduced to #26,400 (#539,945).
Dr. Bill Mason
Chairman
19 May 2003
CYTOMYX HOLDING PLC
CONSOLIDATED PROFIT AND LOSS ACCOUNT
Six months ended 31 March 2003
6 months to 31 6 months to 31 12 months to 30
March 2003 March 2002 September 2002
(unaudited) (unaudited) (audited)
# # #
Note
TURNOVER
Existing operations 552,082 385,927 930,180
Acquisitions 1,840,037 - -
Turnover - continuing 2,392,119 385,927 930,180
operations
Cost of sales (1,240,754) (135,234) (285,691)
Gross profit 1,151,365 250,693 644,489
Administrative expenses
- amortisation of (25,461) - -
goodwill
- other (1,177,765) (790,638) (1,546,069)
Other operating income - - 15,912
OPERATING LOSS
Existing operations (406,837) (539,945) (885,668)
Acquisitions 354,976 - -
Operating loss - (51,861) (539,945) (885,668)
continuing operations
Interest receivable and 4,780 7,933 8,636
similar income
Interest payable and (5,243) (15,919) (15,514)
similar charges
LOSS ON ORDINARY
ACTIVITIES BEFORE
TAXATION (52,324) (547,931) (892,546)
Tax on loss on ordinary - - 6,351
activities
LOSS FOR THE FINANCIAL (52,324) (547,931) (886,195)
PERIOD
Basic and diluted loss per
ordinary share (pence) 3 (0.01) (0.30) (0.49)
CYTOMYX HOLDING PLC
CONSOLIDATED BALANCE SHEET
31 March 2003
30 September
31 March 2003 31 March 2002 2002
(unaudited) (unaudited) (audited)
# # #
FIXED ASSETS
Goodwill 1,085,586 - -
Tangible assets 1,156,191 681,372 609,190
2,241,777 681,372 609,190
CURRENT ASSETS
Stocks 320,657 206,351 130,343
Debtors 924,909 245,545 533,889
Cash at bank and in hand 485,754 155,037 16,851
1,731,320 606,933 681,083
CREDITORS: amounts falling due
within one year (283,576) (363,736) (720,324)
NET CURRENT ASSETS (LIABILITIES) 1,447,744 243,197 (39,241)
TOTAL ASSETS LESS CURRENT
LIABILITIES 3,689,521 924,569 569,949
CREDITORS: amounts falling due
after more than one year (1,026,252) (25,455) (13,299)
2,663,269 899,114 556,650
CAPITAL AND RESERVES
Called up share capital 701,230 180,763 180,763
Share premium account 3,469,324 1,835,048 1,830,848
Merger reserve (99,900) (99,900) (99,900)
Profit and loss account (1,407,385) (1,016,797) (1,355,061)
EQUITY SHAREHOLDERS' FUNDS 2,663,269 899,114 556,650
CYTOMYX HOLDING PLC
CONSOLIDATED CASH FLOW STATEMENT
Six months ended 31 March 2003
6 months to 31 12 months to 30
6 months to 31 March 2002 September 2002
March 2003 (restated, (audited)
(unaudited) unaudited)
# # #
Net cash outflow from operating (843,691) (314,851) (471,186)
activities
Returns on investments and (463) (7,986) (6,878)
servicing of finance
Capital expenditure and financial (16,054) (96,470) (148,138)
investment
Acquisitions and disposals (250,000) - -
Net cash outflow before management
of liquid resources and
financing (1,110,208) (419,307) (626,202)
Management of liquid resources - 700,000 700,000
Financing 1,671,876 (53,020) (77,076)
Increase (decrease) in cash in the 561,668 227,673 (3,278)
period
RECONCILIATION OF OPERATING LOSS TO NET CASH OUTFLOW FROM OPERATING ACTIVITIES
6 months to 31 12 months to 30
6 months to 31 March 2002 September 2002
March 2003 (restated, (audited)
(unaudited) unaudited)
# # #
Operating loss (51,861) (539,945) (885,668)
Depreciation charge 76,316 60,500 179,905
Goodwill amortisation 25,461 - -
(Increase) decrease in debtors (391,020) 168,627 (113,366)
(Increase) decrease in stocks (105,661) (47,840) 28,168
(Decrease) increase in creditors (396,926) 43,807 319,775
Net cash outflow from operating (843,691) (314,851) (471,186)
activities
CYTOMYX HOLDING PLC
NOTES TO THE INTERIM FINANCIAL INFORMATION
1. COMPARATIVE FIGURES
These interim financial statements for the six months ended 31 March 2003 are
neither audited nor reviewed and do not constitute statutory financial
statements within the meaning of section 240 of the Companies Act 1985. The
results for the year ended 30 September 2002 have been extracted from the
statutory financial statements, which have been filed with the Registrar of
Companies and upon which the auditors reported without qualification. The
consolidated cash flow statement for the six months ended 31 March 2002 has been
restated to reflect two reclassifications. Treasury deposits of #700,000 were
classified as cash at bank and in hand at 30 September 2001 but, due to their
maturity dates, have been reclassified as liquid resources within the cash flow
statement and related notes. Furthermore, #25,085 of work in progress on the 30
September 2001 balance sheet has been reclassified to within debtors as amounts
recoverable on contracts in accordance with SSAP9 "Stocks and long-term
contracts". There is no effect on the current year results.
2. BASIS OF PREPARATION
After making due enquiries, the directors have a reasonable expectation that the
company and group have adequate financial resources to continue in operational
existence for the foreseeable future. For this reason they continue to adopt the
going concern basis for the preparation of this interim financial information.
The accounting policies that have been applied to these interim figures are
consistent with those applied in the preceding annual accounts.
3. LOSS PER ORDINARY SHARE
The calculations of basic and diluted loss per ordinary share are based on a
loss of #52,324 (31 March 2002 - #547,931; 30 September 2002 - #886,195) and on
609,690,992 (31 March 2002 - 180,483,254; 30 September 2002 - 180,639,266)
ordinary shares being the weighted average number of ordinary shares in issue
during the period.
Potentially dilutive issuable shares are only included in the calculation of
diluted earnings per share if their issue would increase net loss per share.
4. PLACING OF SHARES
During the period, the authorised share capital of the company was increased to
#1,000,000 by the creation of 700,000,000 new ordinary shares.
On 14 October 2002, the group raised #1.85 million (#1.28 million net of issue
costs) through a placing of 370,800,000 ordinary shares at 0.5 pence per share.
On 6 December 2002, the company placed 40,000,000 ordinary shares at 0.5 pence
per share, raising an aggregate of #200,000 (#194,000 net of issue costs).
On 21 March 2003 the company placed a further 43,000,000 shares at 0.5 pence per
share to raise #215,000 (#213,500 net of issue costs).
5. ACQUISITIONS
Cambridge BioScience
On 14 October 2002, the group, through its subsidiary undertaking Cambridge
BioScience Limited, acquired the trade and assets of Cambridge BioScience, a
leading distributor of life science research products, from A Seeley, a
director. The consideration paid for this business was #1.05 million comprising
#200,000 in cash, #300,000 by the issue of shares and #550,000 in loan notes.
Further contingent consideration will be payable in the form of loan notes
amounting to #450,000 subject to an upward or downward adjustment, pound for
pound, to reflect the operating profit of Cambridge Bioscience Limited for the
period from acquisition to 31 March 2004. In the opinion of the directors, the
contingent consideration for the acquisition of Cambridge BioScience has been
included below at the level expected to be paid based on the forecast results of
Cambridge BioScience Limited for the earn-out period.
Cytocell
On 10 March 2003 the group acquired the goodwill and certain assets employed in
the development, manufacture and sale of kits which utilise DNA probe
technology. These products are based on Fluorescent In Situ Hybridisation
('FISH') technology and are used in the detection of chromosomal disorders and
genetic abnormalities linked to certain cancers. The initial consideration paid
for the business was #50,000 cash and #50,000 shares comprising 6,666,667
ordinary shares of 0.1 pence each in the company. 2.5% of net revenues in the
three years following the acquisition are payable as contingent consideration,
capped at #150,000. No value has been attributed to the contingent consideration
in the acquisition table and goodwill calculation below as in the opinion of the
directors this amount is not identifiable until the foreseeable revenues can be
accurately assessed.
The book values and fair values to the group of the identifiable assets and
liabilities are set out in the table below. The directors have not fully
completed their fair value assessment of the assets acquired, and as such these
represent their best estimate at the time of this report.
Cambridge Cytocell
BioScience
# #
FIXED ASSETS
Tangible assets 468,000 109,663
CURRENT ASSETS
Stocks 30,000 54,653
CREDITORS: amounts falling due
within one year
Accruals and other creditors - (60,219)
CREDITORS: amounts falling due - (4,097)
after more than one year
Net assets acquired 498,000 100,000
Goodwill 1,111,047 -
1,609,047 100,000
Satisfied by:
Cash 200,000 50,000
Shares issued 300,000 50,000
Loan notes 550,000 -
Contingent consideration - loan notes 450,000 -
Costs 109,047 -
Consideration 1,609,047 100,000
Further information
Andrew Marshall
Marshall Robinson Roe
Tel: 020 7489 2033
This information is provided by RNS
The company news service from the London Stock Exchange
END
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