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Share Name Share Symbol Market Type Share ISIN Share Description
Techfinancials Inc LSE:TECH London Ordinary Share VGG870911077 ORD USD0.0005 (DI)
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Industry Sector Turnover (m) Profit (m) EPS - Basic PE Ratio Market Cap (m)
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TechFinancials Inc. Unaudited Interim Report to 30 June 2020

11/08/2020 12:49pm

UK Regulatory (RNS & others)


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TIDMTECH

RNS Number : 8155V

TechFinancials Inc.

11 August 2020

11 August 2020

TechFinancials, Inc.

("TechFinancials" or the "Company" or the "Group")

Unaudited Interim Report for the Six Months Ended 30 June 2020

TechFinancials Inc. (AQSE: TECH), a fintech software provider of financial solutions including blockchain-based digital assets and traditional financial trading solutions for retail clients, today announces its unaudited interim results for the six month period ended 30 June 2020 ("H1 2020").

The Company was listed on AIM until January 2020 and is currently listed solely on the Aquis Stock Exchange.

Financial Overview

 
 --   Group Revenues of US$0.61m (H1 2019: US$2.07m) 
 --   Loss for the period attributable to shareholders of US$0.55m 
       (H1 2019: loss of US$1.09m) 
 --   Loss of US$0.75m from investments written off in subsidiaries 
       DragonFinancials Ltd and B.O. TradeFinancials Ltd that have 
       been struck off during the period 
 --   Cash position at the period end of US$0.72m (31 December 
       2019: US$0.67m) 
 --   Basic earnings per share ("EPS") of (US$0.006) (H1 2019 
       (US$0.013)) 
 --   The Company gained full control over Footies Ltd and Cedex 
       Holdings Ltd 
 --   Cedex has been included for the first time in the Group's 
       financial statements 
 

Asaf Lahav, Group Chief Executive Officer of TechFinancials, commented:

"In the first half of the year we have gained full control of Footies, following a conversion of a convertible loan in March 2020 and the signing of a separation agreement with Footies partners which led to holdings of 100% of Footies by the Group. The Group also decided to get full control over Cedex and, in March 2020, exercised its option that led to holdings of 97.3% of Cedex' issued share capital (90.81% on a fully diluted basis)."

"Nonetheless, the Covid-19 crisis has affected dramatically all the plans of the Company. Footies' plan to complete the development of its ticketing solution and launching the product in 2020 was put on hold. It is unclear when and how the Event market will return to normal. It is clear that event organizers are suffering major losses and may not be in a position to try new technologies. Therefore, the Company will take a decision in the near future whether or not to continue to pursue this opportunity. The Company's plans to sell all or part of its interest in Cedex to a third party were also slowed down as a result of the new business atmosphere."

"The Company will cease its core software licensing business by the end of October this year. It is still uncertain how long the Covid-19 disruption will continue and what ongoing effect it will have on the remaining business of the Group."

The directors of the Company accept responsibility for the contents of this announcement.

For further information:

 
 TechFinancials, Inc.                        Tel: +972 54 5233 
                                              943 
 Asaf Lahav, Group Chief Executive Officer 
 
 
 Peterhouse Capital Limited (AQSE Growth   Tel: +44 (0) 20 
  Market Advisor and Broker)                7469 0930 
 Guy Miller and Allie Feuerlein 
 

Chairman's Statement

In H1 2020 the Company gained full control over the remaining businesses it owns (Footies and Cedex). Nevertheless, and in light of the Covid-19 epidemic, the plans to take these businesses forward were disrupted.

Outlook

The next twelve months will continue to be challenging for the Company. In the next few months we will close our B2B business and the entire historical trading solutions of the Group. We will make decisions regarding the feasibility to continue the remaining businesses (Footies and Cedex) in light of the negative business conditions that currently exist in the market. We will continue to look for opportunities to materialize our assets or join forces with other companies in order to be able move forward.

I would like to thank our shareholders and staff for their continued support in what has been a difficult period globally as well as to the Group.

We look forward to updating the market on our progress in due course.

Eitan Yanuv

Independent Non-Executive Chairman

11 August 2020

Chief Executive's Statement

Financial Results

The Group's turnover in the six months ended 30 June 2020 decreased to US$0.62m (H1 2019: US$2.07m). Revenues in the core software licencing business decreased to US$0.34m from US$0.41m.

The Group also recorded US$0.27m from recognition of deferred revenues related to the token sale initiated in 2018 by the first time consolidated subsidiary Cedex, while in H1 2019 it recorded blockchain trading technology revenues of US$0.89m provided to Cedex which are eliminated on the consolidation in these reports.

Gross profit decreased by 59% to US$0.54m from US$1.31m in H1 2019, predominantly due to the reduced revenues of the Group.

The operating loss for the period was US$0.54m (H1 2019: loss of US$ 1.12m); the decrease in the loss is due to operating expenses decrease in line with the decrease in revenues compared to H1 2019.

Other income for the period was US$ 0.08m, attributed predominantly to US$0.82m gain from intangible assets realization and revaluation and a loss of US$0.75m from investments write off in subsidiaries that has been struck off.

The loss after taxation for the period attributable to shareholders of the Company was US$ 0.55m (H1 2019: loss of US$ 1.09m).

The Group's cash position for the period ended 30 June 2020 was US$0.72m (31 December 2019: US$0.67m).

The unaudited interim financial results have not been reviewed by the Company's auditor.

Asaf Lahav

Chief Executive Officer of the Group

11 August 2020

Statement of Comprehensive Income

For the six month period ended 30 June 2020

 
                                                 Unaudited 
                                               6 Month Period         Unaudited                Audited 
                                                   Ended         6 Month Period Ended    12 Month Period Ended 
                                                30 June 2020         30 June 2019          31 December 2019 
                                       Note       US$'000              US$'000                  US$'000 
 Revenue                                7           614                 2,065                   3,418 
 Cost of sales                                     (79)                 (757)                    (911) 
                                             ----------------  ----------------------  ----------------------- 
 Gross profit                                       535                 1,308                   2,507 
 
 
 Research and development                          (464)                (583)                ( 2 , 177 ) 
 Selling and marketing                             (41)                 (442)                   (648) 
 Administrative                                    (565)               (1,341)                ( 2 ,648) 
 Impairment of intangible assets                     -                    -                    (2,606) 
 Other expenses                                      -                  (59)                    (153) 
 
 
 Operating loss                                    (535)               (1,117)                 (5,725) 
                                             ----------------  ----------------------  ----------------------- 
 
 
 Bank fees                                         (32)                 (20)                     (31) 
 Foreign exchange loss                              (5)                  (5)                     (58) 
 Other financial expenses                           (2)                  (4)                     (10) 
                                             ----------------  ----------------------  ----------------------- 
 Financing expenses                                (39)                 (29)                     (99) 
 
 
 
 Other income / (expenses) 
 Other income / (expenses), net         8           82                    -                     (400) 
 
 
 
 Loss before taxation                              (492)               (1,146)                 (6,224) 
                                             ----------------  ----------------------  ----------------------- 
 Taxation                                          (13)                 (19)                     (47) 
                                             ----------------  ----------------------  ----------------------- 
 Loss from continuing operations                   (505)               (1,165)                 (6,271) 
                                             ----------------  ----------------------  ----------------------- 
 
 Loss from discontinued operations                   -                  (14)                     (19) 
 Capital gain from a sale of 
  subsidiary                                         -                    -                       65 
                                             ----------------  ----------------------  ----------------------- 
 Gain / (Loss) from discontinued 
  operations, net                                    -                  (14)                      46 
                                             ----------------  ----------------------  ----------------------- 
 Other comprehensive income                          -                    -                       - 
 Total comprehensive loss                          (505)               (1,179)                 (6,225) 
                                             ----------------  ----------------------  ----------------------- 
 
 Profit / (loss) attributable to: 
 Owners of the Company                             (545)               (1,086)                 (5,774) 
 Non-controlling interests              9           40                  (93)                    (451) 
                                             ----------------  ----------------------  ----------------------- 
 Loss for the period                               (505)               (1,179)                 (6,225) 
 
 
 
 Earnings per share attributable to owners of the parent during the year (Note 3) : 
                                                 Unaudited 
                                               6 Month Period         Unaudited                Audited 
                                                   Ended         6 Month Period Ended    12 Month Period Ended 
                                                30 June 2020         30 June 2019          31 December 2019 
                                                (Cents USD)          (Cents USD)              (Cents USD) 
 Basic                                            (0.64)               (1.28)                   (6.77) 
 Diluted                                          (0.64)               (1.28)                   (6.77) 
 From continuing operations - Basic               (0.64)               (1.26)                   (6.82) 
 From continuing operations - 
  Diluted                                         (0.64)               (1.26)                   (6.82) 
 From discontinued operations - 
  Basic                                              -                 (0.02)                    0.05 
 From discontinued operations - 
  Diluted                                            -                 (0.02)                    0.05 
                                             ================  ======================  ======================= 
 

Consolidated Statement of financial position

As of 30 June 2020

 
                                                          Unaudited 
                                                           30 June      Unaudited          Audited 
                                                             2020      30 June 2019    31 December 2019 
                                                   Note    US$'000       US$'000           US$'000 
 Non-current assets 
 Intangible assets, net                            4         707          3,412              112 
 Property and equipment                                       3            798               16 
 Long term deposits                                           -            51                 - 
 Investment in related party                       9          -            200               200 
                                                             710          4,461             32 8 
                                                         ----------  --------------  ------------------ 
 
 Current assets 
 Trade receivables, net and other receivables      5         87           1,025              606 
 Loans to related parties                                     -            68                 - 
 Restricted bank deposits                                    63            287               71 
 Cash                                                        716          1,227              672 
                                                         ----------  -------------- 
                                                             866          2,607             1,349 
                                                         ----------  --------------  ------------------ 
 
 Total Assets                                               1,576         7,068             1,677 
                                                         ==========  ==============  ================== 
 
 
 Non-Current liabilities 
 Shareholders loan                                           92            92                92 
 Other long term liabilities for lease, net                   -            357                - 
                                                             92            449               92 
 Current Liabilities 
 Trade and other payables                          6         334          1,214             1,173 
 Deferred income liability                         7         631            -                 - 
 Income tax payable                                           9            107               103 
                                                         ----------  --------------  ------------------ 
                                                             974          1,321             1,276 
                                                         ----------  --------------  ------------------ 
 
 Total Liabilities                                          1,066         1,770             1,368 
                                                         ----------  --------------  ------------------ 
 
 
 
 
                                                          Unaudited                        Audited 
                                                           30 June      Unaudited      31 December 2019 
                                                             2020      30 June 2019        US$'000 
                                                           US$'000       US$'000 
 Equity 
 Share Capital                                               61            61                61 
 Share premium account                                     12,022        12,022            12,022 
 Share-based payment reserve                                 798           945               934 
 Accumulated profits / (losses)                           (12,392)       (7,839)          (12,459) 
                                                         ----------  --------------  ------------------ 
 Equity attributable to owners of the Company                489          5,189              558 
                                                         ----------  --------------  ------------------ 
 
 Non-controlling interests                         9         21            109              (249) 
                                                         ----------  --------------  ------------------ 
 Total equity                                                510          5,298              309 
 
 Total Equity and Liabilities                               1,576         7,068             1,677 
                                                         ==========  ==============  ================== 
 

Consolidated Statement of changes in equity

For the six month period ended 30 June 2020

 
                                             Share-based   Accumulated                  Non- 
                   Share                       payment       profits/               controlling 
                  capital     Share premium    reserve       (losses)      Total     interests     Total 
                  US$'000        US$'000       US$'000       US$'000      US$'000     US$'000      US$'000 
Balance at 31 
 December 2018            61         12,022           937       (6,755)      6,265           202     6,467 
                ============  =============  ============  ============  =========  ============  ======== 
 
Total 
 comprehensive 
 loss for the 
 period                    -              -             -       (1,086)    (1,086)          (93)   (1,179) 
Share-based 
 payment                   -              -            10             -         10             -        10 
Transfer of 
 Shared based 
 payment 
 reserve on 
 lapsed 
 options                   -              -           (2)             2          -             -         - 
Balance at 30 
 June 2019                61         12,022           945       (7,839)      5,189           109     5,298 
                ============  =============  ============  ============  =========  ============  ======== 
 
Total 
 comprehensive 
 loss for the 
 period                    -              -             -       (4,688)    (4,688)         (358)   (5,046) 
Retained 
 earnings of 
 subsidiary 
 disposed of 
 during the 
 year                      -              -             -            50         50             -        50 
Share-based 
 payment                   -              -             7             -          7             -         7 
Transfer of 
 Shared based 
 payment 
 reserve on 
 lapsed 
 options                   -              -          (18)            18          -             -         - 
Balance at 31 
 December 2019            61         12,022           934      (12,459)        558         (249)       309 
                ============  =============  ============  ============  =========  ============  ======== 
 
Total 
 comprehensive 
 loss for the 
 period                    -              -             -         (545)      (545)            40     (505) 
Retained 
 earnings of 
 subsidiary 
 disposed of 
 during the 
 year                                                               700        700             -       700 
Accumulated 
 loss 
 purchased 
 from NCI 
 (note 9)                                                         (230)      (230)           230         - 
Share-based 
 payment                   -              -             6             -          6             -         6 
Transfer of 
 Shared based 
 payment 
 reserve on 
 lapsed 
 options                   -              -         (142)           142          -             -         - 
 
Balance at 30 
 June 202 0               61         12,022           798      (12,392)        489            21       510 
                ============  =============  ============  ============  =========  ============  ======== 
 

Consolidated statement of cash flows

For the six month period ended 30 June 2020

 
                                     Note      Unaudited       Unaudited 6       Audited Year 
                                             6 months ended    months ended    ended 31 December 
                                              30 June 2020     30 June 2019          2019 
                                                US$'000          US$'000           US$'000 
 Cash Flow from operating 
  Activities 
 Loss before tax for the 
  period                                        ( 492 )          (1,160)           (6,178) 
 Adjustment for: 
 Depreciation of property 
  and equipment                                    2               34                 61 
 Depreciation of leased 
  asset                                            -               176                - 
 Amortization of intangible 
  assets                              4           37               201               404 
 Impairment of intangible 
  assets                                           -                -               2,696 
 Share Option Charge                               6               10                 17 
 Impairment of account 
  receivables                                      -               59                153 
 Financial expenses from 
  leased asset                                     -                3                 - 
 Capital loss on disposal 
  of property and equipment                       12                -                400 
 Capital gain from realization 
  and revaluation of intangibles 
  assets                                        ( 818 )             -                 - 
 Capital loss on write 
  off investments in subsidiaries                 749               -                 - 
 
 Operating cash flows before movements 
  in working capital: 
 Decrease in trade and 
  other receivables                   5           405              994              1,414 
 Decrease in trade and 
  other payables                      6         ( 841 )           (224)             (267) 
 Increase in other current 
  liabilities                         7           631               -                 - 
 Interest income                                   -               (1)               (1) 
 Income tax received                              53                -                 1 
 Income tax paid                                  (2)             (20)               (43) 
                                           ----------------  --------------  ------------------- 
 Net cash (used in) / generated 
  from operating activities                     ( 258 )            72              (1,343) 
 
 Cash Flow from investing 
  Activities: 
 Proceeds from selling 
  a subsidiary                                     -                -                112 
 Proceeds from a refund 
  of deposit                                       -                -                 51 
 Decrease/(Increase) of 
  restricted bank deposits                         8              (11)               205 
 Development of intangible 
  assets                              4            -              (402)               - 
 Loans refund to the Company                       -                -                 68 
 Loans eliminated from 
  obtaining control of a 
  subsidiary                                       -                -                 79 
 Investment eliminated 
  on consolidation from 
  obtaining control of a 
  subsidiary                           9          200               -                 - 
 Leased asset of right 
  in use                                           -              (509)               - 
 Acquisition of property 
  and equipment                                    -               (4)               (4) 
                                           ----------------  --------------  ------------------- 
 Net cash generated from/ 
  (used in) investing activities                 20 8             (926)              511 
 
 Cash Flow from financing 
  Activities: 
 Interest payments                                (2)               -                 - 
 Lease payments                                    -               509              (262) 
 Repayment of lease                                -              (176)               - 
 Net cash generated from/ 
  (used in) financing activities                  (2)              333              (262) 
                                           ----------------  --------------  ------------------- 
 
 Net decrease in cash and 
  cash equivalents                               (52)             (521)            (1,094) 
 Cash and equivalents at 
  beginning of period                             672             1,712             1,712 
 Effect of changes in exchange 
  rates on Cash                                   96               36                 54 
                                           ----------------  --------------  ------------------- 
 Cash and equivalents at 
  end of period                                   716             1,227              672 
                                           ================  ==============  =================== 
 

Notes to the financial statements

   1.    General Information 

Techfinancials Inc (the "Company") and its subsidiaries (together, the "Group") are engaged in the development of blockchain-based digital assets solutions and licensing of financials trading platforms to businesses. The financial statements present the consolidated results of the Group for each of the periods ending 30 June 2020, 30 June 2019 and 31 December 2019.

Group changes in the period

In March 2020, the Company exercised its option to acquire additional shares in Cedex Holdings Limited. Following the exercise, the Company increased its holding in Cedex from 2% to 97.3% of Cedex' shares.

As a result, these financial statements consolidate for the first time the results of Cedex Holdings Limited.

In March 2020, DragonFinancials Limited, a company owned 51% by TechFinancials Inc has been struck off.

During the period of the report, the Company increased its holding in Footies Ltd from 75% to 100% of Footies shares, following a conversion of a convertible loan and an acquisition of the entire shares held by the non-controlling partners of Fotties Ltd, and as such, these financial statements fully consolidates the results of Footies Ltd.

In March 2020, B.O. TradeFinancials Ltd the Company's fully owned subsidiary has been struck off.

Basis of preparation

As permitted, the Group has chosen not to adopt International Accounting Standard 34 'Interim Financial Reporting' in preparing these interim financial statements. The condensed consolidated interim financial statements should be read in conjunction with the annual financial statements for the year ended 31 December 2019, which have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union.

The interim financial information set out above does not constitute statutory accounts. The information has been prepared on a going concern basis in accordance with the recognition and measurement criteria of International Financial Reporting Standards (IFRS) as adopted by the European Union.

The accounting policies applied in preparing the interim financial information are consistent with those that have been adopted in the Group's 2019 audited financial statements. Statutory financial statements for the year ended 31 December 2019 were approved by the Board of Directors on 18 June 2020. The report of the auditors on those financial statements were not modified in respect of the matter mentioned, however, has drawn attention to material uncertainty related to going concern.

The Directors approved these condensed interim financial statements on 11 August 2020.

Risks and uncertainties

The key risks that could affect the Group's short and medium term performance and the factors that mitigate those risks have not substantially changed from those set out in the Group's 2019 Annual Report and Financial Statements, a copy of which is available on the Company's website: www.techfinancials.com. The Group's key financial risks are the availability of adequate funding and the COVID-19 lockdown restrictions on the events industry.

   2.    Accounting policies 

The condensed consolidated interim financial statements have been prepared under the historical cost convention, as modified by the revaluation of certain financials assets and liabilities at fair value through the statement of profit and loss.

The business is not subject to seasonal variations.

The financial information for the 6 months ended 30 June 2020 and the 6 months ended 30 June 2019 has not been audited.

No dividends have been paid in the period (2019: $nil).

Critical accounting estimates and judgements

The preparation of condensed consolidated interim financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the end of the reporting period. Significant items subject to such estimates and have not changed during the interim period and are set out in note 3(v) of the Group's 2019 Annual Report and Financial Statements.

Critical accounting estimates and judgements of deferred revenue related to the new consolidated subsidiary

In determining the deferred revenue, the calculation includes determining future cost estimates associated with utilisation of the token sale proceeds as detailed in notes 4.1 and 7. The calculation of the amount deferred requires assumptions such as application of cost estimates and utilisation. The revenue recognised is periodically reviewed and updated based on the facts and circumstances available at the time.

   3.    Earnings per share 

The calculation of earnings per share is based on the following losses and number of shares:

 
 Earnings per share                       Unaudited                Unaudited 
                                     6--month period ended    6--month period ended             Audited 
                                         30 June 2020             30 June 2019         Year ended 31 December 2019 
                                           US$'000                  US$'000                     US$'000 
 Basic 
 Loss attributable to equity 
  holders                                   (545)                   (1,086)                     (5,774) 
 Weighted average number of 
  shares basic                           85,680,979               84,980,979                  85,234,130 
                                   =======================  =======================  ============================= 
                                             US$                      US$                         US$ 
 Loss per share - basic                   (0.0064)                  (0.013)                    (0.0677) 
 Earnings per share from 
  continuing operations - basic           (0.0064)                  (0.013)                    (0.0682) 
 Earnings per share from 
  discontinued operations - basic             -                    (0.0002)                     0.0005 
 
  Earnings per share                      Unaudited                Unaudited 
                                    6--month period ended    6--month period ended              Audited 
                                         30 June 2020             30 June 2019        Year ended 31 December 2019 
                                             US$                      US$                         US$ 
 Diluted 
 Weighted average number of 
  shares diluted                         85,680,979               85,680,979                  85,234,130 
                                   =======================  =======================  ============================= 
 
 Earnings/(loss) per share - 
  diluted                                 (0.0064)                  (0.013)                    (0.0677) 
 Earnings per share from 
  continuing operations - diluted         (0.0064)                  (0.013)                    (0.0682) 
 Earnings per share from 
  discontinued operations - 
  diluted                                     -                    (0.0002)                     0.0005 
 
 
   4.    Intangible assets net 
 
                               Note                   Unaudited 
                                        Unaudited      6--month 
                                         6--month       period      Audited 
                                       period ended     ended      Year ended 
                                         30 June       30 June     31 December 
                                           2020          2019         2019 
                                         US$'000       US$'000      US$'000 
 Consist of: 
 Goodwill                                   -           2,606          - 
 License                                    -            90            - 
                               4.1, 
 Crypto assets                   7         633            -            - 
 Development expenditure capitalised 
  as intangible assets: 
 Trading platform projects, 
  net                          4.2         74            314          112 
 Footies Ticketing Product                  -            402           - 
  Expenditure 
 
   Intangible assets, net                  707          3,412         112 
 

Current estimates of the useful economic life of intangible assets are as follows:

 
Development expenditure for trading projects     5 years 
Goodwill                                           N/A 
License                                            N/A 
Crypto assets                                      N/A 
Development expenditure for ticketing Product      N/A 
 

Impairment review and estimates of intangible assets are as follows:

The intangible assets are reviewed for impairment annually or more frequently whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable.

4.1 Crypto assets

The Crypto assets are measured at the available fair values as of 30 June 2020.

4.2 Trading Platform related products

The net balance of intangible assets as of 30 June 2020 and 31 December 2019 represents the Trading solution for CFD Project.

   5.    Trade and other receivables 
 
                              Unaudited 
                               6--month     Unaudited 
                                period       6--month       Audited 
                                ended      period ended    Year ended 
                               30 June       30 June       31 December 
                                 2020          2019           2019 
                               US$'000       US$'000        US$'000 
 
    Trade Receivables, net       16            650            358 
 Other Receivables *             25            199            194 
 Prepayments                     44            38              23 
 Short term deposit               2            46              31 
 Related party receivables        -            92              - 
  in respect of trade 
                             ----------  --------------  ------------- 
                                 87           1,025           606 
                             ==========  ==============  ============= 
 
 

*Other receivables balance relates mostly to VAT and tax advances on account of income tax payables.

The carrying amounts of trade and other receivables approximate their fair values.

   6.    Trade and other payables 
 
                                Unaudited 
                                 6--month     Unaudited 
                                  period       6--month       Audited 
                                  ended      period ended    Year ended 
                                 30 June       30 June       31 December 
                                   2020          2019           2019 
                                 US$'000       US$'000        US$'000 
 
    Trade Payable                  76            525            475 
    Other Payable                   -             2              8 
 Deposit held                       -            242            239 
 Advance received                   -            114             - 
 Employees' salaries related 
  balance                          93            248            199 
 Accrued liabilities               165           82             138 
 Related party payables 
  in respect of trade               -             -             114 
                               ----------  --------------  ------------- 
                                   334          1,214          1,173 
                               ==========  ==============  ============= 
 
 
   7.    deferred revenues and deferred income liability 

The deferred income liability balance in the amount of US$0.631m relates to a subsidiary consolidated for the first time, Cedex Holdings Limited. The subsidiary performed a token sale during 2018 and the proceeds were received in crypto assets, predominantly Ether and Bitcoin, which are presented as intangible assets.

The deferred revenues related to the token sale exits in the subsidiary's historical financial statements since 2018, where a portion of the token sale proceeds has been deferred and a proportion of the consideration has been recognised as deferred revenue.

The deferred revenues from the above token sale proceeds that has been recognised in the reported period is in the amount of US$0.273m.

   8.    O THER INCOME AND EXPENSES NET 
 
                                 Unaudited 
                                  6--month     Unaudited 
                                   period       6--month       Audited 
                                   ended      period ended    Year ended 
                                  30 June       30 June       31 December 
                                    2020          2019           2019 
                                  US$'000       US$'000        US$'000 
 
 Loss from a disposal of 
  fixed assets                     (12)            -            (400) 
 Investments write off 
  in subsidiaries                  (749)           -              - 
 Gain from intangible assets 
  realization and revaluation       818            -              - 
 Gain from NCI                      25             -              - 
                                    82             -            (400) 
                                ==========  ==============  ============= 
 
 
   9.    Non - Controlling Interest  changes 

In March 2020 the company has converted a US$0.3 million loan provided to its subsidiary Footies Ltd, following this conversion the Company holdings has increased to 82.5%.

In addition, in May 2020 the Company has signed a separation agreement with Footies partners in which TechFinancials shall purchase from Footies partners all of the Footies partners Shares (the "Purchased Shares") at no cost, so that following the purchase of the Purchased Shares TechFinancials holdings will increase from 82.5% to 100% of the issued share capital of Footies Ltd. on a fully diluted basis. In return Footies partners will receive the basic source code of the Footies Ltd. as it existed on 31 May 2019. The ownership in the Basic Source Code will be jointly owned by the Company and Footies partners and each side will be free to continue and develop the product on its own.

As such in these reports Footies Ltd has no longer non-controlling interest holders (NCI holdings in 2019 reports were 25% holdings in Footies Ltd results).

In March 2020 the Company exercised its option over Cedex Holdings Limited. Following the exercise, the Company will hold 97.3% of Cedex' issued share capital (90.81% on a fully diluted basis).

As such these reports includes non-controlling interest holders of 2.7% over Cedex Holdings Ltd results.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

END

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