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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 results for the period ended 30 June 2019 (6994N)

26/09/2019 7:01am

UK Regulatory


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TIDMVDTK

RNS Number : 6994N

Verditek PLC

26 September 2019

Verditek plc

("Verditek", or the "Company")

Interim Report and Financial Statements

For the six month period to 30 June 2019

CEO's Statement

Our focus at Verditek is on changing and extending the potential uses of solar power. We are doing so through the unique technology behind our solar modules (panels), which enables them to capture equivalent power to conventional panels whilst also being 90% lighter. These are fundamental differences and bring a wide range of new uses for solar power into play. Our initial focus has been on traditional areas such as commercial roofing with the difference being Verditek modules can be used on many more roofs and in smaller areas but deliver the same solar power.

This is a good start but only the beginning. We are also jointly developing a graphene solar cell with the potential to make enough solar energy from a small surface area so that electronic goods, such as laptops become self-charging. We have a clear route for developing these projects and have achieved our development targets to date. By the end of 2019 we will receive our first revenues from our current Solar modules, as well as continued investment in product development and commercialisation.

With the tailwind of the ever-increasing focus on renewable energy, Verditek is confident that its new generation of lightweight technology will impact the solar landscape over the coming years.

This interim report updates shareholders on material developments during the six months ended 30 June 2019, together with material events and activities taking place after the balance sheet date.

Operational Highlights

During the period under review, the Directors were focused on demonstrating to new customers the potential benefits of our technologies for their respective businesses and ensuring that Verditek was fully capitalised for the next phase of its solar commercialization. It's been a busy and productive six months.

H1 Highlights include:

-- In June, Verditek and Paragraf announced the production of world's first working Graphene Integrated PV cell and a new Joint Development Program to further develop the efficiency of the technology and commence commercialisation of the cell.

-- In May, Verditek secured its first material distribution agreement comprising a multi-year take or pay contract that begins with a minimum of 1 MW in the first year and increases to 3 MW in the second year.

-- In May, Verditek signed a framework agreement with Optimeyes Energy Limited to advance commercial opportunities jointly. Under the arrangement the two firms will collaborate on projects in which Verditek technology and expertise can be used to the advantage of Optimeyes projects which are under development in Europe. Several projects are currently being developed which will demonstrate the synergies that the two firms can offer working together.

-- In April, Verditek signed a framework agreement with Engenera Renewables Limited - an Engineering, Procurement and Construction (EPC) company - to advance commercial opportunities and jointly provide end-to-end solar solutions to clients. Under the agreement the two firms have agreed to work together to source, tender, finance and create renewable energy generation projects.

In addition, in July, Verditek announced that its lightweight photo-voltaic ('PV') panel technology had successfully passed all tests required for IEC 61215 and IEC 61730 certification, clearing the way for international sales.

Financial Highlights

During the period the businesses did not record any revenue.

Operating loss for the half year was GBP899k (2018: GBP969k).

Outlook

We are excited about the future of Verditek and believe the outlook remains very positive for both continued commercialisation of the lightweight solar modules and the Graphene Integrated PV cell technology.

In September we signed another secured distribution agreement comprising a multi-year take or pay contract that begins with a minimum of 1 MW in the first year and increases to 3 MW in the second year in addition to commencing negotiations on a global military application of Verditek's lightweight solar modules - potentially leading to large sales opportunity.

Also post the half-year, the board were close to completion of a share placing, the funding from which will go towards the continued investment in our solar technologies and their commercialisation so building on the strong foundations that have been laid down so far.

Geoffrey Nesbitt

CEO

26(th) September 2019

Verditek plc

Condensed Consolidated Statement of Comprehensive Income

For the six months ended 30 June 2019

 
                                                       2019        2018 
                                                     Unaudited   Unaudited 
                                              Note      GBP         GBP 
 Continuing operations 
 Revenue                                                     -           - 
 Administrative expenses                             (826,512)   (899,430) 
 Operating loss                                      (826,512)   (899,430) 
 Finance Income                                            180           - 
 Finance costs                                        (72,316)     (5,452) 
-------------------------------------------  -----  ----------  ---------- 
                                                     (898,648)   (904,882) 
 Share of net loss of associate accounted 
  for using the equity method                                -    (64,592) 
-------------------------------------------  -----  ----------  ---------- 
 Loss before tax                                     (898,648)   (969,474) 
 Income Tax                                                  -           - 
-------------------------------------------  -----  ----------  ---------- 
 Loss for the period                                 (898,648)   (969,474) 
-------------------------------------------  -----  ----------  ---------- 
 
 Loss for the period attributable to: - 
 Owners of the Company                               (897,543)   (800,832) 
 Non-controlling interest                              (1,105)   (168,642) 
-------------------------------------------  -----  ----------  ---------- 
                                                     (898,648)   (969,474) 
-------------------------------------------  -----  ----------  ---------- 
 
 Other comprehensive income 
 Items that will or may be reclassified to 
  profit or loss: 
 Translation of foreign operations                       2,257       2,603 
 Total comprehensive loss for the period 
  from continuing operations                         (896,391)   (966,871) 
-------------------------------------------  -----  ----------  ---------- 
 
 Total comprehensive loss for the period 
  attributable to: - 
 Owners of the Company                               (900,671)   (799,504) 
 Non-controlling interest                                4,280   (167,367) 
-------------------------------------------  ----- 
                                                     (896,391)   (966,871) 
-------------------------------------------  -----  ----------  ---------- 
 
 Loss per share 
 Basic and diluted                             4       (0.004)     (0.004) 
-------------------------------------------  -----  ----------  ---------- 
 

Condensed Consolidated Statement of Financial Position

For the 6 months ended 30 June 2019

 
                                          As at 30       As at 31 
                                          June 2019      December 
                                                           2018 
                                  Note    Unaudited      Audited 
                                             GBP           GBP 
 Assets 
 Non-current assets 
 Investment in associates                     25,153        25,153 
 Property, plant and equipment               651,159       498,969 
 Non-current assets                          676,312       524,122 
-------------------------------  -----  ------------  ------------ 
 
 Current assets 
 Trade and other receivables                 473,811       431,099 
 Cash and cash equivalents                   221,274       683,885 
 Current assets                              695,085     1,114,984 
-------------------------------  -----  ------------  ------------ 
 TOTAL ASSETS                              1,371,397     1,639,106 
-------------------------------  -----  ------------  ------------ 
 
 Equity and liabilities 
 Non-current liabilities 
 Loans and borrowings                6     1,170,000     1,170,000 
 Non-current liabilities                   1,170,000     1,170,000 
-------------------------------  -----  ------------  ------------ 
 Current liabilities 
 Trade and other payables                    701,646       538,312 
 Loans and borrowings                6       502,152        43,243 
-------------------------------  -----  ------------  ------------ 
 Current liabilities                       1,203,798       581,555 
-------------------------------  -----  ------------  ------------ 
 TOTAL LIABILITIES                         2,373,798     1,751,555 
-------------------------------  -----  ------------  ------------ 
 
 Share capital                                80,847        80,847 
 Share premium account                     3,858,691     3,858,691 
 Share based payment reserve                  15,167         8,727 
 Accumulated losses                      (4,921,930)   (3,817,534) 
 Translation reserve                           (390)           749 
 Non-controlling interests                  (34,786)     (243,929) 
 Total shareholders' equity              (1,002,401)     (112,449) 
-------------------------------  -----  ------------  ------------ 
 TOTAL EQUITY AND LIABILITIES              1,371,397     1,639,106 
-------------------------------  -----  ------------  ------------ 
 

Condensed Statement of Changes in Equity

For the 6 months ended 30 June 2019

 
                         Issued         Share      Share     Accumulated   Translation   Non-controlling      Total 
                      share capital    Premium      based       losses       reserve         interest 
                                                   payment 
                                                   reserve 
                           GBP           GBP        GBP          GBP           GBP             GBP             GBP 
 As at 1 January 
  2018                       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 
 
 Loss for the 
  period                          -           -          -   (2,396,962)             -         (266,453)   (2,663,415) 
 Translation of 
  subsidiary                      -           -          -             -         9,538             5,330        14,868 
------------------  ---------------  ----------  ---------  ------------  ------------  ----------------  ------------ 
 Total 
  comprehensive 
  loss for the 
  period                          -           -          -   (2,396,962)         9,538         (261,123)   (2,648,547) 
 Share based 
  payment 
  reserve                         -           -      8,727             -             -                 -         8,727 
 Shareholders' 
  equity at 31 
  December 
  2018                       80,847   3,858,691      8,727   (3,817,534)           749         (243,929)     (112,449) 
 
 Loss for the 
  period                          -           -          -     (897,543)             -           (1,105)     (898,648) 
 Translation of 
  subsidiary                      -           -          -             -       (3,129)             5,385         2,256 
------------------  ---------------  ----------  ---------  ------------  ------------  ----------------  ------------ 
 Total 
  comprehensive 
  loss for the 
  period                          -           -          -     (897,543)       (3,129)             4,280     (896,392) 
 Acquisition of 
  NCI without a 
  change in 
  control 
  (note 5)                        -           -          -     (206,853)         1,990           204,863             - 
------------------  ---------------  ----------  ---------  ------------  ------------  ----------------  ------------ 
 Total change in 
  ownership 
  interests                       -           -          -     (206,853)         1,990           204,863             - 
 Share based 
  payment 
  reserve                         -           -      6,440             -             -                 -         6,440 
------------------  ---------------  ----------  ---------  ------------  ------------  ----------------  ------------ 
 Shareholders' 
  equity at 30 
  June 
  2019                       80,847   3,858,691      6,440   (4,921,930)         (390)          (34,786)   (1,002,401) 
------------------  ---------------  ----------  ---------  ------------  ------------  ----------------  ------------ 
 

Condensed Statement of Cash Flows

For the 6 months ended 30 June 2019

 
                                                Note 
                                                          2019        2018 
                                                        Unaudited   Unaudited 
                                                           GBP         GBP 
 Operating activities 
 Loss before tax from continuing operations             (898,648)   (969,474) 
 Adjustment for: 
 Depreciation                                               9,157         965 
 Loss on disposal                                               -       3,878 
 Finance costs                                             72,316       5,452 
 Financial income                                           (180)           - 
 Share based payment expenses                               6,440       9,952 
 Share of post-tax loss of equity accounted 
  associates                                                    -      64,592 
-----------------------------------------------------  ----------  ---------- 
 Working capital adjustments                            (810,915)   (884,635) 
 Increase in inventory                                          -         446 
 (Increase) / decrease in trade and other 
  receivables                                            (42,713)   (112,697) 
 Increase / (decrease) in trade and other 
  payables                                                 92,955     105,306 
                                                       ----------  ---------- 
 Cash generated from operations                         (760,673)   (891,580) 
-----------------------------------------------------  ----------  ---------- 
 
 Taxation                                                       -           - 
                                                       ----------  ---------- 
 Net cash inflow from operating activities              (760,673)   (891,580) 
-----------------------------------------------------  ----------  ---------- 
 
 Investing activities 
 Purchase of fixed assets                               (164,042)   (108,177) 
 Loan to associate                                              -   (157,044) 
                                                       ----------  ---------- 
 Net cash outflow from investing activities             (164,042)   (265,221) 
-----------------------------------------------------  ----------  ---------- 
 
 Financing activities 
 Issue of ordinary share capital                                -     380,000 
 Interest paid                                            (1,936)           - 
 Finance income                                               180           - 
 Finance costs                                                  -     (5,452) 
 Loan received/ (repayable)                               458,909    (62,607) 
                                                       ----------  ---------- 
 Net cash inflow from financing activities                457,153     311,941 
-----------------------------------------------------  ----------  ---------- 
 
 Net (decrease)/increase in cash and cash 
  equivalents                                           (467,562)   (844,860) 
 Cash and cash equivalents at the beginning 
  of the period                                           683,885   1,190,976 
-----------------------------------------------------  ----------  ---------- 
                                                          216,323     346,116 
 
 Exchange gains on cash and cash equivalents                4,951       2,602 
 
 Cash and cash equivalents at the end of 
  the period                                              221,274     348,718 
-----------------------------------------------------  ----------  ---------- 
 

Notes to the Condensed Financial Statements

   1.     General Information 

The Interim Financial Statements are for the six months ended 30 June 2019 and are presented in British Pounds (GBP), which is the functional currency of the parent company. They have been prepared in accordance with IAS 34 'Interim Financial Reporting'. They do not include all of the information required in annual financial statements in accordance with IFRS and should be read in conjunction with the consolidated financial statements for the year ended 31 December 2018.

Verditek plc ("Verditek", "Company") is a public limited company incorporated, registered and domiciled in England Wales (registration number 10114644), whose shares are quoted on the Alternative Investment Market on the London Stock Exchange. 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 Interim Financial Statements have been approved for issue by the Board of Directors on 26 September 2019.

   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 2018.

The financial information for the year ended 31 December 2018 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 2018 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 2018 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 2018 and 30 June 2019 is unaudited.

A copy of the audited consolidated financial statements for the year ended 31 December 2018 is available on the Company's website.

New Standards adopted as at 1 January 2019

Accounting pronouncements which have become effective from 1 January 2019 are:

   --      IFRIC 23 Uncertainty over Income Tax Treatments 
   --      IFRS 9 Prepayment Features with Negative Compensation (Amendments to IFRS 9) 
   --      IAS 28 Long-term Interests in Associates and Joint Ventures (Amendments to IAS 28) 
   --      Annual Improvements to IFRS 2015-2017 Cycle 
   --      Plan Amendment, Curtailment or Settlement (Amendments to IAS 19) 

These accounting pronouncements do not have a significant impact on the Group's financial results or position.

Going concern

The interim financial statements have been prepared under the going concern basis as the directors are satisfied that sufficient funds are or will become available to the group to meet its on-going working capital requirements.

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 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 2019 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 19            18 
          Unaudited        Audited 
             GBP             GBP 
-------  ----------  ------------------- 
 UK          27,981               28,417 
 Italy      648,331              495,706 
 Total      676,312              524,123 
-------  ----------  ------------------- 
 
   4.     Loss Per Share 

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

 
                                                   6 months ended   6 months ended 
                                                     30 June 19       30 June 18 
                                                     Unaudited        Unaudited 
                                                        GBP              GBP 
------------------------------------------------  ---------------  --------------- 
 Loss for the period from continuing operations 
  (GBP)                                                 (897,543)        (800,832) 
 Weighted average number of shares: Basic             202,117,265      202,117,265 
 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.    Acquisition of Non-Controlling Interest 

In April 2019, Verditek PLC acquired the remaining 49% of Greenflex Energy Limited so it was a fully owned 100% subsidiary for GBPnil consideration. The Group recognised an increase in non-controlling interests of GBP204,863 and a decrease in equity attributable to owners of the parent of GBP206,853.

   6.    Loans and Borrowings 
 
                                         6 months ended         For the year 
                                             30 June 19    ended 31 December 
                                                                          18 
                                              Unaudited              Audited 
                                                    GBP                  GBP 
------------------------------------    ---------------  ------------------- 
 Current 
 Related party loan                              43,243               43,243 
 Secured loan (1)                               458,909                    - 
 Total Current loans and borrowings             502,152               43,243 
--------------------------------------  ---------------  ------------------- 
 
 
                                6 months ended         For the year 
                                    30 June 19    ended 31 December 
                                                                 18 
                                     Unaudited              Audited 
                                           GBP                  GBP 
---------------------------    ---------------  ------------------- 
 Non - current 
 Convertible loans (2)               1,170,000            1,170,000 
 Total non - current loans 
  and borrowings                     1,170,000            1,170,000 
-----------------------------  ---------------  ------------------- 
 

(1) On 13 May 2019, Verditek entered into a secured loan with Gavin Mayhew, a non-executive director of the Company, (the "Secured Loan"). The principal amount of the Secured Loan is $600,000. The key provisions of the Loan are as follows: a term of 3 months but extendable at the Company's discretion to 6 months; interest payable at 20% per cent. per annum on the loan principal, payable at maturity and compounded quarterly.

(2) On the 17 December 2018 Verditek issued unsecured convertible loan notes with a total value of GBP1,170,000 at a 10% fixed rate redeemable on the earliest of:

   i.      17th December 2020; or 
   ii.     Date of change of control; or 
   iii.    If the investor majority determines following a material breach. 

Cashflow - net debt analysis

 
                        01-Jan-19   Cash flow   31-Dec-18 
                        GBP         GBP         GBP 
--------------------   ----------  ----------  ---------- 
 Related party loan        43,243           -      43,243 
 Convertible bonds      1,170,000           -   1,170,000 
 Secured loan                   -     458,909     458,909 
                        1,213,243     458,909   1,672,152 
 --------------------  ----------  ----------  ---------- 
 
   7.   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

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