The calculation of the basic and diluted (Loss)/earnings per
share is based on the following data:
6 Months 6 Months Year
ended ended ended
30 Jun 30 Jun 31 Dec
14 13 Unaudited 13
Unaudited GBP'000 Audited
GBP'000 GBP'000
Earnings:
(Loss)/earnings for the
purposes of basic and diluted
(Loss)/ earnings per share
being net (Loss)/ profit
for the period (3,413) 572 1,512
=========== ============== ===========
Number of shares:
Weighted average number
of ordinary shares for
the purpose of basic (Loss)/earnings
per share 54,384,217 40,976,920 47,963,221
Effect of dilutive potential
ordinary shares:
* share options - 3,851,268 3,744,509
* warrants - - 143,449
----------- -------------- -----------
Weighted average number
of ordinary shares for
the purpose of diluted
(Loss)/earnings per share 54,384,217 44,828,188 51,851,179
=========== ============== ===========
In the 6 months ended 30 June 2014, potential dilutive ordinary
shares of 3,745,505 share options and 143,449 warrants were not
treated as dilutive as the Group was loss making.
5. Acquisition
On 4 March 2014, the Company announced the acquisition of 100%
of the share capital of Activiomics Limited ("Activiomics") for a
total consideration of up to GBP4.0 million in new ordinary shares
of 5 pence each in the Company ("Ordinary Shares"). Activiomics is
a private UK based proteomics company founded in 2010 and spun out
of Barts and the London Medical School, part of Queen Mary
University of London. Activiomics has a powerful technology for
protein identification which will help enable Retroscreen to mine
its biological samples for novel insights into target diseases.
The GBP4.0 million consideration is for the entire issued share
capital of Activiomics (on a fully diluted basis including all
outstanding options), split between a GBP3.08 million initial
consideration payable on the date of the transaction and GBP0.71
million of contingent consideration payable on the first
anniversary of the date of transaction subject to the satisfaction
of the successful transfer of technology to the Company. This
represents the fair value of the deferred consideration in line
with the expected payment based on the terms of the agreement.
Activiomics option holders rolled over their options into
Retroscreen options on similar terms, with options valued at
GBP171k in respect of the initial consideration and GBP40k in
respect of the contingent consideration.
The initial consideration was satisfied by the issue of 996,901
Ordinary shares in the Company. Following admission of the new
shares to trading on AIM, Retroscreen's total number of Ordinary
Shares with voting rights in issue was 54,723,821.
The amounts recognised in respect of the identifiable assets
acquired and liabilities assumed are as set out in the table
below:
GBP'000
Cash 108
Other receivables 16
Property, plant & equipment 24
Intangible assets 2,541
Financial liabilities (91)
Total identifiable assets 2,598
Goodwill 1,402
Total consideration 4,000
=============================================== ==================
Satisfied by:
Cash 41
Equity instruments (issue of ordinary shares) 3,037
Deferred consideration 922
Total consideration transferred 4,000
=============================================== ==================
The goodwill of GBP1.4m represents the premium paid in
anticipation of future profitability from assets that are not
capable of being separately identified and separately recognised
such as the expectation that the Company will be able to leverage
its wider market access and strong financial position to generate
sustainable financial growth beyond what Activiomics would have
potentially achieved as a stand-alone company.
None of the goodwill is expected to be deductible for tax
purposes. The impact of Activiomics results for the period are not
material to the Group as a whole.
The intangible assets acquired as part of the acquisition relate
to the proteomics technology, the fair value of which is dependent
on estimates of attributable cost savings, and are being amortised
over five years. The fair value of the acquired identifiable assets
and liabilities is provisional pending finalisation of the fair
value exercise.
6. Post Balance Sheet Event
On 14 August 2014, the Company announced that it had raised
GBP33.6 million (before expenses), subject to shareholder approval,
by way of a placing of 12,923,077 new Ordinary Shares of 25p each
with both new and existing institutional shareholders at a price of
260 pence per Ordinary Share. Following completion of the placing
on 1 September 2014 and subsequent admission of the 12,923,077 new
Ordinary Shares to trading on AIM, the total number of Ordinary
Shares with voting rights in issue was 67,646,898.
7. Financial Assets
Carrying value of financial assets:
30 June 30 June 31 December
2014 2013 2013
Unaudited Unaudited Audited
GBP'000 GBP'000 GBP'000
Cash and cash equivalents 9,149 13,194 13,310
Short-term deposits 22,500 - 22,500
Trade receivables 3,484 2,427 3,511
Research and development tax
credit receivable 1,818 1,615 2,425
Other receivables 2,428 1,305 1,838
Accrued income 664 479 502
----------------------------- --------- --------- -----------
Total financial assets 40,043 19,020 44,086
----------------------------- --------- --------- -----------
Carrying value of financial liabilities:
30 June 30 June 31 December
2014 2013 2013
Unaudited Unaudited Audited
GBP'000 GBP'000 GBP'000
Trade payables 2,881 2,268 2,083
Other taxes and social security 435 335 490
Accruals 2,256 1,318 2,705
Deferred income 2,235 3,644 2,892
Repayable lease incentive from
related parties 663 738 700
Other payables 197 60 111
-------------------------------- --------- --------- -----------
Total financial liabilities 8,667 8,363 8,981
-------------------------------- --------- --------- -----------
Retroscreen Virology Group plc
Independent review report to Retroscreen Virology Group plc
We have been engaged by the Company to review the condensed set
of financial statements in the interim financial report for the six
months ended 30 June 2014 which comprises the statement of
comprehensive income, the statement of financial position, the
statement of changes in equity, the statement of cash flows and
related notes 1 to 7. We have read the other information contained
in the interim financial report and considered whether it contains
any apparent misstatements or material inconsistencies with the
information in the condensed set of interim financial
statements.
This report is made solely to the Company in accordance with
International Standard on Review Engagements (UK and Ireland) 2410
"Review of Interim Financial Information Performed by the
Independent Auditor of the Entity" issued by the Auditing Practices
Board. Our work has been undertaken so that we might state to the
Company those matters we are required to state to it in an
independent review report and for no other purpose. To the fullest
extent permitted by law, we do not accept or assume responsibility
to anyone other than the Company, for our review work, for this
report, or for the conclusions we have formed.
Directors' responsibilities
The interim financial report is the responsibility of, and has
been approved by, the directors. The directors are responsible for
preparing the interim financial report in accordance with the AIM
Rules of the London Stock Exchange. As disclosed in note 1, the
annual financial statements of the Group are prepared in accordance
with IFRSs as adopted by the European Union. The condensed set of
financial statements included in this half-yearly financial report
has been prepared in accordance with International Accounting
Standard 34, "Interim Financial Reporting," as adopted by the
European Union.
Our responsibility
Hvivo (LSE:HVO)
Graphique Historique de l'Action
De Juin 2024 à Juil 2024
Hvivo (LSE:HVO)
Graphique Historique de l'Action
De Juil 2023 à Juil 2024
