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| Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
|---|---|---|---|---|---|
| Concha | LSE:CHA | London | Ordinary Share | GB00B8Y82097 | 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% | 0.175 | 0.00 | 01:00:00 |
| Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
|---|---|---|---|---|---|
| 0 | 0 | N/A | 0 |
From Apr 2019 to Apr 2024
TIDMCHA
RNS Number : 8002Z
Concha plc
17 March 2017
For Immediate Release 17 March 2017
Dissemination of a Regulatory Announcement that contains inside information according to REGULATION (EU) No 596/2014 (MAR).
Concha PLC
("Concha" or "the Company")
Interim Report for the six months ended 31 December 2016
Introduction
Over the course of the last few days there have been a number of developments at Ve Interactive Limited ("Ve"), a business which represents Concha's principal investment in which it invested GBP4m at a GBP930m valuation (representing 0.43% of the issued share capital) during March 2016 and so the timing of the release of this interim statement provides an expedient opportunity to provide an update as to the status and performance of this key investment.
As I stated in my previous Chairman's Statement in December 2016, we had been encouraged by the November announcement of the appointment of Stuart Chambers as Chairman designate of Ve and the governance changes which immediately followed provided comfort that the business was being prepared for the next stage of its strategic development, including an anticipated round of institutional funding. We had, as I have previously stated made a number of introductions to global investment banking institutions which by its nature had afforded us closer ties with the company's executive management team and a greater insight in to the company's trading performance.
Over the course of the last six months, the disconnect between Ve's aggressive programme to extend its geographical reach and the required access to working capital has widened. This, coupled with revenue growth which has fallen behind Ve management's near term expectation, has placed significant strain on both Ve's operations and heightened frustrations amongst shareholders and other stakeholders alike. Earlier this month, a consortium of experienced long-term shareholders of Ve, advanced a number of funding proposals which will not only provide Ve with the access to capital required to fund its near-term operations but also to fund its longer-term growth aspirations. Consideration for the initial tranche of funding has largely been satisfied by the transfer of existing Ve equity from management, the effect of which has minimised the dilutive effect on the equity interests of the existing shareholder base. It is anticipated that further funds will be secured by way of a rights issue and that this process is expected to conclude in the near future.
In addition to the provision of funding, the consortium has also sought to introduce a number of experienced executives to steward the business through this period of transition. The introduction of a new CEO and interim Chairman, together with a professional multi-disciplined team will supplement the existing talent present within the business. Over the course of the next three months, this new team intends to commence and conclude a process of re-organisation, rationalisation and revenue growth, the latter resulting from a number of identified revenue opportunities which will allow Ve's portfolio of offerings, including the optimisation of its mobile browsing services to improve both market share and yield. Significant reductions to its operating cost base will see the business exit from smaller markets, centralise its global finance function and drive growth from three core geographical hubs (EMEA, Americas and Asia) which in combination will support the new management team's plans to secure a position of being cash break-even by the end of 2017.
Our initial view of Ve and its potential remain the same. The technology that underpins its business is proven and its vision to use technology to overcome the common challenge faced by all online businesses in respect of expanding and converting customers without flaw. However, in order to scale effectively it must now shed its "start-up" culture, rationalise its operating base and focus on the introduction of a number of identified revenue enhancing "martech" and advertising product initiatives that are intended to drive the business to break even during 2017. Whilst recent events will no doubt impact the perception of the investment opportunity Ve represents, the Board believes that this decisive action will accelerate Ve's timetable to profitability and in turn provide an earlier exit opportunity than would otherwise have been possible. However, the vision proposed is not without its challenges. The business will need to restructure both its short and long-term liability base as well as secure the support of the shareholders, many of whom will have invested at valuations significantly higher than the implied valuation now placed upon the business.
The current funding proposals are still being negotiated and may therefore be subject to change. We will however, ensure that our shareholders are kept abreast of developments at Ve as it begins a new phase in the development of its business and make further announcements as appropriate.
Unaudited Interim Results
Whilst your Board has closely monitored the developments of Ve outlined above, it has also continued to evaluate the merits of other investment opportunities. Whilst we have not supplemented our investment portfolio during the period, the reported loss before exceptional items of GBP0.28m for the period (2015: Loss GBP0.39m) reflects the costs associated with pursuing discussions with target investee opportunities and preserving Concha's status as an AIM quoted entity. In addition, and in the light of recent events at Ve, your Board has also sought to impair the carrying value of its investment in Ve to more fairly reflect the valuation of recent transactions at Ve, which indicates a current valuation of Ve of GBP300m, the impact of which has been to further increase the loss for the year by GBP2.71m as a result of impairing the investment via the inter-company loan, resulting in a retained loss of the period of GBP2.99m (2015: Loss GBP0.38m).
Your Board will continue its process of review and will update the market further as and when it is appropriate to do so.
Concha PLC
18 Buckingham Gate, London, SW1E 6LB
Enquiries:
Concha PLC
Chris Akers, Chairman chris.akers@srgplc.com
SPARK Advisory Partners Limited (Nominated Adviser) 020 3368 3550
Sean Wyndham-Quin
Mark Brady
Buchanan 020 7466 5000
Richard Oldworth
CONCHA PLC
INTERIM STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD FROM 1 JULY 2016 TO 31 DECEMBER 2016
Hot Features
Premium
Half year Half year Year Ended
to to
31.12.2016 31.12.2015 30.06.2016
(Unaudited) (Unaudited) (Audited)
Notes GBP000's GBP000's GBP000's
Revenue 2 8 8 15
----------- ------------- ------------
Gross profit 8 8 15
General & administrative expenses (285) (397) (1,006)
----------- ------------- ------------
Loss from operations before exceptional
items (277) (389) (991)
Impairment of amounts recoverable
from subsidiary (2,710) - -
----------- ------------- ------------
Loss from operations (2,987) (389) (991)
Investment income 1 5 7
----------- ------------- ------------
Loss before tax (2,986) (384) (984)
Tax - - -
----------- ------------- ------------
Retained Loss after tax for the
period (2,986) (384) (984)
_____ ______ ______
Retained loss attributable to:
Owners of the company (2,986) (384) (984)
----------- ------------- ------------
Loss for period (2,986) (384) (984)
_____ ______ ______
Total comprehensive loss attributable
to:
Owners of the company (2,986) (384) (984)
----------- ------------- -------------
Total comprehensive loss for the
period (2,986) (384) (984)
_____ ______ ______
Loss per share
Basic and diluted 3 - - -
_____ ______ ______
CONCHA PLC
INTERIM STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2016
As at As at As at
31.12.2016 31.12.2015 30.06.2016
(Unaudited) (Unaudited) (Audited)
Notes GBP000's GBP000's GBP000's
ASSETS
Non-current assets
Investments 514 500 514
----------- ------------- -------------
514 500 514
----------- ------------- -------------
Current assets
Trade and other receivables 1,827 263 4,509
Cash and cash equivalents 940 5,618 1,255
----------- ------------- -------------
2,767 5,881 5,764
----------- ------------- -------------
TOTAL ASSETS 3,281 6,381 6,278
====== ======= =======
EQUITY
Share capital 4 1,623 1,553 1,623
Deferred share capital 1,795 1,795 1,795
Share premium reserve 21,563 21,433 21,563
Warrant reserve 583 314 583
Retained loss (22,353) (18,767) (19,367)
------------------- ------------------- -------------------
TOTAL EQUITY 3,211 6,328 6,197
========= ========= ==========
CURRENT LIABILITIES
Trade and other payables 70 53 81
TOTAL EQUITY AND LIABILITIES 3,281 6,381 6,278
========= ========= ==========
CONCHA PLC
INTERIM CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD FROM 1 JULY 2015 TO 31 DECEMBER 2016
Deferred Share
Share share premium Warrant Retained Total
capital capital account reserve loss
GBP000's GBP000's GBP000's GBP000's GBP000's GBP000's
Balance at 1 July 2016 1,623 1,795 21,563 583 (19,367) 6,197
Loss for the period - - - - (2,986) (2,986)
Total comprehensive income
for the period - - - - (2,986) (2,986)
--------- --------- --------- --------- --------- ---------
Share capital issued - - - - - -
Share based payments - - - - - -
Balance at 31 December
2016 1,623 1,795 21,563 583 (22,353) 3,211
========= ========= ========= ========= ========= =========
GBP000's GBP000's GBP000's GBP000's GBP000's GBP000's
Balance at 1 July 2015 1,478 1,795 21,043 314 (18,383) 6,247
Loss for the year - - - - (384) (384)
Total comprehensive income
for the period - - - - (384) (384)
--------- --------- --------- --------- --------- ---------
Share capital issued 75 - 390 - - 465
Share based payments - - - (42) 42 -
Balance at 31 December
2015 1,553 1,795 21,433 314 (18,767) 6,328
========= ========= ========= ========= ========= =========
CONCHA PLC
INTERIM STATEMENT OF CASH FLOW
FOR THE PERIOD FROM 1 JULY 2015 TO 31 DECEMBER 2016
Half Year Half Year to Year Ended
to
31.12.2016 31.12.2015 30.06.2016
GBP000's GBP000's GBP000's
(Unaudited) (Unaudited) (Audited)
Cash flow from operating activities
Loss for the period (2,986) (384) (984)
Share based payment - - 269
Impairment of amounts recoverable from
subsidiary 2,710 - -
Investment income (1) (5) (7)
------------- -------------- ----------------
Operating cash flows before movements
in working Capital (277) (389) (722)
Increase in receivables (3) (9) (115)
(Decrease) / increase in payables (11) (1) 27
------------- -------------- ----------------
(14) (10) (88)
Investment income 1 5 7
------------- -------------- ----------------
Net cash outflow from operating activities (290) (394) (803)
Cash flow from investing activities
Purchase of investments - - (4,154)
------------- -------------- ----------------
Net cash outflow from investing activities - - (4,154)
Cash flow from financing activities
Net proceeds from issue of share capital - 465 665
Loans advanced (25) - -
------------- -------------- ----------------
Net cash flow from financing activities (25) 465 665
Net cash outflow for the period (315) 71 (4,292)
-------------- ---------------- -------------
Cash and cash equivalents at start of
period 1,255 5,547 5,547
-------------- ---------------- -------------
Cash and cash equivalents at end of
period 940 5,618 1,255
======= ====== ======
CONCHA PLC
NOTES TO THE UNAUDITED INTERIM REPORT
FOR THE PERIODING 31 DECEMBER 2016
1. BASIS OF PREPARATION
The interim financial statements have been prepared on a going concern basis and in accordance with the recognition and measurement principles of International Financial Reporting Standards adopted for use in the European Union ("IFRS"). The accounting policies are unchanged from the financial statements for the year ended 30 June 2016.
The interim financial statements for the period ended 31 December 2016 have not been audited and do not constitute statutory accounts within the meaning of Section 434 of the Companies Act 2006. Statutory accounts for the year ended 30 June 2016, prepared in accordance with IFRS, have been filed with the Registrar of Companies. The Auditors' report on these accounts was unmodified, did not include any matters to which the Auditors drew attention by way of emphasis of matter without qualifying their report and did not contain any statements under section 498 of the Companies Act 2006.
This Interim Financial Report was approved by the Board of Directors on 16 March 2017.
Statement of compliance
These condensed interim financial statements have been prepared in accordance with International Accounting Standard ('IAS') 34 - Interim Financial Reporting as adopted by the European Union. 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. TURNOVER AND SEGMENTAL ANALYSIS
All of the Company's activity and income and expenses in the periods ended 31 December 2016 and 31 December 2015 and for the year ended 30 June 2016 were incurred in the United Kingdom, and relate to Concha's ongoing investment activities.
3. LOSS PER SHARE
The calculation of the basic and diluted earnings per share is based on the following data:
Half year Half year Year ended
to to
31.12.2016 31.12.2015 30.6.2016
Earnings
Earnings for the purposes of basic earnings
per share net loss for the
period attributable to equity holders
of the company (GBP000's) (2,986) (384) (984)
Number of shares
Weighted average number of ordinary shares
in issue (millions) 1,623.1 1,547.8 1,573.9
Weighted average number of dilutive shares
under options (millions) 160.0 287.0 206.9
Weighted average number of shares incl.
dilutive warrants (millions) 1,783.1 1,834.8 1,780.8
The denominator for the purpose of calculating the basic earnings per share has been adjusted to reflect all capital raisings. Due to the loss incurred in the period, there is no dilutive effect resulting from the issue of share options, warrants and shares to be issued.
CONCHA PLC
NOTES TO THE UNAUDITED INTERIM REPORT
FOR THE PERIOD ENDING 31 DECEMBER 2016
4. SHARE CAPITAL Number of Nominal value
shares GBP000's
a) Issued and Fully Paid:
As at 1 July 2016 and 31 December
2016 1,623,056,912 1,623
----------------------------- ------------------
b) Deferred shares
As at 1 July 2016 and 31 December
2016 181,303,419 1,795
----------------------------- ------------------
c) Total warrants in issue
During the half year, no warrants were issued (2015: Nil)
and none were exercised (2015: 75,000,000) and 95,000,000
were cancelled (2015: Nil).
As at 31 December 2016 the warrants in issue were:
Exercise price Expiry date Warrants in Issue 31
December 2016
0.35p 01/03/2018 49,525,702
0.35p 03/06/2018 25,000,000
---------------------------
74,525,702
--------------------------
d) Total options in issue
During the half year, 30,000,000 options were issued (2015:
Nil) and none were exercised (2015: Nil) and none were cancelled
(2015: Nil).
As at 31 December 2016 the options in issue were:
Exercise price Expiry date Options in Issue 31 December
2016
1.18p 07/01/2019 115,000,000
---------------------------
5. POST BALANCE SHEET EVENTS
As a result of the current financial position of Ve as outlined above, the year-end carrying value of Ve via the inter-company investment has been impaired in these interim results by GBP2.71m.
6. AVAILABILITY OF INTERIM RESULTS
Copies of the Interim Results for the six months to 31 December 2016 are available from the Company's registered address and will be available on the Company's website, www.concha-plc.com, later today.
This information is provided by RNS
The company news service from the London Stock Exchange
END
IR JRMLTMBABMIR
(END) Dow Jones Newswires
March 17, 2017 06:00 ET (10:00 GMT)
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