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NGR Nature Grp

3.00
0.00 (0.00%)
23 Apr 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Nature Grp LSE:NGR London Ordinary Share JE00B3B5FZ40 ORD 0.2P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 3.00 0.00 01:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
0 0 N/A 0

Nature Group PLC Cancellation of Trading and Interim Results (2236C)

27/09/2018 4:01pm

UK Regulatory


Nature Grp (LSE:NGR)
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TIDMNGR

RNS Number : 2236C

Nature Group PLC

27 September 2018

Nature Group PLC

("Nature" or the "Company" or the "Group")

Cancellation of Trading on AIM

and

Unaudited Interim Results for the 6 months to 30 June 2018

Nature Group PLC (AIM:NGR), the provider of port reception facilities and waste treatment solutions for the oil, marine and process industries, provides an update on its current position and announces its unaudited interim results for the 6 months to 30 June 2018.

Notwithstanding an improved performance by its business in Rotterdam ("NISD") and progress being made in negotiations about the future financing, structure and strategic direction of the Company, the Board has not yet managed to finalise any deal securing the future of the Company. Accordingly, following the suspension of trading in the Company's shares on AIM on 27 March 2018, the ordinary shares in the Company will be cancelled from trading on AIM at 7.00 a.m. on 28 September 2018, being six months from when trading in the Company's shares was suspended.

The Board is fully committed and will work tirelessly toward securing the future of the Company and will explore all opportunities in realising value for shareholders. Discussions with counterparties will be continued following the cancellation of trading.

The Company will correspond with the shareholders with further information in due course.

For further information contact:

Nature Group PLC

Andreas Drenthen, CEO Tel: + 31 653261484

Berend van Straten, Chairman Tel: + 31 626805605

Cenkos Securities plc

Neil McDonald Tel: +44 (0)131 220 9771 / +44 (0)207 397 1953

Beth McKiernan Tel: +44 (0)131 220 9778 / +44 (0)207 397 1950

Nature Group is traded on the AIM market, (ticker: NGR). www.ngrp.com

The Company's unaudited interim results for the six months ended 30 June 2018 are set out below.

Financial Highlights

   --     Revenues for the period of GBP5.3 million (H1 2017: GBP 5.4 million) 

-- Underlying pre-tax profit of Continuing Operations for the period of GBP0.1 million (H1 2017: loss GBP1.8 million)

-- Improved financial performance seen in NISD, though the O&G division remains loss making without signs of an imminent better business climate, and the Company's operations in Houston ('NEMS') are also still loss making, however improving compared to the same period last year.

-- Loss from Discontinued Operations for the period of GBP0.7 million (H1 2017: profit GBP2.1 million, mainly due to the book profit on the sale of NPRF Gibraltar).

   --     Underlying earnings per share for the period of 0.1 pence (H1 2017: -2.26 pence) 

-- Net indebtedness at 30 June 2018 was GBP1.2 million (H1 2017: GBP1.0 million cash and cash equivalents).

-- Since mid-2017, the Board has significantly reduced the overhead cost of the Group and, more recently, has been actively progressing negotiations about its future financing, structure and strategic direction.

-- A short-term loan of GBP0.4 million was secured from an existing shareholder, such amount to be repaid on or before 31 January 2019 or, if sooner, immediately on the release of proceeds held in escrow (GBP 0.7 million) following the sale of the Company's Gibraltar operations in 2017.

-- Trading of the Company's shares on AIM was suspended at the Company's request on 27 March 2018 and will be cancelled at 7.00 a.m. on 28 September 2018.

Chairman's Statement

During the first six months of 2018, the Directors of Nature Group have been engaged in extensive discussions with a number of parties about its future financing, structure and strategic direction.

The Board has focused on identifying potential interested parties for the total or individual operational components of the Nature Group with a high priority focus on the Oil & Gas division. Despite the receipt of various indications of interest, this has not led to specific and concrete offers deemed to be of sufficient interest for staff, creditors, shareholders and other stakeholders.

With the extremely tight operational cash situation during the whole year, where, in essence, the Maritime operations in Rotterdam have been generating the cash to meet the operational financial obligations of the O&G division, the divestment discussions and other business challenges, the situation became so uncertain that the Board requested the suspension of trading of the Company's shares on AIM at the end of March 2018. This uncertainty has not yet decreased, and with the suspension of trading now reaching a period of six months, the Company's listing on AIM will now be cancelled. I would like to thank our CEO, Andreas Drenthen, for his tireless efforts in trying to secure the future of the Group, alongside managing its continuing operations.

Despite all uncertainties, the Board believes it has been successful in reducing the complexity in the Group by closing some smaller entities, initiating further cost reductions, maintaining tight daily cash management and improving the results of the various operating companies. However, trading in the first six months of 2018 has been challenging, as was the same period in 2017.

Oil and Gas division

The O&G division has continued to struggle and has consequently continued to drain the Group's financial resources. Required services under existing contracts were temporarily demobilized or delayed, and new contracts failed to materialize. Despite intense negotiations with various interest parties for the assets of the O&G division, we have so far failed to reach an agreement on terms and conditions acceptable to the Board. Since the strategic rationale for terminating this division has not changed, the Board has decided to actively close the O&G division in Norway and the UK. A reorganization provision of GBP 0.4 million has been included. We expect to actively close the operation in November 2018 at the latest, unless a realistic value offer has been concluded by then.

Maritime Division

The operation in the Rotterdam harbour has been continuing to show good operational progress since mid-2017. With CEO Andreas Drenthen's knowledge of, and contacts in, the Rotterdam harbour, the Group has been successful in growing the Rotterdam business in turnover as well as in EBITDA. For the time being, the cash generating capacity of NISD has been the operational lifeline of the Group in the first half of 2018.

NEMS

The Group's operations in Houston, USA ('NEMS'), improved its operational performance, however remains loss-making for the first half of 2018. Since the development of NEMS is severely hampered by the lack of investing capacity by the Nature Group, we are in active discussion with our joint venture partner in NEMS on the strategic options.

 
 CONSOLIDATED 
 STATEMENT OF 
 COMPREHENSIVE 
 INCOME                                      Unaudited                            Unaudited                              Audited 
 For the half 
 year to 30 June 
 2018                                     30 June 2018                         30 June 2017                         year to 2017 
 
                                                   GBP                                  GBP                                  GBP 
 Continuing 
 operations 
 Revenue                                     5,248,959                            5,362,780                           10,127,196 
 Cost of sales                             (3,965,448)                          (3,503,578)                          (7,283,070) 
                   -----------------------------------  -----------------------------------  ----------------------------------- 
 Operating 
  profit/(loss)                              1,283,511                            1,859,202                            2,844,126 
 
 Other expenses                                      -                                    -                                    - 
 Share based 
  payments                                           -                                    -                               66,382 
 Administrative 
  costs                                      (749,992)                          (3,026,092)                          (3,925,274) 
 Depreciation and 
  goodwill 
  amortisation                               (174,868)                            (493,279)                            (512,362) 
 Finance costs                                (31,854)                            (110,664)                            (109,090) 
 Share of net 
  profit of 
  associates 
  and joint 
  ventures 
  accounted 
  for using the 
  equity method                               (98,460)                                                                 (263,197) 
 
 Profit/(Loss) 
  before taxation                              228,336                          (1,770,833)                          (1,899,415) 
 Income tax 
  gain/(expense)                             (143,690)                             (20,221)                            (164,037) 
 
 Profit/(Loss) 
  for the year 
  and 
  total 
  comprehensive 
  income for 
  the year from 
  continuing 
  operations                                    84,646                          (1,791,054)                          (2,063,452) 
                   ===================================  ===================================  =================================== 
 
 Discontinued 
 operations 
 Profit/(Loss) 
  for the year 
  and 
  total 
  comprehensive 
  income for 
  the year from 
  discontinued 
  operations                                 (654,333)                            2,077,620                          (1,289,722) 
 Profit/(Loss) 
  for the year 
  and 
  total 
  comprehensive 
  income for 
  the year                                   (569,687)                              286,567                          (3,353,174) 
                   ===================================  ===================================  =================================== 
 
 Attributable to: 
 Owners of the 
 parent 
   Profit/(Loss) 
    for the year 
    from 
    continuing 
    operations                                  84,646                          (1,791,054)                          (2,063,452) 
   Profit/(Loss) 
    for the year 
    from 
    discontinued 
    operations                               (654,333)                            2,077,620                          (1,231,170) 
                   -----------------------------------  -----------------------------------  ----------------------------------- 
 Profit/(Loss) 
  for the year 
  attributable 
  to owners of 
  the parent                                 (569,687)                              286,566                          (3,294,622) 
 
 Non-controlling 
 interest: 
   Profit/(Loss) 
   for the year 
   from 
   continuing 
   operations                                        -                                    -                                    - 
   Profit/(Loss) 
    for the year 
    from 
    discontinued 
    operations                                       -                               61,056                             (58,552) 
                   -----------------------------------  -----------------------------------  ----------------------------------- 
 Profit/(Loss) 
  for the period 
  attributable to 
  owners of the 
  non-controlling 
  interest                                           -                               61,056                             (58,552) 
 
 Profit/(Loss) 
  for the year                               (569,687)                              347,622                          (3,353,174) 
                   ===================================  ===================================  =================================== 
 
 Other 
 comprehensive 
 income 
 
 Other 
 comprehensive 
 income to 
 be reclassified 
 to profit or 
 loss in 
 subsequent 
 periods (net 
 of tax): 
 Exchange 
  differences on 
  translation 
  of foreign 
  operations                                         -                              576,895                              217,539 
 Total 
  comprehensive 
  income for 
  the year, net 
  of tax                                     (569,687)                              924,517                          (3,135,635) 
                   ===================================  ===================================  =================================== 
 
 Attributable to: 
 Equity holders 
  of the parent                              (569,687)                              863,461                          (3,077,083) 
 Non-controlling 
  interest                                           -                               61,056                             (58,552) 
                   ----------------------------------- 
                                             (569,687)                              924,517                          (3,135,635) 
                   ===================================  ===================================  =================================== 
 Earnings per 
 share (pence): 
 From continuing 
 operations: 
 Basic                                           0.107                              (2.259)                              (2.603) 
 From 
 discontinued 
 operations: 
 Basic                                         (0.825)                                2.698                              (1.553) 
 
 Profit/(Loss) 
  after tax, 
  before 
  share based 
  payments                                   (569,687)                              286,566                          (3,361,004) 
 Excluding Share 
  based payments                                 0.107                              (2.259)                              (2.603) 
-----------------  -----------------------------------  -----------------------------------  ----------------------------------- 
 
 
 CONSOLIDATED 
 BALANCE SHEET 
 As at 30 June 
 2018                                              Unaudited                                 Unaudited                                   Audited 
                                                                                                                                     31 December 
                                                30 June 2018                              30 June 2017                                      2017 
                                                         GBP                                       GBP                                       GBP 
 
 Assets 
 Non-current 
 assets 
 Plant, vessels 
  and equipment                                    4,162,037                                 8,150,475                                 4,262,394 
 Goodwill                                                  -                                 1,174,448                                         - 
 Other intangible 
  assets                                              12,393                                    19,846                                    17,113 
 Investment in 
  associated 
  company                                            855,148                                   308,446                                   940,136 
 Deferred tax 
 assets                                                    -                                   494,029                                         - 
 Long Term 
  Receivables                                      1,300,423                                                                           1,287,488 
 Total 
  non-current 
  assets                                           6,330,001                                10,147,243                                 6,507,131 
                   -----------------------------------------  ----------------------------------------  ---------------------------------------- 
 
 Current assets 
 Insurance 
  Recoveries on 
  3rd Party 
  Claims                                           1,707,519                                 1,665,682                                 1,651,572 
 Corporate taxes                                           0                                     7,427                                         - 
 Stocks and work 
  in progress                                         10,621                                   107,743                                    10,655 
 Trade and other 
  receivables                                      2,695,356                                 4,741,669                                 2,205,859 
 Cash and cash 
  equivalents                                          9,949                                   426,722                                   314,569 
 Total current 
  assets                                           4,423,446                                 6,949,243                                 4,182,655 
                   -----------------------------------------  ----------------------------------------  ---------------------------------------- 
 
 Assets 
  classified as 
  held for 
  sale                                             1,047,464                                         -                                 1,411,044 
 
 Total Assets                                     11,800,911                                17,096,486                                12,100,830 
 
 Liabilities 
 Current 
 liabilities 
 Trade and other 
  payables                                       (2,162,363)                               (6,394,535)                               (1,386,159) 
 Bank loans and 
  overdrafts                                       (881,224)                               (1,466,993)                                 (777,617) 
 Corporate taxes                                    (23,994)                                         -                                  (23,975) 
 Provision for 
  3rd Party 
  Claims                                         (1,707,519)                               (1,665,682)                               (1,651,572) 
 Liabilities 
  directly 
  associated 
  with assets 
  classified as 
  held 
  for sale                                       (2,189,897)                                         -                               (2,981,863) 
 Total current 
  liabilities                                    (6,964,997)                               (9,527,210)                               (6,821,186) 
                   -----------------------------------------  ----------------------------------------  ---------------------------------------- 
 
 Non current 
 liabilities 
 Deferred tax 
  liabilities                                      (382,972)                                 (409,417)                                 (361,080) 
 Provisions                                        (374,466)                                         -                                 (333,556) 
 Term loans                                      (1,861,178)                                 (822,923)                               (1,847,274) 
                   -----------------------------------------  ----------------------------------------  ---------------------------------------- 
                                                 (2,618,617)                               (1,232,340)                               (2,541,910) 
 
 Net assets                                        2,217,298                                 6,336,936                                 2,737,734 
                   =========================================  ========================================  ======================================== 
 
 Equity 
 Called up share 
  capital                                            158,561                                   158,561                                   158,561 
 Share premium 
  account                                         21,953,617                                21,953,617                                21,953,617 
 Share option 
  reserve                                             40,665                                   107,047                                    40,665 
 Capital reserve                                   2,866,130                                 2,702,399                                 2,866,130 
 Foreign currency 
  translation 
  reserve                                            340,084                                   311,270                                   431,566 
 Profit and loss 
  account                                       (23,141,759)                              (18,804,998)                              (22,712,805) 
                   -----------------------------------------  ----------------------------------------  ---------------------------------------- 
                                                   2,217,298                                 6,427,897                                 2,737,734 
 Amounts 
 recognised 
 directly in 
 equity relating 
 to assets 
 classified 
 as held for sale                                          -                                         -                                         - 
                   -----------------------------------------  ----------------------------------------  ---------------------------------------- 
 Equity 
  attributable to 
  owners 
  of the group                                     2,217,298                                 6,427,897                                 2,737,734 
 Non-controlling 
  interest                                                 -                                  (90,961)                                         0 
 Total equity 
  attributable to 
  equity 
  shareholders                                     2,217,298                                 6,336,936                                 2,737,734 
                   =========================================  ========================================  ======================================== 
 
 
 CONSOLIDATED CASH FLOW 
 STATEMENT 
 For the half year to 
 30 June 
 2018                                                 Unaudited                               Unaudited                                 Audited 
                                                                                                                                    31 December 
                                                   30 June 2018                            30 June 2017                                    2017 
                                                            GBP                                     GBP                                     GBP 
 Reconciliation of 
 operating profit 
 to net cash flow from 
 operating 
 activities: 
 Profit/(Loss) before 
  taxation                                            (471,227)                                 306,787                             (2,800,715) 
 
 Adjustments for: 
 Depreciation and 
  amortisation                                          167,931                                 493,460                                 943,843 
 Changes in working 
 capital: 
   Decrease/(Increase) 
    in stock                                            (5,341)                                (28,509)                                  76,766 
   Decrease/(Increase) 
    in receivables                                    (579,733)                             (1,365,111)                               1,594,600 
   (Decrease)/Increase 
    in payables                                         136,181                               (542,367)                             (2,642,963) 
 Foreign exchange 
  differences                                            45,559                               (218,763)                                 387,642 
 Increase in reserves 
 due to share 
 based payments                                               -                                       -                                       - 
 Impairment of fixed 
  assets                                                      -                                       -                               1,693,263 
 Other non-cash 
  movements                                                   -                                       -                               (512,919) 
                         --------------------------------------  --------------------------------------  -------------------------------------- 
 Net cash from 
  operating activities                                (706,630)                             (1,354,503)                             (1,260,483) 
 
 Investing activities: 
 Result from divestment 
 of asset 
 held for sale                                                -                            1,383,284.00                                       - 
 Acquisition of 
  tangible assets                                             -                                       -                               (374,218) 
 Disposal of tangible 
  assets                                                      -                               (256,421)                               2,483,050 
 Acquisition of 
 intangible assets                                            -                                 (2,166)                                       - 
 Disposal of intangible 
  assets                                                      -                                       -                               1,121,034 
 Financing activities: 
 Repayments of (bank) 
  borrowings                                            198,938                               (116,817)                             (1,931,495) 
 Proceeds from 
 investments by 
 non-controlling 
 interest                                                     -                                       -                                       - 
 Increase in cash 
  balances                                            (507,692)                               (346,622)                                  37,888 
                         ======================================  ======================================  ====================================== 
 
 Analysis of cash and 
 cash equivalents 
 during the period: 
 Balance at start of 
  period                                              (679,476)                               (693,649)                               (693,649) 
 Effect of exchange 
  rate differences 
  on cash and cash 
  equivalents                                           (6,992)                                                                        (23,715) 
 Increase/(Decrease) in 
  cash and 
  cash equivalents                                    (507,692)                               (346,622)                                  37,888 
 Balance at end of 
  period                                            (1,194,160)                             (1,040,271)                               (679,476) 
                         ======================================  ======================================  ====================================== 
 

1. The calculation of earnings per share has been based on the loss for the period and the average 79,280,655 Ordinary Shares and 2.440.000 Options in issue throughout the period.

2. These unaudited results have been prepared on the basis of the accounting policies adopted in the accounts to 31 December 2017

3. The Cash Flow Statement incorporates both continuing operations as discontinued operations but does not provide a split as in the Consolidated Balance Sheet and Consolidated Statement of Comprehensive Income.

4. The interim report to 30 June 2018 was approved by the Directors on 26 September 2018. The report will be available to the public on the Nature Group website via www.naturegroup.com.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

END

IR EALNXASPPEFF

(END) Dow Jones Newswires

September 27, 2018 11:01 ET (15:01 GMT)

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