TIDM8PG
RNS Number : 3970J
Eight Peaks Group PLC
04 December 2018
4 December 2018
Eight Peaks Group PLC ("8PG" or the "Company")
UNAUDITED INTERIM RESULTS FOR THE SIX MONTHSED 30 SEPTEMBER
2018
EXECUTIVE CHAIRMAN'S STATEMENT
In the period under review, the principal investee companies,
Virtualstock Holdings Limited ("VS"), IBS Corporation Limited ("IBS
Corp"), Dunraven Resources Plc ("Dunraven") and Crowd for Angels
(UK) Limited ("CfA") all made progress. In addition, in September,
shareholders voted to change the name of the Company and to
consolidate its shares. The name of the Company has now changed to
"Eight Peaks Group PLC" and a share consolidation and subdivision
has been carried out in which approximately 377 old shares have
become one new share.
Prior to this action, 8PG had around 2,700 shareholders, of
which the smallest 2,000 or so held in aggregate approximately
0.34% of the outstanding shares. This imposed a financial and
administrative burden on 8PG disproportionate to its size. This has
been reduced. Shareholders now number approximately 600.
Near the end of the period, the Board was strengthened by the
appointment of Lord Nicholas Monson as a Non-Executive Director. We
welcome him to the Company and the Board.
Virtualstock Holdings Limited
On 31 July 2018 the Company announced that VS had raised GBP3.4m
at a valuation of approximately GBP70m, valuing 8PG's resultant
stake of 6.8% at GBP4.7m. In July 2018, René Schuster was appointed
as VS's Chairman. René, as CEO of Telefonica Deutschland, led that
company through the largest IPO in Europe and the most successful
DAX IPO in 2012, raising EUR1.6 billion for Telefonica Group. He
grew Telefonica Deutschland's market capitalisation from EUR3
billion to EUR14 billion. That VS has been able to attract him is
testament to VS's progress and potential. Following the departure
of Andrew Mills, René now leads VS as Executive Chairman. VS has
since been reorganized into two divisions, Retail and Healthcare,
and costs are being reduced.
Challenges and a level of disengagement in the retail sector
impacted IT projects resulting in expansion at VS being slower than
expected. However, the value of the VS offering in retail is
evident, as the pipeline both domestically and internationally is
solid and improving.
In Healthcare, VS services rollout was slower than expected.
This is expected to pick up due to the master services agreement
with NHS Shared business Services ("SBS")(1) . SBS provides
business support services to over 35% of the NHS and is tasked with
achieving GBP1bn of savings back into the NHS by 2020. SBS serves
64 acute health trusts and the target is to have all 64 live using
VS services by the end of 2019. With success in the UK, discussions
are underway in Europe and the Americas regarding deployment of VS
services internationally.
8PG holds a 6.8% stake in VS which, at a valuation of
approximately GBP70m, is worth GBP4.8m.
[1] SBS is a joint venture between Sopra Steria Group S.A. and
the Department of Health.
IBS Corporation Limited
In the period under review, in April 2018 IBS, the operating
subsidiary of IBS Corp, was registered as a New Zealand building
society under the Building Societies Act 1965 ("Act") by the
Registrar of Building Societies in New Zealand. As such, IBS has
the authorities to carry out the activities specified in the Act
subject to the provisions of the Act and any other applicable
legislation and regulation.
As announced on 9 October 2018, IBS does not intend to undertake
activities for retail investors nor act as a non-bank deposit
taker. Consequently, IBS is not required to be licenced by the New
Zealand Financial Markets Authority, nor is it subject to
Prudential Regulation by the Reserve Bank of New Zealand. IBS is
not currently registered as a financial services provider under the
Financial Service Providers (Resolution and Dispute Resolution) Act
2008. IBS expects that it will be required to register before
undertaking any activities and is currently taking advice on this
matter.
Prior to commencement of operations, IBS is addressing various
operational issues including compliance and reporting matters. It
has also scoped several potential transactions which range in size
from a few million dollars to several hundred million dollars.
Part of the pre-operational work has included seeking further
investment into IBS Corp. Discussions, some of which are advanced,
are on-going in this regard There, however, can be no certainty
that such discussions will result in investment being obtained.
8PG hold an 11.1% stake in IBS Corp, which, at a valuation of
NZ$14.4m, is worth approximately GBP811,000.
Dunraven Resources Plc
Dunraven is an oil and gas exploration and production company
focusing mainly on Tunisia where it has established, strategic
relationships. Its subsidiary, Circle Oil Tunisia Limited owns the
El Mediouni East and Central oil asset in the Mahdia Permit located
in the Gulf of Hammamet off the Tunisian coast.
Dunraven is headed by Alex MacDonald who has more than three
decades of oil & gas business and City experience. He has
founded and brought companies to AIM and has held senior positions
in Whitman--Howard Limited's oil and gas team and Libertas Capital
Corporate Finance LLP. He also has experience with oil majors
including Conoco Inc. and Chevron Corporation.
Having opened and staffed its branch in Tunis at the turn of the
year, Dunraven has had its Mahdia licence renewed and has entered
into commercial arrangements with leading technical advisers. These
advisors have carried out an extensive desktop review of the Circle
Oil Tunisia Limited's assets, and are assisting Dunraven in
planning a substantial 2019 work programme.
8PG holds a 2.0% stake in Dunraven which, at a valuation of
GBP8.8m, is worth approximately GBP175,000
Crowd for Angels (UK) Limited
In the period under review, funds raised from CfA's Liquid
Crypto Bond have started to be invested in crowd bond issues listed
on the CfA platform. The platform helps a range of small businesses
to finance their growth plans. In addition, the experience gained
during its Initial Coin Offering has led CfA to offer new products
and services including crypto backed bonds, private sales for
Crypto Tokens and seed capital for crypto companies.
The ANGEL tokens (issued with the Liquid Crypto Bond) have
successfully achieved their target of being used as a reward token.
The investor base has increased 600% in the past 12 months. This
has been accompanied by an increase of 65% in funds attracted
through the platform
8PG holds a 9.7% stake in CfA which, at a valuation of GBP3.7m,
is worth approximately GBP360,000.
FINANCIAL REVIEW
During the six month period ended 30 September 2018, 8PG made a
net gain on investments of GBP2,000 (2017: GBP422,000). This was
due to increase in the value of Medgold Resource Corp. offset by a
reduction in the value of Amedeo Resources PLC and exchange rate
movements reducing the value of IBS Corp.
Net administrative expenses were higher at GBP216,000 (2017:
GBP169,000) due to certain one off expenses including increased
professional fees related to the share consolidation and
subdivision and the name change and payroll related charges. There
was a non-cash charge of GBP59,000 (2017: nil) related to the
issuance of director options.
The operating loss was GBP273,000 (2017: profit GBP253,000).
Interest was GBPnil (2017: GBP5,000) as all debt was paid off
during the period.
Loss for the financial period was GBP273,000 (2017: profit
GBP248,000). Excluding the non-cash charge of GBP59,000 related to
the issuance of director options, loss for the financial period was
GBP GBP214,000. The basic and diluted loss per share was 2.77p.
(2017: basic and diluted profit 3.13p).
Non-current receivables were GBP73,000 (FY2018: nil). These
relate to amounts expended on certain strategic initiatives which
are expected to be recovered should the initiatives be successful.
In FY2018, these were recorded in current receivables.
Investments held at fair value were GBP6,153,000 (FY18:
GBP6,151,000).
Share capital rose to GBP3,843,000 (FY2018: GBP3,293,000) as the
result of the share issue in May 2018 raising a total of GBP550,000
before expenses by way of a placing and subscription of 550,000,000
new ordinary shares of 0.1 pence each at a price of 0.1 pence per
share. This included 100,000,000 ordinary shares, which Zafar
Karim, Executive Chairman of the Company, subscribed for on the
same terms.
Current liabilities fell to GBP86,000 (FY2018: GBP287,000)
primarily due to the repayment of all debt and associated
interest.
8PG ended the period with GBP6,153,000 (FY2018: GBP6,151,000) of
investments, GBP149,000 (FY2018: GBP45,000) of cash, GBP6,306,000
(FY2018: GBP5,990,000) of net assets and GBP6,392,000 (FY2018:
GBP6,277,000) of total assets.
Finally, post the period end, 8PG changed its registered office
to 201 Temple Chambers, 3-7 Temple Avenue, London, EC4Y 0DT.
- Ends -
For further information, please contact:
Eight Peaks Group PLC Zafar Karim / Thomas Reuner 020 7583 8304
Nominated Advisor Colin Aaronson/ Harrison
Grant Thornton UK LLP Clarke/Seamus Fricker 020 7383 5100
Broker
S.P. Angel Corporate
Finance LLP Richard Morrison 020 3470 0470
The information communicated within this announcement is deemed
to constitute inside information as stipulated under the Market
Abuse Regulations (EU) No. 596/2014. Upon the publication of this
announcement, this inside information is now considered to be in
the public domain.
About Eight Peaks Group PLC
Eight Peaks Group PLC is a proactive investment company that
focuses on making investments in and assisting companies which
exhibit the potential to generate returns of many multiples through
capital appreciation. Typically, 8PG invests in small companies
where there are clear catalysts for value appreciation and the
companies are operating in sectors exhibiting long term growth.
Examples of such sectors include technology, energy and natural
resources.
www.8pg.co
Statement of Comprehensive Income
For the six months ended 30 September 2018
(GBP'000s) 6 months 6 months Year ended
ended 30/09/18 ended 30/09/17 31/03/18
Unaudited Unaudited Audited
Net gain on fair value investments 2 422 1,238
Net administrative expenses (216) (169) (560)
Share-based payment charge (59) - -
Operating (loss)/profit (273) 253 678
(Loss)/profit on ordinary activities
before interest (273) 253 678
Interest payable - (5) (14)
(Loss)/profit on ordinary activities
before tax (273) 248 664
Taxation - - -
(Loss)/profit for the financial
period and total
comprehensive income (273) 248 664
---------------- ---------------- -----------
Basic (loss)/earnings per Share
- pence (2.77p) 3.13p 8.18p
Diluted (loss)/earnings per Share
- pence (2.77p) 3.13p 6.79p
---------------- ---------------- -----------
All activities derive from continuing operations
Statement of Financial Position
As at 30 September 2018
(GBP'000s) As at As at As at
30/09/2018 30/09/2017 31/03/2018
Unaudited Unaudited Audited
Non-current assets
Property, plant and equipment 3 3 2
Non-current receivables 73 399 -
Investments held at fair value
through profit & loss 6,080 4,918 6,095
------------ ------------ ------------
Total non-current assets 6,156 5,320 6,097
Current assets
Investments held at fair value
through profit & loss 72 57 55
Trade and other receivables 15 14 80
Cash and cash equivalents 149 126 45
------------ ------------ ------------
Total current assets 236 197 180
Total assets 6,392 5,517 6,277
============ ============ ============
Equity and liabilities
Share capital 3,843 3,045 3,293
Share premium 9,028 8,937 9,048
Share-based payment reserve 352 293 293
Retained deficit (6,917) (7,060) (6,644)
------------ ------------ ------------
Equity attributable to equity
holders 6,306 5,215 5,990
------------ ------------ ------------
Current liabilities 86 302 287
------------ ------------ ------------
Total equity and liabilities 6,392 5,517 6,277
============ ============ ============
Statement of Changes
in Equity
At 30 September 2018
(GBP'000s)
Share Share-Based Retained
Capital Share Premium Payment Reserve Deficit Total
At 31 March 2017 2,807 8,937 293 (7,308) 4,729
Share issue 238 - - - 238
Profit for the period - - - 248 248
At 30 September 2017 3,045 8,937 293 (7,060) 5,215
Share issue 248 111 - - 359
Profit for the period - - - 416 416
At 31 March 2018 3,293 9,048 293 (6,644) 5,990
Share issue 550 - - - 550
Share issue costs - (20) - - (20)
Share-based payment
charge - - 59 - 59
Loss for the period - - - (273) (273)
--------- -------------- ----------------- --------- ------
At 30 September 2018 3,843 9,028 352 (6,917) 6,306
========= ============== ================= ========= ======
Cash Flow Statement
For the six months ended 30(th) September 2018
(GBP'000s) 6m ended 6m ended Year ended
30/09/2018 30/09/2017 31/03/2018
Unaudited Unaudited Audited
Cash flow from operating activities:
(Loss)/profit before taxation (273) 248 664
Adjustments for:
Interest expense - - 14
Impairment of other debtors - - 259
Share-based payment charge 59 - -
Depreciation 1 1 1
Change in fair value of investments (2) (422) (1,238)
Exchange gains and loss - (3) -
------------ ------------ ------------
(215) (176) (300)
Changes in working capital:
(Increase)/decrease in trade and
other receivables (7) (18) 56
Increase/(decrease) in trade and
other payables 6 166 (42)
------------ ------------ ------------
Net cash outflow from operating
activities (216) (28) (286)
Cash flow from investing activities:
Purchase of property, plant and
equipment (2) - -
Purchase of investments - (260) (260)
------------ ------------ ------------
Net cash outflow from investing
activities (2) (260) (260)
Cash flow from financing activities:
Proceeds from issue of new ordinary
shares 550 238 237
Share issue costs (20) - -
(Repayment)/increase in long term
loan (207) - 178
------------ ------------ ------------
Net cash inflow after financing
activities 323 238 415
Net (decrease)/increase in cash 104 (50) (131)
Cash and cash equivalents at 1
April 45 176 176
Cash and cash equivalents at 30
September 149 126 45
============ ============ ============
Notes to the Interim Results
1. Accounting Policies
Basis of Preparation
The interim financial information has been prepared in
accordance with the basis of the accounting policies set out in the
Company' annual report and accounts for the year ended 31 March
2018, which have been prepared in accordance with International
Financial Reporting Standards as adopted for use by the European
Union. The interim accounts are unaudited and do not constitute
statutory accounts as defined in Section 434 of the Companies Act
2006.
The same accounting policies, presentation and methods of
computation have been followed in this unaudited interim financial
information as those which were applied in the preparation of the
Company's annual statements for the year ended 31 March 2018, upon
which the auditors issued an unqualified opinion, and which have
been delivered to the registrar of companies.
The interim financial information has been drawn up using
accounting policies and presentation expected to be adopted in the
Company's full financial statements for the year ended 31 March
2019. Any new standards that will be adopted in full for the first
time in the year-end financial statements did not have a material
impact on this interim financial information.
The half yearly report, including the financial information
contained herein, is the responsibility of, and was approved by the
directors on 3 December 2018. The continuing obligations of the AIM
Rules for Companies require that the accounting policies and
presentation applied to the half yearly figures should be
consistent with those applied in preparing preceding annual
accounts except where any changes, and the reasons for them, are
disclosed.
The interim financial information for the six months ended 30
September 2018 was approved by the Board on 3 December 2018.
Copies of this report are available on the Company's website,
http://8pg.co/.
2. Investments
All the investments are stated at fair value through profit or
loss. Increase and decrease in fair values are shown in statement
of comprehensive income as profit/loss in investment.
Included in unlisted investments are the following
companies:
Carrying
value Unrealised Carrying value
31 March loss on 30 September
2018 revaluation 2018 Fair value
INVESTMENT GBP'000 GBP'000 GBP'000 hierarchy
Virtual Stock Holdings
Limited 4,734 - 4,734 Level 3
Crowd for Angels
(UK) Limited 360 - 360 Level 3
IBS Corporation Limited 826 (15) 811 Level 3
Dunraven Resources
Plc 175 - 175 Level 3
--------- ------------ --------------
Total 6,095 (15) 6,080
========= ============ ==============
3. Earnings Per Share
The calculation of earnings per share is based on the profit/
(loss) for the period divided by the weighted average number of
ordinary shares in issue during the period of 9,843,747.
On 28 September 2018, the Company went through a consolidation
and sub-division of its share capital on the basis of 23,763:63.
The weighted average number of shares for the current and last
period and last year have been adjusted accordingly.
Diluted earnings per share is calculated by adjusting the
weighted average number of ordinary shares outstanding to assume
conversion of all potential dilutive ordinary shares. The effect of
the potential dilutive shares would be anti-dilutive at 30
September 2018 and are therefore not included in the below
calculation.
6 Months 6 Months
ended ended Year ended
30 September 30 September 31 March
2018 2017 2018
Unaudited Unaudited Audited
(Loss)/profit for the period (273,000) 248,000 664,000
Weighted average number
of ordinary shares 9,843,747 7,924,463 8,118,225
Basic EPS (2.77p) 3.13p 8.18p
-------------- -------------- -----------
Share options 1,266,642 1,193,031 1,176,522
Warrants 232,429 86,163 232,429
Diluted EPS (2.77p) 3.13p 6.79p
-------------- -------------- -----------
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
IR ZMMGZMDRGRZM
(END) Dow Jones Newswires
December 04, 2018 06:42 ET (11:42 GMT)
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