Energiser Investments plc
Consolidated interim financial statements for the period ended 30 June 2012
Chairman's statement
I set out below my report for the six months ended 30 June 2012 on behalf of the Board of Energiser Investments plc ("Energiser" or "the Company"). During the period ended 30 June 2012 the Group's main property investment of 20 freehold houses in Wellingborough, Northamptonshire experienced almost full occupancy levels. The Board has been reviewing a number of further opportunities in residential property which would be suitable for investment or private sale in order to enhance shareholder value. I am pleased to report that the Company is currently in detailed negotiations to acquire an additional site for nine houses, further details of which are set out below.
Results
The Group made a loss before tax of £38,000 (2011: £50,000) for the 6 months ended 30 June, 2012. Rental income from our residential properties in Wellingborough was £74,000 (2011: £76,000) and after administrative costs of £56,000 (2011: £70,000) the operating profit was £18,000 (£2011: 6,000). Administrative costs have been reduced further and a significant part of the remaining costs are those borne by a listed company. Finance costs amounted to £56,000 (2011: £56,000) resulting in a net loss before and after tax of £38,000 (2011: £50,000). The basic loss per share was 0.09p (2010: 0.16p). Investments have increased by £61,000 and bank loans have reduced to £1.30m (2011: £1.34m). The Group's net assets at 30 June 2012 were £302,000 (2011: £293,000) representing net asset value per share of 0.69p (2011: 0.92p). The Directors do not intend to declare a dividend.
Stephen Wicks, the Company's largest shareholder has been providing financial support to the Group for a number of years and as at 30 June 2012, the balance due to him was £nil (2011: £6,000). Shareholders will note that the Group has other borrowings but Mr Wicks has agreed to continue to provide financial support to the Group for the foreseeable future, as may be required.
Operations
The rental income during the six month period from our residential properties in Wellingborough was £74,000 (2011: £76,000) and all the properties are currently let on short term leases. The profit after letting, management fees and maintenance was £56,000 (2011: £56,000). The Group has a bank loan of £1.3m (2011: £1.34m) against these properties and the related finance cost for the six months to 30 June 2012 was £34,000 (2011: £29,000). Although the rental market is stable we are no longer seeing any increases in rental values. It continues to be the intention of the Board to sell these properties when the housing market in Northamptonshire improves sufficiently.
As part of our search for investment opportunities, the Group has recently identified a brownfield site with planning consent for nine houses in Surrey. The Group is currently in detailed negotiations for the purchase of the site for £750,000 with completion due in December 2012. It is the Board's present intention to finance this purchase by debt finance and to commence construction after completion.
Our holding in EiRx Therapeutics plc ("ETP") is 12.5% of its issued share capital and as far as the Board is aware, ETP is still intending to relist its shares on the AIM market.
In my last report to shareholders, I stated that we had invested in a project in the leisure industry. Further investment has been made into this project for a pre-production version of a prototype motor. Although much progress had been made, the motor experienced some technical problems when it was being tested for the Environmental Protection Agency certificate and these issues are currently being addressed.
Outlook
In the immediate future the Group will focus on the purchase and development of the site in Surrey and the completion of the pre-production phase of the motor project. We will continue our search for other suitable property opportunities whilst continuing to maximise the rental income from the Wellingborough estate.
Simon Bennett
27 September 2012
For further information contact:
Energiser Investments plc
Nishith Malde +44 (0) 1494 762450
finnCap Limited
Matthew Robinson +44 (0) 20 7220 0500
Group income statement
|
|
Unaudited 6 months to 30 June 2012 |
Unaudited 6 months to 30 June 2011 |
Audited year to 31 December 2011 |
|
Note |
£'000 |
£'000 |
£'000 |
Continuing operations |
|
|
|
|
Change in fair value of investments |
5&6 |
- |
- |
(54) |
Rental income |
6 |
74 |
76 |
106 |
Other income |
6 |
- |
- |
64 |
Administrative expenses |
6 |
(56) |
(70) |
(116) |
Operating profit |
|
18 |
6 |
- |
Finance costs |
|
(56) |
(56) |
(124) |
Loss before taxation |
|
(38) |
(50) |
(124) |
Taxation |
|
- |
- |
- |
Loss for the period attributable to shareholders of the Company |
|
(38) |
(50) |
(124) |
Loss per share |
|
|
|
|
Basic and diluted loss per share from total and continuing operations |
4
|
(0.09)p |
(0.16)p |
(0.24)p |
Diluted earnings per share is taken as equal to basic earnings per share as the Group's average share price during the period is lower than the exercise price and therefore the effect of including share options is anti-dilutive.
Group statement of financial position
|
|
Unaudited as at 30 June 2012 |
Unaudited as at 30 June 2011 |
Audited as at 31 December 2011 |
|
Note |
£'000 |
£'000 |
£'000 |
ASSETS |
|
|
|
|
Non-current assets |
|
|
|
|
Financial assets at fair value through profit and loss |
6 |
62 |
34 |
1 |
Current assets |
|
|
|
|
Inventories |
|
2,550 |
2,447 |
2,550 |
Trade and other receivables |
|
17 |
19 |
14 |
Cash and cash equivalents |
|
23 |
10 |
111 |
|
|
2,590 |
2,476 |
2,675 |
Total assets |
|
2,652 |
2,510 |
2,676 |
LIABILITIES |
|
|
|
|
Current liabilities |
|
|
|
|
Trade and other payables |
|
303 |
173 |
278 |
Short term borrowings |
|
744 |
743 |
743 |
|
|
1,047 |
916 |
1,021 |
Non-current liabilities |
|
|
|
|
Long term borrowings |
|
1,259 |
1,301 |
1,271 |
Financial liabilities held at fair value through profit or loss |
|
44 |
- |
44 |
|
|
1,303 |
1,301 |
1,315 |
Total liabilities |
|
2,350 |
2,217 |
2,336 |
Net assets |
|
302 |
293 |
340 |
EQUITY |
|
|
|
|
Share capital |
|
2,312 |
2,300 |
2,312 |
Share premium account |
|
5,747 |
5,641 |
5,747 |
Convertible loan |
|
88 |
88 |
88 |
Merger reserve |
|
1,012 |
1,012 |
1,012 |
Retained earnings |
|
(8,857) |
(8,748) |
(8,819) |
Total equity |
|
302 |
293 |
340 |
Group statement of changes in equity
|
|
Share |
|
|
|
|
|
Share |
premium |
Convertible |
Merger |
Retained |
Total |
|
capital |
account |
loan |
reserve |
earnings |
equity |
|
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
Balance at 1 January 2011 |
2,300 |
5,641 |
88 |
1,012 |
(8,702) |
339 |
Total comprehensive income |
- |
- |
- |
- |
(50) |
(50) |
Share based compensation |
- |
- |
- |
- |
4 |
4 |
Total changes in equity |
- |
- |
- |
- |
(46) |
(46) |
Balance at 30 June 2011 |
2,300 |
5,641 |
88 |
1,012 |
(8,748) |
293 |
Issue of equity |
12 |
106 |
- |
- |
- |
118
|
Share based compensation |
- |
- |
- |
- |
3 |
3 |
Transactions with owners |
12 |
106 |
- |
- |
3 |
121 |
Total comprehensive income |
- |
- |
- |
- |
(74) |
(74) |
Total changes in equity |
12 |
106 |
- |
- |
(71)
|
47 |
Balance at 31 December 2011 |
2,312 |
5,747 |
88 |
1,012 |
(8,819) |
340 |
Total comprehensive income |
- |
- |
- |
- |
(38) |
(38) |
Total changes in equity |
- |
- |
- |
- |
(38) |
(38) |
Balance at 30 June 2012 |
2,312 |
5,747 |
88 |
1,012 |
(8,857) |
302 |
Group statement of cash flows
|
Unaudited 6 months to 30 June 2012 |
Unaudited 6 months to 30 June 2011 |
Audited year to 31 December 2011 |
|
£'000 |
£'000 |
£'000 |
Cash flows from operating activities |
|
|
|
Loss before and after taxation |
(38) |
(50) |
(124) |
Adjustments for: |
|
|
|
Change in fair value of investments |
- |
- |
54 |
Interest expense |
56 |
56 |
80 |
(Increase)/decrease in trade and other receivables |
(1) |
3 |
8 |
Increase in trade payables |
1 |
3 |
105 |
Fair value loss on financial liabilities recognised in profit or loss |
- |
- |
44 |
Share option charge |
- |
4 |
7 |
Reversal of impairment in inventories |
- |
- |
(94) |
Increase in inventories |
- |
- |
(9) |
Net cash generated from operating activities |
18 |
16 |
71 |
Cash flows from investing activities |
|
|
|
Purchase of investments |
(61) |
(34) |
(54) |
Used in investing activities |
(61) |
(34) |
(54) |
Cash flows from financing activities |
|
|
|
Proceeds from borrowings |
- |
66 |
61 |
Re-payment of borrowings |
(11) |
(17) |
(43) |
Interest paid |
(34) |
(29) |
(50) |
Net proceeds on issue of ordinary shares |
- |
- |
118 |
Net cash (used in)/generated from financing activities |
(45) |
20 |
86 |
Net (decrease)/ increase in cash and cash equivalents |
(88) |
2 |
103 |
Cash and cash equivalents at beginning of period |
111 |
8 |
8 |
Cash and cash equivalents at end of period |
23 |
10 |
111 |
1. Nature of operations and general information
The principal activity of the Group is as an investment company investing in quoted and unquoted companies to achieve capital growth. The Group also holds a property development acquired by way of its principal activity. The properties are held for sale with rental income arising from short term lets.
Energiser Investments plc is the Group's ultimate parent company. It is incorporated and domiciled in Great Britain. The address of Energiser Investments plc's registered office, which is also its principal place of business, is 2 Anglo Office Park, 67 White Lion Road, Amersham, Bucks, HP7 9FB.
Energiser Investments plc's shares are quoted on AIM, a market operated by the London Stock Exchange. This consolidated interim statement has been approved for issue by the Board of Directors on 27 September 2012.
The financial information set out in this interim statement does not constitute statutory accounts as defined in Sections 434(3) and 435(3) of the Companies Act 2006. The Group's statutory financial statements for the year ended 31 December 2011 have been filed with the Registrar of Companies and are available at www.energiserinvestments.co.uk. The auditor's report on those financial statements was unqualified and did not contain any statement under Section 498(2) or Section 498(3) of the Companies Act 2006.
2. Basis of preparation
This consolidated interim statement has been prepared in accordance with International Accounting Standard 34 - Interim Financial Reporting.
The consolidated interim statement should be read in conjunction with the annual financial statements for the year ended 31 December 2011, which have been prepared in accordance with IFRS as adopted by the European Union.
3. Accounting policies
The accounting policies applied are consistent with those of the annual financial statements for the year ended 31 December 2011, as described in those financial statements
4. Loss per ordinary share
The loss per ordinary share is based on the weighted average number of ordinary shares in issue during the period of 43,787,956 ordinary shares of 0.1p (2011: 32,037,956 ordinary shares of 0.1p) and the following figures:
|
Unaudited 6 months to 30 June 2012 |
Unaudited 6 months to 30 June 2011 |
Audited year to 31 December 2011 |
Loss attributable to equity shareholders £'000 |
(38) |
(50) |
(124) |
Loss per ordinary share |
(0.09)p |
(0.16)p |
(0.24)p |
Diluted earnings per share is taken as equal to basic earnings per share as the Group's average share price during the period is lower than the exercise price and therefore the effect of including share options is anti-dilutive.
5. Income and segmental analysis
|
Unaudited 6 months to 30 June 2012 |
Unaudited 6 months to 30 June 2011 |
Audited year to 31 December 2011 |
|
£'000 |
£'000 |
£'000 |
Segment result |
|
|
|
Investment activities: |
|
|
|
Change in fair value of investments |
- |
- |
(54) |
Administrative expenses |
(38) |
(50) |
(109) |
|
(38) |
(50) |
(163) |
Rental activities: |
|
|
|
Rental income |
74 |
76 |
106 |
Administrative expenses |
(18) |
(20) |
(7) |
|
56 |
56 |
99 |
Other income: |
|
|
|
Sale of property |
- |
- |
(30) |
Reversal of impairment of inventories |
- |
- |
94 |
|
- |
- |
64 |
Operating profit |
18 |
6 |
- |
Finance costs |
(56) |
(56) |
(80) |
Fair value adjustment on interest rate swap |
- |
- |
(44) |
Loss before tax |
(38) |
(50) |
(124) |
|
Unaudited as at 30 June 2012 |
Unaudited as at 30 June 2011 |
Audited as at 31 December 2011 |
|
£'000 |
£'000 |
£'000 |
Segment assets |
|
|
|
Investment activities: |
|
|
|
Non-current assets |
62 |
34 |
1 |
Current assets |
13 |
12 |
40 |
|
75 |
46 |
41 |
Rental: |
|
|
|
Current assets - inventories |
2,550 |
2,447 |
2,550 |
Current assets - other |
27 |
17 |
85 |
|
2,577 |
2,464 |
2,635 |
Total assets |
2,652 |
2,510 |
2,676 |
Segment liabilities |
|
|
|
Investment activities: |
|
|
|
Current liabilities |
722 |
709 |
696 |
|
722 |
709 |
696 |
Rental: |
|
|
|
Current liabilities |
325 |
207 |
325 |
Non-current liabilities |
1,303 |
1,301 |
1,315 |
|
1,628 |
1,508 |
1,640 |
Total liabilities |
2,350 |
2,217 |
2,336 |
Total assets less total liabilities |
302 |
293 |
340 |
The activity of both the investments and rentals arose wholly in the United Kingdom. No single customer accounts for more than 10% of revenue.
6. Investments
In accordance with IFRS 7, financial instruments are measured by level of the following fair value measurement hierarchy:
§ Level 1: quoted prices in an active market for identical assets or liabilities. The fair value of financial instruments traded in active markets is based on quoted market prices at the balance sheet date. A market is regarded as active if quoted prices are readily and regularly available and those prices represent actual and regularly occurring market transactions on an arm's length basis. The quoted market price used for financial assets held by the Group is the closing price on the last day of the financial year of the Group. These instruments are included in level 1 and comprise FTSE and AIM listed investments classified as held at fair value through profit and loss.
§ Level 2: the fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2. The Group holds no such instruments in the current or prior year.
§ Level 3: the fair value of financial instruments that are not traded in an active market (for example, investments in unquoted companies) is determined by using valuation techniques such as earnings multiples. If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3.
All items held at fair value through profit and loss were designated as such upon initial recognition. Movements in investments at fair value through profit or loss are summarised as follows:
|
Level 1 |
Level 3 |
|
|
Quoted equity |
Unquoted financial financial |
Total |
|
investments |
instruments |
investments |
|
£'000 |
£'000 |
£'000 |
Cost |
|
|
|
At 1 January 2011 |
(12) |
4,853 |
4,841 |
Additions |
- |
34 |
34 |
At 30 June 2011 |
(12) |
4,887 |
4,875 |
Fair value losses |
|
|
|
At 1 January 2011 |
12 |
(4,853) |
(4,841) |
At 30 June 2011 |
12 |
(4,853) |
(4,841) |
Fair value |
|
|
|
At 30 June 2011 |
- |
34 |
34 |
Cost |
|
|
|
At 1 July 2011 |
(12) |
4,887 |
4,875 |
Additions |
1 |
20 |
21 |
At 31 December 2011 |
(11) |
4,907 |
4,896 |
Fair value losses |
|
|
|
At 1 July 2011 |
12 |
(4,853) |
(4,841) |
Increase in fair value losses |
- |
(54) |
(54) |
At 31 December 2011 |
12 |
(4,907) |
(4,895) |
Fair value |
|
|
|
At 31 December 2011 |
1 |
- |
1 |
Cost |
|
|
|
At 1 January 2012 |
(12) |
4,907 |
4,896 |
Additions |
- |
61 |
61 |
At 30 June 2012 |
(11) |
4,968 |
4,957 |
Fair value losses |
|
|
|
At 1 January 2012 |
12 |
(4,907) |
(4,895) |
At 30 June 2012 |
12 |
(4,907) |
(4,895) |
Fair value |
|
|
|
At 30 June 2012 |
1 |
61 |
62 |