TIDMVITA
RNS Number : 6915N
Vintana PLC
26 September 2019
Vintana plc
("Vintana", the "Group" or the "Company")
Interim results for the six months ended 30 June 2019
The Board of Vintana plc (AIM: VITA) announces the Group's
interim results for the six months ended 30 June 2019. These half
yearly results incorporate the results of the Company's historic
trading subsidiary, Cellcast UK Limited ("Cellcast UK"), which was
disposed of post period end on 6 September 2019.
Highlights
-- UK interactive broadcast revenues remained broadly level at
GBP5.4 million (H1 2018: GBP5.4 million)
-- Revenues from overseas gaming services of GBP150,000 (H1 2018: GBP330,000)
-- Loss before tax of GBP962,234 for the period (H1 2018: profit of GBP5,353)
-- Loss per share of GBP1.2p (H1 2018: earnings per share of 0.001p)
Mike Neville, Chairman of Vintana plc, commented:
"These interim accounts confirm the difficult trading conditions
experienced by Cellcast UK in 2018 continued into 2019 and
underscore why the Company sold its operating business to a
management buyout team in September 2019. Following completion of
the disposal, we are now seeking to identify a suitable reverse
takeover acquisition target."
For further information:
Vintana plc
Mike Neville, Non-Executive Chairman Tel: +44 7775 606 175
Sam Malin, Executive Director investors@vintana.uk
Allenby Capital Limited (Nominated
Adviser)
Nick Naylor/James Reeve Tel: +44 20 3328 5656
EXECUTIVE DIRECTOR'S STATEMENT
Half year results
UK interactive broadcast revenues for the six months ended 30
June 2019 were GBP5.39 million (H1 2018: GBP5.44 million). Revenue
from the overseas gaming consultancy services represented
GBP150,000 (compared to GBP330,000 in H1 2018). As a result, total
revenue for the period was GBP5.54 million, a 4% reduction on the
previous period (H1 2018: GBP5.77 million).
With additional savings generated by the Group's improved online
strategy, the cost of sales went down by GBP69,000 to GBP5.44
million, a decrease of 1% compared to the same period last year (H1
2018 cost of sales: GBP5.51 million)
As a result of the decrease in overseas gaming consultancy
revenue, the gross profit for the period amounted to GBP106,000
compared to GBP267,000 in H1 2018.
General and administrative costs amounted to GBP266,000 (H1
2018: GBP217,000).
The post-tax loss for the period amounted to GBP962,000 and
negative earnings per share of 1.2p. By comparison, during the
period to 30 June 2018 the Group generated a net profit of GBP5,000
and earnings per share of 0.001p.
The Group's cash and cash equivalents at 30 June 2019 stood at
GBP412,000 compared to a balance of GBP978,000 at 30 June 2018.
Post period end
Disposal of Cellcast UK
On 20 August 2019, the Company announced the proposed disposal
of Cellcast UK to Com & Tel Media Limited for a consideration
of GBP375,000, plus the contingent right to certain additional
consideration (the "Disposal"). On 6 September 2019, the Company
completed the Disposal following the approval of shareholders at a
General Meeting. The Company's cash resources following the
Disposal were approximately GBP230,000.
Change of name
Following the completion of the Disposal, the Company changed
its name to Vintana plc, with TIDM VITA.
Board changes
On completion of the Disposal, Craig Gardiner, Emmanuelle
Guicharnaud and Bertrand Folliet resigned as Directors of the
Company. Following these departures, the Board consists of Mike
Neville as Chairman and Sam Malin as Executive Director.
Outlook
Vintana is now deemed to be an AIM Rule 15 cash shell pursuant
to the AIM Rules for Companies. The Company's strategy is to
deliver shareholder value through the acquisition, before the date
falling six months from 6 September 2019, of one or more companies
and/or projects that constitute a reverse takeover under AIM Rule
14 and that are either cash flow generative or show significant
potential for growth and a profitable exit.
Sam Malin
Executive Director
26 September 2019
UNAUDITED CONDENSED CONSOLIDATED STATEMENT of comprehensive
income
For the 6 months ended 30
June 2019 Discontinued operations
Audited
6 months ended 6 months ended Year ended
30/06/19 30/06/18 31/12/18
GBP GBP GBP
Revenue (see note 3) 5,543,371 5,772,955 11,270,077
Cost of sales (5,437,415) (5,506,046) (10,976,656)
Gross profit 105,956 266,909 293,421
-------------- -------------- ------------
Operating costs and expenses:
Administrative expenses
(see note 4) (266,356) (216,762) (514,649)
Amortisation and depreciation (33,793) (42,334) (79,621)
Impairment losses (see note
5) (767,609) - -
Total operating costs and
expenses (1,067,758) (259,096) (594,270)
-------------- -------------- ------------
Operating (loss)/profit (961,802) 7,813 (300,849)
Fair value gains and losses - - 1,787
Finance costs (432) (2,460) (2,460)
(Loss)/profit before tax (962,234) 5,353 (301,522)
-------------- -------------- ------------
Taxation - - 51,117
(Loss)/profit for the period (962,234) 5,353 (250,405)
Total comprehensive income
attributable to owners of
the company (962,234) 5,353 (250,405)
============== ============== ============
(Loss)/earnings per share
Basic and diluted (see note
6) (1.2p) 0.00p (0.3p)
============== ============== ============
UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL
POSITION
As at 30 June 2019
Audited
30/06/19 30/06/18 31/12/18
GBP GBP GBP
Assets
Non-current assets:
Intangible assets - 87,050 78,768
Property, plant and equipment - 132,794 146,971
Investments - 88,813 62,421
Trade and other receivables - - 293,228
- 308,657 581,388
----------- ----------- -----------
Current assets:
Trade and other receivables - 1,440,521 1,237,915
Cash and cash equivalents - 978,206 698,179
Assets of disposal group classified
as held for sale 1,403,857 - -
1,403,857 2,418,727 1,936,094
----------- ----------- -----------
Total assets 1,403,857 2,727,384 2,517,482
=========== =========== ===========
Capital and reserves:
Called up share capital 2,285,398 2,285,398 2,285,398
Share premium account 5,533,626 5,533,626 5,533,626
Merger reserve 1,300,395 1,300,395 1,300,395
Warrant reserve 13,702 13,702 13,702
Retained earnings (8,664,312) (7,418,141) (7,702,078)
----------- ----------- -----------
Total equity 468,809 1,714,980 1,431,043
----------- ----------- -----------
Liabilities
Current liabilities:
Trade and other payables - 1,012,404 1,086,439
Liabilities of directly associated
with non-current assets classified
as held for sale 935,048 - -
935,048 1,012,404 1,086,439
----------- ----------- -----------
Total equity and liabilities 1,403,857 2,727,384 2,517,482
=========== =========== ===========
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN
EQUITY
As at 30 June 2019 Called Up Share
Share Premium Merger Warrant Retained Total
Capital Account Reserve Reserve Earnings Equity
GBP GBP GBP GBP GBP GBP
--------------------- --------- --------- --------- ------- ----------- ---------
Balance at 1 January
2019 2,285,398 5,533,626 1,300,395 13,702 (7,702,078) 1,431,043
--------------------- --------- --------- --------- ------- ----------- ---------
Loss for the period - - - - (962,234) (962,234)
Balance at 30 June
2019 2,285,398 5,533,626 1,300,395 13,702 (8,664,312) 468,809
--------------------- --------- --------- --------- ------- ----------- ---------
As at 31 December
2018 Called Up Share
Share Premium Merger Warrant Retained Total
Capital Account Reserve Reserve Earnings Equity
GBP GBP GBP GBP GBP GBP
----------------------- --------- --------- --------- ------- ----------- ---------
Balance at 1 January
2018 2,285,398 5,533,626 1,300,395 13,702 (7,423,494) 1,709,627
----------------------- --------- --------- --------- ------- ----------- ---------
Aggregate adjustments
on
adoption of IFRS
9 - - - - (28,179) (28,179)
----------------------- --------- --------- --------- ------- ----------- ---------
Balance at 1 January
2018
as restated 2,285,398 5,533,626 1,300,395 13,702 (7,451,673) 1,681,448
----------------------- --------- --------- --------- ------- ----------- ---------
Loss for the period - - - - (250,405) (250,405)
Balance at 31 December
2018 2,285,398 5,533,626 1,300,395 13,702 (7,702,078) 1,431,043
----------------------- --------- --------- --------- ------- ----------- ---------
As at 30 June 2018 Called Up Share
Share Premium Merger Warrant Retained Total
Capital Account Reserve Reserve Earnings Equity
GBP GBP GBP GBP GBP GBP
--------------------- --------- --------- --------- ------- ----------- ---------
Balance at 1 January
2018 2,285,398 5,533,626 1,300,395 13,702 (7,423,494) 1,709,627
--------------------- --------- --------- --------- ------- ----------- ---------
Loss for the period - - - - 5,353 5,353
Balance at 30 June
2018 2,285,398 5,533,626 1,300,395 13,702 (7,418,141) 1,714,980
--------------------- --------- --------- --------- ------- ----------- ---------
In the above tables, the amounts are attributable to the equity
holders of the company.
UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
For the 6 months ended 30 June 2019
Discontinued operations
Audited
6 months ended 6 months ended Year ended
30/06/19 30/06/18 31/12/18
GBP GBP GBP
Net cash (outflow) from operations a (265,488) (31,346) (268,192)
Net cash (outflow) from investing
activities b (20,242) (45,289) (88,470)
Net cash used in financing
activities c (432) (2,460) (2,460)
----------------------------------- --- -------------- -------------- ----------
Net (decrease) in cash and
cash equivalents from operations (286,162) (79,095) (359,122)
---------------------------------------- -------------- -------------- ----------
Cash and cash equivalents
at beginning of period 698,179 1,057,301 1,057,301
Cash and cash equivalents
at end of period d 412,017 978,206 698,179
----------------------------------- --- -------------- -------------- ----------
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CASH
FLOWS
For the 6 months ended 30 June 2019
Audited
6 months ended 6 months ended Year ended
30/06/19 30/06/18 31/12/18
GBP GBP GBP
a Reconciliation of net loss to
net cash (outflow) from operating
activities
(Loss)/profit before tax (962,234) 5,353 (250,405)
Income tax recognised in profit
or loss - - (51,117)
Fair value gains and losses - - (1,787)
Finance costs 432 2,460 2,460
Amortisation and depreciation 33,793 42,334 79,621
Impairment of non-current assets 274,609 - -
Decrease in trade and other receivables 539,303 513,532 474,027
(Decrease) in trade and other
payables (151,391) (595,025) (520,991)
Net cash (outflow) from operations (265,488) (31,346) (268,192)
------------------------------------------- ---------------- -------------- -----------
b Cash flow from investing activities
Purchase of property, plant and
equipment (20,242) (45,289) (88,470)
Net cash (outflow) from investing
activities (20,242) (45,289) (88,470)
------------------------------------------- ---------------- -------------- -----------
c Cash flow from financing activities
Interest paid (432) (2,460) (2,460)
Net cash used in financing activities (432) (2,460) (2,460)
------------------------------------------- ---------------- -------------- -----------
d Cash and cash equivalents
Cash at bank 412,017 978,206 698,179
Cash and cash equivalents at the
end of the period 412,017 978,206 698,179
------------------------------------ ------- ------- -------
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL
INFORMATION
1. General Information
Vintana plc (the 'Company'), is a public limited company
incorporated and domiciled in the United Kingdom. The address of
its registered office is The Registry, 34 Beckenham Road,
Beckenham, Kent, BR3 4TU. Copies of this statement are available
from this address and from the Company's website
www.vintana.uk.
The Company's ordinary shares are admitted to trading on AIM, a
market operated by the London Stock Exchange PLC.
This condensed consolidated interim financial information was
approved for issue on 26 September 2019.
2. Basis of preparation
This unaudited condensed consolidated interim financial
information is for the six months ended 30 June 2019. This has been
prepared in accordance with recognition and measurement principles
of International Financial Reporting Standards (IFRS) as endorsed
by the European Union and implemented in the UK. The financial
information in this interim announcement is unaudited and does not
constitute statutory accounts within the meaning of Section 434 of
the Companies Act 2006.
The interim financial information does not include all of the
information required for full annual financial statements and
accordingly, whilst the interim financial information has been
prepared in accordance with the recognition and measurement
principles of IFRS, it cannot be construed as being in full
compliance with IFRS.
The comparative financial information for the year ended 31
December 2018 does not constitute statutory accounts within the
meaning of Section 434 of the Companies Act 2006. The statutory
accounts of the Group for the year ended 31 December 2018 have been
reported on by the Company's auditor and have been delivered to the
Registrar of Companies. The auditor's report on those statutory
accounts was unqualified, did not draw attention to any matters by
way of emphasis and did not contain a statement made under Section
498 of the Companies Act 2006.
The current and comparative periods to June have been prepared
using accounting policies and practices consistent with those
adopted in the annual financial statements for the year ended 31
December 2018.
The Group adopted IFRS 9 and IFRS 15 for periods commencing on
or after 1 January 2018. IFRS 9 'Financial instruments' replaces
IAS 39 'Financial Instruments: Recognition and measurement'. The
adoption of IFRS 9 changed the Group's accounting policy for
un-quoted equity investments. The Group's un-quoted equity
investment was previously accounted for at cost less impairment,
rather than fair value, using a specific exemption available under
IAS 39. Under IFRS 9 there is no such exemption and the investment
is required to be measured at fair value. In accordance with IFRS
9, the difference between the IAS 39 carrying value of this
investment at the date of initial application of IFRS 9 (1 January
2018) and its fair value under IFRS 9 at that date was recognised
in opening retained earnings (a reduction of GBP28,179). The
Group's financial assets (previously classified as loans and
receivables) and financial liabilities arising from normal
operations, such as trade receivables, amounts owed by Group
undertakings, trade payables and accruals, continue to be
recognised under the amortised cost model and there was no
adjustment to amounts previously recognised, on transition to IFRS
9. The adjustment of GBP28,179 was not reflected in the 30 June
2018 interim accounts and the directors do not consider it material
to retrospectively adjust those numbers to include an equivalent
adjustment for the 6 month period. The application of IFRS 15 did
not affect the reported financial position or performance for the 6
months to June 2018 or the year to 31 December 2018.
There are no other Standards and Interpretations which were in
issue but not effective at the date of authorisation of this
condensed interim financial information that the directors
anticipate will have a material impact on the financial
statements.
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL
INFORMATION
2. Basis of preparation (continued)
On 6 September 2019 the Company disposed of its 100% subsidiary;
Cellcast UK Limited, through which all of the Group's operations
were carried out (refer to note 5 for further details). The
proceeds covered the costs of disposal and leave the Company with a
residual cash balance. The Company's proposed strategy, following
the disposal, will be to acquire one or more companies and/or
projects which are either cash flow generative or show significant
potential for growth and profitable exit. On this basis, the
Directors have adopted the going concern basis in preparing the
interim financial report.
3. Revenue
Audited
6 months ended 6 months ended Year ended
30/06/19 30/06/18 31/12/18
GBP GBP GBP
Revenue
Interactive broadcast 5,393,371 5,442,955 10,875,077
Overseas gaming consultancy
services 150,000 330,000 395,000
-------------- -------------- ----------
Total revenue 5,543,371 5,772,955 11,270,077
-------------- -------------- ----------
4. Foreign exchange gains and losses
Included in administrative expenses for the 6 months ended
30/06/19 are foreign currency gains of GBP10,027 (Audited year
ended 31/12/18: GBP32,207. 6 months ended 30/06/18: GBP56,378).
5. Disposal after the reporting date
On 6 September 2019, the Company disposed of its 100% subsidiary
undertaking; Cellcast UK Limited for cash consideration of
GBP375,000 plus the contingent right to certain additional
consideration. Following this disposal, the Group has ceased all of
its previous trading and business operations which were carried out
in their entirety via Cellcast UK Limited. All of the Group's
assets and liabilities form part of the disposal and consequently
have been classified as 'held for sale' in the consolidated
statement of financial position at 30 June 2019. The directors have
carried out an impairment review of the Groups' assets at 30 June
2019 and recognised the following impairment losses in the
period:
GBP GBP
Provision for bad debt recognised against trade receivables 493,000
Impairment of intangible assets, property, plant and
equipment and investments 274,609
-------
767,609
-------
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL
INFORMATION
6. Earnings per share
Basic and diluted earnings per share is based on the profit or
loss after tax and on the following weighted average number of
shares in issue.
6 months 6 months Audited
ended ended Year ended
30/06/19 30/06/18 31/12/18
GBP GBP GBP
Reported (loss)/profit for the
financial period (962,234) 5,353 (250,405)
---------- ---------- -----------
Number Number Number
Weighted average number of ordinary
shares for basic and diluted (loss)/earnings
per share 77,513,224 77,513,224 77,513,224
Weighted average number of ordinary
shares for diluted (loss)/earnings
per share 77,513,224 77,513,224 77,513,224
========== ========== ===========
Basic earnings per share (pence) (1.2p) 0.00p (0.3p)
Diluted earnings per share (pence) (1.2p) 0.00p (0.3p)
---------- ---------- -----------
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London Stock Exchange. RNS is approved by the Financial Conduct
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END
IR GMGZLVKRGLZM
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