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RNS Number : 2345B Fox Marble Holdings PLC 30 September 2022
AIM: FOX
30 September 2022
Fox Marble Holdings plc
("Fox Marble" or the "Company")
Interim Results for the six months ended 30 June 2022
Fox Marble Holdings plc (AIM: FOX), the dimension stone company focused on
marble quarrying and finishing in Kosovo and the Balkans, announces its
unaudited interim results for the six months ended 30 June 2022.
Operational Highlights
· The factory output and efficiency has continued to grow in 2022
- with 23,525 square metres of slabs processed in the first six months of
2022 (2021 - 15,222 square metres) and over 9,684 square metres of tile and
cut to size material processed (2021- 7,411 square metres).
· Quarry operations have been limited with quarrying being carried
only to meet know demand while the block market remains sluggish. The quarries
remain in good condition, with significant reserves of dimensional stone.
The block marble market continues to falter, as high shipping and energy
costs have further damaged the market following the initial Covid 19 shocks.
· Appointment of Sir Mark Lyall Grant as Non-Executive Director to
the Company on 4 April 2022. Sir Mark is one of the United Kingdom's most
senior public servants, with more than 30 years of experience in leadership,
policy making, negotiation and public presentation.
· Fox Marble agreed heads of terms for the proposed acquisition of
Eco Buildings Group Limited. Eco Buildings, will design, manufacture, and
construct buildings made from glass fibre reinforced gypsum (GFRG) modular
sections that capture cost and design efficiencies and advantages in build
quality and performance that traditional building methods cannot deliver.
· The proposed acquisition will constitute a reverse takeover
pursuant to AIM Rule 14 under the AIM Rules for Companies. Fox Marble intends
to undertake a significant capital expansion, including capital reorganisation
and change its name to ECO Buildings Group Plc. The proposed acquisition is
conditional on, inter alia, certain approvals and a shareholder vote at a
General Meeting of the Company. There can be no certainty nor guarantee that
the proposed acquisition will complete.
Financial Highlights
· Revenue from the sale of processed marble products for the six
months to 30 June 2022 increased to €0.3 million (H1 2021: €0.2
million).
· Losses for the half year were €0.8 million (H1 2021: €0.6
million), due to costs incurred as part of the RTO process, offset by strict
measures to control cost.
Operational Update
Sales
Sales for the half year were €0.3 million (2021- €0.2 million). The
block marble market continues to be impacted by the Covid-19 pandemic as well
as a significant increase in global shipping rates. The processed marble
market has shown more positive signs.
As previously announced, Fox signed a contract to supply BA Engineering &
Consulting Sh.p.K ("BA Engineering") with an initial 8,000 square metres of
cut and polished tiles for an approximate value of €200,000. BA
Engineering is a local Kosovan construction company with multiple developments
in Kosovo. Given BA Engineering is also engaged in developing a number of
large prestigious projects in Kosovo, the Company believes this will be the
first of a series of orders that BA Engineering will place.
In addition, the Company signed a non-binding agreement to supply Unik
Construction LLC with up to 30,000 square metres of material for ongoing
projects they are planning across Europe.
The Company continues to carefully manage its working capital position.
Factory
In 2021 Fox Marble has continued its focus on the local market for its
processed material and range of products from cut and polished tiles to stair
pieces, door and window lintels to slabs.
Efficiencies in the factory continue to drive increases in production. The
factory processed 23,525 square metres of slabs in the first six months of
2022 (2021 - 15,222 square metres) and over 9,684 square metres of tile and
cut to size material processed (2021- 7,411 square metres).
Quarry Operations
Quarry operations have been limited with quarrying being carried only to meet
know demand while the block market remains sluggish. The quarries remain in
good condition, with significant reserves of dimensional stone.
Litigation
On 4 September 2019, Fox Marble launched United National Commission on
International Trade Law (UNCITRAL) arbitration proceedings, against the
Republic of Kosovo for damages in excess of €195 million, as a result of the
failure of the State to protect Fox Marble's rights over the Maleshevë
quarry.
The Company believes the Kosovan Government to be in clear breach of its
responsibilities towards the Company as a foreign investor in Kosovo and that
this action is in the best interests of its shareholders and employees. The
Company anticipates a fair and satisfactory resolution. All the Company's
other operations, including the quarries and processing factory in Kosovo and
the Prilep quarry in Northern Macedonia, are unaffected.
The background to the claim is the dispute arising with the former
shareholders of Green Power Sh.P.K and Scope Sh.P.K, which has resulted in Fox
Marble being prevented from operating the Maleshevë quarry. Since the
dispute arose, Fox Marble has been working to resolve the matter with the
appropriate Kosovan Government agencies, namely the Kosovo mining regulator,
the Independent Commission of Mines and Mineral ('ICMM') and the Agjencia e
Regjistrimit të Bizneseve ('ARBK'), the Kosovo business registration agency.
However, in what is a clear breach of Kosovo Law 04/L-220 'On Foreign
Investment' (2014), Fox Marble has been prevented from asserting its rights in
these matters.
Despite the cumulative weight of evidence, Fox Marble was denied the right to
appeal any decision relating to the Maleshevë quarry in direct contravention
of the provisions of the Kosovo foreign investment law, Law 04 /L-220. As a
direct consequence of the ARBK and ICMM decisions, the Company has brought
arbitration proceedings against the Republic of Kosovo pursuant to Article 16
of the Kosovo foreign investment law (as above). The basis of the claim for
damages is the investment made to date in the Maleshevë quarry, loss of
future revenues associated with the site and future investment plans in
Kosovo. Significant future investment plans are the subject of the MOU
signed in October 2016 by the Government of Kosovo and Stone Alliance LLC
which is majority owned by Fox Marble.
On 16 December 2020 the Company announced that it had engaged the services of
Dentons CS Europe LLP to act on the Company's behalf in its circa €195
million claim against the Republic of Kosovo. Dentons have agreed a fee
arrangement which enables Fox Marble to bring the Arbitration through to its
conclusion.
The Company announced the appointment of the eminent British Barrister and
Queens Counsel, Samuel Wordsworth QC of Essex Court Chambers on the May
2021. He will work with Dentons Europe CS LLP, the world's largest law firm
by number of lawyers, in support of the Company's €195M claim against the
Republic of Kosovo.
Proposed Acquisition and Suspension
As announced on 26 September 2022, the Company is proposing to acquire the
entire issued share capital of Eco Buildings for an aggregate purchase price
of £30 million, to be satisfied by the issue of ordinary shares in the
Company. It is therefore estimated that the Company as enlarged by the
acquisition will have an equity value of £34.4m (based on Fox Marble's share
price at the time of suspension being 1.085p). In addition, as part of the
RTO, the Company is also proposing to raise up to £10m by way of a placing
(the "Placing").
There can be no guarantee that the RTO nor the Placing will be completed as
they are subject to a significant number of pre-conditions, which inter alia,
include the following:
a) readmission of the Company's shares to trading on AIM following the
acquisition and obtaining of all relevant approvals ("Admission") becoming
effective;
b) Shareholder approval in a general meeting;
c) Certain regulatory approvals being received;
d) The publication of an admission document by the Company; and
e) A placing agreement becoming unconditional in all respects (save for
Admission).
Information on Eco Buildings
Eco Buildings will operate in the prefabricated modular housing sector. Eco
Buildings has acquired the proven and innovative prefabricated modular
technology using glass fibre reinforced gypsum (GFRG), an alternative
construction method to achieve faster and more economical development of
residential, commercial and industrial dwellings. Since 2006, over US $6
million has been invested in the technology by Dominic Redfern, who will be
joining the revised board, to establish a high quality, low cost and
environmentally friendly range of modular housing products.
Based on this technology, Eco Buildings' management team has utilised its
network, particularly in the Balkans, to secure two initial contracts that are
expected to generate first sales revenue of approximately €38 million per
annum in the first three years following Admission (c. €114 million in
total).
The Directors believe Eco Buildings' range of modular housing products
provides a solution for the construction of both affordable and high-end
housing, with Eco Buildings' products being up to 50% cheaper, two-thirds
lighter and five times faster to deploy than conventionally built homes.
The Directors believe that Fox Marble's existing building products and
operations should deliver revenue synergies when combined with Eco Buildings.
These include Fox Marble's intention to supply and process dimensional marble
from its existing quarries for use within Eco Buildings' modular housing
projects. The Directors believe that by developing Eco Buildings' pipeline of
prospective projects globally, it intends to also further expand the markets
in which Fox Marble's dimensional stone product can be marketed.
Walling System Manufacturing Process
Eco Buildings' panels are manufactured using a panel casting system. It
involves a single vertical panel casting machine which automates the moulding
process and uses a liquid mix of calcined plaster, water, fiberglass rovings,
together with proprietary waterproofing agents and curing admixtures.
Eco Buildings' first production line, which consists of a vertical panel
casting machine and supporting equipment has been moved from the United Arab
Emirates (UAE) to a newly built 2,400m2 factory building in Albania for the
sake of proximity to its initial contracted customers and is anticipated to be
operational in Q4 2022. A production line is capable of producing 11,264m2 of
panelling per month or the equivalent of 31 housing units (372 units
annually).
The 8,000m2 factory site is located close to Albania's capital, Tirana,
adjacent to the port of Durres, Albania's principal seaport.
Operational Expansion
Once the facility is fully operational, Eco Buildings plans to expand as
follows:
Phase I
• Increase the number of production lines from 1
to 4 - to meet existing contractual obligations, the Directors intend to add a
second and third line to the factory in 2023 and a fourth in 2024. The first
three production lines are expected to produce approximately 1,100 residential
units per annum with production capacity increasing to approximately 1,500
units per annum when the fourth line is added.
• Vertical integration - Once the Company is cash
flow positive Eco Buildings intends to construct a calcination plant. This
will allow the Group to produce its own GFRG, the key raw material in the
production of the Eco Buildings' turnkey solution.
Phase II
Approximately one-third of the urban population in the southern hemisphere
live in informal settlements, which lack access to basic services such as
electricity, running water, or sanitation.
After an extensive ideation and conceptual design process, the Group intends
to complete the manufacturing, design and construction of the first of its
mobile manufacturing units that can be deployed at speed remotely in 2023.
These 'pop up' facilities will be used in areas with less developed
infrastructure than the factory site and/or areas where traditional
construction is markedly less cost effective than the Eco Buildings' system
deployed locally and/or at large-scale, multi-year new town or new community
developments where there significant social, logistical or financial gains can
be made over several project phases.
Update on Temporary Suspension
Further to the announcement of 11 April 2022, the Company was suspended from
trading on AIM on 11 April 2022 and remains so, pending either the publication
of an admission document or until the proposed acquisition negotiations are
terminated.
Pursuant to AIM Rule 41, if the Company's ordinary shares have been suspended
from trading for a period of six months, the admission of its ordinary shares
to trading on AIM will then be cancelled.
This announcement contains inside information for the purposes of Article 7 of
EU regulation 596/2014.
For more information on Fox Marble please visit www.foxmarble.net
(about%3Ablank) or contact:
Fox Marble Holdings plc
Chris Gilbert, Chief Executive Officer
Tel: +44 (0)20 7380 0999
Fiona Hadfield, Finance Director
Tel: +44 (0)20 7380 0999
Tavira Securities Limited (Broker)
Oliver Stansfield/Jonathan Evans
+44 (0)203 192 1739
Cairn Financial Advisers (Nomad)
Sandy Jamieson/Liam Murray/Ludovico Lazzaretti
Tel: +44 (0)20 7213 0880
Notes to Editors
Fox Marble (AIM: FOX) is a marble production, processing and distribution
company with operations in Kosovo and the Balkans.
Its marble products, which include Alexandrian Blue, Alexandrian White,
Breccia Paradisea, Etruscan gold and Grigio Argento, are gaining sales
globally to wholesale companies and directly to luxury residential properties.
In the UK these include St George's Homes and Capital and Counties Plc's
Lillie Square development. In Sydney, Australia, Rosso Cait, Alexandrian White
and Breccia Paradisea have been used in what is expected to be Australia's
most expensive residential property. These sales serve to demonstrate the
desirability of Fox Marble's premium marble products as the stone of choice in
some of the most prestigious and expensive residential developments around the
world.
FOX MARBLE HOLDINGS PLC
Condensed unaudited consolidated income statement and statement of
comprehensive income
Six months ended 30 June Six months ended 30 June For the year ended
2022 2021 2021
Note Unaudited Unaudited Audited
€'000s €'000s €'000s
Revenue 272 196 646
Cost of Sales (152) (103) (530)
Gross Profit 120 93 116
Administrative and other operating expenses (931) (604) (1,766)
Operating loss (811) (511) (1,650)
Finance costs 4 (14) (206) (386)
Finance income 5 - 29 141
Loss before taxation (825) (683) (1,895)
Taxation - - -
Loss for the period (825) (683) (1,895)
Other comprehensive income - - -
Total comprehensive loss for the period attributable to owners of the parent (825) (683) (1,895)
company
Loss per share
Basic loss per share 7 (0.002) (0.002) (0.005)
Diluted loss per share 7 (0.002) (0.002) (0.005)
FOX MARBLE HOLDINGS PLC
Condensed unaudited consolidated statement of financial position
Notes As at 30 June 2022 As at 31 December 2021 As at 30 June 2021
Unaudited Audited Unaudited
€'000s
€'000s €'000s
Assets
Non-current assets
Intangible assets 2,727 2,749 2,771
Property, plant and equipment 7 4,317 4,429 4,704
Total non-current assets 7,044 7,178 7,476
Current assets
Trade and other receivables 1,101 1,134 1,012
Inventories 2,952 2,987 3,280
Cash and cash equivalents 120 558 626
Total current assets 4,173 4,679 4,918
Total assets 11,217 11,587 12,394
Current liabilities
Trade and other payables 1,630 1,408 1,472
Borrowings 8 2,012 1,998 1,790
Total current liabilities 3,642 3,406 3,262
Non-current liabilities
Deferred tax liability 85 85 85
Lease Commitments 149 146 174
Borrowings 8 2,641 2,705 2,901
Total non-current liabilities 2,875 2,936 3,160
Total liabilities 6,517 6,341 6,422
Net assets 4,700 5,516 5,972
Equity
Share capital 9 4,958 4,958 4,567
Share premium 9 32,575 32,575 32,230
Retained loss (33,004) (32,179) (30,976)
Share based payment reserve 135 126 116
Other reserves 36 36 36
Total equity attributable to owners of the parent company 4,700 5,516 5,972
FOX MARBLE HOLDINGS PLC
Condensed consolidated statement of cash flows
Six months ended Six months ended Year
30 June 2022 30 June 2021 ended 31 December 2021
Unaudited Unaudited Audited
€'000s €'000s €'000s
Notes
Cash flows from operating activities
Loss before taxation (825) (683) (1,895)
Adjustment for: -
Finance costs 4 83 206 386
Finance income 5 (69) (29) (141)
Operating loss for the period (811) (411) (1,651)
Adjustment for:
Amortisation 23 22 44
Depreciation 7 112 149 318
Disposal of PPE - - 42
Equity settled transactions 9 9 19
Provision for impairment of receivables 23 - 70
Provision for bad debts - -
Provision for inventory - - 118
Changes in working capital:
Increase in receivables 10 140 (52)
Decrease/(increase) in inventories 35 (239) (63)
Increase/(decrease) in accruals 154 - (129)
Increase/(decrease) in trade and other payables 69 (175) (24)
Net cash used in operating activities (378) (623) (1307)
Cash flow from investing activities
Expenditure on property, plant and equipment 7 - (35) (37)
Expenditure on rights of use assets (63)
Interests on bank deposits - - 0.042
Net cash outflow from investing activities - (35) (100)
Cash flows from financing activities
Proceeds from issue of shares (net of issue costs) 9 0 1,019 1756
Proceeds on issue of debt (net of issue costs) (23) - (84)
Interest paid (37) (43) (85)
Net cash inflow from financing activities (60) 976 1,587
Net increase/(decrease) in cash and cash equivalents (438) 318
181
Cash and cash equivalents at beginning of 558 308 378
Period
Cash and cash equivalents at end of period 120 626 558
FOX MARBLE HOLDINGS PLC
Condensed consolidated statement of changes in equity
Share capital Share premium Share based payment reserve Other reserve Profit and loss reserve ((1)) Total
€'000s
€'000s
€'000s €'000s €'000s
€'000s
As at 1 January 2021 3,721 32,057 106 36 (30,283) 5,637
Total comprehensive loss for the period - - - - (683) (683)
Transactions with owners
Share based transactions 8 8
Share capital issued 846 150 - - - 1019
As at 30 June 2021 4,567 32,230 116 36 (30,976) 5,972
Total comprehensive loss for the period - - - - (1,895) (1,895)
Transactions with owners
Share based transactions 19,444 19,444
Share capital issued 1,237 518 - 1756
As at 31 December 2021 4,958 32,575 126 36 (32,179) 5,516
Total comprehensive loss for the period - - - - (825) (825)
Transactions with owners 0
Share based transactions - - 9 - - 9
As at 30 June 2022 4,958 32,575 135 36 (33,004) 4,700
Notes to the condensed consolidated financial statements for the period ended
30 June 2022
1) General information
The principal activity of Fox Marble Holdings plc and its subsidiary and
associate companies (collectively "Fox Marble Group" or "Group") is the
exploitation of quarry reserves in the Republic of Kosovo and the Republic of
North Macedonia.
Fox Marble Holdings plc is the Group's ultimate Parent Company ("the parent
company"). It is incorporated in England and Wales and domiciled in England.
The address of its registered office is 160 Camden High Street, London, NW1
0NE. Fox Marble Holdings plc shares are admitted to trading on the London
Stock Exchange's AIM market.
2) Basis of preparation
The results presented in this report are unaudited and they have been prepared
in accordance with the principles of International Financial Reporting
Standards ("IFRS") as adopted by the European Union that are applicable to the
financial statements for the year ending 31 December 2021.
The accounting policies applied in these results are consistent with those
applied in the Group's Annual Report and Accounts for the year ended 31
December 2021 and those expected to be applicable to the financial statements
for the year ending 31 December 2022.
This half yearly report does not constitute statutory accounts within the
meaning of Section 434 of the Companies Act 2006. Statutory accounts for Fox
Marble Holdings plc for the year ended 31 December 2021were approved by the
Board on 29 September 2022 and have been filed with the Registrar of
Companies. The report of the auditors on those accounts was unqualified and
did not contain a statement under Section 498 (2) or (3) of the Companies Act
2006. These condensed interim financial statements for the six months ended
30 June 2021 have been prepared in accordance IAS 34, 'Interim financial
reporting', as adopted by the European Union. The condensed interim financial
statements should be read in conjunction with the annual financial statements
for the year ended 31 December 2021, which have been prepared in accordance
with IFRS as adopted by the European Union. The Annual Report and Accounts
2021 for the Group are available at www.foxmarble.net
(http://www.foxmarble.net) .
3) Going concern
The Directors have reviewed detailed projected cash flow forecasts and are of
the opinion that it is appropriate to prepare this report on a going concern
basis. In making this assessment they have considered:
a) the current working capital position and operational requirements;
b) the proposed transaction to acquire Eco Buildings Group Limited, and
anticipated fundraise;
c) the proposed business plan for the combined entity;
d) the timing of expected sales receipts and completion of existing
orders, as well as collection of outstanding debtors;
e) the sensitivities of forecast sales figures over the next two years;
f) the timing and magnitude of planned capital expenditure; and
g) the level of indebtedness of the company and timing of when such
liabilities may fall due, and accordingly the working capital position over
the next 18 months.
The forecasts assume that the transaction to acquire Eco Buildings Group
Limited will be completed in 2022 with a planned fundraise. The forecasts
assume that the Company will execute a new business plan for the combined
entity, as described in the strategic report. It further assumes that
production at the Fox Marble factory will continue to operate in good
order. The forecast assumes existing contracts held by the Company will be
fulfilled on a timely basis. Furthermore, the forecasts assume that sales of
block marble will resume as the global effect of the pandemic recedes. .
Further the Company is anticipating significant growth in revenue through the
realisation of existing sale contracts and offtake agreements as well as from
newly generated sales.
Further the forecast assumes the Company will be successful in extending the
term of the existing Gulf Loan Note. The loan note holders have indicated
their willingness to do so, however final documentation is still in progress.
There are several scenarios which management have considered that could impact
the financial performance of the Company. These include:
a) The acquisition of Eco Buildings Group Limited and planned
fundraise could be delayed or the fundraise could be lower than expected;
b) The business plan for the combined entity, including planned capital
and strategic expansions could be delayed or result in further losses for the
group;
c) Levels of production at the quarries or new factory can be impacted
by unforeseen delays due to inclement weather or equipment failure; lower than
expected quality of material being produced, and the continuing effects of the
pandemic;
d) Fulfilment of the Company's order book could be delayed, or the
payment of amounts due under such contracts could be delayed.
e) The continued progression of Covid-19 may have a further detrimental
impact on sales or on operations, and
f) The resumption of block sales to the international block market may
be slower than expected.
If the cash receipts from sales are lower than anticipated the Company has
identified that it has available to it several other contingent actions, that
it can take to mitigate the impact of potential downside scenarios. These
include seeking additional financing, leveraging existing sale agreements,
reviewing planned capital expenditure, reducing overheads and further
renegotiation of the terms on its existing debt obligations.
In conclusion having regard to the existing and future working capital
position and projected sales, the Directors are of the opinion that the
application of the going concern basis is appropriate.
4) Net finance costs
Six months ended Six months ended Year
30 June 30 June ended
2022 2021 31 December 2020
€'000s €'000s €'000
Finance Costs
Interest expense on borrowings (75) (88) (168)
Net foreign exchange loss on loan note instrument - (118) (204)
Interest payable on lease liabilities (8) - (14)
(83) (206) (386)
5) Net finance Income
Six months ended Six months ended Year
30 June 30 June ended
2022 2021 31 December 2020
€'000s €'000s €'000
Finance Income
Movement in fair value of derivative 2 29 141
Net foreign exchange gain on loan note instrument 67 - -
69 29 141
6) Loss per share
Six months ended Six months ended Year ended
30 June 30 June 31 December 2020
2022 2021 €'000
€'000s €'000s
Loss for the period used for the calculation of basic LPS 825 683 1,895
Number of shares
Weighted average number of ordinary shares for the purpose of basic LPS 417,333,753 372,416,568 377,727,054
Effect of potentially dilutive ordinary shares
Weighted average number of ordinary shares for the purpose of diluted LPS 417,333,753 372,416,568 377,727,054
Loss per share:
Basic (0.002) (0.002) (0.005)
Diluted (0.002) (0.002) (0.005)
7) Property, plant and equipment
Land Factory Rights of use assets Quarry Office equipment and leasehold improvements Total
Plant and machinery Plant and machinery
€'000s
€'000s €.000 €'000s
€'000s €'000s
Cost
As at 31 December 2020 160 3,400 333 3,911 31 7,835
Additions - 35 - 1 36
Disposals 170 (170) - -
As at 30 June 2021 160 3,605 333 3,741 32 7,871
Additions - - - - 2 2
Disposal - - (90) (87) - (177)
As at 31 December 2021 160 3,605 243 3,654 34 7,696
Additions - - - -
Reclass - - - - - -
As at 30 June 2022 160 3,605 243 3,654 34 7,696
Depreciation
As at 31 December 2020 - 241 68 2,676 31 3,016
Charge for the period - 98 51 - 148
Reclass - 141 - (141) -
As at 30 June 2021 - 480 68 2,586 31 3,196
Charge for the period - 75 47 47 1 268
Disposals - (15) (53) - (141)
As at 31 December 2021 - 555 100 2,580 32 3,267
Charge for the period - 87 24 - - 112
Reclass - - - - - -
As at 30 June 2022 - 642 124 2,580 32 3,378
Net book value
As at 30 June 2022 160 2,963 119 1,074 1 4,317
As at 31 December 2021 160 3,050 143 1,075 2 4,429
As at 30 June 2021 160 3,124 265 1,154 1 4,704
8) Borrowings
30 June 31 December 2021 30 June
2022 €'000s 2021
€'000s €'000s
Current liabilities
Convertible loan note 2,012 1,997 1,790
Derivative over own equity at fair value 1 1 -
2,013 1,998 1,790
Non-Current liabilities
Convertible loan note 2,625 2,687 2,771
Derivative over own equity at fair value 16 17 159
2,641 2,705 2930
9) Share capital
30 June 2022 31 December 2021 Share capital Share capital Share premium Share premium
Number Number 30 June 31 December 30 June 31 December
2022 2021 2022 2021
€'000 €'000
€'000 €'000
Issued, called up and fully paid Ordinary shares of £0.01 each
At start of the period 417,333,753 308,372,174 4,958 3,721 32,575 32,057
Issued in the year - 108,961,579 - 1,237 - 518
At end of the period 417,333,753 417,333,753 4,958 4,958 32,575 32,575
Caution regarding forward looking statements
Certain statements in this announcement, are, or may be deemed to be, forward
looking statements. Forward looking statements are identified by their use of
terms and phrases such as ''believe'', ''could'', "should" ''envisage'',
''estimate'', ''intend'', ''may'', ''plan'', ''potentially'', "expect",
''will'' or the negative of those, variations or comparable expressions,
including references to assumptions. These forward-looking statements are not
based on historical facts but rather on the Directors' current expectations
and assumptions regarding the Company's future growth, results of operations,
performance, future capital and other expenditures (including the amount,
nature and sources of funding thereof), competitive advantages, business
prospects and opportunities. Such forward looking statements reflect the
Directors' current beliefs and assumptions and are based on information
currently available to the Directors
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