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Greener House Investments plc (GHIP)

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Monday 29 September, 2008

Greener House Investments plc

Final Results

23







                          Greener House Investments PLC

                 Final Results for the period ended 31 May 2008



      Greener  House  Investments plc (PLUS: GHIP) ("GHI" or the  "Company"),  a
      special purpose acquisition company established to make an acquisition  in
      the  healthcare industry, announces its maiden final results  since  being
      admitted to PLUS on 29 October 2007.

      Annual highlights

      - 471,500 raised by private placing
      - Company actively seeking reverse take-over candidates
      - Loss for the period 19,205

      Jonathan  Metliss,  Chairman, commented: "we have  reviewed  a  number  of
      opportunities  over  the past year and continue to do  so.  Given  current
      difficult  economic  conditions  we  remain  committed  to  identifying  a
      suitable  candidate  which  fulfils the  principal  requirements  that  it
      should  be an established business and should be profitable, or have  good
      prospects  of  profitability within the next 12 months  and  should  offer
      good  growth  prospects for the future. While we are disappointed  not  to
      have  found such an opportunity to date, we are confident that within  the
      next year we will be able to conclude an attractive deal for the Company.

      25 September 2008

      Enquiries:

      Greener House Investments plc 020 7451 7050
      Jonathan Metliss, Chairman

      Daniel Stewart & Co Plc
      Charlotte Stranner 020 7776 6550












Chairman's and Director's Statement
Period Ended 31 May 2008

The  Company  was  established by the Directors for  the  purpose  of  acquiring
companies or key stakes in companies, or to acquire businesses or assets in  the
healthcare sector.

The  Company's shares are listed on the PLUS Market (PLUS symbol: GHIP).  For  a
suitable  and  substantial acquisition achieved by the issue of  shares  of  the
Company, the transaction would result in a reverse take-over which would provide
the  acquired business with a listing for its shares and access to the Company's
cash  resources.   Your  Directors believe that these factors  will  assist  the
Company in finding a suitable acquisition in its chosen sectors.

The  Company  identified  the  following  sectors,  amongst  others,  as  having
interesting opportunities:

· Primary care
· Community Hospitals
· Pharmacy
· Medical devices
· Medical services (including secondary care and dentistry)
· Medical property (including secondary care properties)
· Day surgery
· Chronic disease management
· Development of university and hospital spin-off Intellectual Property

The  Directors  have  reviewed a number of opportunities in  these  sectors  and
others  over  the  past  year and continue to do so.   Given  current  difficult
economic  conditions they remain committed to identifying a  suitable  candidate
which  fulfils  the  principal requirements that it  should  be  an  established
business  and  should  be  profitable, or have good prospects  of  profitability
within the next 12 months and should offer good growth prospects for the future.

While we are disappointed not to have found such an opportunity to date, we  are
confident  that within the next year we will be able to conclude  an  attractive
deal for the Company.





Jonathan Metliss and Harry Hyman
25 September 2008
Greener House Investments PLC

Directors' Report
Period Ended 31 May 2008


The  Directors present their report and the audited financial statements for the
period ended 31 May 2008.


Principal activity

The  Company was established as a special purpose acquisition company,  and  its
principal activity is to seek a suitable acquisition of a company or business in
the healthcare sector.


Results and dividends

The income statement for the period is set out on page 8.

The Directors do not recommend the payment of a dividend.

The  Company's loss for the period of £19,205 has been transferred  to  retained
earnings.


Review of business

A  review  of the business and future developments is presented in the  Chairman
and Director's Statement.


Directors and their interests

The following Directors have held office since 22 June 2007:

J.A. Metliss - Non Executive Chairman
H.A. Hyman - Non Executive Director

Their beneficial interests in the shares of the company are as follows:

             Ordinary shares 1
                pence each
                31 May 2008
J.A.             2,750,000
Metliss
H.A. Hyman       2,750,000

Nexus  Structured Finance Limited, a company in which H.A. Hyman is  a  director
and shareholder, holds 20,000,000 ordinary shares of 1 pence each.

The  total number of ordinary shares under the warrants for which Directors  may
subscribe as at 31 May 2008, are as follows:

   Name       Date of      Exercise    Number of    Exercise
               grant      price per    ordinary      period
                           ordinary     shares
                          share (p)      under
                                        warrant
   J.A.       10 July         1p        250,000     60 months
  Metliss       2007
H.A. Hyman    10 July         1p        250,000     60 months
                2007

Nexus Structured Finance Limited holds 5,000,000 warrants.


Substantial shareholdings

In  addition to the directors' interests disclosed above, the Company  has  been
notified  of  the following holdings of 3% or more of the ordinary issued  share
capital at 31 May 2008:

                                  Number of       % held
                                   ordinary
                                     shares

Daniel Stewart Securities PLC    20,500,000       20.50%
Nexus Structured Finance         20,000,000       20.00%
Limited
Bernard Kelly                    13,750,000       13.75%
Leavesden Securities             10,000,000       10.00%
(Holdings) Limited
Geoffrey Bowden                   5,500,000        5.50%


Share capital

The  authorised and issued share capital of the Company is shown in note  10  to
the financial statements.


Related Party Transactions

Details  of  the  transactions with related parties undertaken  by  the  Company
during the period are disclosed in note 12 to the financial statements.


Creditors payment policy

It  is the policy of the Company to establish payment terms with suppliers  when
agreeing terms of business with the view of meeting due dates of payment  agreed
so far as it is practicable.

The number of days' purchases outstanding at 31 May 2008 was nil.


Post balance sheet events

There were no post balance sheet events.

Financial instruments

The  Company's  principal financial instruments comprise investments,  cash  and
trade payables.

Interest rate risk

The  Company  continues  to finance its operations from the  original  issue  of
equity.   Surplus cash balances are held in a sterling money fund in  the  short
term  and  returns  are expected to fluctuate with the rates of  interest.   The
benchmark  rate which determines the interest rate received on interest  bearing
cash balances is the LIBOR.

Liquidity risk

The Company has sufficient cash to meet its operational requirements.

Currency risk

The  Company's income and expenses are denominated in sterling.  Accordingly the
Company is not exposed to any significant currency risk.

Credit risk

The Company has no significant credit risk.

Management of risks

The  Directors continue to assess the risks facing the Company.  The acquisition
of  an appropriate business or company is key to the success of the Company, and
is in turn the most significant risk facing the Company.


Statement of Directors' Responsibilities

Company  law  requires the Directors to prepare financial  statements  for  each
financial  year which give a true and fair view of the state of affairs  of  the
Company and the Group and of the profit or loss of the Group for that year.   In
preparing those financial statements, the Directors are required to:

·    Select suitable accounting policies and then apply them consistently;

·    Make judgements and estimates that are reasonable and prudent;

·     State  whether applicable accounting standards have been followed, subject
 to any material departures disclosed and explained in the financial statements;
 and

·     Prepare the financial statements on the going concern basis unless  it  is
 inappropriate to presume that the Company will continue in business.

The  Directors  are  responsible  for keeping proper  accounting  records  which
disclose  with  reasonable accuracy at any time the financial  position  of  the
Company and the Group and to enable them to ensure that the financial statements
comply with the Companies Act 1985.  They are also responsible
for  safeguarding the assets of the Group and hence for taking reasonable  steps
for the prevention and detection of fraud and other irregularities.

The Directors are responsible for the maintenance and integrity of the Company's
website.   Legislation  in  the  United Kingdom governing  the  preparation  and
dissemination  of  financial statements may differ  from  legislation  in  other
jurisdictions.


Auditors

Sedley  Richard Laurence Voulters have expressed their willingness to remain  in
office  and  resolutions  reappointing them  as  auditors  and  authorising  the
Directors to fix their remuneration will be put to the Annual General Meeting.


Statement of disclosure to auditor

 (a)   So far as the directors are aware, there is no relevant audit information
    of which the company's auditors are unaware, and
 (b)   The  Directors have taken all the steps that they ought to have taken  as
    directors in order to make themselves aware of any relevant audit information
    and to establish that the company's auditors are aware of that information.


By order of the Board




For and on behalf of
Nexus Structured Finance Limited
Secretary
25 September 2008
Greener House Investments PLC

Independent Auditors' Report to the Shareholders of Greener House Investments
PLC


We  have  audited the financial statements of Greener House Investments PLC  for
the  period  ended  31  May  2008 set out on pages 8  to  15.   These  financial
statements have been prepared under the accounting policies set out therein.

This  report  is made solely to the Company's members, as a body, in  accordance
with  Section 235 of the Companies Act 1985.  Our audit work has been undertaken
so that we might state to the Company's members those matters we are required to
state  to them in an auditor's 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 and the Company's members as a body, for our audit work,
for this report, or for the opinions we have formed.

Respective responsibilities of Directors and Auditors

As  described  in the Statement of Directors' Responsibilities on  page  4,  the
Company's  Directors  are  responsible for  the  preparation  of  the  financial
statements  in  accordance  with  applicable  law  and  International  Financial
Reporting  Standards  (IFRS), as adopted by the EU.  Our  responsibility  is  to
audit  the financial statements in accordance with relevant legal and regulatory
requirements and International Standards on Auditing (UK and Ireland).

We  report to you our opinion as to whether the financial statements give a true
and  fair  view  and are properly prepared in accordance with the Companies  Act
1985.   We also report to you if, in our opinion, the Directors' Report  is  not
consistent  with  the financial statements, if the Company has not  kept  proper
accounting records, if we have not received all the information and explanations
we  require  for  our  audit,  or  if information  specified  by  law  regarding
Directors' remuneration and transactions with the Company is not disclosed.

We read the Directors' Report for the above period and consider the implications
for  our  report  if we become aware of any apparent misstatements  or  material
inconsistencies within it.


Basis of opinion

We  conducted our audit in accordance with International Standards  on  Auditing
(UK  and  Ireland)  issued by the Auditing Practices Board.  An  audit  includes
examination,  on  a  test  basis,  of  evidence  relevant  to  the  amounts  and
disclosures in the financial statements.  It also includes an assessment of  the
significant estimates and judgements made by the Directors in the preparation of
the financial statements, and of whether the accounting policies are appropriate
to  the  circumstances  of  the  Company, consistently  applied  and  adequately
disclosed.

We  planned  and  performed our audit so as to obtain all  the  information  and
explanations  which  we  considered  necessary  in  order  to  provide  us  with
sufficient  evidence to give reasonable assurance that the financial  statements
are free from material misstatement, whether caused by fraud or other
irregularity  or  error.  In forming our opinion we also evaluated  the  overall
adequacy of the presentation of information in the financial statements.

Opinion

In our opinion:

  §     the  financial statements give a true and fair view, in accordance  with
    International Financial Reporting Standards as adopted by the EU, of the state
    of affairs of the Company as at 31 May 2008 and of the loss of the Company for
    the period then ended;
  §    the financial statements have been properly prepared in accordance with the
    Companies Act 1985; and
§    the information given in the directors' report is consistent with the
financial statements.






Sedley Richard Laurence Voulters
Chartered Accountants and Registered Auditors
1 Conduit Street, London W1S 2XA

25 September 2008
Greener House Investments PLC

Income statement
Period Ended 31 May 2008




                                                           2008
                                    Note
                                                          £

Revenue                                                       -

Cost of sales                                                 -

Gross profit                                                  -

Administrative expenses                                 (31,916
                                                              )


Operating loss                        2                 (31,916
                                                              )

Finance income                        4                  12,712
Finance cost                          5                     (1)


Loss before tax                                         (19,205
                                                              )

Taxation                              6                       -

Loss for the period                                     (19,205
                                                              )


Loss  per share expressed in pence
per share

Basic                                 7                  (0.02)
Diluted                               7                  (0.02)


The  profit  and loss account has been prepared on the basis that all operations
are continuing operations.

There  are  no gains or losses other than those passing through the  profit  and
loss account.










The notes on pages 12 to 15 form part of these accounts.
Greener House Investments PLC

Balance Sheet at 31 May 2008

                                                        2008
                      Note
                                                        £
ASSETS

Current assets
Other receivables       8                              4,064
Investment              9                             381,74
                                                           7
Cash     and    cash                                   1,513
equivalents


TOTAL ASSETS                                          387,32
                                                           4



EQUITY AND
LIABILITIES

Capital and reserves
Share capital          10                             100,02
                                                           5
Share premium                                         298,27
                                                           9
Retained earnings                                     (19,20
                                                          5)


Total shareholders'                                   379,09
equity                                                     9

Current liabilities
Other payables         11                              8,225



TOTAL EQUITY AND                                      387,32
LIABILITIES                                                4


Approved by the Board on 25 September 2008




H.A. Hyman

















Greener House Investments PLC

Cash Flow Statement
Period Ended 31 May 2008

                                                     2008

                                                     £

Operating activities
Loss for the period before taxation                (19,20
from continuing operations                             5)
Adjustments for:
Interest income                                    (12,71
                                                       2)
Increase in other receivables                      (4,064
                                                        )
Increase in other payables                          8,225
Net cash used in operating activities              (27,75
                                                       6)

Investing activities
Interest received                                  12,712
Purchase of investment                             (381,7
                                                      47)
Net cash used in investing activities              (369,0
                                                      35)

Financing activities
Net proceeds from issue of shares                  398.30
                                                        4
Net cash generated from financing                  398,30
activities                                              4

Net increase in cash and cash                       1,513
equivalents
Cash and cash equivalents at                            -
beginning of the period
Cash and cash equivalents at end of                 1,513
the period



Greener House Investments PLC

Statement of Changes in Shareholders' Equity
Period Ended 31 May 2008



                             Share     Share               Total
                            Capita    Premiu    Retaine
                                 l         m         d
                                               Earning
                                                     s

                                 £         £         £         £
Loss for the period              -         -    (19,20   (19,205
                                                    5)         )
Issue of share capital      100,02    371,47         -    471,50
                                 5         5                   0
Issue expenses                   -    (73,19         -    (73,19
                                          6)                  6)

Balance as at 31 May 2008   100,02    298,27    (19,20    379,09
                                 5         9        5)         9


Greener House Investments PLC

Notes to the Financial Statements
Period Ended 31 May 2008


1.   Accounting policies

  a)   Basis of preparation of the financial information

     The  Company  was  incorporated in the United Kingdom  on  8  May  2007  as
     Orbitspice PLC and changed its name to Greener House Investments PLC  on  6
     July 2007.

     The   financial   information  has  been  prepared   in   accordance   with
     International   Financial   Reporting   Standards   (IFRSs),   and    IFRIC
     interpretations as adopted by the European Union, and with those  parts  of
     the  Companies Act 1985 applicable to companies reporting under  IFRS.   It
     has been prepared using the historical cost convention.

     The  preparation of the financial information requires management  to  make
     estimates  and  assumptions that affect the reported amounts  of  revenues,
     expenses,   assets  and  liabilities,  and  the  disclosure  of  contingent
     liabilities  at the date of the financial information.  If  in  the  future
     such  estimates  and  assumptions, which are  based  on  management's  best
     judgment at the date of the financial information, deviate from the  actual
     circumstances, the original estimates and assumptions will be  modified  as
     appropriate in the year in which circumstances change.

  b)   Investment, cash and cash equivalents

     Investment, cash and cash equivalents comprise cash at bank and short  term
     deposits with banks and similar financial institutions.

  c)   Taxes

     Tax  expense  represents the sum of the tax currently payable and  deferred
     tax.

     Deferred  tax  is  provided,  using  the  liability  method,  on  temporary
     differences  between  the  tax bases of assets and  liabilities  and  their
     carrying  amounts,  in  the  financial  statements.   Deferred  tax  assets
     relating  to the carry-forward of unused tax losses are recognised  to  the
     extent  that  it is probable that future taxable profits will be  available
     against which the unused tax losses can be utilised.

     Current and deferred tax assets and liabilities are offset when the  income
     taxes are levied by the same taxation authority and when there is a legally
     enforceable right to offset them.

  d)   Warrants

     Warrants issued to the Directors in their capacity as shareholders have not
     been accounted for as a share-based transaction in accordance with IFRS 2.


2.        Operating loss

The operating loss is stated after charging:

                                                        2008

                                                          £

Auditors' remuneration                                   4,700




3.        Employee costs

There were no employees during the year.




4.   Finance income


                                                        2008

                                                          £

Bank interest receivable                                12,712



5.   Finance cost


                                                        2008

                                                          £

Bank interest payable                                        1




6.   Taxation


                                                        2008

                                                          £

UK Corporation Tax                                           -

Loss on ordinary activities
before taxation multiplied
by standard rate of UK                                  (5,762
Corporation Tax of 30%                                       )

Effect of:
Tax losses                                               5,762

Current tax charge                                           -



There  is no corporation tax payable on the results for the period, the  Company
has unused tax losses of £19,205 to carry forward.

7.   Earnings per share

Basic  loss  per  share is based on the loss after taxation of £19,205  and  the
weighted  average number of ordinary shares of 1 pence each in issue during  the
period of 77,910,900.

For  diluted loss per share, the weighted average number of shares in  issue  is
adjusted  to  assume conversion of all dilutive potential shares.   The  Company
created  16,875,000  warrants  by  a warrant  instrument  dated  10  July  2007,
constituting  warrants  to  subscribe  for  16,875,000  ordinary  shares  at   a
subscription  price of 1p per warrant share.  The maturity date of  the  warrant
rights  issue  is 60 months after the date of issue of the warrant  certificate.
The  adjusted  weighted average number of ordinary shares in  issue  during  the
period was 92,059,938.


8.   Other receivables
                                                           2008

                                                           £

Prepayments                                               4,064




9.   Current asset investment


                                                           2008

                                                              £

Sterling Money Fund                                     381,747



10.  Share capital


                                                           2008

                                                              £

Authorised
250,000,000 ordinary shares of 1                        250,000
pence each




                                                           2008

                                                              £

Issued and fully paid
100,025,000 ordinary shares of 1                        100,025
pence each



Changes in the issued share capital of the Company between 8 May 2007 and 31 May
2008 are as follows:

a)    On incorporation, the authorised share capital of the Company was £100,000
  divided  into 100,000 ordinary shares of which two subscriber shares  were  in
  issue.

b)   On 22 June 2007 one subscriber share was transferred to Harry Hyman and one
  subscriber shares was transferred to Jonathan Metliss.

c)    On 5 July 2007, each ordinary share of the authorised share capital of the
  Company was sub-divided into 1,000 shares of 0.1 pence each and the authorised
  share capital was increased to £250,000 by the creation of 150,000,000 shares of
  0.1 pence each.

d)    On  10  July 2007, the Company allotted 58,748,000 Ordinary Shares to  the
  Founder Shareholders.

e)   On 3 September 2007, the Company allotted 39,450,000 Ordinary Shares.

f)   On 2 October 2007, the Company allotted 1,825,000 shares.


11.  Other payables

                                                            2008

                                                            £
Accruals                                                   8,225




12.  Related Party Transactions

Harry  Hyman  is the controlling party of Nexus Structured Finance  Limited  and
Nexus  Corporate Finance Limited.  During the period fees and expenses of £1,116
and  £43,740  were  paid to each Company respectively.  There were  no  balances
outstanding at the end of the period.


13.  Ultimate controlling party

There is no one controlling party.                                                                                                               

a d v e r t i s e m e n t