Anemoi International Ltd (AMOI) Anemoi International Ltd:
Interim Results 11-Aug-2022 / 07:01 GMT/BST Dissemination of a
Regulatory Announcement that contains inside information in
accordance with the Market Abuse Regulation (MAR), transmitted by
EQS Group. The issuer is solely responsible for the content of this
announcement.
-----------------------------------------------------------------------------------------------------------------------
Chairman's Statement
Anemoi is pleased to announce its unaudited interim results for
the six months to 30 June 2022.
The first six months of 2022 were marked by changes to Swiss
FINMA rules, which pushed out Institutional commitments to new
technology, rampant inflation with the prospect of Central Bank
over-tightening and the prospect of recession.
During the period under review, id4 operated slightly above
budgeted expectations for revenue and costs came in under budget.
Having said that sales conversion-times are slow, and the Board
considers it imprudent to embark on geographic expansion until id4
has shown accelerated traction in its domestic market
(Switzerland). On a positive note, current customers are expanding
their commitment to id4 and the company currently has 19 offers in
front of potential customers and 2 further offers agreed. With the
FINMA rules in principal benefitting new technology providers and
the healthy sale-pipeline with imminent completion of 50% of the
offers, the Board would hope that H2 2022 should show significant
operational and financial improvement.
The principal risks and uncertainties for the remaining six
months of 2022 revolve around the effects of the predicted
recession and inflation noted above. It is felt that the id4
product is protected in many ways from recession due to the legal
regulatory requirements that is met by the software, however the
Board continue to engage in cost saving reviews to ensure that the
going concern considerations of the Group remain long term.
This condensed consolidated interim financial report for the
half-year reporting period ended 30 June 2022 has been prepared in
accordance with Accounting Standard IAS 34 Interim Financial
Reporting.
The interim report does not include all the notes of the type
normally included in an annual financial report. Accordingly, this
report is to be read in conjunction with the annual report for the
year ended 31 December 2021 and any public announcements made by
Anemoi International Ltd during the interim reporting period.
The accounting policies adopted are consistent with those of the
previous financial year and corresponding interim reporting
period.
Duncan Soukup
Chairman
Anemoi International Ltd
10 August 2022 Responsibility Statement
We confirm that to the best of our knowledge:
a) the condensed set of financial statements has been prepared
in accordance with IAS 34 'Interim Financial Reporting';
b) the interim management report includes a fair review of the
information required by DTR 4.2.7R (indication of important events
during the first six months and description of principal risks and
uncertainties for the remaining six months of the year); and
c) the interim management report includes a fair review of the
information required by DTR 4.2.8R (disclosure of related parties'
transactions and changes therein).
Cautionary statement
This Interim Management Report (IMR) has been prepared solely to
provide additional information to shareholders to enable them to
assess the Company's strategy and the potential for that strategy
to succeed. The IMR should not be relied on by any other party or
for any other purpose.
Duncan Soukup
Chairman
Anemoi International Ltd
10 August 2022
Unaudited Condensed Statement of Income
For the six months ended 30 June 2022
6 Months to 6 Months to Year Ended
Jun 2022 Jun 2021 Dec 2021
GBP GBP GBP
Note Unaudited Unaudited Audited
Continuing Operations
Revenue 45,355 - 5,603
Cost of sales (24,070) - (3,525)
Gross profit 21,285 - 2,078
Administrative expenses excluding exceptional costs (371,399) (115,014) (160,880)
Exceptional administration costs (58,166) - (445,796)
Total administrative expenses (429,565) (115,014) (606,676)
Operating loss before depreciation (408,280) (115,014) (604,598)
Depreciation and Amortisation 4 (42,131) - (3,874)
Impairment - - -
Operating loss (450,411) (115,014) (608,472)
Net financial income/(expense) 3 (384) (7,855) 4,942
Profit/(loss) before taxation (450,795) (122,869) (603,530)
Taxation (685) - -
Profit/(loss) for the period (451,480) (122,869) (603,530)
Earnings per share - GBP pence (using weighted average number of shares)
Basic and Diluted (0.29) (0.38) (1.55)
Basic and Diluted 6 (0.29) (0.38) (1.55) Unaudited Condensed Statement of Comprehensive Income
For the six months ended 30 June 2022
6 Months to 6 Months to Year Ended
Jun 2022 Jun 2021 Dec 2021
GBP GBP GBP
Unaudited Unaudited Audited
Loss for the financial year (451,480) (122,869) (603,530)
Other comprehensive income:
Exchange differences on re-translating foreign operations 197,530 (13,563) (11,779)
Total comprehensive income (253,950) (136,432) (615,309)
Attributable to:
Equity shareholders of the parent (253,950) (136,432) (615,309)
Total Comprehensive income (253,950) (136,432) (615,309) Unaudited Condensed Statement of Financial Position
As at 30 June 2022
As at As at As at
Jun 2022 Jun 2021 Dec 2021
GBP GBP GBP
Note Unaudited Unaudited Audited
Assets
Non-current assets
Goodwill 4 1,462,774 - 1,462,774
Intangible assets 4 1,429,975 - 1,299,266
Property, plant and equipment 4 10,439 - 10,146
Total non-current assets 2,903,188 - 2,772,186
Current assets
Trade and other receivables 333,461 7,403 628,636
Cash and cash equivalents 2,464,317 1,095,868 2,734,633
Total current assets 2,797,778 1,103,271 3,363,269
Liabilities
Current liabilities
Trade and other payables 526,991 76,752 729,724
Total current liabilities 526,991 76,752 729,724
Net current assets 2,270,787 1,026,519 2,633,545
Non-current liabilities
Long term debt 5 - 229,673 -
Total non-current liabilities - 229,673 -
Net assets 5,173,975 796,846 5,405,731
Shareholders' Equity
Share capital 7 117,750 1,044,855 117,750
Share premium 5,768,771 - 5,768,771
Preference shares 246,096 - 246,096
Other Reserves 74,330 74,330 74,330
Foreign exchange reserve 217,335 (4,173) (2,389)
Retained earnings (1,250,307) (318,166) (798,827)
Total shareholders' equity 5,173,975 796,846 5,405,731
Total equity 5,173,975 796,846 5,405,731
These financial statements were approved by the board 10 August
2022
Signed on behalf of the board by:
Duncan Soukup Unaudited Condensed Statement of Cash Flows
For the six months ended 30 June 2022
6 Months to 6 Months to Year ended
Jun 2022 Jun 2021 Dec 2021
GBP GBP GBP
Notes Unaudited Unaudited Audited
Cash flows from operating activities
Profit/(Loss) for the period (450,411) (115,014) (608,472)
(Increase)/decrease in trade and other receivables 295,175 (7,403) -
(Decrease)/increase in trade and other payables (202,733) 55,650 (47,914)
Net exchange differences (35,837) - 19,688
Depreciation 4 42,131 - 3,874
Cash generated by operations (351,675) (66,767) (632,824)
Taxation (685) -
Net cash flow from operating activities (352,360) (66,767) (632,824)
Cash flows from investing activities
Acquisition of subsidiary - - 18,333
Purchase of intangible assets 4 (115,456) - -
Net cash flow in investing activities - continuing operations (115,456) - 18,333
Cash flows from financing activities
Interest paid (44) (8,922) (14,632)
Interest received 14 - -
Issue of ordinary share capital 7 - 240,000 2,415,000
Parent company loan issuance/(repayment) - 65,411 81,893
Net cash flow from financing activities (30) 296,489 2,482,261
Net increase in cash and cash equivalents (467,846) 229,722 1,867,770
Cash and cash equivalents at the start of the period 2,734,633 878,642 878,642
Effects of foreign exchange rate changes 197,530 (12,496) (11,779)
Cash and cash equivalents at the end of the period 2,464,317 1,095,868 2,734,633 Unaudited Condensed Statement of Changes in Equity
For the six months ended 30 June 2022
Attributable to owners of the Company
Total
Share Share Preference Other Foreign Retained Shareholders
Exchange
Capital Premium Shares Reserves Reserves Earnings Equity
GBP GBP GBP GBP GBP GBP GBP
Balance as at 804,855 - - 74,330 9,390 (195,297) 693,278
31 December 2020
Issuance of Share Capital 240,000 - - - - - 240,000
Total comprehensive income for the - - - - (13,563) (122,869) (136,432)
period
Balance as at 1,044,855 - - 74,330 (4,173) (318,166) 796,846
30 June 2021
Issuance of Preference shares - - 246,096 - - - 246,096
Conversion of Share Capital to par (1,018,479) 1,018,479 - - - - -
value
Acquisition of Subsidiary 50,386 2,616,280 - - - - 2,666,666
Issuance of Share Capital 40,988 2,134,012 - - - - 2,175,000
Foreign Exchange on translation - - - - 1,784 - 1,784
Total comprehensive income for the - - - - - (480,661) (480,661)
period
Balance as at 31 December 2021 117,750 5,768,771 246,096 74,330 (2,389) (798,827) 5,405,731
Foreign Exchange on translation - - - - 22,194 - 22,194
Total comprehensive income for the - - - - 197,530 (451,480) (253,950)
period
Balance as at 30 June 2022 117,750 5,768,771 246,096 74,330 217,335 (1,250,307) 5,173,975 Notes to the Condensed Financial Information 1 General information
Anemoi International Ltd (the "Company") is a British Virgin
Island ("BVI") International business company ("IBC"), incorporated
and registered in the BVI on 6 May 2020. The Company is a holding
company actively seeking investment opportunities.
id4 AG is a wholly owned subsidiary of Anemoi and was formed as
part of the merger of the former id4 AG ("id4") with and into its
parent, Apeiron Holdings AG on 14 September 2021. id4 was
incorporated and registered in the Canton of Lucerne in Switzerland
in April 2019 whilst Apeiron Holdings AG was incorporated and
registered in December 2018. Following the merger, Apeiron Holdings
AG was renamed id4 AG.
On the 17th December 2021, the entire share capital of id4 AG
was purchased by Anemoi International Ltd. 2 Significant Accounting
policies
The Group financial statements consolidate those of the Company
and its subsidiaries (together referred to as the "Group").
The Group prepares its accounts in accordance with applicable UK
Adopted International Accounting Standards "IFRS".
The financial statements are expressed in GBP.
The accounting policies applied by the Company in this unaudited
consolidated interim financial information are the same as those
applied by the Company in its consolidated financial statements as
at 31 December 2021.
The financial information has been prepared under the historical
cost convention, as modified by the accounting standard for
financial instruments at fair value. 2.1 Basis of preparation
The condensed consolidated interim financial information for the
six months ended 30 June 2022 has been prepared in accordance with
International Accounting Standard No. 34, 'Interim Financial
Reporting'. They do not include all of the information required for
full annual financial statements and should be read in conjunction
with the consolidated financial statements of the Company as at and
for the year ended 31 December 2021.
These condensed interim financial statements for the six months
ended 30 June 2022 are unaudited and do not constitute full
accounts. The independent auditor's report on the 2021 financial
statements was not qualified. 2.2 Going concern
The financial information has been prepared on the going concern
basis as management consider that the Company has sufficient cash
to fund its current commitments for the foreseeable future. 3 Net
Financial Expense
Six months Six months Year
ended ended ended
30 Jun 22 30 Jun 21 31 Dec 21
Unaudited Unaudited Audited
GBP GBP GBP
Loan interest expense 44 8,906 14,616
Bank interest expense - 16 16
Bank interest income (14) - -
Foreign currency (gains)/losses 354 (1,067) (19,574)
384 7,855 (4,942) 4 Earnings per share
Six months Six months Year
ended ended ended
30 Jun 22 30 Jun 21 31 Dec 21
Unaudited Unaudited Audited
GBP GBP GBP
The calculation of earnings per share is based on
the following loss attributable to ordinary shareholders and number of shares:
Loss for the period (451,480) (122,869) (603,530)
Weighted average number of shares of the Company 157,041,665 32,500,000 38,933,104
Earnings per share:
Basic and Diluted (pence) (0.29) (0.38) (1.55)
Number of shares outstanding at the period end: 157,041,665 35,999,999 157,041,665
Number of shares in issue
Opening Balance 157,041,665 30,000,000 30,000,000
Issuance of Share Capital - 5,999,999 127,041,665
Basic number of shares in issue 157,041,665 35,999,999 157,041,665 5 Non-current assets
Plant
Intangible and
Total Goodwill Assets Equipment
Cost GBP GBP GBP GBP
Cost at 1 January 2022 2,791,454 1,462,774 1,316,819 11,861
FX movement 61,228 - 60,444 784
2,852,682 1,462,774 1,377,263 12,645
Additions 115,456 115,456
Cost at 30 June 2022 2,968,138 1,462,774 1,492,719 12,645
Depreciation
Depreciation at 1 January 2022 19,268 - 17,553 1,715
FX movement -
19,268 - 17,553 1,715
Charge for the period on continuing operations 42,131 - 41,772 359
FX movement 3,551 - 3,419 132
Depreciation at 30 June 2022 64,950 - 62,744 2,206
Closing net book value at 30 June 2022 2,903,188 1,462,774 1,429,975 10,439
For impairment testing purposes, management considers the
operations of the Group to represent a single cash generating unit
(CGU), providing software and digital solutions to the financial
services industry. The directors have assessed the recoverable
amount of goodwill which in accordance with IAS 36 is the higher of
its value in use and its fair value less costs to sell (fair
value), in determining whether there is evidence of impairment.
The fair value of the CGU as at 30 June 2022 is considered by
the directors to be fairly represented by the value in use of the
CGU, which supports the view that the goodwill is not impaired.
Given the early stage of the development post acquisition and sales
pipeline alongside no other indications of impairment, the
directors do not consider there to be any indication that the
goodwill is impaired. 6 Borrowings
As at As at As at
30 Jun 22 30 Jun 21 31 DAec 21
Unaudited Unaudited Audited
Non-current liabilities GBP GBP GBP
Convertible loan note drawdown - 218,453 -
Interest accrued - 11,220 -
Total Borrowing - 229,673 -
In October 2020 the Company issued 10% cumulative convertible
loan notes in integral multiples of USDUSD1.00 for a total of
USDUSD350,000. As at the December 2020, USDUSD3,063 of interest had
been accrued on a drawn down balance of USDUSD221,139. On the 17th
December 2021, prior to the acquisition of id4 and new issuance of
shares, the loans were converted to preference shares and 334,956
shares were allotted. 7 Share Capital
As at As at As at
30 Jun 22 30 Jun 21 31 Dec 21
Unaudited Unaudited Audited
GBP GBP GBP
Authorised share capital:
Unlimited ordinary shares of USD0.001 each - - -
Fully subscribed shares
29,950,000 ordinary shares of USD0.04 each 1,200,000 1,200,000 1,200,000
Exchange rate adjustment 1.3649 1.3649 1.3649
29,950,000 ordinary shares in GBP 879,185 879,185 879,185
Placing 5,999,999 ordinary shares of GBP0.04 240,000 240,000 240,000
Conversion of shares to par value of USD.0001 at rate of (1,092,810) - (1,092,810)
1.3649
Issuance of 66,666,666 shares for acquisition of id4 AG 50,387 - 50,387
Placing of 54,375,000 shares of USD0.001 40,988 - 40,988
Less fair value of options and warrants - (74,330) -
Total 117,750 1,044,855 117,750
Number Number Number
of shares of shares of shares
Fully subscribed shares 157,041,665 35,999,999 157,041,665
Balance at close of period 157,041,665 35,999,999 157,041,665
Under the Company's articles of association, the Board is
authorised to offer, allot, grant options over or otherwise dispose
of any unissued shares. Furthermore, the Directors are authorised
to purchase, redeem or otherwise acquire any of the Company's own
shares for such consideration as they consider fit, and either
cancel or hold such shares as treasury shares. The directors may
dispose of any shares held as treasury shares on such terms and
conditions as they may from time to time determine. Further, the
Company may redeem its own shares for such amount, at such times
and on such notice as the directors may determine, provided that
any such redemption is pro rata to each shareholders' then
percentage holding in the Company.
On the 14th April 2021, a total of 5,999,999 new DIs (the
"Placing DIs") were placed by at a price of GBP0.04 per Placing DIs
(the "Placing") with existing and new investors ("Placees") raising
gross proceeds of approximately GBP240,000. The Placing DIs
represent Ordinary Shares representing 20 per cent. of the Ordinary
Share capital of the Company prior to the Placing.
On the 16th August 2021 the Board announced that the par value
of its issued and outstanding ordinary shares of no par value had
changed to USUSD0.001 per Ordinary Share. The total number of
issued shares with voting rights remained unchanged at 35,999,999
Ordinary Shares. Aside from the change in nominal value, the rights
attaching to the Ordinary Shares (including all voting and dividend
rights and rights on a return of capital) remained unchanged.
On the 17th December 2021, following the acquisition of id4 AG,
66,666,666 New Ordinary Shares of USD0.001 were issued to the
shareholders of id4 in settlement of consideration for the
acquisition and the Company was readmitted to trading on the London
Stock Exchange.
On the 17th December 2021, alongside the acquisition of id4 AG,
54,375,000 New Ordinary Shares of USD0.001 were issued in a further
placing with existing and new investors, raising a total of
GBP2,175,000. 8 Related Party Transactions
Thalassa Holdings Ltd, which holds shares in the Group is
related by common control through the Chairman, Duncan Soukup.
Thalassa Holdings Ltd invoiced the Group for administration
costs totalling GBP8,709 (June 2021:GBP37,293, Dec 2021:
GBP48,302)). At the period end the balance owed to Thalassa
totalled GBP340,768 (June 2021: GBP26,147, Dec 2021:
GBP360,264.
Consultancy and administrative services were accrued on behalf
of a company in which the Chairman has a beneficial interest, the
Group were invoiced GBP77,556 of fees in the period (Jun 2021:
GBP9,525. Dec 2021:GBP19,263).
Athenium Consultancy Ltd, a company controlled by the Director,
Tim Donell, and in which the Group owns shares invoiced the group
for financial and corporate administration services totalling
GBP75,000 for the period (Jun 2021: nil, Dec 2021: nil). 9
Subsequent events
There were no subsequent events to report 10 Copies of the
Interim Report
The interim report is available on the Company's website:
www.anemoi-international.com.
-----------------------------------------------------------------------------------------------------------------------
ISIN: VGG0419A1057
Category Code: IR
TIDM: AMOI
LEI Code: 213800MIKNEVN81JIR76
OAM Categories: 1.2. Half yearly financial reports and audit reports/limited reviews
Sequence No.: 180577
EQS News ID: 1417919
End of Announcement EQS News Service
=------------------------------------------------------------------------------------
Image link:
https://eqs-cockpit.com/cgi-bin/fncls.ssp?fn=show_t_gif&application_id=1417919&application_name=news
(END) Dow Jones Newswires
August 11, 2022 02:01 ET (06:01 GMT)
Anemoi (LSE:AMOI)
Historical Stock Chart
From Dec 2024 to Jan 2025
Anemoi (LSE:AMOI)
Historical Stock Chart
From Jan 2024 to Jan 2025
