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Monday 25 September, 2017

Worldsec Ld

Half-year Report

RNS Number : 7427R
Worldsec Ld
25 September 2017
 

 

 

 

 

 

 

 


 

WORLDSEC LIMITED

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interim Report for the six months ended 30 June 2017

 

 




 

Worldsec Limited

 

Interim Report for the six months ended 30 June 2017

 

 

The board (the "Board") of directors of Worldsec Limited (the "Company") hereby submits the interim report on the Company and its subsidiaries (collectively the "Group") for the six months ended 30 June 2017. 

 

For the period under review, the Group recorded an unaudited net loss of US$188,000 (equivalent to a loss per share of 0.33 US cents) against an unaudited net loss of US$402,000 (equivalent to a loss per share of 0.71 US cents) for the corresponding six months in 2016.  The decrease in the loss was principally attributable to (i) reduced staff costs in the absence of non-recurrent share-based payment expenses associated with the grant of options to the directors and staff which were largely accounted for in the first half of last year; and (ii) lower administrative expenses following the completion of the voluntary liquidation of two subsidiaries in the second half of last year.  At 30 June 2017, the total unaudited equity of the Group stood at US$2.75 million and the unaudited net asset value per share amounted to 4.85 US cents.

 

The Group's investment in ICBC Specialised Ship Leasing Investment Fund continued to provide a stable return through monthly dividends generating an unaudited revenue of US$48,000 in the first half of 2017.

 

Velocity Mobile Limited ("Velocity"), an investee company of the Group, is a technology enterprise involved in real-time lifestyle and payment mobile applications.  A new product of Velocity launched late last year, Velocity Black is a one-stop chat-based conversational commerce engine targetting at high value consumers for the mobile-to-offline applications with special emphasis in the areas of restaurant, travel, and hotel bookings and payment. Velocity is also in the process of launching another new product, a globally connected customer relationship management system for its restaurant partners, and plans to expand its geographic coverage to include a number of Asian and Middle East cities in the last quarter of 2017.

 

As previously mentioned in the Company's 2016 annual report, ayondo Holding AG ("Ayondo"), a fintech investee company of the Group engaged in social trading and broking services for contract-for-differences, was pursuing the reverse takeover (the "RTO") of Starland Holdings Limited ("Starland"), a company listed on the Catalist of the Singapore Stock Exchange.  However, due to various delays in the implementation process, Ayondo has decided together with Starland not to proceed with the RTO.  Instead, Ayondo is exploring other alternatives including notably an initial public offering on the Singapore Stock Exchange.  Meantime, Ayondo continues to develop its business having recently launched the trading of Bitcoin and secured a portfolio management license in Germany enabling its clients to tailor social trading with their overall investment strategies.

 

In China, Oasis Education Consulting (Shenzhen) Company Limited ("Oasis Shenzhen"), a subsidiary of the joint venture of the Group, Oasis Education Group Limited, continued to perform satisfactorily.  Under the consulting and support services provided by Oasis Shenzhen, the Huizhou Kindergarten reached a milestone with its first graduating class of 34 pupils graduated in July 2017.  For the academic term commencing in September 2017, 59 new pupils have enrolled bringing the total number of enrollment to 191.

 

With the divergence in global monetary policies, the uncertainty surrounding Britain's negotiations to exit the European Union, the protective nationalist objectives under the Trump Administration, the ongoing structural reforms in China, and the heightened geopolitical tension in Asia and the Middle East, the economic and political crosscurrents around the world are significant.  But under an era of persistently low interest rates with a plethora of liquidity, stock markets have been on an epic bull run and asset valuations are generally considered to be on the pricey side.  This has made the investment environment difficult and challenging for the private equity space, as reflected by the ever increasing time required for dry powder to be turned into actual investments with reasonable returns.  Nonetheless, to better position the Group for long term growth, the Company has been actively exploring various alternatives and discussing with interested parties with a view to raising fresh capital in order to strengthen its capital base to meet future opportunities. 

 

 

 

 

 

By order of the Board

 

 

Alastair GUNN-FORBES

Non-Executive Chairman

 

25 September 2017

 



PRINCIPAL RISKS AND UNCERTAINTIES

 

The Group is exposed to a number of principal risks and uncertainties that could materially and adversely affect its performance for the remaining six months of the year ending 31 December 2017 and beyond. Such risks and uncertainties, the directors believe, remain basically unchanged from those, including, in particular, target market risk, operational risks and financial risks, set out on pages 8 and 9 of the Company's 2016 Annual Report.

 

RESPONSIBILITY STATEMENT

 

The directors confirm that, to the best of their knowledge and understanding:

 

(a)  the unaudited consolidated financial statements of the Group for the six months ended 30 June 2017 have been prepared in accordance with International Accounting Standard 34 and give a true and fair view of its assets, liabilities and financial position at that date and its net loss for the period then ended; and

 

(b)  the interim report includes a fair review of the information, such as important events and related party transactions that took place during the six months ended 30 June 2017, that is required by Disclosure Guidance and Transparency Rules 4.2.7R and 4.2.8R.

 



CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

FOR THE SIX MONTHS ENDED 30 JUNE 2017                                       

 

 



Unaudited



Six months ended


Notes

30.6.2017


30.6.2016



US$'000

 


US$'000






Revenue

 

 

4

48


48

Other income

5

3


-

Staff costs

7

(103)


(276)

Other expenses


(130)


(169)

Share of losses of a joint venture


(6)


(5)



 

 



Loss before income tax expense


(188)


(402)

Income tax expense

8

-


-






Loss for the period


(188)


(402)

 

 










Other comprehensive income, net of income tax

 

 

 





Exchange differences on translating foreign operations

 

 


-


(1)











Other comprehensive loss for the period,





net of income tax


-


(1)






Total comprehensive loss for the period


(188)


(403)






Loss for the period attributable to:





Owners of the Company


(188)


(402)










Owners of the Company


(188)


(403)











Loss per share - basic and diluted

9

 US(0.33) cent


US(0.71) cent











 

 

 

The accompanying notes form an integral part of these interim financial statements.

 

 

 

 

 

 

 



CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AT 30 JUNE 2017                                                         

 

 



Unaudited


Audited



As at


As at


Notes

30.6.2017


31.12.2016



US$'000


US$'000






Non-current assets





Property, plant and equipment


10


21

Interest in a joint venture


117


123

Available-for-sale financial assets


1,784


1,784



1,911


1,928

Current assets





Other receivables


8


8

Deposits and prepayments


28


22

Amount due from a joint venture


257


257

Cash and cash equivalents


586


848



879


1,135






C





Other payables and accruals


40


125






Net current assets


839


1,010






Net assets


2,750


2,938











Capital and reserves





Share capital

10

57


57

Reserves


2,693


2,881






Total equity


2,750


2,938






 

 

 

The accompanying notes form an integral part of these interim financial statements.



CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE SIX MONTHS ENDED 30 JUNE 2017                                    

 










Foreign












Contri-


Share


currency




Accumu-




Share


Share


buted

option

translation


Special


lated




capital


premium


surplus


reserve


reserve


reserve


losses


Total


US$'000


US$'000


US$'000


US$'000


US$'000


US$'000


US$'000


US$'000

















 

Balance as at 1 January 2016

 

57


 

3,837


 

9,646


34


(30)


625


(11,038)


3,131

 

Loss for the period

-


-


-


-


-


-


(402)


(402)

 

Other comprehensive income for the period
















 

Exchange differences on translating foreign operations

-


 

 

 

-


 

 

 

-


 

 

 

-


 

 

 

(1)


 

 

 

-


 

 

 

-


(1)

 

Total comprehensive loss for the period

-


-


-


-


(1)


-


(402)


(403)

 

Recognition of share-based payments

-


-


-


172


-


-


-


172

 

Balance as at 30 June 2016 (Unaudited)       

57


 

3,837


 

9,646


 

206


 

(31)


 

625


 

(11,440)


2,900

 

Balance as at 1 January 2017

57


 

 

3,837


 

 

9,646


 

 

206


 

 

(28)


 

 

625


 

 

(11,405)


2,938

















 

Loss for the period

-


-


-


-


-


-


(188)


(188)

 

Other comprehensive income for the period
















 

Exchange differences on translating foreign operations

-


 

 

 

-


 

 

 

-


 

 

 

-


 

 

 

-


 

 

 

-


 

 

 

-


-

















Total comprehensive loss for the period

-


 

 

-


 

 

-


 

 

-


 

 

-


 

 

-


 

 

(188)


(188)

 

Balance as at 30 June 2017 (Unaudited)

57


3,837


9,646


206


(28)


625


(11,593)


2,750

 

 

 

The accompanying notes form an integral part of these interim financial statements.



CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE SIX MONTHS ENDED 30 JUNE 2017                                     

 


Unaudited


Six months ended


30.6.2017


30.6.2016


US$'000


US$'000

C




Loss for the period

(188)


(402)

Adjustments for:

Depreciation of property, plant and equipment

 

11


 

12

Share of losses of a joint venture

Share-based payment expenses

6

-


5

172





Operating loss before working capital changes

(171)


(213)

Increase in other receivables

Increase in deposits and prepayments

Decrease in other payables

-

(6)

(85)


(8)

(503)

(98)





Net cash used in operating activities

(262)


(822)





N

(262)


(822)





C the

848


1,988





Effects of exchange rate changes

-


(1)





C of period




Cash and bank balances

586


1,165

 

 

 

The accompanying notes form an integral part of these interim financial statements.



NOTES TO THE INTERIM FINANCIAL STATEMENTS

FOR THE SIX MONTHS ENDED 30 JUNE 2017                               

 

 

1. GENERAL INFORMATION

 

The Company is an exempted company incorporated in Bermuda and has a premium listing on the Main Market of the London Stock Exchange. The addresses of the registered office and principal place of business of the Company are disclosed in the corporate information in the interim report.

 

 

2. BASIS OF PREPARATION

 

This unaudited consolidated financial statements of the Company and its subsidiaries (the "Group") for the six months ended 30 June 2017 (the "Interim Financial Statements") have been prepared in accordance with International Accounting Standard 34 ("IAS 34") issued by the International Accounting Standards Board ("IASB").

 

The Interim Financial Statements do not include all of the information required in annual financial statements in accordance with International Financial Reporting Standards ("IFRS"), International Accounting Standards ("IAS") and Interpretations adopted by the European Union ("EU") (collectively referred to as the "IFRSs"), and should be read in conjunction with the annual financial statements of the Group for the year ended 31 December 2016. The Interim Financial Statements are neither audited nor reviewed by the Group's auditors.

 

Save as described in note 3 "Adoption of new and revised IFRSs", which are effective for the Group's financial year beginning on 1 January 2017, the accounting policies adopted in the Interim Financial Statements are consistent with those used in the preparation of the Group's annual financial statements for the year ended 31 December 2016.

 

The Interim Financial Statements have been prepared on a going concern basis using the historical cost conversion.

 

The preparation of the Interim Financial Statements in conformity with IAS 34 requires management to make judgments, estimates and assumptions that affect the application of accounting policies and reported amounts of assets, liabilities, income and expenses on a year to date basis. Actual results may differ from these estimates.

 

 

3. ADOPTION OF NEW AND REVISED IFRSs

 

In the current interim period, the Group has applied, for the first time, the following new or revised IFRSs that are relevant for the preparation of the Interim Financial Statements:

 

Amendments to IFRS 12 included in Annual Improvements to IFRSs 2014-2016 Cycle

Disclosure of Interests in Other Entities

 

Amendments to IAS 7

Disclosure Initiative

Amendments to IAS 12

Recognition of Deferred Tax Assets for Unrealised Losses

 

The application of the above new or revised IFRSs in the current interim period has had no material effect on the amounts reported in these Interim Financial Statements and/or disclosures set out in these Interim Financial Statements.

 

 

 



NOTES TO THE INTERIM FINANCIAL STATEMENTS

FOR THE SIX MONTHS ENDED 30 JUNE 2017                               

 

 

4. REVENUE

 

The Group's revenue represents dividend income from available-for-sale financial assets for the periods ended 30 June 2017 and 2016. An analysis of the Group's revenue from principal activities is as follows:

 


Unaudited


Six months ended


30.6.2017


30.6.2016


US$'000


US$'000

Dividend income from available-for-sale financial assets

48


48

 

 

5. OTHER INCOME

 


Unaudited


Six months ended


30.6.2017


30.6.2016


US$'000


US$'000

Sundry income

3


-

 

 

6. BUSINESS AND GEOGRAPHICAL SEGMENTS

 

No business and geographical segment analyses are presented for the periods ended 30 June 2017 and 2016 as the major operations and the revenue of the Group arose from Hong Kong. The Board considers that most of the non-current assets (other than the financial instruments) of the Group were located in Hong Kong.

 

 

7. STAFF COSTS

 

The aggregate staff costs (including directors' remuneration) of the Group were as follows:



Unaudited


Six months ended


30.6.2017


30.6.2016


US$'000


US$'000

Wage and salaries

100


102

Contribution to pension and provident fund

3


2

Share-based payment expenses

-


172


103


276

 



NOTES TO THE INTERIM FINANCIAL STATEMENTS

FOR THE SIX MONTHS ENDED 30 JUNE 2017                              

 

 

7. STAFF COSTS (CONTINUED)

 

Key management personnel of the Company are the directors only.


The directors' remuneration was as follows:





Unaudited


Six months ended


30.6.2017


30.6.2016


US$'000


US$'000

Directors' fees

32


34

Share-based payment expenses

-


152

Other remuneration including contribution to pension and provident fund

 

-


 

-


32


186

 

 

8. INCOME TAX EXPENSE

 

No provision for taxation has been made as the Group did not generate any assessable profits for United Kingdom Corporation Tax, Hong Kong Profits Tax and tax in other jurisdictions.

 

 

9. LOSS PER SHARE

 

The loss and weighted average number of ordinary shares used in the calculation of basic and diluted loss per share were as follows.



Unaudited


Six months ended


30.6.2017


30.6.2016


US$'000


US$'000

Loss for the period attributable to owners of the

 Company

 

(188)


 

(402)





Weighted average number of ordinary shares for the purposes of

basic and diluted loss per share

 

56,734,580


 

56,734,580





Loss per share - basic and diluted

 US(0.33) cent


US(0.71) cent

 

Diluted loss per share was the same as basic loss per share for the six months ended 30 June 2017 as the exercise price of the share options was higher than the average market price of the shares for the six months ended 30 June 2017.  Diluted loss per share was the same as basic loss per share as the impact of the potential dilutive shares outstanding would have had an anti-dilutive effect on the basic loss per share presented for the six months ended 30 June 2016.

 

 



NOTES TO THE INTERIM FINANCIAL STATEMENTS

FOR THE SIX MONTHS ENDED 30 JUNE 2017                              

 

 

10.  SHARE CAPITAL

 


Number of


Total value


shares


US$'000





Authorised:








Ordinary shares of US$0.001 each




At 1 January 2016, 31 December 2016, 1 January 2017 and

30 June 2017

 

60,000,000,000


 

60,000





Called up, issued and fully paid:








Ordinary shares of US$0.001 each




At 1 January 2016, 31 December 2016, 1 January 2017 and

30 June 2017

 

56,734,580


 

57

 

 

11.  RELATED PARTY TRANSACTIONS

 

Other than the compensation of key management personnel disclosed below, the Group did not have any related party transactions during the six months ended 30 June 2017 and 2016.

 

 

Compensation of key management personnel

 

The remuneration of directors is set out in note 7 to the Interim Financial Statements.

 

 

12.  OPERATING LEASE COMMITMENT

 

Operating lease - lessee

 

At 30 June 2017 and 31 December 2016, the Group had future aggregate minimum lease payments under non-cancellable operating leases in respect of office premises and warehouse as follows:

 


Unaudited


Audited


As at


As at


30.6.2017


31.12.2016


US$'000


US$'000

Not later than one year

15


44

Later than one year and not later than five years

1


-


16


44

 

The lease runs for an initial period of 2 to 3 years, with an option to renew the office premises lease upon expiry when all terms are renegotiated.



NOTES TO THE INTERIM FINANCIAL STATEMENTS

FOR THE SIX MONTHS ENDED 30 JUNE 2017                              

 

 

13.  CONTINGENT LIABILITIES

 

The Group had no material contingent liabilities at 30 June 2017 (31 December 2016: nil).

 

 

14.  INTERIM REPORT

 

The Interim Financial Statements were approved and authorised for issue by the Board on 25 September 2017.

 

 



CORPORATE INFORMATION

 

Board of Directors

 

Non-Executive Chairman

Alastair GUNN-FORBES*

 

Executive Directors

Henry Ying Chew CHEONG (Deputy Chairman)

Ernest Chiu Shun SHE

 

Non-Executive Directors

Mark Chung FONG*

Martyn Stuart WELLS*

 

* independent

 

Company Secretary

Jordan Company Secretaries Limited

First Floor, Templeback, 10 Temple Back, Bristol BS1 6FL, United Kingdom

 

Registered Office ddress

Canon's Court, 22 Victoria Street, Hamilton HM12, Bermuda

 

Registration Number

EC21466 Bermuda

 

Principal Banker

The Hongkong and Shanghai Banking Corporation Limited

1 Queen's Road, Central, Hong Kong

 

External Auditors

BDO Limited

25th Floor, Wing On Centre, 111 Connaught Road Central, Hong Kong

 

Principal Share egistrar and Transfer Office

Estera Management (Bermuda) Ltd.

Canon's Court, 22 Victoria Street, Hamilton HM12, Bermuda

 

 

International Branch egistrar

Capita Asset Services

12 Castle Street, St Helier, Jersey, JE2 3RT, Channel Islands

 

United Kingdom Transfer Agent

Capita Registrars Limited

The Registry, 34 Beckenham Road, Beckenham, Kent, BR3 4TU, United Kingdom

 

Investor Relations

For further information about Worldsec Limited, please contact:

Henry Ying Chew CHEONG

Executive Director

Worldsec Group

Unit 607, 6th Floor, FWD Financial Centre, 308 Des Voeux Road Street, Central, Sheung Wan, Hong Kong

[email protected]

 

Company's Website

http://www.worldsec.com

 

 

LEI number of Worldsec Limited: 213800RSLE74B1NP4X17

 

 


This information is provided by RNS
The company news service from the London Stock Exchange
 
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