NBNK Investments PLC Annual Financial Report (1918Y)

TIDMNBNK

RNS Number : 1918Y

NBNK Investments PLC

13 May 2016

NBNK Investments plc

("NBNK" or "the Company")

Audited results for the period ending 31 December 2015

NBNK Investments plc (AIM: NBNK) announces its audited results for the period ending 31 December 2015.

The following is an extract from the Company's financial statements which will be posted to shareholders on or around 18 May 2016.

Chairman's review

We have continued to maintain the Company at low cost while appropriate opportunities have been sought to make an acquisition in accordance with the Company's investment policy. During the fourth quarter of 2015, we were in continuing discussions with certain businesses that we felt might make suitable acquisition targets. As a result, on 7 January 2016 we informed shareholders that the board had resolved to extend until 11 April 2016 the point at which the directors would consider if it was appropriate to return unused funds to shareholders and/or to wind up the Company. On that date, we confirmed that the further negotiations with potential targets had not produced an acquisition proposition capable of being recommended to shareholders for approval. As a consequence, the directors resolved that it was appropriate to return unused funds to shareholders and/or to wind up the Company. Detailed consideration has begun into the most cost effective and timely way to achieve this.

Consequently, the annual report and financial statements for the period to 31 December 2015 have been prepared on a wind-up basis.

On behalf of the board, I would like to thank shareholders for their support. Some shareholders have been with the Company since inception, others joined more recently, but all have been very supportive of the mission that NBNK set out to achieve. The board and I are disappointed that we were unable to deliver an acquisition that would have fulfilled the Company's investing policy and given value to shareholders.

Stephen L. Johnson

Chairman

Business review

The Company was incorporated on 2 July 2010 as De Facto 9999 Plc. On 2 August 2010, it changed its name to NBNK Investments plc. The directors of the Company are:

Stephen L. Johnson;

Lord Brennan of Bibury, QC.

The Company's objective has been to try and make a significant acquisition in the European financial services sector. It raised a significant sum from shareholders for this purpose and the directors were engaged throughout 2015 in seeking acquisition opportunities to meet its objective. The reported remit was that, if this objective was not met by 11 January 2016, then the directors would consider whether it was appropriate to return unused funds to shareholders. Although a brief extension to that timetable was agreed and announced by the directors, discussions with remaining potential acquisition targets did not progress satisfactorily and accordingly, on 11 April 2016, the Company announced that, there being no reasonable prospect for a successful acquisition, in line with the Company's investing policy the directors had resolved to return unused funds to shareholders.

A further announcement on the manner in which this will be achieved will be made in due course.

Financial results

Income statement

for the year ended 31 December 2015

 
                                           Year ended      Year ended 
                                          31 December     31 December 
                                                 2015            2014 
 
                                               GBP000          GBP000 
------------------------------------   --------------  -------------- 
  Interest income                                  49              50 
  Administrative expenses                       (320)           (251) 
  Operating loss                                (271)           (201) 
  Decrease in fair value of 
   derivative financial liabilities                 -              19 
  Loss before taxation                          (271)           (182) 
  Taxation                                          -               - 
------------------------------------   --------------  -------------- 
  Loss for the year                             (271)           (182) 
-------------------------------------  --------------  -------------- 
  Earnings per share (pence) 
   basic                                      (0.005)         (0.004) 
-------------------------------------  --------------  -------------- 
 

Statement of financial position

as at 31 December

 
 
                                            2015        2014 
 
                                          GBP000      GBP000 
-----------------------------------   ----------  ---------- 
  Current assets 
  Accrued income and prepaid 
   expenses                                    8           9 
  Cash and cash equivalents               19,744      20,013 
------------------------------------  ----------  ---------- 
  Total current assets                    19,752      20,022 
------------------------------------  ----------  ---------- 
  Total assets                            19,752      20,022 
------------------------------------  ----------  ---------- 
  Current liabilities 
  Trade and other payables                    48          47 
  Derivative financial liabilities             -           - 
  Total current liabilities                   48          47 
------------------------------------  ----------  ---------- 
  Total net assets                        19,704      19,975 
------------------------------------  ----------  ---------- 
  Equity 
  Called up share capital                  5,377       5,377 
  Share premium                           43,129      43,129 
  Capital redemption                          45          45 
  Retained losses                       (28,847)    (28,576) 
------------------------------------  ----------  ---------- 
  Total equity                            19,704      19,975 
------------------------------------  ----------  ---------- 
 

Statement of cash flows

for the year ended 31 December 2015

 
                                        Year ended      Year ended 
                                       31 December     31 December 
                                              2015            2014 
 
                                            GBP000          GBP000 
---------------------------------   --------------  -------------- 
  Operating activities 
  Operating loss before taxation             (271)           (182) 
  Decrease in fair value 
   of derivative financial 
   liabilities                                   -            (19) 
  Decrease in receivables                        1               2 
  Increase in payables                           1               5 
  Cash flow from operating 
   activities                                (269)           (194) 
----------------------------------  --------------  -------------- 
 
 
    Net decrease in cash and 
    cash equivalents                         (269)           (194) 
----------------------------------  --------------  -------------- 
 
  Cash and cash equivalents 
   at 1 January                             20,013          20,207 
----------------------------------  --------------  -------------- 
  Cash and cash equivalents 
   at 31 December                           19,744          20,013 
----------------------------------  --------------  -------------- 
 

Statement of changes in equity

for the year ended 31 December 2015

 
                              Share       Share        Capital    Accumulated 
                            capital     premium     redemption         losses       Total 
 
                             GBP000      GBP000         GBP000         GBP000      GBP000 
-----------------------  ----------  ----------  -------------  -------------  ---------- 
  Total equity 
   as at 1 January 
   2015                       5,377      43,129             45       (28,576)      19,975 
  Net loss and 
   total comprehensive 
   loss for the 
   year                           -           -              -          (271)       (271) 
  Total equity 
   as at 31 December 
   2015                       5,377      43,129             45       (28,847)      19,704 
-----------------------  ----------  ----------  -------------  -------------  ---------- 
 

Annual General Meeting

The Annual General Meeting of the Company will be held on Tuesday 21 June 2016 at 2.00 p.m. at Fifth Floor, 100 Wood Street, London, EC2V 7EX.

Status of the information contained in this announcement

The financial information set out above does not constitute the Company's statutory accounts for 2015. Statutory accounts for the period ended 31 December 2015 and 31 December 2014 have been reported on by the Independent Auditors.

The Independent Auditors' Report on the Annual Report and Financial Statements for 2015 was unqualified, and included the following emphasis of matter:

Without modifying our opinion on the financial statements we draw your attention to the disclosures made in the financial statements concerning the company's decision to wind up the company and the basis on which the financial statements have been prepared. As it is the directors' intention to wind up the company, the financial statements have not been prepared on a going concern basis.

The Independent Auditors' Report on the Annual Report and Financial Statements for 2014 was unqualified, did not draw attention to any matters by way of emphasis, and did not contain a statement under 498(2) or 498(3) of the Companies Act 2006.

The statutory accounts for the period ended 31 December 2015 will be circulated to shareholders on or around 18 May 2015 and will be published on the Company's website. They will be delivered to the Registrar in due course.

The financial information in this announcement has been prepared using the recognition and measurement principles of International Accounting Standards, International Financial Reporting Standards and Interpretations adopted for use in the European Union (collectively Adopted IFRSs). The accounting policies adopted in this announcement have been consistently applied and are consistent with the policies used in the preparation of the statutory accounts for the period ended 31 December 2014, save that the statutory accounts for the period ended 31 December 2015 have not been prepared on a going concern basis.

- Ends -

For further information contact:

 
  Cenkos Securities plc 
   (Nominated adviser and broker) 
   Ian Soanes 
   Ivonne Cantu                                [phone] 
  Law Debenture Corporate Services Limited 
   (Company Secretary) 
   Ian Bowden                                  [phone] 
 

This information is provided by RNS

The company news service from the London Stock Exchange

END

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May 13, 2016 04:21 ET (08:21 GMT)