TIDMECP
RNS Number : 2075O
Eight Capital Partners PLC
29 September 2023
29 September 2023
EIGHT CAPITAL PARTNERS PLC
("Eight Capital" "ECP" or the "Company")
UNAUDITED HALF-YEARLY REPORT FOR THE SIX MONTHSED 30 JUNE
2023
Eight Capital Partners plc (AQSE: ECP), announces its unaudited
half-yearly results for the half year ending 30 June 2023.
Comparative figures are shown for the comparable period in the
previous financial year unless otherwise stated:
Chairman's Interim Report
The Company has built on the results announced in the 2022
Annual Report and Consolidated Financial Statements and is
reporting a net profit of GBP1.2m in the period (2022: GBP0.5m
loss). Revenues, predominantly from project related fees, were a
satisfactory GBP0.6m (2022: GBP0.05m) and although administration
costs grew to GBP1.3m (2022: GBP0.4m), this was largely due to a
GBP0.7m unrealised foreign exchange loss, which was offset by a
GBP1.7m fair value gain on the Company's listed investments.
As noted in the 2022 Annual Report and Consolidated Financial
Statements that were announced on 12 September 2023, subsequent to
the balance date of these interim results, the Group has further
strengthened its balance sheet. On 11 August 2023 the Company
announced that a general meeting of the holders of the Company's
EUR10,000,000 4.8% Bonds had approved the conversion of those
bonds, together with the interest payment due on 3 September 2023,
into new ordinary shares in ECP. On 8 September 2023 the Company
announced that, further to the announcement on 11 August 2023,
application had been made for 25,577,732,855 new ordinary shares at
a price of 0.02525 pence per new ordinary share in lieu of the
conversion of the Notes and accrued interest.
In September 2021 Eight Capital first announced that it would be
implementing a plan to strengthen the balance sheet with the
objective of moving the market cap of the business towards GBP50m.
The four step strategy including debt to equity conversions
outlined has been implemented and Eight Capital today has a market
cap of approximately GBP49 million, with minimal third party
financial debt and a recurring revenue stream of EUR1 million from
interest payments.
The Company is now well placed to execute its fintech
strategy:
- building fintech businesses through roll-up of other existing
fintechs in the same sector (such as Neobanking and SME digital
lending); and
- acquisition of and digitisation of traditional wealth and
asset management businesses to create a scaled up fintech - digital
asset manager.
This was confirmed in the circular dated 29 September 2022 and
in the Annual Report published in August 2023, where it announced
that it intended to establish a digital bank division through the
acquisition of a NeoBank at the core of its digital lending
strategy. SMEs continue to be under--served by the traditional
financial services sector and are sometimes overlooked by larger
funding institutions, or, when managed through a traditional
banking process, are perceived as difficult to underwrite and
therefore expensive to fund. There are significant benefits for
SMEs using "fintech" systems and innovatively structured capital
solutions to better access capital, either for direct investment or
to assist with their working capital management. ECP's intention is
to create a pan-European SME digital lending platform that would
deliver faster, quicker and cheaper capital to SME clients. The
team has been working intensely towards delivering this strategy
and has a number of opportunities that have been developed, with
strong potential for a near-term announcement.
In addition, the Company also explained that it believes there
is a significant opportunity in wealth and asset management tech,
through the acquisition and integration of sub-scale traditional
asset managers into a larger, more efficient tech-enabled business.
It now intends to establish a second division focused on this
roll-up and digitisation asset management strategy, in order that
it has resources to analyse two specific opportunities in the
sector, for delivery in 2024. It is seeing an increasing number of
wealth and asset management consolidation opportunities, that,
subject to pricing and building a strong digitisation team
pre-acquisition, it intends to progress in 2024.
Dominic White
Chairman
28 September 2023
This announcement contains inside information for the purposes
of the UK Market Abuse Regulation.
The Directors of the Company take responsibility for this
announcement.
For further information, please contact:
Eight Capital Partners plc +44 20 3300 0715
Dominic White, Chairman info@eight.capital
Luciano Maranzana, Group CEO
Cairn Financial Advisers LLP
AQSE Corporate Adviser
Jo Turner / Liam Murray +44 20 7213 0880
Walbrook PR Limited +44 20 7933 8780
Paul Vann/Nick Rome eightcapital@walbrookpr.com
About Eight Capital Partners:
Eight Capital partners plc is a financial services operating
company that aims to grow revenue through businesses engaged in
"Fintech" operations including in the digital banking and lending
sectors.
ECP seeks to grow its group revenue in these high growth fintech
sub-sectors, which it expects to also increase in value, such that
they generate an attractive rate of return for shareholders,
predominantly through capital appreciation.
www.eight.capital
Eight Capital Partners operates two subsidiary businesses:
Epsion Capital:
Epsion Capital is an independent corporate advisory firm based
in London with an extensive experience in UK and European capital
markets. The team of senior and experienced ECM and M&A
professionals is specialised across multiple markets, sectors and
geographies and it prides itself on a commercial approach that
allows the clients to achieve their growth ambitions.
www.epsioncapital.com
Innovative Finance:
Innovative Finance is a corporate finance advisory business that
develops mergers and acquisitions and financing solutions across
multiple sectors, primarily in Europe, with access to international
transactions. It focuses on investments in Europe which are linked
to technological developments in the financial services industry.
www.innovfinance.com
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.
Eight Capital Partners plc
Consolidated Statement of Comprehensive Income
for the six months ended 30 June 2023
Six months ended Six months ended Year ended
30 June 2023 30 June 2022 31 December
Unaudited Unaudited 2022
GBP'000 GBP'000 Audited
Note GBP'000
Revenue 572 58 895
Cost of sales (4) (9) (8)
----------------- ----------------- -------------
Gross profit 568 49 887
Other operating income 51 10 84
Administrative expenses (1,321) (440) (1,111)
Net change in unrealised/realised gains and losses on
investments at fair value through profit
or loss 1,724 (46) 1,488
Net gains on fair value through profit or loss - - 1,311
----------------- ----------------- -------------
Operating profit /(loss) 1,022 (427) 2,659
----------------- ----------------- -------------
Finance income 437 486 876
Finance expense including debt modification gain or
loss (221) (565) 1,103
Profit / (loss) before tax 1,238 (506) 4,638
Taxation - - -
Profit / (loss) for the period 1,238 (506) 4,638
Other comprehensive income - (2) -
Total comprehensive profit/ (loss) 1,238 (508) 4,638
----------------- ----------------- -------------
Basic and diluted earnings /(loss) per share (pence): 2 0.0008 (0.03) 0.02
Eight Capital Partners plc
Consolidated Statement of Financial Position at 30 June 2023
As at As at As at
30 30 31 December
June June 2022
2023 Unaudited 2022 Unaudited Audited
Note GBP'000 GBP'000 GBP'000
Non-current assets
Goodwill 2,717 3,867 2,717
Intangible assets 7 11 11
Property, plant and equipment 18 17 22
Trade and other receivables - - 311
---------------- -------------
Total non-current assets 2,742 3,895 3,061
---------------- -------------
Current assets
Investments 3 30,457 35,362 28,785
Trade and other receivables 1,138 1,349 1,062
Cash and cash equivalents 40 29 22
----------------
Total current assets 31,635 36,740 29,869
---------------- ---------------- -------------
Current liabilities
Trade and other payables 818 723 468
Loans and borrowings 1,016 17,593 970
----------------
Total current liabilities 1,834 18,316 1,438
---------------- ---------------- -------------
Non-current liabilities
Long term bond 5,948 21,340 5,807
Liability for contingent consideration - 1,305 -
Loans and borrowings - - 402
----------------
Total non-current liabilities 5,948 22,645 6,209
---------------- ---------------- -------------
Net assets 26,595 (326) 25,283
---------------- ---------------- -------------
Capital and reserves
Share Capital 4 17,484 1,453 17,484
Share premium account 18,099 2,068 18,099
Convertible loan notes 84 84 84
Currency translation reserve (7) (16) -
Retained earnings (9,065) (3,915) (10,384)
----------------
Total equity 26,595 (326) 25,283
---------------- ---------------- -------------
Eight Capital Partners plc
Notes to the Half-Year Financial Statements
For the six months ended 30 June 2023
1. Accounting policies
Basis of preparation
These interim financial statements have been prepared in
accordance with UK-adopted international accounting standards.
The interim financial statements do not include all disclosures
that would otherwise be required in a complete set of financial
statements and should be read in conjunction with the 2022 audited
annual report. The statutory financial statements for the year
ended 31 December 2022 were prepared in accordance with UK-adopted
international accounting standards. The auditors reported on those
financial statements and their Audit Report was unqualified.
The interim financial information is unaudited, has not been
reviewed by the Company's auditors and does not constitute
statutory accounts as defined in the Companies Act 2006.
The interim financial information was approved and authorised
for issue by the Board of Directors on
28 September 2023
Going concern
As at the date of this report, the Group had cash or cash
equivalents of circa GBP545,000 , which include cash of GBP160,000
and listed shares of GBP345,000 , as well as receivables
contractually agreed over the next 12 months of circa GBP1
million.
At the end of June 2024, the Company is due to be repaid more
than GBP30 million pounds, when the 1AF2 Bond matures, of which
GBP29.6 million was covered by a security package at year end. The
Group's funding requirements (costs plus current creditors, offset
by fees to be earned) excluding net interest income are not
expected to exceed GBP1 million in the next 12 months. Any material
capex during the next 12 months will be funded by fresh capital and
the Company has always had good support from its main
shareholder.
The Directors are therefore of the opinion that the Group has
adequate financial resources to enable it to continue in operation
for the foreseeable future. For this reason, it continues to adopt
the going concern basis in preparing the financial statements.
2. Profit or loss per share
Six months ended 30 June 2022 Year ended
Six months ended 30 June 2023 GBP'000 31 December 2022
GBP'000 GBP'000
------------------------------ ------------------------------ ------------------
Basic and diluted
Profit / (loss) for the period
attributable to owners of the
Company 1,238 (506) 4,638
Weighted average number of
shares: 161,873,969,648 1,564,315,462 19,290,867,985
Basic earnings / (loss) per
share (pence): 0.0008 (0.03) 0.02
The basic and diluted earnings per share were determined by
dividing the profit or loss attributable to the equity holders of
the Company by the weighted average number of shares outstanding
during the periods.
3. Investments
Listed Total
investments
GBP'000 GBP'000
------------- --------
Fair value at 1 January 2022: 24,734 24,734
Fair value adjustment 2,672 2,672
Foreign exchange adjustments 1,379 1,379
------------- --------
Fair value at 31 December 2022: 28,785 28,785
------------- --------
Transfer from trade and other receivables 809 809
Fair value loss on listed investments 1,718 1,718
Foreign exchange adjustments (855) (855)
------------- --------
Fair value at 30 June 2023: 30,457 30,457
------------- --------
4. Share capital
Ordinary share capital is summarised below:
Number of Ordinary Shares of 0.01p Nominal value
GBP'000
----------------------------------- ---------------
As at 31 December 2022 and 30 June 2023 161,873,969,648 17,484
Deferred share capital is summarised below:
Number of Deferred Shares of 0.24p Nominal value
GBP'000
---------------
As at 31 December 2022 and 30 June 2023 540,166,760 1,296
----------------------------------- ---------------
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END
NEXUKSARORUKUAR
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September 29, 2023 07:43 ET (11:43 GMT)
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