Simian Global Plc - Final Results

30 April 2018

[NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, WITHIN, INTO OR IN THE UNITED STATES, AUSTRALIA, CANADA, THE REPUBLIC OF SOUTH AFRICA, THE REPUBLIC OF IRELAND OR JAPAN.]

Simian Global Plc

("Simian Global" or the "Company")

Simian Global, the special purpose acquisition company incorporated in the United Kingdom and established to undertake the acquisition of a company or a business in the technology, media and telecommunications sector, is pleased to announce its final results for the period ended 31 December 2017.

Chairman’s Statement

The Company successfully completed a placing of 5,130,000 shares at £0.15 per share, and its shares were admitted to trading on the London Stock Exchange Main Market – Standard Segment (“Main Market”) on 10 January 2017. The Company raised £769,500 before expenses.

The Company identified a potential target business to acquire, and due diligence on the target commenced in February 2017.

The loss for the period was £277,000 [2016 : loss of £101,000], which was primarily as a result of the due diligence costs relating to the acquisition.

Cash in hand was £264,000 at the year end [2016 : £60,000].

Outlook

The Company is progressing the acquisition and hopes that this will conclude in the near term, at which point the newly enlarged Company’s shares will resume trading on the Main Market.

Principal activity and fair review of the business

The company was incorporated on 26 February 2016.

The Company has been formed for the purpose of acquiring a company or business. The Company has identified a target acquisition and the Company expects that any funds not used in connection with the Acquisition will be used for future acquisitions, internal or external growth and expansion, and working capital in relation to the acquired company or business. 

The Company is currently undertaking an acquisition that, if successful, will result in a reverse takeover (the “Acquisition”). Following completion of the Acquisition, the objective of the Company will be to operate the acquired business and implement an operating strategy with a view to generating value for its shareholders through operational improvements as well as potentially through additional complementary acquisitions following the acquisition.

The trading results for the period ended 31 December 2017, and the financial position at the end of the period are shown in the audited financial statements. The profit and loss account for the period shows a loss before tax of £277,000.

Key Performance indicators

There are no key performance indicators for this period as the company has not completed its investment activity.

Principal risks and uncertainties

1. Business Strategy

The company is a newly formed entity with no operating history and has not yet completed an acquisition.

The company may acquire either less than whole voting control of, or less than a controlling equity interest in, a target, which may limit its operational strategies.

The company may be unable to complete the Acquisition in a timely manner or at all or to fund the operations of the target business if it does not obtain additional funding following completion of the acquisition.

1. Liquidity Risk

The Directors have reviewed the working capital requirements and believe that there is sufficient working capital to fund the business.

Finance

The Company continues with the Acquisition and has sufficient funds in hand to conclude the transaction. The Company is seeking to raise further finance at the time of completion to provide adequate funds to grow the target business post acquisition

.

Future developments and acquisition strategy

The Company has a target acquisition under contemplation. The Company’s efforts in identifying a prospective target company or business will not be limited to a particular industry or geographic region, but the Directors intend to focus on the technology, media and telecommunications sectors primarily in Europe and Asia, but will also consider investments in other geographical regions, given their experience in these areas. The Directors believe that these sectors offer good growth opportunities currently, and there are various opportunities within these sectors that can enhance shareholder value in the long run. The Directors intend to focus on specific areas within these sectors that have a new technology and/or internet aspect to the business, which might differentiate the business and offer above average growth prospects.

Going Concern

The day to day working capital requirements and investment objectives are met by existing cash resources and the issue of equity. At 31 December 2017 the company had a cash balance of £264,000. The company’s forecasts and projections, taking into account reasonably possible changes in the level of overhead costs, show that the company should be able to operate within its available cash resources. The directors have, at the time of approving the financial statements, a reasonable expectation that the company has adequate resources to continue in existence for the foreseeable future. They therefore continue to adopt the going concern basis of accounting in preparing the financial statements.

On behalf of the board

__________________

Edward Ng

Director

27 April 2018

Statement of Comprehensive Income

For the Year Ended 31 December 2017

		Year ended 31 December 2017		Period from 26 February 2016 to 31 December 2016
		£’000		£’000
Continuing operations
Reverse acquisition costs		181		-
Listing Costs		-		96
Administrative expenses		96		5
Loss before taxation		277		101
Taxation		-		-
Loss and comprehensive loss for the year		277		101
Basic and diluted Loss per share		(4.53p)		(12.73p)

Since there is no other comprehensive loss, the loss for the year is the same as the total comprehensive loss for the year attributable to the owners of the company.

Statement of Financial Position
As at 31 December 2017

		As at 31 December	As at 31 December
		2017			2016
		£’000			£’000
Assets
Current assets
Other receivables		250			24
Cash and cash equivalents		264			60
Total Assets		514			84
Equity and liabilities
Current liability
Trade and other payables		12			75
Total Liability		12			75
Equity attributable to equity holders of the company
Called up share capital		623			110
Share Premium		257			-
Accumulated deficit		(378)			(101)
Total Equity		502			9
Total Equity and liabilities		514			84

Statement of Cash Flows
For the Year Ended 31 December 2017

			Year ended 31 December 2017		Period ended 31 December 2016
			£’000		£’000
Cash flows from operating activities
Operating loss			(565)		(50)
Net Cash utilised by operating activities			(565)		(50)
Cash flows from financing  activities
Proceeds from issue of ordinary shares			513		110
Increase in share premium			256		-
Net cash flows from financing activities			769		110
Net increase in cash and cash equivalents			204		60
Cash and cash equivalents at the beginning of the year			60		-
Cash and cash equivalents at end of year			264		60
Represented by:   Bank balances and cash			264		60

Statement of Changes in Equity
For the Year Ended 31 December 2017

		Share premium	Share capital	Accumulated deficit	Total  equity
		£’000	£’000	£’000	£’000
On Incorporation		-	50	-	50
Shares issued during the period		-	60	-	60
Loss for the period		-	-	(101)	(101)
As at 31 December 2016		-	110	(101)	9
Shares issued during the year		257	513	-	770
Loss for the year		-		(277)	(277)
As at 31 December 2017		257	623	(378)	502

   

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

Accumulated deficit represents the cumulative loss of the Company attributable to equity shareholders.

Share premium represents the amounts received on share issues in excess of nominal value.

Notes to Preliminary Results for the Year Ended 31 December 2017

These are not full accounts in terms of Section 434 of the Companies Act 2006.  The information contained within this financial information, which is extracted from the Annual Report and Financial Statements 2017, constitute regulated information, which is to be communicated to the media in full unedited text through a Regulatory Information Service in accordance with the FCA's Disclosure Guidance and Transparency Rules ("DTR"), Rule 6.3.5R. This announcement is not a substitute for reading the full Annual Report and Financial Statements 2017

Full accounts for the year ended 31 December 2017 have been lodged with the Registrar of Companies.  The audited financial statements for the period ended 31 December 2017 contain an unqualified audit report.

The Company's Annual Report and Financial Statements 2017 and Strategic Report 2017 can be viewed on the Company's website at http://www.simianglobal.com/

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Enquiries:

Simian Global Plc
Edward Ng
Tel: [phone]

Alffed Henry Corporate Finance Limited
Jon Isaacs / Nick Michaels
www.alfredhenry.com
Tel: [phone]

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