REG - Primorus Investments - Half-year Report
02/09/2022 14:00
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RNS Number : 1488Y Primorus Investments PLC 02 September 2022
Primorus Investments plc
("Primorus" or the "Company")
Interim Results for the six months ended 30 June 2022
Primorus Investments plc (AIM: PRIM) is pleased to announce its unaudited
interim results for the six months ended 30 June 2022.
Overview
The last six months have been a difficult time for the capital markets with
the war in Ukraine, rising inflation and political instability. With greater
uncertainties, investors are more cautious which has had a negative effect on
the asset valuations for some of Primorus' investments. Despite the level of
unrealised losses in the first 6 months of this year, we remain confident in
the longer-term prospects of these investments.
Notwithstanding the current market turbulence, Fresho Pty Ltd ("Fresho")
successfully raised AUD$12m of new equity capital at $0.90 per share in April
2022. This represents a premium of 55% to the last investment made by Primorus
in March 2021.
Primorus also invested £1,000,000 in AIM listed Clean Power Hydrogen
("CPH2"). CPH2 is a manufacturer of the membrane-free electrolyser (MFE) which
is used to create hydrogen and medical grade oxygen. Since the original
investment CPH2 has secured a 20-year licensing agreement with GHFG Ltd for
the construction of 2 gigawatts of MFE electrolysers over a period of up to 20
years.
In addition, Alteration Earth PLC, a special purpose acquisition company which
Primorus holds approximately 28% of the issued share capital, listed on the
Main Market of the London Stock Exchange shortly after the period end.
Financial Results
The operating loss for the six months to 30 June 2022 was £847,000 (30 June
2021: £115,000 loss). The net loss after tax was £847,000 (30 June 2021:
£115,000 loss).
Total assets, including cash, at 30 June 2022 amounted to £8.23 million (30
June 2021: £9.17 million).
Outlook
The Board remains confident that significant opportunities exist for the
Company going forward. The Board is continually seeking new investment
opportunities whilst also monitoring its existing investments to determine
when it is appropriate to materialise them.
The Board has screened several exciting opportunities within the period and
looks forward to making further investments in the near term.
We look forward to updating shareholders as and when our existing investments
mature, and new investments present themselves.
The Directors would like to take this opportunity to thank our shareholders
and consultants for their continued support.
Rupert Labrum Chairman
2(nd) September 2022
This announcement contains inside information for the purposes of Article 7 of
EU Regulation 596/2014.
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. While management believes that these
forward-looking statements are reasonable as and when made, there can be no
assurance that future developments affecting the Company will be those that it
anticipates.
For further information please contact:
Primorus Investments plc
Matthew Beardmore, Chief Executive Officer +44 (0)20 8154 7907
Nominated Adviser
Cairn Financial Advisers LLP +44 (0) 20 7213 0880
James Caithie / Sandy Jamieson
Unaudited Condensed Company Statement of Comprehensive Income
for the six months ended 30 June 2022
6 months to 6 months to Year to
30 June 30 June 31 December
2022 2021 2021
Unaudited Unaudited Audited
Not es £'000 £'000 £'000
Continuing operations
Revenue
Investment income 52 48 141
Realised gain/(loss) on disposal of financial investments (300) 107 323
Unrealised gain/(loss) on market value movement of financial investments (500) (21) 19
Total (losses)/gains on financial investments (748) 134 483
Share based payments (63) (13) (13)
Operating costs (36) (236) (405)
Impairment of financial investments - - (106)
(Loss)/Profit before tax (99) (115) (41)
Taxation - - 150
(Loss)/Profit for the period attributable to equity shareholders of the (847) (115) 109
company
- - -
Other comprehensive income
Total Comprehensive Income for the year attributable to equity shareholders of
the company
(847) (115) 109
Profit/(Loss) per share:
Basic profit/(loss) per share (pence) 2 (0.6) (0.08) 0.078
Diluted profit/(loss) per share (pence) 2 (0.6) (0.08) 0.072
Unaudited Condensed Company Statement of Financial Position
as at 30 June 2022
30 June 30 June 31 December
2022 2021 2021
Unaudited Unaudited Audited
Note s £'000 £'000 £'000
ASSETS
Non-current assets
Financial investments 7,742 6,998 7,533
7,742 6,998 7,533
Current assets
Investments 20 812 511
Trade and other receivables 39 14 5
Cash and cash equivalents 427 1,346 941
486 2,172 1,457
Total assets 8,228 9,170 8,990
EQUITY
Equity attributable to equity holders of the parent
Share capital 280 15,391 280
Share premium account - 35,296 -
Share based payment reserve 76 13 13
Retained earnings 7,769 (42,016) 8,616
Total equity 8,125 8,684 8,909
LIABILITIES
Current liabilities
Trade and other payables 70 39 44
Corporation tax 33 447 37
Total liabilities 103 486 81
Total equity and liabilities 8,228 9,170 8,990
Unaudited Condensed Company Statement of Changes in Equity
for the six months ended 30 June 2022
Share based Total attributable
Share capital Share premium payment reserve Retained earnings to owners of parent
£'000 £'000 £'000 £'000 £'000
Unaudited
Balance at 31 December 2020 15,391 35,296 - (41,901) 8,786
Profit for the period - - - 109 109
Total comprehensive income for the
period - - - 109 109
Issuance of share options
- - 13 - 13
Shares cancelled during the year
(15,111) (35,296) - (50,408) -
Balance at 31 December 2021 280 - 13 8,616 8,909
Loss for the period - - - (847) (847)
Total comprehensive income for the period
- - - (847) (847)
Share based payment 63 - 63
Balance at 30 June 2022 280 - 76 7,769 8,125
Unaudited Condensed Company Statement of Cash Flows
for the six months ended 30 June 2022
6 months to 6 months to Year
to
30-Jun-22 30-Jun-21 31-Dec-21
Unaudited Unaudited Audited
£'000 £'000 £'000
Cash flows from operating activities
Operating profit/(loss) (847) (115) 109
Adjustments for:
(Profit)/Loss on disposal of financial investments 300 (107) (323)
Fair value movement on listed investments 500 21 (19)
Impairment provision on unlisted investments - - 106
Decrease/(increase) in trade and other receivables (34) (11) (3)
Increase/(decrease) in trade and other payables 26 (16) (11)
Foreign exchange loss/(gain) (132) 81 55
Interest income on investments (52) (48) (142)
Share based payment 63 13 13
Income tax (credit) - - (150)
(176) (182) (365)
Income taxes paid (4) - (260)
Net cash used in operating activities (180) (182) (625)
Cash flows from investing activities
Disposal proceed from sale of financial investments
3,026 2,533 3,474
Payment for financial investments (3,360) (5,565) (6,468)
Net cash (used in) investing activities (334) (3,032) (2,994)
Net change in cash and cash equivalents (514) (3,214) (3,619)
Cash and cash equivalents at beginning of period 941 4,560 4,560
Cash and cash equivalents at end of period 427 1,346 941
Notes to the condensed unaudited interim financial statements
1. General Information
The condensed interim financial information for the 6 months to 30 June 2022
does not constitute statutory accounts for the purposes of Section 434 of the
Companies Act 2006 and has not been audited or reviewed. No statutory accounts
for the period have been delivered to the Registrar of Companies.
The condensed interim financial information in respect of the year ended 31
December 2021 has been produced using extracts from the statutory accounts for
that period. Consequently, this does not constitute the statutory information
(as defined in section 434 of the Companies Act 2006) for the year ended 31
December 2021, which was audited. The statutory accounts for this period have
been filed with the Registrar of Companies. The auditors' report was
unqualified and did not contain a statement under Sections 498 (2) or 498 (3)
of the Companies Act 2006.
The auditor's report was approved by the Directors on 10(th) June 2022 and is
available on the Company's website at www.primorusinvestments.com
(http://www.primorusinvestments.com/) .
2. Basis of preparation and accounting
The financial information has been prepared on the historical cost basis. The
Company's business activities, together with the factors likely to affect its
future development, performance and position are set out in the Chairman's
Statement. This statement also includes a summary of the Company's financial
position and its cash flows.
The financial statements have been prepared in accordance with the Companies
Act 2006 and UK-adopted international accounting standards (UK-adopted IAS)
and related interpretations. As permitted, this does not include IAS 34
"Interim Financial Reporting". This condensed set of financial statements
has been prepared applying the accounting policies that were applied in the
preparation of the Company's published financial statements for the year ended
31(st) December 2021. As these interim financial statements do not include
all of the information or disclosures required in the annual financial
statements they should be read in conjunction with the Company's 2021 annual
financial statements.
3. Earnings per share
Earnings per ordinary share has been calculated using the weighted average
number of shares in issue during the period. The weighted average number of
equity shares in issue was 139,830,968. IAS 33 requires presentation of
diluted EPS when a company could be called upon to issue shares that would
decrease earnings per share or increase the loss per share.
Six months Six months Year ended
to to
30 June 30 June 31 December
2022 2021 2021
(Unaudited) (Unaudited) (Audited)
restated
(£'000) (£'000) (£'000)
Net profit/(loss) attributable to equity holders of (847) (115) 109
the company
Weighted average number of shares 139,830,968 139,830,968 139,830,968
Weighted average number of diluted shares 139,830,968 151,830,968 151,830,968
Basic (loss)/profit per share (pence) (0.6) (0.08) 0.078
Diluted (loss)/profit per share (pence) (0.6) (0.08) 0.072
4. Events after the reporting date
Primorus was informed on the 31 August 2022 that the board of Nomad Energy has
concluded that the company is no longer solvent. An insolvency specialist is
in the process of being appointed and the company will be liquidated.
Primorus sold 228 ordinary shares of £1.00 each of Supernatural Food Limited
(company number 10441682) for an aggregate sale price of £39,918.24. The
funds were received by Primorus on the 05 July 2022. Primorus is working
with the company to try and secure a buyer for the remaining shares.
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