TIDMGON

RNS Number : 4797P

Galleon Holdings PLC

02 October 2013

02 October 2013

Galleon Holdings plc

("Galleon", "the Company" or "the Group")

Interim results for the six months ended 31 March 2013

Galleon Holdings plc (AIM: GON) is pleased to announce its interim results for the six months ended 31 March 2013. These interim results are being issued on the same date as the annual report and accounts for the financial year ended 30 September 2012 which contains a chairman's statement which covers the period from 1 October 2011 to date. As a result, no separate chairman's statement for the 6 months to 31 March 2013 has been published.

Enquiries:

 
 Galleon Holdings plc              www.galleonplc.com 
 Ashar Qureshi                     Tel: 020 7529 3737 
 
 Nominated Adviser & Broker 
  Cairn Financial Advisers LLP     Tel: 020 7148 7900 
 James Caithie / Avi Robinson 
 
 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

For the six months ended 31 March 2013

 
 
                                             Unaudited     Unaudited      Audited 
                                            Six months    Six months         Year 
                                              ended 31      ended 31     ended 30 
                                                 March         March    September 
                                                  2013          2012         2012 
                                    Note       GBP'000       GBP'000      GBP'000 
 
Revenue                                3         3,912         4,947        9,247 
 
Cost of sales                                  (3,054)       (4,166)      (7,840) 
 
Gross profit                                       858           781        1,407 
 
Administrative expenses                        (1,054)       (1,676)      (6,729) 
 
Loss from operations                             (196)         (895)      (5,322) 
 
 
Finance income                                       -             1            3 
Finance costs                                     (74)          (82)        (187) 
 
 
Loss before taxation                             (270)         (976)      (5,506) 
 
Taxation credit                        4            85           140         (29) 
 
Loss for the financial year                      (185)         (836)      (5,535) 
 
Non-controlling interest                            31            61          322 
 
Loss for the financial year 
 attributable to the equity 
 holders of the company                          (154)         (775)      (5,213) 
                                          ============  ============  =========== 
 
Other comprehensive income 
Foreign exchange                                    42          (59)        (100) 
 
Total comprehensive expenditure 
 for the period attributable 
 to equity holders of the company                (112)         (834)      (5,313) 
                                          ============  ============  =========== 
 
Loss per share 
- Basic and diluted                    5        (9.2p)         (46p)       (311p) 
                                          ============  ============  =========== 
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

For the six months ended 31 March 2013

 
                                                                                              Total 
                                                                                       attributable 
                                       Capital                 Foreign                    to owners            Non- 
                   Share     Share  redemption      Other     exchange    *Retained          of the     controlling    Total 
                 capital   Premium     reserve   reserves      reserve     earnings         Company        interest   equity 
                 GBP'000   GBP'000     GBP'000    GBP'000      GBP'000      GBP'000         GBP'000         GBP'000  GBP'000 
 
At 30 
 September 
 2011 
 (audited)         1,674    26,269       9,601        210        2,489     (34,945)           5,298           (119)    5,179 
                ========  ========  ==========  =========  ===========  ===========  ==============  ==============  ======= 
Share based 
 payments              -         -           -          -            -           96              96               -       96 
Transactions 
 with 
 owners                -         -           -          -            -           96              96               -       96 
Loss for the 
 year 
 and total 
 recognised 
 income and 
 expenditure 
 for the 
 period                -         -           -          -            -        (775)           (775)            (61)    (836) 
Foreign 
 exchange gain         -         -           -          -         (59)            -            (59)               -     (59) 
Total 
 comprehensive 
 (expenditure) 
 for 
 the period            -         -           -          -         (59)        (775)           (834)            (61)    (895) 
At 31 March 
 2012 
 (unaudited)       1,674    26,269       9,601        210        2,430     (35,624)           4,560           (180)    4,380 
                ========  ========  ==========  =========  ===========  ===========  ==============  ==============  ======= 
Share based 
 payments              -         -           -          -            -         (72)            (72)               -     (72) 
Transactions 
 with 
 owners                -         -           -          -            -         (72)            (72)               -     (72) 
Loss for the 
 year 
 and total 
 recognised 
 income and 
 expenditure 
 for the 
 period                -         -           -          -            -      (4,438)         (4,438)           (261)  (4,699) 
Foreign 
 exchange gain         -         -           -          -         (41)            -            (41)               -     (41) 
Total 
 comprehensive 
 (expenditure) 
 for 
 the period            -         -           -          -         (41)      (4,510)         (4,551)           (261)  (4,812) 
At 30 
 September 
 2012 
 (audited)         1,674    26,269       9,601        210        2,389     (40,134)               9           (441)    (432) 
                ========  ========  ==========  =========  ===========  ===========  ==============  ==============  ======= 
Share based            -         -           -          -            -            -               -               -        - 
payments 
Transactions           -         -           -          -            -            -               -               -        - 
with 
owners 
Loss for the 
 year 
 and total 
 recognised 
 income and 
 expenditure 
 for the 
 period                -         -           -          -            -        (154)           (154)            (31)    (185) 
Foreign 
 exchange gain         -         -           -          -           42            -              42               -       42 
Total 
 comprehensive 
 (expenditure) 
 for 
 the period            -         -           -          -           42        (154)           (112)            (31)    (143) 
At 31 March 
 2013 
 (unaudited)       1,674    26,269       9,601        210        2,431     (40,288)           (101)           (472)    (573) 
                ========  ========  ==========  =========  ===========  ===========  ==============  ==============  ======= 
 
 
 

*Retained earnings include a share based payment reserve of GBP380,000 at 31 March 2013 (31 March 2012: GBP452,000, 30 September 2012: GBP380,000).

CONSOLIDATED STATEMENT OF FINancial position

At 31 March 2013

 
 
                                       Unaudited    Unaudited         Audited 
                                        31 March     31 March    30 September 
                                            2013         2012            2012 
                                         GBP'000      GBP'000         GBP'000 
ASSETS 
 
Non-current assets 
Property, plant and equipment                  -          311               - 
Goodwill                                       -        3,049               - 
Intangible assets                             17          412              17 
                                              17        3,772              17 
                                     ===========  ===========  ============== 
 
Current assets 
Inventories                                    -        1,071             486 
Trade and other receivables                1,864        2,576           1,500 
Cash and cash equivalents                    170          444             322 
                                           2,034        4,091           2,308 
Total assets                               2,051        7,863           2,325 
                                     ===========  ===========  ============== 
 
LIABILITIES 
 
Current liabilities 
Trade and other payables                   2,294        2,380           1,891 
Borrowings                                   300          850             700 
Corporation Tax                               30          253             166 
                                           3,483        3,483           2,757 
 
Total liabilities                          2,624        3,483           2,757 
                                     ===========  ===========  ============== 
 
 
EQUITY 
Share capital                              1,674        1,674           1,674 
Reserves                                 (1,775)        2,886         (1,665) 
 
Equity interests attributable 
 to equity holders of the company          (101)        4,560               9 
 
Non-controlling interest in 
 equity                                    (472)        (180)           (441) 
 
Total equity                               (573)        4,380           (432) 
 
Total equity and total liabilities         2,051        7,863           2,325 
                                     ===========  ===========  ============== 
 
 
 STATEMENT OF CONSOLIDATED CASH FLOWS 
   For the six months ended 31 March 
                 2013 
                                          Unaudited    Unaudited     Audited 
                                         Six months   Six months        Year 
                                           ended 31     ended 31    ended 30 
                                              March        March   September 
                                               2013         2012        2012 
                                            GBP'000      GBP'000     GBP'000 
 
Operating activities 
(Loss) for the period                         (185)        (836)     (5,535) 
Taxation                                       (85)        (140)          29 
Net finance costs                                74           81         184 
Loss on sale of property, plant 
 and equipment                                    -            -          24 
Depreciation of property, plant 
 and equipment                                   15          110         159 
Impairment of property, plant 
 and equipment                                    -            -         256 
Impairment of Goodwill                            -            -       3,017 
Impairment of intangible assets                   -            -         545 
Amortisation of intangible assets                 5           96         232 
Decrease / (increase) in inventories            499        (293)         293 
(Increase) /decrease in trade 
 and other receivables                        (227)          956       1,719 
Increase / (decrease) in trade 
 and other payables                             288          313       (156) 
Share based payments                              -           96          24 
 
                                                384          383         792 
Taxation received                               (5)            4        (14) 
Net interest (paid)                            (74)         (81)       (187) 
Net cash inflow from operating 
 activities                                     305          306         591 
 
Investing activities 
Purchase of property, plant 
 and equipment                                 (15)         (51)        (80) 
Purchase of intangible assets                   (5)        (382)       (676) 
Purchase of investment                            -            -           6 
Net cash outflow from investing 
 activities                                    (20)        (433)       (750) 
 
Financing activities 
Receipt from borrowings                           -            -         700 
Repayment of loan                             (400)        (100)       (950) 
Net cash (outflow) / inflow 
 from financing activities                    (400)        (100)         950 
 
Decrease in cash and cash equivalents         (115)        (227)       (409) 
Cash and cash equivalents brought 
 forward                                        322          665         665 
Exchange differences on cash 
 and cash equivalents                          (37)            6          66 
 
Cash and cash equivalents carried 
 forward                                        170          444         322 
                                        ===========  ===========  ========== 
 

NOTES TO THE INTERIM REPORT

1. GENERAL INFORMATION

Galleon Holdings plc, a Public Limited Company is incorporated and domiciled in the United Kingdom.

Galleon Holdings plc during the period under review was primarily a publisher of digital content in China across both online and mobile platforms. It also has a Product IP Division that provides innovative marketing devices for fast moving consumable goods and an Entertainment Division that develops multi-platform branded formats designed to establish a direct, interactive relationship with the viewer.

On 30 September 2013 the Company became an investing company focussed on the natural resources and energy sectors.

The financial information set out in the interim report does not constitute statutory accounts as defined in Section 434 of the Companies Act 2006. The auditor's report on those financial statements was unqualified and did not contain a statement under Section 498 of the Companies Act 2006.

The interim report was approved by the Board on 1 October 2013.

The Company has gone through a restructuring following the approval by shareholders at a general meeting on the 30 September 2013 of the Company Voluntary Arrangement ('CVA'), the disposal of Phoenix Investment Global Limited ('the Disposal') , the share capital reorganisation, the placing of 3,906,250 new ordinary shares to Q Holdings Limited ('the Placing'), the adoption of a new policy to invest principally, but not exclusively, in the resources and energy sectors ('the Investing Policy') and a waiver under Rule 9 of the Takeover Code.

The Company has raised GBP350,000 through a subscription of 3,906,250 new ordinary shares on 30 September 2013. The proceeds of the Placing have been used to fund a GBP180,000 payment due to creditors pursuant to the CVA and the balance of GBP170,000 to provide the Company with working capital to implement its new investing policy.

The directors have prepared profit and loss, balance sheet and cash flow projections through to 30 September 2014, incorporating the management and other costs associated with the implementation of the new investment strategy. The projections also take account of the on-going management costs of the Group. In the event an investment is made in line with the new investment strategy, it is likely that new funding will be raised.

Taking the above into account, the Directors believe that it remains appropriate for the interim report to be prepared on a going concern basis. The interim report does not include any adjustments that would result if the assumptions detailed above are not met.

2. BASIS OF PREPARATION

The half yearly consolidated financial report should be read in conjunction with the annual financial statements for the year ended 30 September 2012, which have been prepared in accordance with IFRS as adopted by the European Union.

The principal accounting policies of the Group are consistent with those detailed in the 30 September 2012 financial statements, which are prepared in accordance with International Financial Reporting Standards (IFRSs, as adopted by the European Union).

3. Segmental analysis

An analysis of segmental performance is as follows;

 
 
Unaudited period ended       Product       Entertainment       Entertainment      Unallocated     Eliminated    Total 
 31 March 2013                                   Digital               Other 
                             GBP'000             GBP'000             GBP'000          GBP'000        GBP'000  GBP'000 
Revenue 
From external customers        1,643               2,267                   2                -              -    3,912 
From other segments                -                   -                   -                -              -        - 
Segment revenues               1,643               2,267                   2                -              -    3,912 
 
Profit / (loss) before 
 taxation                        245               (336)               (143)             (36)              -    (270) 
                         ===========  ==================  ==================  ===============  =============  ======= 
 
Unaudited period ended 
 31 March                                                                                                       Total 
 2012 
                             GBP'000             GBP'000             GBP'000          GBP'000        GBP'000  GBP'000 
Revenue 
From external customers        1,465               3,407                  75                -              -    4,947 
From other segments                -                   -                   -                -              -        - 
Segment revenues               1,465               3,407                  75                -              -    4,947 
 
Profit / (loss) before 
 taxation                       (40)               (503)                  25            (458)              -    (976) 
                         ===========  ==================  ==================  ===============  =============  ======= 
 
 
 
 
 
 Year ended 30 
 September 
 2012 
 
Revenue 
From external customers        3,094          6,062                       91               -       -            9,247 
From other segments              162              -                      380               -   (542)                - 
Segment revenues               3,256          6,062                      471               -   (542)            9,247 
 
(Loss) before taxation         (723)        (4,497)                      100           (386)       -          (5,506) 
                         ===========  =============  =======================  ==============  ======  =============== 
 
As at 31 March 2013 
 
Assets                           386          1,463                      202               -       -            2,051 
Liabilities                    (434)        (2,111)                     (79)               -       -          (2,624) 
 
Net Liabilities                 (42)              6                      558               -       -            (573) 
                         ===========  =============  =======================  ==============  ======  =============== 
 
As at 31 March 2012 
Assets                         1,395          5,190                    1,278               -       -            7,863 
Liabilities                  (1,091)        (1,601)                    (791)               -       -          (3,483) 
 
Net Assets                       304          3,589                      487               -       -            4,380 
                         ===========  =============  =======================  ==============  ======  =============== 
 
 
 As at 30 September 
 2012 
 
Assets                           386          1,227                      712               -       -            2,325 
Liabilities                    (771)        (1,545)                    (441)               -       -          (2,757) 
 
Net Liabilities                (385)          (318)                      271               -       -            (432) 
                         ===========  =============  =======================  ==============  ======  =============== 
 
                    31 March 2013                 31 March 2012                30 September 
                                                                                    2012 
               Revenues       Assets       Revenues              Assets     Revenues   Assets 
                 GBP000       GBP000         GBP000              GBP000       GBP000   GBP000 
 United 
  Kingdom             2          187              -               1,922           91      339 
 China            1,864        1,864          3,482               5,936        5,637    1,986 
 Rest of 
  World           2,039            -          1,465                   5        3,519        - 
 Total            3,912        2,051          4,947               7,863        9,247    2,325 
            ===========  ===========  =============  ==================  ===========  ======= 
 
 

4. TAXATION

The tax credit for the period ended 31 March 2013 arises in the UK and China after allowing for tax losses brought forward.

5. LOSS PER SHARE

 
                                      Unaudited   Unaudited         Audited 
                                       31 March    31 March    30 September 
                                           2013        2012            2012 
                                        GBP'000     GBP'000         GBP'000 
 
 Loss for the period                      (154)       (775)         (5,213) 
                                     ==========  ==========  ============== 
 
                                         Number      Number          Number 
 Weighted average number of shares 
  in 000's                                1,674       1,674           1,674 
 Share options                                -           -               - 
 Dilutive average weighted number 
  of shares in 000's                      1,674       1,674           1,674 
 Basic and diluted loss per share 
  (pence)                                (9.2p)       (46p)          (311p) 
                                     ==========  ==========  ============== 
 

The diluted loss per share is 9.2p (September 2012: 311p) as any amendment to the weighted average number of shares as a result of including the conversion of share options is anti-dilutive.

In line with accounting standards the weighted average number of shares used in the calculation of loss per share has been adjusted to reflect the share reorganisation on 30 September 2013.

   6.                         share capital 
 
                                           Unaudited31    Unaudited          Audited 
                                                 March     31 March     30 September 
                                                  2013         2012             2012 
                                               GBP'000      GBP'000          GBP'000 
Authorised 
275,000,000 (2011: 275,000,000) ordinary 
 shares of 1p each                               2,750        2,750            2,750 
                                           ===========  ===========  =============== 
 
Allotted, called up and fully paid 
167,426,002 (2011: 167,426,002) ordinary 
 shares of 1p each                               1,674        1,674            1,674 
                                           ===========  ===========  =============== 
 

Since the year end the Company has undertaken a share capital reorganisation.

The Company's ordinary shares were consolidated on the basis that every 100 existing ordinary shares has become 1 consolidated share. Each consolidated share has been subdivided into one new ordinary share of GBP0.05 each and one deferred share of GBP0.95 each. The new ordinary shares carry the same rights as the existing ordinary shares. The deferred shares will not entitle the holder thereof to receive notice of or attend and vote at any general meeting of the Company or to receive a dividend or other distribution or to participate in any return on capital on a winding up other than the nominal amount paid on such shares following a substantial distribution to holders of ordinary shares in the Company. The Company has the right to purchase all of the issued deferred shares from all Shareholders for an aggregate consideration of GBP0.01. As such, the deferred shares effectively have negligible value and will not be admitted to trading on AIM. Share certificates will not be issued in respect of the deferred shares.

This information is provided by RNS

The company news service from the London Stock Exchange

END

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