29 October 2021
LIMITLESS EARTH
PLC
("Limitless" or
the "Company")
UNAUDITED
HALF-YEARLY RESULTS FOR
THE SIX MONTHS
ENDED 31 JULY 2021
The Company is pleased to announce its half-yearly results for
the six months to 31 July 2021.
CHIEF EXECUTIVE’S
STATEMENT
Limitless is an investing company that focuses on making
investments in and assisting companies that show the potential to
generate returns through capital appreciation. The directors
look to make investments into small companies which have clear
routes to value appreciation, and which operate in sectors with
long term growth prospects that are driven by demographic
change. Examples of such sectors include Cleantech, Life
Sciences and Technology. The Company has interests in four
investments:
Saxa Gres S.p.A (“Saxa”) is a turn-around circular
economy company which specialises in an innovative porcelain and
ceramic stone tile production process using recycled urban waste.
It has been extremely successful in expanding its operations by
competitor acquisitions and this has enabled it to satisfy the
increasing demands for its products while attracting valuable
funding from relevant institutional investors.
Saxa’s main product is Grestone, which it describes as a
‘ceramic stone’, is a patented conglomerate composed of 70%
porcelain stoneware and 30% waste from industrial incinerators
which can cope with high stress and is targeted for use in urban
surfacing and street design.
Limitless’ investment rational was driven by the changing
behavioural trends of consumers and the attitudes of businesses and
governments towards products with greater social impact compared to
traditional manufacturing. As Saxa has established a proven
production process using waste incinerator ash amalgamated into
high quality tiles, it has established its strong ESG credentials.
The Company further hopes that Green Public Procurement, a
voluntary European instrument which provides guidelines and
criteria aimed at Europe’s public authorities for sustainable
production and consumption, will help drive European demand for
Saxa’s products through increased requirements to recognise
environmental credentials early in tender processes. Saxa has
seen significant growth in international demand for its products
with the Italian domestic market now only representing 5-10% of its
orders.
Since our initial investment, Saxa has expanded its production
capacity and continued to innovate products.
In January 2021 A2A S.p.A (“A2A”),
a major listed Italian utility firm, announced it had acquired
27.7% of Saxa. This strategic acquisition is of importance to Saxa
and may, in time, create an exit opportunity for the Company. On
making its acquisition, A2A stated, “Saxa is the first Circular
Factory to produce urban paving and tiles using an innovative ‘end
of waste’ process that enables materials, such as the ash produced
by waste-to-energy plants, to be recovered from the waste cycle and
reused to make a new product. Thanks to this process, a virtuous
cycle can be triggered which largely avoids material consumption
or, worse still, using landfills for disposal.”
To date, Limitless has made three investments in Saxa and, as a
result, holds EUR 592,000 of 7 per
cent. listed loan notes and EUR
75,000 of 10 per cent. unlisted loan notes with an option to
acquire approximately 2.38 per cent. of the equity share capital of
Saxa Gres at an exercise price of €1EUR per share.
During the period under review, the Company agreed to dispose of
€200,000 of quoted loan notes in Saxa.
The Board of Limitless is pleased with this relevant investment
from an industrial investor and is hopeful of being able to
positively revalue its investment in the near-term as financial
information and performance data becomes available.
V-Nova Ltd. (“V-Nova”) is a London-headquartered technology company
providing next-generation data compression solutions that address
the ever-growing media processing and delivery challenges. V-Nova
is an IP Software company which has developed an innovative video
and imaging compression technology with broad application from
developed, data-rich economies to emerging markets. V-Nova provides
solutions spanning the entire media delivery chain, including
content production, contribution, storage and distribution to
end-users.
In November 2020, V-Nova announced
it had reached a milestone achievement in MPEG-5 Part 2 LCEVC (Low
Complexity Enhancement Video Coding) being promoted to MPEG/ISO
final draft international standard. V-Nova co-chaired the
standard’s development and contributed to the foundational
technology upon which it is built. MPEG-5 Part 2 LCEVC is the
first internationally accredited enhancement standard for any
existing and future video compression scheme.
V-Nova claims its LCEVC technology provides a boost to the
compression efficiency of any existing or future video codec,
enabling higher quality compression at up to 40% lower bitrates
while improving encoding efficiency and reducing processing energy
demands by up to 75 per cent. The company’s CEO and
co-founder Guido Meardi believes
LCEVC will be adopted by the industry by integration by device or
chipset manufacturers, operating systems, browsers, for in-house
development and encoder or player vendors being LCEVC an
enhancement, rather than a full codec and it is deployable
immediately on both new and existing infrastructure, including
devices that are already in the hands and in the households of
end-users.
During the period under review, V-Nova has announced both
licensing terms for LCEVC and that Southworks had been selected as
a certified integration partner to extend its growing
list of reference integrations by integrating V-Nova
LCEVC decoding in market-leading web
players. V-Nova already provides a range of reference
integrations including FFmpeg, ExoPlayer for
Android, AVPlayer for iOS, Microsoft UWP
for Windows and web players like
HLS.js, Shaka Player and video.js.
V-Nova also announced it had received €5 million investment from
Intesa Sanpaolo Group’s venture capital firm, completing its series
C investment round raising a total of €33 million.
The Company’s investment rational for V-Nova was from its desire
to invest into technology related to the provision and consumption
of data. This is a field in which Limitless considers there
will be considerable growth for the foreseeable future as
consumption trends seem to increase faster than telecoms companies
are able to build infrastructure driving the need for better data
compression and processing.
Limitless invested £500,000 in V-Nova on 18 December 2015 in a convertible loan note,
which was subsequently converted in April
2017 into Series B1 participating shares at a valuation of
V-Nova of c. £80 million.
We revalued our investment to match the new terms of the C
investment round and given the codec standard has been reached we
believe in the fast potentiality to reach its full market
potentiality.
Chronix Biomedical, inc. (“Chronix”), is a
privately-owned biotech company founded in 1997 which specialises
in simple blood tests (liquid biopsies) for real-time monitoring of
the effectiveness of cancer drugs, including immunotherapies, and
rejection of transplanted organs. Chronix’s cancer test is based on
patented technology whereby it can identify gains and losses in
cell free DNA that allow them to determine if a cancer therapy is
working. Similarly, its transplant test allows it to determine if
an organ that is transplanted is being accepted or rejected by the
recipient. This helps inform the physician so as to alter the
immunosuppressive drug regime given to the patient.
In June 2018, Chronix signed its
first commercial agreement with a large EU-based lab group, which
already processes more than 150,000 laboratory samples daily,
providing an exclusive licence for Germany, Austria, Switzerland and Belgium. The contract is for 15 years and, as
previously advised, independent research. analysts estimated
the net present value of the licensing payments to Chronix over the
life of the agreement to be approximately $92 million, subject to a minimum number of tests
being performed each year.
After announcing a further licensing agreement with Nasdaq
listed Oncocyte (NSDQ:OCX) for Chronix's CNI monitoring technology
(aliquid biopsy test which detects tumour-derived cell-free DNA in
blood samples of patients), in April
2021 Oncocyte announced that it completed the acquisition of
Chronix.
Oncocyte stated the acquisition of Chronix will provide it with
a distinct competitive advantage as the first and only company to
potentially offer a continuum of tests, from patient selection to
monitoring the effectiveness of treatment. The simplicity of
the blood sample based test allows physicians to quickly and easily
monitor patients.
The acquisition included the intellectual property and
technology for Chronix’s TheraSure copy number instability (CNI)
monitoring test for immune therapy monitoring. Further Oncocyte has
acquired intellectual property relating to organ transplant
technology and associated patent portfolio developed by
Chronix.
Oncocyte has stated its intentions to launch the test for
research use only in domestic immunotherapy clinical trials during
the fourth quarter of 2021. Oncocyte expects the first indication
to be for lung cancer before expanding to other cancer types and
the Company awaits further new in this regard.
Limitless’ investment rational for its investment in Chronix was
driven by the Company’s view of significant growth opportunities in
the medical screening sector as developments in drugs and medical
understanding require more advanced and immediate clinical
diagnostics tools.
Limitless held 0.72 per cent. of Chronix’s issued share capital
on a fully diluted basis. Limitless also previously announced on
20 September 2019 a further
investment of $100,000 by way of an
unsecured Convertible Promissory Note ("Note") with an interest
rate of six percent per annum. The merger did not trigger the
conversion of the Note, and the Note has been repaid in full
following Completion.
The acquisition agreement provides a right for Chronix’s
shareholders to receive from Oncocyte a revenue share on the net
collected revenues of Chronix for certain tests and services for
specific periods, and to pay a combination of cash or Oncocyte
common stock of up to $14 million if
certain milestones are achieved. The milestone revenue receipts
under these rights are expected to be returned to Chronix’s
shareholders based on the order of the investment rounds in which
they invested.
Exogenesis Corporation is a Boston-based nanotech firm which specialises
in modifying and controlling the surface of objects at a nanoscale
level, through accelerated particle beam processing, to avoid
needing to apply coatings. Application of the company’s
technology can improve the safety and efficacy of implantable
medical devices and improve the performance of optics, glass and a
variety of substrates used in the laser, memory and semiconductor
industries. Exogenesis Corporation is a pre-revenue business.
Exogenesis Corporation Received 510(k) Clearance for the
Exogenesis Hernia Mesh, First Soft Tissue Repair Device with
Nano-Modified Surface in October
2019, albeit news flow since then has been limited as to
further developments.
More recently, in October 2020,
Exogenesis Corporation announced that early trials of its
Exogenesis Surgical Mask, a protective nose and mouth covering for
healthcare workers and patients, achieved its primary endpoints of
trapping and deactivating COVID-19 viral particles in simulated
real-world exposures. The Company used its Accelerated
Neutral Atom Beam technology to increase the surface area of fibres
allowing for more colloidal copper to be applied to the mask,
increasing the protective barrier. The company hopes to progress to
premarket regulatory filings soon for this product.
In April 2021, nanoMesh LLC, a
subsidiary of Exogenesis Corporation, announced that it had
initiated First-In-Man implantation of its proprietary soft tissue
repair device and that it expected additional implantations
concurrent with national distribution to follow.
Exogenesis Hernia Mesh (nanoMesh) is an innovative soft tissue
repair implant, constructed of monofilament polypropylene (PP) and
possesses a unique nanometer-level surface texture, via the
application of Accelerated Neutral Atom Beam (ANAB) technology
during manufacturing.
The implant targets the repair of abdominal wall hernias and
abdominal wall deficiencies that require the addition of
reinforcing material to obtain the desired surgical result.
The Board of Limitless recognises Exogenesis’ technological
achievements and whilst development has been slowed that initially
expected, it maintains its optimism for the company’s business
model and, in turn, this investment.
Limitless invested US$300,000 in
May 2016 in Exogenesis Corporation by
way of 8 per cent. convertible senior notes.
In addition to its current portfolio of investments, during the
reporting period, the Company looked at new potential investments
and opened a series of due diligence on potential new investments
some of which are ongoing. The Board continues to actively
source new investments.
This announcement contains inside information for the purposes
of Article 7 of EU Regulation 596/2014.
For further information, please
contact:
Limitless Earth plc
Guido Contesso -
CEO |
+44 7780 700 091
www.limitlessearthplc.com |
Cairn Financial
Advisers LLP
Nominated
Adviser
Jo Turner/Sandy
Jamieson |
+44 20 7213
0880
www.cairnfin.com |
Peterhouse Corporate
Finance Limited
Broker
|
+44 20 7469
0930
www.pcorpfin.com |
UNAUDITED INCOME STATEMENT AND |
|
|
STATEMENT OF COMPREHENSIVE INCOME |
6
MONTHS ENDED 31 JULY 2021 |
|
|
|
|
|
Notes |
Unaudited |
Unaudited |
Audited |
|
|
31/07/2021 |
31/07/2020 |
31/01/2021 |
Continuing operations |
£ |
£ |
£ |
|
|
|
|
|
Investment Income |
|
18,788 |
13,430 |
27,583 |
Total
Income |
|
18,788 |
13,430 |
27,583 |
|
|
|
|
|
Administration expenses |
(90,008) |
(80,022) |
(71,973) |
Foreign currency exchange gain/ loss |
|
(31,619) |
46,013 |
(6,103) |
Operating loss and loss before taxation |
|
(102,839) |
(20,579) |
(50,493) |
|
|
|
|
|
Taxation |
|
- |
- |
- |
Loss for the period |
(102,839) |
(20,579) |
(50,493) |
|
|
|
|
|
Total Comprehensive loss for the period |
(102,839) |
(20,579) |
(50,493) |
|
|
|
|
|
Earnings per share: |
|
|
|
|
Basic
and diluted loss per share |
3 |
(0.0016p) |
(0.0003p) |
(0.00077p) |
There are no items of other comprehensive income.
UNAUDITED STATEMENT OF FINANCIAL POSITION |
|
|
|
|
AS AT
31 JULY 2021 |
|
|
|
|
|
|
Unaudited |
Unaudited |
Audited |
|
|
31/07/2021 |
31/07/2020 |
31/01/2021 |
|
|
£ |
£ |
£ |
Current assets |
|
|
|
|
Investments held for trading |
|
1,745,108 |
1,809,398 |
1,874,083 |
Trade
and Other receivables |
|
69,269 |
86,238 |
41,749 |
Cash |
|
117,572 |
151,936 |
157,310 |
|
|
1,931,950 |
2,047,572 |
2,073,142 |
|
|
|
|
|
Total
Assets |
|
1,931,950 |
2,047,572 |
2,073,142 |
|
|
|
|
|
Current Liabilities |
|
|
|
|
Trade
and other payables |
|
(55,346) |
(38,215) |
(93,699) |
|
|
|
|
|
Net
Assets |
|
1,876,604 |
2,009,357 |
1,979,443 |
|
|
|
|
|
|
|
|
|
|
Equity |
|
|
|
|
Issued
Share Capital |
|
654,000 |
654,000 |
654,000 |
Share
Premium |
|
2,350,630 |
2,350,630 |
2,350,630 |
Share
Warrant Reserve |
|
- |
- |
- |
Retained Earnings |
|
(1,128,026) |
(995,273) |
(1,025,187) |
Total
Equity |
|
1,876,604 |
2,009,357 |
1,979,443 |
Unaudited Statement of Changes in Shareholders’ Equity |
|
|
|
|
|
for
the period ended 31 July 2021 |
|
|
|
|
|
|
Share
capital |
Share
premium |
Share
warrant reserve |
Retained earnings |
Total |
|
£ |
£ |
£ |
£ |
£ |
|
|
|
|
|
|
Audited Changes in Equity for the period ended 31 January
2019 |
654,000 |
2,350,630 |
14,095 |
(810,254) |
2,208,471 |
|
|
|
|
|
|
Comprehensive loss for the period |
|
|
|
(178,535) |
(178,535) |
Warrants expired during the period |
- |
- |
(14,095) |
14,095 |
- |
Audited Changes in Equity for the period ended 31 January
2020 |
654,000 |
2,350,630 |
- |
(974,694) |
2,029,936 |
|
|
|
|
|
|
Comprehensive loss for the period |
- |
- |
- |
(50,493) |
(50,493) |
Audited Changes in Equity for the period ended 31 January
2021 |
654,000 |
2,350,630 |
- |
(1,025,187) |
1,979,443 |
|
|
|
|
|
|
Comprehensive loss for the period |
- |
- |
- |
(102,839) |
(102,839) |
Unaudited Changes in Equity for the period ended 31 July
2021 |
654,000 |
2,350,630 |
- |
(1,128,026) |
1,876,604 |
UNAUDITED CASH FLOW STATEMENT FOR THE |
|
|
|
6
MONTHS ENDED 31 JULY 2021 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unaudited |
Unaudited |
Audited |
|
31/07/2021 |
31/07/2020 |
31/01/2021 |
|
2021 |
2020 |
2021 |
|
£ |
£ |
£ |
Cash
flows from operating activities |
|
|
|
(Loss)
for the year before tax |
(102,839) |
(20,579) |
(50,493) |
Investment income |
(18,788) |
(13,430) |
(27,583) |
Foreign Currency exchange gain/ loss |
(31,619) |
(46,013) |
(6,103) |
Decrease/ (increase) in receivables |
(32,898) |
(9,079) |
35,409 |
(Decrease)/ increase in payables |
30,353 |
(35,237) |
20,248 |
Fair
value revaluation of Investment |
- |
- |
(100,000) |
Net
cash outflow from operating activities |
(155,882) |
(124,338) |
(128,525) |
|
|
|
|
Cash
flows from investing activities |
|
|
|
Finance income received net |
18,788 |
13,430 |
27,583 |
Purchase of investments |
97,356 |
- |
(4,594) |
Net
cash outflow from investing activities |
116,144 |
13,430 |
(22,989) |
|
|
|
|
Net
decrease in cash and cash equivalents during the year |
(39,738) |
(110,908) |
(105,536) |
|
|
|
|
Cash
at the beginning of year |
157,310 |
262,844 |
262,844 |
|
|
|
|
Cash
and cash equivalents at the end of the year |
117,572 |
151,936 |
157,310 |
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 6 MONTHS
ENDED 31 JULY 2021
- General Information
Limitless Earth plc is a company incorporated and domiciled in
England and Wales. The Company’s ordinary shares are
traded on the AIM market of the London Stock Exchange. The address
of the registered office is Suite 2, Northside House, Mount
Pleasant, Barnet, Hertfordshire,
England, EN4 9EB.
The principal activity of the Company is that of an investing
company pursuing a strategy that focuses on making investments in
and assisting companies which exhibit the potential to generate
returns of many multiples through capital appreciation.
Typically, Limitless invests in small companies where there are
clear catalysts for value appreciation and the companies are
operating in sectors exhibiting long term growth linked to
demographic change.
2. Accounting policies
The principal accounting policies have all been applied
consistently throughout the period covered and have not changed
since being reported on in the financial statements for the year
ended 31 January 2021.
Basis of preparation
The interim financial information set out above does not
constitute statutory accounts within the meaning of the Companies
Act 2006. It has been prepared on a going concern basis in
accordance with the recognition and measurement criteria of
International Financial Reporting Standards (IFRS) as adopted by
the European Union.
The financial statements have been prepared under the historical
cost convention.
The interim financial information for the six months ended
31 July 2021 has not been reviewed or
audited. The interim financial report has been approved by the
Board on 28 October 2021.
3. Loss per share
The basic earnings per share is calculated by dividing the
earnings attributable to ordinary shareholders by the weighted
average number of ordinary shares outstanding during the period.
Diluted earnings per share is computed using the same weighted
average number of shares during the period adjusted for the
dilutive effect of share warrants and convertible loans outstanding
during the period.
|
Unaudited |
Unaudited |
Audited |
|
31/07/2021 |
31/07/2020 |
31/01/2021 |
|
|
|
|
Loss
from continuing operations attributable to equity holders of the
company |
(102,839) |
(20,579) |
(50,493) |
Weighted average number of ordinary shares in issue |
65,400,000 |
65,400,000 |
65,400,000 |
|
Pence |
Pence |
Pence |
Basic
and fully diluted loss per share from continuing operations
(Pence) |
(0.0016) |
(0.0003) |
(0.0008) |
4. Copies of Interim Accounts
Copies of the interim results are
available at the Group´s website at: www.limitlessearthplc.com.
Note:
Certain statements made in this announcement are forward-looking
statements. These forward-looking statements are not historical
facts but rather are based on the Company's current expectations,
estimates, and projections about its industry; its beliefs; and
assumptions. Words such as 'anticipates,' 'expects,' 'intends,'
'plans,' 'believes,' 'seeks,' 'estimates,' and similar expressions
are intended to identify forward-looking statements. These
statements are not a guarantee of future performance and are
subject to known and unknown risks, uncertainties, and other
factors, some of which are beyond the Company's control, are
difficult to predict, and could cause actual results to differ
materially from those expressed or forecasted in the
forward-looking statements. The Company cautions security holders
and prospective security holders not to place undue reliance on
these forward-looking statements, which reflect the view of the
Company only as of the date of this announcement. The
forward-looking statements made in this announcement relate only to
events as of the date on which the statements are made. The Company
will not undertake any obligation to release publicly any revisions
or updates to these forward-looking statements to reflect events,
circumstances, or unanticipated events occurring after the date of
this announcement except as required by law or by any appropriate
regulatory authority.