TIDMECP

RNS Number : 2996N

Eight Capital Partners PLC

29 September 2021

29 September 2021

EIGHT CAPITAL PARTNERS PLC

("Eight Capital" "ECP" or the "Company")

UNAUDITED INTERIM REPORT FOR THE SIX MONTHSED 30 JUNE 2021

Eight Capital Partners plc (AQSE: ECP), announces its interim results for the half year ending 30 June 2021.

Chairman's Interim Report

I report on the Company's interim results for the six months to 30 June 2021.

This report is being issued in the context of the Company's most recent announcement, released on 27 September, which highlights that it will henceforth change its status from being an investing company to being an operating group. In practical terms, this means that all future financial reporting will be made under IFRS reporting standards, consolidating the results and balance sheets of its 100% owned (and other future controlled) subsidiaries, rather than as a standalone company, applying the UK reporting standard FRS 102, which treats those subsidiaries as investments and incorporates the changes in their underlying value in the Company's income statement.

This report therefore, for the final time, presents Eight Capital as an investing company quoted on the AQSE Growth Market. Its stated objective has been to generate an attractive rate of return for shareholders, predominantly through capital appreciation, by taking advantage of opportunities principally to invest in the Technology, Media and Telecoms (TMT) and financial services sectors (including in other investment companies).

Since I last reported to you on the full year results to December 2020, the Company has continued to see the effects of the COVID-19 pandemic, however, a positive result for the period - an operating profit of GBP400,000 and a net profit after finance charges, of almost GBP300,000 - has been achieved. This was due to a number of factors, including the agreement reached to sell the Company's entire 28.7% holding in Finance Partners Group for EUR2.15 m (original investment EUR1.9 m), revenues from management services agreements and a reversal of some of the adverse currency movements that we suffered at the 2020 year-end.

We still expect our investments in Greencare Capital (CBD, wellness and medicinal cannabis) and Supply@ME Capital (monetisation of inventory) to give us a good return once they start fulfilling their business plans, at which point we will be seeking to exit. A similar strategy will be applied to Evrima plc (investor in mining operations - formerly Sports Capital Group) which reverted to mining following a foray into sports management, but whose shares are performing reasonably well.

Nevertheless, the immediate future will focus on deriving value from a) our two wholly-owned subsidiaries: Epsion Capital Ltd and Innovative Finance Srl (acquired 10 May 2021), two boutique corporate finance advisories with very different, complementary skill sets, and b) other tech led financial services lines of business that may be developed in the future. That focus will be led by our new CEO, David Bull, leveraging the significant increase in the Group's balance sheet announced recently and the Company's absolute determination to be a strong player in the financial services technical revolution that we are now witnessing.

Dominic White

Chairman

The directors of the Company take responsibility for this announcement.

For further information, please contact:

 
 Eight Capital Partners plc               +44 20 3808 0029 
 Dominic White - Executive Chairman       info@eight.capital 
 David Bull - Chief Executive 
  Officer 
 AQSE Exchange Growth Market Corporate 
  Adviser 
 Cairn Financial Advisers LLP             +44 20 7213 0880 
 Jo Turner / James Lewis 
 
 Financial PR 
 Walbrook PR Limited                      +44 20 7933 8780/+44 7768 807631 
 Paul Vann/Nicholas Johnson               Paul.vann@walbrookpr.com 
 

Eight Capital Partners plc

Statement of Total Comprehensive Income

for the six months ended 30 June 2021

 
                                                                    Six months ended   Six months ended           Year 
                                                                        30 June 2021            30 June          ended 
                                                                           Unaudited              2020*    31 December 
                                                                             GBP'000          Unaudited           2020 
                                                                                                GBP'000        Audited 
                                                             Note                                              GBP'000 
 
 Administrative expenses                                                       (174)              (363)          (537) 
 Foreign exchange gain/ (loss)                                                   383              (116)          (180) 
 Net change in unrealised gains/ (losses) on investments 
  at fair value through profit & loss                                            109                163            240 
 Other income                                                                     86                 75            281 
 Operating Profit/ (Loss)                                                        404              (241)          (196) 
                                                                   -----------------  -----------------  ------------- 
 
 Interest income                                                                   -                  4             22 
 Finance expense                                                               (105)              (107)          (258) 
 
 Profit/ (Loss) before tax                                                       299              (344)          (432) 
 
 Taxation                                                                          -                  -              - 
 
 Profit/ (Loss) for the period                                                   299              (344)          (432) 
 
 Other comprehensive income for the year                                           -                  -              - 
 
 Total comprehensive profit/ (loss)                                              299              (344)          (432) 
                                                                   -----------------  -----------------  ------------- 
 
 
 Basic earnings per share (pence):                            2                 0.02             (0.04)         (0.04) 
 Diluted earnings per share (pence):                          2                 0.02                  -              - 
 
 

*The results for the six-month period ending 30 June 2020 were restated to correct the error of consolidating the accounts of the investment held in Epsion Capital Limited. The results are restated to that of Eight Capital Partners plc only.

Eight Capital Partners plc

Statement of Financial Position at 30 June 2021

 
                                                              As at                      As at          As at 
                                             30 June 2021 Unaudited    30 June 2020* Unaudited    31 December 
                                                            GBP'000                    GBP'000           2020 
                                                                                                      Audited 
                                     Note                                                             GBP'000 
 
 Current assets 
 Trade and other receivables                                    164                        158            153 
 Investments                          3                       5,091                      4,143          3,179 
 Cash and cash equivalents                                       64                        115            203 
 Total current assets                                         5,319                      4,416          3,535 
                                           ------------------------  -------------------------  ------------- 
 
 Total assets                                                 5,319                      4,416          3,535 
                                           ------------------------  -------------------------  ------------- 
 
 Current liabilities 
 Trade and other payables                                       123                        140            120 
 Borrowings                                                     391                        363            436 
 Total current liabilities                                      514                        503            556 
                                           ------------------------  -------------------------  ------------- 
  Non-current liabilities 
 Long term bond                                               4,381                      3,742          2,945 
 Total non-current liabilities                                4,381                      3,742          2,945 
                                           ------------------------  -------------------------  ------------- 
 
 Total liabilities                                            4,895                      4,245          3,501 
                                           ------------------------  -------------------------  ------------- 
 
 Net assets                                                     424                        171             34 
                                           ------------------------  -------------------------  ------------- 
 
 Equity 
 Share Capital                        4                       1,453                      1,431          1,431 
 Share premium account                                        2,068                      2,001          2,001 
 Convertible loan notes                                          84                         84             84 
 Share option and warrant reserve                                13                          8             11 
 Retained earnings                                          (3,194)                    (3,353)        (3,493) 
 Total equity                                                   424                        171             34 
                                           ------------------------  -------------------------  ------------- 
 

*The results for the six-month period ending 30 June 2020 were restated to correct the error of consolidating the accounts of the investment held in Epsion Capital Limited. The results are restated to that of Eight Capital Partners plc only.

Eight Capital Partners plc

Statement of Changes in Equity

for the six months ended 30 June 2021

 
                            Share      Share        Share   Convertible    Retained     Total 
                          capital    premium       option     loan note    earnings 
                                                & Warrant       reserve 
                                                  reserve 
                          GBP'000    GBP'000      GBP'000       GBP'000     GBP'000   GBP'000 
                        ---------  ---------  -----------  ------------  ----------  -------- 
 As at 1 January 
  2019                      1,350      1,891            8            48     (2,629)       668 
----------------------  ---------  ---------  -----------  ------------  ----------  -------- 
 Loss for the year              -          -            -             -       (432)     (432) 
 Other comprehensive            -          -            -             -           -         - 
  income for the 
  year 
----------------------  ---------  ---------  -----------  ------------  ----------  -------- 
 Total Comprehensive 
  Income                        -          -            -             -       (432)     (432) 
----------------------  ---------  ---------  -----------  ------------  ----------  -------- 
 Issue of shares               10          4            -          (14)           -         - 
 Issue of convertible 
  loan notes                    -          -            -            50           -        50 
----------------------  ---------  ---------  -----------  ------------  ----------  -------- 
 Total Transactions 
  with Owners                  10          4            -            36           -        50 
----------------------  ---------  ---------  -----------  ------------  ----------  -------- 
 As at 31 December 
  2019                      1,360      1,895            8            84     (3,061)       286 
----------------------  ---------  ---------  -----------  ------------  ----------  -------- 
 Loss for the year              -          -            -             -       (432)     (432) 
 Other comprehensive            -          -            -             -           -         - 
  income for the 
  year 
----------------------  ---------  ---------  -----------  ------------  ----------  -------- 
 Total Comprehensive 
  Income                        -          -            -             -       (432)     (432) 
----------------------  ---------  ---------  -----------  ------------  ----------  -------- 
 Share based payment            -          -            3             -           -         3 
 Issue of shares               71        106            -             -           -       177 
----------------------  ---------  ---------  -----------  ------------  ----------  -------- 
 Total Transactions 
  with Owners                  71        106            3             -           -       180 
----------------------  ---------  ---------  -----------  ------------  ----------  -------- 
 As at 31 December 
  2020                      1,431      2,001           11            84     (3,493)        34 
----------------------  ---------  ---------  -----------  ------------  ----------  -------- 
 Profit for the 
  period                        -          -            -             -         299       299 
 Other comprehensive            -          -            -             -           -         - 
  income for the 
  year 
----------------------  ---------  ---------  -----------  ------------  ----------  -------- 
 Total Comprehensive 
  Income                        -          -            -             -         299       299 
----------------------  ---------  ---------  -----------  ------------  ----------  -------- 
 Share based payment            -          -            2             -           -         2 
 Issue of shares               22         67            -             -           -        89 
----------------------  ---------  ---------  -----------  ------------  ----------  -------- 
 Total Transactions 
  with Owners                  22         67            2             -           -        91 
----------------------  ---------  ---------  -----------  ------------  ----------  -------- 
 As at 30 June 
  2021                      1,453      2,068           13            84     (3,194)       424 
----------------------  ---------  ---------  -----------  ------------  ----------  -------- 
 

Eight Capital Partners plc

Notes to the Interim Financial Statements

For the six months ended 30 June 2021

   1.   Accounting policies 

Basis of preparation

These interim financial statements have been prepared in accordance with the principles of applicable United Kingdom accounting standards, including Financial Reporting Standard 102 - 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland' ('FRS 102').

They do not include all disclosures that would otherwise be required in a complete set of financial statements and should be read in conjunction with the 2020 audited annual report. The statutory financial statements for the year ended 31 December 2020 were prepared in accordance with FRS 102 and in accordance with the requirements of the Companies Act 2006. The auditors reported on those financial statements; their Audit Report was unqualified.

The interim financial information is unaudited, has not been reviewed by the Company's auditors and does not constitute statutory accounts as defined in the Companies Act 2006.

The interim financial information was approved and authorised for issue by the board of directors on

28 September 2021.

Going concern

As at the date of this report the Company had GBP420,000 of cash at bank and in transit after repaying a sizeable tranche of its short-term debt. It has revenues from management service agreements and interest income, a planned share placing in the 4(th) quarter and a significant liquidity event in the first quarter of 2022. It also has tacit financial support from its chairman.

The Directors are therefore of the opinion that the Company has adequate financial resources to enable it to continue in operation for the foreseeable future. For this reason, it continues to adopt the going concern basis in preparing the financial statements.

Prior period correction

The results for the six-month period ending 30 June 2020 have been restated such that the accounts of the investment held in Epsion Capital Limited are not consolidated, and are therefore comparable with the current period results. The results are restated to that of Eight Capital Partners plc only.

   2.   Profit or loss per share 
 
                                   Six months ended 30 June 2021   Six months ended 30 June 2020          Year ended 
                                                         GBP'000                         GBP'000    31 December 2020 
                                                                                                             GBP'000 
                                  ------------------------------  ------------------------------  ------------------ 
 Basic 
 Profit/ (Loss) for the period 
  attributable to owners of the 
  Company                                                    299                           (344)               (432) 
 Weighted average number of 
  shares:                                          1,400,739,856                     796,642,433       1,069,696,174 
 Basic earnings/(loss) per share 
  (pence):                                                  0.02                          (0.04)              (0.04) 
 
 Diluted 
 Profit/ (Loss) for the period 
  attributable to owners of the 
  Company                                                    299                           (344)               (432) 
 Weighted average number of 
  shares:                                          1,674,978,200                     796,642,433       1,069,696,174 
 Diluted earnings/(loss) per 
  share (pence):                                            0.02                          (0.04)              (0.04) 
                                  ------------------------------  ------------------------------  ------------------ 
 

The basic and diluted earnings per share were determined by dividing the profit or loss attributable to the equity holders of the Company by the weighted average number of shares outstanding during the periods.

   3.   Investments 
 
                                  Fair value    Investment         Net change      Fair value 
                                          at        during      in unrealised              at 
                                 31 December    the period    gains/ (losses)    30 June 2021 
                                        2020 
                                     GBP'000       GBP'000            GBP'000         GBP'000 
                               -------------  ------------  -----------------  -------------- 
 Quoted equity securities: 
 Supply@Me Capital 
  plc                                    128             -               (43)              85 
 Greencare Capital 
  plc                                    806             -               (25)             781 
 Evrima plc (formerly 
  Sports Capital Group 
  plc)                                   131             -                 50             181 
                               -------------  ------------  -----------------  -------------- 
                                       1,065             -               (18)           1,047 
                               -------------  ------------  -----------------  -------------- 
 Unquoted equity securities: 
 Finance Partners Group 
  SPA                                  1,701             -                142           1,843 
 Epsion Capital Limited                  100             -                  -             100 
 Innovative Finance 
  Srl                                    313         1,803               (15)           2,101 
                               -------------  ------------  -----------------  -------------- 
                                       2,114         1,803                127           4,044 
                               -------------  ------------  -----------------  -------------- 
 
 Total investments                     3,179         1,803                109           5,091 
                               -------------  ------------  -----------------  -------------- 
 
   4.   Share capital 

Movements in Ordinary share capital during the period are summarised below:

 
                              Number of Ordinary Shares of 0.01p    Nominal value 
                                                                          GBP'000 
                             -----------------------------------  --------------- 
 As at 31 December 2020                            1,341,257,818              135 
 Issued during the period                            223,057,644               22 
 As at 30 June 2021                                1,564,315,462              157 
                             -----------------------------------  --------------- 
 

In May 2021, 223,057,644 new ordinary shares were issued at 0.039p per share and admitted to trading on the AQSE Growth Market on 14 May 2021.

Movements in Deferred share capital are summarised below:

 
                                             Number of Deferred Shares of 0.24p    Nominal value 
                                                                                         GBP'000 
                                                                                 --------------- 
 As at 31 December 2020 and 30 June 2021                            540,166,760            1,296 
                                            -----------------------------------  --------------- 
 

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