REG-Simian Global Plc: Final Results
30/04/2018 23:15
30 April 2018
[NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, WITHIN,
INTO OR IN THE UNITED STATES, AUSTRALIA, CANADA, THE REPUBLIC OF SOUTH AFRICA,
THE REPUBLIC OF IRELAND OR JAPAN.]
Simian Global Plc
("Simian Global" or the "Company")
Simian Global, the special purpose acquisition company incorporated in the
United Kingdom and established to undertake the acquisition of a company or a
business in the technology, media and telecommunications sector, is pleased to
announce its final results for the period ended 31 December 2017.
Chairman’s Statement
The Company successfully completed a placing of 5,130,000 shares at £0.15 per
share, and its shares were admitted to trading on the London Stock Exchange
Main Market – Standard Segment (“Main Market”) on 10 January 2017. The
Company raised £769,500 before expenses.
The Company identified a potential target business to acquire, and due
diligence on the target commenced in February 2017.
The loss for the period was £277,000 [2016 : loss of £101,000], which was
primarily as a result of the due diligence costs relating to the acquisition.
Cash in hand was £264,000 at the year end [2016 : £60,000].
Outlook
The Company is progressing the acquisition and hopes that this will conclude
in the near term, at which point the newly enlarged Company’s shares will
resume trading on the Main Market.
Principal activity and fair review of the business
The company was incorporated on 26 February 2016.
The Company has been formed for the purpose of acquiring a company or
business. The Company has identified a target acquisition and the Company
expects that any funds not used in connection with the Acquisition will be
used for future acquisitions, internal or external growth and expansion, and
working capital in relation to the acquired company or business.
The Company is currently undertaking an acquisition that, if successful, will
result in a reverse takeover (the “Acquisition”). Following completion of
the Acquisition, the objective of the Company will be to operate the acquired
business and implement an operating strategy with a view to generating value
for its shareholders through operational improvements as well as potentially
through additional complementary acquisitions following the acquisition.
The trading results for the period ended 31 December 2017, and the financial
position at the end of the period are shown in the audited financial
statements. The profit and loss account for the period shows a loss before tax
of £277,000.
Key Performance indicators
There are no key performance indicators for this period as the company has not
completed its investment activity.
Principal risks and uncertainties
1. Business Strategy
The company is a newly formed entity with no operating history and has not yet
completed an acquisition.
The company may acquire either less than whole voting control of, or less than
a controlling equity interest in, a target, which may limit its operational
strategies.
The company may be unable to complete the Acquisition in a timely manner or at
all or to fund the operations of the target business if it does not obtain
additional funding following completion of the acquisition.
1. Liquidity Risk
The Directors have reviewed the working capital requirements and believe that
there is sufficient working capital to fund the business.
Finance
The Company continues with the Acquisition and has sufficient funds in hand to
conclude the transaction. The Company is seeking to raise further finance at
the time of completion to provide adequate funds to grow the target business
post acquisition
.
Future developments and acquisition strategy
The Company has a target acquisition under contemplation. The Company’s
efforts in identifying a prospective target company or business will not be
limited to a particular industry or geographic region, but the Directors
intend to focus on the technology, media and telecommunications sectors
primarily in Europe and Asia, but will also consider investments in other
geographical regions, given their experience in these areas. The Directors
believe that these sectors offer good growth opportunities currently, and
there are various opportunities within these sectors that can enhance
shareholder value in the long run. The Directors intend to focus on specific
areas within these sectors that have a new technology and/or internet aspect
to the business, which might differentiate the business and offer above
average growth prospects.
Going Concern
The day to day working capital requirements and investment objectives are met
by existing cash resources and the issue of equity. At 31 December 2017 the
company had a cash balance of £264,000. The company’s forecasts and
projections, taking into account reasonably possible changes in the level of
overhead costs, show that the company should be able to operate within its
available cash resources. The directors have, at the time of approving the
financial statements, a reasonable expectation that the company has adequate
resources to continue in existence for the foreseeable future. They therefore
continue to adopt the going concern basis of accounting in preparing the
financial statements.
On behalf of the board
__________________
Edward Ng
Director
27 April 2018
Statement of Comprehensive Income
For the Year Ended 31 December 2017
Year ended 31 December 2017 Period from 26 February 2016 to 31 December 2016
£ ’000 £ ’000
Continuing operations
Reverse acquisition costs 181 -
Listing Costs - 96
Administrative expenses 96 5
Loss before taxation 277 101
Taxation - -
Loss and comprehensive loss for the year 277 101
Basic and diluted Loss per share (4.53p) (12.73p)
Since there is no other comprehensive loss, the loss for the year is the same
as the total comprehensive loss for the year attributable to the owners of the
company.
Statement of Financial Position
As at 31 December 2017
As at 31 December As at 31 December
2017 2016
£ ’000 £ ’000
Assets
Current assets
Other receivables 250 24
Cash and cash equivalents 264 60
Total Assets 514 84
Equity and liabilities
Current liability
Trade and other payables 12 75
Total Liability 12 75
Equity attributable to equity holders of the company
Called up share capital 623 110
Share Premium 257 -
Accumulated deficit (378) (101)
Total Equity 502 9
Total Equity and liabilities 514 84
Statement of Cash Flows
For the Year Ended 31 December 2017
Year ended 31 December 2017 Period ended 31 December 2016
£ ’000 £’000
Cash flows from operating activities
Operating loss (565) (50)
Net Cash utilised by operating activities (565) (50)
Cash flows from financing activities
Proceeds from issue of ordinary shares 513 110
Increase in share premium 256 -
Net cash flows from financing activities 769 110
Net increase in cash and cash equivalents 204 60
Cash and cash equivalents at the beginning of the year 60 -
Cash and cash equivalents at end of year 264 60
Represented by: Bank balances and cash 264 60
Statement of Changes in Equity
For the Year Ended 31 December 2017
Share premium Share capital Accumulated deficit Total equity
£’000 £’000 £’000 £’000
On Incorporation - 50 - 50
Shares issued during the period - 60 - 60
Loss for the period - - (101) (101)
As at 31 December 2016 - 110 (101) 9
Shares issued during the year 257 513 - 770
Loss for the year - (277) (277)
As at 31 December 2017 257 623 (378) 502
Share capital is the amount subscribed for shares at nominal value.
Accumulated deficit represents the cumulative loss of the Company attributable
to equity shareholders.
Share premium represents the amounts received on share issues in excess of
nominal value.
Notes to Preliminary Results for the Year Ended 31 December 2017
These are not full accounts in terms of Section 434 of the Companies Act
2006. The information contained within this financial information, which is
extracted from the Annual Report and Financial Statements 2017, constitute
regulated information, which is to be communicated to the media in full
unedited text through a Regulatory Information Service in accordance with the
FCA's Disclosure Guidance and Transparency Rules ("DTR"), Rule 6.3.5R. This
announcement is not a substitute for reading the full Annual Report and
Financial Statements 2017
Full accounts for the year ended 31 December 2017 have been lodged with the
Registrar of Companies. The audited financial statements for the period
ended 31 December 2017 contain an unqualified audit report.
The Company's Annual Report and Financial Statements 2017 and Strategic Report
2017 can be viewed on the Company's website at http://www.simianglobal.com/
--- ENDS ---
Enquiries:
Simian Global Plc
Edward Ng
Tel: +44 (0)20 7866 2145
Alffed Henry Corporate Finance Limited
Jon Isaacs / Nick Michaels
www.alfredhenry.com
Tel: +44 (0) 20 772 0021
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