REG-Limitless Earth Plc: Half-year Report
29/10/2021 07:05
29 October 2021
LIMITLESS EARTH PLC
("Limitless" or the "Company")
UNAUDITED HALF-YEARLY RESULTS FOR
THE SIX MONTHS ENDED 31 JULY 2021
The Company is pleased to announce its half-yearly results for the six months
to 31 July 2021.
CHIEF EXECUTIVE’S STATEMENT
Limitless is an investing company that focuses on making investments in and
assisting companies that show the potential to generate returns through
capital appreciation. The directors look to make investments into small
companies which have clear routes to value appreciation, and which operate in
sectors with long term growth prospects that are driven by demographic
change. Examples of such sectors include Cleantech, Life Sciences and
Technology. The Company has interests in four investments:
Saxa Gres S.p.A (“Saxa”) is a turn-around circular economy company which
specialises in an innovative porcelain and ceramic stone tile production
process using recycled urban waste. It has been extremely successful in
expanding its operations by competitor acquisitions and this has enabled it to
satisfy the increasing demands for its products while attracting valuable
funding from relevant institutional investors.
Saxa’s main product is Grestone, which it describes as a ‘ceramic
stone’, is a patented conglomerate composed of 70% porcelain stoneware and
30% waste from industrial incinerators which can cope with high stress and is
targeted for use in urban surfacing and street design.
Limitless’ investment rational was driven by the changing behavioural trends
of consumers and the attitudes of businesses and governments towards products
with greater social impact compared to traditional manufacturing. As Saxa has
established a proven production process using waste incinerator ash
amalgamated into high quality tiles, it has established its strong ESG
credentials. The Company further hopes that Green Public Procurement, a
voluntary European instrument which provides guidelines and criteria aimed at
Europe’s public authorities for sustainable production and consumption, will
help drive European demand for Saxa’s products through increased
requirements to recognise environmental credentials early in tender
processes. Saxa has seen significant growth in international demand for its
products with the Italian domestic market now only representing 5-10% of its
orders.
Since our initial investment, Saxa has expanded its production capacity and
continued to innovate products.
In January 2021 A2A S.p.A (“A2A”), a major listed Italian utility firm,
announced it had acquired 27.7% of Saxa. This strategic acquisition is of
importance to Saxa and may, in time, create an exit opportunity for the
Company. On making its acquisition, A2A stated, “Saxa is the first Circular
Factory to produce urban paving and tiles using an innovative ‘end of
waste’ process that enables materials, such as the ash produced by
waste-to-energy plants, to be recovered from the waste cycle and reused to
make a new product. Thanks to this process, a virtuous cycle can be triggered
which largely avoids material consumption or, worse still, using landfills for
disposal.”
To date, Limitless has made three investments in Saxa and, as a result, holds
EUR 592,000 of 7 per cent. listed loan notes and EUR 75,000 of 10 per cent.
unlisted loan notes with an option to acquire approximately 2.38 per cent. of
the equity share capital of Saxa Gres at an exercise price of €1EUR per
share.
During the period under review, the Company agreed to dispose of €200,000 of
quoted loan notes in Saxa.
The Board of Limitless is pleased with this relevant investment from an
industrial investor and is hopeful of being able to positively revalue its
investment in the near-term as financial information and performance data
becomes available.
V-Nova Ltd. (“V-Nova”) is a London-headquartered technology company
providing next-generation data compression solutions that address the
ever-growing media processing and delivery challenges. V-Nova is an IP
Software company which has developed an innovative video and imaging
compression technology with broad application from developed, data-rich
economies to emerging markets. V-Nova provides solutions spanning the entire
media delivery chain, including content production, contribution, storage and
distribution to end-users.
In November 2020, V-Nova announced it had reached a milestone achievement in
MPEG-5 Part 2 LCEVC (Low Complexity Enhancement Video Coding) being promoted
to MPEG/ISO final draft international standard. V-Nova co-chaired the
standard’s development and contributed to the foundational technology upon
which it is built. MPEG-5 Part 2 LCEVC is the first internationally
accredited enhancement standard for any existing and future video compression
scheme.
V-Nova claims its LCEVC technology provides a boost to the compression
efficiency of any existing or future video codec, enabling higher quality
compression at up to 40% lower bitrates while improving encoding efficiency
and reducing processing energy demands by up to 75 per cent. The company’s
CEO and co-founder Guido Meardi believes LCEVC will be adopted by the industry
by integration by device or chipset manufacturers, operating systems,
browsers, for in-house development and encoder or player vendors being LCEVC
an enhancement, rather than a full codec and it is deployable immediately on
both new and existing infrastructure, including devices that are already in
the hands and in the households of end-users.
During the period under review, V-Nova has announced both licensing terms for
LCEVC and that Southworks had been selected as a certified integration partner
to extend its growing list of reference integrations by integrating V-Nova
LCEVC decoding in market-leading web players. V-Nova already provides a
range of reference integrations including FFmpeg, ExoPlayer for
Android, AVPlayer for iOS, Microsoft UWP for Windows and web players like
HLS.js, Shaka Player and video.js.
V-Nova also announced it had received €5 million investment from Intesa
Sanpaolo Group’s venture capital firm, completing its series C investment
round raising a total of €33 million.
The Company’s investment rational for V-Nova was from its desire to invest
into technology related to the provision and consumption of data. This is a
field in which Limitless considers there will be considerable growth for the
foreseeable future as consumption trends seem to increase faster than telecoms
companies are able to build infrastructure driving the need for better data
compression and processing.
Limitless invested £500,000 in V-Nova on 18 December 2015 in a convertible
loan note, which was subsequently converted in April 2017 into Series B1
participating shares at a valuation of V-Nova of c. £80 million.
We revalued our investment to match the new terms of the C investment round
and given the codec standard has been reached we believe in the fast
potentiality to reach its full market potentiality.
Chronix Biomedical, inc. (“Chronix”), is a privately-owned biotech company
founded in 1997 which specialises in simple blood tests (liquid biopsies) for
real-time monitoring of the effectiveness of cancer drugs, including
immunotherapies, and rejection of transplanted organs. Chronix’s cancer test
is based on patented technology whereby it can identify gains and losses in
cell free DNA that allow them to determine if a cancer therapy is working.
Similarly, its transplant test allows it to determine if an organ that is
transplanted is being accepted or rejected by the recipient. This helps inform
the physician so as to alter the immunosuppressive drug regime given to the
patient.
In June 2018, Chronix signed its first commercial agreement with a large
EU-based lab group, which already processes more than 150,000 laboratory
samples daily, providing an exclusive licence for Germany, Austria,
Switzerland and Belgium. The contract is for 15 years and, as previously
advised, independent research. analysts estimated the net present value of
the licensing payments to Chronix over the life of the agreement to be
approximately $92 million, subject to a minimum number of tests being
performed each year.
After announcing a further licensing agreement with Nasdaq listed Oncocyte
(NSDQ:OCX) for Chronix's CNI monitoring technology (aliquid biopsy test which
detects tumour-derived cell-free DNA in blood samples of patients), in April
2021 Oncocyte announced that it completed the acquisition of Chronix.
Oncocyte stated the acquisition of Chronix will provide it with a distinct
competitive advantage as the first and only company to potentially offer a
continuum of tests, from patient selection to monitoring the effectiveness of
treatment. The simplicity of the blood sample based test allows physicians
to quickly and easily monitor patients.
The acquisition included the intellectual property and technology for
Chronix’s TheraSure copy number instability (CNI) monitoring test for immune
therapy monitoring. Further Oncocyte has acquired intellectual property
relating to organ transplant technology and associated patent portfolio
developed by Chronix.
Oncocyte has stated its intentions to launch the test for research use only in
domestic immunotherapy clinical trials during the fourth quarter of 2021.
Oncocyte expects the first indication to be for lung cancer before expanding
to other cancer types and the Company awaits further new in this regard.
Limitless’ investment rational for its investment in Chronix was driven by
the Company’s view of significant growth opportunities in the medical
screening sector as developments in drugs and medical understanding require
more advanced and immediate clinical diagnostics tools.
Limitless held 0.72 per cent. of Chronix’s issued share capital on a fully
diluted basis. Limitless also previously announced on 20 September 2019 a
further investment of $100,000 by way of an unsecured Convertible Promissory
Note ("Note") with an interest rate of six percent per annum. The merger did
not trigger the conversion of the Note, and the Note has been repaid in full
following Completion.
The acquisition agreement provides a right for Chronix’s shareholders to
receive from Oncocyte a revenue share on the net collected revenues of Chronix
for certain tests and services for specific periods, and to pay a combination
of cash or Oncocyte common stock of up to $14 million if certain milestones
are achieved. The milestone revenue receipts under these rights are expected
to be returned to Chronix’s shareholders based on the order of the
investment rounds in which they invested.
Exogenesis Corporation is a Boston-based nanotech firm which specialises in
modifying and controlling the surface of objects at a nanoscale level, through
accelerated particle beam processing, to avoid needing to apply coatings.
Application of the company’s technology can improve the safety and efficacy
of implantable medical devices and improve the performance of optics, glass
and a variety of substrates used in the laser, memory and semiconductor
industries. Exogenesis Corporation is a pre-revenue business.
Exogenesis Corporation Received 510(k) Clearance for the Exogenesis Hernia
Mesh, First Soft Tissue Repair Device with Nano-Modified Surface in October
2019, albeit news flow since then has been limited as to further developments.
More recently, in October 2020, Exogenesis Corporation announced that early
trials of its Exogenesis Surgical Mask, a protective nose and mouth covering
for healthcare workers and patients, achieved its primary endpoints of
trapping and deactivating COVID-19 viral particles in simulated real-world
exposures. The Company used its Accelerated Neutral Atom Beam technology to
increase the surface area of fibres allowing for more colloidal copper to be
applied to the mask, increasing the protective barrier. The company hopes to
progress to premarket regulatory filings soon for this product.
In April 2021, nanoMesh LLC, a subsidiary of Exogenesis Corporation, announced
that it had initiated First-In-Man implantation of its proprietary soft tissue
repair device and that it expected additional implantations concurrent with
national distribution to follow.
Exogenesis Hernia Mesh (nanoMesh) is an innovative soft tissue repair implant,
constructed of monofilament polypropylene (PP) and possesses a unique
nanometer-level surface texture, via the application of Accelerated Neutral
Atom Beam (ANAB) technology during manufacturing.
The implant targets the repair of abdominal wall hernias and abdominal wall
deficiencies that require the addition of reinforcing material to obtain the
desired surgical result.
The Board of Limitless recognises Exogenesis’ technological achievements and
whilst development has been slowed that initially expected, it maintains its
optimism for the company’s business model and, in turn, this investment.
Limitless invested US$300,000 in May 2016 in Exogenesis Corporation by way of
8 per cent. convertible senior notes.
In addition to its current portfolio of investments, during the reporting
period, the Company looked at new potential investments and opened a series of
due diligence on potential new investments some of which are ongoing. The
Board continues to actively source new investments.
This announcement contains inside information for the purposes of Article 7 of
EU Regulation 596/2014.
For further information, please contact:
Limitless Earth plc Guido Contesso - CEO +44 7780 700 091 www.limitlessearthplc.com
Cairn Financial Advisers LLP Nominated Adviser Jo Turner/Sandy Jamieson +44 20 7213 0880 www.cairnfin.com
Peterhouse Corporate Finance Limited Broker +44 20 7469 0930 www.pcorpfin.com
UNAUDITED INCOME STATEMENT AND
STATEMENT OF COMPREHENSIVE INCOME
6 MONTHS ENDED 31 JULY 2021
Notes Unaudited Unaudited Audited
31/07/2021 31/07/2020 31/01/2021
Continuing operations £ £ £
Investment Income 18,788 13,430 27,583
Total Income 18,788 13,430 27,583
Administration expenses (90,008) (80,022) (71,973)
Foreign currency exchange gain/ loss (31,619) 46,013 (6,103)
Operating loss and loss before taxation (102,839) (20,579) (50,493)
Taxation - - -
Loss for the period (102,839) (20,579) (50,493)
Total Comprehensive loss for the period (102,839) (20,579) (50,493)
Earnings per share:
Basic and diluted loss per share 3 (0.0016p) (0.0003p) (0.00077p)
There are no items of other comprehensive income.
UNAUDITED STATEMENT OF FINANCIAL POSITION
AS AT 31 JULY 2021
Unaudited Unaudited Audited
31/07/2021 31/07/2020 31/01/2021
£ £ £
Current assets
Investments held for trading 1,745,108 1,809,398 1,874,083
Trade and Other receivables 69,269 86,238 41,749
Cash 117,572 151,936 157,310
1,931,950 2,047,572 2,073,142
Total Assets 1,931,950 2,047,572 2,073,142
Current Liabilities
Trade and other payables (55,346) (38,215) (93,699)
Net Assets 1,876,604 2,009,357 1,979,443
Equity
Issued Share Capital 654,000 654,000 654,000
Share Premium 2,350,630 2,350,630 2,350,630
Share Warrant Reserve - - -
Retained Earnings (1,128,026) (995,273) (1,025,187)
Total Equity 1,876,604 2,009,357 1,979,443
Unaudited Statement of Changes in Shareholders’ Equity
for the period ended 31 July 2021
Share capital Share premium Share warrant reserve Retained earnings Total
£ £ £ £ £
Audited Changes in Equity for the period ended 31 January 2019 654,000 2,350,630 14,095 (810,254) 2,208,471
Comprehensive loss for the period (178,535) (178,535)
Warrants expired during the period - - (14,095) 14,095 -
Audited Changes in Equity for the period ended 31 January 2020 654,000 2,350,630 - (974,694) 2,029,936
Comprehensive loss for the period - - - (50,493) (50,493)
Audited Changes in Equity for the period ended 31 January 2021 654,000 2,350,630 - (1,025,187) 1,979,443
Comprehensive loss for the period - - - (102,839) (102,839)
Unaudited Changes in Equity for the period ended 31 July 2021 654,000 2,350,630 - (1,128,026) 1,876,604
UNAUDITED CASH FLOW STATEMENT FOR THE
6 MONTHS ENDED 31 JULY 2021
Unaudited Unaudited Audited
31/07/2021 31/07/2020 31/01/2021
2021 2020 2021
£ £ £
Cash flows from operating activities
(Loss) for the year before tax (102,839) (20,579) (50,493)
Investment income (18,788) (13,430) (27,583)
Foreign Currency exchange gain/ loss (31,619) (46,013) (6,103)
Decrease/ (increase) in receivables (32,898) (9,079) 35,409
(Decrease)/ increase in payables 30,353 (35,237) 20,248
Fair value revaluation of Investment - - (100,000)
Net cash outflow from operating activities (155,882) (124,338) (128,525)
Cash flows from investing activities
Finance income received net 18,788 13,430 27,583
Purchase of investments 97,356 - (4,594)
Net cash outflow from investing activities 116,144 13,430 (22,989)
Net decrease in cash and cash equivalents during the year (39,738) (110,908) (105,536)
Cash at the beginning of year 157,310 262,844 262,844
Cash and cash equivalents at the end of the year 117,572 151,936 157,310
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 6 MONTHS ENDED 31 JULY 2021
1. General Information
Limitless Earth plc is a company incorporated and domiciled in England and
Wales. The Company’s ordinary shares are traded on the AIM market of the
London Stock Exchange. The address of the registered office is Suite 2,
Northside House, Mount Pleasant, Barnet, Hertfordshire, England, EN4 9EB.
The principal activity of the Company is that of an investing company pursuing
a strategy that focuses on making investments in and assisting companies which
exhibit the potential to generate returns of many multiples through capital
appreciation. Typically, Limitless invests in small companies where there
are clear catalysts for value appreciation and the companies are operating in
sectors exhibiting long term growth linked to demographic change.
2. Accounting policies
The principal accounting policies have all been applied consistently
throughout the period covered and have not changed since being reported on in
the financial statements for the year ended 31 January 2021.
Basis of preparation
The interim financial information set out above does not constitute statutory
accounts within the meaning of the Companies Act 2006. It has been prepared on
a going concern basis in accordance with the recognition and measurement
criteria of International Financial Reporting Standards (IFRS) as adopted by
the European Union.
The financial statements have been prepared under the historical cost
convention.
The interim financial information for the six months ended 31 July 2021 has
not been reviewed or audited. The interim financial report has been approved
by the Board on 28 October 2021.
3. Loss per share
The basic earnings per share is calculated by dividing the earnings
attributable to ordinary shareholders by the weighted average number of
ordinary shares outstanding during the period. Diluted earnings per share is
computed using the same weighted average number of shares during the period
adjusted for the dilutive effect of share warrants and convertible loans
outstanding during the period.
Unaudited Unaudited Audited
31/07/2021 31/07/2020 31/01/2021
Loss from continuing operations attributable to equity holders of the company (102,839) (20,579) (50,493)
Weighted average number of ordinary shares in issue 65,400,000 65,400,000 65,400,000
Pence Pence Pence
Basic and fully diluted loss per share from continuing operations (Pence) (0.0016) (0.0003) (0.0008)
4. Copies of Interim Accounts
Copies of the interim results are available at the Group´s website at:
www.limitlessearthplc.com.
Note:
Certain statements made in this announcement are forward-looking statements.
These forward-looking statements are not historical facts but rather are based
on the Company's current expectations, estimates, and projections about its
industry; its beliefs; and assumptions. Words such as 'anticipates,'
'expects,' 'intends,' 'plans,' 'believes,' 'seeks,' 'estimates,' and similar
expressions are intended to identify forward-looking statements. These
statements are not a guarantee of future performance and are subject to known
and unknown risks, uncertainties, and other factors, some of which are beyond
the Company's control, are difficult to predict, and could cause actual
results to differ materially from those expressed or forecasted in the
forward-looking statements. The Company cautions security holders and
prospective security holders not to place undue reliance on these
forward-looking statements, which reflect the view of the Company only as of
the date of this announcement. The forward-looking statements made in this
announcement relate only to events as of the date on which the statements are
made. The Company will not undertake any obligation to release publicly any
revisions or updates to these forward-looking statements to reflect events,
circumstances, or unanticipated events occurring after the date of this
announcement except as required by law or by any appropriate regulatory
authority.
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