Interim results
26/09/2022 07:00
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RNS Number : 5280A NFT Investments PLC 26 September 2022
The information contained within this announcement is deemed by the Company to
constitute inside information stipulated under the Market Abuse Regulation
(EU) No. 596/2014, as retained as part of the law of England and Wales. Upon
the publication of this announcement via the Regulatory Information Service,
this inside information is now considered to be in the public domain.
Press Release
26 September 2022
NFT Investments PLC
("NFT Investments" or "The Company")
Interim results
NFT Investments PLC (AQSE: NFT), an incubator specialising in the market for
non-fungible tokens ("NFTs"), announced its unaudited results for the six
months ended 30 June 2022.
Executive Director's Statement
Introduction
I am delighted to report the Company's interim results for the six months
ended 30 June 2022.
The Company had a net asset value of £30.1 million (3.01p per share),
including £20.4 million in cash and cash equivalents. This strong balance
sheet was maintained amidst growing global economic uncertainty and the
ongoing turbulence in the NFT and cryptocurrency sectors which resulted in the
collapse of the LUNA token and a 60% fall in the price of Bitcoin ("BTC")
during the reporting period (Source: Markets Insider, 2022). The total value
of assets deposited on transactions in decentralised finance ("DeFi") also
decreased by 67% during the period (source: DeFi Llama, 2022), while the price
of NFTs such as 'Crypto Punks' fell from over US$240,000 in January 2022 to
under US$70,000 by June 2022 (Source: Nomics, 2022).
I am extremely proud of our investment discipline in this difficult
period. Our team anticipated these adverse market trends and reacted in a
timely manner to safeguard the Company's financial position by limiting new
investments and exiting our position in DEFI ahead of its sharp decline,
enabling us to achieve income of £449,000 on that position. As a result of
this cautious and forward-thinking approach, NFT Investments currently has a
strong balance sheet and is very well positioned to weather the challenging
market environment, but also to take advantage of robust investment
opportunities that we believe will deliver value for our shareholders as the
market returns to a period of growth.
We remain very bullish on the long-term crypto market and the technology
underlying it, but we have not yet seen signals from the market that we are at
a bottom. We remain cautious and will use our conserved capital when we
believe that the time is right.
Finally, we believe that the Company's strong position and the value of its
assets are not fairly reflected in the share price. However, we remain focused
on building a world-class incubator specialising in this exciting space.
I would like to take this opportunity to thank all our shareholders for their
ongoing support.
Jonathan Bixby, Executive Director
Principal risks and uncertainties
The Directors have assessed the operational environment of the Company and
concluded that the principal risks and uncertainties have not materially
changed since the most recent annual reporting date.
Responsibility Statement
We confirm that to the best of our knowledge:
· the Interim Report has been prepared in accordance with International
Accounting Standards 34, Interim Financial Reporting, as adopted by the EU;
and
· gives a true and fair view of the assets, liabilities, financial position and
profit/loss of the Company; and
· the Interim Report includes a fair review of the information required by DTR
4.2.7R of the Disclosure and Transparency Rules, being an indication of
important events that have occurred during the first six months of the
financial year and their impact on the set of interim financial statements;
and a description of the principal risks and uncertainties for the remaining
six months of the year.
· the Interim Report includes a fair review of the information required by DTR
4.2.8R of the Disclosure and Transparency Rules, being the information
required on related party transactions.
The Interim Report was approved by the Board of Directors and the above
responsibility statement was signed on 23(rd) September 2022.
For further information please contact:
NFT Investments
Jonathan Bixby via Tancredi +44 207 887 7633
Executive Chairman
First Sentinel
Corporate Adviser +44 7876 888 011
Brian Stockbridge
Tennyson Securities
Corporate Broker +44 207 186 9030
Peter Krens
Novum Securities
Corporate Broker +44 207 399 9427
Colin Rowbury
Jon Belliss
Tancredi Intelligent Communication
Media Relations
Gabriela Amaya Garcia +44 7915 035 294
Charlie Hobbs +44 7897 557 112
nftinvestments@tancredigroup.com (mailto:nftinvestments@tancredigroup.com)
About NFT Investments:
NFT Investments PLC is an incubator specialising in the market for
non-fungible tokens ("NFTs") and is the first ever NFT vehicle to list in a
major jurisdiction worldwide. The Company invests in a diversified portfolio
of NFTs, cryptocurrency, and/or in companies or funds which have exposure to
NFT or blockchain technology. The Company's leadership team have an extensive
track record in the cryptocurrency sector and previously founded Argo
Blockchain PLC, a global crypto miner. NFT Investments is headquartered in
London, UK and its shares are listed on the Aquis Stock Exchange Growth Market
under the ticker symbol NFT. www.nftinvest.pro (https://www.nftinvest.pro/)
Investment portfolio:
The Company has investments in eight companies:
· US$1m invested in AEON International Ltd., a leading developer of cutting-edge
technology for the luxury fashion industry.
· US$0.7m invested into Blimp Technologies Inc., a first-of-its-kind,
decentralised real estate collaboration and search platform, incorporated in
Canada.
· CAN$0.1m invested in Big Whale Labs, a start-up venture which is using Web3.0
technologies to create a decentralised social network platform.
· US$1.4m invested into Sturdy Exchange, a marketplace to display, collect and
trade NFTs created by artists and performers, via Hex Capital Ltd., a venture
capital firm that invests in early-stage crypto assets and blockchain
companies.
· US$0.25m invested into Afterparty Inc., a platform for creators to engage with
their fans and generate revenues by selling "token-gated" virtual events and
sell digital merchandise.
· US$1m invested in NFT Studios Ltd., a film production company run by Niels
Juul, a well-known Hollywood producer, funding movies through NFTs.
· US$150,000 invested in Big Head Club Inc., an NFT studio.
· £0.5m invested in Kodoku Studios, an innovative NFT-gaming company for a 25%
stake, which was subsequently sold in exchange for approximately £0.125m cash
and a 3% stake in Pioneer Media Holdings Inc., an AQSE-listed company.
The carrying value of these investments was £6.47m as at 30 June 2022.
NFT Investments PLC
INCOME STATEMENT
FOR THE SIX MONTHS TO 30 JUNE 2022
(Unaudited) (Unaudited)
6 months ended 6 months ended
30 June 2022 30 June 2021
Notes £ £
Continuing operations
Revenue - -
Administrative expenses (705,156) (2,371,498)
(705,156) (2,371,498)
Currency exchange gains 610,547 321,081
Operating (loss) (94,609) (2,050,417)
Loss on revaluation of crypto assets 6 (4,309,208) -
Loss on revaluation of investments 7 (265,080) -
Finance income 448,891 53
Fair value adjustment - (3,770)
Loss before and after taxation (4,220,006) (2,054,134)
Other comprehensive income - -
Total comprehensive income for the year (4,220,006) (2,054,134)
Loss per share
Basic and diluted (pence) 5 (0.42) (0.41)
NFT Investments PLC
STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2022
(Unaudited) (Audited)
As at As at
30 June 31 December
2022 2021
Notes £ £
ASSETS
Non-current assets
Intangible assets 6 3,208,708 6,917,916
Investments 7 6,474,140 5,559,308
9,682,848 12,477,224
Current assets
Trade and other receivables 171,406 125,765
Cash and cash equivalents 20,412,854 21,903,724
20,584,260 22,029,489
TOTAL ASSETS 30,267,108 34,506,713
EQUITY
Shareholders' equity
Called up share capital 1,003,000 1,003,000
Share premium 33,323,133 33,323,133
Share-based payment reserve 2,925,908 2,925,908
Accumulated losses (7,089,761) (2,869,755)
TOTAL EQUITY 30,162,280 34,382,286
LIABILITIES
Current liabilities
Trade and other payables 104,828 124,427
TOTAL LIABILITIES 104,828 124,427
TOTAL EQUITY AND LIABILITIES 30,267,108 34,506,713
NFT Investments PLC
STATEMENT OF CHANGES IN EQUITY
Called up share capital Share premium Share-based payment reserve Accumulated losses Total equity
£ £ £ £ £
At 1 January 2021 110,000 90,000 - (39,704) 160,296
Loss for the period - - - (2,054,134) (2,054,134)
Transactions with owners
Issue costs - (2,803,867) - - (2,803,867)
Issue of shares 893,000 36,037,000 - - 36,930,000
Share based payment expense - - 2,925,908 - 2,925,908
At 30 June 2021 (Unaudited) 1,003,000 33,323,133 2,925,908 (2,093,838) 35,158,203
Loss for the period - - - (775,917) (775,917)
At 31 December 2021 (Audited) 1,003,000 33,323,133 2,925,908 (2,869,755) 34,382,286
Loss for the period - - - (4,220,006) (4,220,006)
At 30 June 2022 (Unaudited) 1,003,000 33,323,133 2,925,908 (7,089,761) 30,162,280
NFT Investments PLC
CASH FLOW STATEMENT
FOR THE SIX MONTHS TO 30 JUNE 2022
(Unaudited) (Unaudited)
6 months ended 6 months ended
30 June 2022 30 June 2021
Notes £ £
Cash flows from operating activities
Cash generated from operations 8 (521,804) (236,992)
Net cash from operating activities (521,804) (236,992)
Cash flows from investing activities
Purchase of fixed asset investments 7 (817,957) (4,482,440)
Purchase of intangible assets 6 (600,000) -
Finance income 448,891 53
Net cash from investing activities (969,066) (4,482,387)
Cash flows from financing activities
Share issue (net of expenses) - 34,002,823
Net cash from financing activities - 34,002,823
Increase in cash and cash equivalents (1,490,870) 29,283,444
Cash and cash equivalents at the beginning of the period 21,903,724 55,096
Cash and cash equivalents at the end of the period 20,412,854 29,338,540
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED INTERIM FOR THE SIX MONTHS TO 30
JUNE 2022
1. Nature of operations
NFT Investments PLC is a public limited company incorporated on 3 March 2020
and domiciled in England and Wales. The address of the registered office is 16
Great Queen Street, 9th Floor, London, WC2B 5DG. The principal activity of the
Company in the period was the incubation of companies specialising in
Non-Fungible Tokens ("NFTs").
2. Significant Accounting Policies
Basis of preparation
The condensed interim financial information has been prepared in accordance
with International Financial Reporting Standards and IAS 34 - Interim
Financial Reporting as issued by the International Accounting Standards Board
("IASB") and IFRIC interpretations and with those parts of the Companies Act
2006 applicable to companies reporting under IFRS. The financial statements
have been prepared under the historical cost convention as modified by the
revaluation of certain assets. The accounting policies, methods of computation
and presentation used in the preparation of the interim financial information
are the same as those used in the Company's audited financial statements for
the year ended 31 December 2021 except as noted below.
The financial information in this statement does not constitute full statutory
accounts within the meaning of Section 434 of the UK Companies Act 2006. The
financial information for the twelve months ended 31 December 2021 is audited.
The audit of the financial information for the year ended 31 December 2021 has
been completed. The auditor's report on the statutory financial statements for
the year ended 31 December 2021 was unqualified and did not contain any
statement under sections 498 (2) or (3) of the Companies Act 2006.
The condensed interim financial information is presented in GB Pounds Sterling
to the nearest £1. They are prepared on the historical cost basis or the fair
value basis where the fair valuing of relevant assets and liabilities has been
applied.
Going concern
Management have prepared cash flow forecasts and are confident that they are
taking all necessary steps to ensure that the Company has the required cash to
pursue it's strategic objectives, an assertion supported by the significant
cash available at the period end. They have therefore concluded that it is
appropriate to prepare the financial information on a going concern basis.
Intangible assets
These are assets which do not qualify as cash and cash equivalents or
financial assets and have an active market which provides pricing information
on an ongoing basis. Digital assets and tokens are measured at fair value. A
net increase in fair value over the initial cost is recorded in a revaluation
reserve via other comprehensive income. A net decrease below cost is recorded
in the income statement. This treatment is consistent with the revaluation
model applied to intangible fixed assets in accordance with IAS 38.
Financial assets
The Company classifies its financial assets in the following measurement
categories:
• Those to be measured subsequently at fair value through profit or loss;
and
• Those to be measured at amortised cost.
The classification depends on the business model for managing the financial
assets and the contractual terms of the cash flows. Financial assets are
classified as at amortised cost only if both of the following criteria are
met:
• The asset is held within a business model whose objective is to collect
contractual cash flows; and
• The contractual terms give rise to cash flows that are solely payments of
principal and interest.
2. Significant Accounting Policies (continued)
Financial assets at amortised cost are subsequently measured using the
effective interest rate (EIR) method and are subject to impairment. The
Company's financial assets at amortised cost include trade and other
receivables and cash and cash equivalents. A financial asset (or, where
applicable, a part of a financial asset or part of a group of similar
financial assets) is primarily derecognised when:
• The rights to receive cash flows from the asset have expired; or
• The Company has transferred its rights to receive cash flows from the
asset or has assumed an obligation to pay the received cash flows in full
without material delay to a third party under a 'pass-through' arrangement;
and either (a) the Company has transferred substantially all the risks and
rewards of the asset, or (b) the Company has neither transferred nor retained
substantially all the risks and rewards of the asset, but has transferred
control of the asset.
The Company recognises an allowance for expected credit losses (ECLs) for all
debt instruments not held at fair value through profit or loss. ECLs are based
on the difference between the contractual cash flows due in accordance with
the contract and all the cash flows that the Company expects to receive,
discounted at an approximation of the original EIR. The expected cash flows
will include cash flows from the sale of collateral held or other credit
enhancements that are integral to the contractual terms.
For trade receivables (not subject to provisional pricing) and other
receivables due in less than 12 months, the Company applies the simplified
approach in calculating ECLs, as permitted by IFRS 9. Therefore, the Company
does not track changes in credit risk, but instead, recognises a loss
allowance based on the financial asset's lifetime ECL at each reporting date.
The Company classifies the following financial assets at fair value through
profit or loss:
• Debt instruments that do not qualify for measurement at either amortised
cost or fair value through other comprehensive income; and
• Equity investments for which no election has been made to recognise fair
value gains and losses through other comprehensive income.
The Company measures all equity investments at fair value through profit or
loss. Unquoted investments are valued by the Directors using primary valuation
techniques such as recent transactions, last price or net asset value. Where
the fair value of an equity investment cannot be estimated reliably, such as
investments in unquoted companies, fair value is based on cost less any
impairment charges. In this case impairment charges are recognised in profit
or loss. The Company assesses at each period end date whether there is any
objective evidence that a financial asset or group of financial assets
classified as available-for-sale has been impaired.
Loans and receivables
Receivables are non-derivative financial assets with fixed or determinable
payments that are not quoted in an active market. After initial recognition,
these are measured at amortised cost using the effective interest method, less
provision for impairment. Discounting is omitted where the effect of
discounting is immaterial. The Company's cash and cash equivalents, trade and
other receivables fall into this category of financial instruments.
Individually significant receivables are considered for impairment when they
are past due or when other objective evidence is received that a specific
counterparty will default on payment. Other financial assets are also
classified within the loans and receivables category.
Impairment of financial assets
The Company assesses at the end of each reporting period whether there is
objective evidence that a financial asset is impaired. For equity investments
classified as available-for-sale, a significant or prolonged decline in the
fair value of the security below its cost is evidence that the assets are
impaired. If any such evidence exists for available-for-sale financial assets,
the cumulative loss - measured as the difference between the acquisition cost
and the current fair value, less any impairment loss on that financial asset
previously recognised in profit or loss - is removed from equity and
recognised in profit or loss. Impairment losses recognised in profit or loss
on equity instruments are not reversed through profit or loss.
2. Significant Accounting Policies (continued)
For loans and receivables, the amount of the loss is measured as the
difference between the asset's carrying amount and the present value of
estimated future cash flows discounted at the asset's effective interest rate.
Cash and cash equivalents
Cash and cash equivalents comprise cash in hand and current and deposit
balances at banks with maturities of three months or less from inception. Cash
and cash equivalents include Stablecoins which are convertible to US$ on a
near 1:1 ratio.
Financial liabilities
Financial liabilities are recognised when the Company becomes party to the
contractual provisions of the instrument and are initially measured at fair
value. They are de-recognised when extinguished, discharged, cancelled or
expired.
The Company's financial liabilities comprise trade and other payables. Trade
and other payables are recognised initially at their fair value and
subsequently measured at amortised cost using the effective interest rate
method, less settlement payments.
Equity
An equity instrument is any contract that evidences a residual interest in the
assets of the Company after deducting all of its liabilities. Equity
instruments issued by the Company are recorded at the proceeds received net of
direct issue costs.
The share premium account represents premiums received on the initial issuing
of the share capital. Any transaction costs associated with the issuing of
shares are deducted from share premium, net of any related income tax
benefits.
The share capital account represents the amount subscribed for shares at
nominal value.
Share payments reserve represents the fair values of share options and
warrants granted.
Accumulated losses include all results as disclosed in the statement of
comprehensive income.
Share based payments
The Company operates a number of equity-settled, share-based compensation
plans, under which the entity receives services from employees as
consideration for equity instruments (options) of the Company. The fair value
of the employee services received in exchange for the grant of options is
recognised as an expense. The total amount to be expensed is determined by
reference to the fair value of the options granted:
• including any market performance conditions;
• excluding the impact of any service and non-market performance vesting
conditions (for example, profitability, sales growth targets and remaining an
employee of the entity over a specified time period); and
• excluding the impact of any non-vesting conditions (for example, the
requirement of employees to save).
Assumptions about the number of options that are expected to vest include
consideration of non-market vesting conditions. The total expense is
recognised over the vesting period, which is the period over which all of the
specified vesting conditions are to be satisfied. At the end of each reporting
period, the entity revises its estimates of the number of options that are
expected to vest based on the non-market vesting conditions. It recognises the
impact of the revision to original estimates, if any, in the income statement,
with a corresponding adjustment to equity.
When the options are exercised, the Company issues new shares. The proceeds
received net of any directly attributable transaction costs are credited to
share capital (nominal value) and share premium when the options are
exercised.
3. Critical accounting judgements and estimates
The preparation of the Company's condensed interim consolidated financial
statements in conformity with IFRS requires management to make judgments,
estimates and assumptions that affect the reported amounts of assets and
liabilities at the date of the condensed interim consolidated financial
statements and the reported amounts of revenues and expenses during the
reporting period. Estimates and assumptions are continually evaluated and are
based on management's experience and other factors, including expectations of
future events that are believed to be reasonable under the circumstances.
Actual results could differ from these estimates.
Share- based payment transactions
The estimate of share-based payment expenses requires management to select an
appropriate valuation model and make decisions about various inputs into the
model including the volatility of its own share price, the probable life of
the options, the vesting date of options where non-market performance
conditions have been set and the risk-free interest rate.
Crypto Currencies
The company assesses the accounting treatment and presentation of crypto
currencies held to separate those which are considered stable and non-stable
crypto currencies. Stable crypto currencies are recognised as cash equivalents
and non-stable crypto currencies held for long term investment purposes as
intangible assets. All crypto currencies are valued at the end of each
reporting period based on real time information available from various digital
asset investment service platforms.
Investments
On acquisition, investments are valued at cost as this is deemed to be the
fair value. Subsequent to this, management uses valuation techniques and other
relevant information to determine the fair value of financial instruments
(where active market quotes are not available) and non-financial assets. This
involves developing estimates and assumptions consistent with how market
participants would price the instrument. Management bases its assumptions on
observable data as far as possible, but this is not always available. In that
case management uses the best information available. Estimated fair values may
vary from the actual prices that would be achieved in an arm's length
transaction at the reporting date.
Impairment of financial assets
The Company follows the guidance of IFRS 9 to determine when a financial asset
is impaired. This determination requires significant judgement. In making this
judgement, the Company evaluates, among other factors, the duration and extent
to which the fair value of an investment is less than its cost, and the
financial health of, and short-term business outlook for, the investee,
including factors such as industry and sector performance, changes in
technology and operational, financing cash flow and proposed fundraising.
3. Critical accounting judgements and estimates (continued)
Fair value estimation
Fair value measurements are disclosed according to the following fair value
measurement hierarchy:
• quoted prices (unadjusted) in active markets for identical assets or
liabilities (Level 1);
• inputs other than quoted prices included within Level 1 that are
observable for the asset or liability, either directly (that is, as prices),
or indirectly (that is, derived from prices) (Level 2);
• inputs for the asset or liability that are not based on observable market
data (that is, unobservable inputs) (Level 3). This is the case for unlisted
equity securities.
Level 1 Level 2 Level 3 Total
£ £ £ £
Financial asset at fair value through profit of loss
- Equity holdings 2,100,000 165,741 3,055,808 5,559,308
Other current assets
- Tokens - 6,917,916 - 6,917,916
Total assets at 31 December 2021 2,100,000 7,083,657 3,055,808 12,477,224
Level 1 Level 2 Level 3 Total
£ £ £ £
Financial asset at fair value through profit of loss
- Equity holdings 1,200,000 - 5,274,140 6,474,140
Other current assets
- Tokens - 3,208,708 - 3,208,708
Total assets at 30 June 2022 1,200,000 3,208,708 5,274,140 9,682,848
4. Share Capital
(Unaudited) (Unaudited)
6 months ended 6 months ended
30 June 2022 30 June 2021
£ £
Allotted, issued and fully paid
Ordinary shares of 0.1p each 1,003,000 1,003,000
The number of shares in issue was as follows:
Number of shares
Balance at 1 January 2021 110,000,000
Issued during the period 893,000,000
Balance at 30 June 2021 1,003,000,000
Issued during the period -
Balance at 30 June 2022 1,003,000,000
5. Loss per share
The calculation of the basic loss per share (LPS) is based on the results
attributable to ordinary shareholders divided by the weighted average number
of shares in issue during the year.
(Unaudited) (Unaudited)
6 months ended 6 months ended
30 June 2022 30 June 2021
£ £
Loss used in calculating basic LPS (4,220,006) (2,054,134)
Weighted average number of shares 1,003,000,000 498,166,667
Loss per share (0.0042) (0.0041)
6. Intangible Assets
(Unaudited) (Audited)
As at As at
30 June 31 December
2022 2021
£ £
Cost or Valuation
At 01 January 6,917,916 -
Additions 600,000 15,448,235
Disposals - (7,463,173)
Revaluations (4,309,208) (1,067,146)
Net book value at end of period 3,208,708 6,917,916
7. Investments
(Unaudited) (Audited)
As at As at
30 June 31 December
2022 2021
£ £
Cost or Valuation
At 01 January 5,559,308 -
Additions 817,957 5,837,910
Disposals - (495,000)
Revaluations (265,080) 208,208
Exchange differences 361,955 8,190
Net book value at end of period 6,474,140 5,559,308
8. Reconciliation of loss before taxation to cash generated from operations
(Unaudited) (Unaudited)
6 months ended 6 months ended
30 June 2022 30 June 2021
£ £
Loss before taxation (4,220,006) (2,054,134)
Loss on revaluation of investments 265,080 3,770
Loss on revaluation of crypto assets 4,309,208 -
Share based payment expense - 3,046,878
Foreign exchange (361,955) -
Profit on disposal of crypto assets - -
Loss on disposal of crypto assets - -
Finance income (448,891) (53)
Operating cash flows before movements in working capital (456,564) 996,461
Increase in trade and other receivables (45,641) (1,289,850)
(Decrease)/Increase in trade and other payables (19,599) 56,397
Cash generated used in operations (521,804) (236,992)
9. Related Party Disclosures
The company made payments to the following companies controlled by the
directors in relation to their directors' fees, consultancy fees and expenses:
(Unaudited) (Audited)
6 months ended Year ended
30 June 31 December
2022 2021
£ £
Briarmount Ltd - TV Le Druillenec 15,000 37,500
Dark Peak Services Ltd - NJ Lyth 12,500 45,000
Marallo Holdings Inc - MS Edwards 25,000 49,000
Toro Consulting Ltd - J Bixby 32,000 107,585
Umgawa Ltd - J Hives - 4,548
84,500 243,633
10. Availability of the interim report
A copy of these results will be made available for inspection at the Company's
registered office during normal business hours on any weekday. The Company's
registered office is at 16 Great Queen Street, 9(th) Floor, London, England,
WC2B 5DG. A copy can also be downloaded from the Company's website at
www.nftinvest.pro (http://www.nftinvest.pro) . NFT Investments PLC is
registered in England and Wales with registered number 12495805.
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