TIDMLONG
RNS Number : 3331B
Longships PLC
13 April 2012
Longships plc
("Longships" or the "Company")
ANNUAL AUDITED ACCOUNTS FOR THE YEAR ENDED 31 DECEMBER 2011
Longships is pleased to announce its annual results for the year
ending 31st December 2011.
The accounts are today being posted to the shareholders and are
available on the Company's website, www.longshipsplc.com.
Enquiries:
Longships plc
Nathan Steinberg - Director Tel: 020 7845 7500
Westhouse Securities Limited
Richard Baty / Petre Norton Tel: 020 601 6100
CHAIRMAN'S STATEMENT
FOR THE YEAR ENDED 31(ST) DECEMBER 2011
Dear Shareholder,
I am pleased to present my Chairman's report covering the year
ended 31(st) December 2011. During the year under review, the
Company reported a loss of GBP175,250 (2010: GBP82,439) and as at
31(st) December 2011 had liquid cash balances of GBP3,018,225(2010:
GBP3,188,206). Various investment propositions were reviewed during
the year and the overheads reflect the abortive costs of proposed
transactions. Although none as yet have met the Board's investment
criteria, the search continues for a suitable opportunity. I look
forward to updating shareholders on progress in due course.
During the year under review, the Company focused its attentions
on one specific transaction and for much of the year was carrying
out legal and commercial due diligence on this target company. The
target company's principal asset was a near term revenue generating
bulk commodity project in West Africa which your Board believe may
have generated significant market interest and shareholder value.
However, as a result of the due diligence exercise carried out by
your Company, certain issues have arisen that have led your Board
to conclude that this transaction should not be consummated. As a
result of this, the fees incurred on this transaction totaling
GBP101,325 have been expensed. We are disappointed that this
transaction has not been able to be satisfactorily concluded but we
continue to investigate other suitable opportunities. I look
forward to updating you with our progress in due course.
Malcolm Burne
Chairman
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31(st) DECEMBER 2011
2011 2010
GBP GBP
NET TRADING INCOME - -
--------------- ---------------
Share based payment charge - -
Other operating expenses (186,800) (92,843)
------------------ ------------------
Total operating expenses (186,800) (92,843)
------------------- -------------------
OPERATING LOSS (186,800) (92,843)
Finance income 11,550 10,404
------------------ ------------------
LOSS BEFORE TAXATION (175,250) (82,439)
Taxation - -
------------------ ------------------
LOSS FOR THE YEAR ATTRIBUTABLE TO
EQUITY HOLDERS OF THE COMPANY (175,250) (82,439)
============ ============
Earnings per share (pence) - basic
and fully diluted (0.76p) (0.36p)
======= =======
STATEMENT OF FINANCIAL POSITION AS AT 31(st) DECEMBER 2011
2011 2010
GBP GBP
CURRENT ASSETS
Trade and other receivables 7,055 8,795
Cash and cash equivalents 3,018,225 3,188,206
------------------ ------------------
3,025,280 3,197,001
CURRENT LIABILITIES
Trade and other payables (24,816) (21,287)
----------------- -----------------
NET CURRENT ASSETS 3,000,464 3,175,714
---------------- ----------------
NET ASSETS 3,000,464 3,175,714
=========== ===========
EQUITY ATTRIBUTABLE TO EQUITY HOLDERS
OF THE COMPANY
Share capital 230,800 230,800
Share premium account 3,086,962 3,086,962
Share based payment reserve 21,588 21,588
Retained earnings (338,886) (163,636)
------------------- -------------------
TOTAL EQUITY 3,000,464 3,175,714
============= =============
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31(st) DECEMBER 2011
2011 2010
GBP GBP
Net cash outflow from operating activities (181,531) (91,712)
---------------- ----------------
Cash flows from investing activities
Interest received 11,550 10,404
---------------- ----------------
Net decrease in cash and cash equivalents (169,981) (81,308)
Cash and cash equivalents at beginning of year 3,188,206 3,269,514
------------------ -----------------
Cash and cash equivalents at end of year 3,018,225 3,188,206
============= =============
1. ACCOUNTING POLICIES
Basis of preparation
The financial statements have been prepared in accordance with
International Financial Reporting Standards ("IFRS") as adopted by
the European Union.
Trading income
Trading income is recognised to the extent that it is probable
that economic benefit will flow to the Company and the trading
income can be reliably measured.
Cash and cash equivalents
Cash and cash equivalents are defined as cash in hand, demand
deposits and short-term, highly liquid investments which are
readily convertible to known amounts of cash, subject to
insignificant risk of changes in value, and have a maturity of less
than 3 months from the date of acquisition.
For the purposes of the cash flow statement, cash and cash
equivalents consist of cash in hand and bank deposits.
Taxation
The tax currently payable is based on the taxable profit for the
period. Taxable profit differs from net profit as reported in the
income statement because it excludes items of income or expense
that are taxable or deductible in other periods and it further
excludes items that are never taxable or deductible. The Company's
liability for current tax is calculated using tax rates that have
been enacted or substantively enacted by the balance sheet
date.
Deferred taxation
Deferred income tax is provided for using the liability method
on temporary timing differ-ences at the balance sheet date between
tax basis of assets and liabilities and their carrying amounts for
financial reporting purposes. Deferred tax liabilities are
recognised in full for all temporary differences. Deferred tax
assets are recognised for all deductible temporary differ-ences
carried forward of unused tax credits and unused tax losses to the
extent that it is prob-able that taxable profit will be available
against which the deductible temporary differences, and
carry-forward of unused tax credits and unused losses can be
utilised.
The carrying amount of deferred income tax assets is assessed at
each balance sheet date and reduced to the extent that it is no
longer probable that sufficient taxable profit will be available to
allow all or part of the deferred income tax asset to be utilised.
Unrecognised deferred income tax assets are reassessed at each
balance sheet date and are recognised to the extent that is
probable that future taxable profits will allow the deferred tax
asset to be recovered.
Deferred income tax assets and liabilities are measured at the
tax rates that are expected to apply to the period when the asset
is realised or the liability settled, based on tax rates that have
been enacted or substantively enacted at the balance sheet
date.
Share-based payments
Certain Directors of the Company receive remuneration in the
form of share-based payment transactions (equity-settled
transactions).
The cost of equity-settled transactions is determined with
reference to the fair value at the date on which they were granted.
The fair value is determined by using the Black-Scholes option
pricing model.
The cost of equity-settled transactions is recognised, together
with a corresponding increase in equity, over the period in which
the service conditions are fulfilled, ending on the date on which
the relevant employees become fully entitled to the award ("the
vesting date"). The cumulative expense recognised for
equity-settled transactions at each re-porting date until the
vesting date reflects the extent to which the vesting period has
expired and the Company's best estimate of the number of equity
instruments that will ultimately vest. The income statement charge
or credit for a period represents the movement in cumulative
expense recognised as at the beginning and end of that period.
The dilutive effect of the outstanding options is reflected as
additional dilution in the compu-tation of earnings per share.
Financial instruments
Financial assets and financial liabilities are recognised on the
Company's balance sheet when the Company becomes a contractual
party to the instrument.
Trade receivables
Trade receivables are recognised initially at their fair value
which equates to their nominal value as reduced by appropriate
provision for irrecoverable amounts and subsequently at amortised
cost.
Trade payables
Trade payables are recognised initially at their fair value and
subsequently at amortised cost.
Accounting judgements and key sources of estimation
uncertainty
The preparation of financial statements in accordance with IFRS
requires management to make estimates and assumptions in certain
circumstances that affect reported amounts. The most sensitive
estimate affecting the financial statements is the area of share
based payments. Actual outcomes may therefore differ from these
estimates and assumptions.
In determining the fair value of equity settled share based
payments and the related charge to the income statement, the
Company makes assumptions about future events and market
conditions. In particular, judgment must be made as to the likely
number of shares that will vest and the fair value of each award
granted. The fair value is determined using a valuation model which
is dependent on further estimates including the Company's future
dividend policy, employee turnover, the timing of the exercise of
options and the future volatility in the price of the Company's
shares. Such assumptions are based on publicly available
information and reflect market expectations. Different assumptions
from those used (which are disclosed in note 8) could materially
affect the reported value of share based payments. The Company has
recognised a corresponding increase in equity in accordance with
IFRS 2: Share based payments by crediting "Share based payment
reserve" (a component of equity) for the issue of shares in
connection with the share options.
New and amended standards
Standards and interpretations that became effective for the
first time during the year have not had a material impact on the
financial statements. No impact is expected from any other
standards or interpretations which have been endorsed by the
European Union and are available for early adoption, but which have
not been adopted.
2. AUDITORS' REMUNERATION
2011 2010
GBP GBP
Services provided by the Company's auditors:
Fees payable to the company's auditors for
the audit of the company's financial statements 12,200 19,100
Fees payable to the company's auditors for
other services:
- Other services pursuant to legislation - -
- Taxation - -
====== ======
3. PARTICULARS OF EMPLOYEES
The average number of employees of the company in the period
was:
2011 2010
Number Number
Directors 3 3
====== ======
GBP GBP
The directors' aggregate emoluments in respect
of qualifying services were:
Salary and short-term employment benefits 7,500 10,000
Other fees paid 4,500 5,875
---------------- ----------------
12,000 15,875
========== ==========
Other fees paid comprise GBP4,500 (2010: GBP5,875) paid to
Munslows LLP, a firm in which Nathan Steinberg is a partner.
4. INCOME TAX EXPENSE
(a) Analysis of charge in the period
2011 2010
GBP GBP
Current tax:
UK corporation tax based on the results
for the year at 20% (2010: 21%) - -
Adjustment to prior year - -
---------------- ----------------
Total current tax - -
========== ==========
(b) Factors affecting the tax charge for the period
The tax assessed for the period does not reflect an expense
equivalent to the profit before tax multiplied by the standard rate
of corporation tax of 20% (2010: 21%).
2011 2010
GBP GBP
Loss before tax (175,250) (83,969)
========= =========
Loss before tax multiplied by the
standard rate of corporation tax 35,050 17,633
Losses carried forward (35,050) (17,633)
------------ ------------
Current tax for the period - -
========= =========
5. EARNINGS PER SHARE
The calculation of earnings per share is based on the loss of
GBP175,250 (2010: GBP82,439) and on the number of shares in issue,
being the weighted average number of shares in issue during the
period of 23,080,002 (2010: 23,080,002) ordinary GBP0.01 shares.
There is no dilutive effect of share options on the basic earnings
per share, as the option exercise prices are higher than the
average market price in the period.
6. TRADE AND OTHER RECEIVABLES
2010 2010
GBP GBP
Prepayments 7,055 8,795
=============== ===============
The Directors consider that the carrying value of each class of
receivable approximates its fair value.
7. TRADE AND OTHER PAYABLES
2010 2010
GBP GBP
Trade payables 3,216 7,287
Accrued expenses 21,600 14,000
-------------------- --------------------
24,816 21,287
============= =============
8. SHARE CAPITAL
Share options
The Company granted and issued share options over ordinary
shares in the Company as follows:
Final exercisable date
Date granted Parties Exercise price Number of shares
21/04/08 C Cannon Brookes 20p 500,000 21/04/15
21/04/08 C Niven 20p 500,000 21/04/15
-------------------
Options outstanding at 31/12/11 and 31/12/10 1,000,000
=============
The fair value of equity settle share options granted is
estimated as at the date of grant using a Black-Scholes option
pricing model, taking into account the terms and conditions upon
which the options were granted. The following table lists the
inputs into the model used for the period ended 31(st) December
2008:
Dividend yield on underlying shares 0%
Risk free rate 4%
Expected volatility 22.36%
Average time to expiry 1 year
Weighted average share price of options 20p
==========
The expected life of the options is based on an estimate and is
not necessarily indicative of exercise patterns that may occur. The
expected volatility reflects the assumption that the historical
volatility is indicative of future trends, which may also not be
the actual outcome.
Allotted, called up and fully paid:
2011 2010
GBP GBP
23,080,002 Ordinary shares of GBP0.01 each 230,800 230,800
=================================== ===================================
9. CASH FLOWS FROM OPERATING ACTIVITIES
2011 2010
GBP GBP
Loss before taxation (175,250) (82,439)
Adjustments for:
Interest income (11,550) (10,404)
-------------------- --------------------
(186,800) (92,843)
Decrease/(increase) in receivables 1,740 (666)
Increase in payables 3,529 1,797
-------------------- --------------------
Net cash outflows from operating activities (181,531) (91,712)
============= =============
10. FINANCIAL INSTRUMENTS
Financial Assets and liabilities were held as follows :-
2011 2010
Assets GBP GBP
Cash and cash equivalents 3,018,225 3,188,206
-------------------- --------------------
Total financial assets 3,018,225 3,188,206
============= =============
Liabilities
Trade payables 3,216 7,287
Accrued expenses 21,600 14,000
-------------------- --------------------
Total financial liabilities 24,816 21,287
============= =============
The Directors consider that the carrying value of the financial
assets and liabilities approximates their fair value.
11. GENERAL INFORMATION
Longships plc is a public limited company incorporated and
domiciled in England and Wales. The company does not have an
ultimate controlling party.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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