Interim Results
31/01/2023 11:23
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RNS Number : 4300O Bowen Fintech PLC 31 January 2023
This announcement contains inside information for the purposes of Article 7 of
Regulation 2014/596/EU which is part of domestic UK law pursuant to the Market
Abuse (Amendment) (EU Exit) regulations (SI 2019/310).
31 January 2023
Bowen Fintech Plc
("Bowen" or the "Company")
Interim Results
Bowen (LSE: BWN), a special purpose acquisition company formed to acquire
businesses in the technology innovations market with a focus on the financial
services sector, announces its interim results for the six months ended 31
October 2022.
Summary
· Joined the Official List of the London Stock Exchange (by way of a
Standard Listing) on 31 October 2022
· Raised gross proceeds of £2 million through a placing of new
ordinary shares of 1 penny each in the Company ("Ordinary Shares")
· Post period, the Board commenced its search for acquisition
opportunities in the technology innovations market with a focus on companies
that own products or applications that are relevant to the financial services
sector
· As of 31 October 2022, the Company had cash and cash equivalents of
£1.3 million, with £1.8 million held at 31 December 2022
Aamir Quraishi, Non-executive Chairman of Bowen, said: "This was a milestone
period for Bowen as we became listed on the London Stock Exchange, marking the
true start of our journey. While it is early days, we are excited at the
prospect of evaluating the acquisition opportunities that we are being
presented with so far. Whether it is for businesses or consumers, industries
are being fundamentally transformed through innovation in technology - which
is happening globally. This creates a substantial market opportunity for Bowen
to acquire a business and to generate shareholder value through participating
in that growth."
Enquiries
Bowen Fintech Plc c/o +44 (0)204 582 3500
Aamir Quraishi, Non-executive Chairman
Optiva Securities Ltd - Broker +44 (0)203 137 1903
Vishal Balasingham
Gracechurch Group - Financial PR +44 (0)204 582 3500
Harry Chathli, Claire Norbury
Website publication
A copy of this announcement, together with the full Interim Report with
financial statements and notes to the financial statements, can be found on
the Company's website at: https://ukbowen.com/
Introduction
Bowen was formed as a special purpose acquisition company to acquire
businesses, or assets, in the technology innovations market with a focus on
companies that own products or applications that are relevant to the financial
services sector, such as digital payment systems, trading platforms and other
related infrastructure. The Company raised gross proceeds of £2.0 million
through a placing of Ordinary Shares was admitted to trading on the Official
List of the London Stock Exchange (by way of a Standard Listing) ("Admission")
on 31 October 2022.
Since Admission, the Board has begun screening and identifying potential
acquisition targets and will update the market, as appropriate, in due course.
Financial Review
The loss for the period to 31 October 2022 was £0.1 million. This reflects
the transaction costs of £11.9 thousand and share-based payment charge of
£88.1 thousand associated with the Company's Standard Listing and fundraising
as well as day-to-day administration expenses of £8.5 thousand.
The basic loss per share for H1 2023 was 2.1 pence.
As of 31 October 2022, the Company had cash and cash equivalents of £1.3
million (30 April 2022: £9,463) derived from the placing in relation to the
Company's admission to the Standard Listing segment of the London Stock
Exchange. As at 31 December 2022, cash and cash equivalents had increased to
£1.8 million, reflecting the timing of receipt of the proceeds from the
fundraising associated with the IPO on 31 October 2022.
Strategy & Outlook
As noted, Bowen is seeking to acquire businesses or assets in the technology
innovations market, with a focus on companies that own products or
applications that are relevant to the financial services sector, such as
digital payment systems, trading platforms and other related infrastructure.
Applications relating to other sectors may also be considered. While not
limited to a particular geographic region, the Directors expect they will
acquire a company mostly likely located in the UK, Europe, Asia or the US.
The Directors intend to consider businesses that are:
· founder or entrepreneur-led, typically with a buy-and-build strategy;
· preferably already revenue generating and within the small to medium
cap range where the Board believes it has greater access and where the
negotiation process is generally less time consuming than companies that are
much larger;
· at an inflection point, such as those requiring additional management
expertise, are able to innovate by developing new products or services, or
where the Board believes it can drive improved financial performance and it
may help facilitate growth; and are
· well positioned to benefit from being a public company and leverage
the Board's capital markets experience.
The Board, collectively, has significant experience in establishing and
growing businesses along with significant experience of managing public
companies and risks associated with such ventures both operationally and
financially. The Board believes that it has a broad network of contacts and
corporate relationships that makes it efficient at sourcing and evaluating
businesses and bridging cultural differences to negotiate and execute a
transaction in a timely and professional manner.
In the unlikely event that an acquisition has not been announced within two
years of Admission, shareholders of the Company will be given the opportunity
to vote to extend the period in which to identify a relevant acquisition for
12 months or to windup the Company and return unused cash assets to
shareholders.
UNAUDITED CONDENSED STATEMENT OF COMPREHENSIVE INCOME
For the period from 1 May 2022 to 31 October 2022
For the period For the period
1 May 2022 to 21 April 2021 to
31 October 2022 30 April 2022*
(unaudited) (audited)
£ £
Administrative expenses (8,498) (64,976)
Share-based payment charge (88,050) -
IPO related costs (11,888) -
Operating loss (108,436) (64,976)
Loss before taxation (108,436) (64,976)
Income tax - -
Loss for the period and total comprehensive loss for the period (108,436) (64,976)
Loss per share
Basic and Diluted loss per share (0.021) (0.013)
*Comparative information has been included covering the period from
incorporation to Company's first annual reporting date, as there were minimal
transactions in the comparable 6 month period.
All items in the above statement are derived from continuing operations.
UNAUDITED CONDENSED STATEMENT OF FINANCIAL POSITION
As at 31 October 2022
31 October 2022 30 April 2022
(unaudited) (audited)
£ £
Current assets
Cash and cash equivalents 1,289,791 9,463
Prepayments & other receivables 718,000 -
Total assets 2,007,791 9,463
Current liabilities:
Director's Loan - 15,439
Trade and other payables 129,215 -
Accruals 78,000 9,000
Total liabilities 207,215 24,439
Net Assets (Liabilities) 1,800,576 (14,976)
Capital and reserves
Share capital 550,000 50,000
Share premium account 1,335,938 -
Warrant reserve 8,050 -
Retained Losses (93,412) (64,976)
Total Shareholders' funds 1,800,576 (14,976)
UNAUDITED CONDENSED STATEMENT OF CHANGES IN EQUITY
For the period from 1 May 2022 to 31 October 2022
Share Share Premium Warrant Reserve Retained losses Total
capital
£ £ £ £ £
As at 1 May 2022 50,000 - - (64,976) (14,976)
Comprehensive loss for the period - - - (108,436) (108,436)
50,000 - - (173,412) (123,412)
Transactions with owners, recorded directly in equity
Ordinary Shares issued 500,000 1,500,000 - - 2,000,000
Cost of share issue - (164,062) - - (164,062)
Share-based payments - Broker Warrants - - 8,050 - 8,050
Share-based payments - Founder Warrants - - - 80,000 80,000
As at 31 October 2022 (unaudited) 550,000 1,335,938 8,050 (93,412) 1,800,576
For the period from 21 April 2021 to 30 April 2022
Share Share Premium Warrant Reserve Retained losses Total
capital
£ £ £ £ £
As at 21 April 2021 - - - - -
(date of incorporation)
Total comprehensive loss for the period - - - (64,976) (64,976)
- - - (64,976) (64,976)
Transactions with owners, recorded directly in equity
Ordinary shares issued on incorporation 50,000 - - - 50,000
As at 30 April 2022 (audited) 50,000 - - (64,976) (14,976)
Other reserves comprise of share premium representing consideration received
in excess of nominal value of the share and share-based payment reserve.
UNAUDITED CONDENSED STATEMENT OF CASH FLOWS
For the period from 1 May 2022 to 31 October 2022
For the period from 1 May 2022 to For the period from 21 April 2021 to
31 October 2022 30 April 2022
(unaudited) (audited)
£ £
Cash flows from operating activities
Loss for the period (108,436) (64,976)
Adjustments for:
Share-based payments 88,050 -
Decrease/(Increase) in prepayments and other receivables (718,000) -
(Decrease)/increase in trade and other payables (excluding share issue costs) 118,776 9,000
Net cash outflows from operating activities (619,610) (55,976)
Cash flows from financing activities
Issue of Ordinary Shares 2,000,000 50,000
Issue costs settled during the period (100,062) -
Director's Loan - 15,439
Net cash inflows from financing activities 1,899,938 65,439
Net increase in cash and cash equivalents 1,280,328 9,463
Opening balance of Cash and cash equivalents 9,463 -
Closing balance of Cash and cash equivalents 1,289,791 9,463
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