TIDMVRS

RNS Number : 5811U

Versarien PLC

06 December 2021

06 December 2021

Versarien Plc

("Versarien", the "Company" or the "Group")

Interim Results for the six months ended 30 September 2021

Versarien Plc (AIM: VRS), the advanced engineering materials group, is pleased to announce its unaudited interim results for the six months ended 30 September 2021.

Financial Highlights

-- Group revenues from continuing operations up 41% to GBP3.82 million (H1 2020: GBP2.71 million)*

   --     Graphene revenues up 1 66% to GBP0.93 million (H1 2020: GBP0.35 million) 

-- Adjusted LBITDA** for continuing operations reduced by 39% to GBP0.71 million (H1 2020: GBP1.16 million)

   --     Reported loss before tax of GBP3.11 million (H1 2020: GBP4.34 million) 

-- Reported loss before tax from continuing operations of GBP2.96 million (H1 2020: GBP4.31 million)

   --     Cash of GBP3.46 million at 30 September 2021 (31 March 2021: GBP2.36 million) 

*Excludes discontinued revenues of GBP0.45 million (H1 2020: GBP0.41 million)

**A djusted LBITDA (Loss Before Interest, Tax, Depreciation and Amortisation) excludes exceptional items, share-based payment charges and other losses)

Operational Highlights

-- GBP1.93 million strategic investment in Versarien by GrapheneLab Co. Ltd., South Korea, together with royalty and trademark agreements

-- Acquisition of Spanish graphene manufacturing assets to provide up to an additional 100 tonne powder capacity per annum

-- Orders placed for the purchase of equipment to scale up ink production capacity by an additional 12,000 litres per annum

   --    Lease signed on new dedicated graphene production facility in Longhope, Gloucestershire 

-- Textile supply agreement signed with Crosslete and discussions ongoing with multiple garment suppliers

Post Period Highlights

-- Grant agreement signed to support the development of Pseudo-Capacitor technology aimed at zero emissions for port-side infrastructure

   --    Commercial agreement signed with Superdry to produce graphene enhanced garments 

-- Royalty agreement signed with Gerdau S.A for the distribution of graphene masks primarily in Latin America

Neill Ricketts, CEO of Versarien, commented:

"The first half of this financial year has seen continued progress in our pursuit of commercialisation whilst increasing both production capacity and our global footprint. GSCALE remains on track with particularly pleasing results in textiles and concrete. We remain conscious of our environmental obligations which also brings commercial opportunities as we seek to solve some of the global issues and challenges using graphene and allied two dimensional materials"

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS STIPULATED UNDER THE UK VERSION OF THE MARKET ABUSE REGULATION NO 596/2014 WHICH IS PART OF ENGLISH LAW BY VIRTUE OF THE EUROPEAN (WITHDRAWAL) ACT 2018, AS AMED. ON PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE, THIS INFORMATION IS CONSIDERED TO BE IN THE PUBLIC DOMAIN

For further information please contact:

 
 Versarien Plc 
 Neill Ricketts - Chief Executive Officer         +44 (0) 1594 887204 
 Chris Leigh - Chief Financial Officer 
 
 SP Angel Corporate Finance (Nominated Adviser 
  and Joint Broker) 
 Matthew Johnson 
  Ewan Leggat 
  Adam Cowl                                       +44 (0) 20 3470 0470 
 
 Berenberg (Joint Broker) 
 Mark Whitmore 
  Ciaran Walsh                                    +44 (0) 20 3207 7800 
 
 Yellow Jersey (Investor Relations)               Versarien@yellowjersey.pr.com 
 Charles Goodwin 
  Henry Wilkinson                                 +44 (0) 20 3004 9512 
 

Notes to Editors:

The strategy of Versarien Plc (AIM:VRS) is to be a globally recognised graphene company with a wide portfolio of high-quality verified materials allied to the largest relevant IP portfolio supported by its own UK based research and development centre driving recurring revenue growth through its innovative graphene product applications.

For further information please see: http://www.versarien.com

Chairman's Statement

I referred in the annual report to the challenges that Covid-19 had presented, and to the progress that had been made in spite of the restrictions placed upon us. It is therefore extremely pleasing to be able to report continuing progress at the interim stage.

In particular, advancements in both textiles and concrete have been made and the latter brings the opportunity for significant environmental benefits. We are able to deliver on these projects with the continued support of the UK government through the IUK loan and the strategic investment from GrapheneLab Co Ltd., our partner in South Korea.

Continuing progress means we have to scale up production as demonstrated by the move to dedicated manufacturing facilities in Longhope, Gloucestershire. At this new facility we are commissioning the recently acquired equipment sourced from Spain. This is a significant step on our journey to future revenue generation.

Our global footprint and product portfolio are both important strands of our strategy to become a global player in the graphene space. We have now commissioned all the equipment acquired from Hanwha and have been able to produce high quality CVD single layer graphene suitable for use in the electronics industry.

As announced in October 2021, I will be standing down at the end of this calendar year and Diane Savory will be taking up the post. As we develop our projects, her expertise in managing a public company, chairing the Gloucestershire LEP and experience in textiles will be invaluable. I wish her well in what will be an exciting stage of Versarien's development.

James Stewart CBE

Non-executive Chairman

06 December 2021

Chief Executive Officer's Review

As described in the Annual Report, following the focus on graphene and the discontinuance of the aluminium business, segmental analysis is now split between technology and mature operations. The GSCALE project is described in each of the paragraphs below, but in the immediate future management we will be concentrating on the construction and leisure sectors whilst still progressing the described activities.

UK Technology Operations

The technology operations are now located in six countries being England, Ireland, Spain, South Korea, China and America. UK production (G) is now concentrated at our new 18,000 square foot dedicated graphene facility in Longhope, Gloucestershire housing production equipment previously located at Cheltenham as well as the newly arrived plant and equipment from Spain, which is in the process of commissioning. We are also bringing forward plans for the occupation of a 10,000 square foot innovation centre currently under construction which will include graphene enhanced concrete with polypropylene fibres in the design eliminating the need for steel rebar and providing a strong demonstrator for the technology.

Carbon fibre developments in transport (S ) addresses a UK market worth GBP4 billion in which graphene enhanced composites can reduce weight and improve strength. Versarien has been working extensively in the area of graphene enhanced carbon fibre reinforced polymers( CFRP) for various applications, many of which can be applied to the automotive sector. Versarien was awarded a Technology Developer Accelerator Program (TDAP) grant from the Advanced Propulsion Centre (APC) in 2020 to develop an innovative low-carbon component which will result in reduced vehicle emissions. The TDAP project has overseen the development of a low weight, high strength automotive component which can be directly applied to multiple areas of any vehicle. In partnership with Lotus Cars, the University of Sheffield's Advanced Manufacturing and Research Centre (AMRC) and other supply chain partners one outcome from the project is a graphene enhanced CFRP bonnet assembly for the Lotus Evija electric sports car. Graphene enhanced CFRP in the Lotus Evija Bonnet has achieved three key objectives:

1. Mechanical - improved mechanical performance by at least 10% compared to the base prepreg material (fibrous material pre-impregnated with a particular synthetic resin)

2. Visual - Surface quality to meet Lotus' paint specification

3. Price - Achieved a 10% -25% cost reduction

All three objectives were achieved using a hot press production process with lower capital costs and faster manufacturing. Further development will continue as Versarien and Lotus further optimise the process for use in any body panel. Several other projects are ongoing that contribute to further development of enhanced CFRPs for conventional structural supports, which could provide an innovative alternative for automotive, aerospace and rail manufacturers.

The mission for construction (C) is to reduce CO(2) emissions. 24.7 million tons of ready mixed concrete is used in the UK annually and there are 250,000 miles of roads. Significant reductions in CO(2) can be achieved by reducing the amount of cement used in ready mix whilst still maintaining strength, reducing curing and drying times and reducing or eliminating the need for steel. Introducing graphene reinforced concrete, graphene enhanced polymer fibres and recycled materials has a major impact on reducing CO(2) levels.

Opportunities exist in extending asset life by eliminating cracking, using graphene enhanced polypropylene chopped fibres to replace ferrous rebar, development of self healing concrete, faster curing without cracking, non-destructive microwave rapid repair and 3-dimensional printing.

Studies have shown improved compression strength of 38%, improved flexural strength of between 14% and 45%, increased tensile strength of 15%, improved water permeability of 200%, and increased corrosion resistance.

We are working on national highways projects as well as with HS2 for printed concrete and with non-government bodies on flood defences and rail for light quick deployment of flexible design buildings as well as having trademarked Cementene (TM) for concrete.

Other project areas include wind turbine bases, building house rafts, water industry, flooring screed, very light rail structures, slipform roads/runways.

The mission for Polymers (A), is to reduce the amount of fossil fuel based plastics required where 3.3 million tonnes of plastic is processed in the UK alone and in particular, to increase the recyclability of packaging plastics where incorporating graphene in plastic and bio based plastic has a material effect.

Plastic packaging accounts for 44% of plastic used in the UK but 67% of plastic waste with over 2 million tonnes of plastic packaging used in the UK each year. This is mostly new rather than recycled plastic and Versarien is looking at the effect of adding graphene as a reinforcing filler into HDPE blow moulded bottles to improve the performance of recycled plastics. Pilot trials have shown a 20% weight reduction at a 1.5% - 2% loading.

We continue to work with one of the world's largest packaging companies to evaluate graphene-based coatings as well as on other projects including optical wear, airway medical suction units and other forms of packaging.

The mission for Leisure (L) is similar to polymers, in reducing the use of fossil fuel based materials, but also to improve performance, garment lifetime, recyclability and functionality. In a UK market worth an estimated GBP5.8 billion the use of graphene inks and graphene enhanced material fibres can make a substantial difference.

As disclosed in the recently announced agreement with Superdry we have developed a number of sample garments which is testament to the benefits of utilising Versarien's graphene technology. We continue to work with many organisations on sportswear, civilian and military clothing as well as in specialist applications such as athletic performance, fire and police.

The mission for Elastomers (E) is to improve performance, extend lifetime, recyclability and functionality in the areas of tyres and rubbers (including footwear). The global footwear market is expected to reach $440 billion by 2026 and we are focussed on graphene reinforced biomaterials and conventional elastomers. Our work on electric vehicle tyres has proved 5% reduction in rolling resistance which will help for greater range in electric vehicles. Abrasion is also significantly improved with a new graphene variant.

In footwear we have been able to demonstrate significant increases in tensile strength (50%), modulus (30%), elongation (20%) and tear strength (23%) when compared to reference non-graphene compounds. We are working with Enso, Vivo Barefoot and Flux on these applications.

The GBP1.95 million development agreement with DSTL announced in November 2020 has progressed well and we are on track to complete it in accordance with the agreed milestones.

International Technology Operations

Our international operations are also making progress. In the USA we have signed 22 confidentiality agreements, are working on 14 active projects and have 5 collaborations in place. Sectors include coatings and anticorrosion, packaging/bottling, fabrics, polymers, elastomers, thermal transfer fluids and insulation materials.

In South Korea, we have successfully relocated and commissioned the plant and equipment acquired in the transaction with Hanwha last December, clean room facilities are operational and we have been able to produce high quality CVD graphene samples. The next steps will be to begin commercialising the 100 plus patents acquired by collaborating with institutions and South Korean companies as well as working with our partners at GrapheneLab Co Ltd. on government projects. Whilst this is early stage, we are excited by the many opportunities in the South Korean market including our collaboration on biocides with SD Lab Korea.

Gnanomat in Spain is working with other Group operations on a number of projects in energy storage, biocide materials, screening, sensors, coatings and conductive inks. It has launched a number of products where graphene is combined with metal nano-particles and metal oxides whilst upgrading its manufacturing capability supported by the INN-PRESSME EU funding.

We continue to evaluate the opportunities in China whilst ensuring that we protect our IP and operate in accordance with UK Government guidelines. The macro-political environment has meant that we are now focussing on South Korea as our route to the Asian market.

Mature Businesses

Both AAC Cyroma Limited (plastic products) and Total Carbide Limited (hard wear parts) remained operational throughout the Covid-19 pandemic. Last year was challenging but I am pleased to report that sales have increased by 23% over the comparative period and that they have returned to profitability.

We have exited the aluminium business which is shown as discontinued in the financial statements. We continue to examine ways in which both mature businesses can support the technology business in the future and form synergies to improve efficiency.

Current trading and outlook

As of writing, the outlook for the pandemic is far from certain as is the economy, and we remain vigilant around costs. However, the opportunities for graphene both in the UK and abroad in textiles and concrete are areas of particular near-term focus whilst still progressing the other areas of our GSCALE project.

Neill Ricketts

Chief Executive Officer

06 December 2021

Chief Financial Officer's review

Group Results

As stated in the annual report, the aluminium business based at Cheltenham has now ceased and consequently these results are split between continuing and discontinued operations and the segmental analysis between the technology and mature businesses.

In total, Versarien's revenue for the six months ended 30 September 2021 was GBP4.28 million (H1 2020: GBP3.12 million), up GBP1.16 million, an increase of 37%. The revenue from the continuing businesses increased by 41% to GBP3.82 million up from GBP2.71 million. Revenue from graphene, including that recognised under the DSTL project, was up 166% to GBP0.93 million from GBP0.35 million in the comparative period.

The total loss from operations was GBP3.00 million (H1 2020: GBP4.28 million). This was after charging GBP0.83 million in respect of the six-monthly valuation of the Lanstead Sharing Agreements (H1 2020: GBP1.82 million).

The adjusted LBITDA for continuing operations was GBP0.71 million compared to GBP1.16 million, a reduction of 39% calculated as follows:

 
                                   Six months ended                       Six months ended 
                                   30 September 2021                      30 September 2020 
                             GBP'000        GBP'000   GBP'000       GBP'000        GBP'000   GBP'000 
                          Continuing   Discontinued     TOTAL    Continuing   Discontinued     TOTAL 
                          operations     operations              operations     operations 
----------------------  ------------  -------------  --------  ------------  -------------  -------- 
 Loss from operations        (2,862)          (144)   (3,006)       (4,254)           (21)   (4,275) 
 Depreciation and 
  Amortisation                   683             41       724           504             48       552 
 Share based payments            595              -       595           597              -       597 
 Exceptional items                41             67       108           178              -       178 
 Other losses                    830              -       830         1,817              -     1,817 
----------------------  ------------  -------------  --------  ------------  -------------  -------- 
 Adjusted LBITDA               (713)           (36)     (749)       (1,158)             27   (1,131) 
----------------------  ------------  -------------  --------  ------------  -------------  -------- 
 
 

Exceptional costs were incurred in the period of GBP0.11 million (H1 2020: GBP0.18 million), which mostly relate to the costs associated with the move to the new premises in Longhope. The reported loss before tax for the period was GBP3.11 million (H1 2020: GBP4.34 million). Group net assets at 30 September 2021 were GBP15.9 million (31 March 2021: GBP16.5 million) with cash at the period end of GBP3.5 million (31 March 2021: GBP2.4 million).

Net cash used in operating activities was GBP1.19 million (H1 2020: GBP0.75 million), investment in development costs and equipment was GBP1.87 million (H1 2020: GBP0.17 million) and principal lease payments were GBP0.39 million (H1 2020: GBP0.48 million) giving total cash outflows of GBP3.45 million (H1 2020: GBP1.40 million). These activities were financed by net funds received from the Lanstead sharing agreements of GBP1.80 million (H1 2020: GBP0.93 million), net loans received of GBP1.11 million (H1 2020: GBP1.96 million and net funds received from the share issue to GrapheneLab Co Ltd. of GBP1.90 million (H1 2020: GBPNil) totalling GBP4.81 million (H1 2020: GBP2.89 million). The surplus of GBP1.36 million (H1 2020: GBP1.49 million) resulted in reduced drawings on the invoice finance facilities of GBP0.26 million (H1 2020: GBP0.64 million) thus increasing cash at the period-end by GBP1.10 million (H1 2020: GBP0.85 million). As we progress our GSCALE project we continue to draw on the GBP5 million IUK loan facility, repayment of which is due to commence in 2024.

The mature business segment is seeing increased revenues albeit not yet to pre-covid levels and an overall return to profitability. We continue to maintain strict control over costs.

In summary, it is pleasing to report that the Group's financial results are showing revenue recovery, significantly reduced losses and an improvement in cash resources as we continue to focus on expanding our production facilities with our continued focus on GSCALE.

Chris Leigh

Chief Financial Officer

06 December 2021

Consolidated Interim Financial Statements

Group statement of comprehensive income

For the half year ended 30 September 2021

 
                                                      30 September   30 September 
                                                              2021           2020 
                                                         Unaudited      Unaudited 
                                                           GBP'000        GBP'000 
                                              Notes 
 Continuing operations 
 Revenue                                          3          3,824          2,709 
 Cost of sales                                             (2,744)        (2,310) 
-------------------------------------------  ------  -------------  ------------- 
 Gross profit                                                1,080            399 
 Other operating income                                         88             72 
 Other losses                                                (830)        (1,817) 
 Operating expenses (including exceptional 
  items)                                                   (3,200)        (2,908) 
-------------------------------------------  ------  -------------  ------------- 
 Loss from operations before exceptional 
  items                                                    (2,818)        (4,076) 
 Exceptional items                                4           (44)          (178) 
-------------------------------------------  ------  -------------  ------------- 
 Loss from operations                                      (2,862)        (4,254) 
 Finance charge                                               (96)           (58) 
-------------------------------------------  ------  -------------  ------------- 
 Loss before income tax                                    (2,958)        (4,312) 
 Income Tax                                       5              -              - 
-------------------------------------------  ------  -------------  ------------- 
 Loss from continuing operations                           (2,958)        (4,312) 
 Loss from discontinued operations                2          (155)           (27) 
-------------------------------------------  ------  -------------  ------------- 
 Loss for the period                                       (3,113)        (4,339) 
-------------------------------------------  ------  -------------  ------------- 
 Loss attributable to: 
 - Owners of the parent company                            (3,021)        (4,158) 
 - Non-controlling interest                                   (92)          (181) 
-------------------------------------------  ------  -------------  ------------- 
                                                           (3,113)        (4,339) 
-------------------------------------------  ------  -------------  ------------- 
 Loss per share attributable to the equity 
  holders of the Company: 
 Basic and diluted loss per share                 6        (1.56)p        (2.45)p 
-------------------------------------------  ------  -------------  ------------- 
 
 

There is no other comprehensive income for the year.

The other losses in the period relates to the fair value assessment of the Lanstead sharing agreements at the balance sheet date.

Group statement of financial position

As at 30 September 2021

 
                                                            30 September  31 March 
                                                                    2021      2021 
                                                               Unaudited   Audited 
                                                      Note       GBP'000   GBP'000 
Assets 
Non-current assets 
Intangible Assets                                        7        10,397     9,706 
Property, plant and equipment                                      4,865     4,119 
Deferred taxation                                                     25        25 
Trade and other receivables                                           40       772 
----------------------------------------------------  ----  ------------  -------- 
                                                                  15,327    14,622 
----------------------------------------------------  ----  ------------  -------- 
Current assets 
Inventory                                                          1,666     1,814 
Trade and other receivables                                        4,391     6,449 
Cash and cash equivalents                                          3,462     2,359 
----------------------------------------------------  ----  ------------  -------- 
                                                                   9,519    10,622 
----------------------------------------------------  ----  ------------  -------- 
Total assets                                                      24,846    25,244 
----------------------------------------------------  ----  ------------  -------- 
 
  Equity 
Called up share capital                                            1,941     1,899 
Share premium                                                     34,864    33,003 
Merger reserve                                                     1,256     1,256 
Share-based payment reserve                                        3,844     3,249 
Accumulated losses                                              (24,646)  (21,625) 
----------------------------------------------------  ----  ------------  -------- 
Equity attributable to owners of the parent company               17,259    17,782 
Non-controlling interest                                         (1,380)   (1,288) 
----------------------------------------------------  ----  ------------  -------- 
Total equity                                                      15,879    16,494 
----------------------------------------------------  ----  ------------  -------- 
 
  Liabilities 
Non-current liabilities 
Trade and other payables                                          1, 308     1,222 
Deferred taxation                                                     67        67 
Innovate Loan                                                      3,341     2,260 
Long-term borrowings                                                3 04       356 
----------------------------------------------------  ----  ------------  -------- 
                                                                   5,020     3,905 
----------------------------------------------------  ----  ------------  -------- 
Current liabilities 
Trade and other payables                                           3,162     3,748 
Provisions                                                           119       119 
Invoice discounting advances                                         376       631 
Current portion of long-term borrowings                              290       347 
----------------------------------------------------  ----  ------------  -------- 
                                                                   3,947     4,845 
----------------------------------------------------  ----  ------------  -------- 
Total liabilities                                                  8,967     8,750 
----------------------------------------------------  ----  ------------  -------- 
Total equity and liabilities                                      24,846    25,244 
----------------------------------------------------  ----  ------------  -------- 
 

Group statement of changes in equity

For the half year ended 30 September 2021

 
                                                Share            Share-based                       Non- 
                                      Share   premium    Merger      payment  Accumulated   controlling     Total 
                                    capital   account   reserve      reserve       losses      interest    equity 
                                    GBP'000   GBP'000   GBP'000      GBP'000      GBP'000       GBP'000   GBP'000 
---------------------------------  --------  --------  --------  -----------  -----------  ------------  -------- 
At 1 April 2020 (audited)             1,697    25,497     1,256        2,056     (13,846)         (999)    15,661 
Loss for the period                       -         -         -            -      (4,158)         (181)   (4,339) 
Share-based charge                        -         -         -          597            -             -       597 
---------------------------------  --------  --------  --------  -----------  -----------  ------------  -------- 
At 30 September 2020 (unaudited)      1,697    25,497     1,256        2,653     (18,004)       (1,180)    11,919 
Issue of shares                         202     7,506         -            -            -             -     7,708 
Loss for the period                       -         -         -            -      (3,621)         (108)   (3,729) 
Share-based payments                      -         -         -          596            -             -       596 
---------------------------------  --------  --------  --------  -----------  -----------  ------------  -------- 
At 31 March 2021 (audited)            1,899    33,003     1,256        3,249     (21,625)       (1,288)    16,494 
Issue of shares                          42     1,861         -            -            -             -     1,903 
Loss for the period                       -         -         -            -      (3,021)          (92)   (3,113) 
Share-based payments                      -         -         -          595            -             -       595 
---------------------------------  --------  --------  --------  -----------  -----------  ------------  -------- 
At 30 September 2021 (unaudited)      1,941    34,864     1,256        3,844     (24,646)       (1,380)  (15,879) 
---------------------------------  --------  --------  --------  -----------  -----------  ------------  -------- 
 

Included within the merger reserve is GBP53,000 in respect of the merger with Versarien Technologies Limited (now Versarien Graphene Limited) and GBP964,000 in respect of the acquisition of Total Carbide Limited and GBP239,000 in respect of the acquisition of AAC Cyroma Limited.

Statement of Group cash flows

For the half year ended 30 September 2021

 
 
                                                    Six months      Six months 
                                                         ended           ended 
                                                  30 September    30 September 
                                                          2021            2020 
                                                     Unaudited       Unaudited 
                                                       GBP'000         GBP'000 
-----------------------------------------------  -------------  -------------- 
Cash flows from operating activities 
Cash used in operations                                (1,081)           (683) 
Interest paid                                            (107)            (64) 
-----------------------------------------------  -------------  -------------- 
Net cash used in operating activities                  (1,188)           (747) 
-----------------------------------------------  -------------  -------------- 
 
  Cash flows from investing activities 
Purchase of intangible assets                            (853)           (169) 
Purchase of property, plant and equipment              (1,018)             (1) 
-----------------------------------------------  -------------  -------------- 
Net cash used in investing activities                  (1,871)           (170) 
-----------------------------------------------  -------------  -------------- 
 
  Cash flows from financing activities 
Share issue                                              1,926               - 
Share issue costs                                         (23)               - 
Principal payment of leases under IFRS 16                (386)           (480) 
Innovate UK loan received                                1,081           1,964 
Net proceeds from CBIL loan                                 25               - 
Funds received from Lanstead Sharing Agreement           1,794             925 
Net invoice discounting advances                         (255)           (643) 
-----------------------------------------------  -------------  -------------- 
Net cash generated from financing activities            4,1 62           1,766 
-----------------------------------------------  -------------  -------------- 
 
  Increase in cash and cash equivalents                  1,103             849 
Cash and cash equivalents at start of period             2,359           1,657 
-----------------------------------------------  -------------  -------------- 
Cash and cash equivalents at end of period               3,462           2,506 
-----------------------------------------------  -------------  -------------- 
 

Note to the statement of Group cash flows

   For the half year ended 30 September   2021 
 
 
                                             Six months      Six months 
                                                  ended           ended 
                                           30 September    30 September 
                                                   2021            2020 
                                              Unaudited       Unaudited 
                                                GBP'000         GBP'000 
----------------------------------------  -------------  -------------- 
Loss before income tax                          (3,113)         (4,339) 
Adjustments for: 
Share-based payments                                595             597 
Depreciation and amortisation                       724             552 
Disposal of non-current assets                       87               4 
Finance cost                                        107              64 
Loss on FV movement of share agreement              830           1,817 
Decrease in inventories                             148             242 
Decrease in trade and other receivables             166             447 
(Decrease) in trade and other payables            (625)            (67) 
----------------------------------------  -------------  -------------- 
Cash used in operations                         (1,081)           (683) 
----------------------------------------  -------------  -------------- 
 
 
 Discontinued operations                                       Six months      Six months 
                                                                    ended           ended 
                                                             30 September    30 September 
                                                                     2021            2020 
                                                                Unaudited       Unaudited 
                                                                  GBP'000         GBP'000 
---------------------------------------------------------  --------------  -------------- 
 Net cash generated/(used) in operating activities                    122             (7) 
 Net cash used in investing activities                                (3)               - 
 Net cash generated/(used) from financing activities                (118)              15 
---------------------------------------------------------  --------------  -------------- 
 Increase in cash and cash equivalents from discontinued 
  operations                                                            1               8 
---------------------------------------------------------  --------------  -------------- 
 

Notes to the unaudited interim statements

For the half year ended 30 September 2021

1. Basis of preparation

Versarien Plc is an AIM quoted company incorporated and domiciled in the United Kingdom under the Companies Act 2006. The Company's registered office is Units 1A-D, Longhope Business Park, Monmouth Road, Longhope, Gloucestershire, GL17 0QZ.

The interim financial statements were prepared by the Directors and approved for issue on 06 December 2021. These interim financial statements do not comprise statutory accounts within the meaning of section 434 of the Companies Act 2006. Statutory accounts for the year ended 31 March 2021 were approved by the Board of Directors on 16 August 2021 and delivered to the Registrar of Companies. The report of the auditors on those accounts was unqualified and did not contain statements under sections 498 (2) or (3) of the Companies Act 2006.

As permitted, these interim financial statements have been prepared in accordance with UK AIM Rules and UK-adopted IAS 34, "Interim Financial Reporting". They should be read in conjunction with the annual financial statements for the year ended 31 March 2021, which have been prepared in accordance with UK-adopted international accounting standards, consistent with the IFRS framework adopted in UK law. The accounting policies applied are consistent with those of the annual financial statements for the year ended 31 March 2021, as described in those annual financial statements. Where new standards or amendments to existing standards have become effective during the year, there has been no material impact on the net assets or results of the Group.

These interim financial statements have been prepared on a going concern basis using similar assumptions to those made in the statutory accounts to 31 March 2021.

Certain statements within this report are forward looking. The expectations reflected in these statements are considered reasonable. However, no assurance can be given that they are correct. As these statements involve risks and uncertainties the actual results may differ materially from those expressed or implied by these statements. The interim financial statements have not been audited.

2. Discontinued operations

On 5 August, within the preliminary results, the Group announced its decision to exit the non-core aluminium business of Versarien Technologies Limited based in Cheltenham. The company has been re-named Versarien Graphene Limited and will be used as the revenue generating entity for UK graphene sales whilst 2-DTech Limited and Cambridge Graphene Limited will continue as the UK research and development arms of the graphene business. Financial information relating to

the discontinued operation is set out below.

 
 
 
                                                   Six months ended    Six months ended 
                                                       30 September        30 September 
                                                               2021                2020 
                                                          Unaudited           Unaudited 
                                            Notes           GBP'000             GBP'000 
 
Revenue                                         3               451                 408 
Cost of sales                                                 (363)               (297) 
------------------------------------------  -----  ----------------  ------------------ 
Gross profit                                                     88                 111 
Other operating income                                            1                   2 
Other losses                                                      -                   - 
Operating expenses (including exceptional 
 items)                                                       (233)               (134) 
------------------------------------------  -----  ----------------  ------------------ 
Loss from operations before exceptional 
 items                                                         (80)                (21) 
Exceptional items                               4              (64)                   - 
------------------------------------------  -----  ----------------  ------------------ 
Loss from operations                                          (144)                (21) 
Finance charge                                                 (11)                 (6) 
------------------------------------------  -----  ----------------  ------------------ 
Loss before income tax                                        (155)                (27) 
Income Tax                                      5                 -                   - 
------------------------------------------  -----  ----------------  ------------------ 
Loss from discontinued operations                             (155)                (27) 
------------------------------------------  -----  ----------------  ------------------ 
 

3. Segmental information

The segment analysis for the six months to 30 September 2021 is as follows:

 
                            Central   Technology      Mature      Discontinued   Intra-group     TOTAL 
                                       Businesses    Businesses    Operations     Adjustments 
                            GBP'000       GBP'000       GBP'000        GBP'000        GBP'000   GBP'000 
 
 Revenue                          -           925         2,899            451              -     4,275 
-------------------------  --------  ------------  ------------  -------------  -------------  -------- 
 Gross Margin                     -           254           826             88              -     1,168 
 Other gains/(losses)         (830)             -             -              -              -     (830) 
 Other operating 
  income                          -            86             2              1              -        89 
 Operating expenses         (1,070)      (1, 379)         (755)          (233)              4   (3,433) 
-------------------------  --------  ------------  ------------  -------------  -------------  -------- 
 (Loss)/ profit 
  from operations           (1,900)      ( 1,039)            73          (144)              4   (3,006) 
 Finance income/(charge)       (47)         ( 13)          (36)           (11)              -     (107) 
-------------------------  --------  ------------  ------------  -------------  -------------  -------- 
 (Loss)/profit 
  before tax                (1,947)      (1, 052)            37          (155)              4   (3,113) 
-------------------------  --------  ------------  ------------  -------------  -------------  -------- 
 

The segment analysis for the six months to 30 September 2020 is as follows:

 
                            Central   Technology      Mature      Discontinued   Intra-group     TOTAL 
                                       Businesses    Businesses    Operations     Adjustments 
                            GBP'000       GBP'000       GBP'000        GBP'000        GBP'000   GBP'000 
 
 Revenue                          -           347         2,362            408              -     3,117 
-------------------------  --------  ------------  ------------  -------------  -------------  -------- 
 Gross Margin                     -          (71)           470            111              -       510 
 Other gains/(losses)       (1,817)             -             -              -              -   (1,817) 
 Other operating 
  income                          -            70             2              2              -        74 
 Operating expenses         (1,191)         (945)         (763)          (134)            (9)   (3,042) 
-------------------------  --------  ------------  ------------  -------------  -------------  -------- 
 (Loss)/ profit 
  from operations           (3,008)         (946)         (291)           (21)            (9)   (4,275) 
 Finance income/(charge)        (4)          (22)          (32)            (6)              -      (64) 
-------------------------  --------  ------------  ------------  -------------  -------------  -------- 
 (Loss)/profit 
  before tax                (3,012)         (968)         (323)           (27)            (9)   (4,339) 
-------------------------  --------  ------------  ------------  -------------  -------------  -------- 
 

4. Exceptional items

 
                                           Six months     Six months 
                                                ended          ended 
                                         30 September   30 September 
                                                 2021           2020 
                                            Unaudited      Unaudited 
                                              GBP'000        GBP'000 
--------------------------------------  -------------  ------------- 
Relocation and restructuring costs                108              6 
Costs relating to expansion in China                -             70 
Costs relating to setting up of the 
 Korean subsidiary                                  -              6 
Costs relating to asset purchase from 
 Hanwha                                             -             85 
Other                                               -             11 
--------------------------------------  -------------  ------------- 
                                                  108            178 
--------------------------------------  -------------  ------------- 
 

5. Taxation

The tax charge on the results for the period has been estimated at GBPnil (2020: GBPnil). At the last year end the Group had GBP 19.4 million of trading losses carried forward to set-off against future trading profits.

6. Loss per share

The loss per share has been calculated by dividing the loss after taxation of GBP3,021,000 (2020: GBP4,158,000) by the weighted average number of shares in issue of 193,845,746 (2020: 169,682,290) during the period.

The calculation of the diluted earnings per share is based on the basic earnings per share adjusted to allow for the issue of shares on the assumed conversion of all dilutive options. However, in accordance with IAS33 "Earnings per Share", potential Ordinary shares are only considered dilutive when their conversion would decrease the profit per share or increase the loss per share. As at 30 September 2021 there were 14,677,130 (2020: 14,677,130) potential Ordinary shares that have been disregarded in the calculation of diluted earnings per share as they were considered non-dilutive at that date.

7. Intangible assets

 
                               30 September  31 March 
                                       2021      2021 
                                  Unaudited   Audited 
                                    GBP'000   GBP'000 
-----------------------------  ------------  -------- 
Goodwill                              3,555     3,555 
Customer relationships/order 
 books                                   14        27 
Development costs                     3,297     2,453 
Licence                                  51        58 
Intellectual property                 3,480     3,613 
-----------------------------  ------------  -------- 
Total                                10,397     9,706 
-----------------------------  ------------  -------- 
 

8. Dividends

As stated in the 2013 AIM Admission document, the Board's objective is to continue to grow the Group's business and it is expected that any surplus cash resources will, in the short to medium term, be re-invested into the research and development of the Group's products. In view of this, no dividend is declared and the Directors will not be recommending a dividend for the foreseeable future. However, the Board intends that the Company will recommend or declare dividends at some future date once they consider it commercially prudent for the Company to do so, bearing in mind its financial position and the capital resources required for its development.

9. Interim Report

This interim announcement is available on the Group's website at www.versarien.com

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END

IR EAKADELPFFFA

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December 06, 2021 02:00 ET (07:00 GMT)

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