TIDMWSL
RNS Number : 6758M
Worldsec Ld
28 August 2013
Worldsec Limited
Interim Report for the six months ended 30 June 2013
The board (the "Board") of directors of Worldsec Limited (the
"Company") hereby submit the interim report on the Company and its
subsidiaries (collectively known as the "Group") for the six months
ended 30 June 2013.
For the six months ended 30 June 2013, the Group incurred a net
loss of US$108,000. This compares with a net loss of US$94,000 for
the corresponding period in the previous year. As at 30 June 2013,
the Group's total equity stood at US$0.53 million as compared to
US$0.63 million as at 31 December 2012.
On 2 August 2013, the Company announced a proposal to, inter
alia, (i) raise new equity capital by way of (a) an open offer of
13,367,290 new shares at US$0.10 each to shareholders on the basis
of one new share for every existing share held, and (b) a placing
of up to 30,000,000 new shares at US$0.10 each, and (ii) adopt a
new investment policy focusing primarily on investing in smaller
unlisted businesses based mainly in the relatively fast growing
economies of Greater China and South East Asia. Details of the
proposal, which is subject to shareholders approval at the special
general meeting to be held on 30 August 2013, are set out in the
circular and the summary and securities note published by the
Company on 2 August 2013.
With a view to strengthening the Board in anticipation of the
proposed adoption of its new investment policy, the Company has
appointed Mr. Ernest Chiu Shun She as an executive director and Mr.
Martyn Stuart Wells as a non-executive director. Both Mr. She and
Mr. Wells have substantial experience in relation to investments in
Greater China and South East Asia.
Meanwhile, to facilitate effective share transfer
electronically, the Company has established a depositary interest
facility, arranging for a depositary to issue dematerialised
depositary interests (the "Depositary Interests") in respect of
shares for shareholders preferring to hold such shares in
uncertificated form. The Depositary Interests may then be held and
transferred through the CREST electronic settlement system.
Detailed information on the depositary interest arrangement can be
found in paragraph 13 of Part V of the registration document
published by the Company on 2 August 2013.
Subject to shareholders approval of, inter alia, the proposed
fund raising and the proposed adoption of its new investment policy
at the special general meeting on 30 August 2013, the Company will
enter into a new era focusing primarily on investments in smaller
unlisted businesses based mainly in Greater China and South East
Asia with a view to participating in and benefiting from the
investment opportunities under the relatively fast growing economic
environment. Given the track record and connections of the Board in
the target regions, I am confident on the future prospects of the
Group and the ability of the Company to create and generate
shareholders value over the longer term.
By order of the Board
Alastair GUNN-FORBES
Non-Executive Chairman
28 August 2013
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 30 JUNE 2013
Unaudited Audited
Six months ended Year ended
Notes 30.6.2013 30.6.2012 31.12.2012
US$'000 US$'000 US$'000
Other income and gain 5 - - -
Staff costs (7) (8) (16)
Other expenses (101) (86) (288)
----------- ---------- -----------
Loss before tax (108) (94) (304)
Income tax expense 6 - - -
----------- ---------- -----------
Loss for the period/year (108) (94) (304)
=========== ========== ===========
Other comprehensive income,
net of
income tax
Exchange differences on translating
foreign
operations (1) (1) 1
----------- ---------- -----------
Other comprehensive income
for the year,
net of income tax (1) (1) 1
----------- ---------- -----------
Total comprehensive income
for the year (109) (95) (303)
=========== ========== ===========
Loss attributable to:
Owners of the Company (108) (94) (304)
=========== ========== ===========
Total comprehensive income
attributable to:
Owners of the Company (109) (95) (303)
=========== ========== ===========
Loss per share - basic and 7 (0.8) cent (0.7) (2) cents
diluted cent
=========== ========== ===========
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AT 30 JUNE 2013
Unaudited Audited
Six months ended Year ended
Notes 30.6.2013 30.6.2012 31.12.2012
US$'000 US$'000 US$'000
Current assets
Cash and bank balances 774 1,096 909
---------- ---------- -----------
Current liabilities
Other payables and accruals (249) (254) (275)
---------- ---------- -----------
Net current assets 525 842 634
---------- ---------- -----------
Net assets 525 842 634
========== ========== ===========
Capital and reserves
Share capital 8 13 13 13
Contributed surplus 9 9,646 9,646 9,646
Foreign currency translation
reserve 9 (5) (6) (4)
Special reserve 9 625 625 625
Accumulated losses 9 (9,754) (9,436) (9,646)
---------- ---------- -----------
Total equity 525 842 634
========== ========== ===========
CONSOLIDATED STATEMENT OF CASH FLOW
FOR THE PERIOD ENDED 30 JUNE 2013
Unaudited Audited
Six months ended Year ended
30.6.2013 30.6.2012 31.12.2012
US$'000 US$'000 US$'000
Cash flows from operating activities
Loss for the period/year (108) (94) (304)
Interest income - - -
---------- ---------- -----------
(108) (94) (304)
Movement in working capital
Decrease in other payables and
accruals (26) (26) (5)
---------- ---------- -----------
Net cash used in operating activities (134) (120) (309)
---------- ---------- -----------
Cash flow from investing activities
Interest received - - -
---------- ---------- -----------
Net cash inflow from investing - - -
activities
---------- ---------- -----------
Net decrease in cash and cash
equivalents (134) (120) (309)
Cash and cash equivalents at
beginning of the period/year 909 1,217 1,217
Effects of exchange rate changes (1) (1) 1
Cash and cash equivalents at
end of the period/year
Cash and bank balances 774 1,096 909
========== ========== ===========
NOTES TO THE INTERIM REPORT
FOR THE PERIOD ENDED 30 JUNE 2013
1. GENERAL INFORMATION
The Company is a public listed company incorporated in Bermuda
and its shares are listed on the London Stock Exchange. The
addresses of the registered office and principal place of business
of the Company are disclosed in the corporate information in the
interim report.
2. ADOPTION OF NEW AND REVISED INTERNATIONAL FINANCIAL REPORTING STANDARDS (IFRSs)
In the current period, the Group has adopted all of the new and
revised IFRSs issued by the International Accounting Standards
Board (the "IASB") and the International Financial Reporting
Interpretations Committee ("IFRIC") of the IASB that are relevant
to its operations and effective for accounting periods beginning on
or after 1 July 2012 and 1 January 2013. The adoption of these new
and revised IFRSs has no significant impact on the financial
statements of the Group.
The Group has not applied the following new and revised IFRSs
that have been issued but are not yet effective:
IFRS 9 Financial Instruments(2)
IAS 32 (Amendments) Financial Instruments: Presentation
- Offsetting Financial Assets and
Financial Liabilities(1)
(1) Effective for annual periods beginning on or after 1 January
2014
(2) Effective for annual periods beginning on or after 1 January
2015
The directors anticipate that the application of these
standards, amendments and interpretations in the future periods
will have no material financial impact on the financial statements
of the Group.
Save as disclosed above, the accounting policies adopted in
preparing this report are consistent with those adopted in
preparing the consolidated financial statements of the Group for
the year ended 31 December 2012.
3. BASIS OF PREPARATION
The financial statements have been prepared in accordance with
IFRSs. It has been prepared on a basis other than that of a going
concern which includes, where appropriate, writing down the Group's
assets to net realizable value, as the Group no longer has a
trading operation. Provision has also been made for any onerous
contractual commitments at the end of the reporting period. The
financial statements do not include any provision for the future
costs of terminating the business of the Company except to the
extent that such costs were committed at the end of the reporting
period. Accordingly, all assets are classified as current
assets.
The Group's financial statements consolidate the financial
statements of the Company and its subsidiaries undertakings
included in the Group.
4. BUSINESS AND GEOGRAPHICAL SEGMENTS
No business and geographical segment analyses are presented for
the periods ended 30 June 2013 and 30 June 2012 as the Group has
only maintained a minimum operation during the period.
5. OTHER INCOME AND GAIN
Unaudited Audited
Six months ended Year ended
30.6.2013 30.6.2012 31.12.2012
US$'000 US$'000 US$'000
Sundry Income - - -
Interest income - - -
---------- ---------- -----------
- - -
========== ========== ===========
6. INCOME TAX EXPENSE
No provision for taxation has been made as the Group did not
generate any assessable profits for UK Corporation Tax, Hong Kong
Profits Tax and tax in other jurisdictions.
7. LOSS PER SHARE
Calculation of loss per share was based on the following:
Unaudited Audited
Six months ended Year ended
30.6.2013 30.6.2012 31.12.2012
Loss for the period/year US$(108,000) US$(94,000) US$(304,000)
============= ============ =============
Weighted average number
of shares in issue 13,367,290 13,367,290 13,367,290
============= ============ =============
Loss per share - basic and (0.8) cent (0.7) cent (2) cents
diluted
============= ============ =============
No diluted effect in loss per share as no diluting events
existed during the periods/year.
8. SHARE CAPITAL
US$
Authorised:
50,000,000,000 ordinary shares of US$0.001 each
as at 30 June 2012,
31 December 2012 and 30 June 2013 50,000,000
===========
Called up, issued and fully paid:
13,367,290 ordinary shares of US$0.001 each as
at 30 June 2012,
31 December 2012 and 30 June 2013 13,367
===========
9. RESERVES
Contributed Foreign Special Accumulated
surplus currency reserve losses
translation
reserve
US$'000 US$'000 US$'000 US$'000
Balance at 1 January (9,342
2012 9,646 (5) 625 )
Loss for the period - (1) - (94 )
------------ ------------- --------- ------------
Balance at 1 July (9,436
2012 9,646 (6) 625 )
Loss for the period - 2 - (210 )
------------ ------------- --------- ------------
Balance at 1 January (9,646
2013 9,646 (4) 625 )
Loss for the period - (1) - (108 )
------------ ------------- --------- ------------
Balance at 30 June (9,754
2013 9,646 (5) 625 )
============ ============= ========= ============
10. SUBSEQUENT EVENT
On 2 August 2013, the Company announced a proposal to, inter
alia, (i) raise new equity capital by way of (a) an open offer of
13,367,290 new shares at US$0.10 each to shareholders on the basis
of one new share for every existing share held, and (b) a placing
of up to 30,000,000 new shares at US$0.10 each, and (ii) adopt a
new investment policy. The proposed fund raising and the proposed
adoption of the new investment policy by the Company are subject to
shareholders approval at the special general meeting to be held on
30 August 2013. Should the proposal be approved, the Company will
operate as a closed ended investment company focusing primarily on
investments in smaller unlisted businesses based mainly in Greater
China and South East Asia.
11. INTERIM REPORT
The interim report will be sent to shareholders on or about 31
August 2013.
CORPORATE INFORMATION
Board of Directors
Non-Executive Chairman
Alastair GUNN-FORBES
Executive Directors
Henry Ying Chew CHEONG (Deputy Chairman)
Ernest Chiu Shun SHE (appointed on 19 July 2013)
Non-Executive Directors
Mark Chung FONG
Martyn Stuart WELLS (appointed on 19 July 2013)
Company Secretary
May Yim CHAN (resigned on 2 August 2013)
Jordans Company Secretaries Limited (appointed on 2 August
2013)
21 St Thomas Street, Bristol B51 6JS, United Kingdom
Registered Office Address
Canon's Court, 22 Victoria Street, Hamilton HM12, Bermuda
Registration Number
EC21466 Bermuda
Principal Bankers
The Hongkong and Shanghai Banking Corporation Limited
1 Queen's Road, Central, Hong Kong
Auditors
HLB Hodgson Impey Cheng
Certified Public Accountants
31st Floor, Gloucester Tower, The Landmark, 11 Pedder Street,
Central, Hong Kong
Principal Share Registrar and Transfer Office
Appleby Management (Bermuda) Ltd.
Canon's Court, 22 Victoria Street, Hamilton HM12, Bermuda
International Branch Registrar
Capita Registrars (Jersey) Limited
12 Castle Street, St Helier, Jersey, JE2 3RT, Channel
Islands
United Kingdom Transfer Agent
Capita Registrars Limited
The Registry, 34 Beckenham Road, Beckenham, Kent, BR3 4TU,
United Kingdom
Investor Relations
For further information about Worldsec Limited, please
contact:
Henry Ying Chew CHEONG
Executive Director
Worldsec Group
6th Floor, New Henry House, 10 Ice House Street, Central, Hong
Kong
This information is provided by RNS
The company news service from the London Stock Exchange
END
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