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| Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
|---|---|---|---|---|---|
| Clarify Pharma PLC | AQSE:PSYC | Aquis Stock Exchange | Ordinary Share | GB00BMCD8M81 |
| Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
|---|---|---|---|---|---|---|---|---|---|---|
| 0.00 | 0.00% | 0.125 | 0.10 | 0.26 | 0.18 | 0.125 | 0.18 | 0.00 | 16:29:52 |
| Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
|---|---|---|---|---|---|
| 0 | 0 | N/A | 0 |
From May 2022 to May 2024
TIDMPSYC
RNS Number : 6274X
Clarify Pharma PLC
31 August 2022
The information contained within this announcement is deemed by the Company to constitute inside information stipulated under the Market Abuse Regulation (EU) No. 596/2014, as retained as part of the law of England and Wales. Upon the publication of this announcement via the Regulatory Information Service, this inside information is now considered to be in the public domain.
Press Release
31 August 2022
Clarify Pharma PLC
("Clarify Pharma" or "The Company")
Interim results
Clarify Pharma (AQSE: PSYC), an investment vehicle specialising in biotech and life sciences companies seeking to prove the safety and efficacy of psychedelic-based substances, announces its unaudited financial results for the six months ended 31 May 2022.
Executive Director's Statement
Introduction
I am delighted to report the Company's interim set of results for the six months ended 31 May 2022
The Company held cash and cash equivalents of GBP1.21 million as at 31 May 2022, reflecting proceeds from the GBP1.29 million pre-IPO fundraising. Cash and cash equivalents amounted to GBP1.09 million as at 26 August 2022.
The potential benefits of psychedelic drugs have been recognised in both the UK and the US and the medical use of psychedelics is progressively emerging as an alternative candidate to conventional therapies for individuals suffering from elusive maladies like PTSD, addiction, Alzheimer's and depression.
We see opportunities for investing in companies with the required expertise and potential to become pioneers in the market. Psychedelic assisted therapy is in its earliest days of development, particularly in the UK. There is a new window of opportunity as the industry continues to gain more traction and credibility as a result of new scientific research and evidence. We look forward to capitalising on these promising long-term trends in this cutting-edge medical frontier.
I would also like to take this opportunity to thank all our shareholders for their support.
Jonathan Bixby, Executive Director
Principal risks and uncertainties
The directors have assessed the operational environment of the Company and concluded that the principal risks and uncertainties have not materially changed since the most recent annual reporting date.
Responsibility Statement
We confirm that to the best of our knowledge:
Hot Features
Premium
-- the Interim Report has been prepared in accordance with
International Accounting Standards 34, Interim Financial
Reporting, as adopted by the EU; and
-- gives a true and fair view of the assets, liabilities, financial
position and profit/loss of the Company; and
-- the Interim Report includes a fair review of the information
required by DTR 4.2.7R of the Disclosure and Transparency
Rules, being an indication of important events that have
occurred during the first six months of the financial year
and their impact on the set of interim financial statements;
and a description of the principal risks and uncertainties
for the remaining six months of the year.
-- the Interim Report includes a fair review of the information
required by DTR 4.2.8R of the Disclosure and Transparency
Rules, being the information required on related party transactions.
The Interim Report was approved by the Board of Directors and the above responsibility statement was signed on 22 August 2022.
For further information please contact:
Clarify Pharma
Jon Bixby via Tancredi +44 207 887 7633
Executive Chairman
------------------------------
First Sentinel
------------------------------
Corporate Adviser
Brian Stockbridge +44 7876 888 011
------------------------------
Tennyson Securities
------------------------------
Corporate Broker
Peter Krens +44 207 186 9030
------------------------------
Tancredi Intelligent Communication
------------------------------
Media Relations
Catrina Daly
Salamander Davoudi +44 7727 153 868
clarifypharma@tancredigroup.com +44 7957 549 906
------------------------------
About Clarify Pharma PLC:
Listed on the Aquis Stock Exchange in London , Clarify Pharma is an investment vehicle focusing on investing in biotech and life sciences companies seeking to prove the safety and efficacy of psychedelic-based substances. The Company looks to identify investment opportunities in the life sciences sector within the UK, Canada and other growing markets, with the objective of generating long-term capital growth and building investments in an R&D pipeline of companies which are discovering, developing, or deploying safe and evidence-based psychedelic inspired medicines and experiential therapies that alleviate mental health problems and enhance wellbeing.
The Company's Directors have an established track record, experience and networks in the psychedelic, cannabinoid and media industries, to drive value creation.
https://www.clarifypharma.com/
STATEMENT OF COMPREHENSIVE INCOME
FOR THE 6 MONTH PERIODING 31 MAY 2022
Unaudited Unaudited Audited
Period ending Period ending Year ending
31 May 31 May 30 November
2022 2021 2021
Note GBP GBP GBP
Continuing Operations
Administrative expenses (297,169) (472,770) (1,255,552)
Operating loss (297,169) (472,770) (1,255,552)
Finance Income - 22 59
Loss before taxation (297,169) (472,748) (1,255,493)
Taxation on loss of ordinary - - -
activities
--------------------------------- ----- ------------------------ ------------------------ ------------------------
Loss for the year from
continuing operations (297,169) (472,748) (1,255,493)
Other comprehensive income 26,124 - 23,631
Total comprehensive loss for the
year attributable to
shareholders from continuing
operations (271,045) (472,748) (1,231,862)
--------------------------------- ----- ------------------------ ------------------------ ------------------------
Basic & dilutive earnings per
share - pence 4 (0.091) (1.050) (0.560)
--------------------------------- ----- ------------------------ ------------------------ ------------------------
The notes on page 8-11 form an integral part of the condensed interim financial statements.
STATEMENT OF FINANCIAL POSITION
AS AT 31 MAY 2022
Unaudited Unaudited Audited
As At As At As At
31 May 31 May 30 November
2022 2021 2021
Note GBP GBP GBP
NON-CURRENT ASSETS
Investments 554,499 - 528,375
TOTAL NON-CURRENT ASSETS 554,499 - 528,375
---------------------------- ----- ------------------------ ----------------------------- ------------------------
CURRENT ASSETS
Cash and cash equivalents 1,213,568 1,155,870 1,523,665
Trade and other receivables 508,500 - 508,000
TOTAL CURRENT ASSETS 1,722,068 1,155,870 2,031,665
---------------------------- ----- ------------------------ ----------------------------- ------------------------
TOTAL ASSETS 2,276,567 1,155,870 2,560,040
---------------------------- ----- ------------------------ ----------------------------- ------------------------
EQUITY
Share capital 5 297,195 218,775 297,195
Share Premium 5 2,859,005 807,159 2,859,005
Share Based Payment Reserve 6 575,024 360,096 575,024
Retained Earnings (1,502,907) (472,748) (1,231,862)
TOTAL EQUITY 2,228,317 913,282 2,499,362 ---------------------------- ----- ------------------------ ----------------------------- ------------------------ CURRENT LIABILITIES Trade and other payables 48,250 242,588 60,678 TOTAL CURRENT LIABILITIES 48,250 242,588 60,678 ---------------------------- ----- ------------------------ ----------------------------- ------------------------ TOTAL LIABILITIES 48,250 242,588 60,678 ---------------------------- ----- ------------------------ ----------------------------- ------------------------ TOTAL EQUITY AND LIABILITIES 2,276,567 1,155,870 2,560,040 ============================ ===== ======================== ============================= ========================
The notes on page 8-11 form an integral part of the condensed interim financial statements.
The condensed interim financial statements were approved and authorised by the Board of Directors on
22 August 2022 and were signed on its behalf by:
Nicholas Lyth
Director
STATEMENT OF CHANGES IN EQUITY
FOR THE 6 MONTH PERIODING 31 MAY 2022
Share based
Share Capital Share Premium payment reserve Retained Earnings Total Equity
GBP GBP GBP GBP GBP
--------------- ------------------ ------------------ ------------------ --------------------- ------------------
Loss for
period - - - (472,748) (472,748)
Other
comprehensive
income - - - - -
Total
comprehensive
income for
year - - - (472,748) (472,748)
-
Transactions
with owners in
own capacity -
Ordinary
shares issued 218,775 807,159 - - 1,025,934
Advisor
warrants
issued - - 360,096 - 360,096
--------------- ------------------ ------------------ ------------------ --------------------- ------------------
Transactions
with owners
in own
capacity 218,775 807,159 360,096 - 1,386,030
--------------- ------------------ ------------------ ------------------ --------------------- ------------------
Balance at 31
May 2021 218,775 807,159 360,096 (472,748) 913,282
=============== ================== ================== ================== ===================== ==================
Loss for
period - - - (782,745) (782,745)
Other
comprehensive
income - - - 23,631 23,631
Total
comprehensive
income for
year - - - (759,114) (759,114)
Transactions
with owners in
own capacity
Ordinary
shares issued 78,420 2,143,806 - - 2,222,226
Advisor
warrants
issued - 60,930 214,928 - 275,858
Share issue
costs - (152,890) - - (152,890)
--------------- ------------------ ------------------ ------------------ --------------------- ------------------
Transactions
with owners
in own
capacity 78,420 2,051,846 214,928 - 2,345,194
--------------- ------------------ ------------------ ------------------ --------------------- ------------------
Balance at 30
November 2021 297,195 2,859,005 575,024 (1,231,862) 2,499,362
=============== ================== ================== ================== ===================== ==================
Loss for
period - - - (297,169) (297,169)
Other
comprehensive
income - - - 26,124 26,124
Total
comprehensive
income for
year - - - (271,045) (271,045)
Transactions
with owners in
own capacity
Transactions
with owners in
own capacity - - - - -
--------------- ------------------ ------------------ ------------------ --------------------- ------------------
Balance at 31
May 2022 297,195 2,859,005 575,024 (1,502,907) 2,228,317
=============== ================== ================== ================== ===================== ==================
STATEMENT OF CASHFLOWS
FOR THE 6 MONTH PERIODING 31 MAY 2022
Unaudited Unaudited Audited
6 month period ended 6 month period ended 12 month period ended
31 May 31 May 30 November
2022 2021 2021
Note GBP GBP GBP
----------------------- ------ --------------------------- --------------------------- ---------------------------
Cash flow from
operating activities
Loss for the financial year (271,045) (472,748) (1,231,862)
Adjustments for:
Share based payments - 360,096 635,954
Foreign exchange movements (26,124) - (23,631)
Changes in working
capital:
Decrease / (increase) in trade
and other receivables (500) 1 (507,999)
Increase / (decrease) in trade
and other payables (12,429) 242,566 60,678
Net cash outflow from
operating activities (310,098) 129,915 (1,066,860)
------------------------------- --------------------------- --------------------------- ---------------------------
Cash flows from
investing activities
Interest received - 22 -
Investments in unlisted
companies - - (504,744)
Net cash flow from investing
activities - 22 (504,744)
------------------------------- --------------------------- --------------------------- ---------------------------
Cash flows from
financing activities
Proceeds from Issue of Shares - 1,025,933 3,248,249
Share Issue Costs - - (152,980)
Net cash flow from financing
activities - 1,025,933 3,095,269
------------------------------- --------------------------- --------------------------- ---------------------------
Net increase in cash and cash
equivalents (310,098) 1,155,870 1,523,665
Cash and cash
equivalents at
beginning of the
period 1,523,665 - -
Foreign exchange
impact on cash - - -
Cash and cash equivalents at
end of the period 1,213,567 1,155,870 1,523,665
------------------------------- --------------------------- --------------------------- ---------------------------
NOTES TO THE FINANCIAL STATEMENTS
FOR THE 6 MONTH PERIODING 31 MAY 2022
1 General information
Clarify Pharma Plc was incorporated on 1 November 2019 in England and Wales and remains domiciled there with Registered Number 12294271 under the Companies Act 2006. The company was originally incorporated under the name Mena Esports Plc and subsequently changed its name to Clarify Pharma Plc on 4 February 2021.
The address of its registered office is 9th Floor 16, Great Queen Street, London, England, WC2B5DG.
The principal activity of the company during the period under review was that of the incubation of and investment in companies that are developing therapeutic remedies using compounds with certain psychedelic properties.
2 Accounting policies
IAS 8 requires that management shall use its judgement in developing and applying accounting policies that result in information which is relevant to the economic decision-making needs of users, that are reliable, free from bias, prudent, complete and represent faithfully the financial position, financial performance and cash flows of the entity.
2.1 Basis of preparation
The condensed interim financial statements ("interim financial statements") have been prepared in accordance with International Accounting Standard 34 "Interim Financial Reporting" (IAS 34) as adopted by the European Union (EU). The interim financial statements have been prepared on the historical cost basis, except for assets and liabilities measured at fair value through profit and loss, and are presented in pounds sterling (GBP). All amounts have been rounded to the nearest pound, unless otherwise stated.
The interim financial statements have not been audited. The interim financial statements do not constitute statutory accounts within the meaning of section 434 of the Companies Act 2006. The figures have been prepared using applicable accounting policies and practices consistent with those adopted in the audited annual financial statements ("annual financial statements") for the year ended 30 November 2021.
The interim financial statements are for the six months to 31 May 2022, being six months from the financial year end for the Company being 30 November 2021. The interim financial statements do not include all the information and disclosures required in the annual financial statements and should be read in conjunction with the Company's annual financial statements for the period ended 30 November 2021. The Company has disclosed comparative data for the period from 1 December 2020 to 31 May 2021 as required for disclosure by accounting standards as well audited figures from the annual financial statements.
The functional currency for the Company is determined as the currency of the primary economic environment in which it operates. Both the function and presentational currency of the Company Pounds Sterling (GBP).
The business is not considered to be seasonal in nature.
New standards, amendments and interpretations adopted by the Company
During the current period the Company adopted all the new and revised standards, amendments and interpretations that are relevant to its operations and are effective for accounting periods beginning on 1 December 2021. This adoption did not have a material effect on the accounting policies of the Company. New standards, amendments and interpretations not yet adopted by the Company
The standards and interpretations that are relevant to the Company, issued, but not yet effective, up to the date of these interim financial statements have been evaluated by the directors and they do not consider that there will be a material impact of transition on the financial statements.
2.2 Going concern
The directors have assessed the Company's ability to adopt the going concern basis of accounting and consider the adoption to be appropriate in the preparation of the interim financial statements. As the Company exists currently it operates as a cash shell looking for potential opportunities in the life sciences sector. As a result of these limited operations the Company's monthly cash burn has historically been around GBP35,000/month. At period end the Company had cash and cash equivalents of GBP1,213,568 which at current cash burn rate is more than sufficient to last for at least 12 months and supports the adoption of the going concern.
2.3 Risks and uncertainties
The principal risks and uncertainties relevant to the Company have not changed materially since the release of the annual financial statements for the period ending 30 November 2021. These risks can be referenced in the strategic report contained within the annual financial statements.
3 Critical accounting estimates and judgements
In the application of the Company's accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised, if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements, are disclosed below:
Share Based Payments
The Company measures the cost of equity-settled transactions by reference to the fair value of the equity instruments at the date at which they are granted. The fair value is determined by using the Black-Scholes model taking into account the terms and conditions upon which the instruments were granted. The accounting estimates and assumptions relating to equity-settled share-based payments would have no impact on the carrying amounts of assets and liabilities within the next annual reporting period but may impact profit or loss and equity. There have been no dilutive instruments issued in the period and the value remains equal to that in the annual financial statements as at the last reporting period.
Investments
Investments are classified as listed or unlisted. The valuation of listed investments is determined with reference to published share prices. The valuation of unlisted investments is assessed by the directors at each reporting date using any available financial information or reports available to them at that time. The directors' assessment of these valuations is subjective and may therefore impact profit and loss and equity in future period. The directors do not assess that the underlying value of the investments have fluctuated relative to the last reporting date however they have been re-valued to reflect the most recent foreign exchange rate fluctuations.
4 Earnings per share
The calculation for basic and diluted earnings per ordinary share is based on the total comprehensive loss after income tax attributable to equity shareholders for the period and is as follows:
Unaudited Unaudited Audited
31 May 31 May 30 November
2022 2021 2021
Net loss for the period
attributable to ordinary
equity holders for continuing
operations
(GBP) (271,045) (472,748) (1,231,862)
Weighted average number of
ordinary shares in issue 297,196,000 44,841,665 219,707,652
------------------------------- --------------------------- --------------------------- ---------------------------
Basic and diluted earnings per
share for continuing
operations (pence) (0.0912) (1.054) (0.561)
------------------------------- --------------------------- --------------------------- ---------------------------
Earnings per ordinary share are calculated using the weighted average number of ordinary shares in issue during the period. A loss was made during the period and therefore basic EPS is equal to the diluted EPS.
5 Share capital and share premium
Ordinary Shares Share Capital Share Premium Total
# GBP GBP GBP
--------------------- ---------------- -------------- -------------- ----------
At 30 November 2021 297,196,000 297,195 2,859,005 3,156,200
--------------------- ---------------- -------------- -------------- ----------
At 31 May 2022 297,196,000 297,195 2,859,005 3,156,200
--------------------- ---------------- -------------- -------------- ----------
There were no shares issued in the 6 months ending 31 May 2022.
6 Share based payments reserve
As at 31 As at 31
May 2022 May 2021
GBP GBP
Advisor warrants 575,024 360,096
---------- ----------
Total 575,024 360,096
---------- ----------
The following warrants over ordinary shares have been granted by the Company and are outstanding at 31 May 2022:
Number of Warrants Exercise Expiry date
Price
------------------------- ------------------- --------- ------------
On incorporation - - -
Issued on 19 March 2021 20,500,000 GBP0.01 18 Mar 2024
Issued on 11 June 2021 6,187,950 GBP0.025 10 Jun 2026
Issued on 11 June 2021 10,000,000 GBP0.01 10 Jun 2024
Issued on 11 June 2021 5,000,000 GBP0.025 10 Jun 2024
Issued on 11 June 2021 39,210,000 GBP0.025 10 Jun 2023
At 31 May 2022 80,897,950
------------------- ---------
There were no dilutive instruments issued in the 6 month period ending 31 May 2022.
The fair value of the share warrant rights granted are valued using the Black-Scholes option pricing model. The option pricing model assumptions can be referenced in the annual financial statements.
7 Financial commitments & contingent liabilities
There were no capital commitments or contingent liabilities pertaining to the Company at 31 May 2022.
8 Related party transactions
Service Agreements
The Company has the following service agreements with directors of the Company:
1) Toro Consulting Ltd
On April 5(th) 2021 the Company entered into a consultancy agreement with Toro Consulting Ltd, a company owned and controlled by Jonathan Bixby. During the period GBP60,000 was paid to Toro with an amount of GBP10,000 owed to Toro Consulting Ltd in relation to consulting & administrative operations for the month of May 2022.
2) Dark Peak Services Limited
On 4 June 2021 the Company entered into a consultancy agreement with Dark Peak Services Limited, (Dark Peak), a company owned and controlled by Nicholas Lyth. During the period GBP18,000 was paid to Dark Peak.
3) Marallo Holdings Inc
On 5 February 2021 the Company entered into a consultancy agreement with Marallo Holdings Inc ("Marallo"), a company owned and controlled by director Michael Edwards and his wife Julie Hamilton. During the period GBP35,000 was paid to Marallo.
9 Events subsequent to period end
There were no material events subsequent to period end that require disclosure.
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END
NEXSDIFDSEESEFA
(END) Dow Jones Newswires
August 31, 2022 02:01 ET (06:01 GMT)
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