Preliminary Results
Blue Star Capital plc
30 March 2006
For immediate release 30 March 2006
BLUE STAR CAPITAL PLC
('Blue Star' or 'the Company')
Preliminary results for the period ended 30 September 2005
Blue Star Capital plc (AIM: BLU), the company created to provide seed capital
for early stage companies, is pleased to announce its maiden preliminary
results, for the period ended 30 September 2005.
Highlights
• Blue Star made six investments in the period under review and has made
a further investment since the period end
• The market value of these investments at 30 September 2005 was £2.677
million, compared with a balance sheet value of £1.416 million
• Balance sheet remains strong - net cash of £3.65 million at 30
September 2005
• Careful cash control resulted in pre- and post-tax loss of £192,796
• Current year has started well with significant progress at portfolio
companies and investment of £265,000 at the AIM flotation of Venteco
plc
Nigel Robertson, Blue Star's Chairman, said: 'Our maiden preliminary results
show that Blue Star has a business model that works. During a relatively short
period of time we have assembled an exciting portfolio of investments, which
have real potential to generate shareholder value.'
For further information:
Blue Star Capital plc Tel: 020 7297 0010
Nigel Robertson, Chairman
Haresh Kanabar, Chief Executive
Teather & Greenwood Tel: 020 7426 9000
Mark Dickenson
Buchanan Communications Tel: 020 7466 5000
Mark Court
Elly Williamson
Blue Star Capital Plc
Extracts from the Chairman's statement and the report of the directors
I am pleased to report Blue Star's maiden results for the period ended 30
September 2005 and represent a period of significant progress that includes the
flotation of the Company on 29 October 2004.
Since flotation the Company has sought to fulfil its strategic objectives,
specifically to create a diverse portfolio of investments from which to build
capital value and thereby provide returns to shareholders. To this end, the
Company has invested in four newly formed AIM-traded investing companies (or '
cash shells'), invested in one privately held company and, since the period end,
has invested in a further AIM-traded cash shell.
Blue Star's investments have been made across a variety of sectors, including
property, oil and gas, outsourcing, telecoms and e-marketing. This range of
sectors provides the Company's investors with exposure to a range of investment
themes. Our most recent investment in Venteco plc, which joined AIM on 24 March
2006, is focussed on opportunities in the environmentally friendly pest control
market.
I am pleased to report that there has been significant activity within our
portfolio during the period under review. However, I would like to take this
opportunity to stress that for our shell companies the emphasis has been firmly
on finding and completing the right deal rather than rushing in to the first
deal available. By applying this discipline I believe we are creating the best
possible opportunity for the capital growth of our portfolio.
During the period under review, the London Stock Exchange introduced new
regulations concerning investing companies, particularly in relation to the
amount of money a cash shell is required to raise for admission to AIM and to
the timescale during which a cash shell should complete an appropriate
transaction or substantially implement its investment strategy. Having had the
opportunity to consider these changes to the regulations I am pleased to report
that we do not believe that the changes will, on balance, impact our business
model significantly.
As part of the introduction of the new regulations there is a possibility that
trading in the shares of some shell companies listed on AIM will be suspended on
3 April 2006. We are unable to say with absolute confidence that shares in one
or more of our portfolio companies will not be suspended on 3 April 2006 as any
such decision is under the control of the London Stock Exchange. What we can say
is that we are working closely with all of our investee companies to complete
appropriate transactions but we do not intend to compromise shareholder value by
committing to deals with inappropriate haste.
The period under review, and since the period end, reveals a significant level
of progress in our investee companies as shown in the following brief review of
Blue Star's portfolio of key investments.
INDIA OUTSOURCING SERVCIES PLC
India Outsourcing Services plc (AIM: IOS), which joined AIM in December 2004,
was the first AIM traded shell company to be formed by Blue Star. India
Outsourcing's strategy is to seek acquisition opportunities primarily in the
Indian business processing outsourcing market. India Outsourcing raised an
additional £3 million before expenses in February 2006 from new and existing
investors.
BLACK RAVEN PROPERTIES PLC
Black Raven Properties plc (AIM: BRP) joined AIM in February 2005 with the
strategy of identifying opportunities in the property sector. Since flotation
Black Raven has pursued its strategy of seeking opportunities in the commercial,
residential and leisure sectors.
GASOL PLC
Gasol plc (AIM: GAS) joined AIM in March 2005 with the strategy of seeking
acquisition and investment opportunities in the oil and gas sector. Gasol raised
an additional £3 million before expenses in February this year and at the same
time narrowed its strategic focus to natural gas opportunities in the Gulf of
Guinea region of West Africa.
Blue Star Capital Plc
Chairman's statement (Continued)
GORDIAN INVESTMENTS PLC
Gordian Investments plc joined AIM in March 2005 with a focus on the technology,
media and telecoms sector. In August 2005, Gordian successfully agreed to
acquire All New Video Limited. Gordian's name subsequently changed to All New
Video plc, a company that trades under the ticker symbol ANV.
MEDCENTER HOLDINGS INC
Blue Star took a minority stake in the private company Medcenter Holdings Inc.,
a leading provider of e-marketing intelligence and relationship marketing
solutions to the pharmaceutical industry, in June 2005. Medcenter's clients
include a number of the world's top five pharmaceutical companies, in addition
to other well-known multi-national pharmaceutical groups.
VENTECO PLC
Blue Star has a 8.99 per cent stake in Venteco (AIM:VTO), a shell company that
has joined AIM since the period end on 24 March 2006. Venteco plans to invest
in or acquire assets, businesses or companies involved in environmentally
friendly pest control technologies. Venteco raised net proceeds of approximately
£3 million in its flotation.
Financials
Blue Star exercised careful cost control during the period under review. The
Company finished the period with a healthy cash position, having £3.65 million
in net cash as at 30 September 2005. The Company's operating loss of £359,112
was offset by interest receivable of £166,316, resulting in a loss before and
after tax of £192,796, equivalent to a loss per share of 0.19p. At the balance
sheet date, the market value of the Company's investments was £2.677 million,
compared with a balance sheet value of £1.416 million.
Board changes
John Vergopoulos, one of the Company's co-founders, stood down as a Director of
the Company in March 2006, after the period end.
Outlook
Our maiden results show that Blue Star has a business model that works. During a
relatively short period of time we have assembled an exciting portfolio of
investments, which have real potential to generate shareholder value. I look
forward to reporting further progress on these investments in due course and
also to reporting on any new investment opportunities in which Blue Star plans
to invest. We believe the Company can look forward to the future with
confidence.
Results and dividends
The profit and loss account shows the loss for the period.
The directors do not recommend the payment of a dividend for the period.
Blue Star Capital Plc
Extracts from the chairman's statement and the report of the directors
(continued)
Principal activities, review of business and future development
The principal activity of the company is to provide initial seed capital for the
development of early stage companies:
• To form and fund shell companies at the founder stage, upon IPO and
subsequently (if required).
• To fund operating businesses prior to IPO (or alternative exit)
that offer strong growth prospects and significant opportunities
for capital appreciation.
Nigel Robertson
Chairman
29 March 2006
Blue Star Capital Plc
Profit and loss account for the period ended 30 September 2005
£
Turnover 75,000
Administrative expenses (434,112)
Operating loss (359,112)
Net interest receivable 166,316
Loss on ordinary activities before taxation (192,796)
Tax on loss on ordinary activities -
Loss on ordinary activities after taxation (192,796)
Loss per share- basic and diluted (0.19)p
All amounts relate to continuing activities.
All recognised gains and losses for the period have been included in the profit
and loss account.
Blue Star Capital Plc
Balance sheet at 30 September 2005
£ £
Fixed assets
Tangible assets 10,811
Investments 1,416,157
1,426,968
Current assets
Debtors 21,752
Cash at bank and in hand 3,650,065
3,671,817
Creditors falling due within one year 153,556
Net current assets 3,518261
Total assets less current liabilities 4,945,229
Capital and reserves
Called up share capital 105,500
Share premium account 5,032,525
Profit and loss account (192,796)
Shareholders funds - equity 4,945,229
Blue Star Capital Plc
Cash flow statement for the period ended 30 September 2005
£ £
Net cash outflow from operating activities (223,428)
Returns on investments and servicing of finance 167,132
Interest received (816)
Interest paid
Net cash inflow from returns on investments and servicing of finance 166,316
Financial investments and capital expenditure
Payments to acquire tangible fixed assets (14,691)
Payments to acquire investments (1,416,157)
Net cash outflow from financial investments and capital expenditure (1,430,848)
Net cash outflow before financing (1,487,960)
Financing
Issue of ordinary shares 5,600,000
Expenses paid in connection with share issues (461,975)
Cash inflow from financing 5,138,025
Increase in net cash in the period 3,650,065
Blue Star Capital Plc
Notes forming part of the financial statements for the period ended 30 September
2005
1 Accounting policies
Basis of preparation
The financial statements have been prepared in accordance with currently
applicable Accounting Standards in the United Kingdom, which have been applied
consistently, and under the historical cost convention.
Turnover
Turnover represents income derived from management fees charged by the company
to investee companies based on the amounts receivable for the services provided.
Turnover is recognised when the services are performed.
Fixed asset investments
Fixed asset investments are stated at cost less provision for
diminution in value.
Tangible fixed assets
Tangible fixed assets are stated at cost less depreciation. Depreciation is
provided at rates calculated to write off the cost less the estimated residual
value of each asset over its expected useful economic life, as follows:
Office and computer equipment - 2 years on a straight-line basis
Impairment of assets
The need for any fixed asset impairment write-down is assessed by comparison of
the carrying value of the assets against the higher of realisable value and
value in use.
2 Loss per ordinary share
The calculation of basic and diluted loss per share of 0.19 pence is based on
the loss for the period of £192,796 and on 101,230,769 ordinary shares, being
the weighted average number of ordinary shares in issue during the period ended
30 September 2005. There were no potential ordinary shares at the period end.
3 Post Balance Sheet events
On 3 February 2006 the company completed its second investment in Gasol Plc,
investing a further £250,000 in 5,000,000 ordinary shares of 0.5p each at 5p via
placing. Our current holding is now 34.01%.
On 7 March 2006 the company completed its second investment in India Outsourcing
Services Plc, investing a further £300,000 in 666,667 shares of 10p each at 45p
via placing. Our current holding is now 17.89%.
On 24 March 2006 the company invested a total of £265,000 in Venteco Plc a
company recently established to invest in or acquire assets, businesses or
companies involved in environmentally friendly pest control technologies,
applications or related areas. Our holding is 11,333,333 ordinary shares of 0.5p
each representing 8.99% of issued share capital.
Basis of preparation
The results have been prepared using accounting policies consistent with those
used in the preparation of the statutory accounts. The financial information is
derived from the financial statements for the period ended 30 September 2005,
and does not constitute full accounts within the meaning of Section 240 of the
Companies Act 1985. The financial statements on which the auditors have given an
unqualified report do not contain a statement under Section 237 (2) or (3) of
the Companies Act and will be delivered to the Registrar of Companies in due
course.
The Annual Report will be sent to all shareholders. Additional copies are
available from 22, Soho Square, London W1D 4NS.
This information is provided by RNS
The company news service from the London Stock Exchange