TIDMDSI
RNS Number : 1275I
Dial Square Investments PLC
30 November 2022
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30 November 2022
Dial Square Investments plc
Interim Accounts - 31 August 2022
Dial Square Investments plc (the "Company") , a company formed
to undertake one or more acquisitions of interests in companies,
businesses or assets in the sports management sector is pleased to
announce its interim results for the six months ended 31 August
2022.
Enquiries
Dial Square Investments Neil Cousins
plc (Non-Executive Chairman) +44 (0)1615040629
Optiva Securities
Limited Christian Dennis/Daniel
(Company Broker) Ingram +44 (0)20 3137 1903
CHAIRMAN'S STATEMENT
Dial Square Investments was formed to undertake one or more
acquisitions of interests in companies, businesses or assets in the
sports management sector. The Company intends to target
acquisitions of majority interests that enable it to capitalise on
the potential to develop a vertically integrated sports management
operation. The world of sport is responsible for the employment of
many millions of people around the world and attracts a huge amount
of interest from persons playing or watching professional and elite
level competition. This growth in consumption has led to the
development of a large sports management sector which encompasses a
wide variety of different opportunities. The Directors believe that
viable companies exist in the sports management sector and that
through the Company's experienced board and contacts in the sport
and financial industry, it can identify acquisitions which have the
potential to grow significantly with the right guidance and
resources.
Any transaction is deemed likely to be categorised a Reverse
takeover as defined in the Listing Rules and we expect the funding
for any transaction to be derived from existing cash resources, or
the raising of additional capital.
Now that the Company's listing has completed on 30 November
2022, the Company is well placed, via its experienced management
team and strategic advisers, to identify and assess potential
transaction opportunities with a view to maximising value for
shareholders. We will provide further updates on this as we
progress.
Neil Cousins
Non-Executive Chairman
30 November 2022
Unaudited Unaudited
6 months ended 31 August 2022 6 months ended 31 August 2021
Note GBP GBP
------------------------------------------- ----- ------------------------------- -------------------------------
Revenue - -
Administrative expenses (50,820) (96,022)
------------------------------- -------------------------------
Operating result (50,820) (96,022)
Finance income/(expense) - -
------------------------------- -------------------------------
Loss before taxation (50,820) (96,022)
Income tax - -
------------------------------- -------------------------------
Loss for the period and total
comprehensive income for the period (50,820) (96,022)
------------------------------- -------------------------------
Basic and diluted loss per ordinary share
(pence) 3 (0.0035) (0.0066)
Unaudited Unaudited
As at 31 As at 31
August 2022 August 2021
Note GBP GBP
ASSETS
Current assets
Cash and cash equivalents 316,148 335,776
------------- -------------
Total assets 316,148 335,776
------------- -------------
Liabilities
Current Liabilities
Trade and Other Payables 4 112,763 28,623
------------- -------------
Total Liabilities 112,763 28,623
------------- -------------
Net Assets 203,385 312,053
------------- -------------
EQUITY AND LIABILITIES
Equity attributable to owners
Ordinary share capital 5 162,500 162,500
Share premium 5 245,575 245,575
Accumulated losses (204,689) (96,022)
------------- -------------
Total equity and liabilities 203,385 312,053
------------- -------------
Ordinary share capital
Share premium Retained earnings Total equity
GBP GBP GBP GBP
------------------------------------ ----------------------- ---------------- -------------------- ---------------
Profit for the period - - (204,689) (204,689)
------------------------------------ ----------------------- ---------------- -------------------- ---------------
Total comprehensive income for the
period - - (204,689) (204,689)
------------------------------------ ----------------------- ---------------- -------------------- ---------------
Transactions with owners
------------------------------------ ----------------------- ---------------- -------------------- ---------------
Ordinary shares issued on
incorporation 50,000 - - 50,000
Ordinary shares issued during
period 112,500 262,500 - 375,000
Share issue costs (16,925) - (16,925)
------------------------------------ ----------------------- ---------------- -------------------- ---------------
Total transactions with owners 162,500 245,575 - 408,075
------------------------------------ ----------------------- ---------------- -------------------- ---------------
As at 31(st) August 2022 162,500 245,575 (204,689) 203,385
------------------------------------ ----------------------- ---------------- -------------------- ---------------
Unaudited Unaudited
6 months ended 31 August 2022 6 months ended 31 August 2021
GBP GBP
-------------------------------------------------- ------------------------------- -------------------------------
Cash flows from operating activities
Loss before income tax (50,820) (96,022)
Adjustments for:
Increase in other payables 25,310 23,723
------------------------------- -------------------------------
Net cash from operating activities (25,510) (72,299)
------------------------------- -------------------------------
Cash flows from financing activities
Cash received from issue of ordinary Shares 0 408,075
------------------------------- -------------------------------
Net cash inflow from financing activities 0 408,075
------------------------------- -------------------------------
Net increase in cash and cash equivalents (25,510) 335,776
Cash and cash equivalents at beginning of period 341,658 0
------------------------------- -------------------------------
Cash and cash equivalents at end of period 316,148 335,776
------------------------------- -------------------------------
NOTES TO THE UNAUDITED INTERIM ACCOUNTS
FOR THE PERIODED 31 AUGUST 2022
1 General information
Dial Square Investments plc ("the Company" or "Dial Square"), a
public limited company, was incorporated on 15 February 2021 in
England and Wales with Registered Number 13201653 under the
Companies Act 2006. The address of its registered office is the
10(th) Floor, 3 Hardman Street, Manchester United Kingdom.
The principal activity of the Company is to seek suitable
investment opportunities primarily in the sports management
sector.
2 Accounting policies
IAS 8 requires that management shall use its judgement in
developing and applying accounting policies that result in
information which is relevant to the economic decision-making needs
of users, that are reliable, free from bias, prudent, complete and
represent faithfully the financial position, financial performance
and cash flows of the entity.
2.1 Basis of preparation
The condensed interim financial information ("interim financial
information") has been prepared in accordance with International
Accounting Standard 34 "Interim Financial Reporting" (IAS 34). The
interim financial information have been prepared on the historical
cost basis, except for assets and liabilities measured at fair
value through profit and loss, and are presented in pounds
sterling, which is the currency of the primary economic environment
in which the Company operates. All amounts have been rounded to the
nearest pound, unless otherwise stated.
The interim financial information has not been audited in
accordance with the International Standard on Review Engagements
2410 issued by the Auditing Practices Board. The interim financial
information do not constitute statutory accounts within the meaning
of section 434 of the Companies Act 2006. The figures have been
prepared using applicable accounting policies and practices
consistent with those adopted in the audited annual financial
information for the year ended 31 August 2022.
16
The interim financial information is for the six months to 31
August 2022, being six months from the financial year end for the
Company being 28 February 2022. The interim financial information
does not include all the information and disclosures required in
the annual financial statements and should be read in conjunction
with the Company's annual audited financial statements for the
period ended 28 February 2022.
The functional currency for the Company is determined as the
currency of the primary economic environment in which it operates.
The functional and presentational currency of the Company is Pounds
Sterling (GBP).
The business is not considered to be seasonal in nature.
New standards, amendments and interpretations adopted
During the current period the Company adopted all the new and
revised standards, amendments and interpretations that are relevant
to its operations and are effective for accounting periods
beginning on 1 January 2022. This adoption did not have a material
effect on the accounting policies of the Company.
New standards, amendments and interpretations not yet adopted by
the Company.
The standards and interpretations that are relevant to the
Company, issued, but not yet effective, up to the date of these
interim Financial information have been evaluated by the Directors
and they do not consider that there will be a material impact of
transition on the financial information.
2.2 Going concern
The financial information has been prepared on a going concern
basis, which assumes that the Company will continue in operational
existence for the foreseeable future.
The Company is in the final stages of securing fundraising that
will allow it to list on the London Stock Exchange. All costs
relating to this admission are contingent upon the listing and
therefore will not adversely affect the cash position of the
Company. In the event that the admission does not take place the
Company will only be subject to very base level administrative
costs as evidenced by the net profit & loss position of the
Company over the 6 month period ending 31 August 2022.
Taking these matters into consideration, the Directors consider
that the continued adoption of the going concern basis is
appropriate having reviewed the forecasts for the coming 12 months
from the date of signing and the financial information do not
reflect any adjustments that would be required if they were to be
prepared other than on a going concern basis.
2.3 Cash and cash equivalents
The Directors consider any cash on short-term deposits and other
short-term investments to be cash equivalents.
2.4 Financial assets and liabilities
Financial assets and financial liabilities are recognised when
the Company becomes a party to the contractual provisions of a
financial instrument. Financial assets and financial liabilities
are offset if there is a legally enforceable right to set off the
recognised amounts and interests and it is intended to settle on a
net basis.
2.5 Earnings per Ordinary Share
The Company presents basic and diluted earnings per share data
for its Ordinary Shares. Basic earnings per Ordinary Share is
calculated by dividing the profit or loss attributable to
Shareholders by the weighted average number of Ordinary Shares
outstanding during the period. Diluted earnings per Ordinary Share
is calculated by adjusting the earnings and number of Ordinary
Shares for the effects of dilutive potential Ordinary Shares.
2.6 Equity
Share capital is determined using the nominal value of shares
that have been issued.
The share premium account includes any premiums received on the
initial issuing of the share capital. Any transaction costs
associated with the issuing of shares are deducted from the share
premium account, net of any related income tax benefits.
Retained losses includes all current and prior period results as
disclosed in the income statement.
2.7 Critical accounting estimates and judgments
In preparing the Company Financial information, the Directors
have to make judgments on how to apply the Company's accounting
policies and make estimates about the future. The Directors do not
consider there to be any critical judgments that have been made in
arriving at the amounts recognised in the interim financial
information.
3 Loss per Ordinary Share
There were no potentially dilutive instruments in issue at the
period end.
As at 31 August 2022
Earnings Per-share amount
GBP Weighted average number of Ordinary Shares (pence)
--------- ------------------------------------------- -----------------
Basic loss per Ordinary Share
Earnings attributable to Shareholders (50,820) 14,107,143 (0.0035)
4 Trade and other payables
As at 31 August 2022
GBP
------------------ ---------------------
Trade payables 22,888
Accruals 89,875
---------------------
112,763
---------------------
All trade and other payables are denominated in GBP.
5 Share Capital
Ordinary Shares Share Capital Share Premium Total
# GBP GBP GBP
---------------------------------------------- ---------------- -------------- -------------- ---------
Issue of ordinary shares on incorporation(1) 5,000,000 50,000 - 50,000
Issue of ordinary shares (2) 11,250,000 112,500 262,500 375,000
Share issue costs - - (16,925) (16,925)
At 31 August 2022 16,250,000 162,500 245,575 408,075
================ ============== ============== =========
(1) On incorporation, the Company issued 5,000,000 Ordinary
Shares of GBP0.01 each at GBP0.01 per Ordinary Share.
(2) On 28 April 2021, the Company issued 11,250,000 Ordinary
Shares; 2,500,000 at a subscription price of GBP0.01 and 8,750,000
at a subscription price of GBP0.04, in connection with the seed
round of fundraising.
6 Related party transactions
There have been no material related party transactions in the
period that require disclosure.
7 Events subsequent to the reporting date
There have been no material events subsequent to period end.
8 Financial commitments and contingent liabilities
There were no financial commitments or contingent liabilities of
the Company as at 31 August 2022.
9 Ultimate controlling party
As at 31 August 2022, there was no ultimate controlling party of
the Company.
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END
IR BUBDBSDXDGDG
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