First Sentinel Plc - Half Year Results
PR Newswire
London, September 27
This announcement contains inside information for the purposes of the Market Abuse Regulation (EU No. 596/2014) ("MAR"). Upon the publication of this announcement, this inside information is now considered to be in the public domain and shall therefore cease to be inside information.
First Sentinel plc
("First Sentinel" or the "Company")
Interim results for the period ended 30 June 2019
First Sentinel is pleased to announce its interim accounts for the six months ended 30 June 2019.
The interim accounts are set out below and a copy is available on the Company's website, www.first-sentinel.com.
-END-
For further corporate information, please contact:
Mr. Brian Stockbridge
Chief Executive Officer
First Sentinel Plc
Tel: + 44 (0) 7876 888 011
Email: brian@first-sentinel.com
NEX Corporate Advisor
Beaumont Cornish Limited
James Biddle / Roland Cornish
Tel: +44 (0)20 7628 3396
First Sentinel PLC
Interim report for the six months ended 30 June 2019
The Chairman's Report
I am delighted to present the results for First Sentinel plc, for the six months ended 30 June 2019. The Group raised £1,210,545 to complete the £4m fundraise under its NEX listed bond, the proceeds of which were used to finance the invoice purchasing activities of our subsidiary in Australia, Perennial Enterprise PTY Ltd. The business in Australia continues to progress well and First Sentinel plc voluntarily redeemed £550k of Bonds from investors after the period end which remain available for new investors. During the period, First Sentinel plc also set up Capable Finance Limited as a 50.01% subsidiary to focus on UK supply chain finance activities. The Group raised £0.8m shortly after the period end under a £7m Euronext listed bond to finance these activities and, additionally raised £309,000 in equity for investment and working capital purposes. The loss of £137,000 for the period demonstrates that the business still needs to attract some scale and the directors believe that the progress made to date will position the group for further growth.
Outlook
The Six months to 30 June 2019 has continued to be a very successful period for First Sentinel. The success of the fund raising, investments made and the establishment of supply chain finance operations in the UK has positioned the Group very well for the next stage of its development. Our short-term strategy remains at increasing value by providing growth capital for public and private company investments and, in particular, by significantly growing the invoice purchasing activities in Australia and the supply chain finance operations in the UK. The Directors are very optimistic about the Group's growth potential and we look to the future with significant confidence.
Interim Condensed Statement of Comprehensive Income
Notes | 6 months Ended 30 June 2019 Unaudited | 6 months Ended 30 June 2018 Unaudited | Year ended 31 December 2018 Audited | |||
£'000 | £'000 | £'000 | ||||
Revenue | 710 | 963 | 1,453 | |||
Cost of sales | (185) | (403) | (503) | |||
Gross profit | 525 | 560 | 950 | |||
Administrative expenses | 4 | (591) | (515) | (1,381) | ||
Other Income/ (Losses) | 21 | (68) | 134 | |||
Operating profit / (loss) | (45) | (23) | (297) | |||
Finance Costs | (326) | (23) | (611) | |||
Finance Income | 257 | - | 298 | |||
Profit / (loss) on ordinary activities before taxation | (114) | (46) | (610) | |||
Tax on loss on ordinary activities | (24) | (53) | (90) | |||
Profit / (loss) after taxation | (137) | (99) | (700) | |||
Other comprehensive income | - | - | - | |||
Total comprehensive profit / (loss) for the period | (137) | (99) | (700) | |||
Profit / (loss) and total comprehensive attributable | ||||||
the owners of the company | (137) | (99) | (793) | |||
Non-controlling interests | - | - | 93 | |||
(137) | (99) | (700) | ||||
Basic and diluted Profit / (loss) per share (expressed in pence per share) | 5 | (0.90p) | (0.71p) | (4.71p) |
Interim Condensed Statement of Changes in Equity
Share Capital | Share Premium | Accumulated Deficit | Share Based Payment | Non-Controlling interest | Foreign Exchange Difference | Total Equity | |
£'000 | £'000 | £'000 | £'000 | £'000 | £'000 | £'000 | |
Balance at 30 June 2018 | 151 | 1,444 | (310) | 13 | (43) | (11) | 1,244 |
Issue of shares | 1 | - | - | - | - | - | 1 |
Cost of issue of shares | - | 5 | - | - | - | - | 5 |
Share based payment Reserve | - | - | - | 13 | - | - | 13 |
Non-controlling interest | - | - | - | - | 152 | - | (68) |
Foreign Exchange Difference | - | - | - | - | - | (100) | 120 |
Loss and total comprehensive loss for the period | - | - | (644) | - | - | - | (644) |
Balance at 31 December 2018 | 152 | 1,449 | (954) | 26 | 109 | (111) | 671 |
Issue of shares | - | - | - | - | - | - | - |
Share issue costs | - | - | - | - | - | - | - |
Non-Controlling Interest | - | - | - | - | 45 | - | 45 |
Foreign Exchange Difference | - | - | - | - | - | (2) | (2) |
Loss and total comprehensive loss for the period | - | - | (138) | - | - | - | (138) |
Balance at 30 June 2019 | 152 | 1,449 | (1,092) | 26 | 154 | (113) | 576 |
Share capital is the amount subscribed for shares at nominal value.
Share premium is the amount subscribed for shares in excess of nominal value.
Accumulated deficit represents the cumulative loss of the Group attributable to equity shareholders.
Interim Condensed Statement of the Financial Position
Notes | 6 months Ended 30 June 2019 Unaudited | 6 months Ended 30 June 2018 Unaudited | Year ended 31 December 2018 Audited | |
£'000 | £'000 | £'000 | ||
Assets | ||||
Non-Current Assets | ||||
Intangible Asset | 51 | 145 | 51 | |
Property, Plant & equipment | 79 | 5 | 24 | |
Goodwill | 88 | 88 | ||
Total non-Current Assets | 218 | 150 | 163 | |
Current assets | ||||
Trade Receivables | 5,112 | 2,997 | 4,279 | |
Other Receivables | 9 | 203 | - | |
Other investment | - | 50 | - | |
Financial assets at fair value through profit or loss | 6 | 662 | 1,003 | 584 |
Cash and Cash Equivalents | 1,790 | 805 | 826 | |
Total Current Assets | 7,573 | 5,058 | 5,689 | |
Total Assets | 7,791 | 5,208 | 5,852 | |
Equity and Liabilities | ||||
Share Capital | 7 | 152 | 151 | 152 |
Share Premium | 7 | 1,449 | 1,444 | 1,449 |
Share based payment reserve | 26 | 13 | 26 | |
Non-controlling interest | 154 | (43) | 109 | |
FX Reserve | (113) | (11) | (111) | |
Accumulated deficit | (1,092) | (310) | (954) | |
Total Equity | 576 | 1,244 | 671 | |
Current Liabilities | ||||
Accounts Payable | 1,383 | 7 | 252 | |
Accruals | 31 | 36 | 34 | |
Directors Loan | 38 | 67 | 57 | |
Tax and other social security | - | 110 | 110 | |
Borrowings | - | - | - | |
Other Payables | 76 | 212 | 6 | |
Total Current Liabilities | 1,528 | 432 | 459 | |
Non-current Liabilities | ||||
Borrowings | 5,687 | 3,532 | 4,722 | |
Total non-current Liabilities | 5,687 | 3,532 | 4,722 | |
Total Liabilities | 7,215 | 3,964 | 5,181 | |
Total Equity and Liabilities | 7,791 | 5,208 | 5,852 |
Interim Condensed Cash Flow Statement
Notes | 6 months Ended 30 June 2019 Unaudited | 6 Months Ended 30 June 2018 Unaudited | Year ended 31 December 2018 Audited | ||
£'000 | £'000 | £'000 | |||
Cash flows from operating activities | |||||
Operating profit/(loss) | (45) | (23) | (297) | ||
Changes in working capital | |||||
(Increase) / decrease in receivables | (843) | (2,214) | (3,591) | ||
Increase / (decrease) in payables | 1,142 | (204) | 58 | ||
Other adjustments | (172) | - | - | ||
Depreciation | - | 5 | 5 | ||
Fair value adjustments | - | 68 | 292 | ||
Share based payment | - | 75 | 88 | ||
Interest Received | (257) | - | 298 | ||
Interest Paid | - | (23) | (611) | ||
Net cash flow from operating activities | (175) | (2,316) | (3,758) | ||
Investing Activities | |||||
Decrease / (Increase) in financial assets | 150 | (137) | (2) | ||
Acquisition of subsidiary | 6 | - | - | - | |
Net Proceeds from transactions of financial assets at fair value through profit or loss | - | - | 304 | ||
Decrease / (Increase) in Loans | 6 | - | - | - | |
Net cash flow from investing activities | 150 | (137) | 302 | ||
Cash flows from financing activities: | |||||
Net proceeds from issue of shares | 7 | - | 144 | 64 | |
Net Proceeds from issue of financial liabilities at amortised cost - bonds | - | - | 2,788 | ||
Increase / (repayments) of Loans | 965 | 2,817 | 1,223 | ||
Net cash flow from financing activities | 965 | 2,961 | 4,075 | ||
Taxation | 24 | - | (90) | ||
Net cash flow for the period | 964 | 508 | 529 | ||
Opening Cash and cash equivalents | 826 | 297 | 297 | ||
Closing Cash and cash equivalents | 1,790 | 805 | 826 | ||
Notes to the Interim Condensed Financial Statements
1. General Information
First Sentinel plc ('the Company') is an investment company incorporated in the United Kingdom with company number 10183367 and quoted on the NEX Exchange Growth Market.
2. Basis of Preparation
The annual financial statements of the Company and its subsidiaries (together referred to as the "Group") are prepared in accordance with International Financial Reporting Standards (IFRSs) as adopted by the European Union. The condensed set of financial statements included in this interim financial report has been prepared in accordance with IAS 34 'Interim Financial Reporting', as adopted by the European Union. The accounting policies and methods of computation used are consistent with those used in the Group's latest audited financial statements for the year ended 31 December 2018.
A copy of the statutory accounts for the year ended 31 December 2018 has been delivered to the Registrar of Companies. The auditor's report on these accounts was unqualified, did not draw attention to any matters by way of emphasis and did not contain a statement under section 498(2) or (3) of the Companies Act 2006.
3. Segmental Reporting
The Group's management has determined the operating segments based on the reports reviewed by the executive directors that are used to make strategic decisions. They consider the business from a geographical perspective and the group has two reportable segments, the UK and Australia. The Group's main lines of business are that of making investments and invoice purchasing.
For the period ended 30 June 2019: | UK | Australia | Total |
£'000 | £'000 | £'000 | |
Segment revenue and results | |||
Reportable revenue | 32 | 678 | 710 |
Revenue from external customers | 32 | 678 | 710 |
Cost of Sales | - | - | - |
Unallocated corporate income and expenses | (321) | (259) | (580) |
Tax expense | - | (24) | (24) |
Profit/(Loss) | 105 | ||
Segment assets and liabilities | |||
Reportable segment assets | 4,497 | 3,122 | 7,617 |
Goodwill | 92 | 92 | |
Consolidated total assets | 7,710 | ||
Reportable segment liabilities | 4,174 | 2,996 | 7,170 |
Consolidated total liabilities | 7,170 | ||
Other segment information | |||
Interest expense | (152) | (359) | (511) |
Interest Income | 251 | 7 | 257 |
Depreciation | - | - | - |
For the period ended 31 December 2018: | UK | Australia | Total |
£'000 | £'000 | £'000 | |
Segment revenue and results | |||
Reportable revenue | (192) | 1,645 | 1,453 |
Revenue from external customers | (192) | 1,645 | 1,453 |
Cost of Sales | - | (503) | (503) |
Unallocated corporate income and expenses | (918) | (326) | (1,244) |
Tax expense | - | (90) | (90) |
Loss | (1,110) | 726 | (384) |
Segment assets and liabilities | |||
Reportable segment assets | 891 | 4,874 | 5,764 |
Goodwill | 88 | ||
Consolidated total assets | 5,852 | ||
Reportable segment liabilities | 2,869 | 2,312 | 5,181 |
Consolidated total liabilities | 5,181 | ||
Other segment information | |||
Interest expense | (141) | (470) | (611) |
Interest Income | 298 | - | 298 |
Depreciation | - | (3) | (3) |
For the period ended 30 June 2018: | UK | Australia | Total |
£'000 | £'000 | £'000 | |
Segment revenue and results | |||
Reportable revenue | 42 | 921 | 963 |
Revenue from external customers | 42 | 921 | 963 |
Cost of Sales | - | (403) | (403) |
Unallocated corporate income and expenses | (231) | (375) | (606) |
Tax expense | - | (53) | (53) |
Loss | (99) | ||
Segment assets and liabilities | |||
Reportable segment assets | 1,182 | 3,934 | 5,116 |
Goodwill | 92 | ||
Consolidated total assets | 5,208 | ||
Reportable segment liabilities | 1,708 | 2,256 | 3,964 |
Consolidated total liabilities | 3,964 | ||
Other segment information | |||
Interest expense | 21 | 2 | 23 |
Depreciation | - | 4 | 4 |
4. Group Result for the period
The current period operating loss incorporated the following main items:
6 months Ended 30 June 2019 Unaudited | 6 Months Ended 30 June 2018 Unaudited | Year ended 31 December 2018 Audited | |
£'000 | £'000 | £'000 | |
Accounting and administration fees | 17 | 36 | 63 |
Foreign exchange debits | - | 1 | 4 |
Directors' remuneration and fees | 152 | 61 | 385 |
Legal and professional fees | 49 | 112 | 179 |
Other expenses | 373 | 305 | 750 |
591 | 515 | 1,381 | |
5. Loss per Share
Loss per share data is based on the Group result for the nine months and the weighted average number of shares in issue.
Basic loss per share is calculated by dividing the loss attributable to equity shareholders by the weighted average number of ordinary shares in issue during the period:
6 months Ended 30 June 2019 Unaudited | 6 Months Ended 30 June 2018 Unaudited | Year ended 31 December 2018 Audited | |
£ | £ | £ | |
Profit/(loss) after tax | (137,000) | (99,000) | (699,967) |
Weighted average number of ordinary shares in issue | 15,228,089 | 13,992690 | 14,876,326 |
Basic and diluted Profit/(loss) per share (pence) | (0.90p) | (0.71p) | (4.71p) |
Basic and diluted earnings per share are the same, since where a loss is incurred the effect of outstanding share options and warrants is considered anti-dilutive and is ignored for the purpose of the loss per share calculation. There were 12,205,327 potential dilutive shares in issue during the period for share options and warrants.
6. Financial assets
During the period the Group had the following movements in investments:
30 June 2019 Unaudited | At 30 June 2018 Unaudited | Year ended 31 December 2018 Audited | |
£'000 | £'000 | £'000 | |
Secured loan notes | 222 | 203 | 72 |
Financial assets through profit and loss: UK AIM listed equity securities | 440 | 1,003 | 512 |
Total financial assets | 662 | 1,206 | 584 |
7. Share Capital
Ordinary shares are classified as equity. Proceeds from issuance of ordinary shares are classified as equity. Incremental costs directly attributable to the issuance of new ordinary shares are deducted against share capital.
Allotted, called up and fully paid ordinary shares of 0.01p each | Number of shares | Share Capital | Share Premium | |
£ | £ | |||
Balance at 17 May 2016 | 100 | 1 | - | |
Balance at 30 June 2016 | 100 | 1 | - | |
Share issue at £0.10 - 15 March 2017 | 6,309,794 | 63,098 | 511,233 | |
Share issue at £0.10 - 24 March 2017 | 50,000 | 500 | 4,500 | |
Share issue at £0.10 - 18 April 2017 | 727,273 | 7,273 | 72,727 | |
Balance at 30 June 2018 | 7,087,167 | 70,872 | 588,460 | |
Share issue at £0.10 - 05 July 2017 | 6,363,636 | 63,636 | 636,364 | |
Share issue at £0.10 - 04 December 2017 | 707,937 | 7,079 | 84,952 | |
Balance at 31 December 2017 | 14,158,740 | 141,587 | 1,309,776 | |
Share issue at £0.010 - 21 March 2018 | 192,308 | 1,923 | 23,077 | |
Share issue at £0.010 - 21 March 2018 | 345,722 | 3,457 | 41,487 | |
Share issue at £0.010 - 04 June 2018 | 500,000 | 5,000 | 70,000 | |
Share issue at £0.010 - 15 November 2018 | 50,000 | 1000 | 4,000 | |
Balance at 30 June 2019 | 15,246,770 | 152,467 | 1,448,340 | |
8. Events Subsequent to 30 June 2019
On the 9 August 2019 the company raised £365,000 by issuing 365,0000 Bonds a £1 per Bond.
On the 30 August 2019 the company raised £59,000 by issuing 421,429 new shares.
On the 23 September 2019 the company raised £250,000 by issuing 1,666,667 new shares.
