Interim Results

Immupharma PLC 26 September 2006 FOR IMMEDIATE RELEASE 26 SEPTEMBER 2006 IMMUPHARMA PLC INTERIM RESULTS ANNOUNCEMENT For the three months ended 30th June 2006 ImmuPharma plc (LSE:IMM), (the 'Company' or the 'Group'), the specialist pharmaceutical discovery and development Company is pleased to announce its interim results for the three months ended 30th June 2006. The interim figures are for three months due to the accounting reference date of the Company year end being changed from 31st March to 31st December, as highlighted in the full year statement issued on 1st August 2006. KEY HIGHLIGHTS: Financial Highlights •Net loss after tax for the three month period of £324,898 •Cash, cash equivalents and money market investments of £2.4 million at 30 June 2006 Recent News Flow - 5 July 2006 •IPP-201101 treatment for Lupus enters Phase II • First patients dosed • Results from this short duration study, expected by year end, will be of great value in preparation of pivotal Phase III studies. The company has established an executive committee comprising Dr Robert Zimmer, President and CSO and Mr Dimitri Dimitriou CEO to execute the pharma strategy as agreed by the Board. Richard Warr, Chairman, said: 'We are very pleased to have initiated phase II for our lead compound for the treatment of Lupus. Our financial results are in line with expectations and ImmuPharma continues to make progress in the development of its exciting assets' For further information please contact: ImmuPharma plc: Telephone Richard Warr, Chairman: +44 20 7152 4080 Dimitri Dimitriou, Chief Executive Officer: Buchanan Communications: Lisa Baderoon/ Rebecca Skye Dietrich + 44 20 7466 5000 About ImmuPharma ImmuPharma PLC is a drug discovery and development company headquartered in London, UK. It has its research operations in France and Switzerland. ImmuPharma is dedicated to the development of novel drugs, to treat serious medical conditions such as autoimmune diseases characterised by: •blockbuster potential in niche markets •low promotional costs in few specialised physicians and centres and •lower risk of drug development and lower development costs Since its Admission in February, ImmuPharma has successfully completed a Phase I trial with IPP-201102I its potential treatment for Lupus, a chronic life threatening autoimmune disease and initiated phase II in Lupus patients. Chairman's Statement We are very pleased to have initiated phase II for our lead compound for the treatment of Lupus. Our financial results are in line with expectations and ImmuPharma continues to make progress in the development of its exciting assets. Financial Review The Group has adopted International Financial Reporting Standards as its accounting basis. The interim results are for three months rather than six months due to the accounting reference date of the Company being changed from 31st March to 31st December, as highlighted in the full year statement issued on 1st August 2006. Hence, the current accounting period is the 9 months to 31st December 2006, and the interim results are for the three months to 30th June 2006. The loss of the Group for the three months was £324,898. Basic and diluted loss per share were 0.48p. No interim dividend is proposed. The operating loss was £350,937. It represents principally the employment cost and overhead of maintaining the Group, together with expenditure on research carried out by Contract Research Organisations. Cash and cash equivalents at 30th June 2006 were £2,409,915, compared to £2,692,900 at 31st March 2006. OUTLOOK The focus of the Group continues to be on the progression of its lead drug candidates and discovery pipeline. ImmuPharma is in discussions with a number of large pharmaceutical and biotech companies for potential collaborations whilst also considering the option of further progressing the development of its assets alone. Richard Warr Chairman 25 September 2006 Independent Review Report to ImmuPharma plc We have been instructed by the Company to review the financial information for the three months ended 30 June 2006 which comprises the Consolidated Income Statement, the Consolidated Statement of Recognised Income and Expense, the Consolidated Balance Sheet, the Consolidated Cash Flow Statement, and the related notes 1 to 10. We have read the other information contained in the interim report and considered whether it contains any apparent misstatements or material inconsistencies with the financial information. This report is made solely to the Company in accordance with the terms of our engagement to assist the Company in meeting the requirements of the AIM Rules of the London Stock Exchange. Our review has been undertaken so that we might state to the Company those matters we are required to state to it in this report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company for our review work, for this report or for the conclusions we have reached. Directors' responsibilities The interim report, including the financial information contained therein, is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the interim report in accordance with the AIM Rules of the London Stock Exchange which require that the accounting policies and presentation applied to the interim figures should be consistent with those applied in preparing the preceding annual accounts except where any changes, and the reasons for them, are disclosed. Review work performed We conducted our review in accordance with guidance contained in Bulletin 1999/4 issued by the Auditing Practices Board for use in the United Kingdom. A review consists principally of making enquiries of Group management and applying analytical procedures to the financial information and underlying financial data and based thereon, assessing whether the accounting policies and presentation have been consistently applied unless otherwise disclosed. A review excludes audit procedures such as tests of controls and verification of assets, liabilities and transactions. It is substantially less in scope than an audit performed in accordance with International Auditing Standards (UK and Ireland) and therefore provides a lower level of assurance than an audit. Accordingly, we do not express an audit opinion on the financial information. Review conclusion On the basis of our review we are not aware of any material modifications that should be made to the financial information as presented for the three months ended 30 June 2006. Nexia Smith & Williamson 25 Moorgate Chartered Accountants London Registered Auditors EC2R 6AY 25 September 2006 ImmuPharma plc CONSOLIDATED INCOME STATEMENT FOR THE PERIOD ENDED 30 JUNE 2006 Note 3 months ended 13 January 2005 13 January 2005 30 June 2006 to 31 March to 30 June 2006 2005 £ £ £ Continuing operations Revenue 1,782 25,409 10,513 Research and development expenses (227,371) (679,091) (47,164) Administrative expenses (125,348) (880,074) (295,277) Other income - - 2,510 -------- ---------- --------- Operating loss (350,937) (1,533,756) (329,418) Exceptional charge arising from reverse acquisition - (970,524) - Finance costs (1,738) (8,045) (3,619) Investment revenues 27,563 28,759 3,349 -------- ---------- --------- Loss before taxation (325,112) (2,483,566) (329,688) Tax 214 788 (174) -------- ---------- --------- Loss for the period (324,898) (2,482,778) (329,862) ======== ========== ========= (Loss) per ordinary share Basic and diluted 6 (0.48)p (4.16)p (11.2)p ======== ========== ========= ImmuPharma plc CONSOLIDATED STATEMENT OF RECOGNISED INCOME AND EXPENSE FOR THE PERIOD ENDED 30 JUNE 2006 3 months ended 13 January 2005 13 January 2005 30 June to 31 March to 30 June 2006 2006 2005 £ £ £ Exchange differences on translation of foreign operations (9,770) 8 (2,280) (Loss) for the financial period (324,898) (2,482,778) (329,862) --------- --------- --------- Total recognised income and expense for the period (334,668) (2,482,770) (332,142) ========= ========= ========= Attributable to: Equity holders of the parent company (334,668) (2,482,770) (332,142) ========= ========= ========= CONSOLIDATED BALANCE SHEET AS AT 30 JUNE 2006 Notes 30 June 2006 31 March 30 June 2006 2005 £ £ £ Non-current assets Property, plant and equipment 14,100 12,020 8,546 Intangible assets - other 758,460 765,004 439,562 ----------- --------- -------- Total non-current assets 772,560 777,024 448,108 ----------- --------- -------- Current assets Trade and other receivables 97,702 157,572 26,200 Cash and cash equivalents 2,409,915 2,692,900 1,161,235 ----------- --------- -------- Total current assets 2,507,617 2,850,472 1,187,435 ----------- --------- -------- Current liabilities Financial liabilities - borrowings and grants 528,284 277,898 269,123 Trade and other payables 499,594 845,618 243,004 ----------- --------- -------- Total current liabilities 1,027,878 1,123,516 512,127 ----------- --------- -------- Net current assets 1,479,739 1,726,956 675,308 ----------- --------- -------- Non-current liabilities Financial liabilities - borrowings 82,987 - - ----------- --------- -------- Net assets 2,169,312 2,503,980 1,123,416 =========== ========= ======== EQUITY Ordinary shares 7 6,813,815 6,813,815 4,064 Share premium 7 1,607,990 1,607,990 1,345,346 Merger reserve 7 106,148 106,148 106,148 Other reserves 7 (3,550,965) (3,541,195) (2,280) Retained earnings 7 (2,807,676) (2,482,778) (329,862) ----------- --------- -------- Total equity 2,169,312 2,503,980 1,123,416 =========== ========= ======== ImmuPharma plc CONSOLIDATED CASH FLOW STATEMENT FOR THE PERIOD ENDED 30 JUNE 2006 Notes 3 months ended 13 January 2005 13 January 2005 to to 30 June 2006 31 March 30 June 2006 2005 £ £ £ Cash flows from operating activities Cash used in operations 8 (627,510) (871,552) (214,344) Interest paid (1,738) (8,045) (3,619) --------- --------- --------- Net cash used in operating activities (629,248) (879,597) (217,963) --------- --------- --------- Investing activities Purchase of property, plant and equipment (3,642) (17,130) (4,067) Acquisition of intangibles assets (1,514) (337,274) (6,248) Cash on reverse acquisition - 975,961 - Cash on acquisition of subsidiaries - 17,773 17,773 Reverse acquisition expense - (59,561) - Subsidiary acquisition expense - (2,342) - Interest received 27,563 28,759 3,349 Tax received 214 788 - --------- --------- --------- Net cash from investing activities 22,621 606,974 10,807 --------- --------- --------- Financing activities Net proceeds from share issues - ImmuPharma UK Limited - 1,397,976 1,380,260 Net proceeds from share issues - Company - 1,569,802 - Net loan advances 333,085 (2,267) (12,634) Increase in bank overdraft 327 12 765 --------- --------- --------- Net cash from financing activities 333,412 2,965,523 1,368,391 --------- --------- --------- Net (decrease)/increase in cash and cash equivalents (273,215) 2,692,900 1,161,235 Cash and cash equivalents at start of period 2,692,900 - - Effect of foreign exchange rate changes (9,770) - - --------- --------- --------- Cash and cash equivalents at end of period 2,409,915 2,692,900 1,161,235 ========= ========= ========= ImmuPharma plc NOTES TO THE INTERIM ACCOUNTS FOR THE PERIOD ENDED 30 JUNE 2006 1 The financial information set out in this interim statement has been prepared under International Financial Reporting Standards (IFRS) on the basis of the accounting policies set out in the statutory accounts of ImmuPharma plc for the period ended 31 March 2006. This interim statement has not been audited but has been reviewed by the Company's auditors, Nexia Smith & Williamson. 2 The financial information does not constitute statutory accounts within the meaning of Section 240 of the Companies Act 1985. Statutory accounts for ImmuPharma plc for the period ended 31 March 2006 reported under IFRS, on which the auditors gave an unqualified opinion, will be delivered to the Registrar of Companies after the Annual General Meeting. 3 Copies of this statement will be posted to shareholders. Further copies are available free of charge on request from the Company Secretary at the Company's registered office, 50 Broadway, London, SW1H 0BL. 4 COMPARATIVE INFORMATION The financial information in respect of the period ended 31 March 2006 is derived from the audited statutory accounts of the Group for that period. The reverse acquisition of ImmuPharma plc by ImmuPharma UK Limited did not occur until 16 February 2006. ImmuPharma UK Limited was incorporated on 13 January 2005. The unaudited financial information for the period from 13 January 2005 to 30 June 2005 is therefore in respect of the sub-group headed by ImmuPharma UK Limited (excluding ImmuPharma plc). For further details of the reverse acquisition, please refer to note 1 of the statutory accounts of the Group for the period ended 31 March 2006. 5 SEGMENT INFORMATION Revenue by source and by destination predominantly relates to the European Union. The Group operates as one class of business which is unaffected by seasonality. The following is an analysis of the carrying amount of the Group's net assets analysed by geographical area: 30 June 31 March 30 June 2006 2006 2005 £ £ £ Net asset book value United Kingdom 1,573,156 2,475,583 709,333 France 576,410 39,788 367,976 Switzerland 19,746 (11,391) 46,107 --------- -------- -------- 2,169,312 2,503,980 1,123,416 ========= ======== ======== ImmuPharma plc NOTES TO THE INTERIM ACCOUNTS FOR THE PERIOD ENDED 30 JUNE 2006 (continued) 6 EARNINGS PER SHARE 13 January 2005 13 January 2005 to to 3 months ended 31 March 30 June 30 June 2006 2006 2005 £ £ £ Earnings Earnings for the purposes of basic earnings per share being net loss attributable to equity shareholders (324,898) (2,482,778) (329,862) ========= ========= ======== Number of shares Weighted average number of ordinary shares for the purposes of basic earnings per share 68,138,149 59,663,827 2,947,615 ========= ========= ======== Basic and diluted loss per share (0.48)p (4.16)p (11.2)p ========= ========= ======== As at 30 June 2006 the Group had no potential dilutive shares, nor during any prior period. NOTES TO THE INTERIM ACCOUNTS FOR THE PERIOD ENDED 30 JUNE 2006 (continued) 7 STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY Share capital Share premium Merger Other Retained Total reserve reserves* Earnings equity £ £ £ £ £ £ At incorporation - - - - - - ------------- --------- -------- ------- -------- -------- -------- Exchange - - - 8 - 8 differences on translating foreign operations Loss for the - - - - (2,482,778) (2,482,778) period ended 31 March 2006 ------------- --------- -------- ------- -------- -------- -------- Total recognised - - - 8 (2,482,778) (2,482,770) income and expense for the period Equity share 420,000 557,003 - - - 977,003 capital of the Company prior to reverse acquisition Reverse 5,875,000 - - (3,541,203) - 2,333,797 acquisition of the Company New issue of 518,815 1,686,148 - - - 2,204,963 equity share capital Less: - (635,161) - - - (635,161) expenses of new share issue Acquisition - - 106,148 - - 106,148 of subsidiaries --------- -------- ------- -------- -------- -------- At 31 March 6,813,815 1,607,990 106,148 (3,541,195) (2,482,778) 2,503,980 2006 Exchange - - - (9,770) - (9,770) differences on translating foreign operations Loss for the - - - - (324,898) (324,898) period ended 30 June 2006 --------- -------- ------- -------- -------- -------- At 30 June 6,813,815 1,607,990 106,148 (3,550,965) (2,807,676) 2,169,312 2006 ========= ======== ======= ======== ======== ======== * Other reserves as at 30 June 2006 comprised a reverse acquisition reserve £ (3,541,203) and a translation reserve totalling £(9,762) (31 March 2006: £ (3,541,203) and £8 respectively). NOTES TO THE INTERIM ACCOUNTS FOR THE PERIOD ENDED 30 JUNE 2006 (continued) 8 CASH USED IN OPERATIONS 30 June 31 March 2006 30 June 2005 2006 £ £ £ Operating loss (350,937) (1,533,756) (329,418) Depreciation and amortisation 9,620 15,221 492 Decrease/(increase) in debtors 59,869 (118,280) (14,771) (Decrease)/increase in creditors (346,062) 765,263 129,353 ---------- ---------- --------- Cash used in operations (627,510) (871,552) (214,344) ========== ========== ========= 9 RELATED PARTY TRANSACTIONS Included within Group other creditors as at 30 June 2006 is an amount of £3,861 (31 March 2006: £3,632) due to R Zimmer and an amount of £40 (31 March 2006: £560) due to D Dimitriou. No interest or formal repayment terms apply to these loans. Included within Group financial liabilities as at 30 June 2006 is an amount of £127,149 (31 March 2006: £138,217) due to R Zimmer. The loan is repayable on demand. Interest is payable at 3.5% per annum. R Zimmer and D Dimitriou are all directors and shareholders of this company. 10 POST BALANCE SHEET EVENTS The unapproved share option scheme was adopted by the Board of Directors on 26 July 2006 and options which were disclosed in the Annual Report have now been formally executed. Unapproved share options totalling 2,522,000 were executed for the executive directors on that date. The approved share option scheme was adopted by the Board of directors after obtaining HM Revenue and Customs approval. Approved share options totalling 93,000 were executed for the executive Directors on 25 September 2006. This information is provided by RNS The company news service from the London Stock Exchange

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