Latest Results

Half Yearly Results

Financials

In the six months to 30 June 2017 the Company reported turnover of £NIL (2016: £NIL), and a loss before tax of £733K (2016: loss of £171K).

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Strategy

On 21 March 2017, Orogen announced details of a proposed new strategy and consequent restructuring of its operations. The Board has completed a review of its operations and has concluded that it is no longer in shareholders' interests for the Company to continue to provide financial support for its mineral exploration activities. It is therefore seeking to dispose of its interests in its mineral exploration projects, and to conclude an acquisition which would constitute a reverse takeover under the AIM Rules. The Company has decided to cap further expenditure on its existing mineral exploration projects at £75,000 and to put them on care and maintenance programmes whilst buyers are sought for the Company's interests in these assets.

As an initial step in the above restructuring, the Company proposed to undertake a share consolidation and sub-division in order to increase the price at which the Company's shares trade on AIM and to enable the Company to raise funds through the issue of new shares. As part of the proposals that were put to a shareholder vote on 7 April 2017, up to £3.47m of new funds were to be introduced to the Company to implement the new strategy and the Company's name was to be changed to Orogen plc.

All resolutions put to shareholders were approved at a general meeting on 7 April 2017. Accordingly, the capital reorganisation and change of the Company name to Orogen plc were completed.

The decision to cease the Company's mineral exploration activities represents a fundamental change of business under Rule 15 of the AIM Rules, a consequence of which is that the Company was deemed to be a Rule 15 Cash Shell which means that the Company must make an acquisition or acquisitions which constitute a reverse takeover under Rule 14 of the AIM Rules within six months of the general meeting, otherwise the trading of the Company's shares on AIM will be suspended.

If the Company has not made an acquisition or acquisitions which constitute a reverse takeover under Rule 14 of the AIM Rules within six months of such suspension, the admission of the Company's shares to trading on AIM will be cancelled.

On 26 May 2017 the Company's shares were suspended following an announcement advising that Orogen had entered into heads of agreement to acquire the entire issued share capital of Thread 35 Limited ("Thread"), a company that operates an e-commerce womenswear brand under the name "Sosandar". Furthermore, on that date the Company announced that it had made a secured loan of £250,000 to Thread.

The Company has subsequently notified that it has loaned a further £500,000 to Thread.

The Company is pleased to announce that it continues to undertake due diligence on Thread and is hopeful that it will shortly undertake a reverse transaction with Thread. A further announcement will be made in due course.

 

ADAM REYNOLDS
Non-Executive Chairman
22 September 2017

 

Consolidated statement of profit or loss and other comprehensive income
For the six months ended 30 June 2017

    Unaudited
6 months to
30 June 2017
Unaudited
6 months to
30 June 2016
Audited
12 months to
31 December 2016
  Notes £'000 £'000 £'000
General and administrative   (637) (154) (334)
Impairment of exploration and evaluation assets 4 (22) (9) (2,683)
Share based payments   - (10) (20)
From discontinued operations   (74) - (49)
Group operating loss   (733) (173) (3,086)
Interest received   - 2 3
Loss on ordinary activities before taxation   (733) (171) (3,083)
Tax on loss on ordinary activities   - - -
Loss for the year from continuing operations   (733) (171) (3,083)
         
Attributable to:        
Equity holders of the parent   (733) (171) (2,609)
Non-controlling interests   0 - (474)
Group loss for the period   (733) (171) (3,083)
Exchange translation differences   (1) - 66
Total comprehensive loss for the period   (734) (171) (3,017)
         
Attributable to:        
Owners of the parent   (732) (171) (2,543)
Non-controlling interests   (2) - (474)
    (734) (171) (3,017)
         
Loss per share:        
Loss per share - basic and diluted, attributable to ordinary equity holders of the parent (pence) 3 (0.544) (0.776) (10.3)

 

Consolidated statement of financial position
As at 30 June 2017

    Unaudited
30 June 2017
Unaudited
30 June 2016
Audited
31 December 2016
  Notes £'000 £'000 £'000
Assets        
Non-current assets        
Exploration and evaluation assets 4 - 1,670 -
Property, plant and equipment   - 2 -
Total non-current assets   - 1,672 -
         
Current assets        
Trade and other receivables   423 27 46
Cash and cash equivalents 5 2,703 652 342
Total current assets   3,126 679 388
Total assets   3,126 2,351 388
         
Equity and liabilities        
Equity        
Share capital 6 4,884 4,418 4,651
Share premium   15,535 12,181 12,268
Other reserves   678 635 676
Retained earnings   (18,103) (14,936) (17,367)
Equity attributable to owners of the parent   2,994 2,298 228
Non-controlling interests   3 - 3
Total equity   2,997 2,298 231
         
Current liabilities        
Trade and other payables   129 53 157
Total current liabilities   129 53 157
Total liabilities   129 53 157
Total equity and liabilities   3,126 2,351 388

 

    Unaudited
6 months to
30 June 2016
Unaudited
6 months to
30 June 2015
Audited
12 months to 31
December 2016
  Notes £'000 £'000 £'000
Cash flows from operating activities        
Group operating loss   (733) (173) (3,086)
Share based payments   - 10 20
(Increase)/decrease in trade and other receivables   (323) (5) 91
Decrease in trade and other payables   (83) (10) (32)
Impairment of exploration and evaluation assets 4 96 9 2,691
Profit on disposal of subsidiary   - - (25)
Net cash flow from operating activities   (1,043) (169) (341)
         
Cash flow from investing activities        
Expenditure on exploration and evaluation assets and project earn-ins 4 (96) (102) (568)
Outflow on disposal of subsidiary   - - (4)
Inflow on acquisition of subsidiary   - - 11
Interest received   - 2 3
Net cash flow from investing activities   (96) (100) (558)
         
Cash flow from financing activities        
Net proceeds from issue of equity instruments 6 3,500 - 320
Net cash flow from financing activities   3,500 - 320
         
Net change in cash and cash equivalents   2,361 (269) (579)
Net foreign exchange difference   - - -
Cash and cash equivalents at beginning of period 5 342 921 921
Cash and cash equivalents at end of period 5 2,703 652 342

 

  Share
capital
Share
premium
Share based
payment
reserve
Retained
earnings
Foreign
currency
translation
reserve
Total Non-
controlling
interests
Total
equity
  £'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
Balance at 1 January 2016 4,418 12,181 597 (14,765) 28 2,459 - 2,459
Loss for the period - - - (171) - (171) - (171)
Share based payments - - 10 - - 10 - 10
Balance at 30 June 2016 4,418 12,181 607 (14,936) 28 2,298 - 2,298









Balance at 1 July 2016 4,418 12,181 607 (14,936) 28 2,298 - 2,298
Loss for the period - - - (2,431) - (2,431) 3 (2,428)
Issue of share capital 233 87 - - - 320 - 320
Foreign exchange translation reserve - - - - 38 38 - 38
Share based payments - - 3 - - 3 - 3
Balance at 31 December 2016 4,651 12,268 610 (17,367) 66 228 3 231









Balance at 1 January 2017 4,651 12,268 610 (17,367) 66 228 3 231
Loss for the period - - - (733) - (733) - (733)
Issue of share capital 233 3,267 - - - 3,500 - 3,500
Foreign exchange translation reserve


- (1) (1) - (1)
Balance at 30 June 2017 4,884 15,535 610 (18,100) 65 2,994 3 2,997

 

 

Page last updated: 2 November 2017