Promisia Integrative Limited. Unaudited Interim Financial Statements. For the Year ended 31 December 2018

Transcription

1 Interim Financial Statements For the ended 31 December 2018

2 Consolidated Interim Statement of Profit or Loss and Other Comprehensive Income Dec 2018 Dec 2017 $000 $000 Revenue 727 2,332 Cost of goods sold (381) (642) 346 1,690 Other income Expenses Administration (799) (923) Operating (1,588) (1,379) Research (116) (258) Amortisation and depreciation (28) (23) (2,532) (2,583) Loss before taxation and interest (2,172) (817) Finance cost - interest paid (42) (64) Finance income - interest received 1 22 Net Loss for period before income tax (2,213) (859) Income tax expense - - Net Loss for period (2,213) (859) Other comprehensive income Currency translation differences 5 (17) Total comprehensive loss for period (2,208) (876) attributable to shareholders Basic Earnings per share (0.003) (0.002) Diluted Earnings per share (0.003) (0.002) The accompanying notes form part of these financial statements Page 2

3 Consolidated Interim Statement of Changes in Equity Share Foreign Share Accumulated Total Capital Currency Option Losses Reserve Reserve $000 $000 $000 $000 $000 At 1 January , (54,391) 1,685 Total comprehensive loss for period (859) (859) Other comprehensive income (loss) - (17) - - (17) Share Issue Expired/Retired options 75 - (75) - - Share based payment At 31 December , (55,250) 1,019 At 1 January , (55,250) 1,019 Total comprehensive loss for period (2,213) (2,213) Other comprehensive income (loss) Share Issue 2, ,169 Expired/Retired options 68 - (68) - - Share based payment At 31 December , (57,463) 997 The accompanying notes form part of these financial statements Page 3

4 Consolidated Interim Balance Sheet As at 31 December 2018 Notes Dec 2018 Dec 2017 $000 $000 EQUITY Share Capital ,278 56,041 Accumulated Losses (57,463) (55,250) Other Equity Reserves TOTAL EQUITY 997 1,019 Represented by: CURRENT ASSETS Bank Receivables Prepayments Inventory 1,306 1,383 1,880 2,088 NON-CURRENT ASSETS Investments Intangible Assets Property, plant & equipment TOTAL ASSETS 2,050 2,295 less CURRENT LIABILITIES Payables and Accruals Employee benefits 8 41 Loan 3.4 (iii) NON-CURRENT LIABILITIES Loan 3.4(iii) TOTAL LIABILITIES 1,053 1,276 NET ASSETS 997 1,019 The accompanying notes form part of these financial statements Page 4

5 Consolidated Interim Statement of Cash flows Operating activities Dec 2018 Dec 2017 $000 $000 Receipts from customers 741 2,926 Payments to suppliers and employees (2,502) (4,410) Interest (net) (40) (42) Net cash flows from (used in) operating activities (1,801) (1,526) Investing Activities Purchase intangible assets (7) (19) Purchase property, plant & equipment (38) (5) Net cash flows from (used in) investing activities (45) (24) Financing activities - New share capital 2, Repayment of loans (135) (120) Net cash flows from financing activities 2, Net change in cash 188 (1,503) Cash at Start of Period 324 1,827 Cash at End of Period The accompanying notes form part of these financial statements Page 5

6 Notes to the Consolidated Interim Financial Statements 1. Nature of operations (Company) and its subsidiaries (the Group) principal activities are focused on developing and marketing unique therapeutic natural products with proven safety and efficacy based on robust research. 2 General information and statement of compliance The company is registered under the Companies Act 1993 and is a Financial Markets Conduct 2013 reporting entity in terms of the Financial Reporting Act The group is profit orientated. is a company domiciled in New Zealand. The registered office of the company is level 4, 22 Panama Street, Wellington Basis of Preparation The unaudited interim financial statements have been prepared in accordance with Generally Accepted Accounting Practice in New Zealand, which is the New Zealand equivalent to International Financial Reporting Standards (NZ IFRS). They comply with NZ IAS 34 Interim Financial Reporting and should be read in conjunction with the full financial statements of the Group for the year ended 31 December The financial statements are presented in New Zealand dollars which is the group s functional and presentation currency and rounded to the nearest thousand dollars unless otherwise stated. These financial statements do not include all the information required for full financial statements and consequently should be read in conjunction with the full financial statements of the Group for the year ended 31 December The accounting policies adopted are consistent with those of the previous financial year. All new standards and amended standards issued during 2018 and applicable after 1 January 2019 have not been adopted. The impact in the initial period of application is expected to be minimal at this stage. 3. Disclosures 3.1 Operating segments The Group s reportable segments are based on the geographic location of its activities which reflect the type of activities undertaken and have been determined based on internal reporting used by management and the Board of Directors to assist strategic decision making. 3.2 Financial risk management The Group's activities are exposed to a variety of financial risks: market risk, credit risk, liquidity risk, cash flow risk and fair value interest-rate risk. The condensed interim financial statements do not include all financial risk management information and disclosures required in the annual financial statements; they should be read in conjunction with the Group's annual financial statements as at 31 December There have been no changes in the management of risk or in any risk management policies in the current period. The Group does not have any derivative financial instruments or any other financial assets or liabilities that are classified as instruments at fair value through profit and loss under NZ IFRS. The fair value of assets and liabilities approximates their carrying value. Page 6

7 Notes to the Consolidated Interim Financial Statements 3.3 Share Capital The Group s share capital includes fully paid, subscribed and treasury shares. Issued and paid capital There were 1,901,797,451(31 December 2017: 508,958,971) ordinary shares on issue at balance date. At 31 December 2018 issued and paid capital comprised: Dec 2018 Dec 2017 $000 $000 Opening balance 56,041 55,799 Shares issued 2, Expired options Issue costs (131) - 58,278 56,041 Total new capital of $ 2,300,063 was raised as follows: During January 2018, the Group completed private placements of 47,750,000 shares to wholesale and eligible investors at an issue price of $0.02 per share and raised the sum of $955,000. During December 2018, the Group completed a renounceable rights issue offering three new shares in the Company for every one existing share held in the Company to all eligible shareholders of the Company at an issue price of $0.001 per share. This raised share proceeds of $1,345,063. The new share capital has been raised to support the launch of the Arthrem product into the Australian market, fund ongoing and future product development in New Zealand. Unpaid ordinary shares Treasury shares At 31 December 2018, 16,595,856 shares (2017: 16,595,856) still remain unallocated and are held by a nominee company Promisia Trustee Limited Related party information During the year to 31 December 2018: (i) (ii) Director fees of $100,000 (2017: $92,917) were paid to the directors. Consulting fees of $60,250 (2017 $31,422) were paid to Helen Down, a director and shareholder of the Company. Page 7

8 Notes to The Consolidated Interim Financial Statements (iii) The Brankin Family Interest Trust of which T.D Brankin is a related party and a director of the Group, entered into a loan agreement with Wells Investments Limited on 1 October 2018 to refinance the loan of $ 783,810 to the Company and take effect on 30 January Prior to this date, the loan was to be repaid according to a fixed monthly repayment schedule and was to be fully repaid by December 2021 or earlier, with monthly repayments in the range of $12,500 to $30,000 commencing in April Interest was charged and fixed at 6.5% per annum until 31 December All transactions were conducted on normal trading terms Contingent liabilities There were no contingent liabilities at 31 December 2018 (31 December 2017:$Nil). 3.6 Capital commitments There were no capital commitments at 31 December 2018 (December 2017:$Nil). 3.7 Financial Statements The interim financial statements to 31 December 2018 have not been audited. 3.8 Events subsequent to balance date New share capital On 22 January 2019 the company s major shareholder, Brankin Trust, advised that it wishes to exercise its right to subscribe for an additional 250 million shares at a price of $0.001 per share. This issue of additional shares was approved by a special meeting of shareholders on 4 December The 250 million shares represent shortfall shares not taken up by eligible shareholders in the rights issue that closed on 24 December Change of loan terms The refinancing of the Wells Investment loan of $783,810 went unconditional on 30 January There are no current loan repayment terms and no interest is being charged on the loan. Ministry of Health Prosecution On 7 February 2019 the company was served with a notice of prosecution by the New Zealand Ministry of Health for alleged breaches of the Medicines Act In these charges the Ministry alleges that the company has sold an unlicensed medicine and that certain advertising by the company is in breach of the Medicines Act. The company is to appear in the District Court on 8 March 2019 and intends to defend these charges. There have been no other matters or circumstances since the end of the financial year, not otherwise dealt with in these financial statements that have significantly or may significantly affect the Group s operations. Page 8