TIDMVOR
RNS Number : 5717K
Vordere PLC
14 December 2018
COMPANY REGISTRATION NUMBER 07892904
VORDERE PLC
INTERIM REPORT FOR THE
SIX MONTHSED 30 SEPTEMBER 2018
Chief Executive's Report
It is with pleasure that I present the interim financial report
to shareholders for the period 1 April 2018 to 30 September
2018.
I am pleased to report that work in the first half of the year
has focused on building on the accomplishments to date. The Board
is confident that appropriate corporate governance systems and
procedures are now firmly in place to support the business as it
grows quickly in future. The operating team in Germany has
establish an excellent rapport with our key services providers at
PORR Design and Engineering. We are working closely with Jones Lang
LaSalle to enhance our valuations processes. Our Chief Operating
Officer continues to measure the progress of the team and our
projects with care and diligence.
We remain consistent in our approach to establish ourselves as a
property investment and development company.
Our investment strategy continues to focus mainly on the
expansion of our collateral as the Board believes this continues to
offer significant opportunity for the Group. Our market analysis
indicates that the "Credit Cycle" may be coming to an end. We plan
to expand our assets and cash in order to position the Company for
the changing financial cycle. Our near-term aim is to reach EUR100m
in assets, with a medium-term expectation that our collateral will
expand past EUR250m. We have no bank debt; we aim to expand a cash
reserve.
In addition to the investments in Germany, the Board continues
to explore opportunities to grow, in particular, in higher
volatility markets in more volatile economies in order to balance
the portfolio and provide greater opportunities for growth. We are
in discussions with several vendors to achieve this goal in Europe
and the Americas.
In line with our business model, we intend to fund future growth
opportunities with equity rather than debt.
Business review
The strategy of the Company continues to be to establish itself
over the medium term as a property investment and development
company.
The Board believes that the prevailing conditions in the German
residential property market continue to present a significant
opportunity for the Group. As outlined in the latest Annual Report,
four German properties (the "properties") were acquired in July
2017 via four limited partnerships. At the mid-year point, the
properties had a value of GBP16,120,568 (March 2018: GBP15,972,451)
and work is underway to enhance their value.
During the six-month period to 30 September 2018, the Board
continues with the strategy outlined at the previous year end of
disposal of the four properties. However, since the period end the
Board feels that the returns may be higher if some of the assets
are developed, rented out and the income retained. The Board is
keen to keep its options as flexible as possible and no change in
strategy has yet been approved for any property. In order to
enhance the density, and hence yield, the Company has been
scrutinising the possibility of variation to existing
permissions.
The operating team will continue to review the opportunities
related to the properties and may recommend to the Board changes in
strategy, for some or all the properties, once their assessments
are finalised. The Audit Committee will again consider the
appropriate accounting classification of the properties as part of
the next year end reporting process.
The current options for each of the properties within the
portfolio are as follows:
-- Berchtesgaden: continuing to negotiate with parties
interested in acquiring the site. Whilst these negotiations are
ongoing, the Company has not commenced the renewal of planning
permissions, due to the cost related to re-instating the
permissions. Consideration may be given to varying the permissions
to enhance the density and margin on this property, if the Board
approves the development of the project. In addition, negotiations
are underway for short-term lease extensions for the current
tenants. Management are also evaluating whether the returns may be
improved from developing the site and holding the property for
rental income.
-- Hanau: to obtain full planning consent on this property,
redevelop it and sell it as a completed block.
-- Haag: at the start of the interim report period, negotiations
had commenced with a potential investor, however these did not meet
the Investment Committee's objectives. New negotiations are now
underway and, whilst the outcome is awaited, planning work has been
suspended. In the event that planning work proceeds, consideration
will be given to retaining the current use class (hotel/restaurant)
as the Board's research indicates there is demand for this within
the current market.
-- Bamberg: brief negotiations have occurred with a potential
purchaser for a significantly higher price than our purchase price.
These discussions have stalled. The Board continues to assess the
most beneficial solution for Bamberg.
The EU General Data Protection Regulation (GDPR) came in to
force in May 2018 and the Company sought professional legal advice
to ensure compliance with the new legislation. The Board is
confident that all those working in the Group and its suppliers
will have their data handled in a secure and appropriate
manner.
Key Performance Indicators
Due to the relative simplicity of the business, the Board does
not formally consider key performance indicators. It does however
monitor cash balances and property valuations on a regular basis.
For the period ended 30 September 2018 no formal property
valuations have been obtained, however the directors have assessed
the period end property values and concluded that these have not
significantly changed since 31 March 2018. The Board will
re-consider the value in using financial key performance indicators
to measure performance in the business at least annually.
During the interim period, the Company has focused on obtaining
the necessary planning consents to further enhance the development
value of the Company's investments.
At the end of the interim period, the Company had GBP7.2m cash
(2017: GBP7.6m), no debt and continues to keep administration costs
to a minimum so that maximum funds can be dedicated to the
implementation, review of and potentially investment in, suitable
projects. The Company holds two loan receivables equal in total to
GBP2.1m (after provision for expected credit losses) earning 7%
annualised income.
Principal Risks and uncertainties
The preservation of our cash balances remains a principal risk
for the Group and we remain committed to maintaining minimal
operational costs to ensure that maximum funds remain available to
invest in projects. Maintaining a strong debt-free financial
position is fundamental in protecting the Group against adverse
changes in economic conditions. Our levels of expenditure are
carefully monitored against off plan sales and cash levels to
mitigate risk.
As we continue with our work within the real estate sector in
Germany, further key risks have been identified such as housing
market conditions and the macroeconomic climate. We recognise that
an inability of buyers to secure sufficient mortgage finance now or
in the future could have an impact on our transaction levels. To
help mitigate this risk, we have a broad German geographic exposure
and customer mix which reduces the reliance on mortgage
availability across the portfolio.
Should the current relative stability in the German housing
market and/or the macroeconomic climate deteriorate, the Group
could experience lower sales volumes than anticipated and/or
decreases in sales prices which could have a material adverse
impact on the Group's business, financial condition, results of
operations and prospects, and could result in a decline in the
value of the Group's portfolio. To help us secure sales, we work
hard to match supply to demand, carrying out detailed market
assessments of each site before acquisition, and regularly
throughout a project. Design, product type and product quality are
all assessed on a site by site basis to ensure that they meet the
target market and customer aspirations in that location. Whilst it
is not our intention to develop the properties that we currently
own in Germany ourselves, the risks above are ones which we believe
buyers of the properties may be exposed to, and therefore these
risks may also impact, and are relevant to, the Vordere
business.
Economic factors which could adversely impact the Group's
business include the availability of credit, increases in
inflation, exchange rate and interest rate fluctuations. As well as
maintaining a debt-free position as indicated above, we have
diverse relationships with local and internationally financed Real
Estate Investment Trusts (REITs), property companies and investors
to mitigate risk from currency volatility.
The Board recognises and is conscious of the political and
economic uncertainty that surrounds the UK's decision to leave the
European Union. We've considered the impact of Brexit on our
business and, whilst we understand that the uncertainty around
trade agreements itself creates a risk for our Group and all other
UK companies operating outside of the UK, we do not consider that
Brexit itself creates a principal risk for us due to our current
business model and strategy. We do not therefore anticipate a
significant operational impact on the Group. We understand that
there could be changes in regulation and/or legislation as a result
of Brexit but the potential changes and impact of any such changes
will remain unknown for some time. For now, we will continue to
monitor and evaluate any potential areas of risk as they are
identified but do not feel it would be prudent or appropriate to
undertake any scenario planning or contingency planning around
Brexit. We are open to opportunities that may avail themselves to
us because of Brexit, such
as the possibility of overseas investors and the potential to
streamline regulation around doing business in the UK.
Obtaining an accurate valuation of the Company's properties,
both prior to acquisition and at annual revaluation, is essential
to identifying a write down of property values in a reasonable time
and therefore maintaining the Company's balance sheet position.
The Directors of Vordere PLC are listed on the Company's website
at www.vordere.com.
Nicholas W. Hofgren
Chief Executive Officer
Condensed consolidated income statement and condensed
consolidated statement of comprehensive income for the six months
ended 30 September 2018
Note Unaudited Unaudited Audited
Six months Six months Year ended
ended ended 31 Mar
30 Sep 30 Sep 2017 2018
2018 (restated*) (restated*)
GBP GBP
GBP
GBP
Revenue 80,670 - 6,247
Administrative costs (1,431,692) (517,802) (4,214,249)
----------------------------------- ----- ----------------- ------------- -------------
Operating Loss (1,351,022) (517,802) (4,208,002)
Finance income 60,230 13,938 62,721
Finance expense - - (19)
Loss before taxation (1,290,792) (503,864) (4,145,300)
Taxation (593) - (11,930)
----------------------------------- ----- ----------------- ------------- -------------
Loss for the period attributable
to equity owners of the
company (1,291,385) (503,864) (4,157,230)
----------------------------------- ----- ----------------- ------------- -------------
Statement of comprehensive
income
----------------------------------- ----- ----------------- ------------- -------------
Exchange gain/(loss) arising
on translation of foreign
operations 39,803 - (352,539)
----------------------------------- ----- ----------------- ------------- -------------
Total comprehensive loss
for the period/year attributable
to the owners of the company (1,251,582) (503,864) (4,509,769)
----------------------------------- ----- ----------------- ------------- -------------
Loss per share
----------------------------------- ----- ----------------- ------------- -------------
Basic 4 (0.006) (0.005) (0.028)
Diluted 4 (0.006) (0.005) (0.028)
*See note 2 for details regarding the restatement as a result of
a change in accounting policy.
Condensed consolidated statement of financial position as at 30
September 2018
Note Unaudited Unaudited Audited
Six months Six months Year ended
ended ended
30 Sep 30 Sep 2017 31 Mar
2018 (restated*)
GBP 2018
GBP (restated*)
GBP
---------------------------------------------------- ----- ---------------- -------------- --------------
NON-CURRENT ASSETS
Investment property 5 - 18,818,162 -
Property, plant and
equipment 7,579 - 7,923
Financial assets at
amortised cost 6 2,075,278 1,098,428 1,985,378
---------------------------------------------------- ----- ---------------- -------------- --------------
Total non-current assets 2,082,857 19,916,590 1,993,301
CURRENT ASSETS
Development property 5 16,120,568 - 15,972,451
Trade and other receivables 293,341 184,853 812,999
Cash and cash equivalents 7,175,135 7,619,577 7,840,423
---------------------------------------------------- ----- ---------------- -------------- --------------
Total current assets 23,589,044 7,804,430 24,625,873
LIABILITIES
Total current liabilities 7 (669,980) (265,623) (365,671)
---------------------------------------------------- ----- ---------------- -------------- --------------
NET ASSETS 25,001,921 27,455,397 26,253,503
---------------------------------------------------- ----- ---------------- -------------- --------------
EQUITY
Capital and reserves
attributable to owners
of the company
Share capital 8 3,995,008 3,665,124 3,995,008
Share premium 24,505,431 22,031,304 24,505,431
Retained earnings (3,185,782) 1,758,969 (1,894,397)
Foreign exchange reserves (312,736) - (352,539)
---------------------------------------------------- ----- ---------------- -------------- --------------
TOTAL EQUITY 25,001,921 27,455,397 26,253,503
---------------------------------------------------- ----- ---------------- -------------- --------------
*See notes 2 and 9 for details regarding the restatement.
Condensed consolidated statement of changes in equity for the
six months ended 30 September 2018
Share Share premium Retained Foreign Total equity
capital earnings exchange
reserve
GBP GBP GBP GBP GBP
Balance at 1 April
2017 (audited) 616,115 3,299,509 (1,036,676) - 2,878,948
Comprehensive Loss
Loss for the period
and total comprehensive
income (restated*) - - (503,864) - (503,864)
Transactions with
owners
Cancellation of share
premium - (3,299,509) 3,299,509 - -
Share issue (net of
issue costs) 3,049,009 22,031,304 - - 25,080,313
Restated total owners
equity at 30 September
2017 (unaudited) 3,665,124 22,031,304 1,758,969 - 27,455,397
-------------------------- ---------- -------------- ------------ ----------------- ----------------
Comprehensive loss
Loss for the period
(restated*) - - (3,653,366) - (3,653,366)
Other comprehensive
income - - - (352,539) (352,539)
Transactions with
owners
Issue of share capital 329,884 2,474,127 - - 2,804,011
-------------------------- ---------- -------------- ------------ ----------------- ----------------
Restated total owners
equity at 31 March
2018 (audited) 3,995,008 24,505,431 (1,894,397) (352,539) 26,253,503
-------------------------- ---------- -------------- ------------ ----------------- ----------------
Comprehensive Loss
Loss for the period - - (1,291,385) - (1,291,385)
Other comprehensive
income - - - 39,803 39,803
Total owners equity
at 30 September 2018
(unaudited) 3,995,008 24,505,431 (3,185,782) (312,736) 25,001,921
-------------------------- ---------- -------------- ------------ ----------------- ----------------
*See note 2 for details regarding the restatement as a result of
a change in accounting policy.
Condensed consolidated cash flow statement for the six months
ended 30 September 2018
Unaudited Unaudited Audited
Six months Six months Year ended
ended 30 ended 30 31 Mar
Sep 2018 Sep 2017 2018
(restated*) (restated*)
GBP GBP GBP
-------------------------------------- ------------ ------------- -------------
Cash flows from operating activities
Loss for the year (1,291,385) (503,864) (4,157,230)
Adjustments for:
Tax expense 593 - 11,930
Depreciation and impairment 331 - 2,870,676
Finance income (60,230) (13,938) (62,721)
Finance costs - - 19
(1,350,691) (517,802) (1,337,326)
Decrease/(increase) in receivables 459,217 (1,133,786) (2,614,653)
Increase/(decrease) in payables 167,639 (217,944) (40,351)
Interest paid - - (19)
Increase in development properties (1,789) - (1,147,854)
Tax paid (593) - (55)
-------------------------------------- ------------ ------------- -------------
624,474 (1,351,730) (3,802,932)
Cash flows from operating activities (726,217) (1,869,532) (5,140,258)
-------------------------------------- ------------ ------------- -------------
Cash flows from investing activities
Purchase of property, plant and
equipment - - (7,964)
Interest received 60,230 13,938 62,721
-------------------------------------- ------------ ------------- -------------
60,230 13,938 54,757
Cash flows from financing activities
Issue of ordinary shares - 6,385,800 9,836,553
-------------------------------------- ------------ ------------- -------------
- 6,385,800 9,836,553
-------------------------------------- ------------ ------------- -------------
Net (decrease)/increase in cash
and cash equivalents (665,987) 4,530,206 4,751,052
Cash and cash equivalents at start
of the period 7,840,423 3,089,371 3,089,371
Effect of foreign exchange rate 699 - -
changes
-------------------------------------- ------------ ------------- -------------
Cash and cash equivalents at period
end 7,175,135 7,619,577 7,840,423
-------------------------------------- ------------ ------------- -------------
*See note 2 for details regarding the restatement as a result of
a change in accounting policy.
Notes to the interim accounts
For the six months ended 30 September 2018
1. General information
The Company is incorporated in England and Wales and is
domiciled in the UK. Its registered office is at 3(rd) Floor, 11-12
St. James's Square, London, United Kingdom, SW1Y 4LB.
These unaudited condensed interim financial statements for the
six months ended 30 September 2018 have been prepared in accordance
with International Financial Reporting Standards (IFRS) and IAS 34
"Interim Financial Reporting" as adopted by the European Union and
do not constitute statutory accounts as defined in Section 434 of
the Companies Act 2006. This condensed set of financial statements
has been prepared on a consistent basis with the Company's
published financial statements for the year ended 31 March 2018,
after the restatements disclosed in notes 2 and 9, and is presented
in pounds sterling.
The comparative figures for the financial year ended 31 March
2018 have been extracted from the Company's statutory accounts
which have been reported on by the Company's auditor and delivered
to the Registrar of Companies, and restated as disclosed in notes 2
and 9. The report of the auditors was unqualified and did not
contain a statement under the Companies Act 2006 regarding matters
which are required to be noted by exception. The interim results
have been reviewed by Grant Thornton UK LLP but have not been
audited.
2. Changes in accounting policies
During the period the Group has adopted IFRS 9 "Financial
Instruments" and IFRS 15 "Revenue from Contracts with Customers".
The adoption of IFRS 15 has not led to the need restate the prior
period figures.
However, the Group has financial assets at amortised cost that
are subject to IFRS 9's new expected credit loss model and was
required to revise its impairment methodology under IFRS 9 for this
class of asset.
While cash and cash equivalents are also subject to the
impairment requirements of IFRS 9, the identified impairment loss
was immaterial.
The Group's financial assets at amortised cost are considered to
have low credit risk, and the loss allowance was therefore limited
to 12 months expected losses. Management consider loan receivables
to be low credit risk when they have a low risk of default and the
issuer has a strong capacity to meet its contractual cash flow
obligations in the year term.
Applying the expected credit risk model resulted in the
recognition of a loss allowance of GBP24,370 in the six months
ended 30 September 2017 and a further GBP16,485 in the six months
ended 31 March 2018. This has led to a decrease in financial assets
at amortised cost of GBP24,370 as at 30 September 2017 and a
corresponding increase in the loss for the six months then ended,
and a decrease in financial assets at amortised cost of GBP40,855
as at 31 March 2018 and a corresponding increase in the loss for
the year then ended.
All other accounting policies remain unchanged since the year
ended 31 March 2018.
3. Going concern
The Company's activities, together with the factors likely to
affect its future development and performance, the financial
position of the Company, its cash flows and liquidity position have
been considered by the Directors, taking account of the current
market conditions which demonstrate that the Company shall continue
to operate within its own resources.
The Directors believe that the Company is well placed to manage
its business risks successfully, and that the Company has adequate
resources to continue in operational existence for the foreseeable
future. Accordingly, they consider it appropriate to adopt the
going concern basis in preparing these condensed financial
statements.
4. Loss per share
The calculation of the basic and fully diluted loss per share is
based on the loss for the period after tax of GBP1,291,385 (30 Sep
2017: GBP503,864 (restated, see note 2); 31 Mar 2018: GBP4,157,230
(restated, see note 2)) divided by the weighted average issued
ordinary shares of 199,750,418 (30 Sep 2017: 102,442,454; 31 Mar
2018: 147,307,300). Where a loss has been recorded for the year the
diluted loss per share does not differ from basic loss per share as
the exercise of any options or warrants would have the effect of
reducing loss per share and is therefore not dilutive under the
terms of IAS 33.
5. Development property
As at balance sheet date the Group has assets held for
development and resale in the ordinary course of business totalling
of GBP16,120,568 (30 Sep 2017: GBP18,818,162; 31 Mar 2018:
GBP15,972,451). This includes no additional impairment charge for
the period (30 Sep 2017: GBPnil; 31 Mar 2018: GBP2,870,635) to
reflect the net realisable value of the properties. The recoverable
amount is determined based on the professional valuation performed
by Jones Lang LeSalle calculation of net scenario value after
completion, as explained in note 12 of the financial statements for
the year ended 31 March 2018.
The movement in the six months ended 30 September 2018 has
arisen largely on the re-translation of the development properties,
which are held in Euros within their respective foreign
subsidiary.
These assets were initially classified as investment property
for the period end 30 September 2017, however by the year end the
company had a change in strategy for the property portfolio which
caused a transfer to development property.
6. Financial assets at amortised cost
Non-current financial assets at amortised cost of GBP2,075,278
(30 Sep 2017: GBP1,098,428 (restated, see notes 2 and 9); 31 Mar
2018: GBP1,985,378 (restated, see note 2)) relate to two 3rd party
loans from Vordere Capital S.a.r.l. to JV11 Eiendom AS and MV13
Eiendom AS. On the 2nd August 2017, Vordere Capital S.a.r.l. agreed
to provide MV13 Eiendom AS with a secured term loan facility of NOK
13,000,000 with interest of aggregate of 6 per cent per annum and 1
percent per annum. On the 15th November 2017, Vordere Capital
S.a.r.l. agreed to provide JV Eiendom AS with a secured term loan
facility of NOK 9,500,000 with interest of aggregate of 6 per cent
per annum and 1 percent per annum. The loans are repayable 5 years
from the Drawndown Dates of the loans, as described above. Interest
receivable for the period amounts to GBP60,230 (30 Sep 2017:
GBP13,453; 31 Mar 2018: GBP62,231). Vordere Capital S.a.r.l. has a
security over the properties bought with the proceeds of the above
loan.
7. Total current liabilities
Six months Six months Year
ended 30 ended 30 ended 31
Sep 2018 Sep 2017 Mar 2018
GBP GBP GBP
Trade payables 432,050 6,764 240,096
Other payables 12,255 123,650 4,530
Accruals 225,675 135,209 109,170
Corporation tax - - 11,875
669,980 265,623 365,671
---------- ---------- ---------
8. Issued share capital
Authorised, allotted and called up share capital:
Six months Six months Year
ended 30 ended 30 ended 31
Sep 2018 Sep 2017 Mar 2018
GBP GBP GBP
Ordinary shares of GBP0.02 each
at the beginning of the period 3,995,008 616,115 616,115
Shares issued during the year - 3,049,009 3,378,893
3,995,008 3,665,124 3,995,008
---------- ---------- ---------
Six months Six months Year
ended 30 ended 30 ended 31
Sep 2018 Sep 2017 Mar 2018
Number Number Number
Ordinary shares of GBP0.02 each
at the beginning of the period 199,750,418 30,805,783 30,805,783
Shares issued during the year - 152,450,464 168,944,635
199,750,418 183,256,247 199,750,418
----------- ----------- -----------
9. Prior period adjustment
The audited balance sheets as at 31 March 2018 and the unaudited
balance sheet as at 30 September 2017 have been restated as
detailed in note 2 due to the transition to IFRS 9 "Financial
Instruments" in the period.
In addition, the unaudited balance sheet as at 30 September 2017
has been restated to include financial assets at amortised cost of
GBP1,122,798 within non-current assets which had previously been
included in current receivables in error. As stated in note 2 an
expected credit loss of GBP24,370 has been recognised on this asset
on transition to IFRS 9.
10. Related parties
Mr Nicholas Hofgren, a Director of Vordere PLC is also a
director of GFG Limited. On 30 September 2016, the Company signed a
2--year Corporate advisory agreement with GFG Limited, under the
agreement the Company has agreed to pay GFG a fee of GBP7,500 per
month until such time that the Company asset value exceeds
GBP10,000,000 whereupon the fee will be calculated at the rate of
1.5% of the gross asset value or GBP15,000, whichever is greater,
per month. During the six month period ended 30 September 2018, the
Company paid GBP212,235 (2017: GBP134,966) for monthly advisory
services to GFG and GBP50,000 (2017: GBP10,000) for monthly Board
services. As at 30 September 2018 the outstanding balance was
GBP43,706 (2017: nil).
On the 2 June 2017 the Company signed a revised agreement for
3-years for a Corporate advisory agreement with GFG, with no other
changes.
Mr Nicholas Hofgren, a Director of Vordere PLC received
GBP18,000 (2017: GBP11,354) in directors remuneration during the
six months ended 30 September 2018. As at 30 September 2018 the
outstanding balance with Nicholas Hofgren was GBPnil (2017:
nil).
Mr G Johnson, a Director of Vordere PLC is also a Director of
Granite and Pine Investments International Ltd. During the six
months period ended 30 September 2018 Directors' fees of GBP12,500
(2017: GBP11,391) were paid to Granite and Pine Investments
International Ltd on behalf of Mr G Johnson. As at 30 September
2018 the outstanding balance due to Granite and Pine Investments
International Ltd was GBPnil (2017: GBPnil).
Mr B Fitzpatrick, a Director of Vordere PLC is also a Director
of Ocean Park Developments Ltd. During the six months period ended
30 September 2018 Directors' fees of GBP12,500 (2017: GBPnil) were
paid to Ocean Park Developments Ltd on behalf of Mr B Fitzpatrick.
As at 30 September 2018 the outstanding balance due to Ocean Park
Developments Ltd was GBP6,250 (2017: GBPnil). The outstanding
amount is repayable on demand.
Mr S Cheek, a Director of Vordere PLC is also a Director of
Randall Duke Limited. During the six months period ended 30
September 2018 Directors' fees of GBP10,417 (2017: GBPnil) were
paid to Randall Duke Limited on behalf of Mr S Cheek. As at 30
September 2018 the outstanding balance was GBP2,083 (2017:
nil).
12. Principal risks and uncertainties
The principal risks and uncertainties for the six months of
ending 30 September 2018 are laid out on pages 3 to 4 of this
interim report.
13. Events occurring after the reporting period
There are no significant events affecting the Group that have
occurred after the reporting period.
14. Board Approval
These interim results were approved by the Board of Vordere Plc
on 14 December 2018.
DIRECTORS RESPONSIBILITY STATEMENT AND REPORT ON PRINCIPAL RISKS
AND UNCERTANTIES
Responsibility statement
We confirm to the best of our knowledge:
(a) The condensed set of financial statements have been prepared
in accordance with IAS 34 Interim Financial Reporting as adopted by
the EU;
(b) The interim management report includes a fair review of the
information required by:
(1) DTR 4.2.7R of the Disclosure and Transparency Rules, being
an indication of important events that have occurred during the
first six months of the financial year and their impact on the
condensed set of financial statements; and a description of the
principal risks and uncertainties for the remaining six months of
the year; and
(2) DTR 4.2.8R of the Disclosure and Transparency Rules, being
related party transactions that have taken place in the first six
months of the current financial year and that have materially
affected the financial position or performance of the entity during
the period; and any changes in the related party described in the
last annual report that could do so.
Strategic Decisions
The Board will provide leadership within a framework of
appropriate and effective controls. The Board will set up, operate
and monitor the corporate governance values of the Company, and
will have overall responsibility for setting the Company's
strategic aims, defining the business objective, managing the
financial and operational resources of the Company and reviewing
the performance of the officers and management of the Company's
business both prior to and following an acquisition.
Financial Risk Management
The Company has a simple capital structure and its principal
financial asset is cash. The Company has no material exposure to
market risk or currency risk, and the Directors manage its exposure
to liquidity risk by maintaining adequate cash reserves.
Nicholas W. Hofgren
Chief Executive Officer
14 December 2018
Independent review report to the members of Vordere Plc
Introduction
We have been engaged by the company to review the condensed set
of financial statements in the half-yearly financial report of
Vordere Plc for the six months ended 30 September 2018 which
comprises the Condensed Consolidated Income Statement, the
Condensed Consolidated Statement of Comprehensive Income, the
Condensed Consolidated Statement of Financial Position, the
Condensed Consolidated Statement of Changes in Equity, the
Condensed Cash Flow Statement and the related notes. We have read
the other information contained in the half-yearly financial report
which only comprises the Chief Executive's Report set out on pages
2 to 4.
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 review 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 conclusion we have formed.
Directors' responsibilities
The half-yearly financial report is the responsibility of, and
has been approved by, the directors. The directors are responsible
for preparing the half-yearly financial report in accordance with
the Disclosure and Transparency Rules of the United Kingdom's
Financial Conduct Authority.
As disclosed in note 1, the annual financial statements of the
group are prepared in accordance with International Financial
Reporting Standards 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
Our responsibility is to express a conclusion on the condensed
set of financial statements in the half-yearly financial report
based on our review.
Scope of review
We conducted our review 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 for use in
the United Kingdom. A review of interim financial information
consists of making enquiries, primarily of persons responsible for
financial and accounting matters, and applying analytical and other
review procedures. A review is substantially less in scope than an
audit conducted in accordance with International Standards on
Auditing (UK and Ireland) and consequently does not enable us to
obtain assurance that we would become aware of all significant
matters that might be identified in an audit. Accordingly, we do
not express an audit opinion.
Conclusion
Based on our review, nothing has come to our attention that
causes us to believe that the condensed set of financial statements
in the half-yearly financial report for the six months ended 30
September 2018 is not prepared, in all material respects, in
accordance with International Accounting Standard 34, 'Interim
Financial Reporting', as adopted by the European Union and the
Disclosure and Transparency Rules of the United Kingdom's Financial
Conduct Authority.
Grant Thornton UK LLP
Statutory Auditor, Chartered Accountants
Crawley
14 December 2018
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
IR MMMMZDDMGRZM
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December 14, 2018 09:14 ET (14:14 GMT)
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