30 December 2015
mirada plc
(AIM: MIRA)
("mirada", “the
Company” or "the Group")
Interim results
for the six months to 30 September
2015
mirada plc, the AIM quoted leading audiovisual content
interaction specialist, announces its unaudited interim results for
the six months to 30 September
2015.
This was a busy period for the Company as it saw the continued
commercial roll out of its iris inspire product over the first
Televisa cable network in Monterrey and completion of the development of
the new Over the Top (“OTT”) suite. The Televisa contract proved a
useful reference point with the Company pitching for a number
of significant potential new Tier 1 and Tier 2 contracts.
Operational Highlights
- Interim results ahead of last year, and on track for full year
performance to be in line with market expectations.
- Continued commercial deployment of the first Televisa network
(Cablevision Monterrey), roll out 20% ahead of management
expectations.
- Next two networks (Cablevisión and Cablemás, both with
headquarters in Mexico City)
expected to deploy mirada products commercially at the end of the
current financial year.
- Two additional networks (Cablecom and Telecable) added to the
Televisa Group, which substantially increased the contract’s long-
term value.
- Successful deployment of the mirada designed user experience
for Movistar+ in Spain.
Key Points
- Revenue of £2.26 million (H1 2014: £2.19 million) during the
six months to 30 September 2015.
- Increased adjusted EBITDA* of £0.18 million (H1 2014: £0.09
million loss), further increase expected once the Mexico City
Televisa networks start their commercial roll out.
- Professional services fees expected to drive second half
revenue higher in advance of the deployment of two additional
networks in Mexico.
- The Board is confident of generating positive free cash flow
during the new financial year (FY17).
*Adjusted EBITDA is defined as earnings before interest, tax,
depreciation, amortisation and share based payment charges
Post period highlights
- Strengthened the Board with the appointment of Gonzalo Babío
(CFO) as an Executive Director. Rafael Martín Sanz stepped down as
non-executive director to pursue other business interests.
- Placing on 24th November
2015 of 25,000,000 ordinary shares of 1 penny each to raise
£1.5 million (6p per share), primarily subscribed by major
shareholders, board and management.
- Good progress with Tier 1 and Tier 2 prospects.
Commenting on the future outlook of
the Group, José Luis Vázquez, CEO of mirada, said:
“The commercial roll out of our new inspire product in
Mexico marked a milestone for the
Company and demonstrated our ability to manage large projects on
behalf of Tier 1 customers. After several months of usage by a
large number of subscribers, we are happy to report that the
superior quality and performance of our products has been proven.
We are confident that the product will receive a warm welcome
amongst end subscribers when launched elsewhere in Mexico at the end of the current fiscal
year.”
“We now have a suite of seamlessly integrated products, that
enables customers to manage TV experience from a tablet or
smartphone and to move content from one screen to another. In
Televisa’s selection of our OTT solution we have gained a key
reference that should help us win other deals. In addition,
the OTT product opens an attractive new business line for mirada.
The Company has recently been invited to submit proposals for
important new business.”
“The team is performing well and is fully deployed on the
projects announced in recent months. The immediate priority is the
commercial roll out of the larger networks at Televisa, while
continuing to develop our product suite.
“Our main shareholders have been supportive, having for the most
part participated in the recent placing that reinforced our balance
sheet. Meanwhile, we are working hard to increase our footprint
among new customers.”
Enquiries:
mirada
plc
José Luis Vázquez, Chief Executive Officer |
+44 (0)
207 868 2104 |
Walbrook
PR
Nick Rome/Sam Allen
mirada@walbrookpr.com |
+44 (0)
207 933 8783 |
Arden
Partners plc (Nomad and Joint Broker)
James Felix/Ciaran Walsh (Corporate Finance)
Kam Bansil (Corporate Broking) |
+44 (0)
207 614 5900 |
Chief Executive Officer’s
Statement
Overview
I am pleased to present the Group’s financial results for the
six months ended 30 September 2015.
During this period the Company’s flagship product, iris inspire,
was commercially deployed in the first cable network in
Mexico, Cablevisión Monterrey, and enjoyed growth ahead of
expectations, ending the period with more than 100,000 set-top
boxes spread among over 60,000 households. Additionally, the
customer reported that the Video on Demand service was much more
widely used than on the legacy platform – an endorsement of the
quality of our product and offering our customers a better return
on investment.
During the period the Company has been progressing successfully
with the development of additional functionalities for the next
generation of the iris inspire product, and further customisation
of the services deployed for the Televisa Group. Although for
internal reasons, Televisa delayed the launch of the commercial
service over the next two networks to the end of mirada’s fiscal
year, it continued to contract further professional services. These
largely compensated for the delay in the subscriber-based license
fees, albeit at a lower margin. As previously announced, the Board
expects the next two networks at Televisa will be commercially
rolled-out by April 2016, and the
Board is confident that the other recently acquired cable networks
will also start using the mirada products during the new fiscal
year.
The team completed the OTT product, which has become an integral
part of the iris inspire proposition, on time. Customers can now
choose either the classic set-top box-based product or the full
proposition, enabling integrated interface with the TV and other
available screens (web, tablets, smartphones). A subscriber can
select content, pause or play TV from companion devices, or move
content from screen to screen. Customers can also choose the mirada
OTT product without the need of a “living room proposition”,
thereby expanding the potential user base.
We continue developing relationships with partners – set-top box
vendors, conditional access suppliers, content delivery network
suppliers – who are expanding mirada’s reach to customers in
regions we would otherwise struggle to reach. Such partners are
able to demonstrate the system and its benefits on our behalf and
in this way we have been invited to participate in new territories
in Central and Eastern Europe and
Africa. Mirada is also reinforcing
its presence through local players in these new markets (resellers
and integrators) to service the new opportunities.
Financial Overview
Turnover was £2.26 million (H1 2014: £2.19 million).
Professional services fees relating to the deployment of two
additional networks in Mexico City
will be recognised in the second half of the year.
Revenues in the Americas remained strong at 77% of the total
revenues (H1 2014: 61%), in line with expectations.
Adjusted EBITDA was £0.18 million (H1 2014: £0.09 million loss),
a £0.27 million improvement.
Operating Losses were £0.61 million (H1 2014: £0.70 million
loss), a £0.09 million improvement.
Loans and borrowings increased by £0.96 million to £3.77 million
(March 2015: £2.81 million).
The additional funding was required to speed-up product
development and incorporate additional functionalities for the next
two networks. Cash and cash equivalents increased to £0.35 million
at the end of the period (March 2015:
£0.21 million).
Post period end, the Company completed an equity placing of £1.5
million on 24th November
2015, with the backing of major shareholders, directors and
management. The funds are to be used to strengthen mirada’s balance
sheet and working capital.
Appointments
During the period we were pleased to welcome Gonzalo Babío (CFO)
as an Executive Director. The addition of such a highly experienced
professional to our Board strengthens our ability to develop our
relationships with big telecoms suppliers and improves our
financial capabilities and corporate governance, which will be
invaluable as we develop our business.
Outlook
The Company is confident that full year revenues will be in line
with market expectations, due to the high degree of visibility of
revenues until the year-end, mostly from professional services for
Televisa. Subscriber-based license fees should start to flow in the
new financial year, giving the Board confidence of reaching
positive free cash flow over the year starting 1 April 2016.
Jose Luis
Vazquez
Chief Executive Officer
30 December
2015
Consolidated income statement for the
six months to 30 September 2015
|
Note |
6 months
ended
30 September 2015 |
6 months
ended
30 September 2014 |
Year
ended
31 March 2015 |
|
|
(Unaudited)
£000 |
(Unaudited)
£000 |
(Audited)
£000 |
Revenue |
2 |
2,264 |
2,191 |
5,657 |
Cost of sales |
|
(107) |
(124) |
(234) |
Gross
profit |
|
2,157 |
2,067 |
5,423 |
|
|
|
|
|
Depreciation |
|
(8) |
(9) |
(21) |
Amortisation |
|
(755) |
(575) |
(1,187) |
Share-based payment charge |
|
(27) |
(31) |
(61) |
Other administrative expenses |
|
(1,973) |
(2,154) |
(3,869) |
Total
administrative costs |
|
(2,763) |
(2,769) |
(5,138) |
Operating (loss)/profit |
3 |
(606) |
(702) |
285 |
Finance income |
|
- |
- |
38 |
Finance expense |
|
(206) |
(185) |
(436) |
(Loss) before
taxation |
|
(812) |
(887) |
(113) |
Taxation |
|
12 |
- |
(62) |
(Loss)/for
period |
|
(800) |
(887) |
(175) |
|
|
|
|
|
(Loss) per share |
|
|
|
|
- basic and diluted |
4 |
(0.7p) |
(1.0p) |
(0.2p) |
The above amounts are attributable to the equity holders of the
parent Company.
Consolidated statement of
comprehensive income
Six months to 30 September 2015
|
6 months ended
30 September 2015 |
6 months ended
30 September 2014 |
Year ended
31 March 2015 |
|
(Unaudited)
£000 |
(Unaudited)
£000 |
(Audited)
£000 |
(Loss) for the financial
period |
(800) |
(887) |
(175) |
Currency translation
differences |
33 |
(77) |
(225) |
Total comprehensive
(expense) for the period |
(767) |
(964) |
(400) |
Consolidated statement of financial position as at 30 September 2015
|
|
30 September 2015 |
30 September 2014 |
31 March 2015 |
|
|
(Unaudited)
£000 |
(Unaudited)
£000 |
(Audited)
£000 |
Property, plant and equipment |
|
45 |
39 |
41 |
Goodwill |
|
6,946 |
6,946 |
6,946 |
Intangible assets |
|
3,407 |
2,389 |
2,843 |
Deferred Tax assets |
|
551 |
523 |
543 |
Non-current assets |
|
10,949 |
9,897 |
10,373 |
|
|
|
|
|
Trade and other receivables |
|
3,356 |
1,679 |
3,565 |
Cash and cash equivalents |
|
352 |
1,218 |
206 |
Current assets |
|
3,708 |
2,897 |
3,771 |
|
|
|
|
|
Total assets |
|
14,742 |
12,794 |
14,144 |
|
|
|
|
|
Loans and borrowings |
|
(2,180) |
(557) |
(1,467) |
Trade and other payables |
|
(2,108) |
(1,556) |
(1,790) |
Provisions |
|
(500) |
(500) |
(500) |
Current liabilities |
|
(4,788) |
(2,613) |
(3,757) |
|
|
|
|
|
Net current
liabilities/assets |
|
(1,082) |
284 |
14 |
|
|
|
|
|
Total assets less current
liabilities |
|
9,867 |
10,181 |
10,387 |
|
|
|
|
|
Interest bearing loans and
borrowings |
|
(1,588) |
(1,703) |
(1,345) |
Other non-current liabilities |
|
(42) |
(96) |
(66) |
Non-current liabilities |
|
(1,630) |
(1,799) |
(1,411) |
|
|
|
|
|
Net assets |
|
8,237 |
8,382 |
8,976 |
|
|
|
|
|
Issued share capital and reserves
attributable to equity holders of the company |
|
|
|
|
Share capital |
|
1,141 |
1,141 |
1,141 |
Share premium |
|
8,748 |
8,748 |
8,748 |
Other reserves |
|
2,763 |
2,878 |
2,730 |
Accumulated losses |
|
(4,415) |
(4,385) |
(3,643) |
Equity |
|
8,237 |
8,382 |
8,976 |
Consolidated statement of changes in
equity
Six months to 30 September 2015
|
Share
capital
£000 |
Share
premium
£000 |
Share
option
reserve
£000 |
Foreign
exchange
reserve
£000 |
Merger
reserve
£000 |
Profit
and loss account
£000 |
Total
£000 |
|
|
|
|
|
|
|
|
At 1 April
2015 |
1,141 |
8,748 |
- |
258 |
2,472 |
(3,643) |
8,976 |
Profit for the
financial period |
- |
- |
- |
- |
- |
(800) |
(800) |
Share based
payment |
- |
- |
- |
- |
- |
28 |
28 |
Movement in foreign
exchange reserve |
- |
- |
- |
33 |
- |
- |
33 |
At 30 September
2015 |
1,141 |
8,748 |
- |
291 |
2,472 |
(4,415) |
8,237 |
|
Share
capital
£000 |
Share
premium
£000 |
Share
option
reserve
£000 |
Foreign
exchange
reserve
£000 |
Merger
reserve
£000 |
Profit
and loss account
£000 |
Total
£000 |
|
|
|
|
|
|
|
|
At 1 April
2014 |
861 |
5,776 |
- |
483 |
2,472 |
(3,529) |
6,063 |
Profit for the
financial period |
- |
- |
- |
- |
- |
(887) |
(887) |
Share based
payment |
- |
- |
- |
- |
- |
31 |
31 |
Issue of shares |
280 |
3,220 |
- |
- |
- |
- |
3,500 |
Share issue costs |
- |
(248) |
- |
- |
- |
- |
(248) |
Movement in foreign
exchange reserve |
- |
- |
- |
(77) |
- |
- |
(77) |
At 30 September
2014 |
1,141 |
8,748 |
- |
406 |
2,472 |
(4,385) |
8,382 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Share
capital
£000 |
Share
premium
£000 |
Share
option
reserve
£000 |
Foreign
exchange
reserve
£000 |
Merger
reserve
£000 |
Profit
and loss account
£000 |
Total
£000 |
|
|
|
|
|
|
|
|
At 1 April
2014 |
861 |
5,776 |
- |
483 |
2,472 |
(3,529) |
6,063 |
Profit for the
financial period |
- |
- |
- |
- |
- |
(175) |
(175) |
Share based
payment |
- |
- |
- |
- |
- |
61 |
61 |
Issue of shares |
280 |
3,220 |
- |
- |
- |
- |
3,500 |
Share issue costs |
- |
(248) |
- |
- |
- |
- |
(248) |
Movement in foreign
exchange reserve |
- |
- |
- |
(225) |
|
|
(225) |
At 31 March
2015 |
1,141 |
8,748 |
- |
258 |
2,472 |
(3,643) |
8,976 |
Consolidated statement of cash flows
six months to 30 September 2015
|
6 months
ended
30 September 2015
(Unaudited) |
6 months
ended
30 September 2014
(Unaudited) |
Year
ended
31 March 2015
(Audited) |
|
£000 |
£000 |
£000 |
Cash flows from
operating activities |
|
|
|
(Loss) for the
period |
(800) |
(887) |
(175) |
Adjustments for: |
|
|
|
Depreciation of
property, plant and equipment |
8 |
9 |
21 |
Amortisation of
intangible assets |
755 |
575 |
1,187 |
Share based payment
charge |
27 |
31 |
61 |
Profit on disposal of
fixed assets |
- |
- |
(11) |
Finance income |
- |
- |
(38) |
Finance expense |
206 |
185 |
436 |
Taxation |
- |
- |
62 |
Operating cash
inflows/(outflows) before movements in working capital |
196 |
(87) |
1,543 |
|
|
|
|
Decrease in trade and
other receivables |
256 |
98 |
(2,144) |
Decrease in
provisions |
- |
(76) |
(76) |
Increase in trade and
other payables |
270 |
(802) |
(444) |
Net cash generated
from operating activities |
722 |
(867) |
(1,121) |
|
|
|
|
Cash flows from
investing activities |
|
|
|
Interest and similar
income received |
- |
2 |
8 |
Cash payments receipts
for financial investments assets |
- |
- |
(132) |
Receipts for financial
investment assets |
- |
- |
23 |
Proceeds from disposal
of property, plant and equipment |
- |
- |
11 |
Purchases of property,
plant and equipment |
(13) |
(13) |
(29) |
Purchases of other
intangible assets |
(1,259) |
(630) |
(1,795) |
|
|
|
|
Net cash used in
investing activities |
(1,272) |
(641) |
(1,914) |
|
|
|
|
Cash flows from
financing activities |
|
|
|
Net payment to settle
derivative |
- |
- |
(121) |
Interest and similar
expense paid |
(206) |
(186) |
(420) |
Issue of share
capital |
- |
3,500 |
3,500 |
Costs of share
issue |
- |
(248) |
(248) |
Loans received |
1,379 |
233 |
1,254 |
Repayment of
loans |
(484) |
(432) |
(570) |
Net cash (used
in)/generated from financing activities |
689 |
2,867 |
3,395 |
|
|
|
|
Net
(decrease)/increase in cash and cash equivalents |
140 |
1,359 |
360 |
Cash and cash
equivalents at the beginning of the period |
206 |
(150) |
(150) |
Exchange gains on cash
and cash equivalents |
6 |
9 |
(4) |
Cash and cash
equivalents at the end of the period |
352 |
1,218 |
206 |
Cash and cash equivalents comprise cash at bank less bank
overdrafts.
Notes to the Accounts
1. Basis of Preparation
These interim financial statements have been prepared using
policies based on International Financial Reporting Standards (IFRS
and IFRIC Interpretations) issued by the International Accounting
Standards Board (“IASB”) as adopted for use in the EU. They do not
include all disclosures that would otherwise be required in a
complete set of financial statements and should be read in
conjunction with the 31 March 2015
Annual Report. The financial information for the half years ended
30 September 2015 and 30 September 2014 do not constitute statutory
accounts within the meaning of Section 434 (3) of the Companies Act
2006 and both periods are unaudited.
The annual financial statements of Mirada plc are prepared in
accordance with IFRS as adopted by the European Union. The
comparative financial information for the year ended 31 March 2015 included within this report does
not constitute the full statutory Annual Report for that period.
The statutory Annual Report and Financial Statements for the year
to 31 March 2015 have been filed with
the Registrar of Companies. The independent Auditors’ Report on
that Annual Report and Financial Statement for 2015 was
unqualified, did not draw attention to any matters by way of
emphasis, and did not contain a statement under 498 (2) or 498 (3)
of the Companies Act 2006.
After making enquiries, the directors have concluded that the
Group have adequate resources to continue operational existence for
the foreseeable future. Accordingly, they continue to adopt the
going concern basis in preparing the half-yearly consolidated
financial statements.
The same accounting policies, presentation and methods of
computation are followed in these interim consolidated financial
statements as were applied in the Group’s latest annual audited
financial statements. In addition, the IASB have issued a
number of IFRS and IFRIC amendments or interpretations since the
last Annual Report was published. It is not expected that any of
these will have a material impact on the Group. The Board of
Directors approved this interim report on 29 December
2015.
2. Segmental reporting
For management purposes the Group is currently organised into
two operating divisions based upon the varying products and
services provided by the Group –Digital TV & Broadcast and
Mobile (which includes Interactive Marketing and Mirada Connect).
The segment headed other relates to corporate overheads.
Segmental results for the 6 months ended 30 September 2015 are as follows:
|
|
Digital
TV |
Mobile |
Other |
Group |
|
|
|
|
&Broadcast |
|
|
|
|
|
|
|
£000 |
£000 |
£000 |
£000 |
|
|
Revenue -
external |
|
2,007 |
257 |
- |
2,264 |
|
|
Gross profit |
|
2,002 |
155 |
- |
2,157 |
|
|
Profit/(loss) before
interest, tax, depreciation & amortisation |
|
504 |
79 |
(399) |
184 |
|
|
Depreciation |
|
(8) |
- |
- |
(8) |
|
|
Amortisation |
|
(743) |
(11) |
- |
(754) |
|
|
Share Option
charges |
|
- |
- |
(27) |
(27) |
|
|
Finance income |
|
- |
- |
- |
- |
|
|
Finance expense |
|
- |
- |
(206) |
(206) |
|
|
Taxation |
|
12 |
- |
- |
12 |
|
|
Segmental
profit/(loss) |
|
(235) |
68 |
(632) |
(799) |
|
|
Segmental results for the 6 months ended 30 September 2014 are as follows:
|
|
Digital
TV |
Mobile |
Other |
Group |
|
|
|
|
&Broadcast |
|
|
|
|
|
|
|
£000 |
£000 |
£000 |
£000 |
|
|
Revenue -
external |
|
1,978 |
195 |
18 |
2,191 |
|
|
Gross profit |
|
1,934 |
115 |
18 |
2,067 |
|
|
Profit/(loss) before
interest, tax, depreciation & amortisation |
|
91 |
54 |
(233) |
(87) |
|
|
Depreciation |
|
(7) |
- |
(2) |
(9) |
|
|
Amortisation |
|
(547) |
(12) |
(15) |
(575) |
|
|
Share Option
charges |
|
- |
- |
(31) |
(31) |
|
|
Finance income |
|
- |
- |
- |
- |
|
|
Finance expense |
|
- |
- |
(185) |
(185) |
|
|
Segmental
profit/(loss) |
|
(463) |
41 |
(466) |
(887) |
|
|
Segmental results for the year ended 31
March 2015 are as follows:
|
|
Digital
TV |
Mobile |
Other |
Group |
|
|
|
|
|
&Broadcast |
|
|
|
|
|
|
|
|
£000 |
£000 |
£000 |
£000 |
|
|
|
Revenue -
external |
|
5,232 |
425 |
- |
5,657 |
|
|
|
Gross profit |
|
5,175 |
248 |
- |
5,423 |
|
|
|
Profit/(loss) before
interest, tax, depreciation & amortisation |
|
2,086 |
91 |
(634) |
1,543 |
|
|
|
Depreciation |
|
(17) |
(1) |
(3) |
(21) |
|
|
|
Amortisation |
|
(1,162) |
(25) |
- |
(1,187) |
|
|
|
Profit on sale |
|
- |
- |
11 |
11 |
|
|
|
Share based payment
charge |
|
- |
- |
(61) |
(61) |
|
|
|
Finance income |
|
- |
- |
38 |
38 |
|
|
|
Finance expense |
|
- |
- |
(436) |
(436) |
|
|
|
Taxation |
|
(62) |
- |
- |
(62) |
|
|
|
Segmental
profit/(loss) |
|
845 |
65 |
(1,085) |
(175) |
|
|
|
Revenue by location of customer
|
6 months ended
30 September 2015
(Unaudited)
£000 |
6 months ended
30 September 2014
(Unaudited)
£000 |
Year ended
31 March 2015
(Audited)
£000 |
|
|
|
|
UK |
301 |
327 |
593 |
Spain |
224 |
463 |
953 |
Continental
Europe |
- |
46 |
52 |
Americas |
1,739 |
1,355 |
4,059 |
Total |
2,264 |
2,191 |
5,657 |
3. Earnings before interest, taxation, depreciation,
amortisation and share-based payment charge
Reconciliation of operating loss to
profit before interest, taxation, depreciation, amortisation and
share-based payment charge:
|
6 months ended
30 September 2015
(Unaudited)
£000 |
6 months ended
30 September 2014
(Unaudited)
£000 |
Year ended
31 March 2015
(Audited)
£000 |
|
|
|
|
Operating loss |
(606) |
(702) |
285 |
Depreciation |
8 |
9 |
21 |
Amortisation of
deferred development costs |
755 |
575 |
1,187 |
Share-based payment charge |
27 |
31 |
61 |
Profit/(loss) before interest,
taxation, depreciation and amortisation |
184 |
(87) |
1,543 |
4. (Loss) per share
|
6 months ended
30 September 2015
(Unaudited) |
6 months ended
30 September 2014
(Unaudited) |
Year ended
31 March 2015
(Audited) |
(Loss) for period |
(£799,540) |
(£887,041) |
(£175,078) |
Weighted average
number of shares |
114,057,695 |
90,353,585 |
104,315,229 |
Basic
earnings/(loss) per share |
£
(0.007) |
£
(0.01) |
£
(0.002) |
Adjusted (loss)/earning per share
Adjusted earnings per share is calculated by reference to the
(loss)/profit from continuing activities before interest, taxation,
amortisation and depreciation and share-based payment charge
(see note 3).
|
6 months ended
30 September 2015
(Unaudited) |
6 months ended
30 September 2014
(Unaudited) |
Year ended
31 March 2015
(Audited) |
Adjusted profit for
period |
£184,059 |
(£87,283) |
£1,543,178 |
Basic adjusted
earnings/(loss) per share |
£0.002 |
£
(0.001) |
£0.015 |
Diluted adjusted
earnings/(loss) per share |
£0.002 |
£
(0.001) |
£0.014 |
The Company may issue up to 5,602,238 (2014: 5,602,238)
additional ordinary shares arising in connection with share options
issued to staff.
5. Related party transactions
Transactions between the company and its subsidiaries, which are
related parties, have been eliminated on consolidation and are not
disclosed in this note.
6. Cautionary statement
Mirada plc has made forward-looking statements in this press
release, including statements about the market for and benefits of
its products and services, financial results, the potential
benefits of business relationships with third parties and business
strategies. These statements about future events are subject to
risks and uncertainties that could cause Mirada plc’s actual
results to differ materially from those that might be inferred from
the forward-looking statements. Mirada plc can make no assurance
that any forward-looking statements will prove correct.
7 Other
Copies of unaudited interim results have not been sent to
shareholders,. However, copies are available on request from the
Company Secretary at the Company’s registered office, 68 Lombard
Street, London, EC3V 9LJ.