RNS Number : 5872E
Evergreen Securities PLC
29 September 2008
Evergreen Securities plc
Unaudited Interim Report
for the six months to 30 June 2008
Chairman's Statement
I am pleased to present the interim results of the Company for the six months ended 30 June 2008, which covers the period of Evergreen's
successful re-listing on the Alternative Investment Market.
During the period, the Company made an operating loss of �77,000. This loss encompasses a profit on the sale of investments of �343,000,
ongoing administration costs of �127,000 and costs associated with investment acquisitions and disposals and the company's readmission to
AIM which amounted to �296,000. In addition, given the prevailing market conditions and individual asset performance, the directors have
substantially revised the value of its holdings in certain investments. These include substantial write downs in the value of the Company's
holdings in Prometheus Energy, HIPS and FibreGen plc and increases in the value of other portfolio holdings such as G Broadband and CNC.
Overall the value of investments have been written down by �3,028,000, which has been shown as a reduction in reserves.
As at the period end, the Company's portfolio comprised investments in eight unlisted companies and two listed companies.
In line with Evergreen's evolving strategy, it is the intention of the Directors to realise the majority of these investments in the
short-to-medium term, depending on liquidity in the market.
At 30 June 2008, the Company had cash at bank of �526,000, unquoted investments of estimated value of �6,400,000 and quoted investments
valued at �139,000. The Company's net asset value was estimated to be 56.4p per share.
Looking Forward
As is common knowledge, the financial markets have been in turmoil over recent months and consequently the number of IPOs and pre-IPO
financings have reduced markedly, as evidenced by the lowest number of new companies being admitted to AIM in the first half on 2008 for
almost 10 years
Such market conditions, unprecedented in their suddenness and severity, have understandably impacted on the Company's ability to advance
its business model of making pre-IPO investments in the cleantech marketplace, through equity-for-equity swaps.
As a result of such ongoing market conditions, your Board has decided that the emphasis of the Company's investment strategy should move
from the pre-IPO to 'special situations' arena. In particular, the Company will aim to gain meaningful positions in a select number of
projects and/or assets and use the Board's connectivity and market knowledge to act, where a principal position is unavailable or
impractical, as broker or introducer.
Investments made will increasingly be into short-term, cash-generative opportunities and projects, which will hopefully demonstrate the
Company's ability to produce returns even in such difficult overall market conditions.
Coupled with an increased emphasis on broking, introductory and consultant (one-off) fees, the Company will aim to continue to minimise
its cost base, demonstrate its ability to source and execute 'opportunistic' openings, and maintain forward momentum.
In addition, Evergreen will attempt to use its existing pre-IPO and other investments, to gain exposure (a 'foothold') to such
opportunities, and will, where applicable, attempt to use such investments, where realizations are not seen as being possible in the
short-term, as acquisition 'currency'.
Looking forward, whilst your Board will continue to seek to identify suitable investment opportunities in line with this strategy, the
Board is very aware that the next year to 18 months could prove a relatively quiet period and therefore will continue to keep an open mind
as to the most appropriate investment strategy to take, so as to return maximum value to shareholders
Peter Greensmith
Chairman
30 September 2008
Unaudited Income Statement
for the six months to 30 June 2008
6 months to 6 months to 12 months to
30 June 30 June 31 December
2008 2007 2007
(Unaudited) (Unaudited) (Audited)
Notes �'000 �'000 �'000
Investment income
Interest received 3 3 5
Gross Profit - - -
Administrative expenses (423) (115) (227)
Loss from operations (420) (112) (222)
Realised gain on disposal of 343 - -
investments
Loss before taxation (77) (112) (222)
Taxation - - -
Loss for the period
(77) (112) (222)
Earnings per share
Basic and fully diluted loss 2 (1.8p) (4.0p) (7.9p)
per share
Unaudited Balance Sheet
At 30 June 2008
As at As at As at
30 June 30 June 31 December
2008 2007 2007
Notes �'000 �'000 �'000
(Unaudited) (Unaudited) Audited
Fixed Assets
Investments 3 7,780 500 542
7,780 500 542
Current Assets
Trade and other receivables 95 20 16
Cash and cash equivalents 526 90 5
621 110 21
Total assets 8,401 610 563
Equity and liabilities
Equity attributable to equity
holders of the company
Called up Share capital 648 538 538
Share premium account 11,102 1,952 1,952
Investment reserve (3,028) - -
Share-based payment reserve 106 106 106
Retained Earnings 4 (2,261) (2,074) (2,184)
Total equity 6,567 522 412
Current liabilities
Trade and other payables 612 88 151
612 88 151
Non current liabilities
Convertible loan notes 1,222 - -
1,222 - -
Total equity and liabilities 8,401 610 563
Net assets per share 56.4p 18.6p 14.7p
STATEMENT OF CHANGES IN EQUITY
for the six months to 30 June 2008
Share Share Investment Share Accumulated Total
capital premium reserve option losses
account reserve
�'000 �'000 �'000 �'000 �'000 �'000
Balance at 31 December 2006 538 1,952 - 106 (1,962) 634
Changes in equity for the six
months to 30 June 2007
Loss for the period and total - - - - (112) (112)
recognised income and expense
for the period
Balance at 30 June 2007 538 1,952 - 106 (2,074) 522
Balance at 31 December 2007 538 1,952 - 106 (2,184) 412
Changes in equity for the six
months to 30 June 2008
Loss for the period - - - - (77) (77)
Unrealised loss on investments - - (3,028) (3,028)
Total recognised income and - - (3,028) - (77) (3,105)
expense for the period
Shares issued in period 110 9,150 - - - 9,260
Balance at 30 June 2008 648 11,102 (3,028) 106 (2,261) 6,567
Unaudited Cash Flow Statement
For the six months to 30 June 2008
6 months to 30 June 6 months to 30 June 12 months to
2008 2007 31 December
2007
�'000 �'000 �'000
(Unaudited) (Unaudited) (Audited)
Operating activities
Operating loss (420) (112) (222)
Increase in receivables ( 79) ( 5) (1)
Increase/(decrease) in 161 12 75
payables
Cash outflow from operating (338) (105) (148)
activities
Investing activities
Purchase of investments (753) (500) (542)
Disposals of investments 1,217 - -
Net cash (outflow)/inflow from 464 (500) (542)
investing activities
Financing activities
Issue of shares 395 - -
Net cash (outflow)/inflow from 395 - -
investing activities
Net decrease in cash and cash 521 (605) (690)
equivalents
Cash and cash equivalents at 5 695 695
beginning of period
Cash and cash equivalents at 526 90 5
end of period
Notes to the Unaudited Financial Statements for the six months to 30 June 2008
1. Accounting policies
The financial statements have been prepared under the historical cost convention, in accordance with International Financial Reporting
Standards (IFRS) and the accounting policies applied by the Company in the 2007 annual report.
The financial statements for the six months to 30 June 2008 are unaudited and do not constitute statutory accounts as defined in section
240 of the Companies Act 1985. The financial information for the year ended 31 December 2007 is extracted from the audited statutory
accounts for the year then ended which have been delivered to the Registrar of companies. The audit report on these accounts was unqualified
and did not contain a statement under Section 237(2) or (3) of the Companies Act 1995.
In the opinion of the directors the financial information for the six months to 30 June 2008 presents fairly the financial position,
results of operations and cash flows for the period in conformity with International Financial Reporting Standards which have been
consistently applied. The interim statement for the six months ended 30 June 2008 was approved by the directors on 30 September 2008.
2. Earnings per share
6 months ended 6 months ended 12 months ended 31
30 June 30 June December 2007
2008 2007
�'000 �'000 �'000
Loss for the purpose of (77) ( 112) ( 222)
earnings per share
Number of shares '000 '000 '000
Weighted average number of
ordinary shares in issue 4,278 2,805 2,805
during the period
Basic and fully diluted loss ( 1.8p) (4.0p) (7.9p)
per share:
The weighted average number of ordinary shares for comparative periods have been restated to reflect the 1 for 500 share consolidation
in May 2008.
3. Issued share capital
Number of shares �'000
'000
At 31 December 2007: Ordinary Shares of 0.0025p each 1,402,491 35
(1) 500 for 1 share consolidation (1,399,686) -
Ordinary shares of 1.25p each 2,805 35
(2) Shares issued in respect of acquisitions 8,444 106
(3) Shares issued for cash 396 5
At 30 June 2008: Ordinary Shares of 1.25p each 11,645 146
Deferred ordinary shares of 0.0025p 20,127,272 503
649
(1)At a General Meeting held on 19 May 2008 a resolution was passed to the effect that every 500 ordinary shares of 0.0025p each be
consolidated into one ordinary share of 1.25p each.
(2) Also at the General Meeting held on 19 May 2008 the shareholders approved the acquisition of three portfolios of investments for a
total consideration of �10,138,000, partly satisfied by the issue of 8,443,407 shares.
(3) On 19 May 2008, 396,190 shares were issued for cash at �1.05 per share.
Deferred shares carry no rights to dividends, carry no right to attend or vote at general meetings and are only entitled to receive
capital on the winding up or other return of capital after payment to ordinary shareholders of paid up capital, dividends and �10,000,000 in
respect of each ordinary share.
4. Retained Earnings
6 months ended 6 months ended 12 months ended 31 December 2007
30 June 30 June
2008 2007
�'000 �'000 �'000
Balance brought forward (2,184) (1,962) (1,962)
Loss for the period ( 77) ( 112) ( 222)
Closing balance carried (2,261) (2,074) (2,184)
forward
5. Dividend
No dividend is proposed and paid for the six months ended 30 June 2008 (30 June 2007 - nil, 31 December 2007 - nil).
6. Acquisition of investment portfolios
On 19 May 2008 the shareholders approved the acquisition of three
investment portfolios, the Goldsmith Acquisition, the Libra Acquisition
and the Maitland Acquisition.
Book value and fair value
Net assets acquired:
�'000
Goldsmith acquisition - investments 4,936
Libra acquisition - investments 2,684
Maitland acquisition - investments 2,518
Total consideration 10,138
Satisfied by:
Cash 50
Convertible loan notes 1,222
Issue of 8,443,407 shares at �1.05p each 8,866
10,138
7. Post balance sheet event
On 26 September 2008 Evergreen issued 468,966 new ordinary shares of 1.25p each in lieu of professional fees at a price of 14.5p per
share.
Application has been made for the new ordinary shares to be admitted to trading on AIM and admission is expected to occur on 30
September 2008.
Following the completion of the share issue there will be a total of 12,113,545 ordinary shares in issue. Shareholders should use this
figure as the denominator by which to determine if they are required to notify their interest in, or a change to their interest in,
Evergreen under the Disclosure and Transparency Rules.
8. Copies of Interim Report
Copies of the interim report can be obtained by writing to The Company Secretary, Evergreen Securities plc, 31 Harley Street, London W1G
9QS or on the Company's website www.eiplc.co.uk.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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