TechFinancials Inc. - Interim Report to 30 June 2021
Announcement provided by
TechFinancials Inc. · TECH28/09/2021 15:00
28 September 2021
TechFinancials, Inc.
("TechFinancials" or the "Company" or the "Group")
Unaudited Interim Report for the Six Months Ended 30 June 2021
TechFinancials Inc. (AQSE: TECH), today announces its unaudited interim results for the six month period ended 30 June 2021 ("H1 2021").
Financial Overview
· |
Group Revenues of US$nil (H1 2020: |
· |
Loss for the period attributable to shareholders of |
· |
Cash position at the period end of |
· |
Basic earnings per share ("EPS") of ( |
· |
Footies Ltd. was struck off on 08 June 2021 |
Asaf Lahav, Group Chief Executive Board Member of TechFinancials, commented:
"In the first half of the year the Company continued to focus on administrative cost reductions, completed the strike off of Footies Ltd. and started the process to strike off its subsidiaries; TechFinancials (
"The Company plans to continue its attempts to sell all or part of its interest in Cedex to a third party."
The directors of the Company accept responsibility for the contents of this announcement.
For further information:
TechFinancials, Inc. |
Tel: +972 54 5233 943 |
Asaf Lahav, Executive Board Member |
|
Peterhouse Capital Limited (AQSE Growth Market Advisor and Broker) |
Tel: +44 (0) 20 7469 0930 |
Guy Miller and Mark Anwyl |
|
Chairman's Statement
In H1 2021, the Company completed the strike off of Footies Ltd. and continued to oversee its investments and look for short term investment opportunities.
Outlook
We will continue to look for opportunities to materialise our assets and to increase value for our shareholders. We will also continue to strike off subsidiaries in order to clean the group structure.
I would like to thank our shareholders for their continued support in what has been a difficult period globally as well as to the Group.
We look forward to updating the market on our progress in due course.
Eitan Yanuv
Independent Non-Executive Chairman
28 September 2021
Executive's Board Member Statement
Financial Results
In 2020, The Group closed all its operating historical businesses and for the first time since the Company became public it didn't record any turnover in the six months ended 30 June 2021.
The operating loss for the period was
Financial income for the period was
Taxes for the period were
The loss after taxation for the period attributable to shareholders of the Company was
The Group's cash position for the period ended 30 June 2021 was
The unaudited interim financial results have not been reviewed by the Company's auditor.
Asaf Lahav
Executive Board Member
28 September 2021
Statement of Comprehensive Income
For the six month period ended 30 June 2021
|
Note |
|
Unaudited Ended US$'000 |
|
Unaudited US$'000 |
|
Audited US$'000 |
|
Revenue |
|
|
- |
|
614 |
|
1,309 |
|
Cost of sales |
|
|
- |
|
(79) |
|
(87) |
|
Gross profit |
|
|
- |
|
535 |
|
1,222 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Research and development |
|
|
- |
|
(464) |
|
(512) |
|
Selling and marketing |
|
|
- |
|
(41) |
|
(53) |
|
Administrative |
|
|
(133) |
|
(565) |
|
(654) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income (Loss) |
|
|
(133) |
|
(535) |
|
3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Bank fees |
|
|
(18) |
|
(32) |
|
(50) |
|
Foreign exchange gain (loss) |
|
|
(5) |
|
(5) |
|
70 |
|
Gain from realization of tradable securities |
|
|
63 |
|
(2) |
|
(1) |
|
Financing Income (expenses) |
|
|
41 |
|
(39) |
|
19 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Income (expenses) |
|
|
|
|
|
|
|
|
Other income (expenses), net |
|
|
- |
|
82 |
|
875 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Profit (Loss) before taxation |
|
|
(92) |
|
(492) |
|
897 |
|
Taxation |
|
|
(8) |
|
(13) |
|
70 |
|
Profit (Loss) from continuing operations
|
|
|
(100) |
|
(505) |
|
967 |
|
|
|
|
|
|
|
|
|
|
Gain (Loss) from discontinued operations |
|
|
- |
|
- |
|
50 |
|
Gain / (Loss) from discontinued operations, net |
|
|
- |
|
- |
|
50 |
|
Other comprehensive income |
|
|
- |
|
- |
|
- |
|
Total comprehensive Profit (Loss)
|
|
|
(100) |
|
(505) |
|
1,017 |
|
|
|
|
|
|
|
|
|
|
Profit (Loss) attributable to: |
|
|
|
|
|
|
|
|
Owners of the Company |
|
|
(100) |
|
(545) |
|
997 |
|
Non-controlling interests |
|
|
- |
|
40 |
|
20 |
|
Profit (Loss) for the period
|
|
|
(100) |
|
(505) |
|
1,017 |
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
|
||||||||
Earnings per share attributable to owners of the parent during the year (Note 3): |
||||||||
|
|
|
Unaudited Ended (Cents USD) |
|
Unaudited (Cents USD) |
|
Audited (Cents USD) |
|
Basic |
|
|
(0.12) |
|
(0.64) |
|
1.16 |
|
Diluted |
|
|
(0.12) |
|
(0.64) |
|
1.16 |
|
From continuing operations - Basic |
|
|
- |
|
(0.64) |
|
1.10 |
|
From continuing operations - Diluted |
|
|
- |
|
(0.64) |
|
1.10 |
|
From discontinued operations - Basic |
|
|
- |
|
- |
|
0.06 |
|
From discontinued operations - Diluted |
|
|
- |
|
- |
|
0.06 |
|
Consolidated Statement of financial position
As of 30 June 2021
|
Note |
|
Unaudited 2021 US$'000 |
|
Unaudited US$'000 |
|
Audited |
|
Non-current assets |
|
|
|
|
|
|
|
|
Intangible assets, net |
|
|
- |
|
707 |
|
- |
|
Property and equipment |
|
|
- |
|
3 |
|
- |
|
Short term investment |
|
|
- |
|
- |
|
- |
|
Financial asset held at FVTPL |
|
|
152 |
|
- |
|
152 |
|
|
|
|
152 |
|
710 |
|
152 |
|
|
|
|
|
|
|
|
|
|
Current assets |
|
|
|
|
|
|
|
|
Trade receivables, net and other receivables |
4 |
|
10 |
|
87 |
|
13 |
|
Short term investment |
6 |
|
53 |
|
- |
|
- |
|
Restricted bank deposits |
|
|
- |
|
63 |
|
- |
|
Cash |
|
|
1,329 |
|
716 |
|
1,419 |
|
|
|
|
1,392 |
|
866 |
|
1,432 |
|
|
|
|
|
|
|
|
|
|
Total Assets |
|
|
1,544 |
|
1,576 |
|
1,584 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-Current liabilities |
|
|
|
|
|
|
|
|
Shareholders loan |
|
|
84 |
|
92 |
|
84 |
|
Current Liabilities |
|
|
|
|
|
|
|
|
Trade and other payables |
5 |
|
145 |
|
334 |
|
88 |
|
Deferred income liability |
|
|
- |
|
631 |
|
- |
|
Income tax payable |
|
|
90 |
|
9 |
|
86 |
|
|
|
|
235 |
|
974 |
|
174 |
|
|
|
|
|
|
|
|
|
|
Total Liabilities |
|
|
319 |
|
1,066 |
|
258 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unaudited 2021 US$'000 |
|
Unaudited US$'000 |
|
Audited |
|
Equity |
|
|
|
|
|
|
|
|
Share Capital |
|
|
61 |
|
61 |
|
61 |
|
Share premium account |
|
|
12,022 |
|
12,022 |
|
12,022 |
|
Share-based payment reserve |
|
|
799 |
|
798 |
|
798 |
|
Accumulated profits / (losses) |
|
|
(11,656) |
|
(12,392) |
|
(11,555) |
|
Equity attributable to owners of the Company |
|
1,225 |
|
489 |
|
1,326 |
|
|
|
|
|
|
|
|
|
|
|
Non-controlling interests |
|
|
- |
|
21 |
|
- |
|
Total equity |
|
|
1,225 |
|
510 |
|
1,326 |
|
|
|
|
|
|
|
|
|
|
Total Equity and Liabilities |
|
|
1,544 |
|
1,576 |
|
1,584 |
|
Consolidated Statement of changes in equity
For the six month period ended 30 June 2021
|
Share capital US$'000 |
|
Share premium US$'000 |
Share-based payment reserve US$'000 |
Revaluation reserve US$'000 |
|
Accumulated profits/ (losses) US$'000 |
|
Total US$'000 |
|
Non- controlling interests US$'000 |
|
Total US$'000 |
|
Balance at 31 December 2019 |
61 |
|
12,022 |
934 |
- |
|
(12,459) |
|
558 |
|
(249) |
|
309 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income (loss) for the period |
- |
|
- |
- |
- |
|
997 |
|
997 |
|
20 |
|
1,017 |
|
Gain on revaluation of cryptocurrency digital assets in the year |
- |
|
- |
- |
577 |
|
- |
|
577 |
|
- |
|
577 |
|
Disposal of cryptocurrency digital assets in the year |
- |
|
- |
- |
(577) |
|
- |
|
(577) |
|
- |
|
(577) |
|
Purchase of NCI in Footies during the year |
- |
|
- |
- |
- |
|
(229) |
|
(229) |
|
229 |
|
- |
|
Share-based payment |
- |
|
- |
6 |
- |
|
(6) |
|
- |
|
- |
|
- |
|
Transfer of Shared based payment reserve on lapsed options |
- |
|
- |
(142) |
- |
|
142 |
|
- |
|
- |
|
- |
|
Balance at 31 December 2020 |
61 |
|
12,022 |
798 |
- |
|
(11,555) |
|
1,326 |
|
- |
|
1,326 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive loss for the period |
- |
|
- |
- |
- |
|
(100) |
|
(100) |
|
- |
|
(100) |
|
Share-based payment |
- |
|
- |
1 |
- |
|
- |
|
(1) |
|
- |
|
(1) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at 30 June 2021 |
61 |
|
12,022 |
799 |
- |
|
(11,656) |
|
1,225 |
|
- |
|
1,225 |
|
Consolidated statement of cash flows
For the six month period ended 30 June 2021
|
Note |
Unaudited 6 months ended 30 June 2021 |
|
Audited Year ended 31 December 2020 |
|
|
US$'000 |
|
US$'000 |
Cash Flow from operating Activities |
|
|
|
|
Profit (Loss) before tax for the period |
|
(92) |
|
946 |
Adjustment for: |
|
|
|
|
Depreciation of property and equipment |
|
- |
|
4 |
Amortization of intangible assets |
- |
- |
|
75 |
Impairment of intangible assets |
|
- |
|
37 |
Share Option Charge |
|
1 |
|
6 |
Gain on bargain purchases |
|
- |
|
(309) |
Forgiveness of loan due to NCI |
|
- |
|
(51) |
Gain from short term investment |
|
(63) |
|
- |
Capital loss on disposal of property and equipment |
|
- |
|
12 |
Capital gain from realization and revaluation of intangibles assets |
|
- |
|
(577) |
Income tax expenses |
|
|
|
92 |
Capital loss on write off investments in subsidiaries |
|
- |
|
- |
|
|
|
|
|
Operating cash flows before movements in working capital: |
|
|
||
Decrease (increase) in trade and other receivables |
4 |
(3) |
|
589 |
Increase (Decrease) in trade and other payables |
5 |
23 |
|
(1,453) |
Increase in other current liabilities |
5 |
34 |
|
- |
Income tax received |
|
- |
|
- |
R&D tax credit received |
|
- |
|
163 |
Income tax paid |
|
- |
|
(109) |
Net cash (used in) / generated from operating activities |
|
(100) |
|
(575) |
|
|
|
|
|
Cash Flow from investing Activities: |
|
|
|
|
Consideration from sale of intangible assets |
|
- |
|
974 |
Net cash acquired on acquisition |
|
- |
|
649 |
Decrease/(Increase) of restricted bank deposits |
|
- |
|
71 |
Funds advanced under SAFE agreement |
|
- |
|
(152) |
Loans eliminated from obtaining control of a subsidiary |
|
- |
|
(296) |
Investment eliminated on consolidation from obtaining control of a subsidiary |
- |
- |
|
- |
Purchase of tradable securities |
|
(82) |
|
|
Sale of tradable securities |
|
92 |
|
- |
Net cash generated from/ (used in) investing activities |
|
10 |
|
1,246 |
|
|
|
|
|
Cash Flow from financing Activities: |
|
|
|
|
Interest payments |
|
- |
|
- |
Net cash generated from/ (used in) financing activities |
|
- |
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net decrease in cash and cash equivalents |
|
(90) |
|
671 |
Cash and equivalents at beginning of period |
|
1,419 |
|
672 |
Effect of changes in exchange rates on Cash |
|
- |
|
76 |
Cash and equivalents at end of period |
|
1,329 |
|
1,419 |
Notes to the financial statements
1. General Information
TechFinancials, Inc, (the "Company") and its subsidiaries (together, the "Group") were engaged until the end of 2020 in the development of blockchain-based digital assets solutions and licensing of financials trading platforms to businesses. The financial statements present the consolidated results of the Group for each of the periods ending 30 June 2021, 30 June 2020 and 31 December 2020.
Group changes in the period
In June 2021, Footies Ltd the Company's fully owned subsidiary has been struck off.
Basis of preparation
As permitted, the Group has chosen not to adopt International Accounting Standard 34 'Interim Financial Reporting' in preparing these interim financial statements. The condensed consolidated interim financial statements should be read in conjunction with the annual financial statements for the year ended 31 December 2020, which have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union.
The interim financial information set out above does not constitute statutory accounts. The information has been prepared on a going concern basis in accordance with the recognition and measurement criteria of International Financial Reporting Standards (IFRS) as adopted by the European Union.
The accounting policies applied in preparing the interim financial information are consistent with those that have been adopted in the Group's 2020 audited financial statements. Statutory financial statements for the year ended 31 December 2020 were approved by the Board of Directors on 30 July 2021. The report of the auditors on those financial statements were not modified in respect of the matter mentioned, however, has drawn attention to material uncertainty related to going concern.
The Directors approved these condensed interim financial statements on 28 September 2021.
Risks and uncertainties
The key risks that could affect the Group's short and medium term performance and the factors that mitigate those risks have not substantially changed from those set out in the Group's 2020 Annual Report and Financial Statements, a copy of which is available on the Company's website: www.techfinancials.com.
2. Accounting policies
The condensed consolidated interim financial statements have been prepared under the historical cost convention, as modified by the revaluation of certain financials assets and liabilities at fair value through the statement of profit and loss.
The business is not subject to seasonal variations.
The financial information for the 6 months ended 30 June 2021 and the 6 months ended 30 June 2020 has not been audited.
No dividends have been paid in the period (2020: $nil).
Critical accounting estimates and judgements
The preparation of condensed consolidated interim financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the end of the reporting period. Significant items subject to such estimates and have not changed during the interim period and are set out in note 3(v) of the Group's 2020 Annual Report and Financial Statements.
3. Earnings per share
The calculation of earnings per share is based on the following losses and number of shares:
Earnings per share |
Unaudited |
|
Unaudited |
|
Audited |
|
US$'000 |
|
US$'000 |
|
US$'000 |
Basic |
|
|
|
|
|
Loss attributable to equity holders |
(100) |
|
(545) |
|
948 |
Weighted average number of shares basic |
85,680,979 |
|
85,680,979 |
|
85,860,979 |
|
US$ |
|
US$ |
|
US$ |
Earning (Loss) per share - basic |
(0.0012) |
|
(0.0064) |
|
0.016 |
Earnings per share from continuing operations - basic |
(0.0012) |
|
(0.0064) |
|
0.011 |
Earnings per share from discontinued operations - basic |
- |
|
- |
|
0.0006 |
|
|
|
|
|
|
Earnings per share
|
Unaudited |
|
Unaudited |
|
Audited |
|
US$ |
|
US$ |
|
US$ |
Diluted |
|
|
|
|
|
Weighted average number of shares diluted |
85,680,979 |
|
85,680,979 |
|
86,399,888 |
|
|
|
|
|
|
Earnings/(loss) per share - diluted |
- |
|
(0.0064) |
|
0.016 |
Earnings per share from continuing operations - diluted |
- |
|
(0.0064) |
|
0.011 |
Earnings per share from discontinued operations - diluted |
- |
|
- |
|
0.0006 |
|
|
|
|
|
|
4. Trade and other receivables
|
Unaudited |
|
Unaudited |
|
Audited |
|
US$'000 |
|
US$'000 |
|
US$'000 |
|
|
|
|
|
|
Trade Receivables, net
|
- |
|
16 |
|
- |
Other Receivables
|
- |
|
25 |
|
8 |
Prepayments
|
10 |
|
44 |
|
5 |
Short term deposit |
- |
|
2 |
|
- |
|
10 |
|
87 |
|
13 |
|
|
|
|
|
|
The carrying amounts of trade and other receivables approximate their fair values.
5. Trade and other payables
|
Unaudited |
|
Unaudited |
|
Audited |
|
US$'000 |
|
US$'000 |
|
US$'000 |
|
|
|
|
|
|
Trade Payable
|
27 |
|
76 |
|
4 |
Other Payable
|
- |
|
- |
|
- |
Employees' salaries related balance |
- |
|
93 |
|
- |
Accrued liabilities |
118 |
|
165 |
|
84 |
|
145 |
|
334 |
|
88 |
|
|
|
|
|
|
6. Subsequent events
In July 2021, the Company sold all its holdings recorded as of 30 June 2021, for a total consideration of
On 18 August 2021, the Company participated in the placing of HEMOGENYX PHARMACEUTICALS, a listed company in LSE, for a total consideration of
In July 2021, Cedex Trading UK a fully owned subsidiary of Cedex Trading Ltd, the Company's fully owned subsidiary was struck off.
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