REG - TMT Investments - Half-year Report
16 August 2018
TMT INVESTMENTS PLC
("TMT" or the "Company")
Half year report for the six months to 30 June 2018
TMT Investments PLC, the venture capital company investing in high-growth, technology companies across a number of core specialist sectors, is pleased to announce its unaudited interim results for the half-year ended 30 June 2018.
· Bonus-adjusted NAV per share of US$2.75 (uplift of 13.2% from US$2.43 as of 31 December 2017)
· US$2.0 million profitable partial cash exit from Pipedrive
· US$16.6 million in positive revaluations from Taxify, Pipedrive, Vinebox and Remot3.it
· US$4.8 million in impairments from Scentbird, Adinch, Ninua, RollApp and TryTheWorld
· US$3.5 million (before expenses) raised from UK institutional investors
· Diversified portfolio of over 30 companies focused around big data, e-commerce, and business SaaS (software-as-a-service) tools
· Many portfolio companies continue to experience rapid growth
Alexander Selegenev, Executive Director of TMT, commented: "We are delighted with our portfolio company performance in the first half of 2018, especially from Taxify, which became the first "unicorn" in our portfolio in May this year when it was valued at $1bn, and for which we previously announced an upward revaluation less than a year ago. The Company is increasingly recognised as one of very few AIM-quoted vehicles providing UK investors with exposure to earlier stage, primarily US-based, tech companies, and we were pleased to welcome new UK institutional investors to the register in March 2018. The proceeds of the recent placing are being directed towards investing in additional exciting companies that meet our investment criteria of having outstanding management teams and globally scalable business models. We continue to see exciting investment and exit opportunities in our chosen sectors and we look forward to updating our shareholders on the Company's progress in the near future."
For further information contact:
TMT Investments PLC
Alexander Selegenev
Executive Director
+44 1534 281 843
alexander.selegenev@tmtinvestments.com
Smith & Williamson Corporate Finance Ltd
Nominated Adviser
Russell Cook
David Jones
Ben Jeynes
+44 (0)20 7131 4000
Hybridan LLP
Broker
Claire Louise Noyce
+44 20 3764 2341
Kinlan Communications
David Hothersall
+44 20 7638 3435
About TMT Investments PLC
TMT Investments PLC invests in high-growth technology companies across a number of core specialist sectors and has a significant number of Silicon Valley investments in its portfolio. Founded in 2010, TMT has invested in over 40 companies to date and has latest announced net assets of US$82m. The Company's objective is to generate an attractive rate of return for shareholders, predominantly through capital appreciation. The company is traded on the AIM market of the London Stock Exchange. www.tmtinvestments.com
EXECUTIVE DIRECTOR'S STATEMENT
Portfolio Performance
The following developments took place within the Company's portfolio between the publication date of our 2017 Annual Report and the publication date of this interim 2018 report:
Cash and partial cash exits, and positive non-cash revaluations:
· As announced on 30 May 2018, Taxify, a leading international ride-hailing company (www.taxify.eu), completed a US$175 million funding round led by global automotive leader Daimler AG. European venture capital fund Korelya Capital and TransferWise's co-founder Taavet Hinrikus joined Didi Chuxing and a number of Taxify's other existing shareholders in the round that brought Taxify's valuation to US$1 billion. Daimler also joined Taxify's board. The transaction represented a revaluation uplift of US$13.30 million (or 350%) in the fair value of TMT's investment in Taxify, compared to the previous reported amount as of 31 December 2017.
· As announced on 30 May 2018, TMT sold a small holding in Pipedrive, a leading sales CRM (Customer Relationship Management) software provider (www.pipedrive.com), for a total consideration of US$2.0 million. The transaction represented a revaluation uplift of US$3.14 million (or 34.4%) in the fair value of TMT's investment in Pipedrive, compared to the previous reported amount as of 31 December 2017.
· In June 2018, wine subscription service Vinebox (www.getvinebox.com) completed a new equity capital round. The transaction represented a revaluation uplift of US$150,015 (or 50%) in the fair value of TMT's investment in Vinebox, compared to the previous reported amount as of 31 December 2017.
· In April 2018, IoT solutions provider Remot3.it (www.remot3.it) completed an additional equity capital raise triggering conversion of TMT's convertible note in Remot3.it. The transaction represented a revaluation uplift of US$41,510 (or 5.5%) in the fair value of TMT's investment in Remot3.it, compared to the previous reported amount as of 31 December 2017.
Impairments and write-offs:
· As announced on 30 May 2018, Scentbird, a subscription-based service for luxury fragrances and other beauty products (www.scentbitd.com), completed a further funding round to raise US$18.6 million from a group of investors led by Goodwater Capital, the consumer technology investment firm, and joined by Y Combinator, Rainfall Ventures, FundersClub, Soma Capital, Scrum Ventures, ERA, and others. The transaction represented a reduction of US$3.61 million in the fair value of TMT's investment in Scentbird, compared to the previous reported amount as of 31 December 2017.
The following of the Company's portfolio investments were also impaired in the first half of 2018:
Portfolio Company
Impairment amount (US$)
Impairment as % of fair value reported as of 31 Dec 2017
Reasons for impairment
Adinch
300,000
100%
Final write-off of the previously impaired investment; Board's discretion
Ninua
250,000
100%
Final write-off of the previously impaired investment; Board's discretion
RollApp*
627,240
100%
Lack of progress; Board's discretion
Try The World
18,250
100%
Final write-off of the previously impaired investment; company is in liquidation
* - incl. the outstanding loan and accumulated interest payable to TMT
10 largest portfolio holdings:
Portfolio Company Name
Fair value (US$), as of 30 June 2018 and currently
as % of total portfolio value
Taxify
17,094,470
22.31
Depositphotos
10,836,105
14.14
Backblaze
10,533,334
13.75
Pipedrive
10,257,097
13.39
Wrike
8,395,508
10.96
Wanelo
5,369,400
7.01
Scentbird
3,340,404
4.36
LeTote
1,997,073
2.61
Unicell
1,455,088
1.90
PandaDoc
1,233,770
1.61
Total
70,512,249
92.02
Key developments for the 10 largest portfolio holdings in the first half of 2018 (source: TMT's portfolio companies)
Taxify (ride hailing service):
· Active in 47 cities over the world (from "over 30" cities as of 31 December 2017)
· Continuing triple-digit growth in revenue and number of users
· Raised US$175 million from Daimler AG
Depositphotos (stock photo marketplace):
· Continuing double-digit growth in revenue and number of files in the photobank
Backblaze (online data backup and cloud storage provider):
· Continuing double-digit growth in revenues
· "B2" cloud storage revenue grows at nearly 300% year on year
Pipedrive (sales CRM software):
· Continuing double-digit growth in revenue and number of paid accounts
· Over 75,000 paying customers (from "over 70,000" as of 31 December 2017)
· Raised US$50 million from Insight Venture Partners and Bessemer Venture Partners
Wrike (work management and collaboration software):
· Continuing double-digit growth in revenue and number of paid accounts
· Over 17,000 paying customers and 1m users (from "over 15,000" as of 31 December 2017)
Wanelo (online social shopping platform):
· No significant changes
Scentbird (perfume and other beauty product subscription service):
· Continuing double-digit growth in revenue and number of customers
· Over 250,000 subscribers (from "over 200,000" as of 31 December 2017)
· Raised US$18.7 million in a new equity round
LeTote (Netflix-style fashion rental platform):
· Continuing growth in revenue and number of customers
· Recent cost restructuring to improve profitability
Unicell (provider of digital marketing solutions and mobile applications and services):
· Breakeven
· Traditional business keeps contracting
· 50%-owned Pango, a parking payment operator in Israel, is fast-growing and cash generative, helping Unicell gradually reduce its debt levels
PandaDoc (document automation software):
· Ongoing growth in new clients and revenues
New investments
On 21 February 2018, the Company announced its first blockchain-related investment through participation in the first phase of the pre-ICO (Initial Coin Offering) conducted by Telegram Group, Inc. ("Telegram") (https://ico-telegram.org/). TMT pre-paid US$300,000 for Telegram tokens as part of the transaction.
Also in the first half of 2018, the Company invested an additional US$300,000 in cloud-based PC emulator Sixa (www.sixa.io).
NAV per share
The Company's net asset value ("NAV") per share in the first six months of 2018 increased 15.6% to US$2.81 (31 December 2017: US$2.43). Please note that the NAV figure excludes the bonus amount of US$1,512,251 accrued (but not yet approved) for the third year (period from 01 July 2017 to 30 June 2018) of the Company's bonus plan adopted in 2015 (the "Bonus Plan"). The accrued bonus amount is equivalent to approximately 5.2 cents per TMT share, with a pro forma bonus-adjusted NAV per share as of 30 June 2018 of approximately US$2.75.
Operating Expenses
In the first half of 2018, the Company's Administrative Expenses of US$606,143 were above the 2017 levels (US$518,093), primarily due to additional fees related to the Company's placing in March 2018, resumption of office rent payments from 1 April 2017, and currency exchange fluctuations.
Financial position
On 29 March 2018, the Company announced that it had raised US$3.5 million (before expenses) by issuing and allotting 1,276,260 new ordinary shares of no par value each in the Company to certain institutional and other investors, and a further 164,609 new ordinary shares of no par value to certain existing shareholders, at a price of US$2.43 per share.
As of 30 June 2018, the Company had no financial debt and US$5,147,665 in cash reserves. As of the date of this report, the Company has approximately US$4,790,000 in net cash reserves.
Bonus Plan
The Company extended its Bonus Plan for the next three years (until 30 June 2021) on the same terms, with slightly amended initial allocations of the Bonus Pool among the current participants. Under the Bonus Plan, subject to achieving minimum hurdle rate and high watermark conditions in respect of the Company's NAV, the team receives annual cash bonus equal to 7.5% of the net increases in the Company's NAV, adjusted for any changes in the Company's equity capital resulting from issuance of new shares, dividends, share buy-backs or similar corporate transactions in each relevant year.
Events after the reporting period
In July 2018, the Company invested US$100,000 in natural language search interface for enterprise data FriendlyData (www.friendlydata.io)
Outlook
We are delighted with our portfolio company performance in the first half of 2018, especially from Taxify, which has now become the first "unicorn" in our portfolio, and for which we previously announced an upward revaluation less than a year ago. The Company is increasingly recognised as one of very few AIM-quoted vehicles providing UK investors with exposure to earlier stage, primarily US-based, tech companies, and we were pleased to welcome new UK institutional investors to the register in March 2018. The proceeds of the recent placing are being directed towards investing in additional exciting companies that meet our investment criteria of having outstanding management teams and globally scalable business models. We continue to see exciting investment and exit opportunities in our chosen sectors and we look forward to updating our shareholders on the Company's progress in the near future.
Statement of Comprehensive Income (unaudited)
For the six months ended 30/06/2018
For the six months ended 30/06/2017
Notes
USD
USD
Gains (Losses) on investments
3
817,594
(958,465)
817,594
(958,465)
Expenses
Bonus scheme payment charge
(1,512,251)
(610,107)
Administrative expenses
5
(606,143)
(518,093)
Operating loss
(1,300,800)
(2,086,665)
Net finance income
7
3,063
1,695
Loss before taxation
(1,297,737)
(2,084,970)
Taxation
8
-
-
Loss attributable to equity shareholders
(1,297,737)
(2,084,970)
Other comprehensive income for the period:
Change in fair value of available-for-sale financial assets
16
10,934,563
7,334,707
Total comprehensive income for the period
9,636,826
5,249,737
Loss per share
Basic and diluted gain (loss) per share (cents per share)
9
(4.55)
(7.51)
Statement of Financial Position (unaudited)
At 30 June
2018
USD
At 31 December
2017
USD
Notes
Non-current assets
Investments in equity shares
10
73,958,103
57,120,436
Convertible loan notes, SAFE's receivable
10
2,670,045
9,452,503
Total non-current assets
76,628,148
66,572,939
Current assets
Trade and other receivables
11
112,840
171,954
Current asset investment
300,000
-
Cash and cash equivalents
12
5,147,665
985,692
Total current assets
5,560,505
1,157,646
Total assets
82,188,653
67,730,585
Current liabilities
Trade and other payables
13
45,383
148,056
Total current liabilities
45,383
148,056
Non-current liabilities
Other payables
14
225,000
150,000
Total non-current liabilities
225,000
150,000
Total liabilities
270,383
298,056
Net assets
81,918,270
67,432,529
Equity
Share capital
15
34,790,174
31,453,510
Bonus scheme payment reserve
16
1,512,251
-
Fair value reserve
16
57,782,682
46,848,119
Retained losses
16
(12,166,837)
(10,869,100)
Total equity
81,918,270
67,432,529
Statement of Cash Flows (unaudited)
For the six months ended 30/06/2018
For the six months ended 30/06/2017
USD
USD
Notes
Operating activities
Operating loss
(1,300,800)
(2,086,665)
Adjustments for non-cash items:
Profit on disposal of available-for-sale assets
3
(1,855,584)
-
Gain on conversion of loan notes to equity
-
-
Impairment of available-for-sale assets and accrued interest
3
1,058,571
981,552
Bonus scheme payment charge
1,512,251
610,107
Amortized costs of convertible notes receivable
3
651
1,678
(584,911)
(493,328)
Changes in working capital:
Increase in trade and other receivables
11
(28,364)
(26,443)
(Decrease)/Increase in trade and other payables
13
(27,673)
58,782
Net cash used by operating activities
(640,948)
(460,989)
Investing activities
Interest received
7
3,063
1,695
Purchase of available-for-sale assets
10
(300,000)
(50,000)
Purchase of current asset investment
(300,000)
-
Proceeds from sale of available-for-sale assets
2,063,194
50,000
Net cash generated from investing activities
1,466,257
1,695
Financing activities
Proceeds from issue of shares
15
3,336,664
-
Net cash from financing activities
3,336,664
-
Increase/(decrease) in cash and cash equivalents
4,161,973
(459,294)
Cash and cash equivalents at the beginning of the period
12
985,692
1,057,098
Cash and cash equivalents at the end of the period
12
5,147,665
597,804
Statement of Changes in Equity (unaudited)
Share capital
Share-based payment reserve
Bonus payment reserve
Fair value reserve
Retained losses
Total
Notes
USD
USD
USD
USD
USD
USD
Balance at 31 December 2016
31,453,510
-
-
29,393,774
(8,288,863)
52,558,421
Total comprehensive income/(loss) for the year
-
-
17,454,345
(2,580,237)
14,874,109
Balance at 31 December 2017
31,453,510
-
-
46,848,119
(10,869,100)
67,432,529
Total comprehensive income/(loss) for the year
-
-
-
10,934,563
(1,297,737)
9,636,826
Issue of shares
15
3,336,664
-
-
-
-
3,336,664
Bonus scheme payment charge
16
-
-
1,512,251
-
-
1,512,251
Balance at 30 June 2018
34,790,174
-
1,512,251
57,782,682
(12,166,837)
81,918,270
NOTES TO THE FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED 30 JUNE 2018
1. Company information
TMT Investments Plc ("TMT" or the "Company") is a company incorporated in Jersey with its registered office at Queensway House, Hilgrove Street, St Helier, JE1 1ES, Channel Islands.
The Company was incorporated and registered on 30 September 2010 in Jersey under the Companies (Jersey) Law 1991 with registration number 106628 under the name TMT Investments Limited. The Company obtained consent from the Jersey Financial Services Commission pursuant to the Control of Borrowing (Jersey) Order 1985 on 30 September 2010. On 1 December 2010 the Company re-registered as a public company and changed its name to TMT Investments PLC.
The memorandum and articles of association of the Company do not restrict its activities and therefore it has unlimited legal capacity. The Company's ability to implement its Investing Policy and achieve its desired returns will be limited by its ability to identify and acquire suitable investments. Suitable investment opportunities may not always be readily available.
The Company will seek to make investments in any region of the world.
The financial information relating to the six months ended 30 June 2018 is unaudited and does not constitute statutory accounts. The comparative figures for the financial year ended 31 December 2017 are not the Company's statutory accounts for that financial year. Statutory accounts for the year ended 31 December 2017 were approved by the Board of Directors on 14 March 2018. The report of the auditors on those accounts was unqualified, did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying their report and did not contain any qualification.
These unaudited interim financial results were approved by the Board of Directors on 15 August 2018 and are available on the Company's website http://www.tmtinvestments.com/investor-relations/financial-reports/.
2. Summary of significant accounting policies
2.1 Basis of presentation
The accounting policies applied by the Company in these unaudited interim results are based on International Financial Reporting Standards as adopted by the European Union, including IAS 34 'Interim Financial Reporting', and in accordance with the accounting policies which are the same as those applied by the Company in its financial statements for the year ended 31 December 2017.
The Company's financial risk management objectives and policies are consistent with that disclosed in the financial statements for the year ended 31 December 2017.
For the purposes of IFRS 8 'Operating Segments' the Company currently has one segment, being 'Investing in the TMT sector'. No further operating segment financial information is therefore disclosed
2.2 Foreign currency translation
(a) Functional and presentation currency
Items included in the financial statements of the Company are measured in United States Dollars ('US dollars', 'USD' or 'US$'), which is the Company's functional and presentation currency.
(b) Transactions and balances
Foreign currency transactions are translated into US$ using the exchange rates prevailing at the dates of the transactions. Exchange differences arising from the translation at the year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the statement of comprehensive income.
Conversation rates, USD
Currency
At 30.06.2018
Average rate, for six months ended 30/06/2018
British pounds, £
1.3075
1.3570
Euro, €
1.1563
1.1943
3 Gain on investments
For six months ended 30/06/2018
For six months
ended 30/06/2017
USD
USD
Gross interest income from convertible notes receivable
21,232
24,765
Amortized costs of convertible notes receivable
(651)
(1,678)
Net interest income from convertible notes receivable
20,581
23,087
Profit on disposal of equity investments
1,855,584
-
Impairment of available-for-sale assets
(1,058,571)
(981,552)
Total gain (losses) on investments
817,594
(958,465)
4 Segmental analysis
Geographic information
The Company has investments in five geographical areas - USA, Israel, BVI, Estonia, and Russia.
Non-current financial assets
As at 31/12/2017
USA
Israel
BVI
Estonia
Russia
Total
USD
USD
USD
USD
USD
USD
Equity investments
50,734,468
2,351,598
127,525
3,847,749
59,096
57,120,436
Convertible notes & SAFE's
9,452,503
-
-
-
-
9,452,503
Total
60,186,971
2,351,598
127,525
3,847,749
59,096
66,572,939
As at 30/06/2018
USA
Israel
BVI
Estonia
Russia
Total
USD
USD
USD
USD
USD
USD
Equity investments
54,327,981
2,349,032
127,525
17,094,470
59,096
73,958,103
Convertible notes & SAFE's
2,670,045
-
-
-
-
2,670,045
Total
56,998,026
2,349,032
127,525
17,094,470
59,096
76,628,148
5 Administrative expenses
Administrative expenses include the following amounts:
For six months ended 30/06/2018
For six months ended
30/06/2017
USD
USD
Staff expenses (note 6)
312,601
290,893
Professional fees
139,875
134,933
Legal fees
22,069
2,643
Bank and LSE charges
15,995
7,742
Audit and accounting fees
11,218
12,512
Rent
47,298
23,649
Other expenses
46,713
58,467
Currency exchange loss/(gain)
10,374
(12,746)
606,143
518,093
6 Staff expenses
For six months ended 30/06/2018
For six months ended 30/06/2017
USD
USD
Directors' fees
106,361
92,653
Wages and salaries
206,240
198,240
312,601
290,893
Wages and salaries shown above include salaries and bonuses relating to the six months ended 30 June. These costs are included in administrative expenses.
The average number of staff employed (excluding Directors) by the Company during the six months ended 30 June was 5 (for the year ended 31 December 2017: 5).
The Directors' fees for the six months ended 30 June 2018 and 2017 were as follows:
For six months ended 30/06/2018
For six months ended
30/06/2017
USD
USD
Alexander Selegenev
62,685
50,000
Yuri Mostovoy
25,000
25,000
James Joseph Mullins
13,676
12,663
Petr Lanin
5,000
5,000
106,361
92,653
The Directors' fees shown above are all classified as 'short term employment benefits' under International Accounting Standard 24. The Directors do not receive any pension contributions or other benefits.
Key management personnel of the Company are defined as those persons having authority and responsibility for the planning, directing and controlling the activities of the Company, directly or indirectly. Key management of the Company are therefore considered to be the Directors of the Company. There were no transactions with the key management, other than their Directors fees, bonuses and reimbursement of business expenses.
7 Net finance income
For six months ended 30/06/2018
For six months ended 30/06/2017
USD
USD
Interest income
3,063
1,695
3,063
1,695
8 Income tax expense
For six months ended
30/06/2018
For six months ended 30/06/2017
USD
USD
Current taxes
Current year
-
-
Deferred taxes
Deferred income taxes
-
-
-
-
The Company is incorporated in Jersey. No tax reconciliation note has been presented as the income tax rate for Jersey companies is 0%.
9 Loss per share
The calculation of basic profit per share is based upon the net loss for the six months ended 30 June 2018 attributable to the ordinary shareholders of US$1,297,737 (for the six months ended 30 June 2017: net loss of US$2,084,970) and the weighted average number of ordinary shares outstanding calculated as follows:
Profit / (loss) per share
For six months ended 30/06/2018
For six months
ended 30/06/2017
Basic loss per share (cents per share)
(4.55)
(7.51)
Loss attributable to equity holders of the entity
(1,297,737)
(2,084,970)
The weighted average number of ordinary shares outstanding before and after adjustment for the effects of all dilutive potential ordinary shares calculated as follows:
(in number of shares weighted during the year outstanding)
For six months ended 30/06/2018
For six months ended 30/06/2017
Weighted average number of shares in issue
Ordinary shares
28,493,259
27,744,962
28,493,259
27,744,962
10 Non-current financial assets
At 30 June 2018
At 31 December 2017
Available-for-sale financial assets, USD:
Investments in equity shares (i)
- unlisted shares
73,958,103
57,120,436
Convertible notes receivable (ii)
- promissory notes
1,320,030
7,052,503
- SAFEs
1,350,015
2,400,000
76,628,148
66,572,939
Reconciliation of fair value measurements of non-current financial assets:
Available-for-sale
Total
Unlisted
shares
Convertible
notes & SAFE's
USD
USD
USD
Balance as at 1 January 2017
48,335,876
3,650,596
51,986,472
Total gains or losses in 2017:
- in profit or loss - impairment
(893,131)
-
(893,131)
- in other comprehensive income
11,349,800
6,104,545
17,454,345
Purchases (including consulting & legal fees)
50,000
300,000
350,000
Disposal of investment (carrying value)
(1,823,120)
(502,638)
(2,325,758)
Conversion of notes to equity and net gain
101,011
(100,000)
1,011
Balance as at 31 December 2017
57,120,436
9,452,503
66,572,939
Total gains or losses in 2018:
- in profit or loss - impairment
1,074,254
(250,000)
824,254
- in other comprehensive income
10,784,549
150,015
10,934,564
Purchases (including consulting & legal fees)
-
300,000
300,000
Disposal of investment (carrying value)
(2,063,194)
(651)
(2,063,845)
Conversion and other movements
7,042,058
(6,981,822)
60,236
Balance as at 30 June 2018
73,958,103
2,670,045
76,628,148
Available-for-sale investments are carried at fair values. Where financial assets do not have a quoted market price in an active market and their fair values cannot be reliably measured they are measured at cost less any identified impairment losses at the end of reporting period, in accordance with IAS 39 para 46 (c) exemption.
Where there has been a relevant transaction during the year that gives an indication of the fair value of the unlisted shares, the shares are included at that fair value and the increase or decrease in fair value is recognised in the fair value reserve. The "price of recent investment" methodology is used mainly for investments in venture capital companies and includes cost of investment or valuation by reference to a subsequent financing round. Valuation increases above cost are only recognised if that round involved a new external investor and the company is meeting milestones set by investor.
(i) Equity investments as at 30 June 2018:
Investee company
Date of initial investment
Value at
1 Jan 2018,
USD
Additions to equity investments during the period, USD
Conversions from loan notes, USD
Gain/loss from changes in fair value of equity investments, USD
Profit/ impairment charge USD
Disposals, USD
Value at 30 Jun 2018, USD
Equity stake owned
Unicell
15.09.2011
1,455,088
-
-
-
-
-
1,455,088
10.00%
DepositPhotos
26.07.2011
10,836,105
-
-
-
-
-
10,836,105
16.67%
RollApp
19.08.2011
600,000
-
-
(136,920)
(463,080)
-
-
10.00%
Wanelo
21.11.2011
5,369,400
-
-
-
-
-
5,369,400
4.69%
Backblaze
24.07.2012
10,533,334
-
-
-
-
-
10,533,334
13.67%
UM Liquidating Trust
15.07.2014
29,273
-
-
-
-
-
29,273
5.89%
Favim
24.10.2012
127,525
-
-
-
-
-
127,525
20.00%
Adinch
19.02.2013
300,000
-
-
-
(300,000)
-
-
22.43%
Wrike
12.06.2012
8,395,508
-
-
-
-
-
8,395,508
3.20%
Oriense
27.01.2014
59,096
-
-
-
-
-
59,096
5.45%
E2C
15.02.2014
136,781
-
-
-
-
-
136,781
5.51%
Drippler
01.05.2014
9,587
-
-
(2,566)
2,566
(2,566)
7,021
-
Remot3.it
13.06.2014
750,000
-
32,675
8,835
-
-
791,510
1.68%
Le Tote
21.07.2014
1,997,073
-
-
-
-
-
1,997,073
1.32%
Anews
25.08.2014
1,000,000
-
-
-
-
-
1,000,000
9.41%
Klear
01.09.2014
155,000
-
-
-
-
-
155,000
3.27%
Drupe
02.09.2014
595,142
-
-
-
-
-
595,142
7.46%
Taxify
15.09.2014
3,797,234
-
-
13,297,236
-
-
17,094,470
1.77%
Pipedrive
30.07.2012
9,127,249
-
-
1,286,943
1,853,018
(2,010,113)
10,257,097
2.46%
PandaDoc
11.07.2014
1,233,770
-
-
-
-
-
1,233,770
1.76%
VitalFields
20.12.2013
50,515
-
-
-
-
(50,515)
-
-
APPrise
16.08.2016
300,000
-
-
-
-
300,000
4.04%
Try the World
11.10.2016
18,250
-
-
-
(18,250)
-
-
-
Full Contact
11.01.2018
244,506
-
-
-
-
-
244,506
0.21%
ScentBird
13.04.2015
-
-
7,009,383
(3,668,979)
-
-
3,340,404
4.01%
Total
57,120,436
-
7,042,058
10,784,549
1,074,254
(2,063,194)
73,958,103
(ii) Convertible loan notes as at 30 June 2018:
Investee company
Date of initial investment
Value at 1 Jan 2018,
USD
Additions to convertible note investments during the period, USD
Amortized costs, USD
Internal movements, USD
Profit on disposal/ Impairment charge, USD
Disposals, USD
Value at 30 Jun 2018, USD
Term, years
Interest rate, %
Ninua
08/06/2011
250,000
-
-
-
(250,000)
-
-
1.5
5.00%
Sharethis
26/03/2013
570,126
-
(96)
-
-
-
570,030
5.0
1.09%
KitApps
10/07/2013
600,000
-
-
-
-
-
600,000
1.0
2.00%
ScentBird
13.04.2015
5,454,545
-
-
(5,454,545)
-
-
-
2.0
4.00%
Remot3.it
05.10.2015
27,277
-
-
(27,277)
-
-
-
1.0
7.70%
Send a Job
16.05.2016
150,555
-
(555)
-
-
-
150,000
2.0
4.00%
Total
7,052,503
-
(651)
(5,481,822)
(250,000)
-
1,320,030
(iii) SAFEs as at 30 June 2018:
Investee company
Date of initial investment
Value at 1 Jan 2018,
USD
Additions to convertible note investments during the period, USD
Amortized costs, USD
Gain/loss from changes in fair value of equity investments, USD
Internal movements, USD
Profit on disposal/ Impairment charge, USD
Disposals, USD
Value at 30 Jun 2018, USD
ScentBird
14.08.2015
1,500,000
-
-
-
(1,500,000)
-
-
-
Vinebox
06.05.2016
300,000
-
-
150,015
-
-
-
450,015
Sixa
28.07.2016
600,000
300,000
-
-
-
-
-
900,000
Total
2,400,000
300,000
-
150,015
(1,500,000)
-
-
1,350,015
11 Trade and other receivables
At 30 June 2018
At 31 December 2017
USD
USD
Prepayments
320,620
14,647
Interest receivable on promissory notes
90,970
142,217
Interest receivable on deposits
1,250
90
Loans to portfolio companies
-
15,000
412,840
171,954
12 Cash and cash equivalents
The cash and cash equivalents as at 30 June 2018 include cash on hand and in banks, deposits, net of outstanding bank overdrafts. The effective interest rate at 30 June 2018 was 1.25%.
Cash and cash equivalents comprise the following:
At June 2018
At December 2017
USD
USD
Deposits
1,500,000
150,000
Bank balances
3,647,665
835,692
5,147,665
985,692
The following table represents an analysis of cash and equivalents by rating agency designation based on Fitch rating or their equivalent:
At 30 June 2018
At 31 December 2017
USD
USD
Bank balances
BBB+ rating
3,647,665
835,692
3,647,665
835,692
Deposits
BBB+ rating
1,500,000
150,000
1,500,000
150,000
5,147,665
985,692
13 Trade and other payables
At 30 June 2018
At 31 December 2017
USD
USD
Salaries and directors' fees payable
21,913
10,600
Trade payables
10,998
43,995
Other current liabilities
13
-
Accrued expenses
12,459
93,461
45,383
148,056
14 Other payables
At 30 June 2018
At 31 December 2017
USD
USD
Other non-current liabilities
225,000
150,000
225,000
150,000
15 Share capital
On 30 June 2018 the Company had an authorised share capital of unlimited shares of no par value and had issued share capital of:
At 30 June 2018
At 31 December 2016
USD
USD
Share capital
34,790,174
31,453,510
Issued capital comprises:
Number
Number
Fully paid ordinary shares
29,185,831
27,744,962
Number of shares
Share capital,
USD
Balance at 31 December 2017
27,744,962
31,453,510
Issue of shares
1,440,869
3,501,312
Share issue cost
-
(164,648)
Balance at 30 June 2018
29,185,831
34,790,174
16 Reserves
Share-based payment reserve
USD
Bonus scheme payment reserve
USD
Fair value reserve
USD
Retained losses
USD
Total
USD
Balance as at 1 January 2017
-
-
29,393,774
(8,288,863)
21,104,911
Loss for the year
-
-
-
(2,580,237)
(2,580,237)
Gain from changes in fair value
-
-
17,454,345
-
17,454,345
Balance as at 31 December 2017
-
-
46,848,119
(10,869,100)
35,979,019
Loss for the year
-
-
-
(1,297,737)
(1,297,737)
Gain from changes in fair value
-
-
10,934,563
-
10,934,563
Bonus scheme payment charge
-
1,512,251
-
-
1,512,251
Balance as at 30 June 2018
-
1,512,251
57,782,682
(12,166,837)
47,128,096
17 Related party transactions
Since May 2012, TMT's Moscow-based staff have been located in an office that belongs to a company ("Orgtekhnika") controlled by Mr. Alexander Morgulchik and Mr. German Kaplun, the Company's senior managers and applicable employees. German Kaplun also owns 18.33% of the issued share capital of TMT. Thus Orgtekhnika is considered a related party. Together with other related expenses (support personnel, company car, security services, legal advice, etc.), the total office rent costs to TMT from 1 April 2017 were US$7,883 per month.
18 Subsequent events
In July 2018, the Company invested US$100,000 in natural language search interface for enterprise data FriendlyData (www.friendlydata.io)
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