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RNS Number : 0433B APQ Global Limited 29 September 2022
APQ Global Limited
("APQ Global" or the "Company")
Interim results for the period from 1 January 2022 to 30 June 2022
HIGHLIGHTS
For the six months ended 30 June 2022
Financial highlights
Book Value at 30 June 2022 was $12.53m, a decrease of $11.06m from $23.59m
since the start of the period. The term "book value" herein includes the
assets of APQ Global Limited and its subsidiaries net of any liabilities. The
results include the net assets of the Company and its subsidiaries, presented
in US dollars.
Book Value per share in the period decreased by 14.1 cents from 30.07 to 15.97
cents.
Loss per share for the period was -$0.14117 (loss for six months ended 30 June
2021: -$0.06001).
The meaningful decline in book value was driven by the risk-off mood in global
markets. The liquid equity market positioning was unchanged at the end of
June, however equities and bonds suffered from material price declines. The
private investments are unaffected by the market volatility and continue to
perform well in line with management expectations.
No dividends were paid in the 6 months period ended 30 June 2022 (6 months
ended 30 June 2021: none).
There have been further AIM market trades since 30 June 2022, details of these
can be found on the London Stock Exchange website by following the link below.
Monthly book values are also made available as they fall due.
http://www.londonstockexchange.com/exchange/prices-and-markets/stocks/summary/company-summary/GG00BZ6VP173GGGBXASQ1.html
For further enquiries, please contact:
APQ Global Limited
Bart Turtelboom - Chief Executive Officer
020 3478 9708
Singer Capital Markets Advisory LLP - Nominated Adviser and Broker
James Maxwell / Justin McKeegan/ Oliver Platts
020 7496 3000
Carey Group - TISE sponsor
Claire Torode
01481 737 279
Investor Relations
IR@APQGlobal.com
Notes to Editors
APQ Global Limited
APQ Global (ticker: APQ LN) is an investment company incorporated in Guernsey.
The Company focuses its investment activities globally (in Asia, Latin
America, Eastern Europe, the Middle East, Africa and the Channel Islands,
particularly).
The objective of the Company is to steadily grow its earnings to seek to
deliver attractive returns and capital growth through a combination of
building growing businesses as well as earning revenue from income generating
operating activities in capital markets 1 (#_ftn1) . APQ Global run a
well-diversified and liquid portfolio, take strategic stakes in selected
businesses and plan to take operational control of companies through the
acquisition of minority and majority stakes in companies with a focus on
emerging markets.
For more information, please visit apqglobal.com
Business highlights
Shortly after the 6-month period ended 30 June 2022 APQ received MFSA approval
for the 100% share purchase and acquisition of WDM Advisory Limited and WDM
Trustees Limited, both to be renamed Promethean respectively. These 2
businesses are an addition to the existing corporate service providers within
the APQ Group. APQ is continuing to review the market for strategic
investments which would provide further synergies with the current investment
portfolio.
There have been no changes to the board composition, or any key market
advisors and no changes are expected to be made at this stage.
STATEMENT OF DIRECTORS' RESPONSIBILITIES
We confirm that to the best of our knowledge:
· the condensed set of financial statements has been prepared in
accordance with IAS 34 Interim Financial Reporting as adopted by the EU and
gives a true and fair view of the assets, liabilities, financial position and
profit of the group as required by DTR 4.2.4R;
· the half yearly report includes a fair review of the information
required by:
o DTR 4.2.7R of the Disclosure and Transparency Rules, being 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 year; and
o DTR 4.2.8R of the Disclosure and Transparency Rules, being related party
transactions that have taken place in the first six months of the current
financial year and that have materially affected the financial position or
performance of the entity during that period.
For and on behalf of the Board
Wayne Bulpitt
Chairman, APQ Global Limited
Date: 28 September 2022
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (UNAUDITED)
For the six months ended 30 June 2022
For the six months ended For the six months ended
30 June 2022 30 June 2021
Note
$ $
Turnover 4 5,519,712 3,184,587
Net loss on financial assets at fair value through profit and loss 13 (16,679,054) (4,118,423)
Administrative expenses 5 1,310,886 (2,400,408)
Operating loss for the period before tax (9,848,456) (3,334,244)
Interest receivable 8 7,100 6,202
Finance costs 9 (1,227,892) (1,375,415)
Loss on ordinary activities before taxation (11,069,248) (4,703,457)
Tax on loss on ordinary activities - -
Loss on ordinary activities before taxation (11,069,248) (4,703,457)
Other comprehensive income - -
Total comprehensive loss for the period (11,069,248) (4,703,457)
Basic and diluted earnings per share 10 -0.14117 (0.06001)
The notes on pages 14 to 32 form an integral part of the Financial Statements.
CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION (UNAUDITED)----
As at 30 June 2022
30 June 31 December 2021
2022
Note $ $
Assets
Non-current assets
Property, plant and equipment 12 34,791 34,168
Right of use assets 21 40,093 80,187
Investments 13 44,454,997 59,734,052
Total non-current assets 44,529,881 59,848,407
Current assets
Trade and other receivables 14 411,289 940,428
Cash and cash equivalents 1,784,151 670,644
Total current assets 2,195,440 1,611,072
Total assets 46,725,321 61,459,479
Current liabilities
Trade and other payables 15 (477,694) (840,406)
Total current liabilities (477,694) (840,406)
Long term liabilities
3.5% Convertible Unsecured Loan Stock 16 (33,715,582) (37,025,083)
Total long-term liabilities (33,715,582) (37,025,083)
Net assets 12,532,045 25,593,990
Equity
Share capital 18 100,073,549 100,005,450
Equity component of 3.5% Convertible Unsecured Loan Stock 16 6,919,355 6,919,355
Other capital reserves 19 106,535 167,331
Retained earnings (89,639,881) (78,570,633)
Exchange reserve (4,927,513) (4,927,513)
Total equity 12,532,045 23,593,990
Net asset value per ordinary share 15.97 30.07
The Financial Statements were approved by the Board of Directors of APQ Global
Limited and signed on 28 September 2022 on its behalf by:
___________________
___________________
Bart Turtelboom
Philip
Soulsby
Chief Executive Officer
Director
The notes on pages 14 to 32 form an integral part of the Financial Statements.
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (UNAUDITED)
For the six months ended 30 June 2022
Share capital Share warrants Retained earnings Exchange reserve Total
CULS equity component Convertible preference shares equity component Other
$ $ capital reserves $ $ $
$ $
$
At 1 January 2021 99,869,252 6,919,355 100,813 107,702 259,460 (71,085,642) (4,927,513) 31,243,427
Comprehensive income
for the period
Loss for the period - - - - - (4,703,457) - (4,703,457)
Total comprehensive - - - - (4,703,457) - (4,703,457)
income for the period -
Contributions by and distributions to owners
Share based payments - - - - 34,130 - - 34,130
Share based payments settled in cash - - - - (6,736) - - (6,736)
Issue of share awards 68,099 - - - (68,099) - - -
As at 30 June 2021 99,937,351 6,919,355 100,813 107,702 218,755 (75,789,099) (4,927,513) 26,567,364
The notes on pages 14 to 32 form an integral part of the Financial Statements.
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (UNAUDITED) (continued)
For the six months ended 30 June 2022
Share capital Share warrants Retained earnings Exchange reserve Total
CULS equity component Convertible preference shares equity component Other
$ $ capital reserves $ $ $
$ $
$
At 1 January 2022 100,005,450 6,919,355 - - 167,331 (78,570,633) (4,927,513) 23,593,990
Comprehensive income
for the period
Loss for the period - - - - - (11,069,248) - (11,069,248)
Total comprehensive - - - - (11,069,248) - (11,069,248)
income for the period -
Contributions by and distributions to owners
Share based payments - - - - 14,039 - - 34,130
Share based payments settled in cash - - - - (6,736) - - (6,736)
Issue of share awards 68,099 - - - (68,099) - - -
As at 30 June 2022 100,073,549 6,919,355 - - 106,535 (89,639,881) (4,927,513) 12,532,045
The notes on pages 14 to 32 form an integral part of the Financial Statements.
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOW (UNAUDITED)
For the six months ended 30 June 2022
For the six months ended For the six months ended
30 June 2022 30 June 2021
Cash flow from operating activities Note $ $
Cash generated from operations
Loss for the financial period (11,069,248) (4,703,457)
Adjustments for non-cash income and expenses
Equity settled share-based payments 19 14,039 34,130
Depreciation tangible fixed assets 12 8,405 4,633
Depreciation right of use assets 40,094 40,094
Net loss on financial assets at fair value through profit and loss 13 16,679,054 4,118,423
Exchange rate fluctuations (3,811,117) 374,919
Changes in operating assets and liabilities
Increase in trade and other receivables 14 (31,628) (80,540)
Decrease in trade and other payables 15 (187,107) (28,202)
Decrease in receivables from group undertakings 14 560,767 292,468
(Decrease)/increase in payables from group undertakings 15 (129,876) 19,140
Cash generated from operations 2,073,383 71,608
Interest receivable 8 (7,100) (6,202)
Finance costs 9 1,227,892 1,375,415
Net cash inflow from operating activities 2,744,176 1,440,821
Cash flow from investing activities
Payments to acquire investments 13 (1,400,000) (449,145)
Payments to acquire property, plant and equipment 12 (9,028) (11,081)
Interest received 8 7,100 6,202
Net cash outflow from investing activities (1,401,928) (454,024)
Cash flow from financing activities
Equity dividends paid 11 - -
Preference share dividends paid 9 - (80,400)
Interest on CULS 16 (669,427) (729,107)
Cash settled share-based payments 19 (6,736) (6,736)
Payments for lease rental 21 (55,395) (44,213)
Net cash outflow from financing activities (731,558) (860,456)
Net increase / (decrease) in cash and cash equivalents 1,160,689 126,341
Cash and cash equivalents at beginning of period 670,644 509,928
Exchange rate fluctuations on cash and cash equivalents (47,182) 10,152
Cash and cash equivalents at end of period 1,784,151 646,421
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOW (UNAUDITED) (CONTINUED)
For the six months ended 30 June 2022
For the six months ended For the six months ended
30 June 2022 30 June 2021
$ $
Reconciliation of cash flows to debt
Brought forward 37,108,863 37,734,253
Cash flows used in servicing interest payments of CULS (669,427) (729,107)
Cash flows used in principal payments of lease liabilities (55,395) (44,213)
Non cash flows - amortisation of discount on CULS issue 1,225,319 1,288,720
Non cash flows - amortisation of discount on lease liabilities 2,573 6,295
Exchange differences (3,858,300) 382,245
Closing balance 33,753,633 38,638,193
Net debt comprises the following:
Convertible Unsecured Loan Stock 2024 33,715,582 37,166,854
6% convertible preference shares - 1,347,099
Lease liabilities 38,051 124,240
33,753,633 38,638,193
The notes on pages 14 to 32 form an integral part of the Financial Statements.
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
For the six months ended 30 June 2022
1. Corporate information
The interim consolidated financial statements of APQ Global Limited (the
"Group") for the six months ended 30 June 2022 were authorised for issue in
accordance with a resolution of the Board of Directors on 29 September 2022.
The Company is incorporated as a limited company in Guernsey. The Company was
incorporated on 10 May 2016 for an unlimited duration in accordance with the
Companies (Guernsey) Law, 2008. The Company's registered office is at PO Box
142, Suite 2, Block C, Hirzel Court, St Peter Port, Guernsey, GY1 3HT.
The objective of the Company is to steadily grow its earnings to seek to
deliver attractive returns and capital growth through a combination of
building growing businesses in emerging markets as well as earning revenue
from income generating operating activities 2 (#_ftn2) .
The Company and its subsidiaries have no investment restrictions and no
maximum exposure limits will apply to any investments made by the Group,
unless otherwise determined and set by the Board from time to time. No
material change will be made to the Company's or subsidiaries objective or
investing policy without the approval of Shareholders by ordinary resolution.
The Group's investment activities are managed by the Board.
The shares are quoted on The International Stock Exchange for informational
purposes. The ordinary shares are admitted to trading on AIM.
2. Significant accounting policies
2.1 Basis of preparation
These interim consolidated financial statements have been prepared in
accordance with IAS 34 Interim Financial Reporting. They 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 2021 Annual Report.
Taking account of the financial resources available to the Company, the
directors believe that the Company is well placed to manage its business risks
successfully despite the current uncertain economic outlook. After making
enquiries the directors have a reasonable expectation that the Company has
adequate resources for the foreseeable future, a period of not less than
twelve months from the date of this report. Accordingly, they continue to
adopt the going concern basis in preparing the condensed financial statements.
2.2 Basis of accounting
APQ Global Limited has applied the same accounting policies and methods of
computation in its interim consolidated financial statements as in its 2021
annual financial statements.
2.3 Functional and presentational currency
The Company's presentational and functional currency is US Dollars.
2.4 Fair value measurement
The Company measures its investments in APQ Cayman Limited, APQ Corporate
Services Limited, APQ Knowledge Limited and BARTR Holdings Limited at fair
value at each reporting date.
For APQ Cayman Limited this is considered to be the carrying value of the net
assets of APQ Cayman Limited. APQ Cayman Limited measures its underlying
investments at fair value.
Fair value is the price that would be received to sell an asset or paid to
transfer a liability in an orderly transaction between market participants at
the measurement date. The fair value measurement is based on the presumption
that the transaction to sell the asset or transfer the liability takes place
either in the principal market for the asset or liability or, in the absence
of a principal market, in the most advantageous market for the asset or
liability. The principal or the most advantageous market must be accessible to
the Company. The fair value of an asset or a liability is measured using the
assumptions that market participants would use when pricing the asset or
liability, assuming that market participants act in their economic best
interest.
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
For the six months ended 30 June 2022
2. Significant accounting policies (continued)
2.4 Fair value measurement (continued)
The fair value for financial instruments traded in active markets at the
reporting date is based on their quoted price (bid price for long positions
and ask price for short positions), without any deduction for transaction
costs.
For all other financial assets, not traded in an active market, including APQ
Corporate Services Limited, APQ Knowledge Limited and BARTR Holdings Limited,
the fair value is determined by using valuation techniques deemed to be
appropriate in the circumstances. These have been determined in accordance
with the International Private Equity and Venture Capital Valuation (IPEV)
Guidelines. These guidelines require the valuer to make judgements with
regards to the most appropriate valuation method to be used and the results
and inputs used to determine these valuations. Valuation methods that may be
used include:
· The income approach - valuation through discounted cash flow
forecast of future cash flows or earnings, using appropriate discount rates.
· The market approach - valuation by comparing the asset being
valued to comparable assets for which price information is readily available.
This price information can be in the form of transactions that have occurred
or market information on companies operating in a similar industry.
· The cost approach - valuation based on the cost of reproducing or
replacing the asset being valued.
The use of these guidelines requires management to make judgements in relation
to the inputs utilised in preparing these valuations. These include but are
not limited to:
· Determination of appropriate comparable assets and benchmarks;
and
· Adjustments required to existing market data to make it more
comparable to the asset being valued.
The use of these guidelines additionally requires management to make
significant estimates in relation to the inputs utilised in preparing these
valuations. These include but are not limited to:
· Future cash flow expectations deriving from these assets; and
· Appropriate discount factors to be used in determining the
discounted future cash flows.
Where an assets fair value cannot be determined the Company measures these
assets at a valuation of $nil. For assets and liabilities that are measured at
fair value on a recurring basis, the Company identifies transfers between
levels in the hierarchy by re-assessing the categorisation (based on the
lowest level input that is significant to the fair value measurement as a
whole), and deems transfers to have occurred at the beginning of each
reporting period.
2.5 6% Convertible preference shares
APQ Capital Services Limited, a subsidiary of the Company, issued 6%
convertible preference shares ("CPS"). The CPS contain a perpetual 6% dividend
rate and a conversion option for ordinary shares of APQ Global Limited. On
initial issue the CPS were recognised as a liability comprising a liability
held at amortised cost and a derivative conversion option held at fair value
through profit and loss.
At the date of issue, the fair value of the liability component held at
amortised cost was estimated by assuming that an equivalent non-convertible
obligation of the Company would have a coupon rate of 7.9%. The fair value of
the derivative component, containing a variable conversion rate, is derived
from the difference between the value of the consideration determined for the
acquisition of Parish Group Limited and the fair value assigned to the
liability held at amortised cost.
The terms of the CPS were amended on the 30 June 2020, to amend the conversion
option to a fixed ratio of CPS to ordinary shares. Subsequent to this
amendment to the CPS are regarded as a compound instrument, comprising of a
liability component and an equity component. Due to the significant change
in the terms of the CPS the initial instrument was derecognised and then
recognised at the new fair value. Any gain/loss on the derecognition of the
liability is recognised in the statement of comprehensive income.
On amendment, the fair value of the liability component was estimated by
assuming that an equivalent non-convertible obligation of the Company would
have a coupon rate of 11.9%. The fair value of the equity component was
determined in based on the present value of the average gain on conversion
based on a range of simulated share prices.
The dividends on the convertible preference shares are taken to the statement
of comprehensive income as finance costs.
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
For the six months ended 30 June 2022
2. Significant accounting policies (continued)
2.6 Share warrants
Share warrants issued are measured at fair value at the date of issue using
the Black-Scholes pricing model, which incorporates certain input assumptions
including the warrant price, risk-free interest rate, expected warrant life
and expected share price volatility. The fair value is included as a component
of equity and is transferred from the share warrant equity reserve to share
capital on exercise. If the warrants expire then the fair value is transferred
from the share warrant equity reserve to retained earnings.
3. Segment
Information
For management purposes, the Group is organised into one main operating
segment, which invests in equities and credit, government and local currency
bonds. All of the Group's activities are interrelated, and each activity is
dependent on the others. Accordingly, all significant operating decisions are
based upon analysis of the Group as one segment. The financial results from
this segment are equivalent to the financial statements of the Group as a
whole.
The following table analyses the Group's assets by geographical location. The
basis for attributing the assets are the place of listing for the securities
or for non-listed securities, country of domicile.
30 June 30 June
2022 2021
Group $ $
Cayman 28,971,027 49,687,720
United Kingdom 480,794 497,397
Guernsey 15,092,820 11,979,620
Europe 2,180,678 3,501,488
46,725,319 65,666,225
4. Analysis of turnover
For the six months ended For the six months ended
30 June 2022 30 June 2021
$ $
Dividends received from APQ Cayman Limited 5,519,712 3,087,885
Dividends received from APQ Knowledge - 96,702
5,519,712 3,184,587
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
For the six months ended 30 June 2022
5. Analysis of administrative expenses
For the six months ended For the six months ended
30 June 2022 30 June 2021
$ $
Personnel expenses 420,954 522,525
Depreciation of tangible fixed assets expenses 8,405 4,633
Depreciation of right of use assets 40,094 40,661
Payments on short term leases 61,556 -
Audit fees 78,205 85,489
Nominated advisor fees - 34,364
Administration fees and expenses 107,651 87,436
Director's remuneration 115,180 84,668
Other expenses 232,732 98,691
Professional fees 1,564,016 1,262,868
Share based payment expenses 14,039 34,130
Insurance 8,988 5,586
Recharge of expenses to APQ Cayman Limited (180,577) (242,529)
Net exchange (gains)/losses (3,782,129) 381,886
(1,310,886) 2,400,408
6. Directors' remuneration
For the six months ended For the six months ended
30 June 2022 30 June 2021
$ $
Directors' remuneration 115,180 84,668
Share based payment expenses 11,231 27,304
126,411 111,972
The highest paid director was Bart Turtelboom (2021: Bart Turtelboom) 26,701 43,959
Average number of directors in the year 4 4
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
For the six months ended 30 June 2022
7. Personnel expenses
For the six months ended For the six months ended
30 June 2022 30 June 2021
$ $
Short term benefits - wage and salaries 133,295 184,094
Short term benefits - social security costs 10,695 15,701
Short term benefits - other benefits 271,632 314,273
Short term benefits - Share based payment expenses 2,808 6,826
Post-employment benefits 5,332 8,457
423,762 529,351
Personnel expenses include expenses per note 5 and the portion of share based
payments relating to individuals who are not directors of the Company.
Key management personnel expenses, excluding director's remuneration detailed
in note 6, is as follows:
Short term benefits - other benefits 264,656 272,024
Short term benefits - Share based payment expenses 2,808 6,826
267,464 278,850
8. Interest receivable
For the six months ended For the six months ended
30 June 2022 30 June 2021
$ $
Loan interest receivable from Palladium Trust Services Limited 7,100 6,202
7,100 2,515
9. Finance costs
For the six months ended For the six months ended
30 June 2022 30 June 2021
$ $
Interest on 3.5% Convertible Unsecured Loan Stock 2024 1,225,319 1,288,720
Discount on unwinding of lease liability 2,573 6,295
Dividends paid on 6% convertible preference shares - 80,400
1,227,892 1,375,415
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
For the six months ended 30 June 2022
10. Earnings Per Share
The basic and diluted earnings per shares are calculated by dividing the
profit or loss by the average number of ordinary shares outstanding during the
period.
For the six months ended For the six months ended
30 June 2022 30 June 2021
$ $
Total comprehensive income for the period (11,069,248) (4,703,457)
Average number of shares in issue 78,408,067 78,382,601
Earnings per share (0.14117) (0.06001)
The Group had share awards vested but not yet issued, which are not dilutive
in 2022, as the impact of dilution would be to decrease the loss per share.
The impact of these share awards would have no impact on the total
comprehensive income/loss for the year. They would increase the weighted
average number of shares by 58,414 (30 June 2021: 204,450).
The Group has 6,000 (30 June 2021: 6,000) units of Convertible Loan Stock
which are potentially dilutive if converted into ordinary shares. This would
increase the weighted average number of shares by 6,000 (30 June 2021: 6,000)
exercise price on these conversion options currently exceeds the traded share
price of APQ Global. These are not currently dilutive (30 June 2021:
dilutive).
11. Dividends
No dividends were declared in the period ended 30 June 2022 nor the period
ended 30 June 2021.
The stated dividend policy of the Company is to target an annualised dividend
yield of 6% based on the Placing Issue Price. Due to the impact of market
volatility on the Company's book value, it has ceased all dividends until
further notice.
There is no guarantee that any dividends will be paid in respect of any
financial period. The ability to pay dividends is dependent on a number of
factors including the level of income returns from the Group's investments.
There can be no guarantee that the Group will achieve the target rates of
return referred to in this document or that it will not sustain any capital
losses through its activities.
12. Property, plant and equipment
Office Furniture and fixtures Leasehold
equipment improvements Total
$ $ $ $
Cost
At 1 January 2022 104,703 20,251 34,588 159,542
Additions during the period 9,028 - - 9,028
At 30 June 2022 113,731 20,251 34,588 168,570
Accumulated depreciation
At 1 January 2022 71,689 19,097 34,588 125,374
Charge for the period 7,789 616 - 8,405
At 30 June 2022 79,478 19,713 34,588 133,779
Net book value
At 30 June 2022 34,253 538 - 34,791
At 31 December 2021 33,014 1,154 - 34,168
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
For the six months ended 30 June 2022
13. Investments
Unlisted investments
APQ APQ Corporate Services Limited Delphos Holdings Limited BARTR Holdings Limited
Cayman Limited APQ Knowledge Limited Evergreen Impact Limited
Listed Investments
Total
$ $ $ $ $ $ $
At 1 January 2022 44,555,286 4,632,220 1,437,071 5,901,149 - - 3,208,326 59,734,052
Additions - - - 1,400,000 - - - 850,000
Fair value movement (15,584,259) - - (67,148) 1 - (1,027,648) (16,679,054)
Disposal - - - - (1) - - (1)
At 30 June 22 28,971,027 4,632,220 1,437,071 7,234,001 - - 2,180,678 44,454,997
The Company meets the definition of an investment entity, it is therefore
required to measure its investments, including its subsidiary undertakings at
fair value. Subsidiary undertakings whose primary purpose is to support the
investment activities of the Company are consolidated on a line for line
basis. Subsidiary undertakings which act as an investment holding company are
valued based on the underlying trading investment companies they hold. These
investments are held solely for capital appreciation and investment income and
measured at fair value through profit and loss ("FVTPL").
Investments in subsidiaries
The following tables outlines the subsidiary undertakings of the Company:
Name Country of incorporation Registered Office Immediate Parent Company Holding % Acquisition/ Incorporation Date Activity Recognition
APQ Partners LLP England and Wales 22a St. James's Square, London, SW1Y 4JH APQ Global Limited 100 10 August 2016 Investment support Consolidated
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
For the six months ended 30 June 2022
13. Investments (continued)
Investments in subsidiaries
The following tables outlines the subsidiary undertakings of the Company:
Name Country of incorporation Registered Office Immediate Parent Company Holding % Acquisition/ Incorporation Date Activity Recognition
APQ Cayman Limited Cayman Islands Mourant Ozannes Corporate Services (Cayman) Limited, 94 Solaris Avenue, Camana APQ Global Limited 100 10 August 2016 Investment entity FVTPL
Bay, PO Box 1348, Grand Cayman KY1-1108
APQ Corporate Services Limited Guernsey PO Box 142, Suite 2, Block C, Hirzel Court, St Peter Port, Guernsey, GY1 3HT APQ Global Limited 100 10 January 2019 Investment holding company FVTPL
APQ Knowledge Limited Guernsey PO Box 142, Suite 2, Block C, Hirzel Court, St Peter Port, Guernsey, GY1 3HT APQ Global Limited 100 1 March 2019 Investment holding company FVTPL
New Markets Media & Intelligence Ltd England and Wales 22a St. James's Square, London, SW1Y 4JH APQ Knowledge Limited 100 26 February 2019(1) Trading investment company FVTPL
Palladium Finance Group Limited Seychelles Global Gateway 8, Rue de la Perle, Providence, Seychelles APQ Corporate Services Limited 100 22 February 2019(2) Trading investment company FVTPL
Palladium Trust Company (NZ) Limited New Zealand Level 8, AIG Building, 41 Shortland Street, Auckland, New Zealand 1010 APQ Corporate Services Limited 100 22 February 2019(2) Trading investment company FVTPL
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
For the six months ended 30 June 2022
13. Investments (continued)
Name Country of incorporation Registered Office Immediate Parent Company Holding % Acquisition/ Incorporation Date Activity Recognition
Palladium Trust Services Ltd England and Wales 22a St. James's Square, London, SW1Y 4JH APQ Corporate Services Limited 100 22 February 2019(2) Trading investment company FVTPL
Parish Corporate Services Limited Guernsey PO Box 142, Suite 2, Block C, Hirzel Court, St Peter Port, Guernsey, GY1 3HT. APQ Corporate Services Limited 100 29 January 2020 Trading investment company FVTPL
Parish Group Limited Guernsey PO Box 142, Suite 2, Block C, Hirzel Court, St Peter Port, Guernsey, GY1 3HT. APQ Corporate Services Limited 100 29 January 2020 Trading investment company FVTPL
Parish Nominees Limited Guernsey PO Box 142, Suite 2, Block C, Hirzel Court, St Peter Port, Guernsey, GY1 3HT. APQ Corporate Services Limited 100 29 January 2020 Trading investment company FVTPL
Parish Trustees Limited Guernsey PO Box 142, Suite 2, Block C, Hirzel Court, St Peter Port, Guernsey, GY1 3HT. APQ Corporate Services Limited 100 29 January 2020 Trading investment company FVTPL
Delphos Holdings Limited(1) Guernsey PO Box 142, Suite 2, Block C, Hirzel Court, St Peter Port, Guernsey, GY1 3HT. APQ Global Limited 100 13 August 2021 Investment holding company FVTPL
Delphos International, Ltd United States 2121 K St, N 2121 K St, NW, Suite 1020, Washington, DC 20037 Delphos Holdings Limited 100 3 March 2020 Trading investment company FVTPL
Delphos FMA - Frontier Markets Advisors Inc Canada 202-230 ch. du Golf, Montreal, QC H3E 2A8, Canada Delphos Holdings Limited 70 20 January 2021 Trading investment company FVTPL
Delphos Impact Limited(2) Guernsey PO Box 142, Suite 2, Block C, Hirzel Court, St Peter Port, Guernsey, GY1 3HT. Delphos Holdings Limited 100 18 August 2021 Trading investment company FVTPL
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
For the six months ended 30 June 2022
13. Investments (continued)
Name Country of incorporation Registered Office Immediate Parent Company Holding % Acquisition/ Incorporation Date Activity Recognition
Delphos Partners LLP England and Wales 22a St. James's Square, London, England, SW1Y 4JH Delphos Holdings Limited 97 6 October 2021 Trading investment company FVTPL
Delphos Services Limited Guernsey PO Box 142, Suite 2, Block C, Hirzel Court, St Peter Port, Guernsey, GY1 3HT. Delphos Holdings Limited 100 27 September 2021 Trading services company FVTPL
Evergreen Impact Limited Guernsey PO Box 142, Suite 2, Block C, Hirzel Court, St Peter Port, Guernsey, GY1 3HT. APQ Global Limited 50 10 August 2021 Trading management consultancy FVTPL
(1) The Company made capital contributions to Delphos Holdings Limited in
order to meet working capital requirements of its subsidiaries Delphos
International, Ltd ($550,000 contributed) and Delphos Impact Limited ($850,000
contributed).
(2) Delphos Capital Limited changed its name to Delphos Impact during the
period.
Other investments
On the 19 November 2018, APQ Global Limited acquired a capital interest
represents a 40% shareholding and equivalent voting rights BARTR Holdings
Limited, a company incorporated in England and Wales, whose registered office
is Tobias House St. Marks Court, Thornaby, Stockton-On-Tees, United Kingdom,
TS17 6QW. BARTR Holdings Limited wholly owns two subsidiaries, BARTR Connect
Limited, whose registered office is Tobias House St. Marks Court, Thornaby,
Stockton-On-Tees United Kingdom, TS17 6QW, and BARTR Technologies Limited,
whose registered office is 156 Great Charles Street Queensway, Birmingham,
England, B3 3HN. On 19 May 2020, the capital interest was converted from
ordinary shares to preference shares which have no voting rights, but
preferential dividends and preferential rights on assets on wind up of BARTR
Holdings Limited. BARTR Holdings Limited is held as an investment at fair
value through profit or loss. On 3 February 2022, APQ Global exited its
investment in BARTR Holdings Limited for a total consideration of £1.
The Company has made direct investments in equities that are freely traded on
international stock exchanges. These investments are highly liquid and
measured at fair value through profit and loss.
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
For the six months ended 30 June 2022
13. Investments (continued)
Valuation techniques
APQ Cayman Limited has a portfolio of tradable assets and liabilities which it
values at fair value using the same policies as the Company. The Company is
able to redeem its holding of APQ Cayman Limited at its net asset value.
Fair value of the investment in APQ Cayman Limited is therefore measured at
its Net Asset Value ("NAV"). NAV is determined based on the observable market
values of its portfolio of assets and liabilities.
Fair value of the investment in APQ Corporate, has been determined by
determining the valuation of its underlying investments. The underlying
investments have been valued through the income approach, incorporating
comparison with external sources and the expected cash flows of the
investment. The income approach was determined to be the most appropriate as
the underlying investments are revenue generating businesses.
The investment in APQ Knowledge Limited was completed on 1 March 2019. Fair
value has been determined by determining the valuation of its underlying
investments. The underlying investments have been valued through the income
approach, incorporating comparison with external sources and the expected cash
flows of the investment. The income approach was determined to be the most
appropriate as the underlying investments are revenue generating businesses.
The fair value of BARTR Holdings Limited is nil. This is due to BARTR Holdings
Limited being a pre-revenue technology start-up company for which future
revenue is highly uncertain, and without comparable companies to benchmark the
valuation against. The income approach and market approach therefore do not
produce a reliable valuation and management has therefore determined the
valuation to be $nil.
Listed investments are measured at fair value using the current market bid
price for the underlying equity as quoted on the applicable stock exchange the
security is traded on.
Unlisted managed funds
The Company classifies its investments into the three levels of the fair value
hierarchy based
on:
Level 1: Quoted prices in active markets for identical assets or
liabilities;
Level 2: Those involving inputs other than quoted prices included in Level 1
that are observable for the asset or liability, either directly (as prices) or
indirectly (derived from prices); and
Level 3: Those with inputs for the asset or liability that are not based on
observable market data (unobservable inputs).
The Company has classified its investments in BARTR Holdings Limited, APQ
Corporate Services Limited and APQ Knowledge Limited as level 3 as the inputs
utilised in valuing the investments are deemed to be unobservable, as they are
private investments. The most significant unobservable input used in the fair
value of the investments in APQ Corporate Services Limited and APQ Knowledge
Limited are the future expected cash flows of the investments these companies
hold, used in deriving a valuation using discounted cash flows. Valuation is
determined for these holding companies by the value of the underlying
investments held. The Company has valued its investment in BARTR Holdings
Limited as $nil. The unobservable inputs of future cash flows could not be
reliably determined due to the pre-revenue nature of the business and
therefore the most reliable fair value to be determined was $nil. The movement
in the investments in the year are shown above.
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
For the six months ended 30 June 2022
13. Investments (continued)
Unlisted managed funds
The Company has classified its investments in APQ Cayman Limited as level 3.
Valuation is determined based on the NAV. The majority of underlying assets
and liabilities of APQ Cayman Limited are held at fair value based on
observable markets.
The listed investments are designated as Level 1 instruments in the fair value
hierarchy as fair value can be determined by the quoted market price for these
assets. The movement of investments classified by level is as per the below.
The movement of investments classified by level is as per the below.
Level 1 Level 2 Level 3 Total
$ $ $ $
At 1 January 2022 3,208,326 - 56,525,726 59,734,052
Additions - - 1,400,000 1,400,000
Fair value movement (1,027,648) - (3,940,482) (16,679,054)
Disposals - - (1) (1)
At 30 June 2022 2,180,678 - 42,274,319 44,454,997
14. Trade and other receivables
30 June 31 December 2021
2022
$ $
Trade debtors 95,982 128,526
Amounts due from group undertakings 157,490 718,257
Prepayments and accrued income 46,980 50,138
Other debtors 110,837 43,507
411,289 940,428
15. Trade and other payables
30 June 31 December
2022 2021
$ $
Trade creditors 96,365 146,060
Amounts due to group undertakings 185,892 315,768
Other creditors 16,918 21,605
Accruals 140,468 273,193
Lease liability 38,051 83,780
477,694 840,406
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
For the six months ended 30 June 2022
16. 3.5% Convertible Unsecured Loan Stock 2024
Nominal number Liability Equity
of CULS component component
$ $ $
As at 1 January 2022 41,446,167 37,025,083 6,919,355
Amortisation of discount on issue and issue expenses - 1,225,319 -
Interest paid during the period - (669,427) -
Exchange differences - (3,865,393) -
As at 30 June 2022 41,446,167 33,715,582 6,919,355
At an Extraordinary General Meeting held on 4 September 2017, Resolutions were
passed approving the issue of 4,018 3.5 per cent. convertible unsecured loan
stock 2024 ("CULS") to raise £20,090,000 before expenses. The CULS were
admitted to trading on the International Securities Market, the London Stock
Exchange's market for fixed income securities and dealings commenced at 8.00
a.m. on 5 September 2017.
Following Admission there were 4,018 CULS in issue. Holders of the CULS are
entitled to convert their CULS into Ordinary Shares on a quarterly basis
throughout the life of the CULS, commencing 31 December 2017, and all
outstanding CULS will be repayable at par (plus any accrued interest) on 30
September 2024. The initial conversion price is 105.358 pence, being a 10 per
cent. premium to the unaudited Book Value per Ordinary Share on 31 July 2017.
Following conversion of 80 per cent. or more of the nominal amount of the CULS
originally issued, the Company will be entitled to require remaining CULS
Holders to convert their outstanding CULS into Ordinary Shares after they have
been given an opportunity to have their CULS redeemed.
On 22 January 2018, the Company raised a further £10,207,300 ($14,492,418)
before expenses through the issue of 1,982 units of 3.5 per cent. convertible
unsecured loan stock 2024 in denominations of £5,000 ($7,099) nominal each,
at an issue price of £5,150 ($7,312) per unit.
17. 6% convertible preference shares
The 268,000 convertible preference shares, issued on 29 January 2020, were
repurchased on 9 November 2021 at a rate of 2.9851 US dollars per convertible
preference share. This resulted in a gain on repurchase of $647,912 which has
been recognised in the profit and loss. The convertible preference shares were
cancelled subsequent to repurchase.
18. Share Capital
As at 30 June 2022, the authorised and issued share capital of the Company is
78,506,827 ordinary shares of no par value listed on The International Stock
Exchange and AIM. All shares are fully paid
up.
Quantitative information about the Company's capital is provided in the
statement of changes in equity and in the tables below.
Holders of ordinary shares are entitled to dividends when declared and to
payment of a proportionate share of the Companies net asset value on any
approved redemption date or upon winding up of the Company. They also hold
rights to receive notice, attend, speak and vote at general meetings of the
Company.
The Company's objectives for managing capital
are:
· To invest the capital in investments meeting the description,
risk exposure and expected return indicated in its listing documents.
· To maintain sufficient liquidity to meet the expenses of the
Company, pay dividends and to meet redemption requests as they arise.
· To maintain sufficient size to make the operation of the Company
cost-efficient.
· The Board has authority to purchase up to 14.99 percent. of the
issued Ordinary Share capital of the Company. The Board intends to seek a
renewal of this authority at each annual general meeting of the Company. No
buy backs occurred during the period under review.
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
For the six months ended 30 June 2022
18. Share Capital (continued)
Ordinary
shares
No £ $
At 1 January 2022 78,453,671 76,999,179 100,005,450
Shares issued from share awards during the period 12,848 50,3401 68,099
At 30 June 2022 78,466,519 77,049,520 100,073,549
During the period ended 30 June 2022, 12,848 (period ended 30 June 2021:
53,156) shares were issued as part of the share award scheme as detailed in
note 19.
19. Share awards
On 19 April 2017 (and amended 17 July 2018), the Company established a share
award scheme for the employees of the Company. The scheme grants the Board the
authority to allot share awards or share options with service conditions
attached. Share awards or options can only be awarded for performance periods
whereby the book value per share (excluding dividend transactions) exceeds the
book value per share for all previous performance period ends. The maximum
amount of share awards or options is determined by reference to 20% of the
increased performance of the current book value per share against all previous
performance periods. The Board retains the right to settle these awards in
either shares or cash. As the Company does not have a present obligation to
settle in cash the awards are all recognised as equity settled share awards.
The first share awards were granted in 2018 with respect to the performance
period ended 31 December 2017.
Grant date Type of award No. of instruments Fair value of instrument granted pence Vesting conditions Final vesting date
1 January 2018 Shares 584,141 Awards vest quarterly over 5 years provided the employee is still in service 31 December 2022
of the Group.
128.11
Fair value for the award dated 1 January 2018 is calculated by reference to
the fixed value of cash per share that the Board is at discretion to pay
rather than settle the award in shares.
2022 2021
Number of awards Weighted average of fair value of instrument Number of awards Weighted average of fair value of instrument
cents cents
Outstanding at 1 January 146,036 128.11 262,864 128.11
Settled in equity (53,156) 128.11 (53,156) 128.11
Settled in cash (5,258) 128.11 (5,258) 128.11
Outstanding at 30 June 87,622 128.11 204,450 128.11
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
For the six months ended 30 June 2022
19. Share awards (continued)
Charge for awards to be settled in Equity Charge for awards settled in Cash Total charge for share based awards
$ $ $
Period ended 30 June 2022 6,735 7,304 14,039
Period ended 30 June 2021 27,394 6,736 34,130
The unvested portion of the share awards currently granted is $5,711 (At 30
June 2021: $46,161). Of the awards outstanding, the number vested that are
available for settlement amount to 29,207 (At 30 June 2021: 29,207).
20. Share warrants
On 29 January 2020, the Company issued 1,000,000 warrants as part of the
acquisition of Parish Group Limited. The share warrants were cancelled during
November 2021 and an amount of £107,702 transferred to retained earnings from
the share warrants reserve.
21. Leases
Finance lease commitments
The Company's subsidiary, APQ Partners LLP, leases rental space and
information with regards to this lease is outlined below:
Right of use asset Land and buildings
$
Cost
At 1 January 2022 295,392
At 30 June 2022 295,392
Accumulated depreciation
At 1 January 2022 215,205
Charge for the period 40,094
At 30 June 2022 255,299
Net book value
At 30 June 2022 40,093
At 31 December 2021 80,187
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
For the six months ended 30 June 2022
21. Leases (continued)
Lease liability 30 June 31 December 2021
2022
$ $
Leased asset on 1 January 83,780 160,376
Interest on lease liability 2,573 10,773
Payments for lease (55,395) (88,016)
Exchange differences 7,093 647
At 30 June 38,051 83,780
The lease falls due:
Within 1 year 38,051 83,780
38,051 83,780
22. Capital Management
The Group can raise new capital which may be implemented through the issue of
a convertible debt instrument, or such other form of equity or debt as may be
appropriate. It also has a buy-back authority subject to a maximum buy-back
of 14.99 per cent of the issued Ordinary Shares.
The Group's objectives for managing capital are:
• To invest the capital into investments through its
subsidiaries.
• To maintain sufficient liquidity to meet the expenses
of the Group and pay dividends.
• To maintain sufficient size to make the operation of
the Group cost-effective.
The Group may utilise borrowings in connection with its business activities.
Although there is no prescribed limit in the Articles or elsewhere on the
amount of borrowings that the Group may incur, the Directors will adopt a
prudent borrowing policy and oversee the level and term of any borrowings of
the Group and will review the position on a regular basis.
The Group's capital comprises:
30 June 31 December 2021
2022
$ $
Share capital 100,073,549 100,005,450
Equity component of 3.5% Convertible Unsecured Loan Stock 2024 6,919,355 6,919,355
Other capital reserves 106,535 167,331
Retained earnings (89,639,881) (78,570,633)
Exchange reserve (4,927,513) (4,927,513)
Total shareholders' funds 12,532,045 23,593,990
23. Related party transactions
Wayne Bulpitt founded the Active Group, now renamed the Aspida Group, who acted as administrator until 10 June 2020; he is also a shareholder of the Company.
Bart Turtelboom founded APQ Partners LLP and is also a director of APQ Cayman
Limited as well as the largest shareholder of the Company.
The Directors are remunerated from the Company in the form of fees, payable
monthly in arrears. Bart Turtelboom was entitled to an annual salary of
£120,000 as Chief Executive Officer of the Company. From 1 April 2018 this
was split between the Company and APQ Cayman Limited.
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
For the six months ended 30 June 2022
23. Related party transactions (continued)
APQ Global Limited - remuneration APQ Global Limited - Share based remuneration APQ Cayman Limited - remuneration APQ Capital Services Limited - remuneration APQ Knowledge Limited - remuneration APQ Corporate Services Limited - remuneration Total
$ $ $ $ $ $ $
For the six months ended 30 June For the six months ended 30 June For the six months ended For the six months ended For the six months ended For the six months ended 30 June For the six months ended 30 June For the six months ended 30 June For the six months ended 30 June For the six months ended 30 June For the six months ended 30 June For the six months ended 30 June 2021 For the six months ended 30 June 2022 For the six months ended 30 June 2021
2022 2021
2021 2022 2021 2022 2021 2022
30 June 2022 30 June 2021 30 June 2022
Bart Turtelboom Chief Executive Officer 15,470 16,655 11,231 27,304 62,139 66,679 - - 88,840
- - - - 110,638
Wayne Bulpitt Non-Executive Chairman 25,117 27,712 - - - - - - 25,117
- - - - 27,712
Wesley Davis Executive Director 22,500 22,500 - - 22,500 22,500 417 1,313 45,967
107 1,597 443 1,692 49,602
Philip Soulsby Non-Executive Director 19,328 12,157 - - - - - 1,042 19,328
- - - - 13,199
Al Wadhah Al Adawi Non-Executive Director 12,659 - - - - - - - 12,659
- - - - -
95,074 79,024 11,231 27,304 84,639 89,179 417 2,355 107 1,597 443 1,692 191,911 201,151
The directors represent key management personnel. Additional key management
personnel are the partners of the LLP, details of their remuneration is
disclosed in Note 6.
The Company's administrator is Parish Group Limited, a wholly owned subsidiary
of APQ Global Limited. APQ Global Limited has incurred $74,174 (six months
ended 30 June 2021: $43,584) of fees and expenses to Parish Group Limited as
administrator of the Company. As at 30 June 2022 the balance owed to Parish
Group Limited was $nil (31 December 2021: $nil).
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
For the six months ended 30 June 2022
23. Related party transactions (continued)
As described in the Listing Document, and under the terms of the Services
Agreement, APQ Partners LLP assist the Board and the Group's management based
in Guernsey with the implementation of its business strategy, provide research
on business opportunities in emerging markets and provide support for cash
management and risk management purposes. APQ Partners LLP are entitled to the
reimbursement of expenses properly incurred on behalf of APQ Global Limited in
connection with the provision of its services pursuant to the agreement.
APQ Partners LLP has recharged expenses of $525,525 (six months ended 30 June
2021: $250,868) to APQ Global Limited during the period. As at 30 June 2022,
APQ Global Limited was owed $104,671 from APQ Partners LLP (31 December 2021:
$32,891). In both the current and prior period amounts have been eliminated on
consolidation.
During the period, the Group recharged expenses to APQ Cayman Limited of
$192,355 (six months ended 30 June 2021: $250,868) and was recharged expenses
of $11,778 (six months ended 30 June 2021: $8,339) from APQ Cayman Limited.
During the six months period to 30 June 2022, APQ Global Limited received
dividends from APQ Cayman Limited of $5,519,712 (six months ended 30 June
2021: $3,087,885).
During the period, APQ Global Limited provided capital contributions to
Delphos Holding Limited totalling $1,400,000 (six months ended 30 June 2021:
$nil).
As at 30 June 2022, APQ Global Limited owed $264,410 (31 December 2021: $
264,410) to APQ Corporate Services Limited.
During the period, APQ Global Limited received dividends of $nil (six months
ended 30 June 2021: $96,702) from APQ Knowledge Limited.
In 2021, APQ Global provided a loan to Palladium Trust Services Limited, a
group undertaking, of $nil (31 December 2020 - $77,849). In addition, the loan
attracts interest at a rate of 10%. During the period, APQ Global charged
interest of $7,099 (six months ended 30 June 2021: $6,202). As at 30 June
2022, APQ Global Limited was owed $157,490 (31 December 2021: $168,257) from
Palladium Trust Services Limited.
As at 30 June 2022 APQ Global Limited owed $46,050 (31 December 2021: $52,382)
to New Markets Media & Intelligence Ltd.
1 Where we refer to revenue from income generating operating activities this
relates to the revenue of our investee companies.
2 Where we refer to revenue from income generating operating activities this
relates to the revenue of our investee companies.
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