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PPHP Papillon Holdings Plc

1.325
0.00 (0.00%)
26 Apr 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Papillon Holdings Plc LSE:PPHP London Ordinary Share GB00BYZC5R04 ORD GBP0.001
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 1.325 0.00 01:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
0 0 N/A 0

Papillon Holdings Papillon Holdings Plc : Half-yearly Report

28/09/2016 7:00am

UK Regulatory


 
TIDMPPHP 
 
   PAPILLON HOLDINGS PLC 
 
   Interim management report 
 
   Half yearly report for the period ended 30 June 2016 
 
   To the members of Papillon Holdings plc 
 
   Results for the period 
 
   For the period from incorporation on 19 October 2015 to 30 June 2016, 
the Company's results included the running costs of the Company and 
listing fees on the London Stock Exchange which, through careful control, 
we have kept to a minimum 
 
   During the period, the Company raised GBP874,000 gross in equity capital 
and on 24(th) June 2016 the Company successfully listed its entire share 
capital on the London Stock Exchange. 
 
   Long-term strategy and business objectives 
 
   The Company will be seeking to acquire a company or asset within the 
industrial or services sector, with a view to implementing a strategy 
that will generate significant value for its shareholders. 
 
   Risks and uncertainties 
 
   The Company is a newly formed entity, lacking an operating history, and 
therefore, investors have no basis on which to evaluate the Company's 
ability to achieve its objective of identifying, acquiring and operating 
one or more companies or businesses 
 
   Although the Company will seek to evaluate the risks inherent in a 
particular target business (including the industries and geographic 
regions in which it operates), it cannot offer any reassurance that it 
will make a proper discovery or assessment of all of the significant 
risks. Furthermore, no assurance may be made that an investment in 
Ordinary Shares will ultimately prove to be more favourable to investors 
than a direct investment, if such opportunity were available, in a 
target company or business. 
 
   Going Concern 
 
   As stated in note 1 to the condensed financial statements, the directors 
are satisfied that the Company has sufficient resources to continue in 
operation for the foreseeable future, a period of not less than 12 
months from the date of this report. Accordingly, they continue to adopt 
the going concern basis in preparing the condensed financial statements. 
 
 
   Post Balance Sheet Event 
 
   On 9 September 2016 the Company informed shareholders that it has signed 
a non-binding Heads of Terms to acquire the entire issued share capital 
of myclubbetting.com Limited, a specialised betting and gaming related 
business, for new shares in the Company (the "Acquisition"). The 
Acquisition, if completed, would result in Papillon shareholders having 
a minority interest in the enlarged group (the "Group"). The Acquisition 
is subject, inter alia, to the completion of due diligence, 
documentation and compliance with all regulatory requirements, including 
the Listing and Prospectus Rules and, as required, the Takeover Code. 
The Acquisition, if it proceeds, will constitute a Reverse Takeover 
under the Listing Rules since, inter alia,in substance it will result in 
a fundamental change in the business of the issuer. 
 
   Responsibility Statement 
 
   We confirm that to the best of our knowledge: 
 
 
   1. the condensed set of financial statements has been prepared in accordance 
      with IAS 34 'Interim Financial Reporting'; 
 
   2. the interim management report includes a fair review of the information 
      required by DTR 4.2.7R (indication of important events during the first 
      six months and description of principal risks and uncertainties for the 
      remaining six months of the year; and 
 
   3.  the interim management report includes a fair review of the information 
      required by DTR 4.2.8R (disclosure of related parties' transactions and 
      changes therein). 
 
   Cautionary statement 
 
   This Interim Management Report (IMR) has been prepared solely to provide 
additional information to shareholders to assess the Company's 
strategies and the potential for those strategies to succeed. The IMR 
should not be relied on by any other party or for any other purpose. 
 
   Charles Tatnall 
 
   Chief Executive Officer 
 
   28 September 2016 
 
   For more information: 
 
 
 
 
Papillon Holdings plc               www.papillonholdingsplc.com 
Charles Tatnall, Director           Tel: +44 (0) 20 8720 9323 
                                     or info@papillonholdingsplc.com 
 
Alfred Henry Corporate Finance Ltd 
Jon Isaacs                          Tel: 020 7309 2242 
                                     or jisaacs@alfredhenry.com 
 
   PAPILLON HOLDINGS PLC 
 
   STATEMENT OF COMPREHENSIVE INCOME - FOR THE PERIODED 30 JUNE 2016 
 
 
 
 
                                               Period ended 
                                                  30 June 
                                                   2016 
                                                GBP ('000) 
                                                (unaudited) 
Revenue                                             - 
Cost of Sales                                       - 
 
Gross Profit                                        - 
Administrative expenses                                (46) 
Admission costs                                       (172) 
 
Loss before taxation                                  (218) 
Taxation                                                  - 
 
Loss for the period                                   (218) 
 
 
Loss per share - basic and diluted (pence)          (1.37p) 
 
 
   PAPILLON HOLDINGS PLC 
 
   STATEMENT OF CHANGES IN EQUITY - FOR THE PERIODED 30 JUNE 2016 
 
 
 
 
                Share Capital  Share premium  Retained earnings     Total 
                  GBP ('000)     GBP ('000)       GBP ('000)      GBP ('000) 
Equity at the 
start of the 
period                -              -                -               - 
Total 
 recognised 
 income and 
 expense for 
 the period                 -              -              (218)        (218) 
Issue of share 
 capital                  132            742                  -          874 
 
Equity at the 
 end of the 
 period                   132            742              (218)          656 
 
   PAPILLON HOLDINGS PLC 
 
   STATEMENT OF FINANCIAL POSITION - AS AT 30 JUNE 2016 
 
 
 
 
                                    As at 
                                    30 June 
                                     2016 
                                  GBP ('000) 
                                  (unaudited) 
Assets 
Current assets 
Prepayments                                39 
Cash and cash equivalents                 703 
 
Total Assets                              742 
 
 
Equity and Liabilities 
Share capital                             132 
Share premium                             742 
Retained earnings                       (218) 
 
Total Equity                              656 
 
Current Liabilities 
Trade payables                              1 
Accruals                                   85 
 
Total Liabilities                          86 
 
Total Equity and Liabilities              742 
 
 
   PAPILLON HOLDINGS PLC 
 
   CASH FLOW STATEMENT - FOR THE PERIOD TO 30 JUNE 2016 
 
 
 
 
                                                       Period ended 
                                                          30 June 
                                                           2016 
                                                        GBP ('000) 
                                                        (unaudited) 
 
Cash flows from operating activities                          (218) 
(Increase) in trade and other receivables                      (39) 
Increase in trade and other payables                             86 
 
Net cash flows from operating activities                      (171) 
 
Cash flows from investing activities 
Net cash flows from investing activities                          - 
 
Cash flows from financing activities 
Net proceeds from issue of share capital                        874 
 
Net cash flows from financing activities                        874 
 
Net increase in cash and cash equivalents                       703 
Cash and cash equivalents at the beginning of the 
 period                                                           - 
 
Cash and cash equivalents at the end of the period              703 
 
 
 
   NOTES TO THE UNAUDITED INTERIM REPORT 
 
 
   1. Accounting policies 
 
 
   Basis of preparation 
 
   This announcement was approved by the Board of directors on 28th 
September 2016 
 
   The financial information in this interim report has been prepared in 
accordance with the International Financial Reporting Standards. IFRS 
comprises standards issued by the International Accounting Standards 
Board (IASB) and the interpretations issued by the International 
Financial Reporting Interpretations Committee (IFRIC) as adopted by the 
European Union (EU). 
 
   There are no IFRS, or IFRIC interpretations that are effective for the 
first time in this period that would be expected to have a material 
impact on the company. 
 
   The financial information has been prepared under the historical cost 
convention, as modified by the accounting for financial instruments at 
fair value. 
 
   The Directors are of the opinion that the financial information should 
be prepared on a going concern basis, in the light of the Company's 
financial resources. 
 
   These condensed interim financial statements for the nine months ended 
30 June 2016 are unaudited. 
 
   No taxation charge has arisen for the period and the Directors have not 
declared an interim dividend. 
 
   Copies of the interim report can be found on the Company's website at 
www.papillonholdingsplc.com 
 
   Going concern 
 
   The directors are satisfied that the Company has sufficient resources to 
continue in operation for the foreseeable future, a period of not less 
than 12 months from the date of this report. Accordingly, they continue 
to adopt the going concern basis in preparing the condensed financial 
statements. 
 
   2. Loss per share 
 
   Basic loss per share is calculated by dividing the earnings attributable 
to ordinary shareholders by the weighted average number of ordinary 
shares outstanding during the period. 
 
   For diluted loss per share, the weighted average number of ordinary 
shares in issue is adjusted to assume conversion of all dilutive 
potential ordinary shares. 
 
   The calculation of basic and diluted earnings per share is based on the 
following figures:- 
 
 
 
 
                                Period ended 
                                   30 June 
                                    2016 
                                     GBP 
                                 (unaudited) 
 
  Loss for the period             (218,005) 
 
Weighted average number of 
 shares - basic and diluted       15,921,034 
Basic earnings per share             (1.37p) 
 
Diluted earnings per share           (1.37p) 
 
 
 
   2. Loss per share (Continued) 
 
   The basic and diluted earnings per share are the same, since where a 
loss is incurred the effect of outstanding share options and warrants is 
considered anti-dilutive and is ignored for the purpose of the loss per 
share calculation. 
 
   3. Share Capital 
 
 
 
 
 
                                                      As at 30 June 
                                                      2016 
                                                      GBP ('000) 
                                                      (unaudited) 
 
  132,400,000 Ordinary shares of GBP0.001 each                (132) 
 
 
 
 
   On 19 October 2015, the Company was incorporated with an issued share 
capital of two Ordinary shares of GBP1 each. 
 
   On 18 March 2016, the Company subdivided each ordinary share of GBP1 
into 1,000 Ordinary shares of GBP0.001 each. 
 
   On 18 March 2016, the Company issued and allotted 49,998,000 Ordinary 
shares of GBP0.001 each at par. 
 
   On 24 June 2016, the Company issued and allotted 82,400,000 Ordinary 
shares of GBP0.001 each at GBP0.01. Furthermore on this date, the entire 
share capital was listed on the London Stock Exchange. 
 
   4. Share Warrants 
 
   The Company has issued Placing warrants to the Placees to subscribe at 
1.5 pence per Ordinary share for up to 41,200,000 Ordinary shares each 
on the basis of one Placing warrant for every two Placing shares 
subscribed for by each Placee. The Placing warrants are unlisted and are 
exercisable up to the second anniversary of Admission in whole or in a 
minimum aggregate amount of 50,000 Placing warrants. 
 
   The Company has issued Founder warrants to James Longley and Charles 
Tatnall, to subscribe at 1.25 pence per Ordinary share for up to 10 
million Ordinary shares each. The Founder warrants are unlisted and are 
exercisable up to the third anniversary of Admission in whole or in a 
minimum aggregate amount of 50,000 Founder warrants. 
 
   The Company has issued Broker warrants to JIM Nominees Limited to 
subscribe at the Placing Price for up to 10,300,000 Ordinary Shares. The 
Broker warrants are unlisted and are exercisable up to the fifth 
anniversary of Admission in whole or in a minimum aggregate amount of 
50,000 Broker warrants. 
 
   5. Reports 
 
   A copy of this announcement will be mailed to shareholders and copies 
will be available for members of the public at the Company's Registered 
Office 27-28 Eastcastle Street London W1W 8DH 
 
   This announcement is distributed by Nasdaq Corporate Solutions on behalf 
of Nasdaq Corporate Solutions clients. 
 
   The issuer of this announcement warrants that they are solely 
responsible for the content, accuracy and originality of the information 
contained therein. 
 
   Source: Papillon Holdings PLC via Globenewswire 
 
 
  http://papillonholdingsplc.com/ 
 

(END) Dow Jones Newswires

September 28, 2016 02:00 ET (06:00 GMT)

Copyright (c) 2016 Dow Jones & Company, Inc.

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