Interim Results

RNS Number : 7517W

Angle PLC

31 January 2013

 



For immediate release

31 January 2013

ANGLE plc

("ANGLE" or "the Company")

Interim Results for the six months ended 31 October 2012

PARSORTIX NON-INVASIVE CANCER DIAGNOSTICS PROGRESSING STRONGLY

ANGLE plc (AIM: AGL), the specialist medtech company, today announces unaudited interim results for the six months ended 31 October 2012.   

Highlights

·     Successful further development of the automated Parsortix medical device for the capture, identification and counting of circulating tumour cells (CTCs) from patient blood

 

·     Successful further development of the Parsortix consumable to make the Parsortix system easy to use and fully compatible with standard laboratory practice  

 

·     Extensive testing of the Parsortix medical device and consumable leading to the delivery in December 2012 of the Parsortix system to ANGLE's research partners, the University of Surrey Oncology Department and the Paterson Institute for Cancer Research

 

·     Major advance in the Parsortix capability, completed in January 2013, to allow the recovery of whole, intact CTCs from the device offering the potential for liquid biopsy where cancer cells are obtained from a blood sample rather than requiring surgical intervention 

 

·     Two world-leading Scientific Advisers appointed to help guide the Parsortix non-invasive cancer diagnostic system to market. They provide crucial medical knowledge, market understanding and established relationships with key customers

 

·     Board of Directors strengthened in January 2013 with the appointment of Brian Howlett, who brings a deep understanding of the medical diagnostics market including product development, regulatory approvals, major corporate deals and go-to-market strategies

 

·     In addition to Parsortix, ANGLE's other major assets are an equity holding in Geomerics, a computer games middleware and computer graphics company, and intellectual property in Novocellus IVF embryo viability technology

 

·     Equity issues during the half year raising £1.1 million to support the increased focus on medical diagnostics and a further fundraising of £2.3 million announced today. See separate release 

 

·     Loss for the half year of £0.4 million (H1 2012: loss £1.8 million)

·     Cash balance at 31 October 2012 of £0.9 million (30 April 2012: £1.1 million) 

Garth Selvey, Chairman, commented:

"Success in the half year in automating the Parsortix non-invasive cancer diagnostic system has provided a platform for launch of the product into the research market.  Over the coming months we will be focusing on achieving early sales in the research market and initiating work towards attaining CE marking in Europe and appropriate FDA approval in the United States to allow the product to be used in the much larger clinical market in the treatment of patients."

A meeting for analysts will be held at 10am today at the offices of Buchanan, 107 Cheapside, London EC2V 6DN. There will be a live webcast of the analyst meeting. If you would like to listen to the webcast, please log on to the following web address approximately 5 minutes before 10am: http://mediaserve.buchanan.uk.com/2013/angle310113/registration.asp  

A recording of the webcast will be made available on ANGLE's and Buchanan's websites, www.ANGLEplc.com and www.buchanan.uk.com.

These Interim Results may contain forward-looking statements. These statements reflect the Board's current view, are subject to a number of material risks and uncertainties and could change in the future. Factors that could cause or contribute to such changes include, but are not limited to, the general economic climate and market conditions, as well as specific factors relating to the financial or commercial prospects or performance of the Group's products and other investments.

For further information:

ANGLE plc	01483 685830
Andrew Newland, Chief Executive Ian Griffiths, Finance Director
Cenkos Securities Stephen Keys, Adrian Hargrave (Nominated adviser) Andy Roberts, Christian Hobart (Sales)	020 7397 8900
Buchanan Mark Court, Fiona Henson, Sophie Cowles	020 7466 5000

CHAIRMAN'S STATEMENT

Introduction

The first six months of the year saw major progress in the automation of ANGLE's Parsortix non-invasive cancer diagnostic system. 

Results

The loss for the half year of £0.4 million (H1 2012: loss £1.8 million) comprises:

·     fair value gain on non-controlled investments of £0.3 million (H1 2012: fair value loss £1.3 million);

·     expenditure on controlled investments of £0.3 million (H1 2012: £0.3 million);

·     other operating expenses of £0.4 million (H1 2012: £0.2 million).

In the half year, product development costs of £0.5 million (H1 2012: £nil) were capitalised and laboratory equipment of £0.1 million (H1 2012: £nil) was purchased.

The cash balance was £0.9 million at 31 October 2012 (30 April 2012: £1.1 million). 

Share issues

A fundraising completed during the half year raised £1.1 million. 

Announced separately today, shareholders and new investors have supported a further fundraising of £2.3 million. Funds raised will be used to strengthen the Company's financial position and support the launch of the Parsortix system.    

Business development

ANGLE made substantial progress with its Parsortix non-invasive cancer diagnostic system during the half year.

The system can capture, identify and count circulating tumour cells (CTCs) in cancer patient blood.  CTCs are shed into the bloodstream by primary cancer tumours and are the cause of secondary cancers.  They exist in the blood of cancer patients in numbers that are sometimes as low as one cell in a billion and are very difficult to isolate.

Parsortix's ability to capture, identify and count CTCs in cancer patient blood should enable the development of a simple blood test to allow:

·     prognostic assessment of patients to predict the likely outcome of their cancer, enabling a more informed consideration of their treatment options;

·     monitoring of cancer patients during treatment to assess their progress and determine which treatments are likely to be effective for them;

·     post-treatment monitoring of patients in remission for early detection of potential relapse, with the potential to improve treatment success rates for secondary cancers.

The Company estimates that the potential market for a CTC product addressing these areas is currently worth over £6 billion per annum.

During the half year, ANGLE made major progress in automating its Parsortix system to create a platform, comprising a medical device and a consumable, suitable for sales to the research market.

Work completed in January 2013 has now led to a major advance in the Parsortix capability to allow the recovery of whole, intact CTCs from the device, following separation, offering the potential for liquid biopsy where cancer cells are obtained from a blood sample rather than requiring surgical intervention. 

The Parsortix CTC recovery capability gives the potential for the cells captured by the Parsortix system to be analysed by a variety of contemporary molecular techniques and opens up many new diagnostic, prognostic and treatment applications for cancer patients, greatly increasing the size of the available market. 

ANGLE's research partner, the Paterson Institute for Cancer Research, is a world leader in developing medical applications in this field and it will be investigating the potential for the Parsortix system to be used as a source of CTCs for these applications. 

The importance of the medical need that Parsortix is seeking to address is highlighted in the recent Lancet* article profiling Professor Caroline Dive, Head of the Group at Paterson with which ANGLE is working and winner of the 2012 Pasteur-Weizmann/Servier Prize, where she was said to have "set her sights on the holy grail of cancer biomarker research: simple blood tests that can indicate how aggressive a tumour is, which therapy will be most effective, and show how the tumour is responding to treatment." Professor Dive added that "We will be taking big steps forward with personalised medicine for cancer patients. The future looks bright."

*The Lancet Volume 381, Issue 9861, Page 107, 12 January 2013

More details of progress are given in the Operations Summary.

Scientific Advisers

During the half year, two world-leading Scientific Advisers were appointed to help guide the Parsortix non-invasive cancer diagnostic technology to market. They provide crucial medical knowledge, market understanding and established relationships with key customers.

Professor Adrian Newland CBE (no relation to ANGLE's Chief Executive) is Professor of Haematology at Barts Health NHS Trust and Queen Mary University of London. He is Director of Pathology for the Trust and is Clinical Director of the North East London Cancer Network.

Professor Ashok Venkitaraman holds the Ursula Zoellner Professorship of Cancer Research at the University of Cambridge, and is Director of the Medical Research Council's Cancer Cell Unit and Joint Director of the Medical Research Council Hutchison Cancer Research Centre. 

Board of Directors strengthened

I would like to take this opportunity to welcome Brian Howlett to the ANGLE Board. Brian brings a deep understanding of the medical diagnostic market, including product development, regulatory approvals, major corporate deals and go-to-market strategies.

Other Assets

In addition to Parsortix, ANGLE's other major assets are an equity holding in Geomerics, a computer games middleware and computer graphics company, and intellectual property in Novocellus IVF embryo viability technology. Further details are given in the Operations Summary.

Outlook for the full financial year

Success in the half year in automating the Parsortix non-invasive cancer diagnostic system has provided a platform for launch of the product into the research market.  Over the coming months we will be focusing on achieving early sales in the research market and initiating work towards attaining CE marking in Europe and appropriate FDA approval in the United States to allow the product to be used in the much larger clinical market in the treatment of patients.

Garth Selvey

Chairman

30 January 2013

 

OPERATIONS SUMMARY

Introduction

During the half year, ANGLE made major progress with its Parsortix non-invasive cancer diagnostic system.

Highly challenging technical development objectives were met and the automated medical device and consumable were both successfully delivered within tight timescales and within the planned budget. 

Parsortix cell separation

Medical device development

During the half year, in collaboration with a specialist engineering company, ANGLE designed, developed and produced a medical device to automate the Parsortix cell separation technology for capturing, identifying and counting circulating tumour cells (CTCs) in patient blood.

Also during the half year, in collaboration with a high precision microfluidics manufacturing company, ANGLE re-designed the Parsortix consumable to make the Parsortix system easy to use and fully compatible with standard laboratory practice.  This involved the integration of a thin film bonded surface, development of a new clamping unit and re-development into a microscope slide format.

These two major developments combined to provide an automated Parsortix system, comprising a medical device and a consumable, for the capture, identification and counting of CTCs.  This combined system was extensively tested during the half year and numerous refinements and improvements developed until the system was considered sufficiently robust to release to ANGLE's research partners in December 2012.

The Parsortix system thus developed has resulted in a plug and play system where the blood sample in a standard blood collection tube is simply attached to the device, the consumable is easily loaded and the process of separation is automated.

Following the blood separation process, captured cells can easily be viewed using standard microscopy techniques.  The machine will also allow standard cell identification techniques (such as immuno-staining of cells) to be run automatically by the machine allowing cells to be stained inside the consumable so that they can be viewed easily on the user's existing microscopes and visually counted.

We believe the Parsortix system offers the potential for a simple, effective and affordable CTC product.

Parsortix CTC recovery

In our dealings with leading cancer clinicians and researchers, we have repeatedly been asked whether there is a means by which we could not only count CTCs but also recover them for molecular analysis.

During the half year, we initiated a work programme to investigate this and the work was completed in January 2013.  We have now developed a new capability which allows the recovery (harvesting) of captured cells from the Parsortix system.

The Parsortix system benefits from being based on a physical capture technology, which can be run without pre-treatment of the blood sample or the use of antibody or other chemical bonding technology.  As a result, the Parsortix system has the potential to capture intact, undamaged, living CTCs. The new recovery process retains this cell integrity and potentially enables a liquid biopsy of cancer. This offers a major step forward from current solid biopsies, which obtain cancer cells for analysis by surgical removal of parts of the solid tumour.

The advantages of a liquid biopsy of cancer are that it would avoid surgical intervention and:

·     a liquid biopsy from a standard blood test can be repeated as often as required whereas it is not desirable or feasible to undertake repeated solid biopsies by surgical removal;

·     there are many cancers (for example, pancreatic cancer, brain cancer, lung cancer) which may be difficult to access for solid biopsy and others (for example, prostate cancer) where there is a risk of infection with a solid biopsy;

·     the cells presented by Parsortix liquid biopsy are intact individual cells whereas solid biopsy cells have to be subjected to physical and biochemical disruption to separate them from other cells that are unavoidably collected during the excision.

Our research partner, the Paterson Institute for Cancer Research, is a world leader in working with CTCs to assess the cancer mutations on the CTC and devise personalised treatment for the patient.  We will be working with the Paterson Institute and others to further develop the Parsortix CTC recovery capability. 

The next key milestones for the development of the Parsortix CTC separation technology are:

·     collaboration with our research partners to provide data sets that will further characterise the performance of the Parsortix system with cancer patient blood;

·     release of the product for sales to the research market with product placement in a number of leading cancer research customers;

·     initiation of patient trials and comparative studies with the existing product in the market to support regulatory approval for CE marking and appropriate FDA approval.

The Parsortix cell separation system is a patented platform technology, which applies to all types of cells. Recent success in automating the medical device and achieving recovery of CTCs from the system may also potentially be deployed in the capture and recovery of other types of cells such as foetal cells in maternal blood.  

Other assets

Geomerics (31%) (computer games middleware and computer graphics)

ANGLE retains a 31% holding in Geomerics, a computer games middleware and computer graphics company.  Geomerics is a stand-alone business with its own management and board of directors.  The fair value of ANGLE's holding in Geomerics at the half year end was £3.6 million (30 April 2012: £3.1 million).  Geomerics provides the only real-time dynamic lighting solution for computer games.  It has had considerable success in providing lighting for current generation games (for Playstation®3, Xbox 360™ and PC games), including supplying the lighting for Electronic Arts' Battlefield 3 game which won the BAFTA Game of the Year Award in 2012.

ANGLE believes that Geomerics' Enlighten lighting capability will become even more important as the next generation consoles (Playstation®4, and Xbox 720™) are introduced to the market and that Enlighten's productivity and high performance capability will be highly relevant as the tablet and mobile device games market expands.

These market changes may make Geomerics an attractive acquisition target. 

Novocellus (92%) (IVF embryo viability)

During the half year, ANGLE's partner for Novocellus, ORIGIO was acquired by a much larger company The Cooper Companies, Inc. (Cooper). Cooper merged ORIGIO with another business and rationalised its development activities including withdrawing from its partnership with Novocellus.

 

ANGLE retains all the EmbryoSure^® intellectual property rights unencumbered and these extend until October 2027.  ANGLE remains confident of EmbryoSure^®'s clinical utility in increasing successful pregnancy rates through the selection of the most developmentally competent embryos for IVF transfer and that there is a major unmet medical need in this area. Novocellus' product EmbryoSure^® offers the potential for increased pregnancy rates in IVF and reduced health risks.

 

There remain a range of options for commercialising EmbryoSure^®, which we will consider in due course. However, ANGLE's primary focus both financially and in management time is Parsortix. 

Percentage shareholdings based on issued share capital as at 31 October 2012. 

Other receivables

Since the half year-end, ANGLE has successfully collected its outstanding other receivable balance of £0.2 million in respect of the sale of its investment in Acolyte Biomedica.

Management services

The Management services business operates as a standalone business.  Its financial impact during the half year was broadly neutral and it is expected to make a modest contribution for the full year.

Summary

We are now moving into a period of major commercial development. In the next few weeks, we aim to complete work on the Parsortix CTC system so that it can be released for sale for use in the research market.

The major effort for the coming months will be the establishment with research partners of work towards attaining CE marking in Europe and appropriate FDA approval in the United States to allow the product to be used in the clinical market and applied to the treatment of patients. 

ANGLE plc

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE SIX MONTHS ENDED 31 OCTOBER 2012

	Note	Six months ended		Year ended
		31 October	31 October	30 April
		2012	2011	2012
		(Unaudited)	(Unaudited)	(Audited)
		£	£	£
Revenue	2	467,099	703,143	1,407,073
Other operating income		-	37,217	85,018
Change in fair value	3	286,000	(1,346,073)	(1,346,073)
Operating costs
Controlled investments		(322,403)	(404,248)	(1,005,741)
Ventures		(261,546)	(143,893)	(518,171)
Management services		(501,938)	(623,393)	(1,225,197)
Share based payments		(40,138)	(84,333)	(146,457)
		_____________	_____________	_____________
		(1,126,025)	(1,255,867)	(2,895,566)
Operating profit/(loss)		(372,926)	(1,861,580)	(2,749,548)
Finance income		13,674	57	11,182
Finance costs		____         _   -	_ 28,838	29,081
Net finance income/(costs)		_ 13,674	_ 28,895	40,263
Profit/(loss) before tax		(359,252)	(1,832,685)	(2,709,285)
Profit/(loss) before controlled investments and tax	2	(36,849)	(1,492,568)	(1,817,714)
Controlled investments	2	(322,403)	(340,117)	(891,571)
Tax	4	-	-	-
Profit/(loss) for the period		(359,252)	(1,832,685)	(2,709,285)
Other comprehensive income
Exchange differences on translating foreign operations		(8,938)	(10,417)	(14,145)
Other comprehensive income		___      (8,938)	(10,417)	_     (14,145)
Total comprehensive income for the period		(368,190)	(1,843,102)	(2,723,430)
		===========	===========	===========

ANGLE plc

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (continued)

FOR THE SIX MONTHS ENDED 31 OCTOBER 2012

Profit/(loss) for the period attributable to:
Owners of the parent		(268,610)	(1,766,365)	(2,585,225)
Non-controlling interests		(90,642)	(66,320)	(124,060)
		____________	____________	____________
Profit/(loss) for the period		(359,252)	(1,832,685)	(2,709,285)
		===========	===========	===========
Total comprehensive income for the period attributable to:
Owners of the parent		(277,221)	(1,772,433)	(2,596,670)
Non-controlling interests		(90,969)	(70,669)	(126,760)
		____________	____________	____________
Total comprehensive income for the period		(368,190)	(1,843,102)	(2,723,430)
		===========	===========	===========
Earnings/(loss) per share	5
Basic and Diluted (pence per share)		(0.93)	(5.53)	(7.88)

   All activity arose from continuing operations

ANGLE plc

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 31 OCTOBER 2012

	Note	31 October	31 October	30 April
		2012	2011	2012
		(Unaudited)	(Unaudited)	(Audited)
		£	£	£
ASSETS
Non-current assets
Non-controlled investments	6	3,607,148	2,360,811	2,594,247
Other receivables	6	153,927	153,927	153,927
Property, plant and equipment		81,263	8,763	17,234
Intangible assets	7	852,704	443,574	411,123
		_-____________	_-____________	_____________
Total non-current assets		4,695,042	2,967,075	3,176,531
		_-____________	_-____________	_-____________
Current assets
Inventories		3,895	-	-
Trade and other receivables	8	286,923	398,974	888,447
Cash and cash equivalents		921,388	1,093,036	1,120,806
		_____________	_____________	_____________
Total current assets		1,212,206	1,492,010	2,009,253
		_____________	_____________	_____________
Total assets		5,907,248	4,459,085	5,185,784
		============	============	============
EQUITY AND LIABILITIES
Equity
Issued capital	9	4,071,706	3,590,884	3,782,456
Share premium	9	16,682,514	14,777,535	15,829,765
Share based payments reserve		338,930	328,385	299,543
Other reserve		2,553,356	2,553,356	2,553,356
Translation reserve		(21,457)	(7,469)	(12,846)
Retained earnings		(18,072,577)	(16,834,634)	(17,768,343)
ESOT shares		(102,172)	(307,987)	(102,172)
		_____________	_____________	_____________
Equity attributable to owners of the parent		5,450,300	4,100,070	4,581,759
		_____________	_____________	_____________
Non-controlling interests		(229,893)	(119,208)	(175,299)
Total equity		5,220,407	3,980,862	4,406,460
		=================	=================	=================
Liabilities
Non-current liabilities
Controlled investments - loans		131,751	131,751	131,751
		____________	____________	____________
Total non-current liabilities		131,751	131,751	131,751
Current liabilities
Trade and other payables		555,090	346,472	647,573
		____________	____________	____________
Total current liabilities		555,090	346,472	647,573
		____________	____________	____________
Total liabilities		686,841	478,223	779,324
		____________	____________	____________
Total equity and liabilities		5,907,248	4,459,085	5,185,784
		================	================	================

ANGLE plc

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE SIX MONTHS ENDED 31 OCTOBER 2012

	Six months ended		Year ended
	31 October	31 October	30 April
	2012	2011	2012
	(Unaudited)	(Unaudited)	(Audited)
	£	£	£
Operating activities
Profit/(loss) before tax from continuing operations	(359,252)	(1,832,685)	(2,709,285)
Adjustments for:
Depreciation of property, plant and equipment	6,188	3,408	6,874
(Profit)/loss on disposal of fixed assets	-	-	210
Amortisation and impairment of intangible assets	16,728	403	32,703
Exchange differences	27,016	(6,238)	(8,943)
Net finance (income)/costs	(13,674)	(28,895)	(40,263)
Change in fair value	(286,000)	1,346,073	1,346,073
Share based payments	--____   40,138	84,333	_   146,457
Operating cash flows before movements in working capital:	(568,856)	(433,601)	(1,226,174)
(Increase)/decrease in inventories	(3,964)	-	-
(Increase)/decrease in trade and other receivables	60,827	44,171	(60,290)
Increase/(decrease) in trade and other payables	___(153,180)	(138,289)	___205,918
Net cash from/(used in) operating activities	(665,173)	(527,719)	(1,080,546)
Investing activities
Purchase of property, plant and equipment	(71,330)	(3,560)	(15,927)
Purchase of intangible assets	(389,125)	-	-
Purchase  of convertible loans	(143,000)	-	(222,523)
Provision of short term loans	(63,346)	(94,500)	(509,337)
Repayment of convertible loans	-	(96,197)	(96,197)
Interest received	________2,472	61	__________272
Net cash from/(used in) investing activities	(664,329)	(194,196)	(843,712)
Financing activities
Net proceeds from issue of share capital	1,130,000	1,205,922	2,449,724
Interest paid	_       -	_       -	---_________(70)
Net cash from/(used in) financing activities	1,130,000	1,205,922	2,449,654
Net increase/(decrease) in cash and cash equivalents from continuing operations	(199,502)	484,007	525,396
Discontinued operations
Net cash from/(used in) operating activities	-	(12,311)	(25,576)
	_____________	_____________	_____________
Net increase/(decrease) in cash and cash equivalents from discontinued operations	-	(12,311)	(25,576)
Net increase/(decrease) in cash and cash equivalents	(199,502)	471,696	499,820
Cash and cash equivalents at start of period	1,120,806	619,118	619,118
Effect of exchange rate fluctuations	__________84	_     2,222	_______1,868
Cash and cash equivalents at end of period	921,388	1,093,036	1,120,806
	===========	===========	===========

ANGLE plc

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE SIX MONTHS ENDED 31 OCTOBER 2012

	----------------------------------------------- Attributable to equity holders of the parent -----------------------------------------------
			Share based					Total	Non-
	Issued	Share	payments	Other	Translation	Retained	ESOT	Shareholders'	controlling	Total
	capital	premium	reserve	reserve	reserve	earnings	shares	equity	interests	equity
	(Unaudited)	(Unaudited)	(Unaudited)	(Unaudited)	(Unaudited)	(Unaudited)	(Unaudited)	(Unaudited)	(Unaudited)	(Unaudited)
	£	£	£	£	£	£	£	£	£	£
At 1 May 2011	3,043,728	14,126,365	623,440	2,553,356	(1,401)	(15,455,253)	(307,987)	4,582,248	(48,539)	4,533,709
For the period to 31 October 2011
Consolidated profit/(loss)						(1,766,365)		(1,766,365)	(66,320)	(1,832,685)
Other comprehensive income
Exchange differences in translating foreign operations					(6,068)			(6,068)	(4,349)	(10,417)
Total comprehensive income					(6,068)	(1,766,365)		(1,772,433)	(70,669)	(1,843,102)
Issue of shares	547,156	658,766						1,205,922		1,205,922
Share based payments		(7,596)	91,929					84,333		84,333
Released on forfeiture/lapse			(336,493)			336,493		-		-
Utilised on share schemes			(50,491)			50,491	-	-		-
	___ ______	___ _______	___ ______	___ ______	___ ______	___ ________	___ ______	___ _______	___ _______	___ _______
At 31 October 2011	3,590,884	14,777,535	328,385	2,553,356	(7,469)	(16,834,634)	(307,987)	4,100,070	(119,208)	3,980,862
For the period to 30 April 2012
Consolidated profit/(loss)						(818,860)		(818,860)	(57,740)	(876,600)
Other comprehensive income
Exchange differences in translating foreign operations					(5,377)			(5,377)	1,649	(3,728)
Total comprehensive income					(5,377)	(818,860)		(824,237)	(56,091)	(880,328)
Issue of shares	191,572	1,052,230						1,243,802		1,243,802
Share based payments			62,124					62,124		62,124
Released on forfeiture/lapse/ cancellation			(83,370)			83,370		-		-
Utilised on share schemes			(7,596)			7,596		-		-
Change in accounting estimate*						(205,815)	205,815	-		-
At 30 April 2012	3,782,456	15,829,765	299,543	2,553,356	(12,846)	(17,768,343)	(102,172)	4,581,759	(175,299)	4,406,460
For the period to 31 October 2012
Consolidated profit/(loss)						(268,610)		(268,610)	(90,642)	(359,252)
Other comprehensive income
Exchange differences in translating foreign operations					(8,611)			(8,611)	(327)	(8,938)
Total comprehensive income					(8,611)	(268,610)		(277,221)	(90,969)	(368,190)
Issue of shares	289,250	852,749						1,141,999		1,141,999
Share based payments			40,138					40,138		40,138
Released on forfeiture/lapse			(751)			751		-		-
Deemed disposal of non-controlling interest						(36,375)		(36,375)	36,375	-
	___ ______	___ _______	___ ______	___ ______	___ ______	___ ________	___ ______	___ _______	___ _______	___ _______
At 31 October 2012	4,071,706	16,682,514	338,930	2,553,356	(21,457)	(18,072,577)	(102,172)	5,450,300	(229,893)	5,220,407
	==========	==========	==========	==========	=========	===========	==========	==========	==========	==========
*The basis for estimating the remaining cost of shares held by the ESOT was changed from using the original cost less the market value of shares utilised at the date of disposal, to a remaining cost based on the weighted average purchase cost.

ANGLE plc

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (continued)

FOR THE SIX MONTHS ENDED 31 OCTOBER 2012

Share premium

Represents amounts subscribed for share capital in excess of the nominal value, net of directly attributable share issue costs.

Other reserve

The other reserve is a "merger" reserve arising from the acquisition of the former holding company.

Translation reserve

The translation reserve account comprises cumulative exchange differences arising on consolidation from the translation of the financial statements of international operations.  Under IFRS this is separated from retained earnings.

ESOT shares

This reserve relates to shares held by the ANGLE Employee Share Ownership Trust (ESOT) and may be used to assist in meeting the obligations under employee remuneration schemes.

Non-controlling interests

Represents amounts of profits or losses attributed to non-controlling interests.

Share based payments reserve

The share based payments reserve account is used for the corresponding entry to the share based payments charged through a) the statement of comprehensive income for staff incentive arrangements relating to ANGLE plc equity b) the statement of financial position for third party professional advisor's fee arrangements relating to ANGLE plc equity c) the statement of comprehensive income for staff incentive arrangements relating to the controlled investments equity, and d) the statement of financial position for acquired intangible assets in the controlled investments comprising intellectual property (IP).  These components are separately identified in the table below.

Transfers are made from this reserve to retained earnings as the related share options are exercised, cancelled, lapse or expire or as a controlled investment becomes non-controlled (a deemed disposal).

Share based payments reserve			Controlled	Controlled
	ANGLE	ANGLE	investments	investments
	employees	advisors	employees	IP	Total
	£	£	£	£	£
At 1 May 2011	461,931	-	44,274	117,235	623,440
Charge for the period	84,333	7,596	-	-	91,929
Released on forfeiture/lapse	(332,748)	-	(3,745)	-	(336,493)
Utilised on share schemes	(50,491)	-	-	-	(50,491)
	_________	_________	_________	_________	_________
At 31 October 2011	163,025	7,596	40,529	117,235	328,385
Charge for the period	62,124	-	-	-	62,124
Released on forfeiture/lapse/cancellation	(83,370)	-	-	-	(83,370)
Utilised on share schemes	-	(7,596)	-	-	(7,596)
	_________	_________	_________	_________	_________
At 30 April 2012	141,779	-	40,529	117,235	299,543
Charge for the period	40,138	-	-	-	40,138
Released on forfeiture/lapse	(751)	-	-	-	(751)
	_________	_________	_________	_________	_________
At 31 October 2012	181,166	-	40,529	117,235	338,930
	==========	==========	==========	=========	=========

ANGLE plc

NOTES TO THE INTERIM FINANCIAL INFORMATION

FOR THE SIX MONTHS ENDED 31 OCTOBER 2012

1       Basis of preparation and accounting policies

These Condensed Interim Financial Statements are the unaudited interim consolidated financial statements (the "Condensed Interim Financial Statements") of ANGLE plc, a company incorporated in Great Britain and registered in England and Wales, and its subsidiaries (together referred to as the "Group") for the six month period ended 31 October 2012 (the "interim period"). 

The Condensed Interim Financial Statements have been prepared in accordance with International Accounting Standard 34 Interim Financial Reporting ("IAS 34"), as adopted by the EU, and on the basis of the accounting policies set out in the Report and Accounts 2012.  Where necessary, comparative information has been reclassified or expanded from the previously reported Condensed Interim Financial Statements to take into account any presentational changes made in the Report and Accounts 2012.

These Condensed Interim Financial Statements do not constitute statutory financial statements as defined in section 434 of the Companies Act 2006 and are unaudited.  The comparative information for the six months ended 31 October 2011 is also unaudited. The comparative figures for the year ended 30 April 2012 have been extracted from the Group financial statements as filed with 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. The accounting policies applied are consistent with those described in the annual financial statements for the year ended 30 April 2012.

The Condensed Interim Financial Statements were approved by the Board and authorised for issue on 30 January 2013.

Going concern

The Financial Statements have been prepared on a going concern basis which assumes that the Group will be able to continue its operations for the foreseeable future.

On 30 January 2013, the Company successfully completed a fundraising of approximately £2.2 million net of costs.  It is anticipated that trading will commence in the Fundraising shares in February 2013.  The allotment of the Fundraising shares is conditional on admission of the Fundraising shares to trading on AIM becoming effective in accordance with the AIM rules for Companies.

The Directors have prepared and reviewed the financial projections for the 12 month period from the date of signing of these Condensed Interim Financial Statements. Based on the level of existing cash, projected income and expenditure (the timing of some of which is at the Group's discretion), the fundraising described above and other committed sources of funding, the Directors have a reasonable expectation that the Company and Group have adequate resources to continue in business for the foreseeable future.  Accordingly the going concern basis has been used in preparing the Condensed Interim Financial Statements.

       Critical accounting estimates and judgements

       The preparation of the Condensed Interim Financial Statements requires the use of estimates and assumptions and judgements that affect the reported amounts of assets and liabilities at the date of the Financial Statements and the reported amounts of revenues and expenses during the reporting period.  Although these estimates and assumptions and judgements are based on management's best knowledge of the amounts, events or actions, and are believed to be reasonable, actual results ultimately may differ from those estimates.

       The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities relate to 1) the valuation of unlisted investments held at fair value - Note 6 and 2) the valuation, amortisation and impairment of intangible assets.

2     Revenue and operating segment analysis

       The Group's principal subsidiaries are specialist medtech companies with pioneering products in cancer diagnostics and foetal health.  ANGLE also owns a major investment in a business with a unique computer graphics technology platform and a specialist technology consultancy.  

       For management reporting purposes, the Group is divided into the following operating segments:

·     Controlled investments in specialist medtech where the Group has control, typically as a result of owning in excess of 50% of the equity.  These comprise Parsortix, Novocellus and NeuroTargets.  Their results are consolidated into the Group's results with investment costs either expensed in the statement of comprehensive income or capitalised as an internally generated intangible asset, when relevant criteria are met.

·    Non-controlled investments where the Group does not have control.  These comprise Geomerics and the earn-out in relation to the sale of Acolyte Biomedica.  These investments are held on the statement of financial position at fair value, with changes in fair value passing through the statement of comprehensive income.

·    Ventures - activities to establish, develop and create value in technology companies.  The Group uses a proprietary Progeny^® process to develop these companies, which are referred to as Progeny^® companies.  ANGLE's unique business model involves ANGLE founding new companies which it controls during the critical early stages of development, before securing third party funding.

·   Management services - provision of Management services to clients including research organisations, corporate and governmental organisations on a fee-for-service basis. 

The nature of these operations is significantly different. 

In assessing performance and making resource allocation decisions, the Board of Directors reviews each segment.  The tables below show the operating results by segment together with assets and liabilities. 

	-------------- Investment --------------
		Controlled investments	Non-controlled investments	Ventures		Management services			Total
		£	£	£		£			£
Period ended 31 October 2012
Statement of Comprehensive Income
Revenue		-		37,238		429,861			467,099
Other operating income		-		-		-			-
Change in fair value			286,000						286,000
Operating costs		(322,403)		(261,546)		(501,938)			(1,085,887)
		__________	__________	________		________			__________
Operating profit/(loss) before share based payments and finance income/(costs)		(322,403)	286,000	(224,308)		(72,077)			(332,788)
Share based payments and finance income /(costs)		-	-------------- (26,464) --------------						(26,464)
		__________	__________						__________
Profit/(loss) before tax		(322,403)	----------- (36,849) -----------						(359,252)
		========	========						========
Statement of Financial Position
Assets
Investments (non-current)			3,607,148						3,607,148
Other receivables (non-current)			153,927						153,927
Property, plant and equipment		72,695		8,568					81,263
Intangible assets		554,783		297,921					852,704
Inventories		3,895							3,895
Trade and other receivables		23,979		262,944					286,923
Cash and cash equivalents		5,857		915,531					921,388
		__________	__________	__________					__________
Total		661,209	3,761,075	1,484,964					5,907,248
		========	========	========					========
Liabilities
Trade and other payables		143,205		411,885					555,090
Loans and borrowings		131,751		-					131,751
		__________		__________					__________
Total		274,956		411,885					686,841
		========		========					========

	-------------- Investment --------------
		Controlled investments	Non-controlled investments	Ventures		Management services			Total
		£	£	£		£			£
Period ended 31 October 2011
Statement of Comprehensive Income
Revenue		-		39,982		663,161			703,143
Other operating income		37,217		-		-			37,217
Change in fair value			(1,346,073)						(1,346,073)
Operating costs		(404,248)		(143,893)		(623,393)			(1,171,534)
		__________	__________	________		________			__________
Operating profit/(loss) before share based payments and finance income/(costs)		(367,031)	(1,346,073)	(103,911)		39,768			(1,777,247)
Share based payments and finance income /(costs)		26,914	-------------- (82,352) --------------						(55,438)
		__________	________						__________
Profit/(loss) before tax		(340,117)	---------- (1,492,568) ----------						(1,832,685)
		========	======						========
Statement of Financial Position
Assets
Investments (non-current)			2,360,811						2,360,811
Other receivables (non-current)			153,927						153,927
Property, plant and equipment		3,235		5,528					8,763
Intangible assets		122,624		320,950					443,574
Trade and other receivables		6,651		392,323					398,974
Cash and cash equivalents		34,227		1,058,809					1,093,036
		__________	__________	________					__________
Total		166,737	2,514,738	1,777,610					4,459,085
		========	========	======					========
Liabilities
Trade and other payables		49,549		296,923					346,472
Loans and borrowings		131,751		-					131,751
		__________		________					__________
Total		181,300		296,923					478,223
		========		======					========

		-------------- Investment --------------
	Controlled investments		Non-controlled investments	Ventures		Management services		Total
	£		£	£		£		£
Year ended 30 April 2012
Statement of Comprehensive Income
Revenue	-			79,611		1,327,462		1,407,073
Other operating income	85,018			-		-		85,018
Change in fair value			(1,346,073)					(1,346,073)
Operating costs	(1,005,741)			(518,171)		(1,225,197)		(2,749,109)
	__________		__________	________		________		__________
Operating profit/(loss) before share based payments and finance income/(costs)	(920,723)		(1,346,073)	(438,560)		102,265		(2,603,091)
Share based payments and finance income /(costs)	29,152		-------------- (135,346) -------------					(106,194)
	__________		________					__________
Profit/(loss) before tax	(891,571)		---------- (1,817,714) ----------					(2,709,285)
	========		======					========
Statement of Financial Position
Assets
Investments (non-current)			2,594,247					2,594,247
Other receivables (non-current)			153,927					153,927
Property, plant and equipment	9,144			8,090				17,234
Intangible assets	122,473			288,650				411,123
Trade and other receivables	50,882		509,337	328,228				888,447
Cash and cash equivalents	11,960			1,108,846				1,120,806
	__________		__________	__________				__________
Total	194,459		3,257,511	1,733,814				5,185,784
	========		========	========				========
Liabilities
Trade and other payables	65,976			581,597				647,573
Loans and borrowings	131,751			-				131,751
	__________			________				__________
Total	197,727			581,597				779,324
	========			======				========

3       Change in fair value through statement of comprehensive income

	Six months ended		Year ended
	31 October	31 October	30 April
	2012	2011	2012
	(Unaudited)	(Unaudited)	(Audited)
	£	£	£
Change in fair value (Note 6)	286,000	(1,346,073)	(1,346,073)
	=======	=======	=======

4       Tax

The Group is eligible for the substantial shareholdings relief UK corporation tax exemption.  This results in the gain from any disposals of UK investments where the Group has an equity stake greater than 10%, and subject to certain other tests, being free of corporation tax. 

Tax is therefore based on the profits in the Management services business as relieved by losses incurred in the establishment and development of ventures. Loss relief may not absorb the tax in relation to all of the profits and where this occurs tax is provided on the basis of the estimated effective tax rate for the full year.

Controlled investments undertake research and development activities.  In the UK these activities qualify for tax relief and result in tax credits.

5       Earnings/(loss) per share

        The basic and diluted earnings/(loss) per share is calculated on an after tax loss of £0.4 million (six months to 31 October 2011: loss £1.8 million, year to 30 April 2012: loss £2.7 million).  In accordance with IAS 33 - Earnings per share 1) the "basic" weighted average number of ordinary shares calculation excludes shares held by the Employee Share Ownership Trust (ESOT) as these are treated as treasury shares and 2) the "diluted" weighted average number of ordinary shares calculation excludes potentially dilutive ordinary shares from instruments that could be converted.  Share options are potentially dilutive where the exercise price is less than the average market price during the period.  Due to the losses in the periods, share options are non-dilutive for the respective periods and therefore the diluted loss per share is equal to the basic loss per share. 

        The basic and diluted earnings/(loss) per share are based on 38,563,053 weighted average ordinary 10p shares (six months to 31 October 2011:  33,121,558; year to 30 April 2012: 34,397,310). 

6       Non-controlled investments and Other receivables

       The Group's investment portfolio comprises investments in Progeny^® companies.  Progeny® companies are businesses established by ANGLE to commercialise intellectual property (IP) using ANGLE's proprietary Progeny^® process.

       Where the Group has control of a Progeny^® company (typically owning more than 50% of the equity), these are defined as controlled investments and are consolidated as subsidiaries.  At the point control no longer exists, a deemed profit arises and the non-controlled investment is held at fair value in the statement of financial position. 

       In the six months to 31 October 2012 costs relating to controlled investments of £0.3 million (six months to 31 October 2011: £0.4 million; year to 30 April 2012: £1.0 million) were charged to the statement of comprehensive income.  In the six months to 31 October 2012 costs relating to controlled investments of £0.5 million (prior periods £nil) were capitalised as internally developed intangible assets, and a further £0.1 million (prior period £nil) was spent on fixed assets, resulting in a total spend on controlled investments in the period of £0.9 million (six months to 31 October 2011: £0.4 million; year to 30 April 2012: £1.0 million).

Where the Group does not control a Progeny^® company (typically owning less than 50% of the equity), these are defined as non-controlled investments and held on the statement of financial position at fair value, as set out in the table below:

Non-controlled investments
	Non-current assets	Non-current assets	Total  Non- current  assets
	Unquoted	Unquoted	Unquoted
	Equity investment	Debt investment
	(Unaudited)	(Unaudited)	(Unaudited)
	£	£	£
At 1 May 2011	2,360,811	-	2,360,811
	____________	____________	____________
At 31 October 2011	2,360,811	-	2,360,811
Additions	-	222,523	222,523
Interest	-	10,913	10,913
	____________	____________	____________
At 30 April 2012	2,360,811	233,436	2,594,247
Additions	-	143,000	143,000
Reclassification (Note 8)	-	572,683	572,683
Interest	-	11,218	11,218
Change in fair value	-	286,000	286,000
	____________	____________	____________
At 31 October 2012	2,360,811	1,246,337	3,607,148
	===========	===========	===========

Investments are made in equity and/or in the form of debt (loans) and are designated on initial recognition as financial assets at fair value through the income statement.  Loans are normally repayable or convertible into equity and may be interest bearing. The convertible loans made during the period carried certain preferential conversion terms and rights, which resulted in a fair value gain.  As a result of a change in funding circumstances with a non-controlled investment, a short term loan was reclassified from Trade and other receivables (Note 8) to Debt investment.

The holding period of ANGLE's equity investments in unquoted companies is on average greater than one year.  It is not possible to identify with reasonable certainty investments that will be sold within one year.  For this reason the equity and debt investment is classified as non-current.

The Board has considered a number of factors in determining whether there is evidence that the fair value of an investment has been impaired since its last valuation.  These factors have included 1) the positives and negatives in the progress of the investment 2) the current and forecast financial situation of the investment and its ability to make timely sales 3) the original funding environment and the current funding environment and 4) the performance of various small cap and tech indices including AIM, Techmark and NASDAQ in the relevant period. 

         Other receivables

	Six months ended		Year ended
	31 October	31 October	30 April
	2012	2011	2012
	(Unaudited)	(Unaudited)	(Audited)
	£	£	£
Non-current assets:
Acolyte Biomedica purchaser	153,927	153,927	153,927
	=======	=======	=======

ANGLE's Progeny^® company Acolyte Biomedica (medical diagnostics/MRSA detection) was sold in February 2007.  ANGLE was due an earn-out but this was subject to dispute between the former Acolyte shareholders and the purchaser.    

A fair value of £0.15 million is included in relation to this in ANGLE's statement of financial position under the "Other receivables" category being the fair value based on the Court judgement.  The appeal by the former major Acolyte shareholder, Porton Capital, against the purchaser, 3M, has now concluded.  No new information became available.  A settlement payment based on the Court judgement, together with interest and costs, was agreed and received subsequent to the period end.

7       Intangible assets

	Intellectual Property	Computer software	Goodwill	Product development	Total
	£	£	£	£	£
Cost or deemed cost
At 1 May 2011	645,843	17,097	98,380	-	761,320
Exchange movements	950	-	-	-	950
	_________	_________	_________	_________	_________
At 31 October 2011	646,793	17,097	98,380	-	762,270
Deemed disposals	(124,168)	(1,664)	-	-	(125,832)
Exchange movements	(151)	-	-	-	(151)
	_________	_________	_________	_________	_________
At 30 April 2012	522,474	15,433	98,380	-	636,287
Additions	-	2,567	-	463,546	466,113
Exchange movements	207	-	-	(8,011)	(7,804)
	_________	_________	_________	_________	_________
At 31 October 2012	522,681	18,000	98,380	455,535	1,094,596
	=======	=======	=======	=======	=======
Amortisation and impairment
At 1 May 2011	204,168	15,745	98,380	-	318,293
Charge for the period	-	403	-	-	403
	_________	_________	_________	_________	_________
At 31 October 2011	204,168	16,148	98,380	-	318,696
Charge for the period	-	300	-	-	300
Deemed disposals	(124,168)	(1,664)		-	(125,832)
Impairment	32,000	-	-	-	32,000
	_________	_________	_________	_________	_________
At 30 April 2012	112,000	14,784	98,380	-	225,164
Charge for the period		728			728
Impairment	16,000				16,000
	_________	_________	_________	_________	_________
At 31 October 2012	128,000	15,512	98,380	-	241,892
	=======	=======	=======	=======	=======
Net book value
At 31 October 2012	394,681	2,488	-	455,535	852,704
At 30 April 2012	410,474	649	-	-	411,123
At 31 October 2011	442,625	949	-	-	443,574

       Product development is internally generated assets that were capitalised during the period in accordance with IAS 38 Intangible Assets.  Capitalised product development costs comprise cost of materials, specialist contractor costs, labour, overheads and patent costs.  Product development costs are amortised over their estimated useful lives commencing when a new product is in commercial production.  The carrying value is reviewed for impairment when events of changes in circumstances indicate that the carrying value may not be recoverable.  Development costs not meeting the IAS 38 criteria for capitalisation are expensed through the Income Statement as incurred.

       Intellectual property (IP) was added in the prior period as a result of the deemed acquisition of NeuroTargets, or in previous years through acquisitions made by controlled investments in share for share exchanges under the terms of IP Option Exercise Agreements or the issue of new shares in exchange for the assignment or exclusive rights to the IP.

8       Trade and other receivables

For the year ended 30 April 2012, Trade and other receivables included a short term loan of £509,337 (2011: £nil) which had been provided to a non-controlled investment.  It was anticipated that the loan, which has some characteristics of a convertible loan, would be repaid within 12 months and it was therefore classified as a current asset.  During the period a further £63,346 was extended under this arrangement resulting in a total loan of £572,683.  As a result of a change in funding circumstances with the non-controlled investment, the short term loan was reclassified from Trade and other receivables to Debt investment (Note 6).

9       Share capital

The Company has one class of ordinary shares which carry no right to fixed income and at 31 October 2012 had 40,717,059 Ordinary shares of £0.10 each allotted, called up and fully paid.

The Company issued 2,892,500 new Ordinary shares with a nominal value of £0.10 at an issue price of £0.40 per share in a placing of shares, realising proceeds of £1.1 million, net of costs.  Shares were admitted to trading on AIM in September 2012.

10    Post reporting date events

As explained in the Chairman's Statement and Operations Summary, the Company has made strong progress with Parsortix, is evaluating commercialisation options for Novocellus following ORIGIO's withdrawal from the EmbryoSure^® study, has received payment in relation to the Other receivables balance, and has completed a fundraising of £2.3 million.

Note 22 Contingent Liabilities in the Annual Report and Accounts 2012 explained the nature of the Group's commitment to support Novocellus with the costs of the EmbryoSure^® study and the contingent nature of certain of these costs.  Following ORIGO's withdrawal the Group has been released from these commitments.

Shareholder communications

The announcement is being sent to all shareholders on the register at 29 January 2013.  Copies of this announcement are posted on the Company's website www.ANGLEplc.com and are available from the Company's registered office:  3 Frederick Sanger Road, Surrey Research Park, Guildford, Surrey, GU2 7YD.

 

END

 

 

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