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ADA Adams Plc

6.50
0.00 (0.00%)
28 Mar 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Adams Plc LSE:ADA London Ordinary Share IM00B986V543 ORD GBP0.01
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 6.50 5.00 8.00 6.50 6.50 6.50 0.00 08:00:26
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
Trust,ex Ed,religious,charty -2.19M -2.37M -0.0162 -4.01 9.48M

Adams PLC Half-year Report (6521X)

28/11/2017 7:00am

UK Regulatory


Adams (LSE:ADA)
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TIDMADA

RNS Number : 6521X

Adams PLC

28 November 2017

Adams plc

("Adams" or the "Company")

Interim Results for the Six Months ended 30 September 2017

Adams (AIM: ADA) generated a gross investment return of EUR24,000 in the half year ended 30 September 2017 which resulted in loss after tax of EUR98,000 after deduction of overheads and other costs. This compares to an investment return of EUR127,000 in the half year to 30 September 2016 and with a corresponding profit after tax of EUR24,000.

In June 2017, the Company raised cash of EUR1,116,000 (after expenses) pursuant to a share subscription open offer.

During the six months ended 30 September 2017, the Company spent EUR1,036,000 on a new equity investment in Petrofac Limited which is listed on the Main Market of the London Stock Exchange. In addition, the Company generated cash proceeds of EUR84,000 from the partial realisation of an existing investment.

Adams held 6 investments at 30 September 2017 comprising 5 quoted and 1 unquoted holding for which the total investment carrying value at 30 September 2017 was EUR2,066,000 (31 March 2017: EUR1,101,000 represented by 4 quoted and 1 unquoted holding).

The Company had cash balances of EUR89,000 at 30 September 2017, compared to cash balances of EUR41,000 at the previous 31 March 2017 year end.

Net assets attributable to holders of Adams at 30 September 2017 were EUR2,132,000 (equivalent to EUR0.0258 per share) versus EUR1,114,000 at 31 March 2017 (equivalent to EUR0.0270 per share). The EUR1,018,000 increase in net assets in the 6 months to 30 September 2017 is attributable to proceeds from the issue of shares of EUR1,116,000, partially offset by the loss after tax of EUR98,000 in the period.

Underwritten open offer and majority shareholder controlled undertaking

In order to provide the Company with additional resources with which to fund its investment strategy, the Company raised EUR1,116,000 (after expenses) in June 2017 pursuant to an underwritten open offer of 41,276,616 ordinary shares at 2.5p per share. Under the open offer, existing shareholders had an opportunity to subscribe for new shares at the 2.5p issue price by taking up their respective open offer entitlements which were calculated on a pro rata basis to their holding in the existing shares.

The open offer was fully underwritten by the Company's largest shareholder, Richard Griffiths who had an existing holding of 29.9 per cent in the existing shares. Following the open offer, the number of ordinary Adams shares in issue is 82,553,232 and consequent to the subscription and underwriting shares issued to Richard Griffiths, his holding increased to 63.8 per cent.

As a result, Adams is now a controlled undertaking of Richard Griffiths who will, if he so wishes, be able to further increase his interests in Adams shares without making a mandatory offer to the remaining shareholders. Subsequent to the open offer, Richard Griffiths has purchased further Adams shares in the AIM market such that his current holding in the Company is now 73.0 per cent.

The Company, Cairn Financial Advisers LLP (who are the Company's Nominated Advisor) and Richard Griffiths entered into a relationship agreement dated 2 June 2017, which governs the relationship between the Company and Richard Griffiths following the open offer, to ensure that the Company shall be managed independently for the benefit of shareholders as a whole.

Business model and change of investing policy

On 8 September 2017, shareholders approved a proposal by the Company's directors to revise the investing policy to one which provides the Board with a broader, more flexible approach to creating shareholder value. The existing policy at that time was focused on targeting undervalued or pre-commercialisation projects and assets in the biotechnology sector, whilst also considering opportunities in the wider technology and other sectors.

Under the revised investing policy, the Board will seek to acquire interests in special situation investment opportunities that have an element of distress, dislocation, dysfunction or other special situation attributes and that they perceive to be undervalued. The principal focus will be in the small to middle-market capitalisation sectors in the UK or Europe, but the directors will also consider possible special situation opportunities anywhere in the world if they believe there is an opportunity to generate added value for shareholders.

Events subsequent to 30 September 2017

On 5 October 2017, Adams sold its entire remaining holding of shares in GVC Holdings plc on the Main Market of the London Stock Exchange for a total cash consideration of GBP584,400.

On 16 November 2017, Adams received cash of GBP74,620 for its entire holding of shares in Imagination Technologies Group Plc consequent to the acquisition of that company by Canyon Bridge Capital Partners LLC under a recommended cash offer at a price of 182 pence per share.

The Adams directors intend to reinvest the proceeds of the above disposals in accordance with the Company's investing policy and on 24 November the Company used a part of the proceeds to purchase shares in Eland Oil & Gas plc on the AIM Market of the London Stock Exchange for a total cash consideration of GBP288,163.

Investments

The Company currently holds 4 listed investments comprising Petrofac Limited, Eland Oil & Gas plc, Oxford Pharmascience Group Plc and Communisis Plc. In addition, the Company holds shares and loan notes in unquoted Sherwood Holdings Limited, which owns Source Bioscience Plc as its principal asset.

Petrofac is a multinational service provider to the oil and gas production and processing industry. The company designs, builds, operates and maintains oil and gas facilities with a focus on delivering first class project execution, cost control and effective risk management. Petrofac has a 36-year track record and has grown significantly to become a constituent of the FTSE 250 Index. The company has 31 offices and approximately 13,500 staff worldwide, comprising more than 80 nationalities.

Eland is an independent oil and gas company with the principal business objective of identifying, acquiring and developing interests in oil and gas assets in West Africa, focused initially on Nigeria including the prolific Niger Delta.

Oxford Pharmascience is a drug development group that re-develops approved drugs to make them better, safer and easier to take. The group is currently planning to demerge its existing commercial and development assets, together with cash of around GBP1.3 million, into a private vehicle, and provide a continued investment in a cash shell seeking to deploy its remaining cash assets of approximately GBP19.3 million through the reverse acquisition of a new operating business.

Communisis is a leading provider of outsourced digital asset management and personalised customer communication services.

Source Bioscience is an international provider of state of the art laboratory services and products and has an expertise in clinical diagnostics, genomics, proteomics, drug discovery & development research and analytical testing services.

Outlook

Although the global economic cycle remains supportive of risk assets, the potential for volatility in capital markets remains. In particular, the alarming increase in China's debt and its likely slowing of economic growth and concerns about the direction of US foreign policy and trade reforms, are expected to have implications for the whole global economy. In addition, continued economic uncertainty post the Brexit vote, may impact currently reasonable Eurozone growth prospects.

The Board will, therefore, continue to maintain a highly selective investment approach in these uncertain markets.

Michael Bretherton

Chairman

28 November 2017

Enquires

 
Adams plc 
Mike Bretherton                        Tel: +44 1534 719 761 
Nomad - Cairn Financial Advisers 
 LLP 
Sandy Jamieson, James Caithie          Tel: +44 207 213 0880 
Broker - Peterhouse Corporate Finance 
 Limited 
Lucy Williams, Duncan Vasey            Tel: +44 207 469 0930 
 

STATEMENT OF COMPREHENSIVE INCOME

FOR THE 6 MONTH PERIOD TO 30 SEPTEMBER 2017

 
                                             6 months ended     Year ended   6 months ended 
                                                30 Sep 2017    31 Mar 2017      30 Sep 2016 
                                     Note       (Unaudited)      (Audited)      (Unaudited) 
                                                    EUR'000        EUR'000          EUR'000 
 
 
 Gain on investments                  5                   8            180              121 
 Dividend income                                         16             17                6 
                                           ----------------  -------------  --------------- 
 Gross investment return                                 24            197              127 
 
 Expenses 
 
 Net foreign exchange loss                             (36)           (15)             (15) 
 Administrative expenses                               (92)          (174)             (88) 
 
 Operating (loss)/profit                              (104)              8               24 
 Interest income                                          6              6                - 
 
 (Loss)/profit on ordinary 
  activities before taxation                           (98)             14               24 
 
 Tax on (loss)/profit on ordinary 
  activities                                              -              -                - 
 
 (Loss)/profit for the period                          (98)             14               24 
                                           ----------------  -------------  --------------- 
 
 Total comprehensive (loss)/income 
  for the period                                       (98)             14               24 
 
 
 (Loss)/earnings per ordinary 
  share 
 Basic and diluted                    10         (0.16)EURc       0.03EURc         0.06EURc 
                                           ----------------  -------------  --------------- 
 

There are no other items of comprehensive income/(loss).

The accounting policies and explanatory notes set out below form an integral part of the financial statements.

STATEMENT OF FINANCIAL POSITION

AS AT 30 SEPTEMBER 2017

 
                                              As at          As at          As at 
                                        30 Sep 2017    31 Mar 2017    30 Sep 2016 
                                        (Unaudited)      (Audited)    (Unaudited) 
                                Note        EUR'000        EUR'000        EUR'000 
 Assets 
 Non-current assets 
 Investments                     6            2,066          1,101          1,037 
 
 Current assets 
 Trade and other receivables     7                1              2              8 
 Cash and cash equivalents                       89             41             96 
                                      -------------  -------------  ------------- 
                                                 90             43            104 
 
 Total assets                                 2,156          1,144          1,141 
                                      -------------  -------------  ------------- 
 
 Liabilities 
 Current liabilities 
 Trade and other payables        8             (24)           (30)           (17) 
                                      -------------  -------------  ------------- 
 Total liabilities                             (24)           (30)           (17) 
 
 Net current assets                              66             13             87 
                                      -------------  -------------  ------------- 
 
 Net assets                                   2,132          1,114          1,124 
                                      =============  =============  ============= 
 
 Equity 
 Called up share capital         9              826            413            413 
 Share premium                   9            1,819          1,116          1,116 
 Retained earnings deficit                    (513)          (415)          (405) 
                                      -------------  -------------  ------------- 
 Total shareholder equity                     2,132          1,114          1,124 
                                      =============  =============  ============= 
 
 

The accounting policies and explanatory notes set out below form an integral part of the financial statements.

STATEMENT OF CHANGES IN EQUITY

FOR THE 6 MONTH PERIOD TO 30 SEPTEMBER 2017

 
 
                                                         Retained 
                                     Share      Share    Earnings 
                                   Capital    Premium     Deficit     Total 
                                   EUR'000    EUR'000     EUR'000   EUR'000 
 
 At 31 March 2016                      413      1,116       (429)     1,100 
-------------------------------  ---------  ---------  ----------  -------- 
 
 Total comprehensive gain for 
  period                                 -          -          24        24 
 
 At 30 September 2016                  413      1,116       (405)     1,124 
-------------------------------  ---------  ---------  ----------  -------- 
 
 Total comprehensive loss for 
  period                                 -          -        (10)      (10) 
 
 At 31 March 2017                      413      1,116       (415)     1,114 
-------------------------------  ---------  ---------  ----------  -------- 
 
 Issue of shares                       413        703           -     1,116 
 
 Total comprehensive loss for 
  period                                 -          -        (98)      (98) 
 
 At 30 September 2017                  826      1,819       (513)     2,132 
===============================  =========  =========  ==========  ======== 
 

Share capital is the amount subscribed for shares at nominal value.

Share premium represents the excess of the amount subscribed for share capital over the nominal value of these shares net of share issue expenses.

Retained earnings deficit represents the cumulative losses of the Company attributable to equity shareholders.

The accounting policies and explanatory notes set out below form an integral part of the financial statements.

STATEMENT OF CASH FLOWS

FOR THE 6 MONTH PERIOD TO 30 SEPTEMBER 2017

 
                                                6 months           Year       6 months 
                                                   ended          ended          ended 
                                             30 Sep 2017    31 Mar 2017    30 Sep 2016 
                                             (Unaudited)      (Audited)    (Unaudited) 
                                                 EUR'000        EUR'000        EUR'000 
 
 (Loss)/profit for the period                       (98)             14             24 
 Unrealised gain on revaluation 
  of investments                                    (10)          (166)          (107) 
 Realised loss/(gain) on disposal 
  of investments                                       2           (14)           (14) 
 Decrease/(increase) in trade and 
  other receivables                                    1              1            (5) 
 Decrease in trade and other payables                (6)            (2)           (15) 
 
 Net cash outflows from operating 
  activities                                       (111)          (167)          (117) 
                                          --------------  -------------  ------------- 
 
 Cash flows from investing activities 
 Proceeds from sales of investments                   84            175             65 
 Purchase of investments                         (1,041)          (225)          (110) 
 
 Net cash used in investing activities             (957)           (50)           (45) 
                                          --------------  -------------  ------------- 
 
 Cash flows from financing activities 
 
 Issue of ordinary share capital                     413              -              - 
 Issue of premium share capital,                     703              -              - 
  net of costs 
 
 Net cash generated from financing                 1,116                             - 
  activities                                                          - 
                                          --------------  -------------  ------------- 
 
 Net increase/(decrease) in cash 
  and cash equivalents                                48          (217)          (162) 
 
 Cash and cash equivalents at beginning 
  of period                                           41            258            258 
 
 Cash and cash equivalents at end 
  of period                                           89             41             96 
                                          ==============  =============  ============= 
 
 

NOTES TO THE STATEMENT OF FINANCIAL STATEMENTS

FOR THE 6 MONTH PERIOD TO 30 SEPTEMBER 2017

The accounting policies and explanatory notes set out below from an integral part of the financial statements.

   1       General information 

Adams Plc is a company incorporated in the Isle of Man and is listed on the AIM market of the London Stock Exchange.

   2       Basis of preparation 

The interim financial statements of Adams Plc are unaudited condensed financial statements for the six months ended 30 September 2017. These include unaudited comparatives for the six months ended 30 September 2016 together with audited comparatives for the year ended 31 March 2017.

These interim condensed financial statements have been prepared on the basis of the accounting policies expected to apply for the financial year to 31 March 2018 which are based on the recognition and measurement principles of International Financial Reporting Standards (IFRS) as adopted by the European Union (EU). The financial statements have been prepared under the historical cost convention. The Company's presentation and functional currency is Euros.

The interim financial statements do not include all of the information required for full annual financial statements and do not comply with all the disclosures in IAS 34 'Interim Financial Reporting', and should be read in conjunction with the Company's annual financial statements to 31 March 2017. Accordingly, whilst the interim statements have been prepared in accordance with IFRS, they cannot be construed as being in full compliance with IFRS.

The preparation of financial statements in conformity with IFRS as adopted by the EU requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Company's accounting policies.

   3       Going concern 

Information on the business environment, financial position and the factors underpinning the Company's future prospects and portfolio are included in the Chairman's Statement. The Directors confirm that they are satisfied that the Company has adequate resources to continue in business for the medium term based on the current liquid resources available. For this reason, they continue to adopt the going concern basis in preparing the financial statements.

   4       Significant accounting policies 

The accounting policies adopted are consistent with those followed in the preparation of the annual financial statements of Adams Plc for the year ended 31 March 2017 which received an unqualified audit opinion. A copy of these financial statements are available on the website at www.adamsplc.co.uk.

   5       Segment reporting 

Operating segments for Adams Plc are reported based on the financial information provided to the Board, which is used to make strategic decisions. The Directors are of the opinion that under IFRS 8 - 'Operating segments' the Company has only one reportable segment, being Investment return. The Board assesses the performance of the operating segment based on financial information which is measured and presented in a manner consistent with that in the financial statements.

   5       Segment reporting (continued) 

The principal sources of revenue for the Company in the period to 30 September 2017 were as follows:

 
                                         6 months                   6 months 
                                         ended 30     Year ended    ended 30 
                                         Sep 2017    31 Mar 2017    Sep 2016 
                                          EUR'000        EUR'000     EUR'000 
 Unrealised gain on investments                10            166         107 
 Realised (loss)/gain on investments          (2)             14          14 
                                       ----------  -------------  ---------- 
 Total gain on investments                      8            180         121 
                                       ==========  =============  ========== 
 
   6       Investments 

An analysis of movements in the value of the Company's investments is as follows:

 
                                       Quoted Equity Shares   Unquoted Equity Shares   Unquoted Loan Notes     Total 
                                                    EUR'000                  EUR'000               EUR'000   EUR'000 
 Fair value at 31 March 2016                            871                        -                     -       871 
 Additions at cost                                        7                        6                    97       110 
 Disposals                                             (51)                        -                     -      (51) 
 Unrealised gain on the revaluation 
  of investments                                        107                        -                     -       107 
                                                                                                            -------- 
 Fair value at 30 September 2016                        934                        6                    97     1,037 
 Additions at cost                                      102                        -                    13       115 
 Disposals                                            (110)                        -                     -     (110) 
 Unrealised gain on the revaluation 
  of investments                                         59                        -                     -        59 
                                                                                                            -------- 
 Fair value at 31 March 2017                            985                        6                   110     1,101 
 Additions at cost                                    1,036                        -                     5     1,041 
 Disposals                                             (86)                        -                     -      (86) 
 Unrealised gain/(loss) on the 
  revaluation of investments                             14                        -                   (4)        10 
                                                                                                            -------- 
 Fair value at 30 September 2017                      1,949                        6                   111     2,066 
                                      =====================  =======================  ====================  ======== 
 
 
   7       Trade and other receivables 
 
                                          As at          As at          As at 
                                    30 Sep 2017    31 Mar 2017    30 Sep 2016 
                                        EUR'000        EUR'000        EUR'000 
 Prepayments and accrued income               1              2              8 
                                  -------------  -------------  ------------- 
                                              1              2              8 
                                  =============  =============  ============= 
 
 
 
   8       Trade and other payables 
 
                          As at          As at          As at 
                    30 Sep 2017    31 Mar 2017    30 Sep 2016 
                        EUR'000        EUR'000        EUR'000 
 Trade payables              10             14             12 
 Accruals                    14             16              5 
                             24             30             17 
                  =============  =============  ============= 
 

Accruals principally comprise amounts outstanding for ongoing expenses. The carrying amount of trade payables approximates to their fair value.

   9       Share capital and share premium 
 
                                    Number of 
                                shares issued      Share      Share 
                                    and fully    capital    premium 
 Ordinary shares of EUR0.01           paid up    EUR'000    EUR'000 
 
 At 1 April 2016                   41,276,616        413      1,116 
                              ---------------  ---------  --------- 
 
 Issue of shares                            -          -          - 
 
 At 30 September 2016              41,276,616        413      1,116 
                              ---------------  ---------  --------- 
 
 Issue of shares                            -          -          - 
 
 At 31 March 2017                  41,276,616        413      1,116 
                              ---------------  ---------  --------- 
 
 Issue of shares                   41,276,616        413        703 
 
 At 30 September 2017              82,553,232        826      1,819 
                              ---------------  ---------  --------- 
 

In June 2017, the Company issued 41,276,616 new ordinary shares of EUR0.01 under an open offer at 2.5 pence (2.84 EURcents) per share.

The authorised Ordinary share capital of the Company at 30 September 2017 is 350,000,000 Ordinary Shares of EUR0.01 each (31 March 2017 and 30 September 2016: 350,000,000 Ordinary Shares of EUR0.01 each).

   10     Earnings/(loss) per share 

The basic earnings/(loss) per share is calculated by dividing the profit/(loss) after tax attributable to equity shareholders by the weighted average number of ordinary shares in issue during the period:

 
                                              6 months           Year       6 months 
                                                 ended          ended          ended 
                                           30 Sep 2017    31 Mar 2017    30 Sep 2016 
 
 Profit/(loss) after tax attributable 
  to equity holders of the Company 
  (EUR'000)                                       (98)             14             24 
 
 Weighted average number of ordinary 
  shares                                    62,478,812     41,276,616     41,276,616 
 
 Basic and diluted earnings/(loss) 
  per share                                 (0.16)EURc       0.03EURc       0.06EURc 
 

There were no potentially dilutive shares in issue as at 30 September 2017, 31 March 2017 and 30 September 2016.

This information is provided by RNS

The company news service from the London Stock Exchange

END

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November 28, 2017 02:00 ET (07:00 GMT)

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