Everest Global Plc Half-year Report

 
TIDMEVST 
 
The Board of Everest is pleased to announce its unaudited results for the six 
months ended 30 April 2023. 
 
31 July 
2023 
 
 
Everest Global plc 
 
("Everest" or the "Company") 
 
Unaudited interim results for the six months ended 30 April 2023 
 
The Board of Everest is pleased to announce its unaudited results for the six 
months ended 30 April 2023. 
 
Chief Executive Officer's Report 
 
I am pleased to report our unaudited results for the six months ended 30 April 
2023. 
 
To repeat for those new to the Company, on 3 October 2022, prior to the previous 
year-end, the Company announced a number of important events including the 
recapitalisation of the Company through a subscription by Golden Nice 
International Limited of 13 million new Ordinary Shares in the Company for 
£650,000 and its  purchase of 65% of the outstanding convertible loan notes, 
with the remainder of the convertible loan notes (35%) being converted by the 
note holders into Ordinary Shares in the Company.. The Company also changed its 
name to Everest Global Plc, both Andrew Monk and Matt Bonner resigned from the 
Board and Simon Grant-Rennick and I were appointed to the Board. . 
 
During the current reporting period, on the 24 January 2023, the Company 
announced a subscription for 12,726,000 new Ordinary Shares raising net proceeds 
totalling £699,930 at a subscription price of 5.5 pence per Ordinary Share. In 
addition, on 25 January 2023, the convertible loan note holder, Golden Nice 
International Limited converted £300,000 of its debt to 6,000,000 new Ordinary 
Shares. 
 
Due to the number of new shares issued in the period under review and on 3 
October 2022, in order to comply with Prospectus Regulation Rule 1.2.4, which 
prohibits the admission of more than 20% of the number of securities already 
admitted to trading on the Main Market of the London Stock Exchange without a 
prospectus, the Company is working towards publishing a prospectus in relation 
to the issue of the these shares, by 2 October 2023, in order to enable them to 
be admitted to trading on the Main Market of the London Stock Exchange in 
accordance with Listing Rule 14.3.4. 
 
This has been the first reporting period that the Company is operating as 
Everest Global Plc with the new reconstituted board for the full period and I am 
pleased to announce that the board is working very well together despite the 
head winds. The board is clear on its mandate and strategy and is working 
towards achieving this. 
 
Post period end, the Company announced on the 4 July 2023, that it had invested 
£200,000 by way of a loan into Precious Link (UK) Limited, a wine retailer, 
located within the Southeast of England. The Board believes that Precious Link 
operates in a complementary sector and that the loan could assist the Company in 
expanding its activities into the wider food and beverage sector. 
 
As mentioned in the Annual Financial Statements for the year ended 31 October 
2022, and simultaneous to the investment by Golden Nice International Limited, 
Dynamic Intertrade (Pty) Limited ("Dynamic") issued shares to K2 Spice Limited 
(previously VSA NEX Investments Limited) ("K2"), for consideration of ZAR10,982, 
such that Everest Global retains 51% interest in Dynamic and K2 now holds 49% of 
Dynamic. Further, the Company granted K2 a put option for £1 to acquire the 
remaining 51% once certain conditions have been met. In addition, certain debts 
owing by Dynamic to the Company and certain other parties were also assigned to 
K2 in consideration for K2 paying to the Company £100,001 and agreeing to fund 
Dynamic so as to enable Dynamic to carry on its business in the ordinary course 
until such time as the Company ceases to hold any further shares in Dynamic. 
 
The Company's present primary operations and source of revenue remains its 51% 
holding in Dynamic, our Cape Town based spice blender and trader. The underlying 
Company was still loss making for the year ended 31 October 2022 (see Note 4 for 
a full explanation) but has since improved its performance during the six-months 
ended 30 April 2023. Group turnover increased by 20.98% (6 months to 30 April 
2022: a reduction of 13.5%). Group operating losses amounted to £1,380,631 (6 
months to 30 April 2022: £11,176) for the current period. 
 
During the period our previous auditor resigned as they were no longer in a 
position to audit Public Interest Entity ("PIE") companies and due to capacity 
constraints with many other auditors there was a delay in appointing a PIE 
registered auditor. As a result, the Company could not complete their statutory 
audit, publication of results or statutory filing at Companies House on time. As 
such, trading in the Company's Ordinary Shares and its listing on the Official 
List of the Financial Conduct Authority was suspended.  The Company was granted 
an extension of its filing obligations by Companies House. 
 
Dynamic Intertrade ("Dynamic") 
 
For the 6-month period ending 30 April 2023, Dynamic recorded revenue of R30.8 
million (30 April 2022, R14.04 million, and 31 October 2022, R34.8 million) 
representing a 119% increase. This increase in revenue resulted in gross profit 
of R9.28 million (representing a gross margin of 30%). This is a 50% improvement 
in the margin from the 20% for the six months ended 30 April 2022 and the 24.74% 
for the full year ended 31 October 2022. Operating expenses have increased by 
11% to R4.9 million from R4.4 million for the period to 30 April 2022. EBITDA 
was R4.6 million (31 October 2022: Loss - R11.2 million). 
 
While a pleasing improvement it has put pressure on the working capital 
requirements which we are expecting K2 to assist with under an agreement signed 
on 3 October 2022. 
 
DI has maintained its FSSC22000 certification which is important when dealing 
with blue chip food manufacturing companies. 
 
Dynamic Intertrade Agri ("DIA") 
 
As stated on 20 July 2023, the Company's 46.8% share in DIA was disposed of to 
Athena Trading Worldwide Limited for a consideration of £15,384.62. 
 
Group Results for the period 
 
Group turnover increased to £1,434,073 for the six months ended 30 April 2023 
from the £681,761 for the comparative period ended 30 April 2022, and is only 
15,6% lower than the turnover for the full year ended 31 October 2022 of 
£1,698,839. The Group made an operating profit of £476,634 for the six months to 
30 April 2023 (30 April 2022: loss of £11,176, 31 October 2022: loss of 
£1,152,170). This has primarily been the result of an improvement in the 
exchange rates as evidenced by the gain on foreign exchange of £383,990 and the 
increase in revenue mentioned above. 
 
At the end of the period under review the Company had cash and cash equivalents 
of £1,405,609 (30 April 2022: £503,399, 31 October 2022: £925,814). 
 
Outlook 
 
While the world economy is uncertain with the war in the Ukraine, inflation, 
high interest rates and, uncertain demand and supply we believe we will steady 
the Company and give it a solid foundation for future growth. 
 
Theunaudited interim report for the 6 months ended 30 April 2023is available on 
the Company's website at:www.everestglobalplc.comand in hard copy form at the 
Company's registered office at 48 Chancery Lane, London WC2A 1JF. 
 
It will also shortly beavailable for inspection at: 
www.fca.org.uk/markets/primary-markets/regulatory-disclosures/national-storage 
-mechanism (https://urldefense.proofpoint.com/v2/url?u=http 
-3A__www.fca.org.uk_markets_primary-2Dmarkets_regulatory-2Ddisclosures_national 
-2Dstorage-2Dmechanism&d=DwMGaQ&c=euGZstcaTDllvimEN8b7jXrwqOf 
-v5A_CdpgnVfiiMM&r=7Um2a7LLyUH5SxHgl6zdagatUzGQxXwYgU_CeVAgL9Q&m=kR_Hjjn07Jsd47Ii 
TGeyUKC3Q2HOmc2k-HnXXjfJDbg&s=z7lAUYO9aq6HBtuB_Hq8I10m4igZv3uixdkqQJaliao&e=). 
 
Prior to publication, the information contained within this announcement was 
deemed by the Company to constitute inside informationfor the purposes of 
Article 7 of EU Regulation 596/2014 (which forms part of domestic UK law 
pursuant to the European Union (Withdrawal) Act 2018). With the publication of 
this announcement, this information is now considered to be in the public 
domain. 
 
The Directors of the Company accept responsibility for the content of this 
announcement. 
 
For further information please contact the following: 
 
Everest Global plc 
 
Andy Sui, Chief Executive Officer  [phone] 
 
Rob Scott, Non-Executive Director  [phone] 
 
Cairn Financial Advisers LLP 
Jo Turner / Emily Staples          [phone] / [phone] 
 
Caution regarding forward looking statements 
 
Certain statements in this announcement, are, or may be deemed to be, forward 
looking statements. Forward looking statements are identi?ed by their use of 
terms and phrases such as "believe", "could", "should" "envisage", 
"estimate", "intend", "may", "plan", "potentially", "expect", "will" 
or the negative of those, variations or comparable expressions, including 
references to assumptions. These forward-looking statements are not based on 
historical facts but rather on the Directors' current expectations and 
assumptions regarding the Company's future growth, results of operations, 
performance, future capital and other expenditures (including the amount, nature 
and sources of funding thereof), competitive advantages, business prospects and 
opportunities. Such forward looking statements re?ect the Directors' current 
beliefs and assumptions and are based on information currently available to the 
Directors. 
 
Principal Risks and uncertainties for the remaining 6 months of the financial 
year 
 
The Directors consider the following risk factors to be of relevance to the 
Group's activities for the remaining 6 months of the financial year. It should 
be noted that the list is not exhaustive and that other risk factors not 
presently known or currently deemed immaterial may apply: 
 
i.Development Risk 
 
The Group's development will be, in part, dependent on the ability of the 

Directors to continue to improve the current business, to identify suitable 
investment opportunities and to implement the Group's strategy. There is no 
assurance that the Group will be successful in acquiring suitable investments. 
 
ii.Sector Risk 
 
The agriculture and agri-processing sectors are highly competitive markets and 
many of the competitors will have greater financial and other resources than the 
Company and as a result may be in a better position to compete for 
opportunities. 
 
The development of these enterprises involves significant uncertainties and 
risks including unusual climatic conditions such as drought, improper use of 
pesticides, availability of labour and seasonality of produce, any one of which 
could result in security of supply, damage to, or destruction of crops, 
environmental damage or pollution. Each of these could have a material adverse 
impact on the business, operations and financial performance of the Group. 
 
The market price of agricultural products and crops is volatile and affected by 
numerous factors which are beyond the Group's control.  These include 
international supply and demand, the level of consumer product demand, 
international economic trends, currency exchange rate fluctuations, the level of 
interest rates, the rate of inflation, global or regional political events, as 
well as a range of other market forces. Sustained downward movements in 
agricultural prices could render less economic, or un-economic, any development 
or investing activities to be undertaken by the Group. Certain agricultural 
projects involve high capital costs and associated risks. Unless such projects 
enjoy long term returns, their profitability will be uncertain resulting in 
potentially high investment risk. 
 
iii.Political and Regulatory Risk 
 
African countries experience varying degrees of political instability. There can 
be no assurance that political stability will persist in those countries where 
the Group may have operations going forward. In the event of political 
instability or changes in government policies in those countries where the Group 
may operate, the operations and financial condition of the Group could be 
adversely affected. 
 
iv.Environmental Risks and Hazards 
 
All phases of the Group's operations are subject to environmental regulation in 
the areas in which it operates. Environmental legislation is evolving in a 
manner that may require stricter standards and enforcement, increased fines and 
penalties for non-compliance, more stringent environmental assessments of 
proposed projects and a heightened degree of responsibility for companies and 
their officers, Directors and employees. 
 
There is no assurance that existing or future environmental regulation will not 
materially adversely affect the Group's business, financial condition and 
results of operations. Environmental hazards may exist on the properties on 
which the Group holds interests that are unknown to the Group at present. The 
Board manages this risk by working with environmental consultants and by 
engaging with the relevant governmental departments and other concerned 
stakeholders. 
 
v.Internal Control and Financial Risk Management 
 
The Board has overall responsibility for the Group's systems of internal control 
and for reviewing their effectiveness. The Group maintains systems which are 
designed to provide reasonable but not absolute assurance against material loss 
and to manage rather than eliminate risk. 
 
The key features of the Group's systems of internal control are as follows: 
 
  · Management structure with clearly identified responsibilities; 
  · Production of timely and comprehensive historical management information 
presented to the Board; 
  · Detailed budgeting and forecasting; 
  · Day to day hands on involvement of the Executive Director and Senior 
Management; and 
  · Regular Board meetings and discussions with the Non-Executive Directors. 
 
The Group's activities expose it to several financial risks including cash flow 
risk, liquidity risk and foreign currency risk. 
 
vi.Environmental Policy 
 
The Group is aware of the potential impact that its subsidiary and associate 
companies may have on the environment. The Group ensures that it complies with 
all local regulatory requirements and seeks to implement a best practice 
approach to managing environmental aspects. 
 
The subsidiary, Dynamic Intertrade operates a Food SafetySystem Certification 
("FSSC") compliant facility in Cape Town. The FSSC provides a framework for 
effectively managing the organisation's food safety responsibilities and is 
fully recognized by the Global Food Safety Initiative and is based on existing 
ISO Standards. 
 
vii.     Health and Safety 
 
The Group's aim is to achieve and maintain a high standard of workplace safety. 
In order to achieve this objective, the Group provides ongoing training and 
support to employees and sets demanding standards for workplace safety. 
 
viii.Financing Risk 
 
The development of the Group's business may depend upon the Group's ability to 
obtain financing primarily through the raising of new equity capital or debt. 
The Group's ability to raise further funds may be affected by the success of 
existing and acquired investments. The Group may not be successful in procuring 
the requisite funds on terms which are acceptable to it (or at all) and, if such 
funding is unavailable, the Group may be required to reduce the scope of its 
investments or the anticipated expansion. Further, Shareholders' holdings of 
Ordinary Shares may be materially diluted if debt financing is not available. 
 
ix.Credit Risk 
 
The Directors have reviewed the forecasts prepared by both the Company and 
Dynamic and believe that Dynamic has adequate resources available to meet its 
obligations to the Company and its lenders. 
 
x.Liquidity Risk 
 
The Directors have reviewed the working capital requirements of the Company and 
Dynamic and believe that, following stress tests and variance analysis on the 
forecasts, there is sufficient working capital to fund the business while 
expanding turnover. The Directors further highlight the inherent uncertainties 
involved in making the assessment that the entity is a going concern. 
 
xi.                    Capital Risk 
 
The Group manages its capital resources to ensure that entities in the Group 
will be able to continue as a going concern, while maximising shareholder 
return. 
 
The capital structure of the Group consists of equity attributable to 
shareholders, comprising issued share capital and reserves. The availability of 
new capital will depend on many factors including a positive operating 
environment, positive stock market conditions, the Group's track record, and the 
experience of management. There are no externally imposed capital requirements. 
The Directors are confident that adequate cash resources exist or will be made 
available to finance operations and controls over expenditure are carefully 
managed. 
 
To manage the above risks, management are in regular contact with our customers 
and are actively exploring new markets and customers in order to diversify these 
risks. 
 
Responsibility Statement 
 
The Directors, whose names and functions are set out under the `Directors and 
Advisers' section of this report with registered office located at 48 Chancery 
Lane, London WC2A 1JF, accept responsibility for the information contained in 
this set of interim results for the six month period ended 30 April 2023. 
 
To the best of the knowledge of the Directors: 
 
·         The condensed set of financial statements are prepared in accordance 
with the applicable set of accounting standards (with IAS 34 `Interim Financial 
Reporting' as contained in UK-adopted IFRS), give a true and fair view of the 
assets, liabilities, financial position and profit or loss of Everest Group Plc 
and the undertakings included in the consolidation taken as a whole; and 
 
·         the interim management report, titled `Chief Executive's Report' 
includes an indication of important events that have occurred during the first 
six months of the financial year, and their impact on the condensed set of 
financial statements, and  a description of the principal risks and 
uncertainties for the remaining six months of the financial year. 
 
·         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). 
 
Everest Group Plc acknowledges that it is responsible for all information drawn 
up and made public in this set of interim results for the period ended 30 April 
2023. 
 
Andy Sui 
 
Chief Executive Officer 
 
31 July 2023 
 
Interim Condensed Consolidated Statement of Comprehensive Income 
 
                           6 Months     Year ended   6 Months 
                           ended                     ended 
                           30 April     31 October   30 April 
                           2023         2022         2022 
                           (Unaudited)  (Audited)    (Unaudited) 
                    Notes  £            £            £ 
 
Turnover                   1,434,073    1,698,839    681,761 
Cost of sales              (1,002,206)  (1,278,471)  (545,163) 
Gross profit               431,867      420,368      136,598 
 
Other Income               383,990      1,264        315,495 
Administrative      4      (339,223)    (1,573,802)  (463,269) 
expenses 
Operating profit /         476,634      (1,152,170)  (11,176) 
(loss) 
 
Finance costs              (117,548)    (3,418,549)  (125,403) 
Finance income             20,377       157          - 
Profit / (loss)            379,463      (4,570,562)  (136,579) 
before taxation 
Tax on Profit /            -            -            - 
(loss) on ordinary 
activities 
Profit / (loss)            379,463      (4,570,562)  (136,579) 
after taxation 
 
Other                      -            -            - 
Comprehensive 
Income 
 

Total                      379,463      (4,570,562)  (136,579) 
comprehensive 
income / (loss) 
for the year from 
continuing 
operations 
 
Total                      137,570      (4,571,084) 
comprehensive 
income / (loss) 
attributable to 
ordinary 
shareholders 
Total                      241,893      522 
comprehensive 
income / (loss) 
attributable to 
non-controlling 
interests 
Total                      379,463      (4,570,562)  (136,579) 
comprehensive 
income / (loss) 
for the period 
 
Basic and diluted   5      1.15p        (17.79p)     (0.62p) 
earnings per share 
 
Interim Condensed Consolidated Statement of Changes in Equity 
 
              Share      Share      Share     Equity       Retained     Total 
Oustide        Total 
              Capital    Premium    Based     Portion of   Earnings     Equity 
Shareholder's  Equity 
                                    Payments  Convertible 
Interest 
                                    Reserve   Loan 
                                              Notes 
              £          £          £         £            £            £ 
£              £ 
Balance at    439,322    2,571,247  83,377    74,935       (4,416,527) 
(1,247,646)  -              (1,247,646) 
31 
October 2021 
Share Issue   76,473     76,473     -         -            -            152,946 
-              152,946 
Loss for the  -          -          -         -            (136,579) 
(136,579)    -              (136,579) 
period 
Balance at    515,795    2,647,720  83,377    74,935       (4,553,106) 
(1,231,279)  -              (1,231,279) 
30 April 
2022 
Shares        260,000    390,000                                        650,000 
-              650,000 
issued 
Shares        147,463    221,194                                        368,657 
-              368,657 
issued on 
conversion 
of 
convertible 
loan 
notes 
Extension of  -          -          -         (32,396)                  (32,396) 
-              (32,396) 
date 
of 
conversion 
of 
the 
convertible 
loan 
notes 
Warrants      -          (218,799)  218,799   -                         - 
-              - 
issued 
during the 
year 
Loss          -          -          -         -            2,305,905 
2,305,905    (2,305,905)    - 
attributable 
to non 
-controlling 
interest on 
disposal of 
49% of 
subsidiary 
Loss for the  -          -          -         -            (4,434,505) 
(4,434,505)  522            (4,433,983) 
year 
Balance at    923,258    3,040,115  302,176   42,539       (6,681,706) 
(2,373,618)  (2,305,383)    (4,679,001) 
31 
October 2022 
Share Issue   254,520    445,410    -         -            -            699,930 
-              699,930 
Conversion    120,000    180,000    -         -            -            300,000 
-              300,000 
of 
convertible 
loan 
notes to 
equity 
Warrants      -          (48,573)   48,573    -            -            - 
-              - 
issued 
during the 
period 
Loss for the  -          -          -         -            137,570      137,570 
241,893        379,463 
period 
Balance at    1,297,778  3,616,952  350,749   42,539       (6,544,136) 
(1,236,118)  (2,063,490)    (3,299,608) 
30 April 
2023 
 
Share capital is the amount subscribed for shares at nominal value. 
 
Retained losses represent the cumulative loss of the Group attributable to 
equity shareholders. 
 
Share-based payments reserve relate to the charge for share-based payments in 
accordance with IFRS 2. 
 
Interim Condensed Consolidated Statement of the Financial Position 
 
                             6 Months ended  Year ended   6 Months ended 
                             30 April        31 October   30 April 
                             2023            2022         2022 
                             (Unaudited)     (Audited)    (Unaudited) 
                      Notes  £               £            £ 
Assets 
Non-current assets 
Property, plant and   6      25,632          13,884       11,266 
equipment 
Right of use asset    11     204,809         250,446      327,829 
Total Non-Current            230,441         264,330      339,095 
Assets 
 
Current assets 
Investment in         8      6,154           6,154        6,154 
associate - (held 
for sale) 
Inventories                  211,983         175,875      34,847 
Trade and other              489,713         282,529      327,299 
receivables 
Cash and cash                1,405,609       925,814      503,399 
equivalents 
Total current assets         2,113,459       1,390,372    871,699 
Total assets                 2,343,900       1,654,702    1,210,794 
 
Equity and 
liabilities 
Share capital         9      1,297,778       923,258      515,795 
Share premium         9      3,616,952       3,040,115    2,647,720 
Share-based payments         350,749         302,176      83,377 
reserve 
Equity portion of            42,539          42,539       74,935 
convertible loan 
notes 
Retained earnings            (6,544,136)     (6,681,706)  (4,553,107) 
Total owner's equity         (1,236,118)     (2,373,618)  (1,231,280) 
Non-controlling              (2,063,490)     (2,305,383)  - 
interests 
Total equity                 (3,299,608)     (4,679,001)  (1,231,280) 
 
Non-current 
liabilities 
Non-current lease     10     120,167         166,070      242,796 
liabilities 
Borrowings                   4,322,281       4,732,492    791,472 
Convertible loan             450,802         710,274      778,065 
notes 
Total non-current            4,893,250       5,608,836    1,812,333 
liabilities 
 
Current liabilities 
Current lease         10     101,110         100,485      87,866 
liabilities 
Trade and other              649,148         624,382      542,326 
payables 
Total current                750,258         724,867      630,192 
liabilities 
Total equity and             2,343,900       1,654,702    1,210,794 
liabilities 
 
Interim Condensed Consolidated Statement of Cash Flows 
 
                                        6 Months     Year ended   6 Months 
                                        ended                     ended 
                                        30 April     31 October   30 April 
                                        2023         2022         2022 
                                        (Unaudited)  (Audited)    (Unaudited) 
                                 Notes  £            £            £ 
Cash flows from operating 
activities 
Operating loss                          476,634      (1,152,170)  (11,176) 
Add: Depreciation                       45,369       84,960       37,547 
Add: unrealised foreign                              (41,293)     (26,728) 
exchange (gain) / loss 
Add: (Profit)/loss on disposal          -            -            1,256 
of property, plant and 
equipment 
Finance costs                           61,809       (124,889)    (185,777) 
Interest received                       20,377       157          - 
Profit on disposal of loans             -            1 
receivable 
Changes in working capital 
(increase) / decrease in                (36,108)     (133,193)    (5,720) 
inventories 
(increase) / decrease in                (207,184)    15,271       44,257 
receivables 
(Decrease) / increase in                24,766       (538,038)    (715,968) 
payables 
Net cash flow from operating            385,663      (1,889,194)  (862,309) 
activities 
 
Investing Activities 
Acquisition of property, plant          (28,287)     (5,541)      (257) 
and equipment 
Disposal of property, plant and         -            -            1,303 
equipment 
Foreign exchange movements              2,103        (7)          (19,593) 
Net cash flow from investing            (26,184)     (5,548)      (18,547) 
activities 
 
Cash flows from financing 
activities: 
Net proceeds from issue of       9      699,930      650,000      - 
shares 
(Decrease) / Increase in                (527,815)    1,134,015    348,503 
borrowings 
Foreign exchange movements                           -            (23,095) 
Capital repayments of lease             (51,799)     (73,233)     (50,863) 
liability 
Net cash flow from financing            120,316      1,710,782    274,545 
activities 
 
Net cash flow for the period            479,795      (183,960)    (606,311) 
Opening Cash and cash                   925,814      1,109,774    1,109,774 
equivalents 
Foreign exchange movements                           -            (64) 
Closing Cash and cash                   1,405,609    925,814      503,399 
equivalents 
 
Notes to the Interim Condensed Consolidated Financial Statements 
 
1.General Information 
 
Everest Global plc is a 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 Company is 
admitted to the Official List (by way of a Standard Listing under Chapter 14 of 
the Listing Rules) and to trading on the London Stock Exchange's Main Market for 
listed securities. The information within these Interim condensed consolidated 
financial statements and accompanying notes must be read in conjunction with the 
audited annual financial statements that have been prepared for the year ended 
31 October 2022. 
 
2.Basis of Preparation 
 
These unaudited condensed consolidated interim financial statements for the six 
months ended 30 April 2023 have been prepared in accordance with International 
Accounting Standard No34, Interim Financial Reporting, as contained in 
International Financial Reporting Standards as adopted by the United Kingdom 
(IFRS as adopted by the UK),  were approved by the board and authorised for 
issue on 31 July 2023. 
 
The basis of preparation and accounting policies set out in the Annual Report 
and Accounts for the year ended 31 October 2022 have been applied in the 
preparation of these condensed consolidated 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 UK that are expected to be applicable to 
the consolidated financial statements for the year ending 31 October 2023 and on 
the basis of the accounting policies expected to be used in those financial 
statements. 
 
The figures for the six months ended 30 April 2023 and 30 April 2022 are 
unaudited and do not constitute full accounts. The comparative figures for the 
year ended 31 October 2022 are extracts from the 2022 audited accounts. The 
independent auditor's report on the 2022 accounts was qualified on the basis 
that they were appointed after the year and could not verify the value of the 
inventory on hand by the subsidiary at the year end, and it included a material 
uncertainty in respect of going concern. 
 
3.Segmental Reporting 
 
In the opinion of the Directors, the Group has one class of business, being the 
trading of agricultural materials. The Group'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 South Africa. All revenues and costs are derived from the single segment. 
Historically this segment has experienced a high demand for its products in the 
months of July to December with a lower-than-average demand in the months of 
January to March. 
 
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 profit of the Group for the six-month period ended 30 April 2023 
was £476,634 (30 April 2022: loss of £11,176, year end 31 October 2022:  loss of 
£1,152,170). The operating loss incorporated the following main items: 
 
                        6 Months ended       Year       6 Months ended 
                                             ended 
                        30 April             31         30 April 
                                             October 
                        2023                 2022       2022 
                        (Unaudited)          (Audited)  (Unaudited) 
                        £                    £          £ 
 
Accounting and          16,626               39,338     24,413 
administration fees 
Brokership fees         2,473                15,000     - 
Legal and               57,514               (269,522)  32,164 
professional fees 
Registrar fees          2,493                3,034      1,767 
Personnel expenses      133,121              232,273    105,709 
Finance charges 
associated with         -                    3,131,890  - 
disposal of 
intercompany loan to 
VSA NEX Investments 
Limited 
 
As set in the annual financial statements for the year ended 31 October 2022, on 
3 October 2022, the Company and K2 Spice Limited (previously VSA NEX Investments 
Limited) ("K2"), entered into certain related party arrangements in relation to 
Dynamic Intertrade (Pty) Ltd ("Dynamic"). K2 was a 100% subsidiary of VSA 
Capital. At the time the arrangements were entered into Andrew Monk was a 
director of the Company, VSA Capital and K2 and is deemed to have significant 
influence over VSA Capital and K2. Pursuant to the arrangements, K2 subscribed 
for such number of new shares in the capital of Dynamic resulting in K2 holding 
49% of the enlarged issued share capital of Dynamic for a consideration of 
ZAR10,982; the Company agreed to assign certain debts owing by Dynamic, 
amounting to £4.2 million which had been fully impaired in prior years, to the 
Company and certain other parties to K2 in consideration for K2 paying to the 
Company £100,001 and agreeing to fund Dynamic so as to enable Dynamic to carry 
on its business in the ordinary course until such time as the Company ceases to 
hold any further shares in Dynamic. This assignment agreement resulted in K2 
having a non-controlling interest in Dynamic and as such its share of the 
current year profits amounted to £522, its share of accumulated losses prior to 
acquisition amounted to £3,131,890. Additionally, the assignment of the loans 
resulted in the Group incurring a finance charge on consolidation of £2.9 
million. K2 has signed a subordination agreement in relation to the loans due by 
Dynamic to K2 with an expiry date of 31 October 2023. Should K2 choose to 
request the repayment of the loans due by Dynamic this will severely impact the 
Company's ability to continue as a going concern. Under a put and call option 
agreement the Company granted to K2 the option to acquire 11,430 shares in 
Dynamic Intertrade, being the remaining 51% of Dynamic held by the Company, 
subject to the satisfaction of certain conditions and subject to certain time 
restrictions for £1. 
 
5.Earnings per Share 
 
Earnings per share data is based on the Group result for the six months and the 
weighted average number of ordinary 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: 
 
                           6 Months ended  Year ended   6 Months ended 
                           30 April        31 October   30 April 
                           2023            2022         2022 
                           (Unaudited)     (Audited)    (Unaudited) 
                           £               £            £ 
Profit / (loss) after tax  379,463         (4,570,562)  (136,579) 
Weighted average number    33,023,894      25,690,228   21,966,077 
of ordinary shares in 
issue 
Basic earnings / (loss)    1.15p           (17.79p)     (0.62p) 
per share (pence) 
Diluted earnings / (loss)  0.36p           (17.79p)     (0.62p) 
per share (pence) 
 
For the comparative figures as at 31 October 2022 and 30 April 2022, 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. As at 30 April 
2023 there were 42,922,767 Ordinary Shares and 38,363,171 share warrants 
outstanding (31 October 2022: 24,196,767 Ordinary shares and 38,363,171 share 
warrants outstanding, 30 April 2022 there were 26,148,289 Ordinary shares and 
897,809 share warrants outstanding). 
 
6.Property, Plant and Equipment 
 
Depreciation on property, plant and equipment is calculated using the straight 
-line method to write off their cost over their estimated useful lives at the 
following annual rates: 
 
Furniture and fixtures  17% 
Leasehold improvements  33% 
Plant and equipment     20% and 33% 
 
Useful lives and depreciation method are reviewed and adjusted if appropriate, 
at the end of each reporting period. 
 
An item of property, plant and equipment is derecognised upon disposal or when 
no future economic benefits are expected to arise from the continued use of the 
asset. Any gain or loss arising on the disposal or retirement of an item of 
property, plant and equipment is determined as the difference between the sales 
proceeds and the carrying amount of the relevant asset and is recognised in 
profit or loss in the year in which the asset is derecognised. 
 
Group         Leasehold  Furniture and fixtures  Plant and equipment  Total 
              property 
              £          £                       £                    £ 
Cost 
As at 31      19,746     4,356                   279,382              303,484 
October 2021 
Exchange      979        216                     13,844               15,039 
difference 
Additions     -          -                       257                  257 
Disposals     -          -                       (5,088)              (5,088) 
As at 30      20,725     4,572                   288,395              313,692 
April 2022 
Exchange      (1,173)    (272)                   (43,830)             (45,275) 
difference 
Additions     -          -                       10,372               10,372 
Disposals     -          -                       -                    - 
As at 31      19,552     4,300                   254,937              278,789 
October 2022 
Exchange      -          (350)                   (32,380)             (32,730) 
difference 
Additions     -          -                       28,287               28,287 
Disposals     -          -                       -                    - 
As at 30      19,552     3,950                   250,844              274,346 
April 2023 
 
Accumulated 
depreciation 
As at 31      19,720     4,060                   265,935              289,715 
October 2021 
Exchange      977        205                     13,298               14,480 
difference 
Charge for    25         98                      3,196                3,319 
the year 
Released on   -          -                       (5,088)              (5,088) 
disposal 
As at 30      20,722     4,363                   277,341              302,426 
April 2022 
Exchange      (1,172)    (245)                   (38,205)             (39,622) 
difference 
Charge for    -          75                      2,026                2,101 
the year 
Released on   -          -                       -                    - 
disposal 
As at 31      19,550     4,193                   241,162              264,905 
October 2022 
Exchange      -          (353)                   (30,274)             (30,627) 
difference 
Charge for    -          50                      14,386               14,436 
the year 
Released on   -          -                       -                    - 
disposal 
As at 30      19,550     3,890                   225,274              248,714 
April 2023 
 
Net Book 
Value 
As at 30      3          209                     11,054               11,266 
April 2022 
As at 31      2          107                     13,775               13,884 
October 2022 
As at 30      2          60                      25,570               25,632 
April 2023 
 

The holding company held no tangible fixed assets at 30 April 2023, 31 October 
2022 and 30 April 2022. 
 
7.Subsidiaries 
 
Everest Global plc holds investments in the following subsidiary undertakings as 
at 30 April 2023, which principally affected the profits, losses and net assets 
of the Group. 
 
Name of     Principal     Country of     Proportion   Proportion 
companies   activities    incorporation  (%) of       (%) of 
                          and place      equity       equity 
                          of business    interest at  interest at 
                                         30 April     30 April 
                                         2023         2022 
Dynamic     Value added   South Africa   51%          100% 
Intertrade  agricultural 
(Pty)       products 
Limited 
 
Subsidiaries are all entities over which the Group has the power to govern the 
financial and operating policies generally accompanying a shareholding of more 
than one half of the voting rights. Subsidiaries are consolidated, using the 
acquisition method, from the date that control is gained and are stated at cost 
less, where appropriate, provisions for impairment. Entities that do not comply 
with this policy, but over which the Group has a shareholding of between 20 and 
50 percent of the voting rights are equity accounted from the date of 
acquisition and are stated at cost and adjusted for the results of these 
entities for the accounting period. 
 
The remaining 49%, a non-controlling interest, is held by K2 Spice Limited, 
formerly VSA NEX Investments Limited. The circumstances surrounding this 
dilution of the Company's holding in Dynamic is explained in the annual 
financial statements for the year ended 31 October 2022. 
 
8.Investment in Associate 
 
                        6 Months ended   Year ended       6 Months ended 
                        30 April         31 October       30 April 
                        2023             2022             2022 
                        (Unaudited)      (Audited)        (Unaudited) 
                        £                £                £ 
Investment in Dynamic 
Intertrade Agri (Pty)   6,154            6,154            6,154 
Ltd 
Equity accounted        -                -                - 
profit/ (loss) for the 
period 
Impairment of           -                -                - 
investment 
Carrying value 
                        6,154            6,154            6,154 
 
9.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,    Number of 
called 
up and 
fully 
paid 
Ordinary 
Shares of      shares                 Share Capital            Share Premium 
2.0p 
each 
                                      £                        £ 
Balance at           21,966,088                    439,322 
31                                                             2,571,247 
October 
2021 
Share issue            3,823,627                     76,473 
- 29                                                           76,473 
April 2022 
Balance at           25,789,715                    515,795 
30                                                             2,647,720 
April 2022 
Share issue            7,373,140                   147,463 
on                                                             221,194 
conversion 
of 
convertible 
loan 
notes 3 
October 
2022 
Share issue          13,000,000                    260,000 
3                                                              390,000 
October 
2022 
Warrants                                                       (218,799) 
issued       -                        - 
- 3 October 
2022 
Balance at           46,162,855                    923,258 
31                                                             3,040,115 
October 
2022 
Share issue          12,726,000                    254,520 
- 24                                                           445,410 
January 
2023 
Warrants 
issued       -                        - 
- 24 
January 
2023 
Conversion 
of 
Convertible 
Loan 
Notes - 
  25                   6,000,000                   120,000 
January                                                        180,000 
2023 
Warrants 
issued       -                        - 
- 24 
January 
2023 
Balance at           64,888,855                 1,297,778 
30                                                             3,665,525 
April 2023 
 
10Leases 
 
Right of Use Asset and Liability 
 
On adoption of IFRS 16, the Group recognised lease liabilities in relation to 
leases which had previously been classified as 'operating leases' under the 
principles of IAS 17 Leases. These liabilities were measured at the present 
value of the remaining lease payments, discounted using the lessee's incremental 
borrowing rate for comparable assets as of 1 November 2019. The weighted average 
lessee's incremental borrowing rate for comparable mortgage bonds applied to the 
lease liabilities on 1 November 2019 was 8.5%, being the discount rate on the 
Group's borrowings. In the Directors opinion this is the discount rate that the 
Group would obtain should it be purchasing land and buildings. Without further 
security available the Group would be unlikely to secure funding from other 
sources and therefore the Directors believe the 8.5% rate applied is the most 
appropriate basis on which to base the IFRS 16 calculations. 
 
For leases previously classified as finance leases the entity recognised the 
carrying amount of the lease asset and lease liability immediately before 
transition as the carrying amount of the right of use asset and the lease 
liability at the date of initial application. The measurement principles of IFRS 
16 are only applied after that date. 
 
                          6 Months ended  Year ended  6 Months ended 
                          30 April        31 October  30 April 
                          2023            2022        2022 
                          (Unaudited)     (Audited)   (Unaudited) 
                          £               £           £ 
Lease liability 
recognised in the 
statement 
of financial position     266,555         347,102     347,102 
at 31 October 2021 
Foreign exchange          (3,455)         (7,313)     17,200 
movements 
borrowing rate at date    9,975           -           17,223 
of initial application 
Lease payments            (51,799)        (73,234)    (50,863) 
Lease liability 
recognised in the 
statement of financial    221,276         266,555     330,662 
position 
 
Of which: 
Current lease             101,110         100,485     87,866 
liabilities 
Non-current lease         120,167         166,070     242,796 
liabilities 
                          221,277         266,555     330,662 
 
Right-of use assets were measured at the amount equal to the lease liability, 
adjusted by the amount of any prepaid or accrued lease payments relating to that 
lease recognised in the statement of financial position as at 31 October 2022. 
There were no onerous lease contracts that would have required an adjustment to 
the right-of-use assets at the date of initial application. The recognised right 
of-use assets relate to the following types of assets: 
 
              6 Months ended  Year ended  6 Months ended 
              30 April        31 October  30 April 
              2023            2022        2022 
              (Unaudited)     (Audited)   (Unaudited) 
              £               £           £ 
 
Properties    204,809         250,446     327,829 
 
11Events Subsequent to 30 April 2023 
 
On 4 July 2023, the Company entered into an agreement to provide a loan to 
Precious Link (UK) Limited ("Precious Link"), a wine retailer, incorporated and 
registered in England and Wales, located within the Southeast of England. The 
loan is for a sum of £200,000, is unsecured and attracts interest at 10 per 
cent. per annum payable monthly in arrears. The loan is repayable on demand by 
the Company and is repayable on 5 business days' notice from Precious Link. 
 
On 20 July 2023, the Company sold its 46.8% equity stake in Dynamic Intertrade 
Agriculture (Pty) Ltd ("DIA") to Athena Trading Worldwide Limited, a private 
company, for a consideration of £15,384.62, payable in cash on completion The 
contractual completion date is 31 July 2023. The investment in DIA had been held 
in the balance sheet of the Group as an asset held for sale since the decision 
to sell it had been made. 
 
 
This information was brought to you by Cision http://news.cision.com 
https://news.cision.com/everest-global-plc/r/half-year-report,c3811423 
 
 
END 
 
 

(END) Dow Jones Newswires

July 31, 2023 02:00 ET (06:00 GMT)