Pan Pacific Aggregates plc : Half Yearly Report – 29/09/2011

PAN PACIFIC AGGREGATES PLC

HALF YEARLY REPORT

Pan Pacific Aggregates plc (“PPA” or the “Group”) (AIM: PPA), an operator of quarries in British Columbia, today announces its Half Yearly Results for the six months ended 30 June 2011.

Financial and Operational Highlights:

·     Revenues up  to £526k (H1 2010: £171k)

·     Gross profit up  to £93k (H1 2010: £23k)

·     Cash outflow from operating activities reduced to £377k (H1 2010: £686k)

·     Administrative expenses of £992k (HI 2010: £792k) including £300k of non-recurring costs related to the aborted reverse takeover

·     Operational loss of £899k (HI 2010: £759k)

·     Finance expenses of £117k (HI 2010: £74k)

·     Loss before tax of £1,016k (H1 2010: loss of £832k)

·     Loss per share of 0.04p per share (H1 2010: 0.05p per share loss)

·     £250k of the £500k owing under the CVA paid to the Supervisor of the CVA

William Voaden, Managing Director of PPA, commented: 

“I am delighted to report that the Quadling Quarry met its production and revenue targets for the period, despite financial problems experienced earlier this year.  We have also grown our supply book and improved quality and customer service.  The significant capital investment made in crushing and processing equipment at Quadling last year is generating returns and this is being reflected in gross margins.  The increase in administrative expenses was primarily due to a one-off expenditure related to the aborted reverse take-over.  We have reduced operating costs in other areas, including completing the pioneering work and now in the production preparation stage to form the quarry faces which will also maximise potential reserves.

Looking ahead, I am confident that the Group is now well positioned to pursue its growth strategy.  After the period end, we raised a further £1,360,000, substantially strengthening our balance sheet.  The core business is stable and we are exploring a number of opportunities, including acquisitions, while keeping a firm control on costs.

With growing turnover, improved margins, focused acquisitions strategy and improved cash position, the board has confidence in the Group’s future.

- Ends -

For further information contact:
Pan Pacific Aggregates plc		Tel: [phone]
Euan McAlpine, Executive Chairman
Zeus Capital Limited (Nomad)		Tel: [phone]
Ross Andrews / Aaron Smyth
Alexander David Securities Limited (Joint Broker)		Tel: [phone]
David Scott / Bill Sharp
XCAP Securities plc (Joint Broker)		Tel: [phone]
John Grant / Karen Kelly

HALF YEARLY REPORT

Introduction:

The first six months of the year has seen a period of sustained improvement for the Group in which it met its production and revenue targets at Quadling Quarry (“Quadling”).  Despite the financial problems encountered earlier this year, we have made substantial progress since we first opened for business at the end of March 2010.  We have continued to improve both the product mix and client base and, in the six months, we have seen revenues rise 208% compared to the same period last year, albeit from a low base. The significant capital investment made in crushing and processing equipment at Quadling last year is now beginning to generate growing revenues. This investment will lead to further increases in both volume and margin for the Group as we continue to develop the quarry. Our commitment to quality control, which took up a major part of H2 2010 has also played an important part in our revenue growth.

We continue to manage our cost base and develop deep sustainable relationships with our long-term clients.

Operational Review:

We are now close to reaching final agreement with BC Hydro, the British Columbia state electricity provider, to divert their powerline which runs through our property to power a 911 emergency communications mast on the top of Sumas Mountain. Negotiations have been ongoing for many months, but we expect to complete the diversion around the western edge of our property boundary shortly. This will allow us to access the western end of our property.

Initially, we will concentrate on harvesting the area currently inaccessible due to the existing cable and the surrounding Right of Way. This will then exhaust the eastern end of Quadling and release an area at the base to relocate the crushing and processing plant. Meanwhile we will develop the western end so that after the plant is relocated, we can use gravity to deliver the raw stock feed and minimise the use of mechanical delivery to the primary crusher. This will greatly reduce costs and allow us to increase our outputs & therefore sales.  Recent contract wins demonstrate our ability to secure contracts after intense bidding activity and we expect this trend to continue.

Once the BC Hydro cable has been diverted, we will apply to the City of Abbotsford for a revision to our existing permit.  This will allow us to maximise the tonnage we can extract from within our current permitted area.

On 17 September 2011, we held our second annual Open Day at Quadling for neighbours, customers, staff, suppliers & subcontractors which was well attended. This also gave us an opportunity to explain our plans over the next 12 months and thank all those who have contributed to our change in fortunes and to answer questions.

Financial Performance:

The Group’s focus on quality product to our customers has underpinned the improvement in revenues.  Revenue for the six month period was £526,000 (H1 2010: £171,000).  The loss before tax was £1,016,000 (H1 2010: £832,000 loss), primarily due to Financial Expenses of £117,000 (H1 2010: £74,000).  While administrative expenses increased over the period to £992,000 (H1 2010: £782,000) this increase was due to approximately £300,000 of non-recurring costs arising from the reverse takeover.

Cash used in operations in the period amounted to £377,000 (H1 2010: £686,000).   Total capital and reserves attributable to equity shareholders of PPA at the period end were £3,013,000 (H1 2010: £5,675,000).

PPA’s financial performance demonstrates that Quadling is contributing to the Group through achieving a positive gross margin and a significant reduction in the cash used in operations. While a loss was recorded for the period, the cash outflow from operating activities reduced to

Statement of financial position:

The net asset and capital and reserve position reduced since year ended 31 December, 2010 due to the loss before tax of £1,016,000.

After the period end, in July and August, the Group raised £1,360,000 (net proceeds £1,245,000) which strengthened PPA’s financial position.

As at 31 August 2011, the Group had approximately £765,000 of cash.

Outlook:

PPA delivers essential aggregates to the Vancouver and Lower Mainland region which continues to enjoy steady market conditions. We continue to increase market share and current market conditions have resulted in opportunities for PPA. 

The Board remains positive that the Group will continue its progress and success during the second half of the year.  The Board is preparing PPA for the next phase of its development and continues to seek additional growth opportunities including acquisitions.

The Board wishes to thank our shareholders for their continued support for PPA during the past year which has been challenging for all concerned.

With our growing turnover, improved margins, focused acquisition strategy and improved cash position we have confidence in the Group’s future success.

Euan McAlpine

Executive Chairman

Pan Pacific Aggregates Plc

UNAUDITED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

Six months ended 30 June 2011

		Unaudited six months ended 30 June 2011	Unaudited six months ended 30 June 2010	Audited Year ended 31 December 2010
	Note	£’000	£’000	£’000
Revenue		526	171	714
Cost of sales		(433)	(148)	(662)
Gross profit		93	23	52
Impairment charge		-	-	(2,000)
Other administrative expenses		(992)	(782)	(1,864)
Loss from operations		(899)	(759)	(3,812)
Financial expense		(117)	(74)	(163)
Financial income		-	1	1
Loss before taxation		(1,016)	(832)	(3,974)
Taxation		-	9	-
Loss for the period/year attributable to the equity holders of the parent		(1,016)	(823)	(3,974)
Other comprehensive income
Exchange differences arising on the translation of foreign subsidiaries		(6)	(51)	(67)
Total comprehensive loss attributable to:
Equity holders of the parent		(1,022)	(874)	(4,041)
Loss per ordinary share
Basic and diluted (pence)	4	(0.04)	(0.05)	(0.2)

Pan Pacific Aggregates Plc

UNAUDITED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

As at 30 June 2011

		Unaudited At 30 June	Unaudited At 30 June	At 31 Audited as at 31 December
		2011	2010	2010
	Note	£’000	£’000	£’000
Assets
Non-current assets
Intangible assets		1,985	3,904	1,953
Property, plant and equipment		3,971	4,127	4,096
Total non-current assets		5,956	8,031	6,049
Current assets
Inventories		230	233	197
Receivables		284	149	304
Cash and cash equivalents		39	281	525
Total current assets		553	663	1,026
Total assets		6,509	8,694	7,075
Liabilities
Current liabilities
Trade payables		1,169	634	754
Mortgage and other loans		1,340	1,523	1,209
		2,509	2,157	1,963
Non-current liabilities
Other loans		232	66	297
Deferred tax		755	796	779
		987	862	1,076
Total liabilities		3,496	3,019	3,039
Total net assets		3,013	5,675	4,036
Capital and reserves attributable to equity holders of the company
Called up share capital	3	2,374	1,624	2,374
Share premium account	3	11,949	11,345	11,949
Foreign exchange reserve		(622)	(600)	(616)
Reserve for options granted		174	54	174
Reserve for warrants granted		224	178	224
Retained deficit		(11,086)	(6,927)	(10,070)
		3,013	5,674	4,035
Non-controlling interest		-	1	1
Total equity		3,013	5,675	4,036

Pan Pacific Aggregates Plc

UNAUDITED CONSOLIDATED STATEMENT OF CASH FLOWS

Six months ended 30 June 2011

		Unaudited six months ended 30 June 2011	Unaudited six months ended 30 June 2010		Audited Year ended 31 December 2010
Operating activities		£’000	£’000		£’000
Loss before taxation		(1,016)	(832)		(3,974)
Adjustments for
Depreciation and amortisation		152	33		211
Impairment		-	-		2,000
Finance income		-	-		(1)
Finance expense		117	74		163
Share based payment expense		-	-		128
		269	107		2,501
Cash outflows from operating activities before changes in working capital and provisions		(747)	(725)		(1,473)
Decrease / (Increase) in trade and other receivables		20	(69)		(275)
(Increase) / decrease in inventories		(33)	(83)		(47)
Increase in trade and other payables		383	191		261
		370	39		(61)
Cash outflows from operating activities		(377)	(686)		(1,534)
Investing activities
Finance income		-	1		1
Disposal of property, plant and equipment		-	5		12
Disposal of current assets held for resale		-	725		725
Purchase of property, plant and equipment		(26)	(595)		(1,254)
Purchase of mineral properties		(32)	(31)		(63)
Cash outflows from investing activities		(58)	105		(579)
Financing activities
Finance expense		(117)	(74)		(163)
Issue of ordinary share capital		-	-		1,500
Share issue costs		-	-		(100)
Repayment of convertible loan notes		-	(725)		(725)
Increase in mortgage and loans		131	-		203
(Repayment) / draw down of other loans		(65)			261
Cash flows from financing activities		(51)	(799)		976
(Decrease) in cash		(486)	(1,380)		(1,137)
Cash and equivalents at beginning of the period / year		525	1,662		1,662
Exchange gain on cash and cash equivalents		-	(1)		-
Cash and equivalents at end of the period / year		39	281		525

NOTES TO THE FINANCIAL INFORMATION

1.         Accounting policies

Basis of preparation

The condensed interim financial information has 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. The condensed interim financial information has been prepared using the accounting policies which will be applied in the Group’s statutory financial information for the year ended 31 December 2011.

The condensed interim financial information for the period 1 January 2011 to 30 June 2011 is neither audited nor reviewed by the auditors of Pan Pacific Aggregates Plc. In the opinion of the Directors, the condensed interim financial information for the period presents fairly the financial position, and the results from operations and cash flows for the period are in conformity with generally accepted accounting principles consistently applied. The financial statements incorporate comparative figures for the interim period 1 January 2010 to 30 June 2010 and the audited financial year to 31 December 2010.

The financial information contained in this interim report does not constitute statutory accounts as defined by section 435 of the Companies Act 2006. The comparatives for the full year ended 31 December 2010 are not the Company’s full statutory accounts for that year.  A copy of the statutory accounts for that year has been delivered to the Registrar of Companies. The auditors’ report on those accounts was unqualified; however it did include references to matters to which the auditors drew attention by way of emphasis on going concern without qualifying their report. The auditors’ report did not contain a statement under section 498(2)-(3) of the Companies Act 2006.

2.         AIM Compliance Committee

In accordance with AIM Rule 31 the Company is required to have in place sufficient procedures, resources and controls to enable its compliance with the AIM Rules; seek advice from its nominated adviser (“Nomad”) regarding its compliance with the AIM Rules whenever appropriate and take that advice into account; provide the Company’s Nomad with any information it requests in order for the Nomad to carry out its responsibilities under the AIM Rules for Companies and the AIM Rules for Nominated Advisers; ensure that each of the Company’s directors accepts full responsibility, collectively and individually, for compliance with the AIM Rules; and ensure that each director discloses without delay all information which the Company needs in order to comply with AIM Rule 17 (Disclosure of Miscellaneous Information) insofar as that information is known to the director or could with reasonable diligence be ascertained by the director.

In order to ensure that these obligations are being discharged, the Board has established a committee of the Board (the “AIM Committee”), chaired by William Voaden, and Dr Anton Schrafl a non-executive director of the Company.

Having reviewed relevant Board papers and met with the Company’s Executive Board and the Nomad to ensure that such is the case, the AIM Committee is satisfied that the Company’s obligations under AIM Rule 31 have been satisfied during the period under review.

3.         Share capital

		Allotted, called up and fully paid ordinary shares		Share
Company	Authorised	of £0.001 each		Premium
	Number	Number	£’000		£’000
As at 1 January 2010	2,081,674,600	1,623,981,242	1,624		11,345
Issue of warrants	-	-	-		-
Issue of shares	-	-	-		-
Issue costs	-	-	-		-
As at 30 June 2010	2,081,674,600	1,623,981,242	1,624		11,345
Issue of warrants	22,500,000				(46)
Issue of shares	750,000,000	750,000,000	750		750
Issue costs					(100)
As at 31 December 2010	2,854,174,600	2,373,981,242	2,374		11,949
Issue of warrants	-	-	-		-
Issue of shares	-	-	-		-
Issue costs	-	-	-		-
As at 30 June 2011	2,854,174,600	2,373,981,242	2,374		11,949

At an Annual General Meeting held on 10 August 2011, a resolution proposing to authorise the Directors to allot Relevant Securities (as defined in the notes to the Resolution in the Notice of Meeting) up to a maximum nominal amount of £6,393,000 was approved.

4.         Loss per share

Basic earnings per share is calculated on the loss after taxation for the period attributable to equity holders of the Company of £1,022,000 (2010: £874,000) and on 2,373,981,242 (2010: 1,623,981,242) ordinary shares, being the weighted average number in issue during the period. Due to the loss in the period the effect of the share options was considered anti-dilutive and hence no additional diluted loss per share information has been provided.

5.    Post reporting date events

On 18 July 2011, the Company entered into a Warrant Deed pursuant to which Alexander David Securities plc, joint broker to the Company, has, conditional on Admission of the Company’s shares, been granted warrants to subscribe for up to 34,111,111 new ordinary shares . The warrants are exercisable at any time in any amounts at a price of 0.1p per share for a period of three years from Admission or removal of the suspension of the shares.

On 18 July 2011, the Company entered into a Warrant Deed pursuant to which Zeus Capital Limited, nominated adviser to the Company, has been granted a warrant to subscribe for up to 34,111,111 new ordinary shares. The warrants are exercisable at any time in any amounts at a price of 0.1p per share for a period of three years from Admission or removal of the suspension of the shares.

On 19 July 2011, the Company issued and allotted 1,335,000,000 new ordinary shares of 0.1 pence each (representing approximately 56 percent of the current issued share capital of the Company) at a price of 0.1 pence per share, to raise £1,335,000 before expenses.

On 11 August 2011, the company issued and allotted 25,000,000 new ordinary shares of 0.1 pence each at a price of 0.1 pence per share in consideration of Mr McAlpine agreeing to capitalise £25,000 of salary, fees and expenses owed to him by the company.

On 23 September 2011, Quadling Quarry repaid in full the CDN$200,000 three month loan it obtained in June 2011.

6.         Distribution of the Half Yearly Report

Copies of the Half Yearly Report will be available to the public from the Company website, www.panagg.com.