REG - GRIT Investment Trst - Half-year Report
30/09/2022 07:01
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RNS Number : 2350B GRIT Investment Trust PLC 30 September 2022
GRIT Investment Trust plc
'GRIT' or 'the Company'
Half-year results for the six months ended 30 June 2022
Chairman's statement
The economic uncertainties
The economic uncertainties in global capital markets largely associated with
the Russia-Ukraine conflict have presented a challenging back drop to the
Company's plans to re-launch as a natural resources investment trust.
Set out below is the interim statement covering the six months ended 30 June
2022. A loss of £89,000 is being reported for the six months ended 30 June
2022 compared to a profit of £366,000 for the six months ended 30 June
2021.The prior profit was achieved largely as a result of the profit on the
sale of the Company's stake in Siberian Goldfields Limited.
Salient events
Convertible Loan Notes Final Redemption Date Extension
In July 2022 the Company announced that it has agreed with the holders of the
outstanding £599,201 convertible loan notes dated 30 July 2021, to extend the
final repayment date from 31 July 2022 to 30 September 2022. However, with the
withdrawal of its prospectus application as referred to below, it has been
unable to date to proceed with the conversion of the outstanding convertible
loan notes. However, the Company remains fully committed to doing so and is
seeking a further short extension to provide sufficient time to consider the
options available.
Anglo African Minerals plc
As anticipated, the military coup in Guinea last September has disrupted the
realisation of any of the Company's investment in Anglo African Mining plc
('AAM') and endorses the directors' decision to make full provision against it
in the accounts.
Strategy of the new Board
On 22(nd) October 2021, the Company announced the new board appointments of
myself and Malcolm Burne, both fund managers with proven experience and
extensive track records in the natural resources sector. Since our appointment
to the Board, the Company has been progressing a possible issue of new shares
to finance its ongoing investment policy as an investment trust. This process
involved seeking regulatory approval for the publication of a prospectus and
also the internal authorisation as, or the external appointment of, an
Alternative Investment Fund Manager (''AIFM''). However, after considerable
time and effort, the Board has regrettably reached the conclusion that due to
difficulties completing this process and the prevailing lack of positive
sentiment towards the resource sector, the planned re-establishment of the
Company as an active resource focused investment trust has become
unachievable. Therefore, as announced on 16 September 2022, the Company has
withdrawn both its AIFM and prospectus applications.
In an effort to return value for shareholders, the Company will now seek a
''Reverse Takeover'' (RTO) by the acquisition of a business which enables the
Company to achieve an appropriate relisting on a public market. It is
envisaged that the announcement of any such proposed transaction will result
in the suspension of the Company's shares from trading on the Official List.
If the Company is successful in announcing an acquisition in the form of a
''RTO'' the Board believes it will provide the best outcome for shareholders
and provide a platform for the future growth of the Company.
Richard Lockwood
Chairman
30 September 2022
Enquiries:
GRIT Investment Trust plc
Martin Lampshire
Tel: +44 (0)20 3198 2554
Peterhouse Capital Limited
Lucy Williams/Duncan Vasey
Tel: +44 (0)20 7469 0930
Income Statement
Revenue Capital Total
Unaudited Unaudited Unaudited
Notes £'000 £'000 £'000
Six months ended 30 June 2022
Profit on disposal of investments - - -
Other income 96 - 96
Other expenses (153) - (153)
Net return before finance costs and taxation (57) - (57)
Interest payable and similar charges (32) - (32)
Net return on ordinary activities before taxation (89) - (89)
Tax on ordinary activities - - -
Net return attributable to equity shareholders (89) - (89)
Profit (loss) per ordinary share 3 (1.77p) - (1.77p)
Six months ended 30 June 2021
Profit on disposal of investments - 488 488
Other income - - -
Other expenses (122) - (122)
Net return before finance costs and taxation (122) 488 366
Interest payable and similar charges - - -
Net return on ordinary activities before taxation (122) 488 366
Tax on ordinary activities - - -
Net return attributable to equity shareholders (122) 488 366
Profit (loss) per ordinary share 3 (2.42p) 9.7p 7.3p
Year ended 31 December 2021
Profit on disposal of investments - 488 488
Income - - -
Other expenses (391) - (391)
Net return before finance costs and taxation (391) 488 97
Interest payable and similar charges - - -
Net return on ordinary activities before taxation (391) 488 97
Tax on ordinary activities - - -
Net return attributable to equity shareholders (391) 488 97
Gain per ordinary share 3 (8.6p) 10.8p 2.2p
The 'total' column of this statement represents the Company's profit and loss
account, prepared in accordance with IFRS. All revenue and capital items in
this statement derive from continuing operations. All of the profit for the
period is attributable to the owners of the Company.
No operations were acquired or discontinued in the year.
A Statement of Total Recognised Gains and Losses is not required as all gains
and losses of the Company have been reflected in the above Income Statement.
Balance Sheet
As at 30 June 2022 As at 31 December 2021 As at 30 June 2021
Unaudited Audited Unaudited
Notes £'000 £'000 £'000
Fixed assets
Investments - - -
- - -
Current assets
Investments - - -
Debtors 137 - -
Cash at bank and on deposit 187 488 30
324 488 30
Creditors: amounts falling due within one year
Other creditors (330) (437) (338)
Net current (liabilities) assets (6) 51 (308)
Creditors: amounts falling due after one year
Convertible unsecured loan notes (692) (660) (100)
Net (liabilities) assets (698) (609) (408)
Capital and reserves
Called up share capital 504 504 504
Share premium 36,922 36,922 36,922
Capital reserve (32,697) (32,697) (32,697)
Revenue reserve (5,495) (5,406) (5,137)
Other reserve 68 68 -
Equity shareholders' funds (698) (609) (408)
Net asset value per share 4 (13.86p) (12.1p) (8.1p)
Statement of Changes in Equity Share capital Share premium account Capital reserve Revenue reserve Other reserve Total
£'000 £'000 £'000 £'000 £'000 £'000
For the 6 months to 30 June 2022 (unaudited)
Balance at 31 December 2021 504 36,922 (32,697) (5,406) 68 (609)
Issue of shares - - - - - -
Return on ordinary activities after taxation - - - (89) - (89)
Balance at 30 June 2022 504 36,922 (32,697) (5,495) 68 (698)
For the 6 months to 30 June 2021 (unaudited)
Balance at 31 December 2020 420 36,880 (33,185) (5,015) (900)
Issue of shares 84 42 - - 126
Return on ordinary activities after taxation - - 488 (122) 366
Balance at 30 June 2021 504 36,922 (32,697) (5,137) (408)
The revenue reserve represents the amount of the Company's reserves
distributable by way of dividend.
Cash Flow Statement
Six months ended 30 June
2022 2021
Unaudited Unaudited
£'000 £'000
Operating activities
(Loss)/profit before finance costs and taxation (57) 366
(Profit) on disposal of investment - (488)
(Increase)/Decrease in other receivables (137) -
(Decrease)/increase in other payables (107) (562)
Net cash outflow from operating activities (301) (684)
Investing activities
Proceeds from the sale of investment - 488
Net cash inflow from investing activities - 488
Financing activities
Issue of shares - 126
Issue of convertible unsecured loan notes - 100
Net cash inflow from financing activities - 226
Increase/(decrease) in cash and cash equivalents (301) 30
Net cash at the start of the period 488 -
Net cash at the end of the period 187 30
The accompanying notes are an integral part of the financial statements.
Notes
1. Interim Results
These condensed financial statements have been prepared in accordance with
International Financial Reporting Standards ('IFRS') and IAS 34 'Interim
Financial Reporting' as adopted by the UK and the accounting policies set out
in the statutory accounts of the Company for the year ended 31 December 2021.
The condensed financial statements do not include all of the information
required for a complete set of IFRS financial statements and should be read in
conjunction with the financial statements of the Company for the year ended 31
December 2021, which were prepared in accordance with UK-adopted international
accounting standards. There have been no significant changes to management
judgements and estimates.
2. Going Concern Basis of Accounting
At the time of approving the financial statements, the directors have a
reasonable expectation that the company has adequate resources to continue in
operational existence for the foreseeable future. Thus the directors continue
to adopt the going concern basis of accounting in preparing the financial
statements.
3. Return per Ordinary Share
The revenue loss per ordinary share for the six months ended 30 June 2022 is
based on a net loss after taxation of £89,000 and on a weighted average of
5,035,741 ordinary shares in issue during the period.
The capital loss per ordinary share for the six months ended 30 June 2022 is
based on a net capital profit after taxation of £Nil and on a weighted
average of 5,035,741 ordinary shares in issue during the period.
All comparative profit/loss per share has been restated for the share
consolidation of 10 Ordinary shares of 0.25p into 1 Ordinary share of 2.5p on
7 January 2022.
4. Net Asset Value per Ordinary Share
The net asset value per ordinary share is based on net liabilities of
£698,000 (31 December 2021: net liabilities of £609,000) and on 5,035,741
(31 December 2021: 50,357,414) ordinary shares, being the number of ordinary
shares in issue at the period end.
All comparative Net Asset Value per share has been restated for the share
consolidation of 10 Ordinary shares of 0.25p into 1 Ordinary share of 2.5p on
7 January 2022.
5. Related Party Transactions
The Board of Directors is considered to be a related party. The Directors of
the Company received fees for their services. Total fees for the six months to
30 June 2022 were £10,000 (six months ended 30 June 2021: £18,750) At 30
June 2022 directors were owed £60,370 (30 June 2021: £134,964).
5. Post Balance Sheet Events
Events since the balance sheet date are fully described in the outgoing
Chairman's statement.
Interim Report Statement
The Company's auditor PKF Littlejohn LLP, has not audited or reviewed the
Interim Report to 30 June 2022 pursuant to the Auditing Practices Board
guidance on 'Review of Interim Financial Information'. These are not full
statutory accounts in terms of Section 434 of the Companies Act 2006 and are
unaudited. Statutory accounts for the year ended 31 December 2021, which
received an unqualified audit report and which did not contain a statement
under Section 498 of the Companies Act 2006, have been lodged with the
Registrar of Companies. No full statutory accounts in respect of any period
after 30 December 2021 have been reported on by the Company's auditor or
delivered to the Registrar of Companies.
Directors' Statement of Principal Risks and Uncertainties
The risks, and the way in which they are managed, are described in more detail
in the Strategic Report contained within the Annual Report and Financial
Statements for the year ended 31 December 2021. In the opinion of the
Directors the Company's principal risks and uncertainties have not changed
materially since the date of that report and did not change materially for the
rest of the Company's financial reporting period to 31 December 2022.
Statement of Directors' Responsibilities in Respect of the Interim Report
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' and gives a true and fair
view of the assets, liabilities, financial position and loss of the Company;
· the Chairman's Statement and Executive Director's Review
(together constituting the Interim Management Report) include a fair review of
the information required by the Disclosure Guidance and Transparency Rules
('DTR') 4.2.7R, being an indication of important events that have occurred
during the first six months of the year and their impact on the financial
statements; and
· other than directors' remuneration, there have been no related
party transactions that materially affected the financial position or
performance of the Company during the period.
On behalf of the Board
Richard Lockwood
Chairman
30 September 2022
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