28 September 2017
[NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, WITHIN,
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Simian Global Plc
("Simian Global" or the "Company")
Half yearly report for the six months ended 30 June 2017
The Chairman’s Report
In January 2017, the Company successfully completed a placing of 5,130,000
shares, raising £769,500 before expenses. Its shares were admitted to trading
on the Main Market on 10 January 2017. The Company made a total comprehensive
loss in the period of £154,000, which was mainly due to the advisor costs
relating to the reverse takeover.
Cash in hand at the period end was £443,000.
The Board have entered into a non-binding Letter of Intent to acquire the
entire issued share capital of GVC Holdings Limited, a company that
specialises in outdoor media in Asia. Due diligence on the target is still
underway, and if successful, the acquisition will result in the reverse
takeover of the Company. The Company’s shares were suspended on 17 February
2017, and remain suspended whilst the Company is preparing a new Prospectus.
On behalf of the board
Edward Ng
Director
28 September 2017
Interim Condensed Statement of Comprehensive Income
Notes 6 months Ended 30 June 2017 Period from 26 February 2016 to 31 December 2016 6 months Ended 30 June 2016
£’000 £’000 £’000
Turnover - - -
Cost of Sales - - -
Gross Profit - - -
Other Income / Expenditure - - -
Administrative expenses (155) (101) -
Loss before taxation (155) (101) -
Tax on loss on ordinary activities - - -
Loss after taxation (155) (101) -
Loss and total comprehensive loss for the period (155) (101) -
Basic and diluted earnings per share 5 (2.597p) (0.127p) -
Interim Condensed Statement of Changes in Equity
Share Capital Share Premium Retained Earnings Total Equity
£’000 £’000 £’000 £’000
Incorporation - - - -
Share Issue* 50 - - 50
Loss for the period - - - -
Balance at 30 June 2016 50 - - 50
Issue of shares* 60 - - 60
Loss for the period - - (101) (101)
Balance at 31 December 2016 110 - (101) 9
Issue of shares* 513 257 - 770
Loss for the period - - (155) (155)
Balance at 30 June 2017 623 257 (256) 624
* On 10 January 2017, the Company’s shares were admitted to the Standard
Listing segment of the Official List of the UK Listing Authority and to
trading on the London Stock Exchange Main Market. In total these shares
amounted to 6,230,000 Ordinary Shares.
Share capital is the amount subscribed for shares at nominal value.
Retained losses represent the cumulative loss of the Company attributable to
equity shareholders.
Interim Condensed Statement of the Financial Position
Notes 30 June 2017 31 December 2016 30 June 2016
£’000 £’000 £’000
Assets
Current assets
GVC Deposit 200 - -
Trade and Other Receivables - 24 -
Cash and Cash Equivalents 443 60 50
Total Current Assets 643 84 50
Total Assets 643 84 50
Equity and Liabilities
Share Capital 6 623 110 50
Share Premium Account 6 257 - -
Retained Earnings (256) (101) -
Total Equity 624 9 50
Current Liabilities
Trade and Other Payables 19 75 -
Total Liabilities 19 75 -
Total Equity and Liabilities 643 84 50
Interim Condensed Cash Flow Statement
Notes 6 Months Ended 30 June 2017 Period from 26 February 2016 to 31 December 2016 6 Months Ended 30 June 2016
£’000 £’000 £’000
Cash flows from operating activities
Operating loss (154) (101) -
Add: Depreciation - - -
Add: Foreign exchange movements - - -
Add: Share Based Payments Reserve - - -
Add: Loss from equity accounted investment - - -
Changes in working capital
(Increase) / decrease in inventories (200) - -
(Increase) / decrease in receivables 24 (24) -
Increase / (decrease) in payables (56) 75 -
Interest received - - -
- - -
Net cash flow from operating activities (386) (50) -
Investing Activities
Decrease in Investments - - -
Acquisition of fixed assets - - -
Disposal of fixed assets - - -
Decrease / (Increase) in financial assets - - -
Decrease / (Increase) in Loans - - -
Net cash flow from investing activities - - -
Cash flows from financing activities:
Net proceeds from issue of shares 6 513 60 50
Net proceeds from share premium 256 - -
Net cash flow from financing activities 769 60 50
Net cash flow for the period 383 10 50
Opening Cash and cash equivalents 60 50 -
Closing Cash and cash equivalents 443 60 50
Notes to the Interim Condensed Financial Statements
1. General Information
Simian Global plc (‘the Company’) is an investment company incorporated in
the United Kingdom. Details of the registered office, the officers and
advisers to the Company are presented on the Directors and Advisers page at
the end of this report. The information within these Interim condensed
financial statements and accompanying notes must be read in conjunction with
the Audited annual financial statements that have been prepared for the period
ended 31 December 2016.
2. Basis of Preparation
These unaudited condensed consolidated interim financial statements for the
six months ended 30 June 2017 were approved by the board and authorised for
issue on 27 September 2017.
The basis of preparation and accounting policies set out in the Annual Report
and Accounts for the period ended 31 December 2016 have been applied in the
preparation of these condensed interim financial statements. These interim
financial statements have been prepared in accordance with the recognition and
measurement principles of the International Financial Reporting Standards
(“IFRS”) as endorsed by the EU that are expected to be applicable to the
financial statements for the year ending 31 December 2017 and on the basis of
the accounting policies expected to be used in those financial statements.
The figures for the six months ended 30 June 2017 and 30 June 2016 are
unaudited and do not constitute full accounts. The comparative figures for the
period ended 31 December 2016 are extracts from the 2016 audited accounts.
The independent auditor’s report on the 2016 accounts was not qualified.
3. Segmental Reporting
In the opinion of the Directors, the Company has one class of business, being
that of an investment company. The Company’s primary reporting format is
determined by the geographical segment according to the location of its
establishments. There is currently only one geographic reporting segment,
which is the UK. All revenues and costs are derived from the single segment.
4. Company Result for the period
The Company has elected to take the exemption under section 408 of the
Companies Act 2006 not to present the parent Company income statement account.
The operating loss of the Company for the six months ended 30 June 2017 was
£155,000 (2016:
loss of £Nil, year ended 31 December 2016: £101,000). The current period
operating loss incorporated the following main items:
30 June 2017 31 December 2016 30 June 2016
(Unaudited) (Audited) (Unaudited)
£’000 £’000 £’000
Accounting and administration fees 22 - -
Admission expenses - 56 -
Rent fees 7 - -
Legal and professional fees - 45 -
Listing costs 103 - -
Other expenses 22 - -
5. Earnings per Share
Earnings per share data is based on the Company result for the six months and
the weighted average number of shares in issue.
Basic loss per share is calculated by dividing the loss attributable to equity
shareholders by the weighted average number of ordinary shares in issue during
the period:
30 June 2017 31 December 2016 30 June 2016
£ £ £
Loss after tax (154,415) (101,000) -
Weighted average number of ordinary shares in issue 5,945,000 79,419,355 50,000,000
Basic and diluted loss per share (pence) (2.597p) (0.127p) -
Basic and diluted earnings per share are the same, since where a loss is
incurred the effect of outstanding share options and warrants is considered
anti-dilutive and is ignored for the purpose of the loss per share
calculation. There were no potential dilutive shares in issue during the
period.
6. Share Capital
Ordinary shares are classified as equity. Proceeds from issuance of ordinary
shares are classified as equity. Incremental costs directly attributable to
the issuance of new ordinary shares are deducted against share capital.
Allotted, called up and fully paid ordinary shares of 0.1p each Number of shares Share Capital Share Premium
£ £
Balance at 26 February 2016 50,000,000 50,000 -
Balance at 30 June 2016 50,000,000 50,000 -
Share issue – 2 August 2016 60,000,000 60,000 -
Consolidate shares – 3 August 2016 1,100,000 110,000
Balance at 31 December 2016 1,100,000 110,000 -
Share issue – 10 January 2017 5,130,000 513,000 257,000
Balance at 30 June 2017 6,230,000 623,000 257,000
7. Events Subsequent to 30 June 2017
There were no events subsequent to the period end.
8. Reports
This interim condensed financial statement will be available shortly on the
Company website at www.simian global.com
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