VSA CAPITAL GROUP PLC 
By SA Capital Group (AIM: VSA), the AIM listed natural resources focused investment banking and institutional broking firm, is pleased to announce today its final results for the year ended 31 March 2012.
Highlights Trading:- Profit after tax for full year to end 31 March 2012: £615,733 (2011, 15 months: £2,031,910 loss)
- Current Assets: £3,614,915, an increase of 171% on 2011
- Continued growth in the number of retained clients at VSA Capital Limited. At 27 June 2012: 26 mandated clients
- Global distribution capability demonstrated by a $125mn capital raise out of Hong Kong
- VSA Capital Limited has a good pipeline of deal flow going forward but completing deals is not easy due to the current state of the market
Joe Berger appointed as Finance Director as of 2 July 2012
Commenting on today's results, Andrew Monk , Chief Executive of VSA Capital Group , said:
"It is pleasing to have taken a loss making software business and transformed it into a profitable resource focussed investment bank. Market conditions have, and remain, very challenging and no certainty can be given for the current year but we are building a quality business that is gaining high respect and our aspirations to become the leading Independent resource focussed investment bank in London are well under way"
Chief Executive Officer's StatementVSA Capital Group plc has reported profits after tax of £615,733. This is a very good achievement for a company that has effectively re-started from scratch in 2010, has been investing in growth and has been achieved despite operating in probably the toughest market conditions for decades. One major deal contributed significantly to the overall result but I believe we have now built a very credible team which can deliver ongoing results in the future. To ignore the current market turmoil would be foolish and it has been vital to change VSA's business model away from that adopted by so many domestic brokers and investment banks - a model which they continue to follow despite its drawbacks. The VSA group is focused purely on Natural Resources - a sector that has enjoyed significant long term growth despite the current global financial problems. We are exchange agnostic, are not reliant solely upon London based institutional investors, have built a global corporate and institutional client base, have demonstrated an ability to source funds from wherever investment money is still available and we are not reliant upon the standard "London to London" broking model which, in my opinion, is now struggling to be profitable. VSA has a very clear aim - to become the leading independent resource focused investment bank in London and I believe we are well on our way to achieving this and that, over time, this plan will create substantial value in our company.
As announced previously, VSA Capital Limited has applied to the Financial Services Authority for a Variation of Permissions to enable it to start secondary trading and I am hopeful this can happen very soon as this has been a stated ambition of the Company for some time. We have not rushed into this new area of business, however, as changing market conditions have significantly reduced the revenue that can be generated from this activity. New technology and dealing methods have seen the costs of entry into secondary dealing activities fall considerably as new service providers enter the market to fulfill this need. Whilst the cost of entry has fallen dramatically over recent months many existing brokers cannot benefit from this as they have already incurred substantial set up costs and remain committed to their current suppliers on expensive long term contracts. I believe that this will provide VSA Capital Limited with a significant competitive advantage when it starts secondary trading this summer. Whilst I do not expect this new area to be a major revenue generator it will be a useful facility for our clients and forms a key element of VSA's plan to become a full service firm.
VSA Capital Limited also has a stated ambition to become a NOMAD (Nominated Adviser) on the AIM market in the current financial year and, to that end, has announced the recruitment of the qualified personnel required for this to be possible. Once VSA Capital Limited has completed the required qualifying transactions to prove its competence for this demanding role it will be submitting its application to the London Stock Exchange. I remain hopeful that this can be achieved by the end of 2012.
As a firm VSA Capital Limited continues to seek out ways to differentiate itself and make itself less reliant upon routine corporate and institutional activity, including the initiation of some proprietorial capability. An example of this has been the creation, funding and launch of Anglo African Agriculture Plc, a shell company which is to be floated on the re-vitalised PLUS market before moving up to AIM when a suitable transaction has been identified. Under my leadership, VSA Capital Limited will continue to be entrepreneurial and hunt out other ways in which it can create value using the depth of expertise and knowledge within the firm.
Board ChangesThis year has seen a significant change to your Board with our Chairman, Lyndon Chapman, retiring in March and Peter Joy, our Finance Director, due to be leaving at the end of June 2012. I would like to thank both for the work done and also to welcome on board our new Chairman, Gavin Casey, and new Finance Director, Jonathan Berger. As the Group grows new challenges will be presented and I believe Gavin and Jonathan are ideally suited to take up those challenges.
It is still too early in the year to provide any indication of either the first half or the full year outcome. In a similar way to last year the first few months have been quieter than I would have hoped for from a transaction perspective, but in the next few months VSA Capital Limited expects to close a number of the deals that it is working on at present. Likewise VSA Capital Limited has continued to build the number of its mandated corporate clients, which is encouraging. However market conditions are severe and although we have a very full pipeline of potential deal flow, successful completion of these transactions cannot be guaranteed. The fact that VSA Capital's "operating model" is different and resource focused remains beneficial. The Group has maintained a low cost base and has a relatively strong balance sheet and, as a consequence, only needs a relatively small number of deals to complete to give it a positive outcome for the current financial year.
Andrew Monk
Chief Executive Officer
For further information, please contact:
VSA Capital Group plc | 020 3005 5000 |
Blythe Weigh Communications | 020 7138 3204 |
Shore Capital and Corporate Limited | 020 7408 4090 |
Rivington Street Corporate Finance | 020 7562 3357 |
NOTES TO EDITORS
VSA Capital Group plc is an international investment banking and institutional broking group headquartered in London. Via its subsidiary, VSA Capital Limited, the group provides corporate finance, broking, research, sales and capital raising capabilities to companies in the natural resources sectors; Oil & Gas, Mining, Agriculture and Timber. VSA Capital Limited is authorised and regulated by the FSA and advises companies listed in London (AIM and the Main Market), Canada (TSX) Australia (ASX) and the USA (OTCBB) with assets on every continent. The firm currently has 24 retained corporate clients with an aggregate market value of over $1bn.
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOMEFor The Year Ended 31 March 2012
2012 | 15 months 2011 | |
£ | £ | |
Continuing operations | ||
Revenue | 3,494,665 | 253,636 |
Cost of sales | (53,039) | (15,333) |
_________ | _________ | |
GROSS PROFIT | 3,441,626 | 238,303 |
Other operating income | 70,484 | 5,390 |
Other gains and losses | - | (205,390) |
Administrative expenses | (2,724,651) | (1,742,065) |
Exceptional items | - | (183,003) |
Operating profit/(loss) from continuing operations | 787,459 | (1,886,765) |
Finance income | 1,159 | 389 |
Finance costs and similar charges | (172,885) | (69,462) |
_________ | _________ | |
Profit/(loss) for the year from continuing operations | 615,733 | (1,955,838) |
Discontinued operations | ||
Loss for the year from discontinued operations | - | (76,072) |
_________ | _________ | |
Total comprehensive income for the year | 615,733 | (2,031,910) |
_________ | _________ | |
Earnings per share | ||
Basic earnings per share from continuing operations | 1.66p | (0.41p) |
Diluted earnings per share from continuing operations | 1.35p | (0.32p) |
- (0.01p) |
31 March 2012
2012 | 2011 | |
£ | £ | |
ASSETS | ||
Non-current assets | ||
Goodwill | - | - |
Property, plant and equipment | 343,272 | 679,700 |
Trade and other receivables | - | 73,310 |
__________ | __________ | |
Total non-current assets | 343,272 | 753,010 |
__________ | __________ | |
Current Assets | ||
Investments | 16,976 | 31,797 |
Trade and other receivables | 1,948,882 | 1,169,621 |
Cash and cash equivalents | 1,649,057 | 133,904 |
__________ | __________ | |
Total current assets | 3,614,915 | 1,335,322 |
__________ | __________ | |
TOTAL ASSETS | 3,958,187 | 2,088,332 |
EQUITY & LIABILITIES | ||
Share capital | 562,642 | 540,406 |
Share premium account | 843,587 | 5,644,003 |
Share based payments reserve | 105,089 | 56,510 |
Retained earnings | 724,638 | (5,473,375) |
__________ | __________ | |
Total equity | 2,235,956 | 767,544 |
__________ | __________ | |
Non-current liabilities | ||
Borrowings | 650,000 | 770,000 |
Current liabilities | ||
Trade and other payables | 952,231 | 430,788 |
Borrowings | 120,000 | 120,000 |
__________ | __________ | |
1,072,233 | 550,788 | |
__________ | __________ | |
Total liabilities | 1,722,233 | 1,320,788 |
__________ | __________ | |
TOTAL EQUITY & LIABILITIES | 3,958,188 | 2,088,332 |
__________ | __________ |
For The Year Ended 31 March 2012
2012 | 2011 15 months | |
£ | £ | |
Cash flows from operating activities | ||
Operating profit/(loss) | 787,459 | (1,822,706) |
Adjustments for: | ||
Depreciation of property, plant and equipment | 49,931 | 35,257 |
Impairment of property, plant and equipment | 300,000 | 175,000 |
Impairment of goodwill and other intangible assets | - | 183,003 |
Share based payment expense | 48,579 | 56,510 |
Losses on disposal of property, plant and equipment | - | (3,000) |
Changes in working capital: | ||
Inventories | - | 61,546 |
Current asset investments | 14,821 | - |
Trade and other receivables | (705,951) | (692,156) |
Trade and other payables | 521,443 | 392,740 |
For The Year Ended 31 March 2012
Share capital | Share premium |
Share Based | Retained Earnings | Total | |
Equity as at 1 April 2011 | 540,406 | 5,644,003 | 56,510 | (5,473,375) | 767,544 |
Profit for the year | - | - | - | 615,733 | 615,733 |
Shares issued | 22,236 | 781,864 | - | - | 804,100 |
Cancellation of share premium account balance | (5,582,280) | 5,582,280 | - | ||
Increase in share based payments reserve | - | - | 48,579 | - | 48,579 |
_________ | _______ | _______ | __________ | _________ | |
Equity as at 31 March 2012 | 562,642 | 843,587 | 105,089 | 724,638 | 2,235,956 |
_________ | _______ | _______ | __________ | _________ |
1. General Information
The financial information set out above does not constitute the Company's financial statements for the year ended 31 March 2012. The financial information for 2011 is derived from the financial statements for 2011 which have been delivered to the Registrar of Companies. The auditors have reported on 2011 statements; their report was unqualified and did not contain a statement under section 498(2) or 498(3) of the Companies Act 2006. The financial statements for 2012 will be delivered to the Registrar of Companies following the Company's Annual General Meeting.
2. Basis of preparation
The following accounting policies have been applied consistently in dealing with items which are considered material in relation to the Group's financial statements with the exception of certain policies subject to the transitional arrangements of Endorsed IFRS.
The Group's consolidated financial statements have been prepared and approved by the Directors in accordance with International Financial Reporting Standards as endorsed for use in the EU (Endorsed IFRS). The Company has elected to prepare its parent company financial statements in accordance with UK Generally Accepted Accounting Practice (GAAP).
3. Going Concern
The Group earned a profit for the year of £615,733 (2011: £2,031,910 loss after exceptional items). The Directors have formed a judgement, at the time of approving the financial statements, that it is appropriate to adopt the going concern basis in preparing the financial statements the validity of which assumes that one material debtor of £1,639,805 will be received as it falls due. These financial statements do not include any adjustments that would arise if the Group was unable to continue to trade.
4. Earnings per Share
The basic earnings per share is calculated by dividing the profit after taxation by the weighted average number of shares in issue.
2012 number | 2011 number | |
The weighted average number of shares were: | ||
Basic weighted average number of shares | 37,031,403 | 482,172,925 |
Details of potential dilutive ordinary shares are set out below. | ||
2012 number | 2011 number | |
Employee share options | 4,869,365 | 75,312,308 |
Contractual termination payment to Director | 500,000 | 10,000,000 |
Convertible Loan Note | 2,727,273 | 54,545,455 |
Warrants attached to Convertible Loan Note | 250,000 | 5,000,000 |
Warrants attached to £5m Equity Financing Facility | 250,000 | 5,000,000 |
The Company will post the Report and Accounts for the period ended 31 March 2012 to shareholders on 29 June 2012. The Accounts are also available on the Company's website www.vsacapitalgroup.com. Copies of the Report and Accounts will be available for collection from the Company's Trading Office at 14 Austin Friars, London EC2N 2HE.
|
distributed by
|
