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REG - Versarien PLC - Interim Results

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RNS Number : 5811U  Versarien PLC  06 December 2021

 

06 December 2021

 

 

Versarien Plc

 

("Versarien", the "Company" or the "Group")

 

Interim Results for the six months ended 30 September 2021

 

Versarien Plc (AIM: VRS), the advanced engineering materials group, is pleased
to announce its unaudited interim results for the six months ended 30
September 2021.

 

Financial Highlights

 

●     Group revenues from continuing operations up 41% to £3.82 million
(H1 2020: £2.71 million)*

●     Graphene revenues up 166% to £0.93 million (H1 2020: £0.35
million)

●     Adjusted LBITDA** for continuing operations reduced by 39% to
£0.71 million (H1 2020: £1.16 million)

●     Reported loss before tax of £3.11 million (H1 2020: £4.34
million)

●     Reported loss before tax from continuing operations of £2.96
million (H1 2020: £4.31 million)

●     Cash of £3.46 million at 30 September 2021 (31 March 2021: £2.36
million)

 

*Excludes discontinued revenues of £0.45 million (H1 2020: £0.41 million)

**Adjusted LBITDA (Loss Before Interest, Tax, Depreciation and Amortisation)
excludes exceptional items, share-based payment charges and other losses)

 

Operational Highlights

 

●   £1.93 million strategic investment in Versarien by GrapheneLab Co.
Ltd., South Korea, together with royalty and trademark agreements

●   Acquisition of Spanish graphene manufacturing assets to provide up to
an additional 100 tonne powder capacity per annum

●   Orders placed for the purchase of equipment to scale up ink
production capacity by an additional 12,000 litres per annum

●    Lease signed on new dedicated graphene production facility in
Longhope, Gloucestershire

●    Textile supply agreement signed with Crosslete and discussions
ongoing with multiple garment suppliers

 

Post Period Highlights

 

●   Grant agreement signed to support the development of Pseudo-Capacitor
technology aimed at zero emissions for port-side infrastructure

●    Commercial agreement signed with Superdry to produce graphene
enhanced garments

●    Royalty agreement signed with Gerdau S.A for the distribution of
graphene masks primarily in Latin America

 

Neill Ricketts, CEO of Versarien, commented:

 

"The first half of this financial year has seen continued progress in our
pursuit of commercialisation whilst increasing both production capacity and
our global footprint. GSCALE remains on track with particularly pleasing
results in textiles and concrete. We remain conscious of our environmental
obligations which also brings commercial opportunities as we seek to solve
some of the global issues and challenges using graphene and allied two
dimensional materials"

 

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS STIPULATED UNDER THE UK
VERSION OF THE MARKET ABUSE REGULATION NO 596/2014 WHICH IS PART OF ENGLISH
LAW BY VIRTUE OF THE EUROPEAN (WITHDRAWAL) ACT 2018, AS AMENDED. ON
PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE, THIS
INFORMATION IS CONSIDERED TO BE IN THE PUBLIC DOMAIN

 

For further information please contact:

 

 Versarien Plc
 Neill Ricketts - Chief Executive Officer                         +44 (0) 1594 887204
 Chris Leigh - Chief Financial Officer

 SP Angel Corporate Finance (Nominated Adviser and Joint Broker)
 Matthew Johnson                                                  +44 (0) 20 3470 0470

 Ewan Leggat

 Adam Cowl

 Berenberg (Joint Broker)
 Mark Whitmore                                                    +44 (0) 20 3207 7800

 Ciaran Walsh

 Yellow Jersey (Investor Relations)                               Versarien@yellowjersey.pr.com (mailto:Versarien@yellowjersey.pr.com)
 Charles Goodwin                                                  +44 (0) 20 3004 9512

 Henry Wilkinson

 

Notes to Editors:

 

The strategy of Versarien Plc (AIM:VRS) is to be a globally recognised
graphene company with a wide  portfolio of high-quality verified materials
allied to the largest relevant IP portfolio supported by its own UK based
research and development centre driving recurring revenue growth through its
innovative graphene product applications.

 

For further information please see: http://www.versarien.com
(http://www.versarien.com)

 

 

Chairman's Statement

 

I referred in the annual report to the challenges that Covid-19 had presented,
and to the progress that had been made in spite of the restrictions placed
upon us. It is therefore extremely pleasing to be able to report continuing
progress at the interim  stage.

 

In particular, advancements in both textiles and concrete have been made and
the latter brings the opportunity for significant environmental benefits. We
are able to deliver on these projects with the continued support of the UK
government through the IUK loan and the strategic investment from GrapheneLab
Co Ltd., our partner in South Korea.

 

Continuing progress means we have to scale up production as demonstrated by
the move to dedicated manufacturing facilities in Longhope, Gloucestershire.
At this new facility we are commissioning the recently acquired equipment
sourced from Spain. This is a significant step on our journey to future
revenue generation.

 

Our global footprint and product portfolio are both important strands of our
strategy to become a global player in the graphene space. We have now
commissioned all the equipment acquired from Hanwha and have been able to
produce high quality CVD single layer graphene suitable for use in the
electronics industry.

 

As announced in October 2021, I will be standing down at the end of this
calendar year and Diane Savory will be taking up the post. As we develop our
projects, her expertise in managing a public company, chairing the
Gloucestershire LEP and experience in textiles will be invaluable. I wish her
well in what will be an exciting stage of Versarien's development.

 

James Stewart CBE

Non-executive Chairman

06 December 2021

 

 

Chief Executive Officer's Review

 

As described in the Annual Report, following the focus on graphene and the
discontinuance of the aluminium business, segmental analysis is now split
between technology and mature operations. The GSCALE project is described in
each of the paragraphs below, but in the immediate future management we will
be concentrating on the construction and leisure sectors whilst still
progressing the described activities.

 

UK Technology Operations

The technology operations are now located in six countries being England,
Ireland, Spain, South Korea, China and America. UK production (G) is now
concentrated at our new 18,000 square foot dedicated graphene facility in
Longhope, Gloucestershire housing production equipment previously located at
Cheltenham as well as the newly arrived plant and equipment from Spain, which
is in the process of commissioning. We are also bringing forward plans for the
occupation of a 10,000 square foot innovation centre currently under
construction which will include graphene enhanced concrete with polypropylene
fibres in the design eliminating the need for steel rebar and providing a
strong demonstrator for the technology.

 

Carbon fibre developments in transport (S) addresses a UK market worth £4
billion in which graphene enhanced composites can reduce weight and improve
strength. Versarien has been working extensively in the area of graphene
enhanced carbon fibre reinforced polymers( CFRP) for various applications,
many of which can be applied to the automotive sector. Versarien was awarded a
Technology Developer Accelerator Program (TDAP) grant from the Advanced
Propulsion Centre (APC) in 2020 to develop an innovative low-carbon component
which will result in reduced vehicle emissions. The TDAP project has overseen
the development of a low weight, high strength automotive component which can
be directly applied to multiple areas of any vehicle. In partnership with
Lotus Cars, the University of Sheffield's Advanced Manufacturing and Research
Centre (AMRC) and other supply chain partners one outcome from the project is
a graphene enhanced CFRP bonnet assembly for the Lotus Evija electric sports
car. Graphene enhanced CFRP in the Lotus Evija Bonnet has achieved three key
objectives:

1. Mechanical - improved mechanical performance by at least 10% compared to
the base prepreg material (fibrous material pre-impregnated with a particular
synthetic resin)

2. Visual - Surface quality to meet Lotus' paint specification

3. Price - Achieved a 10% -25% cost reduction

All three objectives were achieved using a hot press production process with
lower capital costs and faster manufacturing. Further development will
continue as Versarien and Lotus further optimise the process for use in any
body panel. Several other projects are ongoing that contribute to further
development of enhanced CFRPs for conventional structural supports, which
could provide an innovative alternative for automotive, aerospace and rail
manufacturers.

 

The mission for construction (C) is to reduce CO(2) emissions. 24.7 million
tons of ready mixed concrete is used in the UK annually and there are 250,000
miles of roads. Significant reductions in CO(2) can be achieved by reducing
the amount of cement used in ready mix whilst still maintaining strength,
reducing curing and drying times and reducing or eliminating the need for
steel. Introducing graphene reinforced concrete, graphene enhanced polymer
fibres and recycled materials has a major impact on reducing CO(2) levels.

 

Opportunities exist in extending asset life by eliminating cracking, using
graphene enhanced polypropylene chopped fibres to replace ferrous rebar,
development of self healing concrete, faster curing without cracking,
non-destructive microwave rapid repair and 3-dimensional printing.

 

Studies have shown improved compression strength of ~38%, improved flexural
strength of between 14% and 45%, increased tensile strength of ~15%, improved
water permeability of ~200%, and increased corrosion resistance.

 

We are working on national highways projects as well as with HS2 for printed
concrete and with non-government bodies on flood defences and rail for light
quick deployment of flexible design buildings as well as having trademarked
Cementene ™ for concrete.

 

Other project areas include wind turbine bases, building house rafts, water
industry, flooring screed, very light rail structures, slipform roads/runways.

 

The mission for Polymers (A), is to reduce the amount of fossil fuel based
plastics required where 3.3 million tonnes of plastic is processed in the UK
alone and in particular, to increase the recyclability of packaging plastics
where incorporating graphene in plastic and bio based plastic has a material
effect.

 

Plastic packaging accounts for 44% of plastic used in the UK but 67% of
plastic waste with over 2 million tonnes of plastic packaging used in the UK
each year.  This is mostly new rather than recycled plastic and Versarien is
looking at the effect of adding graphene as a reinforcing filler into HDPE
blow moulded bottles to improve the performance of recycled plastics. Pilot
trials have shown a 20% weight reduction at a 1.5% - 2% loading.

 

We continue to work with one of the world's largest packaging companies to
evaluate graphene-based coatings as well as on other projects including
optical wear, airway medical suction units and other forms of packaging.

 

The mission for Leisure (L) is similar to polymers, in reducing the use of
fossil fuel based materials, but also to improve performance, garment
lifetime, recyclability and functionality. In a UK market worth an estimated
£5.8 billion the use of graphene inks and graphene enhanced material fibres
can make a substantial difference.

 

As disclosed in the recently announced agreement with Superdry we have
developed a number of sample garments which is testament to the benefits of
utilising Versarien's graphene technology.  We continue to work with many
organisations on sportswear, civilian and military clothing as well as in
specialist applications such as athletic performance, fire and police.

 

The mission for Elastomers (E) is to improve performance, extend lifetime,
recyclability and functionality in the areas of tyres and rubbers (including
footwear). The global footwear market is expected to reach $440 billion by
2026 and we are focussed on graphene reinforced biomaterials and conventional
elastomers. Our work on electric vehicle tyres has proved ~5% reduction in
rolling resistance which will help for greater range in electric vehicles.
Abrasion is also significantly improved with a new graphene variant.

 

In footwear we have been able to demonstrate significant increases in tensile
strength (~50%), modulus (~30%), elongation (~20%) and tear strength (~23%)
when compared to reference non-graphene compounds. We are working with Enso,
Vivo Barefoot and Flux on these applications.

 

The £1.95 million development agreement with DSTL announced in November
2020  has progressed well and we are on track to complete it in accordance
with the agreed milestones.

 

International Technology Operations

 

Our international operations are also making progress. In the USA we have
signed 22 confidentiality agreements, are working on 14 active projects and
have 5 collaborations in place.  Sectors include coatings and anticorrosion,
packaging/bottling, fabrics, polymers, elastomers, thermal transfer fluids and
insulation materials.

 

In South Korea, we have successfully relocated and commissioned the plant and
equipment acquired in the transaction with Hanwha last December, clean room
facilities are operational and we have been able to produce high quality CVD
graphene samples. The next steps will be to begin commercialising the 100 plus
patents acquired by collaborating with institutions and South Korean companies
as well as working with our partners at GrapheneLab Co Ltd. on government
projects. Whilst this is early stage, we are excited by the many opportunities
in the South Korean market including our collaboration on biocides with SD Lab
Korea.

 

Gnanomat in Spain is working with other Group operations on a number of
projects in energy storage, biocide materials, screening, sensors, coatings
and conductive inks.  It has launched a number of products where graphene is
combined with metal nano-particles and metal oxides whilst upgrading its
manufacturing capability supported by the INN-PRESSME EU funding.

 

We continue to evaluate the opportunities in China whilst ensuring that we
protect our IP and operate in accordance with UK Government guidelines. The
macro-political environment has meant that we are now focussing on South Korea
as our route to the Asian market.

 

 

Mature Businesses

 

Both AAC Cyroma Limited (plastic products) and Total Carbide Limited (hard
wear parts) remained operational throughout the Covid-19 pandemic. Last year
was challenging but I am pleased to report that sales have increased by 23%
over the comparative period and that they have returned to profitability.

 

We have exited the aluminium business which is shown as discontinued in the
financial statements. We continue to examine ways in which both mature
businesses can support the technology business in the future and form
synergies to improve efficiency.

 

Current trading and outlook

 

As of writing, the outlook for the pandemic is far from certain as is the
economy, and we remain vigilant around costs. However, the opportunities for
graphene  both in the UK and abroad in textiles and concrete  are areas of
particular near-term focus whilst still progressing the other areas of our
GSCALE project.

 

 

Neill Ricketts

Chief Executive Officer

06 December 2021

 

Chief Financial Officer's review

 

Group Results

As stated in the annual report, the aluminium business based at Cheltenham has
now ceased and consequently these results are split between continuing and
discontinued operations and the segmental analysis between the technology and
mature businesses.

 

In total, Versarien's revenue for the six months ended 30 September 2021 was
£4.28 million (H1 2020: £3.12 million), up £1.16 million, an increase of
37%. The revenue from the continuing businesses increased by 41% to £3.82
million up from £2.71 million. Revenue from graphene, including that
recognised under the DSTL project, was up 166% to £0.93 million from £0.35
million in the comparative period.

 

The total loss from operations was £3.00 million (H1 2020: £4.28 million).
This was after charging £0.83 million in respect of the six-monthly valuation
of the Lanstead Sharing Agreements (H1 2020: £1.82 million).

 

The adjusted LBITDA for continuing operations was £0.71 million compared to
£1.16 million, a reduction of 39% calculated as follows:

 

                                       Six months ended                                          Six months ended

                                       30 September 2021                                         30 September 2020
                                       £'000                  £'000         £'000                £'000                  £'000                    £'000
                                       Continuing operations  Discontinued operations     TOTAL  Continuing operations  Discontinued operations  TOTAL
 Loss from operations                  (2,862)                (144)         (3,006)              (4,254)                (21)                     (4,275)
 Depreciation and Amortisation         683                    41            724                  504                    48                       552
 Share based payments                  595                    -             595                  597                    -                        597
 Exceptional items                     41                     67            108                  178                    -                        178
 Other losses                          830                    -             830                  1,817                  -                        1,817
 Adjusted LBITDA                       (713)                  (36)          (749)                (1,158)                27                       (1,131)

 

 

Exceptional costs were incurred in the period of £0.11 million (H1 2020:
£0.18 million), which mostly relate to the costs associated with the move to
the new premises in Longhope. The reported loss before tax for the period was
£3.11 million (H1 2020: £4.34 million).  Group net assets at 30 September
2021 were £15.9 million (31 March 2021: £16.5 million) with cash at the
period end of £3.5 million (31 March 2021: £2.4 million).

 

Net cash used in operating activities was £1.19 million (H1 2020: £0.75
million), investment in development costs and equipment was £1.87 million (H1
2020: £0.17 million) and principal lease payments were £0.39 million (H1
2020: £0.48 million) giving total cash outflows of £3.45 million (H1 2020:
£1.40 million). These activities were financed by net funds received from the
Lanstead sharing agreements of £1.80 million (H1 2020: £0.93 million), net
loans received of £1.11 million (H1 2020: £1.96 million and net funds
received from the share issue to GrapheneLab Co Ltd. of £1.90 million (H1
2020: £Nil) totalling £4.81 million (H1 2020: £2.89 million).  The surplus
of £1.36 million (H1 2020: £1.49 million) resulted in reduced drawings on
the invoice finance facilities of £0.26 million (H1 2020: £0.64 million)
thus increasing cash at the period-end by £1.10 million (H1 2020: £0.85
million). As we progress our GSCALE project we continue to draw on the £5
million IUK loan facility, repayment of which is due to commence in 2024.

 

The mature business segment is seeing increased revenues albeit not yet to
pre-covid levels and an overall return to profitability.  We continue to
maintain strict control over costs.

 

In summary, it is pleasing to report that the Group's financial results are
showing revenue recovery, significantly reduced losses and an improvement in
cash resources as we continue to focus on expanding our production facilities
with our continued focus on GSCALE.

 

Chris Leigh

Chief Financial Officer

06 December 2021

 

 

Consolidated Interim Financial Statements

 

Group statement of comprehensive income

For the half year ended 30 September 2021

 

                                                                           30 September  30 September

                                                                           2021          2020

                                                                           Unaudited     Unaudited

                                                                           £'000         £'000
                                                                    Notes
 Continuing operations
 Revenue                                                            3      3,824         2,709
 Cost of sales                                                             (2,744)       (2,310)
 Gross profit                                                              1,080         399
 Other operating income                                                    88            72
 Other losses                                                              (830)         (1,817)
 Operating expenses (including exceptional items)                          (3,200)       (2,908)
 Loss from operations before exceptional items                             (2,818)       (4,076)
 Exceptional items                                                  4      (44)          (178)
 Loss from operations                                                      (2,862)       (4,254)
 Finance charge                                                            (96)          (58)
 Loss before income tax                                                    (2,958)       (4,312)
 Income Tax                                                         5      -             -
 Loss from continuing operations                                           (2,958)       (4,312)
 Loss from discontinued operations                                  2      (155)         (27)
 Loss for the period                                                       (3,113)       (4,339)
 Loss attributable to:
 - Owners of the parent company                                            (3,021)       (4,158)
 - Non-controlling interest                                                (92)          (181)
                                                                           (3,113)       (4,339)
 Loss per share attributable to the equity holders of the Company:
 Basic and diluted loss per share                                   6      (1.56)p       (2.45)p

 

There is no other comprehensive income for the year.

 

The other losses in the period relates to the fair value assessment of the
Lanstead sharing agreements at the balance sheet date.

 

 

Group statement of financial position

As at 30 September 2021

 

                                                      Note  30 September  31 March

                                                            2021          2021

                                                            Unaudited     Audited

                                                            £'000         £'000
 Assets
 Non-current assets
 Intangible Assets                                    7     10,397        9,706
 Property, plant and equipment                              4,865         4,119
 Deferred taxation                                          25            25
 Trade and other receivables                                40            772
                                                            15,327        14,622
 Current assets
 Inventory                                                  1,666         1,814
 Trade and other receivables                                4,391         6,449
 Cash and cash equivalents                                  3,462         2,359
                                                            9,519         10,622
 Total assets                                               24,846        25,244

 Equity
 Called up share capital                                    1,941         1,899
 Share premium                                              34,864        33,003
 Merger reserve                                             1,256         1,256
 Share-based payment reserve                                3,844         3,249
 Accumulated losses                                         (24,646)      (21,625)
 Equity attributable to owners of the parent company        17,259        17,782
 Non-controlling interest                                   (1,380)       (1,288)
 Total equity                                               15,879        16,494

 Liabilities
 Non-current liabilities
 Trade and other payables                                   1,308         1,222
 Deferred taxation                                          67            67
 Innovate Loan                                              3,341         2,260
 Long-term borrowings                                       304           356
                                                            5,020         3,905
 Current liabilities
 Trade and other payables                                   3,162         3,748
 Provisions                                                 119           119
 Invoice discounting advances                               376           631
 Current portion of long-term borrowings                    290           347
                                                            3,947         4,845
 Total liabilities                                          8,967         8,750
 Total equity and liabilities                               24,846        25,244

 

Group statement of changes in equity

For the half year ended 30 September 2021

 

                                   Share     Share     Merger    Share-based  Accumulated  Non-          Total

                                   capital   premium   reserve   payment      losses       controlling   equity

                                   £'000     account   £'000     reserve      £'000        interest      £'000

                                             £'000               £'000                     £'000
 At 1 April 2020 (audited)         1,697     25,497    1,256     2,056        (13,846)     (999)         15,661
 Loss for the period               -         -         -         -            (4,158)      (181)         (4,339)
 Share-based charge                -         -         -         597          -            -             597
 At 30 September 2020 (unaudited)  1,697     25,497    1,256     2,653        (18,004)     (1,180)       11,919
 Issue of shares                   202       7,506     -         -            -            -             7,708
 Loss for the period               -         -         -         -            (3,621)      (108)         (3,729)
 Share-based payments              -         -         -         596          -            -             596
 At 31 March 2021 (audited)        1,899     33,003    1,256     3,249        (21,625)     (1,288)       16,494
 Issue of shares                   42        1,861     -         -            -            -             1,903
 Loss for the period               -         -         -         -            (3,021)      (92)          (3,113)
 Share-based payments              -         -         -         595          -            -             595
 At 30 September 2021 (unaudited)  1,941     34,864    1,256     3,844        (24,646)     (1,380)       (15,879)

 

Included within the merger reserve is £53,000 in respect of the merger with
Versarien Technologies Limited (now Versarien Graphene Limited) and £964,000
in respect of the acquisition of Total Carbide Limited and £239,000 in
respect of the acquisition of AAC Cyroma Limited.

 

Statement of Group cash flows

For the half year ended 30 September 2021

 

                                                 Six months ended

                                                 30 September      Six months ended

                                                 2021              30 September

                                                 Unaudited         2020

                                                 £'000             Unaudited

                                                                   £'000
 Cash flows from operating activities
 Cash used in operations                         (1,081)           (683)
 Interest paid                                   (107)             (64)
 Net cash used in operating activities           (1,188)           (747)

 Cash flows from investing activities
 Purchase of intangible assets                   (853)             (169)
 Purchase of property, plant and equipment       (1,018)           (1)
 Net cash used in investing activities           (1,871)           (170)

 Cash flows from financing activities
 Share issue                                     1,926             -
 Share issue costs                               (23)              -
 Principal payment of leases under IFRS 16       (386)             (480)
 Innovate UK loan received                       1,081             1,964
 Net proceeds from CBIL loan                     25                -
 Funds received from Lanstead Sharing Agreement  1,794             925
 Net invoice discounting advances                (255)             (643)
 Net cash generated from financing activities    4,162             1,766
                                                 1,103             849

 Increase in cash and cash equivalents
 Cash and cash equivalents at start of period    2,359             1,657
 Cash and cash equivalents at end of period      3,462             2,506

 

 

Note to the statement of Group cash flows

For the half year ended 30 September 2021

 

                                          Six months ended

                                          30 September      Six months ended

                                          2021              30 September

                                          Unaudited         2020

                                          £'000             Unaudited

                                                            £'000
 Loss before income tax                   (3,113)           (4,339)
 Adjustments for:
 Share-based payments                     595               597
 Depreciation and amortisation            724               552
 Disposal of non-current assets           87                4
 Finance cost                             107               64
 Loss on FV movement of share agreement   830               1,817
 Decrease in inventories                  148               242
 Decrease in trade and other receivables  166               447
 (Decrease) in trade and other payables   (625)             (67)
 Cash used in operations                  (1,081)           (683)

 

 

 Discontinued operations                                                 Six months ended  Six months ended

                                                                         30 September      30 September

                                                                         2021              2020

                                                                         Unaudited         Unaudited

                                                                         £'000             £'000
 Net cash generated/(used) in operating activities                       122               (7)
 Net cash used in investing activities                                   (3)               -
 Net cash generated/(used) from financing activities                     (118)             15
 Increase in cash and cash equivalents from discontinued operations      1                 8

 

 

Notes to the unaudited interim statements

For the half year ended 30 September 2021

 

1. Basis of preparation

Versarien Plc is an AIM quoted company incorporated and domiciled in the
United Kingdom under the Companies Act 2006. The Company's registered office
is Units 1A-D, Longhope Business Park, Monmouth Road,
Longhope, Gloucestershire, GL17 0QZ.

The interim financial statements were prepared by the Directors and approved
for issue on 06 December 2021. These interim financial statements do not
comprise statutory accounts within the meaning of section 434 of the Companies
Act 2006. Statutory accounts for the year ended 31 March 2021 were approved by
the Board of Directors on 16 August 2021 and delivered to the Registrar of
Companies. The report of the auditors on those accounts was unqualified and
did not contain statements under sections 498 (2) or (3) of the Companies Act
2006.

As permitted, these interim financial statements have been prepared in
accordance with UK AIM Rules and UK-adopted IAS 34, "Interim Financial
Reporting". They should be read in conjunction with the annual financial
statements for the year ended 31 March 2021, which have been prepared in
accordance with UK-adopted international accounting standards, consistent with
the IFRS framework adopted in UK law. The accounting policies applied are
consistent with those of the annual financial statements for the year ended 31
March 2021, as described in those annual financial statements. Where new
standards or amendments to existing standards have become effective during the
year, there has been no material impact on the net assets or results of the
Group.

These interim financial statements have been prepared on a going concern basis
using similar assumptions to those made in the statutory accounts to 31 March
2021.

Certain statements within this report are forward looking. The expectations
reflected in these statements are considered reasonable. However, no assurance
can be given that they are correct. As these statements involve risks and
uncertainties the actual results may differ materially from those expressed or
implied by these statements. The interim financial statements have not been
audited.

2. Discontinued operations

On 5 August, within the preliminary results, the Group announced its decision
to exit the non-core aluminium business of Versarien Technologies Limited
based in Cheltenham. The company has been re-named Versarien Graphene Limited
and will be used as the revenue generating entity for UK graphene sales
whilst 2-DTech Limited and Cambridge Graphene Limited will continue as
the UK research and development arms of the graphene business. Financial
information relating to

the discontinued operation is set out below.

                                                   Notes  Six months ended

                                                          30 September

                                                          2021              Six months ended

                                                          Unaudited         30 September

                                                          £'000             2020

                                                                            Unaudited

                                                                            £'000

 Revenue                                           3      451               408
 Cost of sales                                            (363)             (297)
 Gross profit                                             88                111
 Other operating income                                   1                 2
 Other losses                                             -                 -
 Operating expenses (including exceptional items)         (233)             (134)
 Loss from operations before exceptional items            (80)              (21)
 Exceptional items                                 4      (64)              -
 Loss from operations                                     (144)             (21)
 Finance charge                                           (11)              (6)
 Loss before income tax                                   (155)             (27)
 Income Tax                                        5      -                 -
 Loss from discontinued operations                        (155)             (27)

 

3. Segmental information

 

The segment analysis for the six months to 30 September 2021 is as follows:

 

 

                                 Central  Technology Businesses  Mature Businesses  Discontinued Operations  Intra-group    TOTAL

                                                                                                             Adjustments
                                 £'000    £'000                  £'000              £'000                    £'000         £'000

 Revenue                         -        925                    2,899              451                      -             4,275
 Gross Margin                    -        254                    826                88                       -             1,168
 Other gains/(losses)            (830)    -                      -                  -                        -             (830)
 Other operating income          -        86                     2                  1                        -             89
 Operating expenses              (1,070)  (1,379)                (755)              (233)                    4             (3,433)
 (Loss)/ profit from operations  (1,900)  (1,039)                73                 (144)                    4             (3,006)
 Finance income/(charge)         (47)     (13)                   (36)               (11)                     -             (107)
 (Loss)/profit before tax        (1,947)  (1,052)                37                 (155)                    4             (3,113)

 

The segment analysis for the six months to 30 September 2020 is as follows:

 

                                 Central  Technology Businesses  Mature Businesses  Discontinued Operations  Intra-group    TOTAL

                                                                                                             Adjustments
                                 £'000    £'000                  £'000              £'000                    £'000         £'000

 Revenue                         -        347                    2,362              408                      -             3,117
 Gross Margin                    -        (71)                   470                111                      -             510
 Other gains/(losses)            (1,817)  -                      -                  -                        -             (1,817)
 Other operating income          -        70                     2                  2                        -             74
 Operating expenses              (1,191)  (945)                  (763)              (134)                    (9)           (3,042)
 (Loss)/ profit from operations  (3,008)  (946)                  (291)              (21)                     (9)           (4,275)
 Finance income/(charge)         (4)      (22)                   (32)               (6)                      -             (64)
 (Loss)/profit before tax        (3,012)  (968)                  (323)              (27)                     (9)           (4,339)

 

4. Exceptional items

 

                                                        Six months ended  Six months ended

                                                        30 September      30 September

                                                        2021              2020

                                                        Unaudited         Unaudited

                                                        £'000             £'000
 Relocation and restructuring costs                     108               6
 Costs relating to expansion in China                   -                 70
 Costs relating to setting up of the Korean subsidiary  -                 6
 Costs relating to asset purchase from Hanwha           -                 85
 Other                                                  -                 11
                                                        108               178

 

5. Taxation

The tax charge on the results for the period has been estimated at £nil
(2020: £nil). At the last year end the Group had £19.4 million of trading
losses carried forward to set-off against future trading profits.

 

6. Loss per share

The loss per share has been calculated by dividing the loss after taxation of
£3,021,000 (2020: £4,158,000) by the weighted average number of shares in
issue of 193,845,746 (2020: 169,682,290) during the period.

 

The calculation of the diluted earnings per share is based on the basic
earnings per share adjusted to allow for the issue of shares on the assumed
conversion of all dilutive options. However, in accordance with IAS33
"Earnings per Share", potential Ordinary shares are only considered dilutive
when their conversion would decrease the profit per share or increase the loss
per share. As at 30 September 2021 there were 14,677,130 (2020: 14,677,130)
potential Ordinary shares that have been disregarded in the calculation of
diluted earnings per share as they were considered non-dilutive at that date.

 

7. Intangible assets

                                     30 September  31 March

                                     2021          2021

                                     Unaudited     Audited

                                     £'000         £'000
 Goodwill                            3,555         3,555
 Customer relationships/order books  14            27
 Development costs                   3,297         2,453
 Licence                             51            58
 Intellectual property               3,480         3,613
 Total                               10,397        9,706

 

8. Dividends

As stated in the 2013 AIM Admission document, the Board's objective is to
continue to grow the Group's business and it is expected that any surplus cash
resources will, in the short to medium term, be re-invested into the research
and development of the Group's products. In view of this, no dividend is
declared and the Directors will not be recommending a dividend for the
foreseeable future. However, the Board intends that the Company will recommend
or declare dividends at some future date once they consider it commercially
prudent for the Company to do so, bearing in mind its financial position and
the capital resources required for its development.

 

9. Interim Report

This interim announcement is available on the Group's website at
www.versarien.com (http://www.versarien.com)

 

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