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Atlas African Industries Limited / Ticker: AAI / Index: AIM and NSE / Sector: Support
Services
31 August 2016
Atlas African Industries Limited
(‘Atlas’ or the ‘Company’)
Interim Results
Atlas Development (AIM, NSE: AAI), the Kenyan headquartered, African focussed support services
and logistics company, provides interim results for the six month period ended 30 June 2016.
CHAIRMAN’S STATEMENT
This has been a frustrating period for the Company and its shareholders.
During the period, we initially made great strides forward to deliver on our strategy to
take advantage of opportunities in the consumer industrial sector: we changed the name
of the Company to Atlas African Industries Limited, shifted our operational focus and
raised US$5 million from new and existing shareholders to strengthen the balance sheet;
through our Ethiopian subsidiary TEAP Glass PLC (‘TEAP’) we secured a 100 year land
lease for our planned new state-of-the-art glass bottle manufacturing facility (the first 45
years of lease payments have been paid in advance) on a 5.5 acre site located in Chancho,
in close proximity to established infrastructure and just 30 kilometres from intended
mine sites for the majority of materials needed to produce high quality bottles; we
appointed MH Engineering Plc, a leading Ethiopian firm, to conduct a full feasibility study,
including architectural, engineering, structural, sanitary, electrical and mechanical
design and quantity surveying services; we commenced ground clearing and
geotechnical drilling on-site ahead of constructing ancillary buildings, and placed
deposits on long lead items. The tangible potential of our Ethiopian project (the ‘Chancho
Project’) was further underpinned by the signing of a memorandum of understanding
with leading Ethiopian brewer Raya Brewery Share Company (‘Raya’), with a view –
subject to confirmation of quality – to entering into an offtake agreement to regularly
supply international standard, high quality glass bottles to Raya in substitution of the
imported bottles it currently uses.
Preliminary economic studies had highlighted the strong potential of the Chancho Project
based on a yearly production capacity of 105 million 330ml bottles, with full production
targeted for early 2019. The Ethiopian Government has designated manufacturing as a
top industrial priority with an emphasis on replacement of imports; the high-quality glass
bottle market is currently dominated by expensive imports, so we identified our project
as having huge benefit to all stakeholders, both the investors and Ethiopia. Success of the
Chancho Project has the potential to generate significant revenue in tax to the Ethiopian
Government as well as generate employment of 195 people in the area. Furthermore, we
perceived significant ancillary benefits would be seen within associated businesses and
supply chains.
Despite these considerable efforts and the factors which suggested that the Chancho
Project would generate positive impacts for the Company, its shareholders, the local
community around Chancho and the Ethiopian Government through tax revenues, our
progress has been undermined and derailed by the actions of the Ethiopian Revenue and
Customs Authority (‘ERCA’). As shareholders will be aware from our announcement of
11 May 2016 we have been subjected to a complete injustice, through the summary
removal of approximately US$2.4 million from TEAP’s bank account with the
Development Bank of Ethiopia by ERCA. ERCA’s actions stem from a tax claim made
against Ardan Risk & Support Services (‘Ardan’) which categorically relate to periods
prior to Atlas’ involvement with Ardan. Atlas has received legal advice that neither it nor
TEAP has any liability for any such taxes under Ethiopian law.
The Board continues in its fight to retrieve the expropriated funds and is pursing all legal,
diplomatic and political channels in order to seek redress, including direct appeals to the
Government of Ethiopia and the Ethiopian Investment Commission and through the UK
Foreign Office and the British Business Secretary; our major shareholders have been
actively lobbying the Canadian and US Governments.
The Company believes that the unilateral removal of these funds was unlawful. I want to
again reiterate and assure shareholders that the Board is examining all available options
as it seeks to have the Company’s funds returned. Concurrently, the Board has been
actively considering alternative options available to maximise shareholder value and on
1 August 2016 announced that the Company has acquired an interest in BonanzaWin, a
Nigerian based gaming company offering a range of online and real-play gaming
experiences including sports betting, casino slot games, and lotto.
This investment is in line with the Company’s active development strategy to identify and
support prospective growth opportunities across Africa. Atlas’ total investment into
Equatorial Partners Limited (‘EPL’, which holds a 60% stake in Saerimner Ltd
(‘Saerimner’) a Nigerian registered company operating under the trading name
“BonanzaWin”) at this stage is US$0.3 million, in consideration for which it has acquired
a 10% equity stake in EPL. BonanzaWin has established a portfolio of gaming businesses
currently focussed on the Nigerian market; the company has a secure online gaming
platform, which powers a wide range of games including sports betting, live casino and
slot games, has three gaming shops where customers can play and place bets, and is a
regulated provider of the Nigerian lottery, for which BonanzaWin sells tickets through a
number of local sales agents. BonanzaWin is licenced and regulated by the Lagos State
Lottery Board and Atlas believes the company represents a compelling investment
opportunity to access Nigeria’s growing gaming and entertainment sectors. For the 12-
month period ended 31 December 2015 EPL and Saerimner reported a loss of US$0.3
million.
Financial Review
For the period under review the Company is reporting turnover of US$63k and
comprehensive losses of US$2.1million. At 30 June 2016 the Company had cash and cash
equivalents of US$1.7 million.
Outlook
While all the building blocks are in place to develop a valuable project for both
shareholders and the people of Ethiopia, the actions taken by ERCA have caused the
Company to suspend activities in connection with the Chancho Project. The Chancho
Project has intrinsic value and we have received approaches from international brewing
companies who see investment into it as a potential entry point into Ethiopia. Despite the
disappointments relating to recent events in Ethiopia, the recent investment in
BonanzaWin provides us with exposure to Nigeria’s large consumer market, specifically
the fast-growing gaming and entertainment market. With rising incomes and increasing
consumer demand, the African continent continues to develop and unlock new market
opportunities and we look forward to keeping shareholders updated with developments
across our portfolio.
Finally, I would like to thank the executive team, who have been upstanding in their
commitment to the Company in the face of severe hardships, and also our shareholders
whose support is invaluable as we focus on remedying the current difficult situation.
Ian H. Mann
Non-Executive Chairman
30 August 2016
For further information please visit www.atlassupport.com or contact:
Carl Esprey Atlas Development Tel: +44 (0) 20 7408 9200
Callum Stewart Stifel Nicolaus Europe Limited Tel: +44 (0) 20 7710 7600
Ashton Clanfield Stifel Nicolaus Europe Limited Tel: +44 (0) 20 7710 7600
Edward Burbidge Burbidge Capital Tel: +254 (0) 202 100 102
Susie Geliher St Brides Partners Ltd Tel: +44 (0) 20 7236 1177
FINANCIAL STATEMENTS
CONSOLIDATED INTERIM INCOME STATEMENT
2016 2014 2015
6 months ended 30 June 2016
6 months ended
31 December 2014
18 months ended
31 December
2015 UNAUDITED UNAUDITED AUDITED
Notes $ '000 $ '000 $ '000
CONTINUING OPERATIONS
Revenue 63 3,148 3,147
Cost of sales (34) (2,116) (1,924)
Gross Profit 29 1,032 1,223
Operating expenses (2,036) (4,075) (13,291)
Share option charge (67) (2,376) (2,720)
Share of results of associate - 182 88
Operating loss 15 (2,074) (5,237) (14,700)
Investment revenues - -
Finance cost - (532) -
Loss before taxation (2,074) (5,769) (14,700)
Taxation (1) (69) (85)
Loss for the year from Continuing Operations 4 (2,075) (5,838) (14,785)
DISCONTINUED OPERATIONS
Loss for the year from Discontinued Operations - - (19,400)
Loss for the year (2,075) (5,838) (34,185)
Loss for the year attributable to owners of the company (2,065) (5,838) (34,182) Loss for the year attributable to noncontrolling interests (10) - (3)
Earnings per Share US cents US cents US cents
From continuing operations
Basic 5 (0.17) (1.50) (3.58)
Diluted (0.17) (1.50) (3.58)
From continuing and discontinued operations
Basic 5 (0.17) (1.50) (8.21)
Diluted (0.17) (1.50) (8.21)
CONSOLIDATED INTERIM STATEMENT OF COMPREHENSIVE INCOME
2016 2014 2015
6 months ended
30 June 2016
6 months ended
31 December 2014
18 months ended
31 December 2015
UNAUDITED UNAUDITED AUDITED
$ '000 $ '000 $ '000
Loss for the period (2,065) (5,838) (34,182)
Exchange differences on translation of foreign operations (3)
(34) 27
Total comprehensive loss for the year attributable to owners of the company
(2,068) (5,872) (34,155)
Total comprehensive loss for the year attributable to non-controlling interests
(10) - (3)
CONSOLIDATED INTERIM STATEMENT OF FINANCIAL POSITION
2015 2014 2015
Notes 30 June 2016
31 December 2014
31 December 2015
UNAUDITED UNAUDITED AUDITED
ASSETS $ '000 $ '000 $ '000
Non-current assets
Goodwill 790 - 790
Property, plant & equipment 6 2,007 5,373 2,045
Intangible Assets 297 -
Investments in associate - 5,257 -
Loans and other receivables - 8,063 -
Total non-current assets 3,094 18,693 2,835
Current assets
Inventories - 126 -
Trade and other receivables 8 2,471 3,361 194
Cash and cash equivalents 9 1,709 12,872 1,450
Total current assets 4,180 16,359 1,644
TOTAL ASSETS 7,274 35,052 4,479
LIABILITIES
Non-current liabilities
Borrowings - - -
Total non-current liabilities - - -
Current liabilities
Trade and other payables 10 (714) (3,505) (777)
Current tax liabilities (101) (68) (126)
Borrowings - (60) -
Total current liabilities (815) (3,633) (903)
TOTAL LIABILITIES (815) (3,633) (903)
NET ASSETS 6,459 31,419 3,576
EQUITY
Issued capital 11 41,510 36,502 36,616
Foreign exchange reserve 24 (41) 27
Share Option Reserve 2,787 - 2,720
Retained earnings (37,827) (5,042) (35,762) TOTAL EQUITY ATTRIBUTABLE TO THE EQUITY HOLDERS OF THE PARENT 6,494 31,419 3,600
Non-controlling interests (35) - (25)
TOTAL EQUITY 6,459 31,419 3,576
CONSOLIDATED INTERIM STATEMENT OF CHANGES IN EQUITY
Share
capital Retained earnings
Share Option Reserve
Foreign Exchange
Reserve
Non-controlling
Interests
Total attributable
to equity holders of the parent
$ '000 $ '000 $ '000 $ '000 $ '000
Balance at 30 June 2014 20,508 (1,580) - (7) 18,921
Loss for the period - (5,838) - - (5,838) Other comprehensive income - - (34) - (34) Total comprehensive income for the period - (5,838) - (34) - (5,872)
Transactions with owners Share issues - cash received 16,836 16,836
Share issue costs (842) - - - (842) Charge in relation to share-based payments - 2,376 - - 2,376 Total transactions with owners 15,994 - 2,376 - - 18,370 Balance at 31 December 2014 36,502 (7,418) 2,376 (41) - 31,419
Loss for the period - (28,344) - (28,344)
Other comprehensive income - - 68 (3) 65 Total comprehensive income for the period - (28,344) - 68 (3) (28,279)
Transactions with owners Share issues - cash received 114 - - - - 114 Charge in relation to share-based payments - - 344 - 344 Non-controlling Interests - - - - (22) (22) Total transactions with owners 114 - 344 - (22) 436 Balance at 31 December 2015 36,616 (35,762) 2,720 27 (25) 3,576
Loss for the
period - (2,065) - (2,065) Other
comprehensive income - - (3) (3) Total comprehensive income for the period - (2,065) - (3) - (2,068) Transactions with owners
Share issues - cash received 5,077 5,077
Share issue costs (183) - - (183)
Charge in relation to share-based
payments - 67.00 - 67 Non-
controlling Interests (10) (10)
Total transactions with owners 4,894 - 67 - (10) 4,951
Balance at 30 June 2016 41,510 (37,827) 2,787 24 (35) 6,459
CONSOLIDATED INTERIM CASH FLOW STATEMENT
2016 2014 2015
6 months ended 30 June 2016
6 months ended 31 December
2014
18 months ended
31 December 2015
UNAUDITED UNAUDITED AUDITED
$ '000 $ '000 $ '000
CASH FLOWS FROM OPERATING ACTIVITIES
Loss before tax (2,074) (5,769) (14,700)
Working Capital Adjustments:
- Depreciation of property, plant and equipment 226 152 463
- Share of Associates profit - (182) (88)
- Share option charge 67 2,376 2,720
- Net interest cost / (income) - 532 -
Operating cash flow before movements in working capital
(1,781) (2,891) (11,605)
Working capital adjustments:
- Decrease/(Increase) in inventories - 126 -
- Decrease/(Increase) in receivables (2,277) (992) 2,175
- Increase / (decrease) in payables (88) 2,993 400
- Increase in pre-operational expenses (intangibles)
(297) - -
Cash used in operations (4,443) (765) (9,031)
Net Interest (cost) / received - (9) -
Net cash used in operating activities (4,443) (774) (9,031)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of property, plant and equipment (228) (5,351) (2,334)
Purchase of subsidiary, net of cash received - - -
Disposal of Discontinued Operation - - (6,459)
Proceeds from Sale of motor vehicles 39 - -
Decrease /(Increase) in loans to associate - 482 -
Net cash used in investing activities (189) (4,869) (8,793)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issue of share capital 5,077 16,836 16,950
Share issue costs (183) (842) (842)
Repayment of borrowings - (55) -
Net cash flow from financing activities 4,894 15,939 16,108
Net increase / (decrease) in cash and cash equivalents
262 10,296 (1,716)
Cash and cash equivalents at start of the period 1,450 3,132 3,132
Effect of foreign exchange rate changes (3) (556) 34
Cash and cash equivalents at end of the period 1,709 12,872 1,450
NOTES TO THE INTERIM FINANCIAL STATEMENTS
1. GENERAL INFORMATION
Atlas African Industries Limited, formerly Atlas Development & Support Services Limited
(“Atlas” or the “Company”) is incorporated and domiciled in Guernsey. The nature of the
Group’s operations and its principal activities are set out in the Chairman’s Statement.
The presentational currency of the Group is US Dollars as this reflects the Group’s business
activities in the services sector in sub-Saharan Africa and therefore the Group’s financial
position and financial performance.
The interim financial statements have been prepared in accordance with International
Financial Reporting Standards (“IFRS”) as adopted by the European Union.
BASIS OF PREPARATION
The interim consolidated financial statements of the Group for the 6 months ended 30 June
2016, which are unaudited and have not been reviewed by the Company’s auditor, have been
prepared in accordance with the International Financial Reporting Standards (‘IFRS’), as
adopted by the European Union, accounting policies adopted by the Group and set out in the
annual report for the year ended 31 December 2015. The Group does not anticipate any
significant change in these accounting policies for the year ended 31 December 2016.
References to 'IFRS' hereafter should be construed as references to IFRSs as adopted by the
EU.
This interim report has been prepared to comply with the requirements of the AIM Rules of
the London Stock Exchange (the ‘AIM Rules’). In preparing this report, the Group has adopted
the guidance in the AIM Rules for interim accounts which do not require that the interim
consolidated financial statements are prepared in accordance with IAS 34, ‘Interim financial
reporting’. While the financial figures included in this report have been computed in
accordance with IFRSs applicable to interim periods, this report does not contain sufficient
information to constitute an interim financial report as that term is defined in IFRSs.
The financial information contained in this report also does not constitute statutory accounts
under the Companies (Guernsey) Law 2008, as amended. The financial information for the
year ended 31 December 2015 is based on the statutory accounts for the period then ended.
The auditors reported on those accounts. Their report was unqualified and did not include
any statements of emphasis of matter.
The current period financial statements have been prepared in accordance with the IFRS
principles applicable to a going concern, which contemplate the realisation of assets and
liquidation of liabilities during the normal course of operations. Having carried out a going
concern review in preparing these interim financial statements, the Directors have concluded
that there is a reasonable basis to adopt the going concern principle.
CRITICAL ACCOUNTING ESTIMATES JUDGMENTS
The preparation of the interim consolidated financial statements is in conformity with IFRS as
adopted in the EU requires the use of certain critical accounting estimates. It also requires
management to exercise its judgement in the process of applying the Group’s accounting
policies. The estimates and assumptions that have a significant risk of causing a material
adjustment to the carrying amounts of assets and liabilities within the next financial period
are discussed below.
LOSS FOR THE PERIOD
Operating expenses include:
2016
6 months
ended 30 June
2016
$ '000
2014
6 month period
to 31 December
2014
$ '000
2015
18 months to
31 December
2015
$ ‘000
Foreign exchange losses /(gains) 11 521 1,288
Consultancy fees 229 386 1,230
Senior Staff Costs 376 708 2,130
LOSS PER SHARE
The calculation of the basic and diluted loss per share is based on the following data:
2016
6 months ended
30 June 2016
$ '000
2014
6 month
period to 31
December
2014
$ '000
2015
18 months to
31 December
2015
$ ‘000
Loss for the purposes of basic loss per share from continuing operations
(2,075) (5,838) (14,785)
Loss for the purposes of basic loss per
share from continued and discontinued
operations
(2,075) (5,838) (345,185)
Number of shares
2016
6 months ended
30 June 2016
$ '000
2014
6 month period
to 31
December
2014
$ '000
2015
18 months to
31 December
2015
$ ‘000
Weighted average number of ordinary
shares for
the purposes of basic and diluted loss
per share
1,228,359,974 377,565,443 414,537,392
Loss per Share from continuing
operations
(0.17) cents (1.5) cents (3.58) cents
Loss per Share from continuing and
discontinued operations (0.17) cents (1.5) cents (8.21) cents
PROPERTY, PLANT AND EQUIPMENT
Plant &
Equipment Motor Vehicles Total
COST $ ‘000 $ ‘000 $ ‘000
As at 1 January 2016 2,328 187 2,515
Additions 228 - 228
Disposals - (53) (53)
As at 30 June 2016 2,556 134 2,690
DEPRECIATION
As at 1 January 2016 (445) (25) (470)
Charge for the period (220) (6) (226)
Disposals 13 13
As at 30 June 2016 (665) (18) (683)
NET BOOK VALUE AT 30 June 2016 1,891 116 2,007 NET BOOK VALUE AT 31 December
2015 1,883 162 2,045
INTEREST IN SUBSIDIARIES
Investments include:
Country of
registration / incorporation
Class of Shares held
% ownership
Principal Activity
ADSS Holdings Limited (formerly Ardan Risk Holdings)
Mauritius Ordinary 100 Investment
Holding
ADSS Trading Limited (formerly Ardan Risk Trading)
Mauritius Ordinary 100 Trading Entity
East Africa Packaging Holdings Limited
Mauritius Ordinary 100 Investment
Holding
TEAP Glass plc Ethiopia Ordinary 100 Trading Entity
Atlas Development (Engineering) PLC
Ethiopia Ordinary 100 Trading Entity
ADSS Extractive Mining Oil and Gas Supportive Services
Ethiopia Ordinary 50 JV Trading Entity
Kalamu Development & Support Services
Tanzania Ordinary 100 Trading Entity
Ardan Servicos Medicos Limitada
Mozambique Ordinary 100 Dormant Entity
Ardan Servicos Logisticos Limitada
Mozambique Ordinary 100 Dormant Entity
Kalamu Management Services Limited
Mauritius Ordinary 66 Trading Entity
The Directors consider the carrying amount of investment in subsidiaries has not suffered any impairment loss.
TRADE AND OTHER RECEIVABLES
All non-current receivables are due within five years from the end of the reporting period.
2016
6 months ended
30 June 2016
$ '000
2014
6 month period to
31 December 2014
$ '000
2015
18 months to
31 December
2015
$ ‘000
Trade receivables - 863 -
Other Receivables 2,410 2,393 5
Prepayments 45 105 166
Rental Deposits 16 - 23
Loans to associate - 8,063 -
Less non-current portion: loans to
associate - (8,063) -
TOTAL CURRENT ASSETS 2,471 3,361 194
The effective interest rates on non-current receivables were 2.2%.
The directors consider that the carrying amount of trade and other receivables approximates their
fair value.
There are no significant amounts past due.
CASH AND CASH EQUIVALENTS
2016
6 months ended
30 June
2016
$ '000
2014
6 month period
to 31 December
2014
$ '000
2015
18 months to
31 December
2015
$ ‘000
Cash and cash equivalents 1,709 12,872 1,450
FINANCIAL LIABILITIES
2016
6 months ended
30 June
2016
2014
6 month
period to 31
December
2015
18 months to
31 December 2015
$ ‘000
$ '000 2014
$ '000
Trade Payables 234 2,347 369
Other Payables 480 1,158 408
Current Tax Liabilities 101 68 -
Borrowings - 60 -
TOTAL TRADE AND OTHER
PAYABLES 815 3,633 777
Trade and other payables principally comprise amounts outstanding for trade purchases and
ongoing costs. The increase during the current period in payables relates to ALK which has
now been consolidated.
The directors consider that the carrying amount of financial liabilities approximates their fair
value.
SHARE CAPITAL
Allotted and fully paid
Ordinary shares of no par value Number $’000
At 31 December 2015 433,063,193 36,616
Issue of shares 1,064,307,692 4,894
Total share Capital:
At 30 June 2016 1,497,370,885 41,510
The Company has one class of ordinary share which carries no right to fixed income.
On 15 August 2014, 77.8 million ordinary shares were issued for cash at a price of 9.0 pence
per ordinary share.
On 23 October 2014, the Company issued 350,000 ordinary shares in part payment for
services rendered by an adviser.
On 17 December 2014, the Company issued 39.1 million ordinary shares at a price of 8.13
pence per ordinary share.
During December 2014, 350,000 shares were issued to the Company’s Kenyan nominated
adviser at a price of £0.10/shares in lieu of professional fees of £35,000.
On 16 February 2016, the Company issued 1,064 million ordinary shares at a price of 0.325
pence per ordinary share.
MOVEMENT IN RETAINED EARNINGS
2016 6 months ended
30 June 2016 $ '000
2014 6 month period to
31 December 2014
2015 18 months to 31 December
2015
$ '000 $ ‘000
Prior Period Losses (35,762) (1,580) (1,580)
Loss for the period (2,065) (5,838) (34,182)
Retained Earnings (37,827) (7,418) (35,762)
CONTROLLING PARTY
The Directors believe that there is no ultimate controlling party.
POST BALANCE SHEET EVENTS
On 1 August 2016, the Company announces that it has acquired a 10% interest in BonanzaWin,
a Nigerian based gaming company offering a range of online and real-play gaming experiences
including sports betting, casino slot games, and lotto.
On1 August 2016, Barry Lobel stepped down from his role as Chief Financial Officer and
Executive Director, effective immediately. The Board is assessing options for a replacement
CFO and expect to fill the position with a non-board appointment in due course.
INTERIM SEGMENTAL REPORTING
Segment information about these businesses is presented below:
Ethiopia Mauritius Unallocated Total
$ '000 $'000 $ '000 $ '000
Revenue
External Sales - - 63 63
Inter-segment sales - - - -
Total revenue - - 63 63
Segment results
Operating profit/(loss) by segment
- (33) (1,974) (2,007)
Share option charge - - (67) (67)
Share of results of associates - - - -
Operating profit/(loss) - (33) (2,041) (2,074)
Finance costs - - - -
Loss before taxation - (33) (2,041) (2,074)
Tax - - (1) (1)
Loss for the year from Continuing Operations
- (33) (2,042) (2,075)
Loss for the year from Discontinued Operations -
- - -
Loss for the year - (33) (2,042) (2,075)
Consolidated Total Assets 3,069 1,037 3,168 7,274
Consolidated Total Liabilities (64) (741) (10) (815)
** ENDS **