Commodity Watch
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Regulatory Announcements
Commodity Watch plc - Start of Trading
Commodity Watch the news, information and independent commentary business that operates Minesite, today announces that all of its 1p Ordinary shares have been admitted to trading on PLUS (the market formerly known as OFEX).
COMMODITY WATCH PLC ("Commodity Watch" or "the Company")
The move forms part of the Company's strategy to:
* Expand its news and information services, including the development of
the www.poweralternatives.com and www.agriprods websites, as well as continued enhancements to www.minesite.com
* Expand the growing events and conference business based upon the
Company's websites
* To provide a market in the shares of the Company for the benefit of
shareholders.
* To improve opportunities for the Company to grow and expand its business.
The Directors believe that providing a market for the shares in Commodity Watch
will be beneficial to its existing shareholders by establishing a valuation for
their investment. Admission to the PLUS Market will assist in providing future
opportunities to grow and expand the business of Commodity Watch.
There are 5,193,470 Ordinary Shares of 1p each in issue, out of an authorised
share capital of 100 million shares. At the anticipated admission price of 100p
this gives the company a market capitalisation of GBP5.2 m.
There are in existence warrants to subscribe for a total of 825,070 shares. Of
these 122,000 are exercisable at the weighted average closing mid price of the
first 20 trading days after admission with an expiry on the fifth anniversary
of admission. 323,000 are exercisable at a 10% premium to the anticipated
admission mid-price of 100p, and 380,070 are exercisable at 14.634 pence per
share , all of these having a ten year life.
LISTING DETAILS
* Sector classification: Financial
* Principal activities: Provision of news, information and independent
comment on companies for use by investors worldwide. Services are
delivered through three websites, www.minesite.com,
www.poweralternatives.com and www.agriprods.com.
* Company website www.commoditywatchplc.com
* Corporate Adviser: Loeb Aron & Company Ltd.
THE SERVICE AND REVENUE MODEL
Commodity Watch provides news, information and independent comment on companies
for use by investors worldwide. These companies principally operate in the
commodity related sectors such as mining, green energy, and agricultural
products. Services are delivered through three websites (www.minesite.com ;
www.poweralternatives.com; www.agriprods.com), and at investor events.
Commodity Watch aims to be the leader in the provision of investor information
utilising current and emerging technologies to deliver content.
The websites are free to access by investors and other readers. Companies
subscribe to join the sites on an annual basis. For each subscriber company a
profile page (or "microsite") provides key summary information about the
company for investors and other readers. Each website has a team of
journalists located worldwide who write informed and independent news about
companies. News and comment also extends to wider issues affecting investors
and companies in a particular sector. The use of audio and video is being
piloted to deliver company information to site users.
The Minesite service has been operating since 1998 and has increased both the
number of subscribers and readers over that period, with close to 300 companies
subscribing (as of Jan 2007) and thousands of readers worldwide. Minesite runs
successful investor events in London, Paris, Geneva and Zurich. At these events
companies present to investors and sector professionals in order to raise their
profile amongst the investment community. This website subscription and event
formula will be repeated for Poweralternatives.com and Agriprods.com.
Copies of the annual reports of Commodity Watch Plc for the period to 31
December 2006 are available from the Company's corporate adviser and will be
posted on the PLUS Markets website.
DIRECTORS
The Commodity Watch Board of directors has a range of experience in fund
management, journalism and the sectors served by the websites. The Directors
are David James Hutchins, Charles Frederick Watson Wyatt, Emma Jane Milton,
Malcolm Alec Burne, and Fiona Isabel Annette Kolek (nee Wyatt)
DAVID JAMES HUTCHINS (CHAIRMAN)
DAVID HUTCHINS commenced his career with the Stock Exchange of Melbourne and
later moved to London where he became head of the International Desk at M&G
Investment Management specialising in the precious metals and commodities
sector worldwide. He subsequently became involved in fund management with
Yorkton Securities and was a founding director of Resources Investment Trust.
He is currently chief executive of Ocean Resources Capital Holdings plc, a
natural resources investment company and a partner in Newland Fund Management
LLP; a boutique FSA regulated fund management business. David is a member of
the FTSE Gold Mines Index Committee.
CURRENT DIRECTORSHIPS
Endstone Capital Ltd
Resources Services Ltd.
Ocean Resources Capital Ltd
Ocean Resources Capital Holdings PLC
Oil Barrel.com Ltd.
Pan Palladium NL
PAST DIRECTORSHIPS
Country Circle Ltd.
Resources Investment Trust Plc
CHARLES FREDERICK WATSON WYATT
CHARLES WYATT started his career as a brokers' analyst before moving to the
Financial Times where he wrote on a number of financial columns including Lex.
He then set up his own consultancy, Wyatt Associates, to act as representative
for a number of Australian resource companies in London. When one of these
companies acquired a controlling interest in Clogau Gold he was appointed
managing director before it listed on London's Unlisted Securities Market - the
precursor of the AIM market - in 1984. He later reverted to Wyatt Associates
which had an eclectic mix of farming, freelance journalism and publicity. In
1998 he founded Minesite and worked for it full-time after a successful fund
raising in 2000.
CURRENT DIRECTORSHIPS
None
PAST DIRECTORSHIPS
None
EMMA JANE MILTON
EMMA MILTON joined Commodity Watch Ltd in November 2004 as CEO, prior to this
she spent five years as a manager in the Mining and Metals Advisory team at
Standard Bank in London. While there she advised on acquisitions and mergers as
well as project finance. She was also responsible for managing assets sales,
carrying out valuations and doing research. Before that she was technical
assistant to Andrew Woollett at Reunion Mining for three years from when the
company listed in London to when it was acquired for US$84 million by Anglo
American. Emma graduated in Geology at Birmingham University before taking a
Masters in Mineral Resources at Cardiff University.
CURRENT DIRECTORSHIPS
Lyncroft Mansions Ltd
JOBS4 Mining Ltd
PAST DIRECTORSHIPS
None
MALCOLM ALEC BURNE
MALCOLM BURNE was originally a stockbroker and financial journalist with the
Financial Times and later controlled and managed fund management, venture
capital and investment banking companies in Australia, Hong Kong and North
America. He is currently the Chairman of Ambrian Capital plc and has been the
director of over 20 companies, many of which have been in the mineral resource
and gold exploration fields. In addition, he was executive chairman of the
Australian Bullion Company (Pty) Ltd,. Australia's leading gold dealer and
member of the Sydney Futures Exchange. Malcolm is also the director of Mano
River Resources Inc., Jubilee Platinum plc and several other resource companies
in Australia.
CURRENT DIRECTORSHIPS
West End Trust Ltd.
Ambrian Capital Plc
The Venture Capital Exchange Ltd
Jubilee Platinum Plc
Mano River Resources (Canada)
Great Panther Inc.(Canada)
Samson Oil and Gas Ltd. (Australia)
PAST DIRECTORSHIPS
Central Asia Gold Ltd.
Goindustry Plc (formerly Grasshopper Investments Plc)
Nautical Petroleum Plc
Pan African Resources Plc
Reliance Mining Ltd.
FIONA ISABEL ANNETTE KOLEK (NEE WYATT)
FIONA KOLEK graduated from Exeter University with a degree in French and
Classical Studies. Her first job was with the publishing company Macmillan
Press, now Palgrave Macmillan, as marketing assistant. She later moved to
Virgin Books as marketing executive. In 2003 she moved to BBC Worldwide and is
now with Harvard University Press where she is promotions and publicity
manager for Europe, Africa, India and the Middle East.
CURRENT DIRECTORSHIPS
None
PAST DIRECTORSHIPS
None
SIGNIFICANT SHAREHOLDINGS OF THE 1P ORDINARY SHARES AS AT 13TH APRIL 2007
Charles Wyatt 28.68%
Ambrian Capital Plc 24.42%
Robert Venner 14.28%
Fiona Kolek 10.00%
Swan Corporation Ltd.* 5.92%
David Stark 3.98%
First Investors Guarantee Ltd. 3.95%
David Hutchins 2.96%
* *A company controlled by Duncan Duckett
Directors holdings 41.64%
FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31 DECEMBER 2006
PROFIT AND LOSS ACCOUNT
2006 2005 (18 months)
* *
Turnover 770,332 863,617
Cost of sales (187,897) (149,440)
------------ ------------
Gross Profit 582,435 714,177
Administrative expenses (429,008) (472,624)
------------ ------------
Operating profit 153,427 241,553
Other interest receivable 21,850 10,708
------------ -----------
Profit on ordinary activities
before taxation 175,277 252,261
Tax on profit on ordinary activities (32,344) (23,166)
------------ ------------
Profit for the period 142,933 229,095
======== =======
BALANCE SHEET
FIXED ASSETS
Tangible assets 70,887 4,128
Investments 56,439 51,439
---------- ------------
CURRENT ASSETS
Debtors 256,157 167,813
Cash at bank and in hand 516,226 475,381
---------- ----------
772,383 643,194
CREDITORS:
AMOUNTS FALLING DUE WITHIN ONE YEAR (481,021) (334,138)
------------ ------------
Net current assets 291,362 309,056
---------- ----------
Total assets
less current liabilities 418,688 364,623
========== =========
CAPITAL AND RESERVES
Called up share capital 1,236 1,236
Share premium account 265,996 265,996
Profit and loss account 151,456 97,391
---------- ----------
SHAREHOLDERS' FUNDS 418,688 364,623
======== ========
RISK FACTORS
Your attention is drawn to the following risk factors:
If any of the events described in the following risks actually occur, the
Company's business, financial conditions, results or future operations could be
adversely affected. In such a case, the price of the Company's Ordinary Shares
could decline and investors may lose all or part of their investment.
Additional risks and uncertainties not presently known to the Directors, or
which the Directors currently deem immaterial, may also have an adverse effect
upon the Company:
(i) the success of the Company depends largely upon the expertise of the
current Directors and their ability to attract subscribers and users to the
Company's websites conferences and forums. The loss of one or more of the key
Directors could have an adverse effect on the Company;
(ii) the value of the Ordinary Shares will depend, to a significant degree,
on the Company's ability to generate revenues from its conferences, forums and
websites, as these are specialist websites focused upon particular industries
the company may be adversely affected by an economic downturn in any of those
particular sectors.
(iii) the Company's future success will also depend, inter alia, on its
Directors and management team. The retention of the services of the existing
directors and management team or their replacement by suitably skilled
Directors and employees cannot be guaranteed;
(iv) the Ordinary Shares are not listed or traded on any stock exchange.
Notwithstanding the fact that the shares are trading on PLUS this should not be
taken as implying that there will be a "liquid" market in the Ordinary Shares.
An investment in the Ordinary Shares may thus be difficult to realise. The
value of the Ordinary Shares may go down as well as up. Investors may therefore
realise less than their original investment, or sustain a total loss of their
investment;
(v) share market conditions, may affect the ultimate value of the
Company's share price regardless of future operating performance;
(vi) the market price of the Ordinary Shares may not reflect the
underlying value of the assets of the Company;
(vii) continued admission to PLUS is entirely at the discretion of
PLUS Markets Group plc; Any changes to the regulatory environment, in
particular the PLUS Rules, could affect the ability of the Company to
maintain a trading facility on the PLUS Market
(viii) PLUS is not AIM or the Official List. Consequently, it may be
more difficult for an investor to sell his or her Ordinary Shares and he or
she may receive less than the amount paid. The market price of the Ordinary
Shares may not reflect the underlying value of the Company's net assets or
operations;
(ix) the share prices of public companies are often subject to significant
fluctuations. In particular, the market for shares in smaller public companies
is less liquid than for larger public companies. Consequently, the Company's
share price may be subject to greater fluctuation and the Ordinary Shares may
be difficult to sell and therefore the shares may not be suitable as a
short-term investment;
(x) the financial information and conference market is highly competitive,
such that the Company's market share growth opportunity may be reduced;
(xi) the Company's investment plan may be severely impacted as a result
of any legislation or regulatory changes affecting or pertaining to
the financial information , media and conference industries; and
(xii) the Company's business plan may be severely impacted by factors
affecting the mining, renewable energy and agricultural sectors generally.
(xiii) There can be no guarantee that the Company will successfully operate
or establish current or additional websites, or continue to successfully market
its sector specific forums and conferences.
(xiv) Whilst the Directors consider (having made appropriate enquiries)
that the Company has sufficient working capital for its foreseeable needs,
however in the future the Company may wish to raise additional funds to expand
its business more rapidly than through organic growth. There is no guarantee
that the then prevailing market conditions will allow for such a fundraising or
that new investors will be prepared to subscribe for Ordinary Shares.
Shareholders may be materially diluted by any further issue of ordinary shares
by the Company;
(xv) The Company may be adversely affected by changes in economic,
political, judicial, administrative, taxation or other regulatory factors,
as well as other unforeseen matters.
The Directors of the Company accept responsibility for the content of this
announcement.
Contacts;
Emma Milton Commodity Watch Plc 020 7395 1935 email emma(at)minesite.com
Peter Freeman Loeb Aron & Co Ltd. 020 7628 1128 email peter(at)loebaron.co.uk
