Preliminary Results
Angle PLC
27 July 2006
For Immediate Release 27 July 2006
ANGLE plc
('ANGLE' or the 'Company')
Preliminary Results for the year ended 30 April 2006
ANGLE plc, the intellectual property and technology commercialisation company,
announces its preliminary results for the year ended 30 April 2006.
Highlights
• Strong progress in developing Progeny(R) companies(1).
• Value of Progeny(R) companies at 30 April 2006 (excluding
controlled investments): £6.5 million (2005: £3.3 million).
• Expenditure on controlled investments(2) of £2.2 million
during the year (2005: £0.2 million).
• Portfolio of 11 Progeny(R) companies at 30 April 2006
(2005: 8).
• Successful flotation of one Progeny(R) company during year
(2005: none).
• Loss before tax of £2.7 million (2005: £2.9 million).
• Loss before controlled investments and tax of £0.5 million
(2005: £2.7 million).
• Cash balance at 30 April 2006 of £8.2 million (2005: £5.5
million).
• Placing raising £8.1 million before expenses.
• Progeny(R) Partnership programme developed and launched.
• 20 year exclusive Progeny(R) Partnership agreed with The
University of Reading (signed in July 2006).
Hance Fullerton, Chairman, commented:
'During the year, ANGLE laid the groundwork for future growth of the business.
The Progeny(R) company portfolio has developed strongly and the flotation of
Provexis was a further demonstration of the value created by ANGLE's Progeny(R)
process. The establishment of the Progeny(R) Partnership programme and the
strengthening of the institutional shareholder base provides ANGLE with a major
platform for long term value generation.'
(1) Progeny(R) Companies are businesses established by ANGLE to commercialise
intellectual property (IP) using ANGLE's proprietary Progeny(R) process.
2 Controlled investments are Progeny(R) companies where the Group owns a
controlling equity position. Under IFRS, these are consolidated and the relevant
costs are charged to the income statement rather than placed on the balance
sheet as under the previous UK GAAP accounting policy.
Enquiries:
ANGLE plc 01483 295830
Andrew Newland, Chief Executive
Ian Griffiths, Finance Director
Buchanan Communications 020 7466 5000
Richard Darby, Amy Rajendran
A presentation for analysts will take place today at 10:00am at the offices of
Buchanan Communications, 45 Moorfields, London, EC2Y 9AE. Please call Buchanan
Communications for more details.
Notes to Editors
Founded in 1994, ANGLE is an international venture management and consulting
group focusing on the commercialisation of technology and the development of
technology-based industry. ANGLE creates, develops and advises technology
businesses on its own behalf and for its clients. ANGLE is listed on AIM
(AGL.L); further information can be found on www.ANGLEplc.com
CHAIRMAN'S STATEMENT
I am pleased to report that in the second year of operation since flotation in
March 2004, ANGLE's business has progressed significantly. The portfolio of
Progeny(R) companies has been expanded to eleven with the addition of three new
companies in the year. The Progeny(R) process was further validated with the
flotation of Provexis during the year.
ANGLE has now moved into the next phase of its development, which is to scale up
and capitalise on its assets and opportunities.
Pipeline partnerships
In a major strategic development during the year, responding to university
demand and the changing market for intellectual property (IP) commercialisation
from universities, ANGLE has developed and launched its Progeny(R) Partnership
programme for long term partnership agreements with major research
establishments. Partners see this as a key development addressing the critical
issue of early stage management, which is the primary limitation on
commercialisation. The benefit to ANGLE is certainty of access to high quality
IP on pre-agreed terms, reduced costs of IP search and engagement with IP
owners, and the option value of long term exclusive agreements.
We are delighted today to announce the first Progeny(R) Partnership, a 20 year
exclusive agreement with The University of Reading, which, according to the most
recent government Research Assessment Exercise, has twenty research departments
rated as 5 or 5*, denoting international excellence in research activity.
The University of Reading has world-class research departments in meteorology,
systems engineering, food science and plant science. ANGLE is already working
with the University to evaluate opportunities arising from these and other
areas.
This deal is the first of a number of Progeny(R) Partnership agreements
providing exclusive right of first refusal that we expect to be able to announce
over the next 18 months.
Outlook for the year ending 30 April 2007
The combination of our consulting relationships with collaborative relationships
and now long term Progeny(R) Partnership agreements provides ANGLE with unique
access to world class IP.
This IP access combined with our established management team, investment track
record and proprietary Progeny(R) process, is designed to deliver long term
value to our shareholders. During the year ending 30 April 2007, we expect
strong progress in both our existing portfolio and our pipeline.
I would like to thank all members of the ANGLE team for their efforts in
delivering a strong performance in our second year as a public company. We have
an exceptional team and I am grateful for all their hard work, enthusiasm and
commitment to the business.
I would like to reiterate my thanks to former members of the Board, Dawson Buck
and Iain Ross, for their service to the Board since 2000 and 2004 respectively.
Hance Fullerton
Chairman
26 July 2006
CHIEF EXECUTIVE'S STATEMENT
The year ended 30 April 2006 has been a year of expansion for ANGLE. We ended
the year with a strengthened IP pipeline, a larger and more valuable portfolio
of Progeny(R) companies, a stronger institutional shareholder base and increased
cash resources.
Results for the year ended 30 April 2006
During the year ended 30 April 2006, ANGLE made a loss before tax of £2.7
million (2005: £2.9 million. This comprised a substantially reduced loss before
controlled investments and tax of £0.5 million (2005: £2.7 million) and
expenditure on controlled investments (where relevant costs are charged to the
income statement), increased by nine times to £2.2 million (2005: £0.25
million).
As the ventures programme was expanded, net operating costs to establish,
develop and create value in Progeny(R) companies increased by 52% to £2.4
million (2005: £1.6 million).
The change in fair value of investments comprises gains and losses as follows:
2006 2005
£'000 £'000
Fair value gains 2,862 681
Fair value losses (484) (2,265)
------- -------
Change in fair value 2,378 (1,584)
======= =======
The largest fair value gain was achieved on the successful flotation of Progeny
(R) company Provexis in June 2005. Overall the value of Progeny(R) companies
(excluding controlled investments) increased by £3.2 million, a 95% increase, to
£6.5 million (2005: £3.3 million).
Consulting and Management
Following the deferment of business and planned investment in expansion in the
first half, the Consulting and Management business returned to profitability in
the second half as planned.
The Consulting and Management business is designed to deliver key benefits to
the Ventures business including access through consulting relationships to IP
opportunities, market credibility with IP owners, and a strong management
resource for commercialisation activities.
During the year, Consulting and Management activities delivered revenue of £4.0
million, which was maintained from 2005, itself a record year. Business in Qatar
is developing particularly well, where the follow-on contract worth in excess of
£6.0 million over three years is now established. This revenue is a contributor
to the Group's infrastructure costs enabling ANGLE's Ventures activities to be
undertaken more cost effectively.
The Consulting and Management business also provides a route into new markets.
Progeny(R) companies are now being developed in the United States following six
years of Consulting and Management development there.
Pipeline partnerships
ANGLE has a strong set of relationships with major research establishments in
the UK and US founded on our consulting relationships with over 80 universities,
government research laboratories and major corporates. Progeny(R) companies have
so far been established based on IP from the University of Bristol, the
University of Cambridge, New York University, the University of Virginia, the
University of York, Dstl Porton Down (UK Government's biological and chemical
defence research organisation), the Rowett Institute (Europe's leading nutrition
research institute), and British Telecom.
In 2005, ANGLE added to its IP pipeline by signing a collaborative deal with Ben
Franklin Technology Partners of Southeastern Pennsylvania. The terms of this
agreement made ANGLE the preferred commercialisation partner for technologies
from universities, colleges and related institutions in the region, which
attracts more than $1 billion of research funding per annum.
In a major strategic development during the year, ANGLE developed and launched
its own Progeny(R) Partnership programme for long term partnership agreements
with major research establishments.
The first such partnership signed in July 2006, following collaboration during
the year, is a 20 year exclusive agreement with The University of Reading.
Reflecting the value enhancing potential of ANGLE's proprietary Progeny(R)
process, ANGLE has secured market leading terms for commercialisation as
follows:
• the exclusive right of first refusal to invest in all University IP that
is commercialised. Where ANGLE exercises this right, it will invest under
a set formula obtaining an equity stake of 60% in each Progeny(R) company
for an investment of up to £0.5 million. ANGLE will drive development of
these businesses utilising its proprietary Progeny(R) process and expects
to invest at least £3.0 million over the first five years of the
agreement.
• a 15% share in all commercial returns from University intellectual
property (IP), both licensing and spin-out, in which ANGLE does not
invest. ANGLE will provide consultancy support to the University on IP
commercialisation.
The Progeny(R) Partnership programme provides a complete system and legal
framework for turn-key venture establishment with the IP partner. We believe it
combines the benefits of existing investment models with a unique approach to
addressing the fundamental management issue which limits the ability of IP
owners to achieve commercialisation.
Progeny(R) Partnerships has been well received by other major universities and
we are in active discussions to establish long term Progeny(R) Partnerships with
other universities.
Portfolio
During the year, ANGLE increased its expenditure on controlled investments to
£2.2 million (2005: £0.2 million). Controlled investments are Progeny(R)
companies where the Group has control, typically through owning more than fifty
per cent. of the equity.
At the beginning of the year, ANGLE had a portfolio of eight Progeny(R)
companies. During the year ended 30 April 2006, ANGLE founded three new
companies taking the total portfolio to eleven companies. The movement in number
of Progeny(R) companies is set out below:
-------------------Investments-------------------
Controlled Non-controlled Non-controlled
Unquoted Unquoted Quoted Total
Number of Progeny(R)
companies
At 1 May 2005 4 3 1 8
Progeny(R) companies founded 3 - - 3
Companies floated during the
year - (1) 1 -
======== ========== ========= ======
At 30 April 2006 7 2 2 11
======== ========== ========= ======
Fair value on the Balance Sheet £ million £ million £ million £ million
30 April 2006 N/A 1.6 4.9 6.5
30 April 2005 N/A 2.5 0.8 3.3
At 30 April 2006, ANGLE's quoted investments were valued at £4.9 million (2005:
£0.8 million).
At 30 April 2006, ANGLE had 9 unquoted investments. Of these 7 were controlled
investments and 2 non-controlled. Non-controlled investments are recorded on the
balance sheet at fair value of £1.6 million (2005: £2.5 million).
The controlled investments are consolidated and their value is not shown on the
balance sheet. At 30 April 2006, ANGLE's cumulative expenditure on these
controlled investments was £2.5 million (2005: £0.2 million).
During the year, our portfolio of Progeny(R) companies achieved key commercial
milestones. As a result, the portfolio has made progress towards major cash
realisation opportunities. Notable successes during the year were the:
• launch of its software testing product and initial sales by Aberro;
• launch of rapid MRSA test and initial sales by Acolyte Biomedica;
• development of computer games graphics product by Geomerics;
• establishment of clinical trials for its in vitro fertilisation (IVF)
product by Novocellus;
• launch of product and initial sales to beta sites by Synature;
• flotation of Provexis followed by the launch of heart-health juice drink
Sirco in Tesco and Waitrose, US patent granted, Heart UK product
endorsement, GRAS (Generally Recognised as Safe) status achieved in
the US, collaboration agreement for Crohn's disease.
In addition, work was completed to establish three new Progeny(R) companies,
broadening and strengthening the portfolio as follows:
• InnoMatica: developing products for the US$1.2bn per annum global market
for percussive power tools reducing operator exposure to vibration, the
principal cause of medical conditions such as Vibration White Finger
(VWF). The technology has been developed over ten years by a team of
leading engineers, academics from the University of Cambridge and members
of the power tools industry.
• Kaloptics: commercialising innovative technology developed at the Media
Research Lab in the Computer Science Department of New York University
for the rapid capture and recreation of photo-realistic surface images.
The technology has a wide range of commercial applications in
multi-billion dollar industries, including special effects, animation,
computer gaming and medical devices.
• Parsortix: developing products for the US$0.6bn per annum global market
for prenatal diagnostics allowing the separation of foetal cells from
maternal blood, eliminating the need for maternal invasive procedures
such as amniocentesis. The technology, developed in private laboratories
in both the US and Europe, is also applicable to bone marrow transplant
procedures used for the treatment of cancer.
None of the value of these companies is shown on the balance sheet since they
are all controlled investments.
Work is at an advanced stage in developing additional portfolio companies.
Cash
At the year end, ANGLE had strengthened its cash position to £8.2 million (2005:
£5.5 million).
Planned expenditure on development of the Progeny(R) companies portfolio was
more than offset by a placing in March 2006 raising £8.1 million of additional
funds (gross). We were delighted with the strong support from existing
institutional shareholders and the quality of the additional institutional
placees. This strengthening of the shareholder base will support the Group's
growth plans to develop the existing Progeny(R) company portfolio and exploit
opportunities from the pipeline.
In addition to cash balances, ANGLE held quoted investments valued at £4.9
million at the year end (2005: £0.8 million).
ANGLE's integrated business model benefits from consulting revenues which cover
a substantial proportion of the Group's overhead as well as providing key
strategic and operational benefits.
Outlook for the year ending 30 April 2007
The Consulting and Management sold order book remains strong at £7.8 million
(2005: £9.0 million) but lower due to delivery of significant contracts won in
earlier years. Over the next year, we are looking forward to returning to higher
levels of profitability in the Consulting and Management business, although the
Ventures business will remain the primary focus.
We expect strong developments in the Progeny(R) company portfolio during the
year as the existing Progeny(R) companies mature and new Progeny(R) companies
are founded. In particular we are looking forward to working with The University
of Reading to deliver some high growth Progeny(R) companies based on their IP.
A major emphasis will be placed on building substantial value in our IP pipeline
through the measured roll-out of our Progeny(R) Partnership programme securing
long term partnerships with further top-rated institutions.
Overall, we expect another year of continuing growth.
Andrew Newland
Chief Executive
26 July 2006
ANGLE PLC
CONSOLIDATED INCOME STATEMENT
FOR THE YEAR ENDED 30 APRIL 2006
2005
2006 (Restated)
£ £
Turnover
Consulting and Management 4,022,092 3,897,714
Ventures 60,000 234,437
Controlled investments 10,775 -
---------- ----------
4,092,867 4,132,151
Investments
Change in fair value 2,377,772 (1,583,636)
Operating costs
Consulting and Management (3,995,530) (3,389,197)
Ventures (2,471,626) (1,804,138)
Controlled investments (2,217,568) (247,691)
Share based payments (381,884) (283,490)
Restructuring charges (203,740) -
---------- ----------
(9,270,348) (5,724,516)
Operating profit / (loss) (2,799,709) (3,176,001)
Net finance income 131,969 242,184
---------- ----------
Profit / (loss) before tax (2,667,740) (2,933,817)
---------------------------------------------- ---------- ----------
Loss before controlled investments and tax (460,946) (2,686,126)
Controlled investments (2,206,794) (247,691)
---------------------------------------------- ---------- ----------
Tax 142,023 47,890
---------- ----------
Profit / (loss) for the year (2,525,717) (2,885,927)
========== ==========
Earnings / (loss) per share
Basic (pence per share) (14.36) (17.28)
Diluted (pence per share) (14.36) (17.28)
ANGLE PLC
CONSOLIDATED BALANCE SHEET
FOR THE YEAR ENDED 30 APRIL 2006
2006 2005
(Restated)
£ £
ASSETS
Non-current assets
Investments 1,642,051 2,515,517
Property, plant and equipment 147,414 81,250
Intangible assets 3,575 4,763
Trade and other receivables - 239,570
----------- -----------
Total non-current assets 1,793,040 2,841,100
Current assets
Investments 4,868,077 818,819
Trade and other receivables 1,224,658 857,741
Cash and cash equivalents 8,234,853 5,534,888
----------- -----------
Total current assets 14,327,588 7,211,448
----------- -----------
Total assets 16,120,628 10,052,548
=========== ===========
EQUITY AND LIABILITIES
Equity
Issued capital 2,713,293 1,670,648
Share premium account 13,701,935 7,381,864
Share based payment reserve 918,876 536,992
Other reserves 2,553,356 2,553,356
Translation reserve (73,159) (42,990)
Retained earnings (5,312,955) (2,787,238)
Own shares (20,000) -
----------- -----------
Total equity 14,481,346 9,312,632
----------- -----------
Liabilities
Non-current liabilities
Obligations under finance leases 27,363 1,316
Current liabilities
Trade and other payables 1,592,362 733,562
Obligations under finance leases 19,557 5,038
----------- -----------
Total current liabilities 1,611,919 738,600
----------- -----------
Total liabilities 1,639,282 739,916
----------- -----------
Total equity and liabilities 16,120,628 10,052,548
=========== ===========
ANGLE PLC
CONSOLIDATED CASH FLOW STATEMENT
FOR THE YEAR ENDED 30 APRIL 2006
________________________________________________________________________________
2005
2006 (Restated)
£ £
Operating activities
Operating profit / (loss) (2,799,709) (3,176,001)
Depreciation of property, plant and equipment 49,294 25,652
Amortisation of intangible assets 1,707 2,202
(Profit) / loss on disposal of property 1,059 -
Exchange differences (30,295) (42,664)
(Increase) / decrease in trade and other receivables (431) (223,574)
Increase / (decrease) in trade and other payables 855,183 (237,526)
Change in fair value of investments (2,377,772) 1,583,636
Share based payments 381,884 283,490
---------- ----------
Net cash from operating activities (3,919,080) (1,784,785)
Investing activities
Purchase of property, plant and equipment (61,242) (76,093)
Purchase of intangible assets (820) (6,964)
Purchase of investments (698,018) (508,036)
Provision of convertible loans (100,000) (500,000)
Purchase of own shares (20,000) -
Net interest received 136,312 243,674
---------- ----------
Net cash used in investing activities (743,768) (847,419)
Financing activities
Net proceeds from issue of share capital 7,376,972 (69,241)
Capital elements of finance lease contracts (14,159) (10,538)
---------- ----------
Net cash from financing activities 7,362,813 (79,779)
Net increase / (decrease) in cash and cash 2,699,965 (2,711,983)
equivalents
Cash and cash equivalents at start of period 5,534,888 8,246,871
---------- ----------
Cash and cash equivalents at end of period 8,234,853 5,534,888
========== ==========
ANGLE PLC
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 APRIL 2006
Share
based
Issued Share payment Other Translation Retained Own Total
capital premium reserve reserves reserve earnings shares equity
£ £ £ £ £ £ £ £
At 1 May 2004
(restated) 1,669,648 7,375,518 253,502 2,553,356 - 98,689 - 11,950,713
For the period to
30 April 2005
Consolidated profit/
(loss) (42,990) (2,885,927) (2,928,917)
Share based payments 283,490 283,490
Issue of share
capital (net) 1,000 6,346 7,346
---------- ---------- -------- --------- ------- ---------- -------- -----------
At 30 April
2005
(restated) 1,670,648 7,381,864 536,992 2,553,356 (42,990) (2,787,238) - 9,312,632
For the period
to 30 April 2006
Consolidated profit/
(loss) (30,169) (2,525,717) (2,555,886)
Share based payments 381,884 381,884
Issue of share
capital (net) 1,042,645 6,320,071 7,362,716
Own shares (20,000) (20,000)
---------- ---------- -------- --------- ------- ---------- -------- -----------
At 30 April
2006 2,713,293 13,701,935 918,876 2,553,356 (73,159) (5,312,955) (20,000) 14,481,346
========== ========== ======== ========= ======= ========== ========= ===========
Share based payment reserve
The share based payment reserve account is used for the corresponding entry to
the share based payments charged through the income statement. Transfers are
made from this reserve to retained earnings as the related share options are
exercised, lapse or expire.
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.
Own shares
The own shares account relates to shares purchased by the ANGLE Employee Share
Ownership Trust.
The financial information set out above does not constitute the Company's
statutory financial statements for the year ended 30 April 2006 within the
meaning of section 240 of the Companies Act 1985 but are derived from the
audited financial statements for that year. The auditors have reported on these
accounts and their report was unqualified and did not contain statements under
s237(2) or (3) of the Companies Act 1985.
1 Basis of preparation
Following the adoption of International Financial Reporting Standards (IFRS),
the financial information in this announcement has been prepared on the basis of
the accounting policies as set out in the interim financial statements for the
six months ended 30 October 2005. The 2005 financial information is restated as
a result of adopting IFRS. The 2005 statutory accounts have been delivered to
the Registrar of Companies and the auditor's report on those accounts was
unqualified. The 2006 statutory accounts will be delivered to the Registrar of
Companies following the Company's Annual General Meeting.
2 Compliance with accounting standards
While the financial information included in this preliminary announcement has
been computed in accordance with IFRS, this announcement does not itself contain
sufficient information to comply with IFRS.
At the date of authorisation of these financial statements the following
Standards and Interpretations which have not been applied in these financial
statements were in issue but not yet effective:
IFRS 6 Exploration for and Evaluation of Mineral Resources
IFRS 7 Financial instruments: Disclosures; and the related amendment
to IAS 1 on capital disclosures
IFRIC 4 Determining whether an Arrangement contains a Lease
IFRIC 5 Rights to Interest Arising from Decommissioning, Restoration
and Environmental Rehabilitation Funds
IFRIC 7 Applying the Restatement Approach under IAS 29 Financial
Reporting in Hyperinflationary Economies
IFRIC 8 Scope of IFRS 2 Share-based Payment
IFRIC 9 Reassessment of Embedded Derivatives
IFRIC 10 Interim Financial Reporting and Impairment.
The directors anticipate that the adoption of these Standards and
Interpretations in future periods will have no material impact on the financial
statements of the Group when the relevant standards and interpretations come
into effect.
3 Tax
The Group is eligible for and takes advantage of 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 net of profits in the Consulting and Management businesses as
relieved by losses incurred in the establishment and development of new
ventures.
4 Earnings per share
The basic and fully diluted earnings per share is calculated on an after tax
loss of £2.53 million (2005: loss £2.89 million).
The basic earnings per share is based on 17,584,521 weighted average ordinary
10p shares (2005: 16,697,500). Share options are non-dilutive for the year
because of the loss. The fully diluted earnings per share is based on 17,584,521
weighted average ordinary 10p shares (2005: 16,697,500).
5 Shareholder communications
Copies of this announcement are posted on the Company's website www.ANGLEplc.com
and are available from Buchanan Communications.
The Annual General Meeting of the Company will be held at 2:00 pm on 7 September
2006 at ANGLE's offices, Surrey Technology Centre, The Surrey Research Park,
Guildford, GU2 7YG. Notice of the meeting will be enclosed with the audited
statutory financial statements.
The audited statutory financial statements for the year ended 30 April 2006 are
expected to be distributed to shareholders by 14 August 2006 and will
subsequently be available on the Company's website or from the registered
office, Surrey Technology Centre, Surrey Research Park, Guildford, GU2 7YG.
This preliminary announcement was approved by the Board on 26 July 2006.
--------------------------
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