Milamber Ventures Plc

October 02, 2015 07:00 ET

Audited Final Results

Further  to  the  Company's preliminary announcement of unaudited results released on 28 August  2015,  the
Directors of the Company are pleased to announce that the audit of the results for the year ended 31  March
2015  has now been completed. The audit has resulted in certain changes to the Balance Sheet of the Company
to  reflect an issue of ordinary shares which took place prior to the year end, which was inadvertently not
accounted for in the unaudited results. The Company's audited results are set out below.

                                           Milamber Ventures plc
                                        ("MLVP " or the "Company")
                                           Audited Final Results

I  am pleased to present the audited final results of Milamber Ventures Plc ("MLVP"), for the year ended 31
March 2015.

Overview of Year's Activities

On 7 May 2014, MLVP completed a reorganisation of the share capital of the Company.  This was effectively a
1  for  25  share  consolidation,  with every 25 of the Company's existing  ordinary  shares  of  1p  being
consolidated  into  1  new ordinary share of 1p ("Ordinary Shares") and a deferred  share  of  24p  ("Share
Capital Reorganisation").  The restricted rights of the deferred shares are such that they have no economic

Immediately  following  this  share capital reorganisation, MLVP completed its  investment  in  Bull  Roger
Limited  ("Bull Rodger") satisfied by the issue of 350,000 Ordinary Shares, issued at a price  of  20p  per
share. MVLP now owns 35% of the share capital of Bull Rodger Limited.

On  3  July  the  Board  welcomed Oladpo ("Dapo") Alani Ladimeji to the Board as a Non-Executive  Director;
replacing John Leece who stepped down from the Board, following successfully seeing the Company through its
transitional phase. Dapo is a qualified accountant, international tax expert has a wide range  of  contacts
and experience, which the Board feel the Company can benefit from.

Total  revenue for the year increased to £85,258 compared to the previous year which was £59,774.  The  net
loss for the year was improved to £38,421 in 2015 compared to £102,781 for 2014, as a result of the sale of
Flux.  The  loss  per share was 2.1p in 2015, compared to the adjusted loss per share  for  2014  of  18.4p
(adjusted for the Share Capital Reorganisation).

The  net  asset  position improved to £384,725 in 2015 from £46,896 in 2014 reflecting  the  conversion  of
£146,250 of debt into equity and the acquisition of stakes in Engage Production Limited ("Engage") and Bull
Rodger, acquisitions both satisfied by the issue of equity in the Company.

In  November  2014, MVLP sold its 49% equity stake in Flux Impact Limited ("Flux") for a  cash  payment  of
GBP35,000,  to Engage Production Limited ("Engage"). £20,000 from this cash payment was used  to  settle  a
loan from Engage to the Company. MLVP acquired its interest in Flux in May 2013 for a nominal consideration
of GBP49.

In  addition, Engage has agreed to repay a total of GBP115,000 to MLVP in monthly instalments over the next
two  years  (the "Repayments") The Repayments relate to a loan of £85,000 from MLVP to Flux and the balance
of  £30,000  relates  to  my services at the Flux launch event. The Repayment will continue  until  October

Post- Balance Sheet Events

At  the  31st  March 2015, MLVP held a 10% interest in Engage and Steve Blyth, a director of  Engage,  held
500,000 Ordinary Shares in MLVP. On 11th May 2015, MLVP entered into an agreement with Mr Blyth to buy-back
his  205,556 shares in MLVP for £1 ("Share Buy-Back"). As part of this agreement, MLVP has agreed to  waive
the  Company's option to acquire options in Engage, representing 2% of Engage's issued share  capital.  The
Share Buy-Back was approved by shareholders at a General Meeting held on 25 August 2015.

In  April  2015,  MVLP launched the Milamber Ambassador Network with the recruitment  of  Gary  June,  Mark
Andrews,  and Gary Mitchell. As part of this new initiative, MVLP raised a total of GBP 22,500 through  the
issue of 125,000 Ordinary Shares at a price of 18p per share. Of these shares, 13,888 Ordinary Shares  were
acquired  by Mark Andrews and 55,556 Ordinary Shares were acquired by each of Gary Mitchell and Gary  June.
The  Milamber  Ambassador  Network  is  a group of experts who collaboratively  apply  their  know-how  and
expertise to develop MVLP's projects and enable its portfolio companies to achieve their full potential.

Simultaneously,  MVLP  launched  the Milamber Filming Network in conjunction  with  Mark  Andrews'  company
'M.A.D.E  in  London,' in which Milamber owns a 49% shareholding. The first filming project began  in  June

In June and July 2015, MVLP signed up two new portfolio companies called White Cobalt Limited and Knowledge
Motion Limited.

We  believe  MLVP's  mission  to  build and consolidate a portfolio of companies  where  the  focus  is  to
facilitate growth by using business development strategies first and funding strategies second  -  gives  a
different perspective from other venture funds.

Our  philosophy  is simple - the best way to build, grow and scale a business is to secure  new  customers,
nurture  them  and  help  grow  them.  By  creating  and harnessing  collaboration  partnerships  with  our
stakeholders we are all aligned to a common purpose and together achieve our goals.

Andy Hasoon
Executive Chairman

28 August 2015


                                                                            2015        2014
                                                                               £          £
                                                                           85,258      59,774
Cost of sales                                                                   -      (6,149)
Gross profit                                                               85,258      53,625
                                                                        (158,679)     (147,681)
Administrative expenses
Total operating loss                                                     (73,421)     (94,056)
Gain/(loss) on disposal of investments                                     35,000      (8,725)
LOSS ON ORDINARY ACTIVITIES BEFORE TAX                                   (38,421)     (102,781)
Tax on ordinary activities                                                      -         -
LOSS ON ORDINARY ACTIVITIES AFTER TAX                                    (38,421)     (102,781)
Loss per share attributable to owners of the Company during the             pence       pence
Basic and fully diluted:                                                                  
Continuing and total operations                                             (2.1)      (18.4)


                                                                        (Audited)      (Unaudited)                 
                                                                             2015             2015             2014
                                                                                £                                 £
FIXED ASSETS                                                                                                       
Development costs                                                          85,500           48,000                -
Investments                                                               203,300          203,300           33,300
Loan to associate                                                          85,000           85,000          131,160
                                                                          373,800          336,300          164,460
CURRENT ASSETS                                                                                                     
Debtors                                                                    53,380           50,880            4,800
Cash at bank                                                               12,038           12,038            6,125
                                                                           65,418           62,918           10,925
Amounts falling due within one year                                        16,534         (48,884)         (59,664)
NET CURRENT (LIABILITIES)/ASSETS                                         (48,739)         (48,739)         (48,739)
CREDITORS PAYABLE IN MORE THAN 1 YEAR                                     (5,609)          (5,609)         (68,825)
NET ASSETS                                                                384,725          344,725           46,896
CAPITAL AND RESERVES                                                                                               
Share capital                                                             171,909          168,575          152,631
Share premium                                                           1,040,194          983,528          683,222
Shares to be issued                                                             -           20,000                -
Equity reserve                                                             27,753           27,753           27,753
Revaluation reserve                                                      (67,004)         (67,004)         (67,004)
Profit and loss account                                                 (788,127)        (788,127)        (749,706)
TOTAL SHAREHOLDERS' FUNDS                                                 384,725          344,725           46,896

Emphasis of Matter - Going Concern
The  Company  incurred a loss for the year of £38,421, had net assets of £384,725 and  a  cash  balance  of

The  Directors disposed of one of the Company's investments which realised sufficient funds to  enable  the
Company to meet its commitments until October 2016.

For  this  reason  the Directors have formed a judgement at the time of approving the financial  statements
that  the Company will have adequate funds to continue in operational existence for the foreseeable  future
and have continued to adopt the going concern basis in preparing the financial statements.

The Board does not recommend the payment of a dividend for the period.

The Directors of the Company accept responsibility for this announcement.

Milamber Ventures plc
Andy Hasoon
T: 07768 875 681

Peterhouse Corporate Finance Limited
Mark Anwyl and Fungai Ndoro
T: 020 7469 0930

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