RNS Number:1865W
Belgravia Telecom Ltd
23 December 2005
BELGRAVIA TELECOM LTD ("Belgravia Telecom" and the "Company")
RESULTS FOR THE YEAR ENDED 30 JUNE 2005
The following information has been extracted from the Reports & Accounts of
Belgravia Telecom for the year ended 30 June 2005 which will be posted to
shareholders today.
CHAIRMAN'S REPORT
Belgravia Telecom was incorporated in Jersey in January 2004 and admitted to
trading on AIM in April 2004, as an investing company to seek suitable
acquisition targets in the telecoms sector. As at the date of this report the
Company has not completed such an acquisition.
The loss for the year ended 30 June 2005 amounts to #40,794.
Potential acquisition
Despite discussions and negotiations by your Directors with a number of
potentially suitable businesses it proved not to be possible to progress these
potential transactions for a variety of reasons.
However, more recently, a potential acquisition outside of the telecoms sector
has been identified and as a result of Heads of Agreement being signed your
Company's shares were suspended from trading on AIM on 19 September 2005 and
remain so at the time of writing.
The Heads of Agreement provide the Company with the opportunity to acquire the
entire issued share capital of Medpri along with certain intellectual property
and other property ("IP"), currently licensed to Mepri, owned by Medical
Monitors Limited ("MML"), a company listed on the Australian Stock Exchange, and
which has been conditionally acquired by Medpri, by the issue of 61,425,000
ordinary shares in Belgravia Telecom credited as fully paid.
It is intended that MML would distribute the shares in Belgravia Telecom that it
would receive in consideration for the IP and in respect of its shareholding in
Medpri to individual MML shareholders pro-rata to their existing holding, save
that MML would, potentially, retain up to 9.9% of its shareholding as an
investment.
Medpri is a holding company with an 85.6% owned US based subsidiary (iCardia
Healthcare Corporation) providing advanced cardiovascular monitoring technology
and services for the non-hospitalised patient, a market estimated to be worth in
excess of US$1billion. Its current principal products and services enable
clinical grade monitoring and diagnosis of abnormal heartbeat including
arrhythmia, atrial fibrillation and aberrant heartbeat and the monitoring of
blood pressure.
Medpri has already contracted significant sales in the US cardiac monitoring
sector. iCardia delivers ECG cardiac monitoring services using its 'single use'
monitoring technology, suPERTM, operating a national physician support center in
Lake Forest, Illinois, USA.
Medpri, through iCardia, holds an exclusive licence for the US in respect of
software and distribution relating to the IP owned by MML. Further, Medpri
directly holds a similar exclusive licence for Europe in respect of the relevant
software and distribution rights.
A considerable amount of time and effort has to date been expended in
undertaking the necessary due diligence on the potential acquisition. This
process has been somewhat protracted given that the potential acquisition
comprises effectively two acquisitions on two continents. Discussions are
ongoing in relation to this acquisition and shareholders should be aware that
there is no certainty that these will reach a successful conclusion. Further
announcements will be made as appropriate.
Change in AIM Rules
It is also necessary to draw to your attention to a material amendment of the
AIM rules, which now provide that, unless an investing company that raised less
than #3.0 million on admission prior to 1 April 2005 completes an acquisition
comprising a reverse takeover prior to 1 April 2006, that company's shares will
be suspended for a period of six months. If, at the end of this six month
period, no such acquisition has been completed the listing of the company's
shares on AIM would be cancelled.
D. P. S. Hickman.
Chairman
23 December 2005
Enquires:
James Butterfield, Belgravia Telecom, 01534 840888
INCOME STATEMENT
YEAR ENDED 30 JUNE 2005
Note Financial Year 21 January 2004
to 30 June 2005 to 30 June 2004
# #
INCOME
Bank interest 10,314 3,136
EXPENSES (2) 49,220 76,701
___________ ___________
LOSS BEFORE TAXATION (38,906) (73,565)
TAXATION (3) (1,888) (627)
___________ ___________
LOSS AFTER TAXATION AND
RETAINED FOR THE YEAR/PERIOD (7) (40,794) (74,192)
=========== ===========
BALANCE SHEET 30 JUNE 2005
Note 2005 2004
# #
CURRENT ASSETS
Other Receivables 3,801 3,140
Bank and cash balances (4) 220,145 239,633
___________ ___________
223,946 242,773
___________ ___________
CURRENT LIABILITIES
Other Payables (5) 29,544 8,838
Taxation (3) 1,888 627
___________ ___________
31,432 9,465
___________ ___________
NET CURRENT ASSETS 192,514 233,308
___________ ___________
NET ASSETS 192,514 233,308
=========== ===========
EQUITY
Called up share capital (6) 307,500 307,500
Retained deficit (7) (114,986) (74,192)
___________ ___________
192,514 233,308
=========== ===========
These financial statements were approved by the Board of Directors on
23 December 2005.
D P S HICKMAN
Director
STATEMENT OF CHANGES IN EQUITY #
Balance at 1 July 2004 233,308
Net loss for the year
(40,794)
___________
Balance at 30 June 2005 192,514
===========
Equity comprises share capital and retained
earnings.
CASH FLOW STATEMENT
Note 2005 2004
# #
NET CASH OUTFLOW FROM
OPERATIONS (A) (19,488) (67,867)
FINANCING
Issue of share capital - 307,500
___________ ___________
NET (DECREASE)/INCREASE IN CASH (19,488) 239,633
=========== ===========
NOTES TO THE CASH FLOW STATEMENT
A. RECONCILIATION OF LOSS TO NET CASH OUTFLOW FROM OPERATIONS
2005 2004
# #
Loss from operations and operating
cash flows before movements in working capital (40,794) (74,192)
Increase in receivables (661) (3,140)
Increase in payables 21,967 9,465
___________ ___________
Cash generated by operations (19,488) (67,867)
=========== ===========
NOTES TO THE FINANCIAL STATEMENTS
1. ACCOUNTING POLICIES
a) Accounting principles
The financial statements have been prepared in accordance
with International Financial Reporting Standards issued by
the International Accounting Standards Board (IASB),
interpretations issued by the Standing Interpretations
Committee of the IASB and applicable requirements of Jersey
Company Law. The financial statements have been prepared
under the historical cost convention.
b) Bank interest
Interest income is accrued on a time basis, by reference to
the principal outstanding and at the applicable interest
rate.
c) Taxation
The tax expense represents tax currently payable and
deferred tax.
The tax currently payable is based on taxable profit for the
year. The liability for current tax is calculated using
rates that have been enacted or substantively enacted by the
balance sheet date.
No deferred tax has been recognised as at the balance sheet
date in respect of the unused tax losses as at present there
is not sufficient evidence to suggest that there will be
sufficient taxable profits against which to utilise them.
2. EXPENSES 2005 2004
# #
The expenses include the following:
Directors' fees 2,000 2,000
Auditors' remuneration for audit 2,500 2,500
services _________ _________
3. TAXATION
Provision is made for Jersey income tax assessable on all
revenue included in the profit and loss account for the
year. The charge for the year can be reconciled to the loss
as per the income statement below:
Year ended Period ended
30 June 2005 30 June 2004
# #
Loss before tax (40,794) (74,192)
Tax at the standard rate in Jersey of 20 % (8,159) (14,838)
Tax effect of trading losses carried forward 9,844 15,340
Other tax adjustments 203 125
_________ _________
Tax expense for the year 1,888 627
========= =========
4. BANK AND CASH BALANCES
2005 2004
# #
Cash at bank 30,145 4,633
Cash held as security 190,000 235,000
_________ _________
220,145 239,633
========= =========
On 16 March 2004 a security interest agreement was entered
into with HSBC Bank plc, supporting the overdraft facility
granted to Glow Telecom International Limited ("GTIL") in
the sum of #235,000. GTIL changed its name to Unofon Client
Services Limited in the year and is a related party by
virtue of common control. The facility was reduced by
#45,000 during the year, and now stands at #190,000.
5. CREDITORS 2005 2004
# #
Auditors' remuneration 2,500 2,500
Directors' fees 2,000 2,000
Other 26,932 4,338
_________ _________
31,432 8,838
========= =========
6. CALLED UP SHARE CAPITAL
Issued Paid
Authorised 2004 & 2005 #
Ordinary shares of 10p each 100,000,000 3,075,000 307,500
___________ _________ _______
A total of #300,000 was raised through the issue of
3,000,000 10p Ordinary Shares in the Private Placing and by
way of the Subscription. 75,000 10p Ordinary Shares were
issued to Corporate Consultants Limited at par in settlement
of its invoice for #7,500 for consulting services in
relation to the introduction of the Company's Ordinary
Shares to AIM.
7. RETAINED DEFICIT
2005 2004
# #
Loss brought forward (74,192) -
Net loss for the year (40,794) (74,192)
__________ __________
At 30 June (114,986) (74,192)
========== ==========
8. RELATED PARTY TRANSACTIONS
On 16 March 2004 a security interest agreement was entered into with
HSBC Bank plc, supporting the overdraft facility granted to Unofon
Client Services Limited, previously known as Glow Telecom International
Limited ("GTIL") in the sum of #235,000. This facility was reduced by
#45,000 in the year and now stands at #190,000. Unofon Client Services is a
related party by virtue of common control.
9. POST BALANCE SHEET EVENTS
As Detailed in the Chairman's report, the company's shares were suspended
from trading on AIM on 19 September 2005 as a result of signing Heads of
Agreement for the potential acquisition of Medpri. Discussions in relation
to this potential acquisition are ongoing as at the balance sheet date, and
if the transaction is concluded this will result in the issue of 61,425,000
ordinary shares in Belgravia Telecom Limited as consideration for the
entire issued share capital of Medpri.
10. STATUTORY ACCOUNTS
The financial information set out above does not constitute the company's
statutory accounts for the year ended 30 June 2005 but is extracted from
those accounts. Statutory accounts for the period will be delivered to the
registrar of companies following the company's annual general meeting. The
auditors have reported on these accounts; their report was unqualified and
did not contain a statement under section 237 (2) or (3) of the Companies
Act.
This information is provided by RNS
The company news service from the London Stock Exchange
END
FR FEMFEDSISESE
Grafico Azioni Belgravia Tel. (LSE:BLG)
Storico
Da Mag 2024 a Giu 2024
Grafico Azioni Belgravia Tel. (LSE:BLG)
Storico
Da Giu 2023 a Giu 2024
