REG - Iconic Labs PLC - Interim Results
28/03/2024 07:00
For best results when printing this announcement, please click on link below:
http://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20240328:nRSb6051Ia&default-theme=true
RNS Number : 6051I Iconic Labs PLC 28 March 2024
28 March 2024
Iconic Labs PLC
("Iconic" or the "Company")
Interim results for the six months ended 31 December 2023
Iconic Labs PLC (LSE: ICON), today announces its unaudited financial results
for the six-month period ended 31 December 2023.
Period Highlights:
§ August 2023, Prospectus published to provide the Company with the ability
to issue further Ordinary Shares under the Prospectus Regulation Rules
§ September 2023, 83,256 Ordinary Shares issued to all creditors under the
CVA
§ October 2023, Iconic successfully completed and satisfied all conditions
of, and consequently exited, the CVA
Post-Period Highlights:
§ January 2024, Appointment of Victor Humberdot and Bela Lendvai-Lintner as
Non-executive Directors
§ March 2024, Signed non-binding heads of terms with ITS Holdings 2023 Ltd
("ITS"), the holder of the entire issued share capital of In the Style Fashion
Ltd, in connection with potential purchase of ITS
Brad Taylor, Chief Executive Officer of Iconic Labs, commented:
"The Company has made promising progress during the first half of this
financial year. Since we successfully undertook our financial restructuring at
the end of 2023, we have satisfied the final condition to conclude the CVA and
we pivoted our strategy to focus on acquiring a suitable company through a
reverse takeover.
"Post-period end, we were pleased to announce the Company had entered into a
non-binding head of terms with the owners of ITS Holdings 2023 Ltd, an online
fashion retailer, which the Board and I believe meets our strategic objectives
of long-term growth and value for our shareholders."
For any further information or enquiries please contact:
Iconic Labs Tel: +44 (0) 7462 156238
Brad Taylor, Chief Executive Officer ir@iconiclabs.co.uk (mailto:ir@iconiclabs.co.uk)
Novum Securities Limited Tel: +44 (0) 20 7399 9400
David Coffman / Daniel Harris
Yellow Jersey PR Tel: +44 (0) 20 3004 9512
Sarah Hollins
Annabelle Wills iconic@yellowjerseypr.com
Bessie Elliot
CHIEF EXECUTIVE OFFICER'S STATEMENT
I am pleased to present the interim unaudited accounts for the six-month
period ended 31 December 2023 for Iconic Labs PLC and its subsidiaries
(together, "Iconic" or the "Company").
Over the six-month period ended 31 December 2023 and as part of the
requirements for the Company's successful exit from administration and renewed
trading on the London Stock Exchange, the Company published a Prospectus on 8
August 2023 to provide the Company with the ability to issue further Ordinary
Shares under the Prospectus Regulation Rules as follows:
(i) Up to 1,674,130,609 Ordinary Shares to be issued to unsecured
creditors under the CVA;
(ii) Up to 45,045,045,045 Ordinary Shares to be issued to EHGOSF to
convert £750,000 in convertible notes, and to Linton Capital to convert
£750,000 in convertible notes under the Settlement Deed;
(iii) Up to 80,180,180,180 Ordinary Shares to be issued to EHGOSF to
satisfy £2,670,000 in unconverted drawdowns and certain fees pursuant to the
Financing Facility;
(iv) Up to 36,038,525,658 Ordinary Shares to be issued to EHGOSF to satisfy
the exercise of its Warrants under the Financing Facility; and up to
22,027,027,027 Ordinary Shares to be issued to Ott Ventures s.r.o and/or Ott
Ventures USA, Inc. under the Management Services Agreement for outstanding
fees as of the date of the prospectus totalling £665,000. As of 31 December
2023, an additional £37,500 was outstanding for Chief Executive Officer and
executive compensation for the months of September through December 2023.
Since 30 June 2023, EHGOSF has converted £580,000 of convertibles notes under
the Financing Facility resulting in the Company issuing a total of
689,655,172 Ordinary Shares of £0.00001 each and 5,609,526 Ordinary
Shares of £0.1 each, post consolidation, to EHGOSF.
The Company held its Annual General Meeting ("AGM") on 25 August 2023 at which
all resolutions were duly passed, including a resolution for the consolidation
of the Company's Ordinary Shares on a 10,000 for 1 basis, such that every
10,000 Ordinary Shares of £0.00001 each were consolidated into 1 Ordinary
Share of £0.1 each in nominal value.
Since the publication of the Prospectus and the AGM, the Company was pleased
to announce that it had satisfied the final condition to bring the CVA to a
successful conclusion when it issued 83,256 Ordinary Shares of £0.1 each to
the creditors under the CVA. As of 21 September 2023, all documents concluding
the CVA had been filed with, and accepted by, Companies House.
A further AGM was held on 13 February 2024 at which all the resolutions were
duly passed, including a resolution for the sub-division and conversion of
each existing Ordinary Share into one new ordinary share of £0.0001 in the
capital of the Company (a "New Ordinary Share") and one deferred share of
£0.0999 in the capital of the Company (a "Deferred Share") (each such
Deferred Share having no voting or dividend rights and effectively being
worthless) so that the nominal value of a New Ordinary Share would be less
than the price of a share in the market, therefore allowing the Company to
raise funds going forward by issuing further shares, should the Directors
elect to do so.
As set in the August 2023 Prospectus, the Company intended to resume its
historical revenue generating offering by identifying companies in the online
media, artificial intelligence, and big data gathering, processing and
analysis sectors with which it could enter into advisory services contracts.
At the time, it was thought that such advisory services could provide the
Company with short-term revenues and news flow while it continued to search
for a suitable acquisition target.
However, given the limited number of personnel working with the Company, the
time commitment needed to properly provide advisory services to prospective
clients, and current market conditions, the Company decided that this
short-term strategy was no longer viable. As such it decided to cease this
strategy in favour of focusing all of its time, resources, and energy on
acquiring a suitable company through a reverse takeover ("RTO") to generate
long term growth and value for its shareholders.
On 29 February 2024, due to a significant share price movement on 28 February
2024 and the suspension of trading in the shares by the FCA, the Company
confirmed that it was in discussions regarding a potential acquisition which,
should it proceed would constitute an RTO under Listing Rule 5.6.
On 11 March 2024, the Company confirmed that it had entered into non-binding
heads of terms with the owners of ITS Holdings 2023 Ltd, the holder of the
entire issued share capital of In the Style Fashion Ltd (the "Target"), an
online fashion retailer, in connection with the potential purchase of the
entire issued share capital of the Target (the "Transaction"). The proposed
Transaction is, inter alia, conditional on the completion of legal and
financial due diligence on the Target. If completed, the Transaction would
constitute an RTO under the Listing Rules. As the Company was currently unable
to provide full disclosure under Listing Rule 5.6 in relation to the Target,
suspension of trading would continue until such time as a prospectus was
published in relation to the proposed acquisition or the Company announces
that the discussions have been terminated.
No binding agreement had been reached at the time of publication of these
accounts and, accordingly, the Directors of Iconic cannot guarantee that the
proposed Transaction would complete or provide any indication of a likely
completion date.
At present, the Company only has one asset, GSN, a platform dedicated to
providing media curated for the LGBTQ+ community. The Company's strategic
objective regarding GSN is to relaunch it with the aim that it becomes the
premier LGBTQ+ platform for news, social media, events, restaurants, travel,
and technology information.
GOING CONCERN ASSESSMENT
The Board of Directors has carefully considered the financial position of
Iconic regarding the events during the six months ended 31 December 2023, with
particular focus on the new Financing Facility with EHGOSF and its obligations
under the Settlement Deed. We have concluded that Iconic remains a going
concern.
PRINCIPAL RISKS AND UNCERTAINTIES
The following risks are considered by the Board to be the most significant to
the business:
RTO Target Risk
Iconic has identified and announced a target for a proposed RTO, however there
is a risk that the RTO will not complete.
Revenue, Profitability and Funding Risk
Iconic currently is not cash-generative and is therefore reliant upon the
Financing Facility with EHGOSF for its sole source of working capital.
The Financing Facility is subject to a number of conditions ("Conditions")
including in particular:
(a) The shares of Iconic trade on the Main Market of the London Stock
Exchange;
(b) The closing market price of the Shares for each of the ten
consecutive trading days falling immediately prior to the relevant closing
date must be at least higher than 150% of the nominal value of Iconic's
shares;
(c) The average daily value traded of Iconic's shares (excluding 5% of
the data points from the top and excluding 5% of the data points from the
bottom of the data set) for the 20 trading days immediately prior to the
applicable closing date must be at least £10,000;
(d) From the fifth drawdown tranche onwards, Iconic having published a
Prospectus;
(e) No binding commitment has been entered into by Iconic pursuant to
which a change of control in Iconic would occur;
(f) No occurrence that constitutes an event of default having
occurred and is continuing;
(g) The Board having the required authority;
(1) For the allotment and issue of at least 200% of such number of Shares as
would be required upon conversion of all outstanding Notes together with the
Notes to be issued pursuant to the relevant drawdown notice calculated by
dividing the aggregate principal amount of all such Notes by the Closing VWAP
as of the date of such drawdown notice; and
(2) To deviate from the Shareholders' pre-emption and/or preferential
subscription right (as applicable) with respect to such number of Shares; and
No payment is due by the Company to EHGOSF (or any of its Affiliates) and no
delivery of Shares (or certificates evidencing such Shares) resulting from a
conversion of Notes or exercise of any Warrants by EHGOSF (or any of its
Affiliates) is outstanding.
Iconic maintains a limited amount of cash on its account as it relies entirely
at this time on the EHGOSF financing facility to meet its operational
expenditures. There currently remains approximately £1.75 million available
for drawdown under the Financing Facility. The expected ordinary course cash
burn of the business is approximately £125,000 per month for the next 12
months, the substantial majority of which will be spent on RTO expenses.
At present, conditions (b) (c) and (f) have not been met, and it is possible
that in the future certain other such conditions may not be met, some of which
are outside the control of the Company. It is therefore not currently known
when this may happen. To date, EHGOSF has agreed to waive breaches of these
conditions, on certain agreed terms. As a result, in the event any such
condition is not met, the Company may not be in a position to further drawdown
on the Financing Facility. Although the Directors would endeavour to pursue
certain options to mitigate the consequence of such breach there is no
certainty that any such options could be achieved either in part or at all. In
such an event the Company would need to wind down its operations, realise any
assets and may enter administration, if and to the extent there are creditors
of the Company who cannot be paid. In such an event, the Company would no
longer manage the affairs of the Company or the realisation of its assets. As
a result of either winding down the business or entering into administration,
the Ordinary Shares would be cancelled from the Official List and Shareholders
may receive little or no value for their Ordinary Shares.
Dilution and Pricing Risk
If EHGOSF exercises its full rights under the Financing Facility for
conversion of Loan Notes and Warrants into Shares, this could result in a
significant holding in the Company by EHGOSF. However, EHGOSF's strategy is
generally to sell shares in the market as soon as practicable following the
exercise of such rights and in any event under the Financing Facility, inter
alia, EHGOSF cannot hold more than 29.9% of the Company. Accordingly, there is
a risk that should the Company seek to drawdown under the Loan Notes and
EHGOSF thereafter exercise and sell Shares in significant amounts over a
lengthy period, this could have a material negative impact on the price of the
Shares.
Key Executive Risk
Given the wholesale change in the Board of Directors and executive team in
January 2024, there is a risk of Iconic not being able to retain key
executives, which could adversely affect Iconic's operating and financial
performance. Retaining and motivating Bradley Taylor (Chief Executive Officer)
is a critical component of the future success of the business.
Global Economic Risk
The online media and publishing, technology, artificial intelligence, and data
gathering, processing, and analytics sectors are susceptible to adverse
developments in the global economy and particularly the UK economy where
Iconic is located. The continual uncertainty over the war in Ukraine, the high
inflationary environment and the threat of global recession, for example, may
continue to delay spending by potential clients which may have a negative
effect on the demand for services which could affect Iconic's revenues.
Potential Unrecorded Legacy Liabilities
As evidenced by the administration and disputes involving various key parties,
there were significant legacy issues that predated management's arrival.
Following the exit from administration and the entering into of confidential
settlement agreements with various parties, the Directors consider that it is
unlikely that there are any material unknown liabilities of Iconic, however
there is the potential for unknown creditors to emerge which would increase
the liabilities of the Company.
Inability to contract with customers on the most favourable terms
The Company enters into contracts with a wide variety of companies, many of
whom possess greater negotiating leverage than is currently available to the
Company. The Company may be required to tolerate terms which are less
favourable than might be anticipated, and which may also be governed by the
laws of other jurisdictions, and this could intensify if the number of
competitors increases, thereby potentially giving existing or prospective
customers more options. Furthermore, if the Company enters into more onerous
terms than it would ideally enter into, it may risk not being able to satisfy
those terms. Breaching onerous terms or failing to secure the best commercial
terms possible could have a material impact on the Company's business revenue,
financial condition and profitability.
Access to further capital
Part of the Company's growth strategy is to identify and acquire similar
businesses that are of a smaller scale and which are well-priced. In the
longer term, the Company is intending to grow the business organically and
continue to identify and acquire similar businesses, albeit the Company
anticipates such future acquisitions to be of a larger scale than those the
Company is looking to make in the near term. The Company's longer term growth
strategy may require additional funds in order to respond to business
challenges, enhance existing services and complete any future acquisitions.
Accordingly, the Company may need to engage in equity or debt financings to
secure additional funds. If the Company raises additional funds through
further issues of equity or convertible debt securities, existing shareholders
could suffer significant dilution, and any new equity securities could have
rights, preferences, and privileges superior to those of current shareholders.
Any debt financing secured by the Company in the future could involve
restrictive covenants relating to its capital raising activities and other
financial and operational matters, which may make it more difficult for the
Company to obtain additional capital and to pursue business opportunities,
including potential acquisitions. In addition, the Company may not be able to
obtain additional financing on terms favourable to it, if at all. If the
Company is unable to obtain adequate financing or financing on terms
satisfactory to it, when required, its ability to continue to support its
business growth and to respond to business challenges could be significantly
limited or could affect its financial viability
Financial Risk Management
The Board monitors the internal risk management function across Iconic and
advises on all relevant risk issues. There is regular communication with
internal departments, external advisors and regulators.
FINANCIAL REVIEW
Iconic made a profit in the 6 month period of £270,131 (2022 - £5,480,355),
which is attributable to the reduction in administrative expenses (decreased
by £384,503 compared to the same period last year). The decrease is mainly
due to the writing back of creditors balances which are no longer due and the
creditor settlements under the CVA.
At 31 December 2023, Iconic held total assets of £14,175 (2022 - £92,895).
The Group had liabilities of £2,756,504 at the balance sheet date (2022 -
£3,551,059), a decrease of £794,555.
Key Performance Indicators
The business is focused on the areas of cash management and operating results.
Iconic has identified the following key performance indicators which the
Directors will use to measure success against the business plan:
· Gross revenue growth
· EBITDA growth
· Market value
RESPONSIBILITY STATEMENT
The directors confirm to the best of our knowledge:
· the interim financial statements have been prepared in accordance
with IAS 34, as adopted by the European Union
· the Chairman's statement and interim financial statements include a
fair review of the information required by the Financial Statements Disclosure
and Transparency Rules (DTR) 4.2.7R, being an indication of important events
that have occurred during the first six months of the financial year and a
description of the principal risks and uncertainties for the remaining six
months of the year; and
· the Chairman's statement includes a fair review of the information
required by DTR 4.2.8R, 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 the period
and also any changes in the related party transactions described in the last
annual report that could do so.
At the date of this statement, the Directors are those listed on the Company
information page of these interim financial statements.
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE SIX MONTHS ENDED 31
DECEMBER 2023 (unaudited)
Six months ended 31 December Six months ended 31 December Year ended 30 June 2023 (audited)
2023 2022
£ £ £
Revenue - - -
Gross profit - - -
Administrative expenses (274,466) (658,969) (1,348,903)
Direct costs incurred in connection with EHGOSF financing facility
(194,536) - -
Creditors written off 739,133 6,139,324 6,117,482
Other operating income - - 44
Operating profit 270,131 5,480,355 4,768,623
Finance costs - - -
Profit before taxation 270,131 5,480,355 4,768,623
Taxation - - -
Profit for the period 270,131 5,480,355 4,768,623
Total comprehensive income for the period 270,131 5,480,355 4,768,623
Basic and diluted profit per ordinary share (pence) (0.00) (0.00) (0.00)
- from continuing operations (0.00) (0.00) (0.00)
- from discontinued operations
The profit for the period is wholly attributable to the equity holders of the parent company.
All operations of the group are
continuing.
CONSOLIDATED STATEMENT OF FINANCIAL POSITION AT 31 DECEMBER 2023 (unaudited)
Six months ended 31 December 2023 Six months ended 31 December 2022 Year ended 30 June 2023 (audited)
Notes £ £ £
Non-current assets
Intangible assets 1 1 1
1 1 1
Current assets
Trade and other receivables 13,067 - -
Cash and cash equivalents 1,107 92,894 50,243
14,174 92,894 50,243
Total assets 14,175 92,895 50,244
Equity
Shareholders' equity
Share capital 3 5,107,132 4,450,506 4,539,523
Share premium 8,401,589 7,900,778 8,341,761
Retained deficit (16,251,050) (15,809,449) (16,521,181)
Total equity (2,742,329) (3,458,165) (3,639,897)
Current liabilities
Trade and other payables 4 929,104 2,051,060 1,750,141
Loans and borrowings 1,827,400 1,500,000 1,940,000
2,756,504 3,551,060 3,690,141
Total liabilities 2,756,504 3,551,060 3,690,141
Total equity and liabilities 14,175 92,895 50,244
Net asset value per share (pence) (26.61) (0.01) (0.01)
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE SIX MONTHS ENDED 31
DECEMBER 2023 (unaudited)
Share Share premium Retained deficit Total
capital £ £ equity
£ £
Balance at 1 July 2022 4,450,506 7,900,778 (21,289,804) (8,938,520)
Total comprehensive income - - 5,480,355 5,480,355
Balance at 31 December 2022 4,450,506 7,900,778 (15,809,449) (3,458,165)
Changes in equity
Transactions with owners:
Issue of shares 89,017 440,983 - 530,000
Total transactions with owners: 89,017 440,983 - 530,000
(711,732)
Total comprehensive expense - - (711,732)
Balance at 30 June 2023 4,539,523 8,341,761 (16,521,181) (3,639,897)
Changes in equity
Transactions with owners:
Issue of shares 567,609 59,828 - 627,437
Costs of issuing shares - - - -
Total transactions with owners: 567,609 59,828 - 627,437
Total comprehensive income - - 270,131 270,131
Balance at 31 December 2023 5,107,132 8,401,589 (16,251,050) (2,742,329)
CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE SIX MONTHS ENDED 31 DECEMBER 2023
(unaudited)
Six months ended 31 December Six months ended 31 December 2022 Year ended 30 June 2023 (audited)
2023
£ £ £
Cash flows from operating activities
Total comprehensive income for the period 270,131 5,480,355 4,768,623
Net write back of loan notes - - (915,000)
Adjustments for
Increase in trade and other receivables (13,067) - -
Decrease in trade and other payables (821,037) (4,992,466) (4,773,385)
Net cash (used in)/generated by operating activities (563,973) 487,889 (919,762)
Cash flows from financing activities
Repayment of loans and borrowings (415,000) (915,000) -
Issue of loans 302,400 520,000 970,000
Issue of share capital 627,437 - -
Net cash generated by/(used in) financing activities 514,837 (395,000) 970,000
(Decrease)/increase in cash and cash equivalents (49,136) 92,889 50,238
Cash and cash equivalents at beginning of period 50,243 5 5
Cash and cash equivalents at end of period 1,107 92,894 50,243
COMPANY STATEMENT OF FINANCIAL POSITION AT 31 DECEMBER 2023 (unaudited)
Six months ended 31 December 2023 Six months ended 31 December 2022 Year ended 30 June 2023 (audited)
£ £ £
Non-current assets
Intangible Assets - 1 -
Investments 1 2 1
Non-current assets 1 3 1
Current Assets
Trade and other receivables 13,067 - -
Cash and cash equivalents 1,107 92,894 50,243
14,174 92,894 50,243
Total assets 14,175 92,897 50,244
Equity
Share capital 5,107,132 4,450,506 4,539,523
Share premium 8,401,589 7,900,778 8,341,761
Retained deficit (16,251,050) (15,809,449) (16,521,181)
(2,742,329) (3,458,165) (3,639,897)
Current liabilities
Trade and other payables 929,104 2,051,062 1,750,141
Loans and borrowings 1,827,400 1,500,000 1,940,000
2,756,504 3,551,062 3,690,141
Total liabilities 2,756,504 3,551,062 3,690,141
Total equity and liabilities 14,175 92,897 50,244
COMPANY STATEMENT OF CHANGES IN EQUITY FOR THE SIX MONTHS ENDED 31 DECEMBER
2023 (unaudited)
Share Share premium Retained deficit Total
capital £ £ equity
£ £
Balance at 1 July 2022 4,450,506 7,900,778 (21,289,344) (8,938,060)
Total comprehensive income - - 5,479,895 5,479,895
Balance at 31 December 2022 4,450,506 7,900,778 (15,809,449) (3,458,165)
Changes in equity
Transactions with owners:
Issue of shares 89,017 440,983 - 530,000
Total transactions with owners: 89,017 440,983 - 530,000
(711,732)
Total comprehensive expense - - (711,732)
Balance at 30 June 2023 4,539,523 8,341,761 (16,521,181) (3,639,897)
Changes in equity
Transactions with owners:
Issue of shares 567,609 59,828 - 627,437
Costs of issuing shares - - - -
Total transactions with owners: 567,609 59,828 - 627,437
Total comprehensive income - - 270,131 270,131
Balance at 31 December 2023 5,107,132 8,401,589 (16,251,050) (2,742,329)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED 31
DECEMBER 2023 (unaudited)
1. Basis of preparation
The Company is registered in England and Wales. The consolidated interim
financial statements for the six months ended 31 December 2023 comprise those
of the Company and subsidiaries.
Statement of compliance
This consolidated interim financial report has been prepared in accordance
with the measurement principles of IFRS adopted in the European Union.
Selected explanatory notes are included to explain events and transactions
that are significant to an understanding of the changes in financial
performance and position of the Company since the last annual consolidated
financial statements for the period ended 30 June 2023. This consolidated
interim financial report does not include all the information required for
full annual financial statements prepared in accordance with International
Financial Reporting Standards. The financial statements are unaudited and do
not constitute statutory accounts as defined in section 434(3) of the
Companies Act 2006.
A copy of the audited annual report for the period ended 30 June 2023 has been
delivered to the Registrar of Companies. The auditor's report on these
accounts was unqualified and did not contain statements under S498(2) or
S498(3) of the Companies Act 2006.
This consolidated interim financial report was
approved by the Board of Directors on 27 March 2024.
Significant accounting policies
The accounting policies applied by the Company in this consolidated interim
financial report are the same as those applied by the Company in its
consolidated financial statements for the period ended 30 June 2023.
New and amended standards adopted by the Company
A number of new or amended standards became applicable for the current
reporting period. The Company did not have to change its accounting policies
or make retrospective adjustments as a result of the adoption of these
standards.
Going concern
The Board of Directors has carefully considered the financial position of
Iconic Labs regarding the events during the six months ended 31 December 2023,
with particular focus on the continuation in management and leadership. We
have concluded that as a result of the new financing facility in place with
EHGOSF as well as substantial discussions with EHGOSF to secure a long-term
financing facility, Iconic Labs remains a going concern.
2. Operating segments
The Company's sole asset is Gay Star News ("GSN"), an online media platform
dedicated to the LGBTQ+ community. The Company is continuing to develop GSN
with strategic partners.
Iconic operates in the online social media and publishing sectors and to
complement its existing asset, is seeking acquisition targets in the
technology, artificial intelligence, and big data gathering, processing and
analytics sectors.
3. Share capital
31 December 2023 30 June 2023
Number £ Number £
Allotted, issued and fully paid:
Classified as equity
Ordinary shares of £0.00001 each - - 46,306,916,660 463,069
Ordinary shares of £0.10 each 10,306,783 1,030,678 - -
Deferred shares of £0.00249 each 1,637,129,905 4,076,454 1,637,129,905 4,076,454
Total 1,647,436,688 5,107,132 47,944,046,565 4,539,523
At 30 June 2023, the Company had 46,306,916,660 Ordinary shares of £0.00001
in issue.
In August 2023, the Company issued 689,655,172 Ordinary shares of £0.00001
for £0.000039 each in respect of a conversion of loan notes by EHGOSF.
Following the share issue above, the Company undertook a share
consolidation. For every 10,000 £0.0001 Ordinary shares held, the
shareholder received 1 Ordinary share of £0.10. In order to facilitate this
consolidation, the Company had to issue 8,168 Ordinary shares of £0.0001
prior to the consolidation.
In September 2023, the Company issued 220,361 Ordinary shares of £0.10 each
for £0.23 each, 236,406 were issued for £0.13 each and 271,739 were issued
for £0.11 each. These issues were all in respect of the conversion of loan
notes by EHGOSF. The Company also issued 83,256 Ordinary shares at par, to
creditors as part of the CVA arrangement.
In October 2023, the Company issued 1,508,110 Ordinary shares of £0.10 each
at par, in respect of the conversion of £130,000 loan notes by EHGOSF, and
related conversion fees.
In November 2023, the Company issued 1,022,490 Ordinary shares of £0.10 each
at par, in respect of the conversion of £50,000 loan notes by EHGOSF, and
related conversion fees. Also in November 2023, the Company issued 769,043
Ordinary shares of £0.10 each at par, in respect of the conversion of
£35,000 loan notes by Linton Capital, and related conversion fees.
In December 2023, the Company issued 1,495,720 Ordinary shares of £0.10 each
at par, in respect of the conversion of £70,000 loan notes by EHGOSF, and
related conversion fees.
At 31 December 2023, the Company had 10,306,783 Ordinary shares of £0.10 in
issue.
4. Trade and other payables
Group
31 December 2023 31 December 2023 30 June
2023 (audited)
£ £ £
Trade payables 868,266 1,531,059 1,704,142
Other payables 1,400 520,000 -
Accruals 59,438 - 45,999
929,104 2,051,059 1,750,141
Company
31 December 2023 31 December 2023 30 June
2023 (audited)
£ £ £
Trade payables 868,266 1,531,062 1,704,142
Other payables 1,400 520,000 -
Accruals 59,438 - 45,999
929,1047 2,051,062 1,750,141
Book values
approximate to fair values at 31 December 2023 and 30 June 2023.
Included within liabilities were £1,071,444 of unsecured creditors which were
under CVA proceedings at 30 June 2023. These were settled in common shares of
Iconic Labs in the ration of 1:0.25. This denoted that 1GBP of liability was
settled with 0.25GBP value in shares on 0.00016GBP per share value. These
settlements were proceeded when the company paid all of its secured creditors
during 2Q 2023.
5. Financial instruments
Reconciliation of movement in net cash
Loan notes converted in the period Net cash
Loan notes issued in the period at 31 December 2023
Net cash at 1 July 2023
Cash flow
£ £ £ £ £
Cash at bank and in hand 50,243 (49,136) - - 1,107
Borrowings (1,940,000) - (302,400) 415,000 (1,827,400)
Total financial liabilities (1,889,757) (49,136) (302,400) 415,000 (1,826,293)
6. Profit from Operations
Period Period ending 31 December 2022 Year ended 30 June
ending 31 December 2023 2023 (audited)
£ £ £
The (Profit)/loss for the period is stated after charging:
Auditors remuneration - audit services 34,200 58,725 30,000
£ £
Expenses by Nature: £
Legal & audit fees 163,395 72,953 772,578
Financial advisory - 7,500 -
Consultancy & professional fees 54,064 515,000 433,368
Other supplies and external services 22,807 5,251 112,957
Creditor's write off (739,133) (6,139,324) (6,117,482)
Total operating expenses (464,667) (5,479,895) (4,768,579)
Total administrative expense (464,667) (5,479,895) (4,768,579)
Direct costs incurred in connection with financing facilities 194,536 - -
(270,131) (5,479,895) (4,768,579)
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
or visit
www.rns.com (http://www.rns.com/)
.
RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
. END IR JRMBTMTJTTAIRecent news on Iconic Labs
See all newsREG - Iconic Labs PLC - Interim Results
AnnouncementREG - Iconic Labs PLC - Heads of Terms Signed
AnnouncementREG - Iconic Labs PLC - Suspension of Trading
AnnouncementREG - Iconic Labs PLC - Total Voting Rights
AnnouncementREG - Official List - Suspension - Iconic Labs Plc
Announcement