Levrett Plc - Final Results and Annual Report

22nd September 2017, 06:00

RNS Number : 5034R
Levrett PLC
22 September 2017
 

 

 

22 September 2017                                                                           

Levrett Plc

("Levrett" or "the Company")

 

Final Results

for the period ended 31 March 2017

 

Levrett, a Company formed to acquire a target company with realisable or developed commercial technologies in the pharmaceutical and biotechnology sector, announces its final results for the period ended 31 March 2017 and posting of Annual Report.

 

 

Enquiries:

Levrett Plc

John Lidgey, Chairman

 

+44 (0) 20 7183 4342

Whitman Howard Limited (Broker and Corporate Advisor)

Nick Lovering

 

+44 (0) 20 7659 1234

Gable Communications Limited

John Bick

+44 (0) 20 7193 7463

e: levrett@gablecommunications.com

 

 

CHAIRMAN'S STATEMENT

 

FOR THE YEAR ENDED 31 MARCH 2017

 

Levrett announced on 15 September 2017 the conclusion of this process and that it has entered into a conditional agreement to acquire the entire issued share capital of Nuformix Limited ("Nuformix") for a total consideration of £12,000,000 to be settled through the issuance of new ordinary shares in the Company at a price of 4 pence per share (the "Acquisition"), subject to Shareholders' approval and Re-admission.

 

In addition, the Company announced a Placing, under which it has issued 57,500,000 Placing Shares at 4p per share, raising £2.3 million, conditional, inter alia, upon Re-Admission.

 

Details of Proposed Acquisition of Nuformix Limited, the Placing of New Ordinary Shares, Approval of a Waiver of obligation under Rule 9 of the City Code on Takeovers and Mergers and Notice of General Meeting have been published in the Prospectus which has been sent to shareholders.

 

The Prospectus has been approved by the UK Listing Authority and is available for inspection at the Financial Conduct Authority's National Storage Mechanism which can be accessed from www.morningstar.co.uk/uk/NSM. The Prospectus is also available on the Company's website http://www.levrett.com/investors.

 

A copy of the Company's Annual Report is being posted to shareholders and has been filed with the National Storage Mechanism which can be accessed from www.morningstar.co.uk/uk/NSM and is also available on the Company's website http://www.levrett.com/investors.

 

Francis Lidgey

Chairman

21 September 2017



 

 

 INDEPENDENT AUDITORS' REPORT

 

TO THE MEMBERS OF LEVRETT PLC

 

 

We have audited the financial statements of Levrett plc for the year ended 31 March 2017 which comprise the Statement of Comprehensive Income, the Statement of Changes in Equity, the Statement of Financial Position, the Statement of Cash flows and the related notes. The financial reporting framework that has been applied in their preparation of the company financial statements is applicable law and International Financial Reporting Standards (IFRSs) as adopted by the European Union.

 

This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an auditors' report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinion we have formed.

 

Respective responsibilities of directors and auditors

As explained more fully in the Directors' Responsibilities Statement set out on pages 7 and 8, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view. Our responsibility is to audit and express an opinion on the financial statements in accordance with applicable law and International Standards on Auditing (UK and Ireland). Those standards require us to comply with the Auditing Practices Board's (APB's) Ethical Standards for Auditors.

 

Scope of the audit of the financial statements

A description of the scope of an audit of financial statements is provided on the Financial Reporting Council's website at www.frc.org.uk/auditscopeukprivate.

 

Opinion on financial statements

In our opinion:

·      The financial statements give a true and fair view of the state of the Company's affairs as at 31 March 2017 and of the Company's loss for the year then ended,

·      The financial statements have been properly prepared in accordance with IFRS as adopted by the European Union, and

·      The financial statements have been prepared in accordance with the requirements of the Companies Act 2006

 

Emphasis of matter

In forming our opinion on the financial statements, which is not modified, we have considered the adequacy of the disclosure made in note 2 to the financial statements concerning the Company's ability to continue as a going concern having reviewed working capital projections. The position indicates the existence of material uncertainty which may cast significant doubt about the Company's ability to continue as a going concern due to its reliance on future fundraising. The financial statements do not include any adjustments that would result if the company was unable to continue as a going concern.

 

Opinion on other matters prescribed by the Companies Act 2006

In our opinion the information given in the Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements and the Strategic Report and Directors' Report has been prepared in accordance with applicable legal requirements. In light of our knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatement in the Strategic and the Directors' Report. In our opinion the part of the Directors' Remuneration report to be audited has been properly prepared in accordance with the Companies Act 2006.

 



 

INDEPENDENT AUDITORS' REPORT

 

TO THE MEMBERS OF LEVRETT PLC

 

 

 

Matters on which we are required to report by exception

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

·      adequate accounting records have not been kept by the Company, or returns adequate for our audit have not been received from branches not visited by us; or

·      the Company financial statements are not in agreement with the accounting records and returns; or

·      certain disclosures of directors' remuneration specified by law are not made; or

·      we have not received all the information and explanations we require for our audit.

 

Ian Cliffe

Senior Statutory Auditor                                                                                                                26 Red Lion Square

for and on behalf of haysmacintyre                                                                                                London

Statutory Auditors                                                                                                                            WCIR 4AG

 

 

21 September 2017                                                                                                                         



LEVRETT PLC

 

INCOME STATEMENT AND STATEMENT OF COMPREHENSIVE INCOME

 

FOR THE YEAR ENDED 31 MARCH 2017

 

 

 

 

    

From

incorporation

 to 31 March

 

 

2017

2016

 

Note

£

£

 

 

 

 

Continuing operations:

 

 

 

Administrative expenses

 

(685,057)

(350,420)

 

 

-------------------

-------------------

LOSS FOR THE PERIOD BEFORE TAXATION

 

(685,057)

(350,420)

 

 

 

 

Taxation

7

-

-

 

 

 


LOSS FOR THE PERIOD AND TOTAL COMPREHENSIVE

 

-------------------

-------------------

LOSS FOR THE PERIOD

 

(685,057)

(350,420)

 


=========

=========

 

 

 

 

LOSS PER SHARE - basic and diluted from continuing operations

13

(0.72)p

(0.58) p

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The accompanying accounting policies and notes are an integral part of these financial statements.



LEVRETT PLC

 

STATEMENT OF CHANGES IN EQUITY

 

FOR THE YEAR ENDED 31 MARCH 2017

 

 

2017

 

Share

Share

Share option

Retained

Total

 

Capital

Premium

Reserve

Losses

Equity

 

£

£

£

£

£

Balance at 1 April 2016

   95,750

737,440

19,570

(350,420)

502,340

Loss for the period and total

-

-

-

   (685,057)

(685,057)

comprehensive loss

 

 

 

 

 

Shares issues

-

-

-

-

-

Share premium (net of expenses)

 

-

-

-

-

Grant of share options

-

-

3,125

-

3,125

 

-----------------

-----------------

-----------------

-----------------

-----------------

Balance at 31 March 2017

95,750

737,440

22,695

(1,035,477)

(179,592)

 

========

========

========

========

========

 

 

 

 

 

 

 

                                                                                                               

2016

Share

Share

Share option

Retained

Total

 

Capital

Premium

Reserve

Losses

Equity

 

£

£

£

£

£

 

 

 

 

 

 

Loss for the year and total

 

 

 

(350,420)

(350,420)

comprehensive loss for the year

 

 

 

 

 

 

 

 

 

 

 

Share issue

95,750

 

 

 

95,750

Share issue costs

 

737,440

 

 

737,440

Grant of share options

 

 

19,570

 

19,570

 

-----------------

-----------------

-----------------

-----------------

-----------------

Balance at 31 March 2016

95,750

737,440

19,570

(350,420)

502,340

 

========

========

========

========

========

 

 

 

 

 

 

The accompanying accounting policies and notes are an integral part of these financial statements.



 

LEVRETT PLC

 

STATEMENT OF FINANCIAL POSITION

 

AS AT 31 MARCH 2017

 

 

 

 

 

2017

2016

 

 

Note

£

£

 

 

 

 

 

CURRENT ASSETS

 

 

 

 

 

 

 

 

 

Trade and other receivables

 

8

13,727

42,578

Cash and cash equivalents

 

9

5,895

502,213

 

 

 

-------------------

-------------------

TOTAL ASSETS

 

 

19,622

544,791

 

 

 

=========

=========

 

 

 



CURRENT LIABILITIES

 

 

 

 

 

 

 

 

 

Trade and other payables

 

10

199,214

42,451

 

 

 

-------------------

-------------------

NET (LIABILITIES)/ASSETS

 

 

(179,592)

502,340

 

 

 

=========

=========

 

 

 

 

 

EQUITY

 

 

 

 

 

 

 

 

 

Share capital

 

11

95,750

95,750

Share premium account

 

11

737,440

737,440

Share option reserve

 

 

22,695

19,570

Retained losses

 

 

(1,035,477)

(350,420)

 

 


--------------------

--------------------

TOTAL EQUITY

 

 

(179,592)

502,340

 

 


==========

==========

 

 

 

 

 

 

 

 

 

 

 

These financial statements were approved by the Board of Directors on 21 September 2017 and were signed on its behalf by:

 

 

 

 

 

Pascal Hughes

Director

 

 

 

 

Company number: 09632100

 

 

 

 

The accompanying accounting policies and notes are an integral part of these financial statements.



 

LEVRETT PLC                                                                                                                   

 

STATEMENT OF CASH FLOWS

 

FOR THE YEAR ENDED 31 MARCH 2017

 

 

 

Note

2017

2016

CASH FLOWS FROM OPERATING ACTIVITIES

 

£

£

 

 

 

 

Loss after taxation

 

(685,057)   

          (350,420)

Adjustments for:

 

 

 

Issue of warrants

Decrease/(increase) in trade and other receivables

 

3,125 

28,851

-

(42,578)

Increase in trade and other payables

 

156,763

42,451

 

 

 

 

NET CASH OUTFLOW FROM OPERATING ACTIVITIES

 

------------------

------------------

 

 

(496,318)

(350,547)

 

 

------------------

------------------

CASH FLOWS FROM FINANCING ACTIVITIES

 

 


 

 

 

 

Issue of shares (net of costs)

 

-

852,760

 

 

 

 

 

 

------------------

------------------

NET CASH INFLOW FROM FINANCING ACTIVITIES

 

-

852,760

 

 

========

========

 

 

 


NET (DECREASE)/INCREASE IN CASH AND CASH

 

(496,318)

502,213

EQUIVALENTS

 

 

 

 

 

 

 

Cash and cash equivalents brought forward

 

502,213

-

 

 

------------------

------------------

CASH AND CASH EQUIVALENTS CARRIED FORWARD

9

    5,895

502,213

 

 

========

========

 

 

 


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The accompanying accounting policies and notes are an integral part of these financial statements.

 

 

 

 

 

 

 



LEVRETT PLC

 

NOTES TO THE FINANCIAL STATEMENTS

 

FOR THE YEAR ENDED 31 MARCH 2017

 

 

1.         GENERAL INFORMATION

 

             Levrett plc is a public limited company incorporated in the United Kingdom. The Company's principal activities are described in the Directors' Report.

 

2.         ACCOUNTING POLICIES

 

             The financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union.  The financial statements have been prepared using the measurement bases specified by IFRS for each type of asset, liability, income and expense.  The measurement bases are more fully described in the accounting policies below.

 

             The financial statements are presented in pounds sterling (£) which is the functional currency of the company.

 

             An overview of standards, amendments and interpretations to IFRSs issued but not yet effective, and which have not been adopted early by the Company are presented below under 'Statement of Compliance'.

 

Going Concern

 

The directors have prepared cash flow forecasts through to 31 May 2019 which assumes no significant investment activity is undertaken unless sufficient funding is in place.  The expenses of the Company's continuing operations are minimal and the cash flow forecasts demonstrate that the Company is able to meet these liabilities as they fall due.  On this basis, the Directors have a reasonable expectation that the Company has adequate resources to continue operating for the foreseeable future.  For this reason, they continue to adopt the going concern basis in preparing the Company's financial statements.

 

Critical Accounting Estimates and Judgements

 

The preparation of financial statement in conformity with IFRS requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting year.  These estimates and assumptions are based upon management's knowledge and experience of the amounts, events or actions.  Actual results may differ from such estimates.

 

The estimates and assumptions that may cause material adjustment to the carrying value of assets and liabilities relate to:

 

Share based payments

 

The calculation of the fair value of equity-settled share based awards and the resulting charge to the statement of comprehensive income requires assumptions to be made regarding future events and market conditions.  These assumptions include the future volatility of the Company's share price.  These assumptions are then applied to a recognised valuation model in order to calculate the fair value of the awards.



 

 

 

LEVRETT PLC

 

NOTES TO THE FINANCIAL STATEMENTS (continued)

 

FOR THE YEAR ENDED 31 MARCH 2017

 

 

2.         ACCOUNTING POLICIES (continued)

 

Statement of compliance

The financial statements comply with IFRS as adopted by the European Union.  At the date of authorisation of these financial statements the following Standards and Interpretations affecting the Company, which have not been applied in these financial statements, were in issue, but not yet effective.  The company does not plan to adopt these standards early.

 

·      Amendments to IFRS 2 Share Based Payment (effective for accounting periods beginning on or after 1 January 2018)

·      Amendments to IFRS 12 Disclosure of Interests in Other Entities (effective for accounting periods beginning on or after 1 January 2017)

·      IFRS 15 Clarification of Revenue from Contracts with Customers (effective for accounting periods beginning on or after 1 January 2018)

·      IFRS 16 Leases (effective for accounting periods beginning on or after 1 January 2019)

·      Amendments to IAS 7 Statement of Cash Flows (effective for accounting periods beginning on or after 1 January 2017)

·      Amendments to IAS 12 Income Taxes (effective for accounting periods beginning on or after 1 January 2017)

 

Share based payments

 

All share based payments are accounted for in accordance with IFRS 2 - "Share-based payments".  The Company issued equity-settled share based payments in the form of share options to certain directors and employees.  Equity settled share based payments are measured at fair value at the date of grant.  The fair value determined at the grant date of equity-settled share based payments is expensed on a straight line basis over the vesting period, based on the Company's estimate of shares that will eventually vest.

 

Fair value is estimated using the Black-Scholes valuation model.  The expected life used in the model has been adjusted, on the basis of management's best estimate for the effects of non-transferability, exercise restrictions and behavioural considerations.  At each balance sheet date, the Company revises its estimate of the number of equity instruments expected to vest as a result of the effect of non-market based vesting conditions.  The impact of the revision of the original estimates, if any, is recognised in profit or loss such that the cumulative expense reflects the revised estimate, with a corresponding adjustment to retained earnings.

 

Taxation

 

Current taxation is the taxation currently payable on taxable profit for the year.

 

Deferred income taxes are calculated using the liability method on temporary differences.  Deferred tax is generally provided on the difference between the carrying amounts of assets and liabilities and their tax bases.  However, deferred tax is not provided on the initial recognition of an asset or liability unless the related transaction is a business combination or affects tax or accounting profit.  Temporary differences include those associated with shares in subsidiaries and joint ventures and are only not recognised if the Company controls the reversal of the difference and it is not expected for the foreseeable future.  In addition, tax losses available to be carried forward as well as other income tax credits to the Company are assessed for recognition as deferred tax assets.

 

Deferred tax liabilities are provided in full, with no discounting.  Deferred tax assets are recognised to the extent that it is probable that the underlying deductible temporary differences will be able to be offset against future taxable income.  Current and deferred tax assets and liabilities are calculated at tax rates that are expected to apply to their respective period of realisation, provided they are enacted or substantively enacted at the statement of financial position date.  Changes in deferred tax assets or liabilities are recognised as a component of tax expense in the income statements, except where they relate to items that are charged or credited to equity in which case the related deferred tax is also charged or credited directly to equity.

LEVRETT PLC

 

NOTES TO THE FINANCIAL STATEMENTS (continued)

 

FOR THE YEAR ENDED 31 MARCH 2017

 

 

2.         ACCOUNTING POLICIES (continued)

 

Financial assets

 

The Company's financial assets comprise cash and cash equivalents and trade and other receivables.

 

Trade and other receivables

 

Trade and other receivables are recognised and carried at original invoice value less an allowance for any uncollectible amounts. An estimate for doubtful debts is made when collection of the full amount is no longer probable. Bad debts are written off when identified.

 

Cash and Cash equivalents

 

Cash and cash equivalents comprise cash on hand and demand deposits, together with other short-term, highly liquid investments that are readily convertible into known amounts of cash and which are subject to an insignificant risk of changes in value.

 

             Financial liabilities

 

             The Company's financial liabilities comprise trade payables.  Financial liabilities are obligations to pay cash or other financial assets and are recognised when the Company becomes a party to the contractual provisions of the instruments.

 

             Trade payables

 

             Trade payables are initially measured at fair value and are subsequently measured at amortised cost, using the effective interest rate method.

 

             Equity

 

             Equity comprises the following:

 

·      "Share capital" represents the nominal value of equity shares.

·      "Share premium" represents the excess over nominal value of the fair value of consideration received for equity shares, net of expenses of the share issue.

·      "Share option reserve" represents the fair value of options issued

·      "Retained losses" represents retained losses.

 

 

3.         SEGMENTAL INFORMATION

 

The Company is organised around business class and the results are reported to the Chief Operating Decision Maker according to this class.  There is one continuing class of business, being the investment in the pharmaceutical sector.

 

             Given that there is only one continuing class of business, operating within the UK no further segmental information has been provided.

 

 

4.

EXPENSES BY NATURE

2017

2016

 

 

£

£

 

 

 

 

 

Operating rentals

48,000

34,000

 

Wages and salaries

24,000

36,000

 

Social security costs

  2,566

  3,673

 

 

 

 

 

The average number of persons employed by the Company during the period was l. (2016: 1)

LEVRETT PLC

 

NOTES TO THE FINANCIAL STATEMENTS (continued)

 

FOR THE YEAR ENDED 31 MARCH 2017

 

 

 

5.

AUDITOR'S REMUNERATION

2017

 

2016

 

 

 

£

 

£

 

 

During the year the Company obtained the following services

from the Company's auditor:

 

 

 


 

 

 

 

 

Fees payable to the Company's auditors for the audit of the Company's

10,300


10,000

 

 

annual accounts




 

 

Fees payable to the Company's auditors for other services:




 

 

  Other services pursuant to legislation

1,000


1,000

 

 

  Tax services

2,000


2,000

 

 


-----------------


-----------------

 

 


13,300


13,000

 

 


========


========

 

 

 




6.

DIRECTORS' REMUNERATION

 

 

 


 

 

 

The company has one employee and the key management of the Company are the Directors.  The amounts paid to the Directors, is as follows:

 




 





 



2017

2016

 

Director


£

£

 





 

Pascal Hughes


24,000

18,000

 

John Lidgey


24,000

8,000

 

Anthony Reeves


24,000

8,000

 



------------------

------------------

 



72,000

34,000

 



=========

=========

 





 

 

 



 

LEVRETT PLC

 

NOTES TO THE FINANCIAL STATEMENTS (continued)

 

FOR THE YEAR ENDED 31 MARCH 2017

 

 

 

7.

TAXATION


2017

2016

 



 £

          £

 





 

Current tax on income for the period


-

-

 



------------------

------------------

 





The tax on the Company's loss before tax differs from the theoretical amount that would arise using the weighted average rate applicable to profits of the consolidated entities as follows:

 


2017

2016

 


£

£

 

Factors affecting the tax charge

 

 

 

Loss before tax

(685,057)

(350,420)

 


------------------

------------------

 

Profit/(loss) before tax multiplied by rate of corporation tax in the UK



 

of 20%

(137,011)

(70,084)

 

Deferred tax not recognised

 137,011

70,084

 


------------------

------------------

 

Total tax

-

-

 


=========

=========

 

No deferred tax asset has been recognised as Directors cannot be certain that future profits will be sufficient for this asset to be realised.  As at 31 March 2017 the Company has tax losses carried forward of approximately £1,006,053      

 

Factors affecting future tax charges  

 

UK corporation tax rates are falling from the current rate of 20% to 19% for the financial year beginning 1 April 2017 and to 17% for the financial year beginning 1 April 2020.          

 

 

8.

TRADE AND OTHER RECEIVABLES

2017

2016

 


£

£

 


 

 

 

VAT Debtor

13,727

42,578

 


=========

=========

 




The fair value of trade and other receivables is considered by the Directors not to be materially different to carrying amounts.

 

9.

CASH AND CASH EQUIVALENTS

 2017

 

2016

 


  £

 

£

 


 

 

 

 

Cash at bank

5,895


502,213

 


=========


=========

 

The Directors consider that the carrying amount of cash and cash equivalent represents their fair value.

 

 

 

 

 

 

 

LEVRETT PLC

 

NOTES TO THE FINANCIAL STATEMENTS (continued)

 

FOR THE YEAR ENDED 31 MARCH 2017

 

 

 

10.

TRADE AND OTHER PAYABLES

2017

2016

 


£

£

 


 

 

 

Trade payables

163,414

36,342

 

Accrued charges

35,800

6,109

 


------------------

------------------

 


199,914

42,451

 


=========

=========

The fair value of trade and other payables is considered by the Directors not to be materially different to carrying amounts.

 

11.

ISSUED SHARE CAPITAL

Number of

Nominal

Share

 


Shares

Value

premium

 

Issued and fully paid

No.

£

£

 

 

At 31 March 2016 and 31 March 2017:




 

Ordinary shares of 0.001p each




 

Issued on incorporation

50,000,000

50,000

-

 

Issued on 17 December 2015

45,750,000

45,750

757,010

 


------------------

-------------------

------------------

 


95,750,000

95,750

757,010

 


=========

=========

========

Fully paid ordinary shares, which have a par value of 0.001p, carry one vote per share and rank equally in respect of dividends.

 

Reserve

Description and Purpose

 

 

Share premium

Amount subscribed for share capital in excess of nominal value.

Retained Losses

Cumulative net gains and losses recognised in the consolidated income statement.

Share option reserve

Value of warrants and options issued

 

 

12.       SHARE OPTIONS AND WARRANTS         

 

             EQUITY-SETTLED SHARE OPTION SCHEME

 

             The company operates share-based payment arrangements to remunerate directors and key employees in the form of a share option scheme.  Equity-settled share-based payments are measured at fair value (excluding the effect of non-market based vesting conditions) at the date of grant.  The fair value determined at the grant date of the equity-settled share-based payments is expensed on a straight-line basis over the vesting period, based on the Company's estimate of shares that will eventually vest and adjusted for the effect of non-market based vesting conditions.

 

             The fair value of warrants was determined using the Black-Scholes option pricing model and was 0.0125p (2016: 0.020438p) per option.

 

             The significant inputs to the model in respect of the warrants granted in the period ending 31 March 2016 and year ended 31 March 2017 were as follows:

 

 


                2017

2016

 

Grant date share price

4p

4p

 

Exercise share price

4p

2p

LEVRETT PLC

 

NOTES TO THE FINANCIAL STATEMENTS (continued)

 

FOR THE YEAR ENDED 31 MARCH 2017

 

 

12.          SHARE OPTIONS AND WARRANTS (continued)

 

 

No. of share options

  250,000

957,500

 

Risk free rate

0.5%

0.5%

 

Expected volatility

50%

30%

 

Expected option life

2 years

2 years

 




The total share-based payment expense recognised against share premium for the year ended 31 March 2017 in respect of warrants granted was £3,125.

 

The following table sets out the details of the warrants granted:

 

 

 

 

Number of

 

Number of

 

 

 

 

 

options at

 

options at

 

 

 

 

 

1 April

Issued

31 March

Exercise

Expiry

 

Warrant holder

 

2016

in the year

2017

price

date

 

 

 

 

 

 

 

 

 

EGR Broking Limited

 

957,500

-

957,500

2p

07/12/17

 

Rampart Management Limited

 

12,000,000

-

12,000,000

4p

07/12/18

 

Ambeson Limited

 

11,000,000

-

11,000,000

4p

07/12/18

 

James Bligh

 

10,000,000

-

10,000,000

4p

07/12/18

 

Pascal Hughes

 

5,000,000

-

5,000,000

4p

07/12/18

 

OBB Trading Limited

 

3,000,000

-

3,000,000

4p

07/12/18

 

Dielle Regan

 

2,500,000

-

2,500,000

4p

07/12/18

 

Robert Regan

 

2,500,000

-

2,500,000

4p

07/12/18

 

Jack Dibble

 

1,400,000

-

1,400,000

4p

07/12/18

 

Fulcrum Management Services

 

1,000,000

-

1,000,000

4p

07/12/18

 

Anthony Reeves

 

1,000,000

-

1,000,000

4p

07/12/18

 

GB Trust Co Limited

 

600,000

-

600,000

4p

07/12/18

 

Whitman Howard

 

-

250,000

250,000

4p

31/08/19




--------------------

--------------------

--------------------



 

 

 

50,957,500

    250,000

51,207,500

 

 




==========

==========

==========



 

As a result of the placing on the 7 December 2015, the company has created and issued a total of 50,000,000 warrants to the original founder shareholders. These warrants may be exercised at any time on or before 7 December 2018 and shall entitle the warrant holder to subscribe for one Ordinary share for each warrant at 4p.

 

The share options outstanding at the year end has a weighted average exercise price of £0.04 (2016: £0.04), and a weighted average remaining contractual life of 479 days (2016: 844 days) The weighted average exercise price of share options issue in the year was £0.04 (2016: £0.04)

 

13.       LOSS PER SHARE

 

The calculation of loss per ordinary share is based on the loss attributable to ordinary shareholders divided by the weighted average number of shares in issue during the year. 

 

 

 

 

 

Loss

 

Weighted Average number of shares

 

Per shares amount pence

 

 

£

 

 

 

Basic and diluted earnings per share 2016

(350,420)

60,090,214

(0.58) p

 

Basic and diluted earnings per share 2017

  (685,057)

95,750,000

(0.72) p

 

 

 

LEVRETT PLC

 

NOTES TO THE FINANCIAL STATEMENTS (continued)

 

FOR THE YEAR ENDED 31 MARCH 2017

 

 

 

13.       LOSS PER SHARE (continued)

 

Post year end on 18 April 2017, the company announced that it had entered into a convertible loan note agreement for £200,000 with a private investor. The loan can be converted into new ordinary shares at 4p per share. If conversion into ordinary shares of the company occurs, the lender will be granted a one for one warrant to subscribe for new ordinary shares at 4p per share, exercisable for a three-year period from conversion and therefore is possibly dilutive on earnings per share in future.

 

 




14.       FINANCIAL INSTRUMENTS

 

             CAPITAL MANAGEMENT

 

                The Company's objectives when managing capital are:

 

·       to safeguard the Company's ability to continue as a going concern, so that it continues to provide returns and benefits for shareholders;

·       to support the Company's growth; and

·       to provide capital for the purpose of strengthening the Company's risk management capability.

 

The Company actively and regularly reviews and manages its capital structure to ensure an optimal capital structure and equity holder returns, taking into consideration the future capital requirements of the Company and capital efficiency, prevailing and projected profitability, projected operating cash flows, projected capital expenditures and projected strategic investment opportunities.  Management regards total equity as capital and reserves, for capital management purposes.

 

                CREDIT RISK

 

The main credit risk relates to liquid funds held at banks.  The credit risk in respect of these bank balances is limited because the counterparties are banks with high credit ratings assigned by international credit rating agencies.

 

                LIQUIDITY RISK

 

                The Company seeks to manage financial risk, to ensure sufficient liquidity is available to meet foreseeable needs.

 

                An analysis of trade and other payables is given in note 10.  These payables are payable within a year.

 

                CATEGORIES OF FINANCIAL INSTRUMENTS

 

The IAS 39 categories of financial asset included in the statement of financial position and the headings in which they are included are as follows:

 


2017

2016

 


£

£

 

Financial assets:

 

 

 

Cash and bank balances

5,895

502,213

 

Loans and receivables

13,727

42,578

 




 

Financial liabilities at amortised cost:



 

Trade and other payables

(199,214)

(42,451)

 


=========

=========

 



 

LEVRETT PLC

 

NOTES TO THE FINANCIAL STATEMENTS (continued)

 

FOR THE YEAR ENDED 31 MARCH 2017

 

 

 

15.       RELATED PARTY TRANSACTIONS

 

During the year the Company was invoiced £24,000 for management services by Pascal Hughes, a director, £24,000 for management services by John Lidgey, a director, and £24,000 for management services by Anthony Reeves, a director.

 

 

16.       ULTIMATE CONTROLLING PARTY

 

             The Directors do not consider there to be a single ultimate controlling party.

  

17.      POST BALANCE SHEET EVENT

            

             The Company announced on 16 September 2016 that it was in advanced discussions relating to the possible acquisition of Nuformix Limited.

 

             Levrett announced on 15 September 2017 the conclusion of this process and that it has entered into a conditional agreement to acquire the entire issued share capital of Nuformix Limited ("Nuformix") for a total consideration of £12,000,000, to be settled through the issuance of new ordinary shares in the Company at a price of 4 pence per share (the "Acquisition"), subject to Shareholder approval and Re-admission.

 

             In addition, the company announced a Placing, under which it has issued 57,500,000 Placing Shares at 4p per share, raising £2.3 million, conditional, inter alia, upon Re-Admission.


This information is provided by RNS
The company news service from the London Stock Exchange
 
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