REG-Electric Guitar Plc: Interim Results for Six Months Ended 30 September 2022
30/12/2022 10:45
ELECTRIC GUITAR PLC
INTERIM CONDENSED FINANCIAL STATEMENTS
FOR THE SIX MONTH PERIOD ENDED
30 SEPTEMBER 2022
Highlights
Privacy is now an increasing disadvantage for the incumbents in digital
marketing, and newcomers are capitalising on this as advertisers seek new ways
of reaching digital audiences. Whilst advertising overall has been subject to
macro-economic headwinds, digital media businesses with a focus on first-party
data and privacy continue to prosper. This is the shift which the strategy of
the business will capitalise on. The Directors believe they are making headway
with their search for a suitable reverse takeover candidate to support this
strategy.
Since listing, Electric Guitar has carefully maintained a significant cash
position in order to retain adequate funds to address the potentially
substantial costs of an RTO transaction. Cash balance at the end of the period
was £658,756.
Chairmans Statement
I am pleased to present the Company's interim unaudited financial statements
to shareholders for the six months ended 30th September 2022.
During this period the company focused on finding a suitable
reverse takeover candidate. The team has continued to assess and engage with
potential candidates at a time when uncertainty in the financial markets and
the digital media environment makes for a challenging backdrop. However, the
team continues to work diligently and at the same time seeks to manage costs
very tightly. We will make further announcements concerning our progress in
due course. We greatly appreciate the continued support of our shareholders
through this process.
Financial Review
For the six months to 30 September 2022, the Company reports a net loss of
£371,680 (2021: net loss of £51,925). During the six months to 30 September
2022, the Company continued its strict financial discipline, incurring a net
operating cash outflow of £337,575 (2021: inflow of £96,967). The Company
held cash at 30(th) September of £658,756 (2021: £96,967).
Directors
The following Directors have held office during this period
John P Regan (CEO)
John C Hutchinson (Chairman)
Sarfraz Munshi (NED Appointed 8(th) September)
Luke McKeever (NED Resigned 8(th) September)
Corporate Governance
The UK Corporate Governance Code (July 2018) (“the Code”), as appended to
the Listing Rules, sets out the Principles of Good Corporate Governance and
Code Provisions which are applicable to listed companies incorporated in the
United Kingdom. As a Standard Listed company, the Company is not subject to
the Code, but the Board recognises the value of applying the principles of the
Code where appropriate and proportionate and has endeavoured to do so where
practicable
Statement of Directors’ Responsibilities
Each of the directors of Electric Guitar plc confirms, to the best of their
knowledge, that:
• the condensed set of financial statements has been prepared in accordance
with IAS 34 Interim Financial Reporting as issued by the IASB and endorsed and
adopted by the EU
• the interim management report includes a fair review of the information
required by:
? DTR 4.2.7R of the Disclosure Guidance and Transparency Rules of the UK’s
Financial Conduct Authority, 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
? DTR 4.2.8R of the Disclosure Guidance and Transparency Rules of the UK’s
Financial Conduct Authority, 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 group during
that period; and any changes in the related party transactions described in
the annual report for the year ended 31 March 2022 that could have a material
effect on the financial position or performance of the group in the first six
months of the current financial year
General Information
The Company was incorporated on 24 March 2021 in England and Wales as a
private company and it was re-registered as a public company on 24 June 2021.
Subsequently, on 11 January 2022, the Company was listed on the Official List
of the London Stock Exchange pursuant to Chapter 14 of the Listing Rules
(which sets out the requirements for Standard Listings). The principal
activity of the Company during the period to 30(th) September 2022 was that of
identifying potential companies, businesses or assets for acquisition.
The interim report was approved by the Board of Directors.
John P Regan
Director
Electric Guitar plc
30(th) December 2022
ELECTRIC GUITAR PLC
Interim Statement of Comprehensive Income
For the six months ended 30 September 2022
Six months ended 30 September 2022 Six months ended 30 September 2021 Period ended 31 March 2022
Unaudited Unaudited Audited
£ £ £
Turnover - - -
Administrative expenses (371,680) (51,925) (245,387)
Operating loss (371,680) (51,925) (245,387)
Taxation - - -
Loss for the period (371,680) (51,925) (245,387)
Earnings per share:
Basic and Diluted (pence) (1.79) (0.63) (1.18)
ELECTRIC GUITAR PLC
Interim Statement of Financial Position
As at 30 September 2022
At 30 September 2022 At 30 September 2021 At 31 March 2022
Unaudited Unaudited Audited
£ £ £
Current assets
Trade and other receivables 19,629 1,522 31,787
Cash and cash equivalents 658,756 96,967 996,331
678,385 98,489 1,028,118
Current liabilities
Trade and other payables (57,509) (10,374) (35,562)
Net current assets 620,876 88,115 992,556
Net assets 620,876 88,115 992,556
Equity:
Called up share capital 289,314 89,314 289,314
Share premium account 948,629 50,726 948,629
Retained earnings (617,067) (51,925) (245,387)
Total equity 620,876 88,115 992,556
ELECTRIC GUITAR PLC
Interim Statement of Changes in Equity
For the six months ended 30 September 2022
Share capital Share premium account Retained earnings Total
£ £ £ £
Balance at 24 March 2021 - - - -
Total comprehensive loss for the period - - (51,925) (51,925)
Issue of share capital 89,314 50,726 - 140,040
Balance at 30 September 2021 ( unaudited ) 89,314 50,726 (51,925) 88,115
Balance at 24 March 2021 - - - -
Total comprehensive loss for the period - - (245,387) (245,387)
Issue of share capital 289,314 948,629 1,237,943
Balance at 31 March 2022 ( audited ) 289,314 948,629 (245,387) 992,556
Balance at 1 April 2022 289,314 948,629 (245,387) 992,556
Total comprehensive loss for the period - - (371,680) (371,680)
Balance at 30 September 2022 ( unaudited ) 289,314 948,629 (617,067) 620,876
ELECTRIC GUITAR PLC
Interim Statement of Cash Flows
For the six months ended 30 September 2022
Six months ended 30 September 2022 Six months ended 30 September 2021 Period ended 31 March 2022
Unaudited Unaudited Audited
£ £ £
Profit/(loss) for the period after tax (371,680) (51,925) (245,387)
Adjustments for:
Movement in trade and other receivables 12,158 (1,469) (31,734)
Movement in trade and other payables 21,947 10,374 35,562
Net cash flow from operating activities (337,575) (43,020) (241,559)
Investing activities:
Payments arising from loans made - (53) (53)
Net cash used in investing activities - (53) (53)
Financing activities:
Proceeds from issue of shares - 140,040 1,346,152
Share issue costs - - (108,209)
Net cash generated from financing activities - 140,040 1,237,943
(Decrease)/increase in cash and cash equivalents (337,575) 96,967 996,331
Cash and cash equivalents at beginning of period 996,331 - -
Cash and cash equivalents at end of period 658,756 96,967 996,331
ELECTRIC GUITAR PLC
Notes to the Interim Financial Statements
For the six months ended 30 September 2022
1. General Information
Electric Guitar PLC (“the company”) is a public limited company
incorporated and domiciled in England and Wales. The company’s registered
office is One, Bartholomew Close, London, EC1A 7BL.
2. Basis of preparation
The interim condensed financial statements are for the six months ended 30
September 2022 and have been prepared in accordance with IAS 24 Interim
Financial Reporting, International Accounting Standards for use in the United
Kingdom (“IFRS”), on a going concern basis and under the historical cost
convention.
The interim condensed financial statements do not comprise statutory accounts
within the meaning of section 434 of the Companies Act 2006. They do not
include all the information required of annual financial statements in
accordance with IFRS and should be read in conjunction with the financial
statements for the period ended 31 March 2022.
The condensed financial information for the year ended 31 March 2022 does not
constitute the company’s statutory accounts for that year, but is derived
from those accounts, which have been delivered to the Registrar of Companies.
The auditors have reported on those accounts; their report was unqualified,
did not draw attention to any matters by way of emphasis and did not contain a
statement under s498(2) or (3) of the Companies Act 2006.
The interim financial information for the six months ended 30 September 2022
is unaudited. In the opinion of the directors, the interim financial
information presents fairly the financial position and results from operations
and cash flow for the period.
The directors have made an assessment of the company’s ability to continue
as a going concern and are satisfied that the company has adequate resources
to continue in operational existence for the foreseeable future.
3. Accounting policies, critical estimates and judgements
The accounting policies, methods of computation, critical estimates and
judgements applied in the interim condensed financial statements are there
same as those applied in preparing the financial statements for the period
ended 31 March 2022.
The preparation of interim financial statements requires management to make
judgements, estimates and assumptions that affect the application of
accounting policies and the reported amounts of assets and liabilities and the
reported amounts of income and expenses during the reporting period. Although
these judgements, estimates and assumptions are based on management’s best
knowledge of current events and actions, actual results may differ.
4. Loss per share
Six months ended 30 September 2022 Six months ended 30 September 2021 Period ended 31 March 2022
Unaudited Unaudited Audited
Weighted average number of ordinary shares (basic and diluted) 20,714,127 8,190,403 20,714,127
Loss for the period attributable to equity holders £(371,680) £(51,925) £(245,387)
Loss per share - basic and diluted (pence per share) (1.79)p (0.63)p (1.18)p
5. Share capital
Ordinary shares of 0.5 pence each, issued called up and fully paid:
Number £
At 30 September 2021 17,862,776 89,314
Issued in the period 40,000,000 200,000
At 31 March 2022 57,862,776 289,314
Issued in the period - -
At 30 September 2022 57,862,776 289,314
On 24 December 2021, the Company entered into a warrant instrument, pursuant
to which the Company created A-Series Warrants over in aggregate 5,786,278 new
Ordinary Shares at an exercise price per Ordinary Share equal to 150 per cent.
of the Placing Price. At 30 September 2022 a total of 3,599,064 A-Series
Warrants (the “Allocated A-Series Warrants”) have been granted.
6. Post balance sheet events
There have been no material interim post balance sheet events
7. Related party disclosures
Remuneration of directors and key management personnel:
The remuneration of the directors during the six month period to 30 September
2022 amounted to £42,000 (period ended 30 September 2021: £NIL).
Shareholdings in the company:
Shares
John Regan 4,068,000
John Hutchinson 2,373,000
8. Ultimate controlling party
At 30 September 2022, there was no ultimate controlling party.
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