TIDMFAST
RNS Number : 6572J
Fastnet Equity PLC
21 December 2015
21 December 2015
Fastnet Equity plc
("Fastnet" or the "Company")
Interim Results for the six months ended 30 September 2015
We are pleased to report on the progress of Fastnet Equity plc
("Fastnet" or the "Company") and present the unaudited interim
results for the six month period ended 30 September 2015.
Operational Highlights
-- Concluded detailed asset review of the Company's oil and gas
portfolio in light of the rapidly deteriorating economic conditions
in the oil and gas sector during the last year
-- Transition from an Oil & Gas business to an investment
company following the adoption of an investing policy to acquire
companies or businesses in the healthcare sector which was approved
by shareholders on 28 August 2015
-- Post period end, the oil and gas subsidiaries were demerged
into a separate company, Fastnet Hydrocarbons Limited, on 17
December 2015. Fastnet Hydrocarbons Limited is held in trust for
the benefit of shareholders on the register of the Company as at
the close of business on 16 December 2015
-- Fastnet will no longer have any ongoing interest or further
cost exposure in respect of oil and gas assets
Financial and Corporate Highlights
-- US$15.5m cash balance at 30 September 2015 (US$16.8m at 31
March 2015, US$18.8m at 30 September 2014)
-- Net loss for the period of US$1.5m (6 months to 31 March
2015: loss of US$39.7m, 6 months to 30 September 2014: loss of
US$1.6m). The current period net loss comprises general and
administrative costs of US$1.2m and exploration and evaluation
costs expensed of US$0.3m
-- Change of the functional currency of Company to Euros (EUR)
with the cash balance of US$15.1m converted into EUR13.7m on 31
October 2015 at an FX rate of US$1:EUR0.905
-- Cash balance of EUR13.6m as at 30 November 2015 prior to the
grant of an unsecured 4 year term loan EUR660,000 to finance
residual running of oil and gas assets
Cathal Friel, Non-Executive Chairman, commented:
"Following the recently announced demerger of our oil and gas
assets the Company is well positioned to focus on identifying and
assessing potential investment targets within the healthcare
sector."
For further information please contact:
Fastnet Equity plc +353 (1) 644 0007
Cathal Friel, Non-Executive Chairman
Shore Capital +44 (0) 20 7408 4090
(Nomad & Joint Broker)
Bidhi Bhoma, Edward Mansfield
Davy +353 (1) 679 6363
(ESM Adviser & Joint Broker)
John Frain, Anthony Farrell
Camarco +44 (0) 20 3757 4980
Billy Clegg / Zoe Moulton
Consolidated Statement of Comprehensive Income
For the six months ended 30 September 2015
Unaudited Audited Audited
6 months 6 months 12 months
to to to 31
30 September 30 September March
2015 2014 2015
Note US$'000 US$'000 US$'000
----------------------------------- ----- -------------- -------------- ----------
Continuing operations
Revenue - - -
Operational costs - - -
----------------------------------- ----- -------------- -------------- ----------
Gross loss - - -
General and administrative
costs (1,177) (1,651) (3,196)
Impairment of exploration
and evaluation assets (308) - (36,593)
Other operating expenses (4) - (12)
Share based payments (30) (74) (129)
Operating loss (1,519) (1,725) (39,930)
Finance income 50 95 185
Net foreign exchange gain 10 2 4
----------------------------------- ----- -------------- -------------- ----------
Loss on ordinary activities
before taxation (1,459) (1,628) (39,741)
Tax on loss on ordinary - - -
activities
----------------------------------- ----- -------------- -------------- ----------
Loss and total comprehensive
loss for the period attributable
to the equity holders of
the Company (1,459) (1,628) (39,741)
----------------------------------- ----- -------------- -------------- ----------
Loss per share:
Loss per share - basic and
diluted, attributable to
ordinary equity holders
of the parent (cent) 3 (0.42) -(0.47) (11.51)
Consolidated Statement of Financial Position
As at 30 September 2015
Unaudited Unaudited Audited
30 September 30 September 31 March
2015 2014 2015
US$'000 US$'000 US$'000
------------------------------- -------------- -------------- ----------
Assets
Non-current assets
Property, plant and equipment 5 11 8
Exploration and evaluation - 35,986 -
assets
------------------------------- -------------- -------------- ----------
Total non-current assets 5 35,997 8
------------------------------- -------------- -------------- ----------
Current assets
Trade and other receivables 58 148 173
Cash and cash equivalents 15,516 18,827 16,790
Total current assets 15,574 18,975 16,963
------------------------------- -------------- -------------- ----------
Total assets 15,579 54,972 16,971
------------------------------- -------------- -------------- ----------
Equity and liabilities
Equity attributable to owners
of the parent
Share capital 20,261 20,261 20,261
Share premium 38,918 38,918 38,918
Other reserves 2,110 1,996 2,080
Retained deficit (46,251) (6,679) (44,792)
------------------------------- -------------- -------------- ----------
Total equity 15,038 54,496 16,467
------------------------------- -------------- -------------- ----------
Non-current liabilities
Liability for share based - 2 -
payments
Total non-current liabilities - 2 -
Current liabilities
Trade and other payables 541 474 504
------------------------------- -------------- -------------- ----------
Total current liabilities 541 474 504
------------------------------- -------------- -------------- ----------
Total liabilities 541 476 504
------------------------------- -------------- -------------- ----------
Total equity and liabilities 15,579 54,972 16,971
------------------------------- -------------- -------------- ----------
Consolidated Statement of Cash Flows
For the six months ended 30 September 2015
Unaudited Unaudited Audited
6 months 6 months 12 months
to to to 31
30 September 30 September March
2015 2014 2015
US$'000 US$'000 US$'000
--------------------------------- -------------- -------------- ----------
Cash flows from operating
activities
Group operating loss for
the period (1,519) (1,725) (39,930)
Depreciation 3 3 6
Share based payment expense 30 74 129
Impairment of exploration
and evaluation assets 308 - 36,593
Movements in working capital
and other adjustments:
Decrease/(increase) in trade
and other receivables 115 (72) (97)
Increase/(decrease) in trade
and other payables 37 (393) (496)
Net cash flow used in operating
activities (1,026) (2,113) (3,795)
--------------------------------- -------------- -------------- ----------
Cash flow from investing
activities
Payments for property, plant - (1) -
and equipment
Expenditure on exploration
and evaluation assets (308) (16,994) (17,442)
Farm-in proceeds - 20,410 20,410
Finance income 50 95 185
Net cash flow (used in)/from
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investing activities (258) 3,510 3,153
--------------------------------- -------------- -------------- ----------
Cash flow from financing
activities
Net proceeds from issue - - -
of equity instruments
Net cash flow from financing - - -
activities
--------------------------------- -------------- -------------- ----------
Exchange and other movements 10 2 4
--------------------------------- -------------- -------------- ----------
Net change in cash and cash
equivalents (1,274) 1,399 (638)
Cash and cash equivalents
at beginning of period 16,790 17,428 17,428
--------------------------------- -------------- -------------- ----------
Cash and cash equivalents
at end of period 15,516 18,827 16,790
--------------------------------- -------------- -------------- ----------
Consolidated Statement of Changes in Equity
Reverse
Share asset
Share Share based Merger acquisition Capital Retained
capital premium payment reserve reserve reserve deficit Total
reserve
US$'000 US$'000 US$'000 US$'000 US$'000 US$'000 US$'000 US$'000
--------------------- --------- ---------- ---------- ---------- ------------- ---------- ---------- ---------
Balance at 1 April
2014 20,261 38,918 1,584 11,478 (11,256) 9 (5,051) 55,943
Loss and total
comprehensive
loss for the period - - - - - - (1,628) (1,628)
Share based payments - - 181 - - - - 181
--------------------- --------- ---------- ---------- ---------- ------------- ---------- ---------- ---------
Balance at 30
September
2014 (Unaudited) 20,261 38,918 1,765 11,478 (11,256) 9 (6,679) 54,496
--------------------- --------- ---------- ---------- ---------- ------------- ---------- ---------- ---------
Balance at 1 October
2014 20,261 38,918 1,765 11,478 (11,256) 9 (6,679) 54,496
Loss and total
comprehensive
loss for the period - - - - - - (38,113) (38,113)
Share based payments - - 84 - - - - 84
Balance at 31 March
2015 20,261 38,918 1,849 11,478 (11,256) 9 (44,792) 16,467
(Audited)
--------------------- --------- ---------- ---------- ---------- ------------- ---------- ---------- ---------
Balance at 1 April
2015 20,261 38,918 1,849 11,478 (11,256) 9 (44,792) 16,467
Loss and total
comprehensive
loss for the period - - - - - - (1,459) (1,459)
Share based payments - - 30 - - - - 30
Balance at 30
September
2015 (Unaudited) 20,261 38,918 1,879 11,478 (11,256) 9 (46,251) 15,038
--------------------- --------- ---------- ---------- ---------- ------------- ---------- ---------- ---------
Company Information
1. General Information
Fastnet Equity plc ("Fastnet" or the "Company") is a company
incorporated in England and Wales. Details of the registered
office, the officers and advisers to the Company are presented on
the Company Information page at the end of this report. The Company
is listed on the AIM market of the London Stock Exchange (ticker:
FAST) and the Enterprise Securities Market of the Irish Stock
Exchange (ticker: FOI).
The principal activity of the Company during the period was oil
and gas exploration. At a general meeting of the Company on 28
August 2015, a fundamental change of business and adoption of an
Investing Policy was approved by the shareholders of the Company.
The Investing Policy is to acquire companies or businesses in the
healthcare sector particularly those in the biopharma sector.
The interim results of the Company for the six month period
ended 30 September 2015 comprise the Company and its subsidiaries
(together the "Group").
2. Basis of Preparation
The interim results have been prepared on the basis of the
recognition and measurement requirements of International Financial
Reporting Standards ("IFRS") as adopted by the European Union
("EU"), and their interpretations adopted by the International
Accounting Standards Board ("IASB"). As is permitted by the AIM
rules the Directors have not adopted the requirements of IAS34
"Interim Financial Reporting" in preparing the financial
statements. Accordingly the financial statements are not in full
compliance with IFRS and have neither been audited nor reviewed
pursuant to guidance issued by the Auditing Practises Board. The
accounting policies used in the preparation of the interim
financial information are the same as those used in the Company's
audited financial statements for the year ended 31 March 2015 and
are expected to be used in the 31 March 2016 year-end financial
statements.
The financial information for the six months ended 30 September
2014 and 30 September 2015 is unaudited. The financial information
presented for the year ended 31 March 2015 is an extraction from
the Group's audited accounts and therefore does not constitute
statutory accounts within the meaning of Section 434 of the
Companies Act 2006 on which the auditors issued an unqualified
report. The auditor's report also did not contain a statement under
Section 498(2) or 498 (3) of the Companies Act 2006 and did not
include reference to any matters the auditor drew attention by way
of emphasis. The accounts for the year ended 31 March 2015 have
been delivered to the Registrar of Companies. The Directors
consider that the financial information presented in this Interim
Report represents fairly the financial position, operations and
cash flows for the period, in conformity with IFRS. The Interim
Report for the six months ended 30 September 2015 was approved by
the Directors on 21 December 2015.
Presentation of Balances
The Financial Statements are presented in US Dollars ("US$")
which was the functional and presentational currency of the Company
during the period and the functional currency of all the Group's
subsidiary companies. Balances in the Financial Statements are
rounded to the nearest thousand ("US$'000") except where otherwise
indicated. In light of the Company's fundamental change in business
the directors have reviewed the functional currency of Company and
determined with effect from 1 November 2015 that Euro ("EUR") will
be the appropriate functional currency going forwards (see note
4.)
3. Loss per Share - Basic and Diluted
The Group presents basic and diluted loss per share ("LPS") data
for its Ordinary Shares. Basic LPS is calculated by dividing the
loss attributable to Ordinary Shareholders of the Company by the
weighted average number of Ordinary Shares outstanding during the
period. Diluted LPS is determined by adjusting the loss
attributable to Ordinary Shareholders and the weighted average
number of Ordinary Shares outstanding for the effects of all
dilutive potential Ordinary Shares, which comprise warrants and
share options granted by the Company.
The calculation of loss per share is based on the following:
6 months to 30 September 6 months to 30 September 12 months to 31 March 2015
2015 2014
----------------------------- ---------------------------- ---------------------------- ---------------------------
Loss after tax attributable
to equity holders of the
parent (US$'000) (1,459) (1,628) (39,741)
Weighted average number of
Ordinary Shares in issue 345,369,071 345,369,071 345,369,071
Fully diluted average number
of Ordinary Shares in issue 345,369,071 345,369,071 345,369,071
----------------------------- ---------------------------- ---------------------------- ---------------------------
Basic and diluted loss per
share (cent) (0.42) (0.47) (11.51)
----------------------------- ---------------------------- ---------------------------- ---------------------------
Where a loss has occurred, basic and diluted LPS are the same
because the outstanding share options and warrants are
anti-dilutive. Accordingly, diluted LPS equals the basic LPS.
The share options and warrants outstanding as at 30 September
2015 totalled 13,819,726 (31 March 2015: 20,397,423, 30 September
2014: 25,397,423) and are potentially dilutive.
4. Subsequent Events
Change of Functional and Presentational Currency
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