Simian Global Plc - Half-year Report

28 September 2017

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Simian Global Plc
("Simian Global" or the "Company")

Half yearly report for the six months ended 30 June 2017

 

The Chairman’s Report

In January 2017, the Company successfully completed a placing of 5,130,000 shares, raising £769,500 before expenses. Its shares were admitted to trading on the Main Market on 10 January 2017. The Company made a total comprehensive loss in the period of £154,000, which was mainly due to the advisor costs relating to the reverse takeover.

Cash in hand at the period end was £443,000.

The Board have entered into a non-binding Letter of Intent to acquire the entire issued share capital of GVC Holdings Limited, a company that specialises in outdoor media in Asia. Due diligence on the target is still underway, and if successful, the acquisition will result in the reverse takeover of the Company. The Company’s shares were suspended on 17 February 2017, and remain suspended whilst the Company is preparing a new Prospectus.

On behalf of the board

Edward Ng

Director

28 September 2017


 

Interim Condensed Statement of Comprehensive Income

	Notes		6 months Ended 30 June 2017	Period from 26 February 2016 to 31 December 2016	6 months Ended 30 June 2016
		£’000		£’000	£’000
Turnover		-		-	-
Cost of Sales		-		-	-
Gross Profit		-		-	-
Other Income / Expenditure		-		-	-
Administrative expenses		(155)		(101)	-
Loss before taxation		(155)		(101)	-
Tax on loss on ordinary activities		-		-	-
Loss after taxation		(155)		(101)	-
Loss and total comprehensive loss for the period		(155)		(101)	-
Basic and diluted earnings per share	5	(2.597p)		(0.127p)	-

Interim Condensed Statement of Changes in Equity

	Share  Capital	Share Premium	Retained Earnings	Total Equity
	£’000	£’000	£’000	£’000
Incorporation	-	-	-	-
Share Issue*	50	-	-	50
Loss for the period	-	-	-	-
Balance at 30 June 2016	50	-	-	50
Issue of shares*	60	-	-	60
Loss for the period	-	-	(101)	(101)
Balance at 31 December 2016	110	-	(101)	9
Issue of shares*	513	257	-	770
Loss for the period	-	-	(155)	(155)
Balance at 30 June 2017	623	257	(256)	624

* On 10 January 2017, the Company’s shares were admitted to the Standard Listing segment of the Official List of the UK Listing Authority and to trading on the London Stock Exchange Main Market. In total these shares amounted to 6,230,000 Ordinary Shares.

Share capital is the amount subscribed for shares at nominal value.

Retained losses represent the cumulative loss of the Company attributable to equity shareholders.


 

Interim Condensed Statement of the Financial Position

	Notes	30 June 2017	31 December 2016	30 June 2016
		£’000	£’000	£’000
Assets
Current assets
GVC Deposit		200	-	-
Trade and Other Receivables		-	24	-
Cash and Cash Equivalents		443	60	50
Total Current Assets		643	84	50
Total Assets		643	84	50
Equity and Liabilities
Share Capital	6	623	110	50
Share Premium Account	6	257	-	-
Retained Earnings		(256)	(101)	-
Total Equity		624	9	50
Current Liabilities
Trade and Other Payables		19	75	-
Total Liabilities		19	75	-
Total Equity and Liabilities		643	84	50

Interim Condensed Cash Flow Statement

	Notes		6 Months Ended              30 June 2017	Period from 26 February 2016 to 31 December 2016	6 Months Ended              30 June 2016
			£’000	£’000	£’000
Cash flows from operating activities
Operating loss			(154)	(101)	-
Add: Depreciation			-	-	-
Add: Foreign exchange movements			-	-	-
Add: Share Based Payments Reserve			-	-	-
Add: Loss from equity accounted investment			-	-	-
Changes in working capital
(Increase) / decrease in inventories			(200)	-	-
(Increase) / decrease in receivables			24	(24)	-
Increase / (decrease) in payables			(56)	75	-
Interest received			-	-	-
			-	-	-
Net cash flow from operating activities			(386)	(50)	-
Investing Activities
Decrease in Investments			-	-	-
Acquisition of fixed assets			-	-	-
Disposal of fixed assets			-	-	-
Decrease  / (Increase) in financial assets			-	-	-
Decrease  / (Increase) in Loans			-	-	-
Net cash flow from investing activities			-	-	-
Cash flows from financing activities:
Net proceeds from issue of shares		6	513	60	50
Net proceeds from share premium			256	-	-
Net cash flow from financing activities			769	60	50
Net cash flow for the period			383	10	50
Opening Cash and cash equivalents			60	50	-
Closing Cash and cash equivalents			443	60	50

Notes to the Interim Condensed Financial Statements

1.            General Information

Simian Global plc (‘the Company’) is an investment company incorporated in the United Kingdom. Details of the registered office, the officers and advisers to the Company are presented on the Directors and Advisers page at the end of this report.  The information within these Interim condensed financial statements and accompanying notes must be read in conjunction with the Audited annual financial statements that have been prepared for the period ended 31 December 2016.   

2.            Basis of Preparation

These unaudited condensed consolidated interim financial statements for the six months ended 30 June 2017 were approved by the board and authorised for issue on 27 September 2017. 

The basis of preparation and accounting policies set out in the Annual Report and Accounts for the period ended 31 December 2016 have been applied in the preparation of these condensed interim financial statements.  These interim financial statements have been prepared in accordance with the recognition and measurement principles of the International Financial Reporting Standards (“IFRS”) as endorsed by the EU that are expected to be applicable to the financial statements for the year ending 31 December 2017 and on the basis of the accounting policies expected to be used in those financial statements. 

The figures for the six months ended 30 June 2017 and 30 June 2016 are unaudited and do not constitute full accounts. The comparative figures for the period ended 31 December 2016 are extracts from the 2016 audited accounts.  The independent auditor’s report on the 2016 accounts was not qualified.

3.            Segmental Reporting

In the opinion of the Directors, the Company has one class of business, being that of an investment company. The Company’s primary reporting format is determined by the geographical segment according to the location of its establishments. There is currently only one geographic reporting segment, which is the UK. All revenues and costs are derived from the single segment.

4.            Company Result for the period

The Company has elected to take the exemption under section 408 of the Companies Act 2006 not to present the parent Company income statement account.

The operating loss of the Company for the six months ended 30 June 2017 was £155,000 (2016:
loss of £Nil, year ended 31 December 2016: £101,000). The current period operating loss incorporated the following main items:

	30 June 2017	31 December 2016	30 June 2016
	(Unaudited)	(Audited)	(Unaudited)
	£’000	£’000	£’000
Accounting and administration fees	22	-	-
Admission expenses	-	56	-
Rent fees	7	-	-
Legal and professional fees	-	45	-
Listing costs	103	-	-
Other expenses	22	-	-

5.            Earnings per Share

Earnings per share data is based on the Company result for the six months and the weighted average number of shares in issue.

Basic loss per share is calculated by dividing the loss attributable to equity shareholders by the weighted average number of ordinary shares in issue during the period:

	30 June 2017	31 December 2016	30 June 2016
	£	£	£
Loss after tax	(154,415)	(101,000)	-
Weighted average number of ordinary shares in issue	5,945,000	79,419,355	50,000,000
Basic and diluted loss per share (pence)	(2.597p)	(0.127p)	-

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. There were no potential dilutive shares in issue during the period.

6.            Share Capital

Ordinary shares are classified as equity. Proceeds from issuance of ordinary shares are classified as equity. Incremental costs directly attributable to the issuance of new ordinary shares are deducted against share capital.

Allotted, called up and fully paid ordinary shares of 0.1p each	Number of shares	Share Capital	Share Premium
		£	£
Balance at 26 February 2016	50,000,000	50,000	-
Balance at 30 June 2016	50,000,000	50,000	-
Share issue – 2 August 2016	60,000,000	60,000	-
Consolidate shares – 3 August 2016	1,100,000	110,000
Balance at 31 December 2016	1,100,000	110,000	-
Share issue – 10 January 2017	5,130,000	513,000	257,000
Balance at 30 June 2017	6,230,000	623,000	257,000

7.            Events Subsequent to 30 June 2017

There were no events subsequent to the period end.

8.           Reports  

This interim condensed financial statement will be available shortly on the Company website at www.simian global.com

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