TIDMCCAP
RNS Number : 7350D
Conduity Capital PLC
30 June 2021
Conduity Capital Plc
Final Results
30 June 2021
For immediate release
Certain information contained within this Announcement is deemed
by the Company to constitute inside information as stipulated under
the Market Abuse Regulation (EU) No. 596/2014 ("MAR") as applied in
the United Kingdom. Upon publication of this Announcement, this
information is now considered to be in the public domain.
CONDUITY CAPITAL PLC
("Conduity Capital" or "the Company")
Final Results for the year ended 31 December 2020
Conduity Capital Plc (LSE: CCAP) announces its final results for
the year ended 31 December 2020.
CHAIRMAN'S STATEMENT
The Company had been seeking to grow through acquisition for a
number of years, with a view to mitigate against the decline in
sales and shareholder value as a result of difficult trading
conditions facing its existing business in Singapore. On 14 April
2020, the Company issued a trading update which included a
notification that the Singapore Government had announced that all
non-essential businesses would be closed from 7 April 2020 for one
month to combat the spread of the COVID-19 virus. This measure
meant that the Group's operations were closed for that period. The
Singapore Government subsequently extended this measure and shops
were only allowed to re-open on 19 June 2020. On the 30 September
2020, we published the Group's unaudited revenue for the six months
ending 30 June 2020 which was 38% lower than that of the same
period in the previous year and trading since our re-opening did
not appear to be recovering to pre-COVID-19 virus levels. The
uncertainty created by this extended measure, and our trading after
19 June 2020, made it very difficult to assess the outlook and
prospects for the business in its current form.
Having considered options in detail with our advisers, the
Directors at the time concluded that the best option for
shareholders would be to dispose of its Singapore subsidiary, New
Trend Lifestyle Pte. Ltd, and raise additional funds to consider
new business opportunities and search for a potential acquisition.
It has been clear that the ability of the Company to raise
significant funds historically has been difficult due to the
trading history of the Group. No acquisition targets had been
identified at that time; however, the Directors believed that a
significant cash injection would enable the Company to accelerate
the search for new opportunities. Therefore, the Company proposed
to dispose of its 85.71% owned subsidiary New Trend Lifestyle Pte.
Ltd to Phang Song Hua, a substantial shareholder and Chief
Executive Officer of the Company and shareholder approval was
sought for this at a General Meeting on 1 October 2020 as required
under AIM Rule 15. The Company also raised GBP1,000,000 by way of a
placing of new ordinary shares and changed its name to Conduity
Capital plc.
At the same time other than Greg Collier, all the members of the
board resigned and Nicholas Lee joined the board as a non-executive
director.
Following completion of the Disposal, the Company became an AIM
Rule 15 cash shell and as such is required to make an acquisition
or acquisitions which constitutes a reverse takeover under AIM Rule
14 (including seeking re-admission as an investing company (as
defined under the AIM Rules)) on or before the date falling six
months from completion of the Disposal or be re-admitted to trading
on AIM as an investing company under the AIM Rules (which requires
the raising of at least GBP6 million), {less the consideration
received}, failing which, the Company's Ordinary Shares would then
be suspended from trading on AIM pursuant to AIM Rule 40. As no
acquisition had been made, trading in the Company's shares on AIM
was suspended on 6 April 2021. Admission to trading on AIM will be
cancelled six months from the date of suspension should the reason
for the suspension not have been rectified.
On 6 April 2021, trading in the Company's shares on AIM was
suspended under AIM Rule 15 and the shares remain suspended.
OUTLOOK
Since becoming an AIM Rule 15 cash shell on 2 October 2020, the
Board has had discussions with a number of different businesses,
which has included the undertaking of some detailed due diligence
work. On 24 March 2021, the Board announced that it had also
decided to explore the raising of additional funds to enable the
Company to become an investing company quoted on AIM. This proposed
strategy would involve the Company becoming an AIM Rule 8 investing
company which would involve a further fundraising from investors of
at least GBP6 million at the time of re-Admission to trading on AIM
and the adoption of a suitable investing policy.
The Board continues to explore a range of alternative structures
and investment strategies focused on creating value for its
existing shareholders.
ANNUAL REPORT AND ACCOUNTS AND NOTICE OF ANNUAL GENERAL
MEETING
The Annual Report and Accounts and Notice of Annual General
Meeting have been published and are available to view and download
from the Company's website at www.conduitycapital.co.uk and have
arranged for these to be posted to shareholders today.
For further Information please contact:
Conduity Capital Plc
Gregory Collier, Non-Executive Chairman +44 (0) 7830
www.conduitycapital.co.uk 182501
SPARK Advisory Partners Limited (Nominated Adviser)
Mark Brady
Neil Baldwin +44 (0) 203
www.sparkadvisorypartners.com 368 3551
Peterhouse Capital Limited (Broker)
Eran Zucker/Lucy Williams +44 (0) 207
www.peterhousecap.com 496 0930
STATEMENT OF COMPREHENSIVE INCOME
For the year ended 31 December 2020
Restated
Year ended Year ended
Continuing operations 31 December 2020 31 December 2019
GBP'000 GBP'000
----------------------------------------- ---------------- ----------------
Personnel expenses (87) (32)
Administrative expenses (282) (1,640)
Gain on disposal of investment 279 -
Loss before tax (90) (1,672)
Income tax (charges) / credits - -
---------------- ----------------
Loss for the year (90) (1,672)
Other comprehensive income
Movement in foreign currency
reserve (1) 200
---------------- ----------------
(1) 200
Loss and total comprehensive
income for the year (91) (1,472)
================ ================
Basic and diluted loss per
share (pence) (0.002) (0.007)
The notes to the Accounts are an integral part of the financial
statements.
STATEMENT OF FINANCIAL POSITION
As at 31 December 2020
Restated
31 December 31 December
2020 2019
GBP'000 GBP'000
------------------------------------------------------------------------------------------------------------------------------------------- ------------ -----------
ASSETS
Non-current assets
Investments in subsidiaries - 352
- 352
------------ -----------
Current assets
Trade and other receivables - 3
Cash and cash equivalents 738 -
738 3
Total assets 738 355
------------ -----------
EQUITY and LIABILITIES
Capital and reserves attributable
to equity shareholders
Share capital 1,246 225
Share premium 1,744 1,744
Other reserves 3 5
Merger relief reserve - 275
Accumulated deficit (2,371) (2,653)
Foreign Exchange Reserve - 94
------------ -----------
Total equity 622 (310)
------------ -----------
Current liabilities
Trade and other payables 106 655
Financial liabilities 10 10
Total liabilities 116 665
------------ -----------
Total equity and liabilities 738 355
------------ -----------
The notes to the Accounts are an integral part of the financial
statements.
STATEMENT OF CASH FLOWS
For the year ended 31 December 2020
Restated
Year Year ended
ended 31 December
31 2019
December
2020
GBP'000 GBP'000
----------------------------------------------------- --------- ------------
Cash flows from operating activities
Loss before income tax (90) (1,672)
Adjustment for:
Foreign exchange reserve (1) 200
Gain on disposal of investment (281) -
Share based payment charge 3 -
Share issue costs expensed 75 -
Impairment of investments - 1,337
(294) (135)
Changes in working capital:
Decrease/(increase) in receivables 3 2
Increase/(decrease) in payables 104 133
Net cash flow from operating activities (187) -
Cash flows from financing activities
Net proceeds from share issue 925 -
Net cash from financing activities 925 -
Net increase/(decrease) in cash and cash equivalents 738 -
Cash and cash equivalents at start of year - -
--------- ------------
Cash and cash equivalents at end of year 738 -
--------- ------------
Cash and cash equivalents (which are presented as a single class
of assets on the statement of financial position) comprise cash at
bank and other short-term highly liquid investments with maturity
of three months or less, as adjusted for any bank overdrafts.
The notes to the Accounts are an integral part of the financial
statements.
STATEMENT OF CHANGES IN EQUITY
For the year ended 31 December 2020
Share Share Accumulated Other Merger relief Foreign Total
capital premium deficit reserves reserve Exchange
reserve
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
---------------------------- --------- --------- ------------ ---------- -------------- ---------- ----------
At 1 January
2019 Restated 175 1,586 (3,338) 85 2,552 (106) 954
Loss for the
year - - (1,672) - - - (1,672)
Issue of shares 50 158 - - - - 208
Merger relief - - 2,277 - (2,277) - -
Expiry of warrants - - 80 (80) - - -
Foreign exchange
reserve - - - - - 200 200
At 31 December
2019 Restated 225 1,744 (2,653) 5 275 94 (310)
--------- --------- ------------ ---------- -------------- ---------- ----------
At 1 January
2020 Restated 225 1,744 (2,653) 5 275 94 (310)
Loss for the
year - - (91) - - - (91)
Issue of shares 1,021 - - - - - 1,021
Merger relief - - 275 - (275) - -
Warrants issued - - - 3 - - 3
Expiry of warrants - - 5 (5) - - -
Foreign exchange
reserve - - 93 - - (94) (1)
At 31 December
2020 1,246 1,744 (2,371) 3 - - 622
--------- --------- ------------ ---------- -------------- ---------- ----------
The notes to the Accounts are an integral part of the financial
statements.
Notes:
1. General information
Conduity Capital Plc ("the Company") is a public limited company
incorporated in England on 21 March 2012 under the Companies Act
2006. It was listed on the AIM market on 28 June 2012.
2. Financial Information
The financial information presented within this document does
not comprise the statutory accounts for the financial years ended
31 December 2020 and 31 December 2019 but represents extracts from
them. The statutory accounts for the financial year ended 31
December 2019 have been filed with the Registrar of Companies.
The statutory accounts for the year ended 31 December 2020 have
been approved by the Board of Directors and will be delivered to
the Registrar of Companies following the Company's Annual General
Meeting on 27 July 2021.
3. Basis of preparation and significant accounting policies
The financial statements of Conduity Capital Plc have been
prepared in accordance with International Financial Reporting
Standards as adopted by the European Union (IFRS's as adopted by
the EU), IFRS Interpretations Committee and the Companies Act 2006
applicable to companies reporting under IFRS. The financial
statements have been prepared under the historical cost convention,
available-for-sale financial assets, and financial assets and
financial liabilities (including derivative instruments) at fair
value through profit or loss.
The preparation of financial statements in conformity with IFRS
requires the use of certain critical accounting estimates. It also
requires management to exercise its judgement in the process of
applying the Companies' accounting policies. The areas involving a
higher degree of judgement or complexity, or areas where
assumptions and estimates are significant to the financial
statements are disclosed in Note 3 to the Accounts.
Going concern
These financial statements have been prepared on the assumption
that the Company is a going concern.
When assessing the foreseeable future, the directors have looked
at a period of twelve months from the date of approval of this
report. The forecast cash-flow requirements of the business are
contingent upon the ability of the Company to generate future
sales. With the disposal of its subsidiary during the year, placing
of new shares and exercise of warrants issued, the directors
believe that the Company has adequate resources to continue in
operational existence for the foreseeable future. Accordingly, they
continue to adopt the going concern basis in preparing the
financial statements.
4. Annual Report and Accounts and Notice of Annual General Meeting
The Annual Report and Accounts and Notice of Annual General
Meeting have been published and are available to view and download
from the Company's website at www.conduitycapital.co.uk and have
arranged for these to be posted to shareholders today.
ENDS
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
RNS may use your IP address to confirm compliance with the terms
and conditions, to analyse how you engage with the information
contained in this communication, and to share such analysis on an
anonymised basis with others as part of our commercial services.
For further information about how RNS and the London Stock Exchange
use the personal data you provide us, please see our Privacy
Policy.
END
FR EAKKEDDSFEFA
(END) Dow Jones Newswires
June 30, 2021 12:51 ET (16:51 GMT)
New Trend Lifestyle (LSE:NTLG)
Historical Stock Chart
From Nov 2024 to Dec 2024
New Trend Lifestyle (LSE:NTLG)
Historical Stock Chart
From Dec 2023 to Dec 2024
