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VDTK Verditek Plc

0.12
0.00 (0.00%)
25 Apr 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Verditek Plc LSE:VDTK London Ordinary Share GB00BF2C0424 ORD GBP0.0004
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 0.12 0.11 0.13 0.00 01:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
Business Services, Nec 509k -1.87M -0.0034 -22.79 42.99M

Verditek PLC Interim Report and Financial Statements (5243B)

21/09/2018 8:33am

UK Regulatory


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RNS Number : 5243B

Verditek PLC

21 September 2018

Verditek plc

("Verditek", or the "Company")

Interim Report and Financial Statements

For the six-month period to 30 June 2018

Verditek plc (AIM: VDTK), the clean technology company, is pleased to announce its interim results for the six months ended 30 June 2018.

CEO's Statement

Verditek is a holding Company with three businesses, Greenflex Energy Limited ("Greenflex"), BBR Filtration Limited ("BBR") and Westec Environmental Solutions ("WES"), operating within the clean technology sector at the point of commercialisation with growth potential.

The Company currently has the following holdings in its subsidiaries:

-- 51% holding in Greenflex: next generation solar cell technology producing innovative solar PV building material for residential, commercial and heritage buildings.

-- 51% holding in BBR: a pioneering bio filtration technology which deodorises and cleans air for a variety of industries such as waste water, food manufacture and other waste industries.

-- 23.64% holding in WES: a unique gas/liquid absorption technology set to revolutionise the global CO2 capture market (utilisation and storage) and other emissions control technologies for the cement industry as well as natural gas processing and petroleum refineries.

This interim report updates shareholders on material developments during the six months ended 30 June 2018, together with material events and activities taking place after the balance sheet date.

Enquiries:

Verditek plc

Geo rey Nesbitt, Chief Executive Officer enquiries@verditek.com

Stockdale Securities Limited (NOMAD and Broker)

   Andy Crossley/Antonio Bossi/David Coaten                                 +44 (0) 20 7601 6100 

www.stockdalesecurities.com

Strand Hanson Limited (Financial Adviser)

   James Harris/Ritchie Balmer/Jack Botros                                      +44 (0) 20 7409 3494 

www.strandhanson.co.uk

Whiteoaks Consultancy

Mary Fitzgerald +44 (0) 7795 284440

Bekki Bushnell +44 (0) 7841 698586

verditek@whiteoaks.co.uk

About Verditek

Verditek plc (AIM: VDTK), the clean technology company, is headquartered in London. Verditek is dedicated to commercialising proven technology that can deliver significant competitive advantage compared to conventional industrial solutions. From light-weight solar modules, cutting edge de-odourisation, and ground-breaking CO(2) capture, Verditek is realising tomorrow's technologies today.

Operational Highlights

During the period under review, the Directors were heavily focused on ensuring that the Company was fully capitalised for the next phase of commercialization of its three technology investments. Highlights include:

-- Relocation of solar manufacturing to our new site near Milan to improve underlying costs to the

business and access to skilled labour.

-- Hiring of a new general manager and restructuring of Greenflex leadership to insert operational excellence.

   --              Establish Solar sales leads and licensing relationships to support early sales. 

-- Creation and launch of our Joint Development Project with Paragraf Limited ("Paragraf") to develop a graphene solar cell.

-- Restructuring of BBR leadership, cashflow discipline and the creation of a fresh commercial pursuit

team.

-- Creation of ICSI relationship with WES and benchmarking in the Oil and Gas industry.

Financials

During the period the businesses did not record any revenue. The investment funds raised during the latter part of 2017 were used to invest in additional production equipment, sales and marketing, product development and other operating expenses particularly in relation to Greenflex.

Outlook

We are excited about the future of Verditek and believe the outlook remains very positive.

When we set about creating Verditek we did so with the vision of building a leading clean technology company, which delivers game changing technology solutions for the sector. We believe with our initial three investments in solar, bio filtration and gas processing and carbon capture, we are well placed to do this.

On 19 September 2018, Verditek announced that it had received binding subscriptions for GBP2.5m in a 10% Convertible Loan Note for working capital purposes in support of the continued growth of the Company's manufacturing capacity and to further fund the Joint Development Programme with Paragraf, a spin out from Cambridge University.

Our growth strategy is centered on bringing each of the group's technologies to market in the near-term, to drive first revenues and enhance shareholder value for the Company. Our three core businesses hold the following characteristics which we believe set us apart from our peers; they are all proven proprietary products at the point of commercialization, technologies within emergent and fast growing cleantech sector and have large, lucrative and global addressable markets. We also have the ability to add investments in synergistic technologies that bring value to our three core businesses.

Our focus continues to be delivery of first sales of our leading solar cell PV technology. We have completed commissioning of the production line and recently moved to a larger facility in Lainate, Italy. Product and production certification is due to commence in the next quarter. We are excited about our joint solar development project with Paragraf to develop and verify the application of graphene to solar devices which we believe could be a game changer for the industry. We are confident that the repositioning of the BBR's bio filtration products will be successful. The Board believes that WES is a blue-sky investment opportunity, which could revolutionise the carbon capture market for the cement industry, natural gas processing, petroleum refineries and numerous other industries.

We will also continue to invest in developing the Verditek organisation building on the strong foundations that have been laid down so far.

Geoffrey Nesbitt

CEO

20 September 2018

Condensed Consolidated Statement of Comprehensive Income

For the six months ended 30 June 2018

 
                                                                  2018        2017 
                                                                Unaudited   Unaudited 
                                                         Note      GBP         GBP 
 Continuing operations 
 Revenue                                                                -           - 
 Administrative expenses                                        (899,430)   (171,654) 
 Listing costs                                                          -   (254,689) 
------------------------------------------------------  -----  ----------  ---------- 
 Operating loss                                                 (899,430)   (426,343) 
 Finance costs                                                    (5,452)     (5,863) 
------------------------------------------------------  -----  ----------  ---------- 
                                                                (904,882)   (432,206) 
 Share of net loss of associate accounted 
  for using the equity method                             5      (64,592)           - 
------------------------------------------------------  -----  ----------  ---------- 
 Loss before tax                                                (969,474)   (432,206) 
 Income Tax                                                             -           - 
------------------------------------------------------  -----  ----------  ---------- 
 Loss for the period                                            (969,474)   (432,206) 
------------------------------------------------------  -----  ----------  ---------- 
 
 Loss for the period attributable to: - 
 Owners of the Company                                          (800,832)   (424,754) 
 Non-controlling interest                                       (168,642)     (7,452) 
------------------------------------------------------  -----  ----------  ---------- 
                                                                (969,474)   (432,206) 
------------------------------------------------------  -----  ----------  ---------- 
 
 Other comprehensive income 
 Items that will or may be reclassified to 
  profit or loss: 
 Translation of foreign operations                                  2,603     (6,805) 
 Total comprehensive loss for the period from 
  continuing operations                                         (966,871)   (439,011) 
------------------------------------------------------  -----  ----------  ---------- 
 
 Total comprehensive loss for the period attributable 
  to: - 
 Owners of the Company                                          (799,504)   (428,864) 
 Non-controlling interest                                       (167,367)    (10,147) 
------------------------------------------------------  ----- 
                                                                (966,871)   (439,011) 
------------------------------------------------------  -----  ----------  ---------- 
 
 Loss per share 
 Basic and diluted                                        4       (0.004)     (0.004) 
------------------------------------------------------  -----  ----------  ---------- 
 

Condensed Consolidated Statement of Financial Position

For the 6 months ended 30 June 2018

 
                                                           As at          As at 
                                                          30 June       31 December 
                                                            2018           2017 
                                                 Note    Unaudited       Audited 
                                                            GBP            GBP 
 Assets 
 Non-current assets 
 Intangible assets - goodwill                                31,405          31,405 
 Investment in associates                         5         683,723         591,271 
 Property, plant and equipment                              512,517         409,183 
 Non-current assets                                       1,227,645       1,031,859 
----------------------------------------------  -----  ------------  -------------- 
 
 Current assets 
 Inventories                                                      -             446 
 Trade and other receivables                                411,214         326,264 
 Unpaid share capital                                             -         380,000 
 Cash and cash equivalents                                  348,718       1,190,975 
 Current assets                                             759,932       1,897,685 
----------------------------------------------  -----  ------------  -------------- 
 TOTAL ASSETS                                             1,987,577       2,929,544 
----------------------------------------------  -----  ------------  -------------- 
 
 Equity and liabilities 
 Current liabilities 
 Trade and other payables                                   374,414         296,855 
 Loans and borrowings                                        42,711         105,318 
 Current liabilities                                        417,125         402,173 
----------------------------------------------  -----  ------------  -------------- 
 
 Equity attributable to equity holders of the 
  parent 
 Issued share capital                                        80,847          80,847 
 Share premium                                            3,858,691       3,858,691 
 Share based payments                             6           9,952               - 
 Accumulated losses                                     (2,221,404)     (1,420,572) 
 Translation reserve                                        (7,461)         (8,789) 
 Non-controlling interests                                (150,173)          17,194 
 Total shareholders' equity                               1,570,452       2,527,371 
----------------------------------------------  -----  ------------  -------------- 
 TOTAL EQUITY AND LIABILITIES                             1,987,577       2,929,544 
----------------------------------------------  -----  ------------  -------------- 
 

Condensed Statement of Changes in Equity

For the 6 months ended 30 June 2018

 
                    Issued      Share      Shares      Share    Accumulated   Translation   Non-controlling      Total 
                     share     Premium      to be      based       losses       reserve         interest 
                    capital                 issued    payment 
                                                      reserve 
                      GBP        GBP         GBP        GBP         GBP           GBP             GBP             GBP 
 As at 1 January 
  2017                  100           -           -         -     (146,142)             -                 -     (146,042) 
 Loss for the 
  period                  -           -           -         -     (424,754)             -           (7,452)     (432,206) 
 Translation of 
  subsidiary              -           -           -         -             -       (4,110)           (2,695)       (6,805) 
-----------------  --------  ----------  ----------  --------  ------------  ------------  ----------------  ------------ 
 Total 
  comprehensive 
  loss for the 
  period                  -           -           -         -     (424,754)       (4,110)          (10,147)     (439,011) 
 New shares 
  issued 
  net of issue 
  costs              62,747     519,747           -         -             -             -                 -       582,494 
 Capital 
  reduction               -   (519,747)           -         -       519,747             -                 -             - 
 Share 
  subscription            -           -     360,000         -             -             -                 -       360,000 
 Non-controlling 
  interest on 
  acquisitions            -           -           -         -             -             -          (17,310)      (17,310) 
-----------------  --------  ----------  ----------  --------  ------------  ------------  ----------------  ------------ 
 Shareholders' 
  equity at 30 
  June 2017          62,847           -     360,000         -      (51,149)       (4,110)          (27,457)       340,131 
 
 Loss for the 
  period                  -           -           -         -   (1,369,423)             -         (177,850)   (1,547,273) 
 Translation of 
  subsidiary              -           -           -         -             -       (4,679)             1,731       (2,948) 
-----------------  --------  ----------  ----------  --------  ------------  ------------  ----------------  ------------ 
 Total 
  comprehensive 
  loss for the 
  period                  -           -           -         -   (1,369,423)       (4,679)         (176,119)   (1,550,221) 
 New shares 
  issued 
  net of issue 
  costs               9,753   3,858,691   (360,000)         -             -             -                 -     3,508,444 
 Conversion of 
  loan notes          8,247           -           -         -             -             -                 -         8,247 
 Non-controlling 
  interest on 
  acquisitions            -           -           -         -             -             -           220,770       220,770 
-----------------  --------  ----------  ----------  --------  ------------  ------------  ----------------  ------------ 
 Shareholders' 
  equity at 31 
  December 2017      80,847   3,858,691           -         -   (1,420,572)       (8,789)            17,194     2,527,371 
 
 Loss for the 
  period                  -           -           -         -     (800,832)             -         (168,642)     (969,474) 
 Translation of 
  subsidiary              -           -           -         -             -         1,328             1,275         2,603 
-----------------  --------  ----------  ----------  --------  ------------  ------------  ----------------  ------------ 
 Total 
  comprehensive 
  loss for the 
  period                  -           -           -         -     (800,832)         1,328         (167,367)     (966,871) 
 Share based 
  payment 
  reserve                 -           -           -     9,952             -             -                 -         9,952 
-----------------  --------  ----------  ----------  --------  ------------  ------------  ----------------  ------------ 
 Shareholders' 
  equity at 30 
  June 2018          80,847   3,858,691           -     9,952   (2,221,404)       (7,461)         (150,173)     1,570,452 
-----------------  --------  ----------  ----------  --------  ------------  ------------  ----------------  ------------ 
 

Condensed Statement of Cash Flows

For the 6 months ended 30 June 2018

 
                                                         Note 
                                                                   2018        2017 
                                                                 Unaudited   Unaudited 
                                                                    GBP         GBP 
 Operating activities 
 Loss before tax from continuing operations                      (969,474)   (432,206) 
 Adjustment for: 
 Depreciation                                                          965         312 
 Loss on disposal                                                    3,878         354 
 Finance costs                                                       5,452       5,863 
 Share based payment expenses                                        9,952           - 
 Share of post-tax loss of equity accounted                         64,592           - 
  associates 
------------------------------------------------------  ------  ----------  ---------- 
 Working capital adjustments                                     (884,635)   (425,677) 
 Increase in inventory                                                 446           - 
 (Increase) / decrease in trade and other receivables            (112,697)     186,961 
 Increase / (decrease) in trade and other payables                 105,306     286,235 
                                                                ----------  ---------- 
 Cash generated from operations                                  (891,580)      47,519 
--------------------------------------------------------------  ----------  ---------- 
 
 Taxation                                                                -           - 
                                                                ----------  ---------- 
 Net cash inflow from operating activities                       (891,580)      47,519 
--------------------------------------------------------------  ----------  ---------- 
 
 Investing activities 
 Net cash arising from acquiring a subsidiary                            -       5,628 
 Purchase of fixed assets                                        (108,177)           - 
 Loan to associate                                               (157,044)           - 
                                                                ----------  ---------- 
 Net cash outflow from investing activities                      (265,221)       5,628 
--------------------------------------------------------------  ----------  ---------- 
 
 Financing activities 
 Issue of ordinary share capital                                   380,000     360,000 
 Finance costs                                                     (5,452)     (5,863) 
 Loan repayable                                                   (62,607)           - 
                                                                ----------  ---------- 
 Net cash inflow from financing activities                         311,941     354,137 
--------------------------------------------------------------  ----------  ---------- 
 
 Net (decrease)/increase in cash and cash equivalents            (844,860)     407,284 
 Cash and cash equivalents at the beginning 
  of the period                                                  1,190,976      21,675 
--------------------------------------------------------------  ----------  ---------- 
                                                                   346,116     428,959 
 
 Exchange gains on cash and cash equivalents                         2,602           - 
 
 Cash and cash equivalents at the end of the 
  period                                                           348,718     428,959 
--------------------------------------------------------------  ----------  ---------- 
 

Notes to the Condensed Financial Statements

   1.     General Information 

Verditek plc ("Verditek" or the "Company") was incorporated as a private limited company domiciled in the UK on 10 April 2016 with registration number 10114644. Verditek re-registered as a public limited company on 6 March 2017. Its registered office is located at 29 Farm Street, London W1J 5RL.

Verditek is the holding company of a group of companies engaged in the clean technology sector (the "Group"). The financial information is presented in British Pound (GBP) unless otherwise stated, and is the currency of the primary economic environment in which the Group operates.

   2.     Basis of Preparation 

The financial information presented in this condensed consolidated interim report for the half-year has been prepared in accordance with the recognition and measurement requirements of International Financial Reporting Standards ("IFRS") issued by the International Accounting Standards Board, as adopted by the European Union. The principal accounting policies adopted in the preparation of the financial information in this Interim Report are unchanged from those used in the company's financial statements for the year ended 31 December 2017 and are consistent with those that the company expects to apply in its financial statements for the year ended 31 December 2018.

The financial information for the year ended 31 December 2017 presented in this Interim Report does not constitute the company's statutory accounts for that period but has been derived from them. The Annual Report and Accounts for the year ended 31 December 2017 were audited and have been filed with the Registrar of Companies. The Independent Auditors' Report on the Annual Report and Accounts for the year ended 31 December 2017 was unqualified and did not draw attention to any matters by way of emphasis and did not contain statements under s498(2) or (3) of the Companies Act 2006. The financial information for the periods ended 30 June 2017 and 30 June 2018 is unaudited.

A copy of the audited consolidated financial statements for the year ended 31 December 2017 is available on the Company's website.

The Board of Directors approved this interim report on the 20 September 2018.

Going concern

The interim financial statements have been prepared under the going concern basis as the directors have undertaken a review of the future financing requirements of the ongoing operation of the group and are satisfied that sufficient cash together with bank and other facilities is available to meet its working capital requirements. The Company is in the process of closing on the issue of a 10% Convertible Loan Note for which binding subscriptions of GBP2.5m have been received. The directors accordingly consider it is appropriate for the financial statements to be prepared on a going concern basis.

Dividends

The directors do not propose an interim dividend.

Material changes in accounting estimates or judgments

The preparation of unaudited interim financial information requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expenses for the current and its corresponding financial period under review. Actual results may differ from these estimates.

In preparing the unaudited interim financial information, the significant judgements made by the management in applying the Group's accounting policies and the sources of estimates uncertainty were consistent with those applied to the audited financial statements for the year ended 31 December 2017.

During the period, the Company granted share options to employees, as described in note 5. There were no other changes in estimates of amounts of the Group that may have a material effect on financial period ended 30 June 2018.

   3.     Segmental Information 

The chief operating decision-maker is considered to be the Board of Directors of Verditek. The chief operating decision-maker allocates resources and assesses performance of the business and other activities at the operating segment level.

The chief operating decision maker has determined that in the period ended 30 June 2018 Verditek had one operating segment, the development and commercialisation of clean technologies, although it is likely that in future periods the Group's segmental reporting will be expanded as different technologies are developed and commercialised.

Geographical Segments

Apart from holding company activities in the UK the Group's had operations in Milan, in Italy, and in Florida, in the USA, in the period. An analysis of non-current assets by geographical market is given below:

 
          6 months       For the year 
           ended 30    ended 31 December 
           June 18            17 
          Unaudited        Audited 
             GBP             GBP 
-------  ----------  ------------------- 
 UK         719,426              627,311 
 Italy      506,584              402,937 
 USA          1,635                1,611 
-------  ----------  ------------------- 
 Total    1,227,645            1,031,859 
-------  ----------  ------------------- 
 
   4.     Loss Per Share 

The calculation of loss per share is based on the following loss and number of shares:

 
                                                    6 months      6 months 
                                                     ended 30      ended 30 
                                                     June 18       June 17 
                                                    Unaudited     Unaudited 
                                                       GBP           GBP 
------------------------------------------------  ------------  ------------ 
 Loss for the period from continuing operations 
  (GBP)                                              (800,882)     (424,754) 
 Weighted average number of shares: Basic          202,117,265   108,506,429 
 Loss per share:                                      (0.004)p      (0.004)p 
------------------------------------------------  ------------  ------------ 
 

Basic loss per share is calculated by dividing the loss for the period from continuing operations of the Group by the weighted average number of ordinary shares in issue during the period.

For diluted loss per share, the weighted average number of ordinary shares in issue is adjusted to assume conversion of all potential dilutive options and warrants over ordinary shares. Potential ordinary shares resulting from the exercise of share options and warrants have an anti-dilutive effect due to the Group being in a loss position. As a result, diluted loss per share is disclosed as the same value as basic loss per share.

   5.     Investment in associates 
 
                                                 Investment       Loan to 
                                                in associates    associates              Total 
                                                    GBP             GBP                   GBP 
--------------------------------------------  ---------------  ------------  ----------------------------- 
 COST 
 At 01 Jan 2017                                             1             -                             1 
 Additions                                            750,000             -                        750,000 
 Share of post-tax loss of equity accounted 
  associate for the period                          (158,729)             -                      (158,729) 
 Adjustment for associate becoming a 
  subsidiary                                              (1)             -                            (1) 
--------------------------------------------  ---------------  ------------  ----------------------------- 
 At 31 Dec 2017                                       591,271             -                        591,271 
 Loans advanced during the period                           -       157,044                        157,044 
 Share of post-tax loss of equity accounted 
  associate for the period                           (64,592)             -                       (64,592) 
 At 30 Jun 2018                                       526,679       157,044                        683,723 
--------------------------------------------  ---------------  ------------  ----------------------------- 
 

The Company acquired a 23.64% of the membership interest of Westec Environmental Solutions, LLC("Westec") pursuant to an agreement dated 7 June 2017, as further amended on 27 July 2017. The country of incorporation and principal place of business is in USA. The primary business of Westec is in the research and development of an absorber and contactor that will aid carbon capture.

Westec has been included in the consolidated financial statement using the equity method.

   6.     Share based payment 

The Company operates an equity-settled share based remuneration schemes for Senior Executives, under the terms of the Company's EMI and Non-Qualifying Share Option Plan (the "Option Plan"). The options are valid for 10 years from the date of grant. After satisfaction of any performance condition included in the award the options will become exercisable in equal tranches on each anniversary of the Grant Date during the first three years.

The fair value of the employee services received in exchange for the grant of the options is recognised as an expense. The total amount to be expensed is determined by reference to the fair value of the options granted including any market performance conditions (for example the Company's share price) but excluding the impact of any service or non-market performance vesting conditions (for example the requirement of the grantee to remain an employee of the Group).

Non-market vesting conditions are included in the assumptions regarding the number of options that are expected to vest. The total expense is recognised over the vesting period. At the end of each period the Group revises its estimates of the number of options expected to vest based on the non-market vesting conditions. It recognises the impact of any revision in the income statement with a corresponding adjustment to equity.

The Company uses a Black Scholes model to estimate the cost of share options. The following information is relevant in the determination of the fair value of options granted. The assumptions inherent in the use of this model are as follows:

-- The option life is the estimated average period over which the options will be exercised.

-- There are no vesting conditions remaining which apply to the share options other than that they vest at the earlier of 1 years' continued service with the Group.

-- No variables change during the life of the option (e.g. dividend yield remains zero).

-- Volatility has been calculated over a 5 year period prior to the grant date.

-- Expectations of staff retention over the vesting period has been assumed to be nil.

The following options were granted during the period:

 
 Date:                      30-Apr-18 
 No. of Shares              1,500,000 
 Fair Value (p)                 0.065 
 Share Price on Grant 
  Date (p)                       0.09 
 Vesting Period - Years            10 
 Staff Retention Factor          100% 
 Volatility                      226% 
 Risk Free Rate               0.7103% 
 Total Fair Value GBP          97,500 
 

The total expense recognised during the period was GBP9,952. The weighted average remaining life of the options outstanding at the end of the period was 10 years. No options were exercised during the period.

   7.    Share capital 
 
                                              Number      Share capital   Share Premium 
                                                               GBP             GBP 
 
   At 1 January 2016                                100             100               - 
 Sub division 28 February 2017                  249,900               -               - 
 Conversion of loan notes                    20,617,265           8,247         519,747 
 Capital reduction                                    -               -       (519,747) 
 Shares issued 28 Feb 2017                  136,250,000          54,500               - 
 
 At 30 June 2017                            157,117,265          62,847               - 
 Share issued (net of expense) 10 August 
  2017                                       30,555,556          12,222       2,737,778 
 Share issued 21 December 2017               14,444,444           5,778       1,294,222 
 Share issue cost relating to the IPO                 -               -       (173,309) 
 
 At 31 December 2017 and 30 June 2018       202,117,265          80,847       3,858,691 
-----------------------------------------  ------------  --------------  -------------- 
 
 

On 28 February 2017, the Company sub-divided its ordinary shares into 250,000 shares of GBP0.0004 per share. On the same day, the Company undertook a capital reduction and released the balance on share premium account to retained earnings.

On 28 February 2017, the Company converted GBP522,131 of loan notes into 20,617,265 new ordinary shares. On the same date, the Company also issued 136,250,000 new shares in lieu of services provided.

On Admission to AIM on 10 August 2017, the Company issued 30,555,556 new ordinary shares at 9 pence per share by way of a placing and subscription to raise proceeds of GBP2.75 million, before share issue expenses of GBP98,642.

On 21 December 2017, the Company issued 14,444,444 new ordinary shares at 9 pence per share by way of a placing and subscription to raise proceeds of GBP1.3million. Of the share issued, proceeds of GBP380,000 was received in January 2018.

   8.    Related party transactions 

The Group has related party transactions with related parties who are not members of the group.

 
                                    Transactions 
                                      during the              Amounts owed            Amounts owed to 
                                        period              by related parties      related parties/loans 
                                   Jun-18        Jun-17    Jun-18      Dec-17       Jun-18        Dec-17 
                                    GBP           GBP        GBP         GBP          GBP          GBP 
---------------------------  -----------------  -------  ----------  ----------  ------------  ----------- 
 Carrick International 
  Holdings Limited(1)                   13,560                    -           -        13,560            - 
 Krino Partners limited(2)              54,948                    -           -         4,725            - 
 George Katzaros(3)                     12,009                    -           -        40,191       32,697 
 Geoffrey John Nesbitt(4)               58,313                    -           -        49,110            - 
 Theo E Chapmen(5)                      34,647                    -           -         2,309            - 
 Theo E. Chapman(5)                     18,000                    -           -             -            - 
 C2E Holdings Limited(6)                     -                    -           -        10,403       10,403 
 Envolution (Project 
  Management) Limited(7)                70,944                    -         195        29,925            - 
 Jeremy Evans(8)                             -                    -           -        10,000       10,000 
 BBR Enviro Systems 
  Pvt Ltd(9)                            31,685               62,100      47,100             -            - 
 Claudio Marati(10)                     18,236                    -           -             -            - 
 James Buchan(11)                            -                    -           -        19,000       19,000 
 Summit loan(12)                        74,766                    -           -             -       62,621 
---------------------------  -----------------  -------  ----------  ----------  ------------  ----------- 
 

Notes:

 
 (1) Carrick             Mr. Antony Rawlinson, a non-executive director of 
  International           Verditek plc has an interest in Carrick International 
  Holdings Limited        Holdings Limited. Non-executive director fees of 
                          GBP13,560 were payable to Mr. Rawlinson for the period. 
 (2) Krino Partners      Ms. Janet Donovan, who resigned as a Director of 
  limited                 Veridtek plc during the period, has an interest in 
                          Krino Partners Limited, which has provided financial 
                          management services during the year to the Group. 
                          Apart from fees paid to Krino GBP38,138, Ms. Donovan 
                          was paid Executive director fees of GBP15,816 & reimbursement 
                          of expenses GBP993. 
                        --------------------------------------------------------------- 
 (3) George Katzaros     Mr. George Katzaros, a non-executive director of 
                          Verditek plc. Non-executive director fees of GBP12,009 
                          were payable to Mr. Katzaros of which GBP7,494 remained 
                          outstanding along with the GBP32,697 loan provided 
                          during last year. 
                        --------------------------------------------------------------- 
 (4) Geoffrey            Mr. Geoffrey John Nesbitt, Director of Verditek plc, 
  John Nesbitt            Executive director fees of GBP53,813 and reimbursement 
                          of business expenses GBP4,499 in relation to his 
                          role were paid to Mr. Geoffrey John Nesbitt. 
                        --------------------------------------------------------------- 
 (5) Theo E Chapmen      Mr. Theodore Chapman, who resigned as a Director 
                          of Verditek plc during the period, was paid director 
                          fees of GBP34,590 and expenses of GBP57, and a termination 
                          payment made GBP18,000. 
                        --------------------------------------------------------------- 
 (6) C2E Holdings        C2E Holdings Limited("C2E") is a shareholder of BBR 
  Limited                 Filtration Limited. Theo Chapman and James Buchan 
                          have an interest in C2E. 
                        --------------------------------------------------------------- 
 (7) Envolution          Mr. John Norris, a director of BBR Filtration ("BBR"), 
  (Project Management)    who is also a director of Envolution (Project Management) 
  Limited                 Limited, were reimbursed business expenses related 
                          to BBR GBP944 & Executive director fees GBP70,000. 
                        --------------------------------------------------------------- 
 (8) Jeremy Evans        A shareholder of Verditek plc provided an interest-free 
                          loan of GBP10,000 and this amount is still outstanding 
                          at June 2018. 
                        --------------------------------------------------------------- 
 (9) BBR Enviro          BBR Enviro Systems Pvt Ltd who have a 10% stake in 
  Systems Pvt             BBR Filtration, were paid GBP15,000 for royalty fees 
  Ltd                     and a further GBP16,685 advance of future royalty 
                          fees during the period. 
                        --------------------------------------------------------------- 
 (10) Claudio            Claudio Marriott who owns 49% of Greenflex Energy 
  Marati                  Ltd was paid EUR17,948 during the period for services 
                          provided and reimbursement of business expenses of 
                          GBP2,679. 
                        --------------------------------------------------------------- 
 (11) James Buchan       A shareholder of Verditek plc provided an interest-free 
                          loan of GBP19,000 and this amount is still outstanding 
                          at June 2018. 
                        --------------------------------------------------------------- 
 (12) Summit             A shareholder of Verditek plc who had an interest-bearing 
  Trust International     loan outstanding at Dec 17 were repaid the during 
                          the period. 
                        --------------------------------------------------------------- 
 
   9.    Events After the End of the Reporting Period 

On 19 September 2018, the Company received binding subscription for GBP2.5m in the 10% unsecured convertible loan notes to be admitted to trading on the International Stock Exchange ("TISE"), located in the Channel Islands. The convertible loan notes mature on the 25 July 2020 and have a conversion price of GBP0.10 per Verditek Ordinary share.

   10.   Acquisition 

In the prior year, the group acquired BBR Filtration & Greenflex R.S.M. S.r.l. Details of the acquisitions are included in the Annual Report and Accounts for the year ended 31 December 2017. No acquisitions have been made in the current financial period.

11. Copies of the interim report

Copies of this interim report are available on the Company's website at www.verditek.plc.uk and from the Company's registered office, 29 Farm Street, London W1J 5RL.

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 UAOBRWRAKURR

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September 21, 2018 03:33 ET (07:33 GMT)

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