Limitless Earth Plc Final Results

 
TIDMLME 
 
31 July 2019 
 
                              LIMITLESS EARTH PLC 
 
                        ("Limitless" or the "Company") 
 
        Final Results for the year to 31 January 2019 and Notice of AGM 
 
The Company announces its final results for the year to 31 January 2019. 
 
The Company also announces that its Annual General Meeting will be held at 10: 
00 a.m. on 24 September 2019 at 2nd Floor, 2 London Wall Buildings, London, 
EC2M 5PP. 
 
The Annual Report and Accounts for the year ended 31 January 2019, together 
with the Notice of Annual General Meeting will shortly be posted to 
shareholders and uploaded to the Company's website www.limitlessearthplc.com. 
 
This announcement contains inside information for the purposes of Article 7 of 
EU Regulation 596/2014. 
 
For further information, please contact: 
 
Limitless Earth plc                                                     +44 (0) 
7780 700 091 
 
Guido Contesso                        www.limitlessearthplc.com 
 
Cairn Financial Advisers LLP                                   [phone] 
0880 
 
Nominated Adviser 
www.cairnfin.com 
 
Jo Turner/Tony Rawlinson 
 
Peterhouse Corporate Finance Limited                     [phone] 
0930 
 
Broker 
www.pcorpfin.com 
 
Peter Greensmith/Charles 
Goodfellow 
 
Chairman's Statement 
 
We focus on identifying opportunities where the changing patterns of consumer 
behaviour and population are key drivers of growth and we target investments 
which demonstrate the potential to generate substantial returns through capital 
appreciation. 
 
Working within the broader field of demographic trend investing, we have 
initially concentrated on cleantech (Saxa Gres), life sciences (Chronix) and 
technology (V-Nova and Exogenesis). 
 
The board is acutely aware of the importance of making the right investment in 
the right sector at the right time and has considered and will continue to 
consider a broad range of attractive opportunities that are sourced by the 
board or are introduced to it and will chose to invest in only the best of 
these. 
 
The Company is well funded with cash and cash equivalents at the reporting date 
of GBP530,863. 
 
To date, we have made investments which have varied in nature from equity to 
convertible loans in four companies. 
 
These are: 
 
The Investments 
 
Saxa Gres S.p.A, a turn-around circular economy company which specialises in an 
innovative tile production process  , has been extremely successful in 
expanding its operations by competitor acquisitions and this has enabled it to 
satisfy the increasing demands for its products while attracting valuable 
funding from relevant institutional investors 
 
Saxa's founders, management and professionals have demonstrated outstanding 
achievements in terms of the development of its operations, sales, product 
expansion and integration of its acquisitions. 
 
V-Nova Ltd. is a London-headquartered technology company providing 
next-generation compression solutions that address the ever-growing media 
processing and delivery challenges. V-Nova as an IP Software company has 
developed an innovative video and imaging compression technology, with a valid 
proof of revenues and concept also in relevant emerging markets countries. 
 
V-Nova provides solutions spanning the entire media delivery chain, including 
content production, contribution, storage and distribution to end users. 
 
LME is pleased to learn that Moving Picture Experts Group (MPEG) has selected 
V-Nova's technology to become a new standard (MPEG5-Part2), which is expected 
to yield V-Nova a recurring revenue stream for a long period. 
 
V-Nova's management have helped ensure that the company's technology is 
becoming an integrated world standard. LME is optimistic that V-Nova may now be 
at a stage of development where it will be able to exploit its years of hard 
work and, importantly, recoup its investment to date as it progresses towards 
reaching profitability and expanding V-Nova's patented capabilities in as many 
verticals as possible. 
 
Chronix Biomedical, inc., is a privately-owned biotech company founded in 1997 
which specialises in simple blood tests (liquid biopsies) for real-time 
monitoring of the effectiveness of cancer drugs, including immunotherapies, and 
rejection of transplanted organs. The Cancer test is based on a patented 
technology whereby the Company can identify gains and losses in cell free DNA 
that allow them to determine if a cancer therapy is working. The transplant 
test allows the Company to determine if the organ that is transplanted is being 
accepted or rejected, and thereby allows the physician to alter the 
immunosuppressive drug regimen given to the patient. 
 
In June 2018, Chronix signed it first commercial agreement with a large 
EU-based lab group, which already processes more than 150,000 laboratory 
samples daily, providing an exclusive licence for Germany, Austria, Switzerland 
and Belgium. The contract is for 15 years and Independent research analysts 
have estimated the net present value of the licensing payments to Chronix over 
the life of the agreement to be approximately $92 million. 
 
We value and recognise the considerable achievements of Chronix's management 
and understand that additional partnership agreements need to be secured in 
order to increase revenue, exploit its potential and, ultimately, drive company 
valuation.  Chronix's management is actively raising funds to support such 
growth and to allow it to file additional patents.  The Company expects to be 
profitable in 2-3 years. 
 
Exogenesis Corporation is a Boston-based nanotech firm which specialises in 
modifying and controlling the surface of objects at a nanoscale level, through 
accelerated particle beam processing, to avoid needing to apply coatings. 
Application of the company's technology can improve the safety and efficacy of 
implantable medical devices and improving the performance of optics, glass and 
a variety of substrates used in the laser, memory and semiconductor 
industries. 
 
We recognise the Exogenesis' technological achievements and, as it has still to 
prove its revenue streams, await news of its first commercial deals which are 
expected to be linked to its existing vertical sectors. 
 
Guido Contesso 
 
Chief Executive Officer 
 
Income Statement and Statement of Comprehensive Income 
 
for the year ended 31 January 2019 
 
                                                              Year ended     Year ended 
                                                              31 January     31 January 
 
                                                                    2019           2018 
 
Continuing operations                                                  GBP              GBP 
 
Investment income                                                 47,312         54,103 
 
Total income                                                      47,312         54,103 
 
Administrative expenses                                        (184,391)      (218,741) 
 
Foreign currency exchange gain                                   108,541              - 
 
Operating loss and Loss before taxation                         (28,538)      (164,638) 
 
Taxation                                                               -              - 
 
Loss for the year                                               (28,538)      (164,638) 
 
Total comprehensive loss for the year                           (28,538)      (164,638) 
 
Earnings per share: 
 
Basic and diluted earning per share                              (0.04p)        (0.25p) 
 
There are no items of other comprehensive income. 
 
Statement of Financial Position 
 
As at 31 January 2019 
 
                                                                     2019           2018 
 
                                                                        GBP              GBP 
 
Non-current assets 
 
Financial asset investments                                     1,711,809      1,603,268 
 
Current assets 
 
Trade and other receivables                                        33,289         39,128 
 
Cash and cash equivalents                                         530,863        648,333 
 
Current and Total Assets                                        2,275,961      2,290,729 
 
Current Liabilities 
 
Trade and other payables                                         (67,490)       (53,720) 
 
Net Assets                                                      2,208,471      2,237,009 
 
Equity 
 
Issued Share Capital                                              654,000        654,000 
 
Share Premium                                                   2,350,630      2,350,630 
 
Share warrant reserve                                              14,095         14,095 
 
Retained Earnings                                               (810,254)      (781,716) 
 
Total Equity                                                    2,208,471      2,237,009 
 
Statement of Changes in Equity 
 
for the year ended 31 January 2019 
 
                                        Share      Share   Share   Retained      Total 
                                      capital    premium warrant   earnings 
                                                         reserve 
 
                                            GBP          GBP       GBP          GBP          GBP 
 
At 31 January 2017                    654,000  2,350,630  14,095  (617,078)  2,401,647 
 
Changes in Equity for the period 
ended 31 January 2018 
 
Total comprehensive loss for the year       -          -      -   (164,638)  (164,638) 
 
At 31 January 2018                    654,000  2,350,630  14,095  (781,716)  2,237,009 
 
Changes in Equity for the period 
ended 31 January 2019 
 
Total comprehensive loss for the year       -          -      -    (28,538)   (28,538) 
 
At 31 January 2019                    654,000  2,350,630  14,095  (810,254)  2,208,471 
 
 
Statement of Cash Flows 
 
for the year ended 31 January 2019 
 
                                                 Notes        Year ended     Year ended 

                                                              31 January     31 January 
 
                                                                    2019           2018 
 
                                                                       GBP              GBP 
 
Cash flows from operating activities 
 
(Loss) for the year before tax                                  (28,538)      (164,638) 
 
Investment income                                               (47,312)       (54,103) 
 
Foreign currency exchange gain                                 (108,541)              - 
 
Decrease/ (increase) in receivables                                5,839          5,974 
 
(Decrease)/ increase in payables                                  13,770       (27,762) 
 
Net cash outflow from operating activities                     (164,782)      (240,529) 
 
Cash flows from investing activities 
 
Investment income received net                                    47,312         54,103 
 
Purchase of investments                                                -      (306,825) 
 
Net cash outflow from investing activities                        47,312      (252,722) 
 
Net decrease in cash and cash equivalents                      (117,470)      (493,251) 
during the year 
 
Cash at the beginning of year                                    648,333      1,141,584 
 
Cash and cash equivalents at the end of the                      530,863        648,333 
year 
 
Notes 
 
1.General information 
 
Limitless Earth Plc is a company incorporated and domiciled in the United 
Kingdom. The Company is a public limited company, which is listed on the AIM 
market of the London Stock Exchange. The address of the registered office is 30 
Percy Street, London, W1T 2DB. 
 
The Investing Policy is to invest principally, but not exclusively, in sectors 
where changing demographic factors are important drivers of growth. The Company 
intends to focus initially on projects located in Europe but will also consider 
investments in other geographical regions. The Company may become an active 
investor, acquire controlling stakes or minority positions, in each case, as 
the Board considers appropriate and commercial. 
 
The financial statements are presented in British Pounds Sterling, the currency 
of the primary economic environment in which the Company's operates from. 
 
The summary above is an extract of the report and accounts to 31 January 2018, 
which should be read in full.  References to page numbers and notes are in 
relation to the full report which is available on the Company's website. 
 
2.Summary of Significant Accounting Policies 
 
Basis of preparation 
 
The financial statements have been prepared in accordance with International 
Financial Reporting Standards (IFRSs) and IFRIC interpretations as adopted by 
the European Union applicable to companies reporting under IFRSs.  The 
financial statements have also been prepared under the historical cost 
convention. 
 
The preparation of financial statements in conformity with IFRSs 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.  The areas involving a higher degree of judgement or complexity, or 
areas where assumptions and estimates are significant to the financial 
statements are disclosed later in these accounting policies. 
 
Going Concern 
 
The directors have, at the time of approving the financial statements, a 
reasonable expectation that the Company has adequate resources to continue in 
existence for the foreseeable future.  Thus, they continue to adopt the going 
concern basis of accounting in preparing the financial statements. 
 
Changes in accounting policies and disclosures 
 
New standards, amendments and interpretations adopted by the Company 
 
The company has applied the following standards and amendments for the first 
time for its annual reporting period commencing 1 February 2018: 
 
  * IFRS 9 Financial Instruments; 
  * IFRS 15 Revenue from contracts with customers; 
  * Annual improvements 2014-2016 cycle; 
 
Impact of adoption of IFRS 9 
 
The classification and measurement requirements of IFRS 9 have been adopted 
with effect from the date of initial application on 1 February 2018. However, 
the Company has chosen to take advantage of the option not to restate 
comparatives. Therefore, the 2018 figures are presented and measured under IAS 
39. The following table shows the original measurement categories in accordance 
with IAS 39 and the new measurement categories under IFRS 9 for the Company's 
financial assets and financial liabilities as at 1 February 2018: 
 
1 February 2018                         IAS 39       IAS 39         IFRS 9       IFRS 9 
                                classification  measurement classification  measurement 
 
                                                          GBP                           GBP 
 
Financial assets 
 
Cash and cash            Loans and receivables      648,333 Amortised cost      648,333 
equivalents 
 
Financial assets at        Held for trading at    1,603,268     Fair value    1,603,268 
fair value through          fair value through              through profit 
profit or loss                  profit or loss                     or loss 
 
Financial liabilities 
 
Payables                       Other financial       53,720 Amortised cost       53,720 
                                   liabilities 
 
3.Investments held for trading 
 
                                                                   2019            2018 
                                                                      GBP               GBP 
 
At 1 February                                                 1,603,268       1,296,443 
 
Cost of investment purchases                                          -         306,825 
 
Foreign currency exchange gain                                  108,541               - 
 
Fair value adjustment                                                 -               - 
 
31 January - Investments at fair value                        1,711,809       1,603,268 
 
Categorised as: 
 
Level 3 - Unquoted investments                                1,711,809       1,603,268 
 
                                                              1,711,809       1,603,268 
 
Chronix Biomedical Inc (" Chronix") 
 
On 8 October 2015 the Company made an investment in Chronix of US$500,000 
(approximately GBP329,511) in the series I round of convertible preference stock 
("Series I Stock") at a price of US$0.40 per share. On a fully diluted basis, 
considering all classes of common and preference stock in issue, at the date of 
investment, Limitless' investment represented 0.72% of Chronix's issued share 
capital and values Chronix at approximately US$69 million. 
 
V Nova International Ltd ("V-Nova") 
 
On 18 December 2015, the Company made a cash investment of GBP500,000 in V-Nova, 
a company that specialises in Advanced Signal & Data Compression Solutions. The 
investment was through the acquisition of GBP500,000 worth of Convertible loan 
notes. On 4 April 2017, these notes were converted into 7,284,382 Series B1 
Participating shares at a 20% discount to the preferential valuation of V-Nova 
at the time, of GBP100 million. 
 
Saxa Gres S.A ("Saxa") 
 
On 23 December 2015, the Company invested EUR350,000 (approximately GBP258,830) in 
Saxa.  As a first round subscriber, Limitless has also been granted an option 
to acquire 1.1655 per cent. of the equity in Saxa at nominal value with the 
intention that, once the bonds have been repaid, Limitless will be able to 
maintain an interest in Saxa of approximate value to the bond investment. 
 
On 21 March 2017, Limitless announced that it had increased its investment in 
Saxa Gres by acquiring a further 267 Notes for a value of EUR267,000. These Notes 
were also accompanied by options to acquire shares in Saxa Gres, in this case 
to acquire another 1.333% of its equity share capital with each option having 
an exercise price of EUR1. In total, Limitless has options to acquire 
approximately 2.5% of the equity share capital of Saxa Gres at an exercise 
price of EUR1 per share. 
 
On 16 November 2017, the company announced that it had made a further 
investment in Saxa Gres S.p.A. of approximately EUR EUR75,000.  Saxa Gres was 
raising funds, via an increase in its share capital, in order to invest in a 
new production line, it required to meet a significant increase in orders. 
Limitless participated alongside two sizable credit funds in order to maintain 
its interest in Saxa Gres. 
 
Exogenesis 
 
On 6 May 2016, the Company made an investment in Exogenesis, a nanotechnology 
company which has developed nanoscale surface modification technology to, inter 
alia, improve the safety and efficacy of implantable medical devices and is 
being used to develop next generation microscopy tools for DNA analysis. 
 
The Company invested US$300,000 (approximately GBP200,000) in the Exogenesis 
senior convertible notes which accrued an 8 % annual interest ("Notes").  The 
Notes, together with accrued interest, are convertible into Exogenesis series B 
preferred stock at a price of US$0.382 per share or, at the option of 
Limitless, into Exogenesis series C preferred stock at a 20 % discount to the 
issue price at the time of the next financing. 
 
On 9 June 2017, the Company extended the maturity date of the loan notes to 31 
December 2017 from 30 June 2017 and lowered the conversion threshold amount to 
$2,500,000. Upon the cash financing being achieved and the maturity date being 
reached, the notes were then converted into series B preferred stock at the 
agreed price. 
 
4.Earning Per Share 
 
(a)  Basic 
 
Basic earning per share is calculated by dividing the loss attributable to 
equity holders of the Company by the weighted average number of ordinary shares 
in issue during the period. 
 
                                                                     2019           2018 
 

                                                                        GBP              GBP 
 
Loss from continuing operations attributable to equity           (28,538)      (164,638) 
holders of the company 
 
Weighted average number of ordinary shares in issue            65,400,000     65,400,000 
 
                                                                    Pence          Pence 
 
Basic negative earning per share from continuing                   (0.04)         (0.25) 
operations 
 
b)  Diluted 
 
Diluted earnings per share is calculated by adjusting the weighted average 
number of ordinary shares outstanding to assume conversion of all dilutive 
potential ordinary shares. No share warrants outstanding at 31 January 2019 
were dilutive and all such potential ordinary shares are therefore excluded 
from the weighted average number of ordinary shares for the purposes of 
calculating diluted earnings per share. Details of warrants outstanding are 
given in note 17. 
 
 
 
END 
 

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July 31, 2019 02:00 ET (06:00 GMT)