RNS Number : 1404E
  Newfound N.V.
  24 September 2008
   

    Newfound N.V.

    Interim results for the six months ended 30 June 2008


    Newfound N.V. ("Newfound" or the "Company") today announces its unaudited interim results for the six months ended 30 June 2008.

    Overview

Since its announcement of the 2007 audited full year results, the Company has undergone significant changes. These changes include:
    * the appointment of a new management team, led by Jayne McGivern
    * the completion of a �15 million fundraising
    * the undertaking of a detailed financial and operational review resulting in a restructuring plan which seeks to achieve cost reduction
and preservation of the Company's cash position
    * the decision to obtain CCAA protection for certain of the Company's Canadian subsidiaries against creditors to allow such subsidiaries
to be restructured. The CCAA order is intended to protect the Newfound group from Humber Valley Resort's future losses and cash outflows.

    The Board firmly believes that these actions have created a platform for future growth, which will be able to take advantage of
opportunities in the Caribbean and hopefully at Humber Valley.


    Financial review

For the first six months of 2008, Newfound reported:
    *     revenues of US$ 10.7 million (2007: US$ 17.0 million)

    *     an operating loss before exceptional items of US$ 6.2 million (2007: US$ 7.1 million)

    * an adjusted loss per share of US 2.9 cents (2007: adjusted loss per share of US 5.9 cents)    *     a loss before tax for the six
months of US$ 6.7 million before exceptional items and US$ 10.5 million after exceptional items (2007: US$ 7.4 million pre and post
exceptional items)

    * exceptional losses in Humber Valley Resort of US$ 3.8 million resulting from further losses on contracts entered into in prior years


    Commenting on the results, John Morgan, Interim Chairman, said: 

    "This has been a difficult period for Newfound during which we have had to make some tough decisions. However, I am confident that the
Company is now on a stronger financial footing and will emerge with renewed strength. We have a stronger balance sheet following our
fundraising and a new and energetic management team who have exciting ideas for the future direction of the Company." 


    For further information, please contact:

 Newfound N.V.            020 7470 2438
 Jayne McGivern, CEO 
 Stephen Bentley, Group
 Finance Director

 Collins Stewart         020 7523 8353
 Adrian Hadden
 Lorraine Delannoy

 Citigate Dewe Rogerson  020 7638 9571
 George Cazenove
 Nicola Smith

    About Newfound:

    Newfound is a property development company that is currently focused on developing international luxury resorts and destinations.

    www.newfoundnv.com

    CHIEF EXECUTIVE OFFICER'S REPORT


    Results

    The performance of the Company has been disappointing in 2007 and has continued in the first half of 2008. The loss on ordinary
activities before exceptional items and taxation was US$ 6.7 million for the six month period ended 30 June 2008 (2007: US$ 7.4 million),
whereas the loss before tax after exceptional items for the half year to 30 June 2008 was US$ 10.5 million. The exceptional items of US$ 3.8
million relate to obligations for contracts entered into by Humber Valley Resort Corporation ("HVRC") in previous periods. US$ 7.5 million
of the US$ 10.5 million loss before tax relates to HVRC (2007: US$ 2.0 million). Revenue for the six month period decreased from US$ 17.0
million in 2007 to US$ 10.7 million this year. The decrease in revenue is primarily due to the lower levels of construction activity in
Humber Valley Resort compared to the same period in 2007. The operating performance of Newfound almost entirely relates to the Humber Valley
Resort and central costs as the Caribbean businesses are both yet to contribute any revenue.

    Operating review

    Appointment of a new management team and fundraising
    On 4 July 2008, the Company announced the completion of a $30 million (�15 million) fundraising in order to put the business on a
sounder financial footing. As part of that transaction, I was to be appointed as CEO to turn Newfound around and the management team was
further strengthened with the appointments of Richard Foley as Development Director and Stephen Bentley as Group Finance Director. 

    Humber Valley

- Review
Following the completion of the fundraising and my appointment, a detailed review of Newfound was launched and of HVRC in particular. This
was led by our new Group Finance Director, Stephen Bentley. 
    This review was concluded in early September and found that HVRC had not made adequate provision for its business going forward and we
were unable to stem its losses due to contractual obligations. In addition, we also found many contractual breaches made in respect of
earlier contracts of sale, specifically those entered into in 2003 and 2004.

    - CCAA process
    As a result, and as announced on 8 September, we immediately applied to the court to place HVRC under its protection under the Canadian
Companies' Creditors Arrangement Act ("CCAA"). Newfound is by far the largest creditor of HVRC and there are no cross guarantees in place
from any Newfound group subsidiary or from the Company itself to HVRC.

    It is important to note that the protection received under the CCAA process means that, with effect from 5 September, Newfound will not
be obliged or expected to provide more funding to HVRC, with the exception of some short term funding to enable the process to proceed. This
post 5 September funding is by way of a loan to HVRC, which is senior to almost all of HVRC's other liabilities and we expect it to be
repaid during the next few months from the proceeds of the sale of some of HVRC's assets. 

    Application for the court's protection under the CCAA would have constituted an event of default under the terms of the loan notes
issued in July 2008 and referred to above, and the approval in principle by the noteholders of the CCAA process was therefore obtained in
advance of that application. As previously announced on 8 September 2008, Newfound has agreed to pay to the noteholders the sum of �2
million in consideration for their waiver of the event of default. The terms of the waiver and the fee were approved by the remainder of the
Board, without my involvement.

    It is too early to predict what the outcome will be of the CCAA process which may take some months. Nonetheless, there is a possibility
that the outcome will allow us to develop the remaining 1600 acres of the development site in Humber Valley on a contractual basis that
provides an acceptable return to Newfound, HVRC and its creditors. We intend to submit a plan to the appointed monitor for consideration,
during October this year. However, whatever the outcome is, it is clear that by having dealt with the liabilities and by withdrawing from
the loss making activities of HVRC, Newfound will be a much stronger business.

    Further announcements will be made when significant steps in the process have been achieved. 

    St Kitts and Nevis
On a more upbeat note, I am very encouraged by our assets in the Caribbean and believe that they will produce good returns for the Company.
We anticipate that the Nevis scheme will release monies into the Company during the later part of 2009. Following a final payment to the
Nevis Government in July we have full title and anticipate releasing equity from the project once we have exchanged contracts with a hotel
operator. This in turn will enable us to release plots for sale, many of which are pre-reserved. This will allow me to accelerate the change
in emphasis that I plan to introduce in the Company.
    Future direction of the Company
    Historically, Newfound has focused on developing property in holiday destinations and operating the holiday resorts it had built, in the
expectation of creating a worldwide brand. In future, I would like to see focus not only on major resort developments, but also on more
mainstream property development and investment predominantly in the UK and Europe, and we are investigating this possibility. I believe that
this direction would provide the Company with a more balanced risk profile by reducing the emphasis on resort operations. We will in future
seek third party expertise for resort operations.

    The Company is now able to utilise the considerable expertise and experience now available within Newfound since the new team joined in
July. We intend to use reclaimed equity from, and sensible gearing of, the Caribbean assets to release the seed capital necessary to
implement this programme. We will also seek further investment into Newfound to further these aims.  

    Outlook and strategy
    After a short time as CEO, my overall outlook is cautiously positive. Although there are considerable issues with Humber Valley Resort,
we remain hopeful that the CCAA process will allow us to develop the remaining landholdings in Humber Valley Resort on a sound commercial
footing going forward.  

    To date, the rate at which we sell our completed product has been poor. We have therefore made a strategic decision to change the way
that we sell our existing product. Historically, sales have been handled on the sites (in the Caribbean and in Canada) by in house
employees. Whilst retaining a small number of key staff on all of our sites, we have appointed external international agents to sell and
market on our behalf. We are now able to take our product to a much wider market and compete in the emerging and established global market
place, whilst considerably reducing our overhead.  

    I am very pleased with our assets in the Caribbean not least because we have the only major development site with a valid planning
consent in Nevis, which is considered to be a prime location. These assets underline Newfound's potential as a sound platform for business
expansion in the property sector. Furthermore, the proposed diversification into more traditional property markets, as described above, will
help balance the portfolio and reduce the risk profile of the business.  

    Development team
    As always, people are the key to any successful business and I am delighted that Richard Foley has joined the Board. His expertise will
be a valuable asset to the Company. He has been recently joined here by a development team whose background and experience in the industry
will be vital as we move forward. We will all be making the most of the various opportunities that the current market conditions present.

Jayne McGivern
Chief Executive Officer
24 September 2008


    CONSOLIDATED INCOME STATEMENT
    FOR THE HALF YEAR ENDED 30 JUNE 2008 (UNAUDITED)


                                                   Half year ended 30 June
                                                2008           2008      2008      2007

                                              Before    Exceptional
                                         exceptional          items
                                               items       (note 5)     Total     Total
                                 Note        US$'000        US$'000   US$'000   US$'000

 Revenue                          4          10,744               -   10,744    17,010 
 Cost of sales                               (7,459)        (3,798)  (11,257)  (12,332)
 Gross profit / (loss)                        3,285         (3,798)     (513)    4,678 
 Administrative expenses                     (8,153)              -   (8,153)   (8,994)
 Sales and marketing expenses                (1,346)              -   (1,346)   (2,818)
 Operating loss                   4          (6,214)        (3,798)  (10,012)   (7,134)
 Finance income                                  84               -       84        22 
 Finance costs                                 (561)              -     (561)     (298)
 Loss before tax                             (6,691)        (3,798)  (10,489)   (7,410)
 Taxation credit                                   -              -         -        1 
 Loss for the period                         (6,691)        (3,798)  (10,489)   (7,409)

 Attributable to:
 Equity holders of the Company               (6,691)        (3,798)  (10,489)   (7,395)
 Minority interests                                -              -         -      (14)
                                             (6,691)        (3,798)  (10,489)   (7,409)

 Loss per share from loss                                            US cents  US cents
 attributable to equity holders
 of the Company
 - basic and diluted              6                                     (4.5)     (5.9)



    CONSOLIDATED INCOME STATEMENT
    FOR THE YEAR ENDED 31 DECEMBER 2007

                                                        Year ended 31 December
                                                     2007         2007      2007
                                               
                                                   Before  Exceptional
                                                 exceptio        items
                                                      nal                  Total
                                                    items
                                                  US$'000      US$'000   US$'000
                                               
 Revenue                                          34,051             -    34,051
 Cost of sales                                   (24,424)      (1,489)  (25,913)
 Gross profit / (loss)                             9,627       (1,489)    8,138 
 Administrative expenses                         (20,899)      (1,598)  (22,497)
 Sales and marketing expenses                     (2,814)        (653)   (3,467)
 Other income                                         32             -       32 
 Operating loss                                  (14,054)      (3,740)  (17,794)
 Finance income                                       47             -       47 
 Finance costs                                      (910)            -     (910)
 Loss before tax                                 (14,917)      (3,740)  (18,657)
 Taxation credit                                      56             -       56 
 Loss for the year                               (14,861)      (3,740)  (18,601)
                                               
 Attributable to:                              
 Equity holders of the Company                   (14,847)      (3,740)  (18,587)
 Minority interests                                  (14)            -      (14)
                                                 (14,861)      (3,740)  (18,601)
                                               
 Loss per share from loss attributable to                               US cents
 equity holders of the Company                 
 - basic and diluted                                                      (13.8)
                                               


    CONSOLIDATED BALANCE SHEET
    AS AT 30 JUNE 2008

                                                         31 December   30 June
                                                30 June         2007      2007
                                                   2008
                                                US$'000      US$'000   US$'000
                                                      (                      (
                                               unaudite               unaudite
                                                     d)                     d)
 ASSETS                                      
 Non-current assets                          
 Property, plant and equipment                  34,932       34,031    33,226 
 Trade and other receivables                     2,726          543    10,983 
 Deferred tax assets                             1,282        1,318     1,223 
                                                38,940       35,892    45,432 
 Current assets                              
 Inventories                                    32,094       29,506    24,814 
 Trade and other receivables                    22,188       25,337    17,852 
 Current tax assets                                  -            -     1,321 
 Customer deposits                                  81          166       304 
 Cash and cash equivalents                       1,398        8,647     1,599 
                                                55,761       63,656    45,890 
 LIABILITIES                                 
 Current liabilities                         
 Trade and other payables                      (30,651)     (27,774)  (26,511)
 Deferred revenue                               (4,111)      (4,103)  (17,801)
 Borrowings                                    (16,543)     (12,868)  (10,441)
 Class B and Class C share liability            (1,942)      (1,747)        - 
 Provisions                                          -            -      (658)
                                               (53,247)     (46,492)  (55,411)
                                             
 Net current assets / (liabilities)              2,514       17,164    (9,521)
 Non-current liabilities                     
 Other payables                                   (271)        (337)        - 
 Deferred tax liabilities                       (1,531)      (1,574)   (1,461)
 Deferred revenue                              (23,348)     (21,230)   (9,435)
 Borrowings                                     (4,420)      (6,478)   (8,363)
 Class B and Class C share liability                  -        (517)   (2,283)
                                               (29,570)     (30,136)  (21,542)
                                             
 Net assets                                     11,884       22,920    14,369 
                                             
 EQUITY                                      
                                             
 Share capital                                   3,179        3,179     1,626 
 Premium on shares issued                       42,831       42,831    25,348 
 Other reserves                                  7,211        7,211     7,211 
 Translation reserve                               699        1,246       539 
 Loss reserve                                  (51,927)     (41,438)  (30,246)
 Group restructuring reserve                     9,891        9,891     9,891 
 Equity attributable to equity holders of       11,884       22,920    14,369 
 the Company                                 
 Minority interests in equity                        -            -         - 
 Total equity                                   11,884       22,920    14,369 
                                             


    CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
    FOR THE HALF YEAR ENDED 30 JUNE 2008

                                     Share  Premium on    Other                   Loss
                                   capital      shares  reserve  Translation   reserve
                                                issued        s      reserve
                                   US$'000     US$'000  US$'000      US$'000   US$'000
 Balance at 1 January 2007          1,585      22,371    7,211         (611)  (22,851)
 Issue of capital                      41       2,977        -            -         - 
 Foreign exchange movement              -           -        -        1,150         - 
 Loss for the period                    -           -        -            -    (7,395)
 Balance at 30 June 2007            1,626      25,348    7,211          539   (30,246)
 (unaudited)                     
 Issue of capital                   1,553      17,483        -            -         - 
 Foreign exchange movement              -           -        -          707         - 
 Loss for the period                    -           -        -            -   (11,192)
 Balance at 31 December 2007        3,179      42,831    7,211        1,246   (41,438)
 Foreign exchange movement              -           -        -         (547)        - 
 Loss for the period                    -           -        -            -   (10,489)
 Balance at 30 June 2008            3,179      42,831    7,211          699   (51,927)
 (unaudited)                     




                                           Group    Equity  Minority     Total
                                        restruct   holders  interest    equity
                                           uring                   s
                                         reserve
                                         US$'000   US$'000   US$'000   US$'000
 Balance at 1 January 2007                9,891    17,596        14    17,610 
 Issue of capital                             -     3,018         -     3,018 
 Foreign exchange movement                    -     1,150         -     1,150 
 Loss for the period                          -    (7,395)      (14)   (7,409)
 Balance at 30 June 2007 (unaudited)      9,891    14,369         -    14,369 
 Issue of capital                             -    19,036         -    19,036 
 Foreign exchange movement                    -       707         -       707 
 Loss for the period                          -   (11,192)        -   (11,192)
 Balance at 31 December 2007              9,891    22,920         -    22,920 
 Foreign exchange movement                    -      (547)        -      (547)
 Loss for the period                          -   (10,489)        -   (10,489)
 Balance at 30 June 2008 (unaudited)      9,891    11,884         -    11,884 


    CONSOLIDATED CASH FLOW STATEMENT
    FOR THE HALF YEAR ENDED 30 JUNE 2008

                                       Six months ended 30 June  Year ended 31
                                                                      December
                                              2008         2007           2007
                                           US$'000      US$'000        US$'000
                                       (unaudited)  (unaudited)               
 Cash flows from operating activities
 Cash used in operations (note 7)          (5,950)      (3,758)       (17,579)
 Interest received                             84           22             47 
 Interest paid                               (381)        (187)          (643)
 Tax paid                                       -            -          1,309 
 Net cash used in operating                (6,247)      (3,923)       (16,866)
 activities

 Cash flows from investing activities
 Proceeds from other loans repayments           -           48              - 
 Purchase of property, plant and             (662)      (2,328)        (3,628)
 equipment
 Disposal of property, plant and                -            -            417 
 equipment
 Net cash used in investing                  (662)      (2,280)        (3,211)
 activities

 Cash flows from financing activities
 Net proceeds from issue of ordinary            -        3,018         22,522 
 share capital
 Proceeds from issuance of Class B              -          176            186 
 and Class C preference shares
 Proceeds from overdraft and short            128        1,238          1,126 
 term borrowings
 Proceeds from issuance of borrowings       1,327        1,092          3,136 
 Repayment of borrowings                     (803)        (916)           (87)
 Finance lease principal payments            (688)        (661)        (1,894)
 Redemptions of Class B and Class C          (246)         (26)          (208)
 preference shares
 Net cash (used in) / generated from         (282)       3,921         24,781 
 financing activities

 Net (decrease) / increase in cash         (7,191)      (2,282)         4,704 
 and cash equivalents
 Exchange (losses) / gains on cash            (58)          92            154 
 Cash and cash equivalents at               8,647        3,789          3,789 
 beginning of the year
 Cash and cash equivalents at end of        1,398        1,599          8,647 
 the year


    NOTES TO THE CONSOLIDATED INTERIM RESULTS
    1          General information

    Newfound N.V. ("the Company") and its subsidiaries (together "the Group") is a property development company that is currently focused on
developing international luxury resorts and destinations.

    The Company is a public limited liability company incorporated in, and registered under the law of, The Netherlands with registered
number N.V. 1386624. The principal legislation under which the Company was formed, and operates, and under which the shares in the Company
have been and will be issued is the Dutch Civil Code and regulations made under the law of The Netherlands. The address of its registered
office is Parkweg 2, 2585JJ Den Haag, The Netherlands.
    This report and consolidated interim results are unaudited. The report and consolidated interim results were authorised for issue by the
Board of Directors on 23 September 2008. Non-statutory accounts for the year ended 31 December 2007 were approved by the Board of directors
on 30 May 2008 and distributed to shareholders. The report of the auditors on those accounts was unqualified and contained an emphasis of
matter paragraph in relation to going concern.

    
2          Basis of preparation

    The consolidated interim results for the half year ended 30 June 2008 have been prepared in accordance with the AIM rules. The report
and consolidated interim results should be read in conjunction with the annual financial statements for the year ended 31 December 2007
which have been prepared in accordance with IFRSs as adopted by the European Union.

    During the six months ended 30 June 2008, the Group made an operating loss of US$ 10.0 million and had net current assets at 30 June
2008 of only US$ 2.5 million. In early July 2008, the Directors completed a �15 million fundraising through the issue of Secured Notes and
Warrants.  

    In addition, on 8 September 2008, the Directors announced that Humber Valley Resort Corporation had filed for, and been approved,
protection under the Canadian Companies' Creditors Arrangement Act that will have the effect of stemming the losses incurred by that company
and protecting the Group from those losses.  

    On the basis of careful consideration of the future cash flow requirements of the Group, including realistic expectations of proceeds
from future sales and outflows to creditors, the Directors have concluded that it is appropriate that the consolidated interim results have
been prepared on a going concern basis.

    3          Accounting policies

    The accounting policies adopted are consistent with those of the annual financial statements for the year ended 31 December 2007, as
described in those annual financial statements.

    4         Business and geographical segments

    Business segments
    For management purposes, the Group is currently organised into 2 segments - Development and Operations. These segments are the basis on
which the Group reports its primary segment information. The principal activities are as follows:

 Development:      land sales and construction and sale of chalets, villas and
                                                                   apartments.

 Operations:   resort property rental, flight revenue and costs, activities
               income and sales of food and beverages.

    Information about these business segments is presented below.

    
                                    Development  Operations    Other     Total
                                        US$*000     US$*000  US$*000   US$*000
 Six months ended 30 June 2008                                                
 Revenue                                 7,590       3,154        -    10,744 
                                                                              
 Operating loss before exceptional        (407)     (4,158)  (1,649)   (6,214)
 items
 Exceptional items                      (3,798)          -        -    (3,798)
 Operating loss                         (4,205)     (4,158)  (1,649)  (10,012)
                                                                              
 Six months ended 30 June 2007                                                
 Revenue                                14,929       2,081         -   17,010 
                                                                              
 Operating profit / (loss)                 561      (4,012)  (3,683)   (7,134)
                                                                              
 Year ended 31 December 2007                                                  
 Revenue                                28,282       5,769         -   34,051 
                                                                              
 Operating loss before exceptional      (1,526)     (7,039)  (5,489)  (14,054)
 items
 Exceptional items                      (2,534)       (391)    (815)   (3,740)
 Operating loss                         (4,060)     (7,430)  (6,304)  (17,794)

5          Exceptional items

    The following exceptional items are included in the results for the half year ended 30 June 2008:
    *     a charge of US$ 3.8 million within cost of sales relating to losses that will be made on meeting obligations under various
property and construction contracts entered into by HVRC.

    In the full year results for 2007, there are exceptional charges relating to:
    *     a charge of US$ 1.5 million within administrative and sales and marketing expenses in relation to restructuring the Group's
corporate and sales teams;
    *     a charge of US$ 1.5 million within cost of sales relating to construction losses; and
    *     a charge of US$ 0.7 million relating to the write down of property, plant and equipment.


 6  Loss per share
                             Half year ended 30 June      Half year ended 30 June
                                   2008         2008         2007            2007
                               Adjusted        Total     Adjusted           Total
                                US$'000      US$'000      US$'000         US$'000

    Loss attributable to        (6,691)     (10,489)      (7,395)         (7,395)
    equity holders

                                 Number       Number       Number          Number
    Basic and diluted       233,884,615  233,884,615  125,973,484     125,973,484
    weighted average
    number of shares

                               US cents     US cents     US cents        US cents

    Basic and diluted             (2.9)        (4.5)        (5.9)           (5.9)
    loss per share

                                                           Year ended 31 December
                                                             2007            2007
                                                         Adjusted           Total
                                                          US$'000         US$'000

    Loss attributable to                                 (14,847)        (18,587)
    equity holders

                                                           Number          Number
    Basic and diluted                                 134,470,002     134,470,002
    weighted average
    number of shares

                                                         US cents        US cents

    Basic and diluted                                      (11.0)          (13.8)
    loss per share


    The Company's total issued share capital at 30 June 2008 with voting rights and which is admitted to trading on AIM consists of
179,709,687 ordinary shares of EUR0.01 each, with one vote per share. In addition, the Company has in issue 54,174,928 Special Voting
Shares, which is a separate class of share that is not admitted to trading on AIM. Each Special Voting Share confers the right to cast one
vote at a general meeting and subsidiaries controlled by the Company have in issue 54,174,928 related securities that are exchangeable in
certain circumstances for Ordinary Shares ("Exchangeable Securities"). 

    The total number of voting rights in the Company is therefore 233,884,615 and the above weighted average number of shares has been
calculated as if the Exchangeable Securities had been exchanged into Ordinary Shares.

    In calculating the dilutive earnings per share, the weighted average number of shares would be adjusted for the dilutive effect of
outstanding share options. The potential exercise of options has an anti-dilutive effect on the adjusted and total loss per share for 2008
and 2007 due to the losses for the periods. The adjusted loss per share is calculated from the loss attributable to equity holders excluding
exceptional items.


 7  Cash flows from operating activities

    Reconciliation of loss for the period / year to cash used in operations

    
                              Six months ended 30 June         Year ended 31
                                                                    December
                              2008US$*000  2007US$*000           2007US$*000
                                                                            
       Loss for the period /     (10,489)      (7,409)              (18,601)
                        year
            Adjustments for:                                                
                  Tax credit            -          (1)                  (56)
               Finance costs         561           298                   910
              Finance income         (84)         (22)                  (47)
                Depreciation          644          863                 2,137
            (Gain) / loss on        (255)            -                   196
       disposal of property,
         plant and equipment
              Other non-cash            -            -                   137
                   movements
                                                                            
          Changes in working                                                
                    capital:
        Decrease in customer           85          329                   467
                    deposits
       Decrease in trade and        1,147        7,524                13,325
           other receivables
       Increase in inventory      (2,487)        (869)               (6,214)
       Increase / (decrease)        3,345      (5,508)               (8,294)
          in trade and other
                    payables
       Increase / (decrease)        1,583        1,301                 (607)
         in deferred revenue
      Decrease in provisions            -        (264)                 (932)
     Cash used in operations      (5,950)      (3,758)              (17,579)



 8  Events occurring after the balance sheet date

    Fund raising
    As announced on 4 July 2008, the Company has successfully completed a �15 million fundraising through the issue of 8% Guaranteed Secured
Loan Notes due 2011 with Warrants. The Warrants allow the holder to subscribe for up to 124,999,800 Ordinary Shares in Newfound N.V. at a
subscription price of 12 pence per share during the three years from July 2008. The funds have been used to repay certain indebtedness of
the Group, to provide new working capital to the Company and to fund its operational restructuring.

    As the funding took place after 30 June 2008, the balance sheet as shown in these financial results does not reflect the impact of the
fundraising. However, the table below shows a pro forma balance sheet for the Group as if the fundraising and related repayments of debt had
taken place on 30 June 2008.
    
                          As at 30 June 2008  Fund raising (net of  Repayment of debt    Pro forma
                                                         expenses)
                                 US$ million           US$ million        US$ million  US$ million
                                                                                                  
 Non-current assets                     38.9                     -                  -         38.9
 Current assets                         55.8                  25.6              (8.9)         72.5
 Current liabilities                  (53.2)                     -                8.9       (44.3)
 Non-current liabilities              (29.6)                (25.6)                  -       (55.2)
 Net assets                             11.9                     -                  -         11.9
                                                                                                  

    

    In addition to approving the issue of the Guaranteed Loan Notes with Warrants, the Annual General Meeting also approved the remuneration
policy of the Board including an option scheme that could increase the share capital of Newfound N.V. by 20%.



    Humber Valley Resort Corporation
    As announced on 8 September 2008, the application by Humber Valley Resort Corporation ("HVRC"), a wholly owned subsidiary of the Group,
for protection against creditors under the Canadian Companies' Creditors Arrangement Act ("CCAA") was approved. This order provides for a
period up to 6 October 2008 during which HVRC will develop a plan of compromise or arrangement ("Plan"). This will be put to its secured and
unsecured creditors to consider and approve, before the agreed Plan is put to the Court for its approval. The Court will require that the
Plan is accepted by 50% of each class of creditors in number and by 66.6% by value for the Plan to be approved.

    In order to provide shareholders with further information about the potential impact of the CCAA process, the table below shows a split
of the Group's balance sheet between HVRC and the rest of the Group as at 30 June 2008 and before the impact of the fundraising on 4 July
2008.

    
                                          HVRC  Rest of Group  Total as reported
                                   US$ million    US$ million        US$ million
                                                                                
 Non-current assets                       28.3           10.6               38.9
 Current assets                           21.3           34.5               55.8
 Current liabilities                    (32.1)         (21.1)             (53.2)
 Non-current liabilities                 (4.3)         (25.3)             (29.6)
 Inter-group borrowing by HVRC          (40.3)           40.3                  -
 Net (liabilities) / assets             (27.1)           39.0               11.9
                                                                                

    As shown above, the net assets of the Group excluding HVRC include a $40.3 million intercompany loan to HVRC that may not be fully
recoverable. In addition, as announced on 8 September 2008, Newfound N.V. has agreed to issue the holders of the Guaranteed Loan Notes
("Noteholders") with �2 million of non-interest bearing debt secured on the assets of the Group in consideration for the Noteholders waiving
the potential default due to the CCAA process under the agreement with the Noteholders.








This information is provided by RNS
The company news service from the London Stock Exchange
 
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