Final Results -2 -3-
16 Marzo 2009 - 1:00AM
UK Regulatory
British pound sterling would have decreased profit or loss of the Group by
approximately US $1,906,000 (2007: US $835,000). A 10% strengthening of the US
dollar against the British pound sterling at the reporting date would have
increased profit or loss of the Company by approximately US $1,909,000 (2007: US
$835,000). A 10% weakening of the US dollar against the British pound sterling
would have decreased profit or loss of the Company by approximately US
$1,909,000 (2007: US $835,000). The GBP/USD rate used at 31 December 2008 was
1.4619 (2007: 1.9843). In management's opinion, the sensitivity analysis is
unrepresentative of the inherent foreign exchange risk as the sensitivity
analysis is based on balances at the end of the year and does not reflect the
exposure during the year.
Interest Rate Risk
The Group's exposure to interest rate risk is restricted to the cash and cash
equivalent balance of US $630,404 (US $4,594,007 in 2007). At 31 December 2008,
the Group maintains interest bearing accounts with a corporate bank at variable
rates. The average monthly rate for 2008 was approximately 3% (2007: 4%). An
increase of 100 basis points in interest rates would have increased profit or
loss of the Group by US $10,000 (2007: US $17,000). A decrease of 100 basis
points in interest rates would have decreased profit or loss of the Group by US
$10,000 (2007: US $17,000). An increase of 100 basis points in interest rates
would have increased profit or loss of the Company by $10,000 (2007: US
$17,000). A decrease of 100 basis points in interest rates would have decreased
profit or loss of the Company by US $10,000 (2007: US $17,000). The Group
manages its exposure to interest rate risk by managing its cash balances and
deposits to maximize its return while ensuring the Group has sufficient
available cash to meet its needs. The Group does not enter into interest rate
derivatives.
Other price risks
The Group is exposed to equity price risks arising from equity investments.
Equity investments are held for strategic rather than trading purposes. The
Group does not actively trade these investments.
At the reporting date, the potential effect of using reasonably possible
alternative assumptions as inputs to valuation techniques from which the fair
values of the investments are determined would be an approximate decrease of US
$8.8 million (2007: US $7.6 million) to profit or loss of the Group and the
Company using less favorable assumptions. Due to the current economic
environment, the Group and Company are not using possible favorable assumptions
for 2008. The effect of using reasonably possible alternative assumptions using
more favorable assumptions for 2007 results in an increase of approximately US
$12 million. The more favorable assumptions used in 2007 were an increase in
price of 33% to 54%. The less favorable assumptions used were a reduction in
price of 10% to 15% (2007: 10% to 15%). The determination of reasonably possible
alternative assumptions is subject to considerable judgment.
The amounts generated from the sensitivity analysis are estimates of the impact
of market risk assuming that specified changes occur. Actual results in the
future may differ materially from these results due to developments in the
global financial markets which may cause exchange rates to vary from the
hypothetical amounts disclosed above, which therefore should not be considered a
projection of likely future events and losses.
16. Trade and other payables
Group
Trade and other payables principally comprise amounts outstanding for purchases
and ongoing costs. Other payables include US $1,104,409 of debt relating to
DataTern, Inc. assumed as part of the Asset Purchase Agreement with FireStar
Software Inc. in 2007.
Company
Trade and other payables principally comprise amounts outstanding for trade
purchases and ongoing costs.
The Directors consider that the carrying amount of trade and other payables
approximates to their fair value.
17. Convertible promissory notes
The convertible promissory notes were issued on 30 December 2008. The notes are
convertible into ordinary shares of the Company at any time prior to 31 December
2013 at a conversion price of eighteen pence per ordinary share. In the event
that the closing market price of the ordinary shares is equal to or greater than
25 pence per ordinary share for 25 consecutive trading dates at any time prior
to 31 December 2013, the notes will automatically be converted into fully paid
ordinary shares.
Richard C.E. Morgan, Chief Executive Officer, has subscribed for GBP900,000 of
the convertible promissory notes.
If the notes have not been converted, they will be repaid on 31 December 2013.
Interest of 7 per cent will be paid quarterly until the date of repayment.
For each note issued, the Company also issued 1.11 warrants. Each warrant will
entitle the holder to subscribe for one ordinary share at 20 pence per ordinary
share.
The net proceeds received from the issue of the convertible promissory notes are
classified as a financial liability due to the fact that the notes are
denominated in a currency other than the Company's functional currency.
18. Share capital
+--------------------------------------+--------------+----------+--------------+
| | 2008 | | 2007 |
+--------------------------------------+--------------+----------+--------------+
| | GBP | | GBP |
+--------------------------------------+--------------+----------+--------------+
| | | | |
+--------------------------------------+--------------+----------+--------------+
| Authorised: | | | |
+--------------------------------------+--------------+----------+--------------+
| 150,000,000 ordinary shares of 1p | 1,500,000 | | 1,500,000 |
| each | | | |
+--------------------------------------+--------------+----------+--------------+
+--------------------------------------+-------------+--+-----------+--+-----------+
| | Number | | GBP | | US $ |
+--------------------------------------+-------------+--+-----------+--+-----------+
| | | | | | |
+--------------------------------------+-------------+--+-----------+--+-----------+
| Balance as at 31 December 2006 | 100,100,224 | | 1,001,003 | | 1,808,983 |
+--------------------------------------+-------------+--+-----------+--+-----------+
| | | | | | |
+--------------------------------------+-------------+--+-----------+--+-----------+
| Issued for cash: | | | | | |
+--------------------------------------+-------------+--+-----------+--+-----------+
| Ordinary shares of 1p each | 320,000 | | 3,200 | | 6,278 |
+--------------------------------------+-------------+--+-----------+--+-----------+
| Ordinary shares of 1p each | 9,690,000 | | 96,900 | | 194,411 |
+--------------------------------------+-------------+--+-----------+--+-----------+
| Ordinary shares of 1p each | 18,181,805 | | 181,817 | | 378,399 |
+--------------------------------------+-------------+--+-----------+--+-----------+
| | | | | | |
+--------------------------------------+-------------+--+-----------+--+-----------+
| Balance as at 31 December 2007 | 128,292,029 | | 1,282,920 | | 2,388,071 |
+--------------------------------------+-------------+--+-----------+--+-----------+
| | | | | | |
+--------------------------------------+-------------+--+-----------+--+-----------+
| Issued for cash: | | | | | |
+--------------------------------------+-------------+--+-----------+--+-----------+
| Ordinary shares of 1p each | 246,603 | | 2,466 | | 4,884 |
+--------------------------------------+-------------+--+-----------+--+-----------+
| Ordinary shares of 1p each | 521,897 | | 5,219 | | 10,320 |
+--------------------------------------+-------------+--+-----------+--+-----------+
| Ordinary shares of 1p each | 1,136,364 | | 11,364 | | 22,667 |
+--------------------------------------+-------------+--+-----------+--+-----------+
| Ordinary shares of 1p each | 81,780 | | 818 | | 1,528 |
+--------------------------------------+-------------+--+-----------+--+-----------+
| Ordinary shares of 1p each | 100,184 | | 1,002 | | 1,872 |
+--------------------------------------+-------------+--+-----------+--+-----------+
| | | | | | |
+--------------------------------------+-------------+--+-----------+--+-----------+
| Balance as at 31 December 2008 | 130,378,857 | | 1,303,789 | | 2,429,342 |
+--------------------------------------+-------------+--+-----------+--+-----------+
Holders of the ordinary shares are entitled to receive dividends and other
distributions and to attend and vote at any general meeting.
During the year ended 31 December 2008, the following changes occurred to the
share capital of the Company:
On 2 January 2008, the Company issued 246,603 ordinary 1p shares at a premium of
20.5p per share (US $100,116) to directors in lieu of 2007 directors' fees.
On 1 April 2008, the Company issued 521,897 ordinary 1p shares at a premium of
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