Investment Evolution Credit
plc
("IEC" or
the "Company")
Interim
Results
Investment Evolution Credit plc
(AQSE: IEC) - 22 February 2024: IEC, a global fintech group
specialising in online consumer loans, is
pleased to announce its unaudited consolidated results for the six
months ended 30 November 2023.
Six-Month Period Highlights:
· Revenue and
other income of £441,261
· Profit before
taxation of £268,062
· Net profit after
tax of £195,088
· Earnings per
share of £0.02
· Cash and cash
equivalents balance as at 30 November 2023 of £659,289
Post Period Highlights:
IPO & Aquis Stock
Exchange Growth Market Listing
IEC completed its December 2023 IPO
oversubscribed subscription, raising £507,734. The Company was
admitted to trading on Aquis Stock Exchange Growth Market on 14
December 2023.
FCA UK License
Progress
IEC appointed leading international
law firm Osborne Clarke LLP as regulatory legal adviser for its
licensing application to the Financial Conduct Authority (FCA) to
provide consumer loans in the United Kingdom. The appointment of
legal advisers to advance the Company's FCA licensing application
has resulted in the Company and its advisers revising the estimated
timeline for IEC becoming authorised to provide consumer loans in
the United Kingdom to 10 - 12 months, well ahead of the original
planned timeline of 12 - 18 months. IEC's
management are now working towards commencing consumer lending
operations in the United Kingdom by early 2025.
Launched IEC 15%
Bond £100m
Offering
IEC launched an up to £100 million
bond offering, the IEC 15% fixed rate unsecured bond 2024 ("IEC
Bond"). The IEC Bond offers investors a fixed 15% per annum return
over 5 years, with interest payable quarterly. The proceeds from
the IEC Bond will be used solely to fund expansion of the Company's
consumer loan portfolio and shall not be
used for funding the Company's working capital or for any other
purpose. IEC Bond proceeds are expected to
be immediately deployed to fund new consumer loans in the Company's
United States state-licensed lending business Mr. Amazing Loans,
and to fund new consumer loans in the United Kingdom upon the
anticipated launch of IEC's UK lending operations by early
2025.
Appointed Corporate
Broker
As announced on 12 February 2024,
IEC appointed Axis Capital Markets Limited,
a leading UK institutional broker, to act as IEC's Corporate
Broker. As part of its role as Corporate Broker, Axis Capital
Markets will also conduct the IEC Bond offering.
Share Price
Performance
As at market close on 21 February
2024, IEC's share price has increased by 200% from its IPO
subscription price since listing on 14 December 2023.
Paul Mathieson, Chief Executive Officer of Investment
Evolution Credit plc, stated
"We are very pleased with our financial performance, company
progress and the 200% increase in IEC's share price since listing
on Aquis Stock Exchange Growth Market on 14 December
2023."
IEC is an experienced regulated
licensed lender under the corporate entity Investment Evolution
Corporation and consumer brand Mr. Amazing Loans in the United
States with state consumer lending licenses in the 6 states of
California, Florida, Georgia, Illinois, Nevada and New Jersey and
an established track-record of regulatory compliance for over 13
years. IEC plans to expand its United States lending model to the
United Kingdom market by providing £2,000 to £10,000 online
personal loans with an APR of 19.9% to 59.9% and fixed affordable
repayments.
This announcement contains inside
information for the purposes of the UK Market Abuse Regulation and
the Directors of the Company accept responsibility for the contents
of this announcement.
Enquiries:
Investment Evolution Credit plc
|
|
Paul Mathieson
Chairman & CEO
|
iec@investmentevolution.com
|
|
|
Cairn Financial Advisers LLP (IEC AQSE Corporate
Adviser)
|
|
Ludovico Lazzaretti
|
+44 (0) 20 7213
0880
|
Jo Turner
|
|
|
|
Axis Capital Markets Limited (IEC Corporate
Broker)
|
|
Ben Tadd
|
+44 (0) 20 3026 0449
|
Lewis Jones
|
|
For
more information please visit: www.investmentevolution.com
CONDENSED CONSOLIDATED INTERIM STATEMENT OF PROFIT OR LOSS AND
OTHER COMPREHENSIVE INCOME
FOR
THE PERIOD FROM 24 MAY 2023 TO 30 NOVEMBER 2023
|
|
|
Unaudited
|
|
|
|
|
|
|
|
Period
ended
|
|
|
|
30 November
2023
|
|
Note
|
|
£
|
|
|
|
|
Revenue
|
2
|
|
204,363
|
Cost of services
|
|
|
(40,153)
|
Gross Profit
|
|
|
164,210
|
Administrative expenses
|
3
|
|
(133,046)
|
Other income
|
4
|
|
236,471
|
Operating profit
|
|
|
267,635
|
|
|
|
|
Finance income
|
|
|
427
|
|
|
|
|
Profit before taxation
|
|
|
268,062
|
Income tax
|
7
|
|
(72,974)
|
Profit after tax
|
|
|
195,088
|
|
|
|
Profit attributable to the Group
|
|
195,088
|
|
|
|
Other comprehensive income
|
|
|
Currency translation
adjustment
|
|
|
1,201
|
|
|
|
|
Total comprehensive income for the period attributable to
ordinary equity holders
|
|
|
196,289
|
|
|
|
|
|
|
|
|
Earnings per share for profit attributable to ordinary equity
holders
|
|
|
|
Basic earnings per share
|
8
|
0.02
|
Diluted earnings per share
|
8
|
|
0.02
|
The notes form an integral part of
this unaudited condensed consolidated interim financial
information.
CONDENSED CONSOLIDATED INTERIM STATEMENT OF FINANCIAL
POSITION
AS
AT 30 NOVEMBER 2023
|
|
|
Unaudited
|
|
|
|
|
|
|
|
As at
|
|
|
|
30 November
2023
|
ASSETS
|
Note
|
|
£
|
Non-current assets
|
|
|
|
Goodwill
|
9
|
|
2,939
|
Total non-current assets
|
|
|
2,939
|
|
|
|
|
Current assets
|
|
|
|
Other current assets
|
|
|
1,489
|
Deferred offering costs
|
15
|
|
235,314
|
Trade and other
receivables
|
10
|
|
102,490
|
Cash and cash equivalents
|
11
|
|
659,289
|
Total current assets
|
|
|
998,582
|
|
|
|
Total assets
|
|
|
1,001,521
|
|
|
|
|
LIABILITIES
|
|
|
|
Non-current liabilities
|
|
|
|
Funding advance for new
loans
|
12
|
|
12,642
|
Non-recourse distributions from loans
receivable
|
12
|
|
63,192
|
Total non-current liabilities
|
|
|
75,834
|
|
|
|
|
Current liabilities
|
|
|
|
Trade and other payables
|
13
|
|
195,777
|
|
|
|
|
Total liabilities
|
|
|
271,611
|
|
|
|
|
Net
assets
|
|
|
729,910
|
|
|
|
|
EQUITY
|
|
|
|
Share capital
|
15
|
|
62,112
|
Share premium
|
15
|
|
8,775
|
Subscribed share capital,
net
|
15
|
|
462,734
|
Retained earnings
|
|
|
195,088
|
Currency translation
reserves
|
|
|
1,201
|
Total equity
|
|
|
729,910
|
The notes form an integral part of
this unaudited condensed consolidated interim financial
information
CONDENSED CONSOLIDATED INTERIM STATEMENT OF CHANGES IN
EQUITY
FOR
THE PERIOD FROM 24 MAY 2023 TO 30 NOVEMBER 2023
|
Share
capital
£
|
Share
premium
£
|
Subscribed share capital,
net
£
|
Currency translation
reserve
£
|
Retained
earnings
£
|
Total
equity
£
|
|
|
|
|
|
|
|
Balance at 24 May 2023
|
-
|
-
|
-
|
-
|
-
|
-
|
Income for the period
|
-
|
-
|
-
|
-
|
195,088
|
195,088
|
Other comprehensive income
|
|
|
|
|
|
|
Currency translation
adjustment
|
-
|
-
|
-
|
1,201
|
-
|
1,201
|
Total comprehensive income for the period
|
-
|
-
|
-
|
1,201
|
195,088
|
196,289
|
Share capital issued
|
62,112
|
8,775
|
-
|
-
|
-
|
70,887
|
Share capital subscribed
|
-
|
-
|
462,734
|
-
|
-
|
462,734
|
|
Balance at 30 November 2023
|
62,112
|
8,775
|
462,734
|
1,201
|
195,088
|
729,910
|
|
|
|
|
|
|
| |
The notes form an integral part of
this unaudited condensed consolidated interim financial
information.
CONDENSED CONSOLIDATED INTERIM STATEMENT OF CASH
FLOW
FOR
THE PERIOD FROM 24 MAY 2023 TO 30 NOVEMBER 2023
|
|
|
Unaudited
|
|
|
|
|
|
|
|
Period
ended
|
|
|
|
30 November
2023
|
|
Note
|
|
£
|
|
|
|
|
Cash
flows from operating activities
|
|
|
|
Income from operations before
tax
|
|
|
268,062
|
Adjustments to net income
|
|
|
|
Reversals of
credit loss provision
|
|
|
(969)
|
Interest
income
|
|
|
(427)
|
Unrealised foreign
exchange gain
|
|
|
(208)
|
Changes in working
capital:
|
|
|
|
Increase in trade and other
receivables
|
|
|
(12,901)
|
Increase in other current
assets
|
|
|
(161)
|
Decrease in trade and other
payables
|
|
|
(240,008)
|
Cash
generated from operating activities
|
|
|
13,388
|
|
|
|
|
Interest received
|
|
|
427
|
Income tax paid
|
|
|
-
|
Net
cash generated from operating activities
|
|
|
13,815
|
|
|
|
|
Cash
flows from investing activities
|
|
|
|
Cash from acquired
subsidiaries
|
9
|
|
241,220
|
Net
cash generated from investing activities
|
|
|
241,220
|
|
|
|
|
Cash
flows from financing activities
|
|
|
|
Receipts from share
subscriptions
|
|
|
462,734
|
Receipts from share
issuances
|
|
|
70,887
|
Payments to loan funding
|
|
|
(3,022)
|
Payments to share offering
costs
|
|
|
(127,721)
|
Net
cash generated from financing activities
|
|
|
402,878
|
|
|
|
|
Foreign exchange impact
|
|
|
1,376
|
|
|
|
|
Net
increase in cash and cash equivalents
|
|
|
659,289
|
Cash and cash equivalents at 24 May
2023
|
|
|
-
|
Cash
and cash equivalents at 30 November 2023
|
11
|
|
659,289
|
|
|
|
|
The notes form an integral part of
this unaudited condensed consolidated interim financial
information.
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL
INFORMATION
FOR
THE PERIOD FROM 24 MAY 2023 TO 30 NOVEMBER 2023
1.
Material accounting policy information and other explanatory
information
(a)
General
information
Investment Evolution Credit plc
("IEC UK" or the "Parent Company") is a limited company
incorporated in England and Wales under the Companies Act of 2006.
The address of the registered office is 6th Floor, 60
Gracechurch Street, London, EC3V 0HR. The nature of the
Group's operations and principal activities is providing loans to
customers and financial management services, including accounting,
valuations, and capital structure services.
The Parent Company was incorporated
on 24 May 2023 and was re-registered as a public limited company on
2 November 2023.
Investment Evolution Corporation
("IEC US"), acquired by IEC UK on 1 July 2023 (see Note 9), is
engaged in providing unsecured online consumer loans under the
brand name "Mr. Amazing Loans" via the IEC US website and online
application portal at www.mramazingloans.com. IEC US started its
business and opened its first office in Las Vegas, Nevada in 2010.
IEC US currently offers $2,000 to $10,000 unsecured consumer loans
that mature, unless prepaid, five years from the date they are
issued. IEC US is a direct lender with state licenses and/or
certificates of authority in 6 states - California, Florida,
Georgia, Illinois, Nevada and New Jersey. IEC US originates direct
consumer loans to residents of these states through its online
application portal, with all loans originated, processed and
serviced out of its centralised Las Vegas head office.
IEC Credit Group Ltd was
incorporated on 25 May 2023 to provide management consulting
services to consumer finance companies and review opportunities for
strategic acquisitions or partnerships in the consumer finance
sector.
IEC Credit Ltd was incorporated on
29 May 2023 to provide unsecured online consumer loans to customers
in the United Kingdom subject to approval and authorisation by the
Financial Conduct Authority.
As of 30 November 2023, the Parent
Company holds 100% direct interest in IEC US and IEC Credit Group
Ltd, and 100% indirect interest in IEC Credit Ltd through IEC
Credit Group Ltd (IEC US, IEC Credit Group Ltd., and IEC Credit Ltd
together are referred to as the "Subsidiaries").
The term "Group" refers to the
Parent and the Subsidiaries.
(b)
Basis of preparation
The principal accounting policies
applied in the preparation of the unaudited condensed consolidated
interim financial information are set out below. These
policies have been consistently applied to the period presented,
unless otherwise stated.
The unaudited condensed consolidated
interim financial information for the period from the date of
incorporation on 24 May 2023 to 30 November 2023 has been prepared
in accordance with the UK-adopted International Accounting Standard
34, 'Interim Financial Reporting' and the Disclosure Guidance and
Transparency Rules sourcebook of the United Kingdom's Financial
Conduct Authority.
The interim report does not include
all of the notes of the type normally included in an annual
financial report.
The unaudited condensed consolidated
interim financial information is presented in GBP (£) unless
otherwise stated, which is the Group's functional
currency.
Comparative figures
No comparative figures have been
presented as the Group's unaudited condensed consolidated interim
financial information covers the period from incorporation on 24
May 2023.
Principles of consolidation
Subsidiaries are all entities over
which the Group has control. The Group controls an entity when the
Group is exposed to, or has rights to, variable returns from its
involvement with the entity and has the ability to affect those
returns through its power to direct the activities of the entity.
Subsidiaries are fully consolidated from the date on which control
is transferred to the Group. They are deconsolidated from the date
that control ceases.
The Group uses the acquisition
method of accounting to account for business combinations.
Inter-company transactions, balances and unrealised gains and
losses on transactions between Group companies are eliminated.
Accounting policies of subsidiaries have been changed where
necessary, to ensure consistency with the policies adopted by the
Group.
Going concern
The Group's unaudited condensed
consolidated interim financial information has been prepared on a
going concern basis. The Directors have a reasonable expectation
that the Group have adequate resources to continue in operational
existence for the foreseeable future based on cash flow forecasts.
The Directors also consider the Group's overall financial position,
exposure to principal risks, and future business forecasts. The
unaudited condensed consolidated interim financial information does
not reflect any adjustments that would be required to be made if
they were prepared on a basis other than the going concern
basis.
Standards and interpretations issued and not yet adopted by
the Group
As at the date of the Group's
unaudited condensed consolidated interim financial information, the
Directors have reviewed the standards in issue by the International
Accounting Standards Board and IFRIC, which are effective for
periods beginning on or after the stated effective date but have
not yet been applied. In their view, these standards would
not have a material impact on the financial reporting of the
Group.
Standards/Interpretations
|
Application
|
Effective
from
|
IAS 1 Amendments
|
Non-current liabilities with
covenants (classification of liabilities as current or
non-current)
|
1 January
2024
|
IAS 7 and IFRS 7
Amendments
|
Supplier finance
arrangements
|
1 January
2024
|
IFRS 16 Amendments
|
Lease liability in a sale and
leaseback
|
1 January
2024
|
(c)
Revenue recognition
Revenue is recognised at the fair
value of the consideration received or receivable.
The Group's primary revenue includes
loan interest, loan originator fees and financial management fees.
A contract with a customer that results in a recognised financial
instrument may be within the scope of IFRS 9 and IFRS
15.
Revenue on loan interest is
recognised using the effective interest method over the life of the
loan as it is earned and collected on a periodic basis. Revenue on
loan originator fee is earned on the date the corresponding loan is
recognised. Loan originator fee pertains to a specific fee charged
to the borrower at loan origination date. These fees are recognised
in accordance with the applicable loan agreement.
Revenue on financial management
services are recognised as earned, calculated, and collected in
accordance with the applicable agreement. In the event that
financial management fee is received before it is earned, deferred
revenue is recorded and is included under liabilities in the
consolidated statements of financial position.
The performance obligation to
provide the service to the customer is satisfied over time
beginning from the period when the control on the agreed cash or
loan transfers to the customers.
The Group recognised the incremental
costs of obtaining a contract as an expense when incurred if the
amortization period determined in reference to the life of the
contract of the resulting asset that the Company otherwise would
have recognised is one year or less.
The Group does not adjust the amount
of consideration for the effects of a significant financing
component if, at contract inception, the expected period between
the transfer of promised services and customer payment is one year
or less.
Interest revenue
Interest revenue is recognised over
time according to the agreed interest rate and payment dates within
the loan contract.
Other income
The Group recognises other income
when earned or realised.
(d)
Financial instruments
Financial assets and financial
liabilities are recognised when the Group becomes party to the
contractual provisions of the instrument. Financial assets and
financial liabilities are initially measured at fair value.
Transaction costs that are directly attributable (other than
financial assets or liabilities at fair value through profit or
loss) are added to or deducted from the fair value as appropriate
on initial recognition.
Equity instruments are any contract
that evidences a residual interest in the assets of an entity after
deducting all of its liabilities. Equity instruments are recognised
as proceeds received net of issue costs.
Financial assets
The Group's financial assets
comprise trade and other receivables and security
deposit.
Financial assets are recognised when
the Group becomes a party to the contractual provisions of the
instrument, and are recognised at fair value and subsequently
measured at amortised cost using the effective interest method less
provision for impairment, based on the receivable ageing, previous
experience with the debtor and known market intelligence. Any
change in their value is recognised in the statement of
comprehensive income.
Derecognition of financial assets
occurs when the rights to receive cash flows from the investments
expire or are transferred and substantially all of the risks and
rewards of ownership have been transferred. An assessment for
impairment is undertaken at least at each statement of financial
position date, whether or not there is objective evidence that a
financial asset or a group of financial assets is
impaired.
Financial liabilities
The Group' financial liabilities
comprise trade and other payables, funding advance for new loans,
and non-recourse distributions from loans receivable.
Financial liabilities are initially
recognised at fair value of the consideration received net of issue
costs. After initial recognition, financial liabilities are
measured at amortised cost using the effective interest method. All
interest-related charges are included in the condensed consolidated
interim statement of profit or loss and other comprehensive income
line item "finance expense". Financial liabilities are derecognised
when the obligation to settle the amount is removed.
(e)
Fair
values
Fair value is the amount for which a
financial asset, liability, or instrument could be exchanged
between knowledgeable and willing parties in an arm's length
transaction. It is determined by reference to quoted market prices
adjusted for estimated transaction costs that would be incurred in
an actual transaction or by the use of established estimation
techniques.
All assets and liabilities for which
fair value is measured or disclosed in the financial statement are
categorised within the fair value hierarchy, described as follows,
based on the lowest level input that is significant to their fair
value measurement as a whole:
· Level
I - Inputs are unadjusted, quoted prices for identical assets or
liabilities in active markets at the measurement date.
· Level
II - Inputs, other than quoted prices included in Level I that are
observable for the asset or liability through corroboration with
market data at the measurement date.
· Level
III - Unobservable inputs that reflect management's best estimate
of what market participants would use in pricing the asset or
liability at the measurement date.
The following table summarises fair
value measurements by level as at 30 November 2023 for assets and
liabilities measured at amortised cost on a recurring
basis:
|
Level I
|
Level II
|
Level III
|
Total
|
|
£
|
£
|
£
|
£
|
Financial assets
|
|
|
|
|
Cash and cash equivalents
|
659,289
|
-
|
-
|
659,289
|
Trade and other
receivables
|
102,490
|
-
|
-
|
102,490
|
Subscriptions receivable
|
45,000
|
-
|
-
|
45,000
|
Other current asset (excluding
prepayments)
|
1,328
|
-
|
-
|
1,328
|
|
|
|
|
|
Financial liabilities
|
|
|
|
|
Trade and other payables
|
195,777
|
-
|
-
|
195,777
|
Non-recourse distributions from loan
receivable
|
63,192
|
-
|
-
|
63,192
|
Funding advance for new
loans
|
12,642
|
-
|
-
|
12,642
|
The fair values at the end of the
reporting period are approximately in line with their reported
carrying values unless specifically mentioned in the notes to the
financial statements.
(f)
Deferred offering costs
Deferred, direct offering costs were
capitalised and consisted of fees and expenses incurred in
connection with the sale of the Group's common stock in the initial
public offering ("IPO"), including the legal, accounting, printing,
and other offering-related costs. Upon completion of the IPO, these
deferred offering costs will be reclassified from current assets to
stockholders' equity and will be recorded against the net proceeds
from the offering.
(g)
Receivables
Loans receivable is recognised at
the amount of consideration that is unconditional, unless they
contain significant financing components when they are recognised
at fair value, in accordance with IFRS 15 and subsequently measured
at amortised cost using the effective interest method, less
allowance for expected credit loss.
Expected credit losses are
calculated in accordance with the simplified approach permitted by
IFRS 9, using a provision matrix applying lifetime historical
credit loss experience to the trade receivables. The expected
credit loss rate varies depending on whether, and the extent to
which, settlement of the loan receivables is overdue and it is also
adjusted as appropriate to reflect current economic conditions and
estimates of future conditions. The unobservable inputs used to
calculate the fair value of these loans include historical loss
rates, recent default trends and estimated remaining loan terms.
Therefore, the carrying value of the loans receivable approximates
the fair value.
When a loan receivable is determined
to have no reasonable expectation of recovery it is written off,
firstly against any expected credit loss allowance available and
then to the income statement.
Subsequent recoveries of amounts
previously provided for or written off are credited to the income
statement.
(h)
Payables
Payables are obligations to pay for
goods or services that have been acquired in the ordinary course of
business from suppliers. Payables are recognised initially at fair
value, and subsequently measured at amortised cost using the
effective interest method. Payables are classified as current
liabilities if payment is due within one year or less. If not, they
are presented as non-current liabilities. Payables are derecognised
when the obligation specified in a contract is discharged,
cancelled or has expired.
(i) Expenses
Expenses are recognised when a
decrease in future economic benefit related to a decrease in an
asset or an increase in liability has arisen that can be measured
reliably. Expenses are recognised: (i) on the basis of a direct
association between the costs incurred and the earning of specific
items of income; (ii) on the basis of systematic and rational
allocation procedures (i.e., when economic benefits are expected to
arise over several accounting periods and the association with
income can only be broadly or indirectly determined); or (iii)
immediately when an expenditure produces no future economic
benefits or when, and to the extent that future economic benefits
do not qualify, or cease to qualify, for recognition in the
statements of financial position.
(j)
Taxes
Income taxes include all taxes based
on the taxable profits of the Group. Other taxes not based on
income, such as property and capital taxes, are included within
operating expenses or financial expenses according to their
nature.
Deferred income tax is provided in
the financial statements using the liability method on temporary
differences between the tax bases of assets and liabilities and
their carrying amounts. Deferred income tax assets relating to the
carry-forward of unused tax losses are recognised to the extent
that it is probable that future taxable profit will be available
against which the unused tax losses can be utilised.
Current and deferred income tax
assets and liabilities are offset when the same taxation authority
levies the income taxes and when there is a legally enforceable
right to offset them.
(k)
Business
combinations
The acquisition method of accounting
is used to account for all business combinations, regardless of
whether equity instruments or other assets are acquired. The
consideration transferred for the acquisition of a subsidiary
comprises the:
· fair
values of the assets transferred;
· liabilities incurred to the former owners of the acquired
business;
· equity
interests issued by the Group;
· fair
value of any asset or liability resulting from a contingent
consideration arrangement; and
· fair
value of any pre-existing equity interest in the
subsidiary.
Identifiable assets acquired and
liabilities and contingent liabilities assumed in a business
combination are, with limited exceptions, measured initially at
their fair values at the acquisition date.
Acquisition-related costs are
expensed as incurred.
The excess of the consideration
transferred, amount of any non-controlling interest in the acquired
entity, and acquisition-date fair value of any previous equity
interest in the acquired entity, over the fair value of the net
identifiable assets acquired is recorded as goodwill. If those
amounts are less than the fair value of the net identifiable assets
of the business acquired, the difference is recognised directly in
profit or loss and other comprehensive income as a bargain
purchase.
Where settlement of any part of cash
consideration is deferred, the amounts payable in the future are
discounted to their present value as at the date of exchange. The
discount rate used is the entity's incremental borrowing rate,
being the rate at which a similar borrowing could be obtained from
an independent financier under comparable terms and
conditions.
Contingent consideration is
classified either as equity or a financial liability. Amounts
classified as a financial liability are subsequently remeasured to
fair value with changes in fair value recognised in profit or loss
and other comprehensive income.
(l)
Goodwill
Goodwill on acquisitions of
subsidiaries is disclosed as a separate line item in the unaudited
condensed consolidated interim statement of financial position and
is carried at cost less accumulated impairment losses. Goodwill
represents the excess of the fair value of the consideration over
the fair values of the identifiable net tangible and intangible
assets acquired and is allocated to cash-generating units. Gains
and losses on the disposal of an entity include the carrying amount
of goodwill relating to the entity sold.
Under IFRS 3 "Business
Combinations", goodwill arising on acquisitions is not subject to
amortisation but is subject to annual impairment testing or more
frequently if events or changes in circumstances indicate that it
might be impaired. Any impairment is recognised immediately in the
unaudited condensed consolidated interim statement of profit or
loss and other comprehensive income and is not subsequently
reversed. For the purposes of assessing impairment, assets are
grouped at the lowest levels for which there are separately
identifiable cash inflows from other assets or groups of assets
(cash generating units).
(m)
Equity
Financial instruments issued by the
Group are treated as equity only to the extent that they do not
meet the definition of a financial liability. The Group's issued
ordinary shares are classified as equity instruments and recorded
as share capital at par value. Any excess of the consideration
received against par value is recorded as a premium. Shares
subscribed are recorded as subscribed share capital at their
purchase value, net of any unpaid amount. Subscribed shares are
recorded as share capital, with excess of par at share premium upon
full payment of the purchase value or upon happening of a
contingent event.
Currency translation adjustments are
differences arising from translation of investments in overseas
subsidiaries. The differences arise from the translation of foreign
operations' results and financial positions from their respective
functional currencies to the Group's presentation
currency.
(n)
Foreign
currencies
Items included in the financial
statements of each of the Group's entities are measured using the
currency of the primary economic environment in which the entity
operates (the 'functional currency'). The unaudited condensed
consolidated financial statements are presented in GBP (£), which
is the Company's functional and the Group's presentational
currency.
Foreign currency transactions are
translated into the functional currency using the exchange rates
prevailing at the dates of the transactions. Foreign exchange gains
and losses resulting from the settlement of such transactions, and
from the re-translation at period-end exchange rates of monetary
assets and liabilities denominated in foreign currencies, are
generally recognised in profit or loss and other comprehensive
income.
Foreign exchange gains and losses
that relate to cash and borrowings are presented in the unaudited
condensed consolidated interim statement of profit or loss and
other comprehensive income within 'other income'. All other foreign
exchange gains and losses are presented in the unaudited condensed
consolidated interim statement of profit or loss and other
comprehensive income.
The results and financial position
of foreign operations (none of which has the currency of a
hyperinflationary economy) that have a functional currency
different from the presentation currency are translated into the
presentation currency as follows:
· assets
and liabilities for each statement of financial position presented
are translated at the closing rate at the date of that unaudited
condensed consolidated interim statement of financial
position;
· income
and expenses for each statement of profit or loss are translated at
average exchange rates (unless this is not a reasonable
approximation of the cumulative effect of the rates prevailing on
the transaction dates, in which case income and expenses are
translated at the dates of the transactions); and
· all
resulting exchange differences are recognised in other
comprehensive income.
Goodwill and fair value adjustments
arising on the acquisition of a foreign operation are treated as
assets and liabilities of the foreign operation and translated at
the closing rate if material.
(o)
Judgements
or key sources of estimation uncertainty
The preparation of the unaudited
condensed consolidated interim financial statements requires
management to make judgments, estimates and assumptions that affect
the application of accounting policies and the reported amounts of
assets, liabilities, income and expense. Actual results might
differ from these estimates.
Critical judgments and estimates applied
follows:
· Critical estimates in the impairment of goodwill - Goodwill
arising on business combination is not amortised but is reviewed
for impairment on an annual basis, or more frequently if there are
indications that goodwill may be impaired. Goodwill acquired in a
business combination is allocated, at acquisition, to cash
generating units (CGUs) that are expected to benefit from the
business combination. An impairment loss is recognised for the
amount which the asset's or CGUs carrying amount exceeds its
recoverable amount. The recoverable amount is higher of fair value,
reflecting market conditions less costs to sell, and value in use
based on an internal discounted cash flow evaluation. Goodwill is
subsequently reassessed for indications that an impairment loss
previously recognised may no longer exist.
· Expected credit loss (ECL) assessment - Allowance for ECLs is
maintained at a level considered adequate to provide for
uncollectible receivables. ECLs are unbiased probability-weighted
estimates of credit losses which are determined by evaluating a
range of possible outcomes and taking into account past events,
current conditions, and assessment of future economic
conditions.
· The
Group used historical loss rates, recent default trends and
estimated remaining loan terms to determine the probability of
default of the financial assets. The recognised provision for ECL
is disclosed in Note 10.
2
Revenue
Revenue for the period ended 30
November 2023 consists of:
|
|
Period
ended
|
|
|
30 November
2023
£
|
|
|
|
Financial management fees
|
|
139,872
|
Loans fee revenue
|
|
48,000
|
Interest revenue
|
|
16,491
|
|
|
204,363
|
Financial management fees, loans fee
revenue, and certain interest revenue pertain to services made to a
related party (see Note 14).
3
Administrative expenses
|
|
Period
ended
|
|
|
30 November
2023
£
|
|
|
|
Investor relations
|
|
34,167
|
Salaries and benefits
|
|
28,199
|
Consultancy costs
|
|
13,982
|
Accounting fees
|
|
12,274
|
Utilities
|
|
10,878
|
Auditor's remuneration
|
|
9,269
|
Insurance
|
|
5,496
|
Legal expenses
|
|
5,400
|
Taxes and licenses
|
|
4,984
|
Rent
|
|
3,943
|
Company secretarial
services
|
|
2,903
|
Bank charges
|
|
2,391
|
Reversals of credit loss provision,
net
|
|
(969)
|
Other administrative
expenses
|
|
129
|
|
|
133,046
|
4
Other income
|
|
Period
ended
|
|
|
30 November
2023
£
|
|
|
|
Corporate fee
|
|
230,584
|
Loss recovery
|
|
5,132
|
Foreign exchange gain
|
|
755
|
|
|
236,471
|
Corporate fee of £230,584 relates to
non-refundable corporate processing fees charged to shareholders on
their share allotments.
5
Auditor's remuneration
|
|
Period
ended
|
|
|
30 November
2023
£
|
|
|
|
Fees payable to the Parent's auditor
for the non-statutory audit on the Parent's interim financial
information relating to the Parent's public company
admission
|
|
18,000
|
Fees payable to the Parent's auditor
for non-assurance services relating to the Parent's public company
admission
|
|
17,700
|
Fees paid to the Subsidiaries'
auditor for the non-statutory audit of the Subsidiaries' interim
financial information
|
|
9,269
|
|
|
44,969
|
6
Employees' remuneration
There were three (3)
employees of the Group in the period under review, other than the
two directors.
|
|
Period
ended
|
|
|
30 November
2023
£
|
|
|
|
Salaries and benefits
|
|
56,399
|
Salaries and benefits amounting
to £28,200 were included as part of cost of
services for the period ended 30 November 2023.
7
Income tax
Income tax comprises:
|
|
Period
ended
|
|
|
30 November
2023
£
|
|
|
|
Current tax expense in respect of the
current period
|
|
72,974
|
Total income
tax
|
|
72,974
|
All income tax is attributable to continuing
operations.
The total tax charge for the period
can be reconciled to the accounting profit multiplied by the tax
rate as follows:
|
|
Period
ended
|
|
|
30 November
2023
£
|
|
|
|
Profit before tax of Parent Company
subject to tax
|
|
291,897
|
Income tax rate
|
|
25%
|
Income tax recognised on profit or loss
|
|
72,974
|
The rate used for the period in the
reconciliation above is the corporate rate of 25% payable by
corporate entities on taxable profits under tax law in that
jurisdiction.
8
Earnings per share
The basic earnings per share is
calculated by dividing the profit attributable to the owners of
Investment Evolution Credit plc by the weighted average number of
ordinary shares in issue during the period. Diluted earnings per
share is computed by dividing net profit by the weighted average
number of shares of ordinary shares, contingently issuable shares,
convertible shares, and certain common share equivalents
outstanding for the period. Common stock equivalents are only
included when their effect is dilutive.
For the period ended 30 November
2023, the Group's dilutive shares include contingently issuable
shares upon the Group's IPO. There is no difference in the profit
attributable to ordinary shareholders used to compute the basic and
diluted earnings per share.
|
|
Period
ended
|
|
|
30 November
2023
£
|
|
|
|
Profit attributable to ordinary
shareholders, basic
|
|
195,088
|
Profit attributable to ordinary
shareholders, diluted
|
|
195,088
|
Shares used to compute earnings per
ordinary share, basic
|
|
12,422,303
|
Shares used to compute earnings per
ordinary share, diluted
|
|
12,689,532
|
Basic earnings per share
|
|
0.02
|
Diluted earnings per share
|
|
0.02
|
9
Business acquisition
On 1 July 2023, the Parent Company
acquired Investment Evolution Corporation, a company under common
control, which is incorporated in the United States of America from
Investment Evolution Credit S.A. (IEC SA) via a stock purchase
agreement for £240,000. As
payment for the acquisition, the Parent Company settled its loan
receivable, with the same amount, to IEC SA.
The Group did not incur any other
costs related to the acquisition.
Details of the purchase
consideration, the net assets and goodwill are as
follows
|
|
£
|
Purchase consideration
|
|
|
Fair value of receivables
settled
|
|
240,000
|
The assets and liabilities
recognised as a result of the acquisition are as
follows:
|
|
Fair value
|
|
|
£
|
|
|
|
Cash and cash equivalents
|
|
241,220
|
Trade and other
receivables
|
|
85,145
|
Provision for credit
losses
|
|
(8,886)
|
Other current assets
|
|
1,322
|
Trade and other payables
|
|
(3,277)
|
Funding advance for new
loans
|
|
(45,619)
|
Non-recourse distribution from loans
receivables
|
|
(32,844)
|
Net identifiable assets
acquired
|
|
237,061
|
Goodwill
|
|
2,939
|
|
|
240,000
|
Goodwill amounting to £2,939 was
recognised on the acquisition of Investment Evolution Corporation
(dba Mr. Amazing Loans), being the excess of the purchase
consideration over the fair value of net assets acquired. For the
period ended 30 November 2023, there were no movements and
impairments recognised relating to goodwill.
10 Trade and other
receivables
|
|
Period
ended
|
|
|
30 November
2023
£
|
|
|
|
Loans receivable, net
|
|
88,812
|
Receivables from related
parties
|
|
12,167
|
Accrued interest
receivable
|
|
1,511
|
|
|
102,490
|
Loans receivable consists
of:
|
|
Period
ended
|
|
|
30 November
2023
£
|
|
|
|
Loans fee receivable
|
|
92,683
|
Provision for credit
losses
|
|
(3,871)
|
Loans fee receivable, net
|
|
88,812
|
A reconciliation of the allowance
for credit losses consists of the following:
|
|
Period
ended
|
|
|
30 November
2023
£
|
|
|
|
Beginning
|
|
8,886
|
Reversal of credit losses
|
|
(969)
|
Write-offs
|
|
(4,046)
|
Ending
|
|
3,871
|
The following is an age analysis of
past due receivables:
|
|
Period
ended
|
|
|
30 November
2023
£
|
|
|
|
1 - 30 days past due
|
|
19,877
|
31 - 60 days past due
|
|
-
|
61 - 90 days past due
|
|
-
|
Over 90 days past due
|
|
8,294
|
|
|
28,171
|
The following is a breakdown of
gross loan principal amounts outstanding in each US state for the
Group's current active loan portfolio, excluding uncleared
collections:
|
|
Period
ended
|
|
|
30 November
2023
£
|
|
|
|
California
|
|
31,384
|
Illinois
|
|
28,198
|
New Jersey
|
|
7,326
|
Georgia
|
|
7,059
|
Nevada
|
|
5,591
|
Missouri
|
|
1,490
|
Pennsylvania
|
|
1,352
|
Louisiana
|
|
147
|
|
|
82,547
|
11 Cash and cash
equivalents
|
|
As at
|
|
|
30 November
2023
£
|
|
|
|
Cash in banks and on hand
|
|
196,555
|
Funds held on trust
|
|
462,734
|
|
|
659,289
|
Cash in banks earn interest at
prevailing bank deposit rates. Interest income earned from banks
amounted to £427 for the period ended 30 November 2023.
Funds held on trust pertain to the
subscriptions collected by IEC SA's bank on behalf of the Group
under a Treasury Services Agreement dated 15 June 2023 (See Note
15).
12 Funding advances of
new loans and Non-recourse distributions from loan
receivable
In 2023, IEC US received $100,000 funding advance from Full Circle Financial Services
(FCFS) to fund new consumer loans in accordance with the Funding
and Participation Agreement and related agreements. Under the
Funding and Participation Agreement, no interest is charged by FCFS
to the Company, with an agreed split of interest revenue from the
loans distributed to FCFS along with monthly distributions of the
principal of consumer loan repayments which reduce the funding
advance.
An overview of the FCFS funding
advance, loan funding and future distributions process is provided
below:
a) Funding Advance for New Loans
The funds received are initially
recorded under the "Funding Advance for New Loans" account, to be
used for the purpose of funding new consumer loans as outlined in
the specified agreements.
b) Funded Loan Assets
When new consumer loans are funded
by the Company, the assets from consumer loans are recorded in a
separate subaccount under Loans Receivable of the
Company.
c) Funded Loan Allocation to Non-Recourse Account
Following the funding of loans, the
"Non-Recourse Distributions from Loans Receivable" account is used
to record the future distributions that will be sent to FCFS from
the consumer loan principal repayments. This account is not a debt
of the Company and is classified as a 'non-recourse' liability, as
FCFS only has rights to these specific consumer loan assets with
distributions made when the consumer makes loan
repayments.
d) Funded Loan Defaults
In cases of individual loan
defaults, the outstanding capital is reassigned from the Company to
FCFS, reducing the "Non-Recourse Distributions on Loans Receivable"
account. This structure insulates the Company from potential credit
losses, negating the need for credit loss provisions on these
loans.
e) Funded Loan Revenue Sharing and Principal
Distributions
Interest revenue from these loans is
shared between the Company and FCFS as per the Funding and
Participation Agreement. The Company also remits principal
repayments received from consumers to FCFS, resulting in a decrease
in the Non-Recourse Distributions on Loans Receivable
account.
At 30 November 2023, there were
twenty-one (21) consumer loans funded totaling £66,372 with a final
account balance of £63,192, net of principal payments received from
consumers and remitted to FCFS.
13 Trade and other
payables
|
|
As at
|
|
|
30 November
2023
£
|
|
|
|
Accrued expenses
|
|
110,384
|
Accounts payable
|
|
77,454
|
Amounts owing to directors
|
|
7,939
|
|
|
195,777
|
14 Related party
transactions
Following are the outstanding
balances and transactions, as at and for the period ended 30
November 2023, with related parties. Transactions between the
Parent Company and its subsidiaries, which are related parties,
have been eliminated and are not disclosed on this note.
|
Note
|
|
Amount
|
|
Receivable
(Payable)
|
|
|
|
£
|
|
£
|
Related parties under common control
|
|
|
|
|
|
Loan
|
|
|
240,000
|
|
-
|
Management fee
|
2
|
|
139,872
|
|
12,167
|
Loans fee revenue
|
2
|
|
48,000
|
|
-
|
Interest revenue
|
2
|
|
5,980
|
|
-
|
|
|
|
|
|
|
Directors and Shareholders
|
|
|
|
|
|
Corporate fee
|
4
|
|
230,584
|
|
-
|
Directors' consulting fees and
salaries
|
|
|
144,221
|
|
(7,939)
|
Share issuances
|
|
|
47,061
|
|
-
|
On 1 June 2023, the Group entered
into a £240,000 loan agreement with Investment Evolution Credit
S.A. with a loan repayment date of 31 May 2024 and 29.9% interest
per annum. Interest and 20% loan origination fee earned from the
loan amounted to £5,980 and £48,000, respectively, for the period
ended 30 November 2023. The loan, interest, and loan fee were
subsequently settled through intercompany settlements resulting in
nil balances as at 30 November 2023.
For the period ended 30 November
2023, Paul Mathieson and Sam Prasad, directors of the Parent
Company, were paid £105,250 and £38,971, respectively, as
consulting fees and salaries; at the period end £1,431 and £6,508,
respectively, was owed to the directors.
As of 30 November 2023, Paul
Mathieson and Sam Prasad, directors of the Parent Company, own
6,387,913 (51.42%) and 1,175,394 shares (9.46%), respectively, of
the Parent Company.
15
Equity
Details of contributed capital as of
30 November 2023 are as follows:
|
Share
capital
|
Share
premium
|
Subscribed share capital,
net
|
Total
|
|
£
|
£
|
£
|
£
|
|
|
|
|
|
12,422,303 ordinary shares at £0.005
par value
|
62,112
|
8,775
|
-
|
70,887
|
2,538,672 ordinary shares at £0.20
per share
|
-
|
-
|
507,734
|
507,734
|
|
62,112
|
8,775
|
507,734
|
578,621
|
Less: Subscriptions
receivable
|
|
|
(45,000)
|
(45,000)
|
|
62,112
|
8,775
|
462,734
|
533,621
|
The Group has one class of ordinary
shares.
The Group was incorporated on 24 May
2023 and during the period, had the following issuances of ordinary
shares:
a.
12,377,303 ordinary shares were issued to various shareholders at
par; and
b. 45,000
shares were issued to various shareholders at £0.2000 per share, which is comprised of £0.005 par value and
£0.195 share premium.
On 10 November 2023, 2,538,672
shares were subscribed at £0.20 per share as a conditional
placement for the Group's IPO, of which 225,000 shares are unpaid
as at 30 November 2023. Deferred offering costs recognised related
to the Group's IPO amounted to £235,314 as
at 30 November 2023.
16 Financial
instruments
The following tables set out the
categories of financial assets and liabilities held by the
Group:
Financial assets
|
|
Period
ended
|
|
|
30 November
2023
|
|
|
£
|
|
|
|
Cash and cash equivalents
|
|
659,289
|
Trade and other
receivables
|
|
102,490
|
Subscriptions receivable
|
|
45,000
|
Other current asset (excluding
prepayments)
|
|
1,328
|
|
|
808,107
|
|
|
| |
Financial liabilities
|
|
Period
ended
|
|
|
30 November
2023
|
|
|
£
|
|
|
|
Trade and other payables
|
|
195,777
|
Non-recourse distributions from loans
receivable
|
|
63,192
|
Funding advance for new
loans
|
|
12,642
|
|
|
271,611
|
Financial risk management
The Company's existing financial
assets and liabilities arise directly from the Group's operations.
There is minimal risk with these financial assets and liabilities
as they relate to day-to-day business expenditure and are invoiced
in Sterling, the Group's functional currency and the directors
believe their carrying value reasonably equate to fair
value.
Financial risk factors
The Group has recently been
incorporated and has limited operating history upon which
prospective investors may assess the likely performance of the
Group. The Group's success will depend upon the Directors' ability
to identify and manage future opportunities that may
arise.
Market risk
(a) Foreign exchange
risk
The Group has exposure to market
risk - foreign exchange risk arising from future commercial
transactions and recognised financial assets and liabilities not
denominated in GBP. The Group's income stream is exposed to
fluctuation in the US Dollar and Euro exchange rate against
GBP.
This risk is managed predominantly
via policies approved by the directors. Market risks are identified
and evaluated closely by directors. Directors provide written
principles for overall risk management, as well as policies
covering specific areas. These are reviewed monthly and discussed
at director's meetings.
The Group's exposure to foreign
currency risk as at 30 November 2023, expressed in GBP
follows:
|
Period
ended
30 November
2023
|
|
$
|
|
€
|
Assets
|
|
|
|
Cash and cash equivalent
|
-
|
|
174,588
|
|
|
|
|
Liabilities
|
|
|
|
Trade and other payables
|
10,581
|
|
-
|
The aggregate net foreign exchange
gains recognised in profit or loss were:
|
Period
ended
30 November
2023
|
|
£
|
|
|
Realised foreign exchange
gain
|
547
|
Unrealised foreign exchange
gain
|
208
|
Total net foreign exchange gain
recognised in profit before tax
|
755
|
A +/-10% shift in the USD and EUR
exchange rate would be expected to have an impact on profit before
tax as follows:
|
Impact on profit before
tax
as at 30 November
2023
Increase
(Decrease)
|
|
$
|
|
€
|
+10%
|
(943)
|
|
15,872
|
-
10%
|
943
|
|
(15,872)
|
(b) Interest rate
risk
The Group does not have
interest-bearing liabilities.
(c) Price risk
The Group is not exposed to either
commodity or equity securities price risk.
Strategic risk
The Group's ability to generate
profit (which cannot be guaranteed) will be reliant upon the
performance of investments and the successful execution of the
business strategy (in both its current form and as amended from
time to time). The Group seeks to mitigate this risk by
implementing a sustainable business model. The Board of Directors
meet at least four times a year to revisit the Group's strategy and
align it with current market and economic conditions.
Regulatory and legal risk
As the Group expands its activities,
the Group will become increasingly obligated to comply with the
laws, rules, regulations and policies of the jurisdictions in which
the Group operates.
Reputational risks
Reputational risk is the risk
resulting from failure to meet the reasonable expectations of
stakeholders regarding any event, behaviour, action, or inaction
undertaken by the Group, its employees, or its affiliated entities.
The Group seeks to ensure its business minimises reputational risk
through the Board of Directors policies, procedures and controls
for corporate governance and risk management.
Credit risk
Credit risk is the risk that the
Group will not be able to recover receivables from the counterparty
when due. Credit risk is managed by the experienced Executive
Management Team and Board of Directors.
The Group's credit risk arises from
cash and cash equivalents, and trade and other
receivables.
Cash in bank is covered by insurance
limits, which minimises the Group's exposure to credit risk. Funds
held on trust are kept in financial institutions with credit rating
of above B+ and are secured by an agreement in case of possible
losses. Advances to related parties are transacted with related
parties with no history of default and are in good financial
condition. Credit risk is assessed as low considering balances are
collectible from the counterparties involved. The Group's portfolio
of loan receivables is with consumers living throughout the United
States and consequently, such consumers' ability to honour their
instalment contracts may be affected by economic conditions in
these areas.
The maximum exposure to credit risk
at the end of the reporting period is the carrying amount of cash
and cash equivalents, and trade and other receivables.
The Group applies the IFRS 9
simplified approach to measuring expected credit losses which uses
a lifetime expected credit loss allowance for all trade and other
receivables. To measure the expected credit losses, trade, and
other receivables have been grouped on shared credit risk
characteristics and the days past due. The Funding and
Participation Agreement structure insulates the Group from
potential credit losses, negating the need for credit loss
provisions on these loans.
Refer to Note 10 for the details of
the provision for credit loss and age analysis of past due
receivables.
Liquidity risk
Liquidity risk is the risk that the
Group will fail to meet its obligations associated with its
financial liabilities. The Group's approach to managing liquidity
is to ensure that it will have sufficient funds to meet its
liabilities when due without incurring unacceptable losses. In
doing this, the Board of Directors reviews sensitivity analysis to
different stress scenarios to simulate and analyse cash flows,
ensuring the Group has sufficient liquidity. A material and
sustained shortfall in the Group's cash flow could undermine the
Group's credit rating, impair investor confidence, and also
restrict the Group's ability to raise funds.
The table below summarises the
maturity profile of the Group's financial liabilities based on
contractual undiscounted payments:
|
|
Less than One
year
|
One to two
years
|
Two to five
years
|
Total
|
|
|
£
|
£
|
£
|
£
|
Trade and other payables
|
|
195,777
|
-
|
-
|
195,777
|
Funding advances for new
loans
|
|
-
|
-
|
12,642
|
12,642
|
Non-recourse distributions from loans
receivable
|
|
-
|
-
|
63,192
|
63,192
|
|
|
195,777
|
-
|
75,834
|
271,611
|
Capital risk
Capital risk encompasses the
possibility that the Group might lack adequate capital resources to
sustain its operations. The Group follows a cautious strategy in
capital management. The Board of Directors consistently assesses
budgets and forecasts, including capital and liquidity ratios, to
ensure prudent management of capital resources.
17 Directors' advances,
credit and guarantees
There are no
directors' advances, credit, or guarantees in the
period.
18 Capital management
policy
The Directors' objectives when managing the
Group's capital are to safeguard the Group's ability to continue as
a going concern to provide returns for Shareholders and benefits
for other stakeholders and to maintain an optimal capital structure
to reduce the cost of capital. The capital structure of the
Group consists of equity attributable to equity holders of the
Group, comprising issued share capital, share premium, and
reserves.
19 Capital
commitments
There were no capital commitments as at 30
November 2023.
20 Contingent assets or
liabilities
There were no contingent assets or liabilities as
at 30 November 2023.
21 Ultimate controlling
party
As at 30 November
2023, there was no ultimate controlling party of the
Group.
22 Subsidiaries
consolidated
The subsidiaries included in the unaudited
condensed consolidated financial statement of the Group are
detailed below. No subsidiary undertakings have been excluded from
the consolidation.
|
|
Class of share capital
held
|
Holdings
|
|
Company
|
Place of
Business
|
Direct
(%)
|
Indirect
(%)
|
Principal
Activities
|
Investment Evolution
Corporation
|
USA
|
Ordinary
|
100
|
-
|
Providing
unsecured online consumer loans
|
IEC Credit Group Ltd
|
UK
|
Ordinary
|
100*
|
-
|
Management
consultancy other than financial management
|
IEC Credit Ltd
|
UK
|
Ordinary
|
-
|
100**
|
Credit
granting by non-deposit-taking finance houses and other specialist
consumer credit grantors
|
*The Company holds 1,000 £1.00 ordinary shares, unpaid at
period end
**IEC Credit Group Ltd holds 1,000 £1.00 ordinary shares,
unpaid at period end
IEC Credit Group Ltd and IEC Credit
Ltd are included in the Group consolidation, however, these
entities only contain balances relating to their incorporation on
25 May 2023 and 29 May 2023, respectively. Both have not yet
operated from incorporation to 30 November 2023.
23 Nature of the Group
unaudited condensed consolidated interim financial
information
The condensed
consolidated interim financial statements do not comprise statutory
accounts within the meaning of section 434 of the Companies Act of
2006.
The financial statements
have not been reviewed, nor audited.
24 Significant post-balance
sheet events
On 14 December 2023, the Group was
admitted to the Access Segment of Aquis Stock Exchange (AQSE)
Growth Market ("Admission") following the successful completion of
its subscription, raising gross proceeds of £507,734. The issued
share capital of the Group on Admission comprises 14,960,975
ordinary shares. The Group trades its ordinary shares in AQSE under
the ticker "IEC" and ISIN: GB00BPQC9525.
Glendys Andrea Aguilera and Neil
Roger Patrick were appointed as additional new directors of the
Group on 14 December 2023 on Admission.
On 7 February 2024, the Group
launched an up to £100 million unsecured bond offering to investors
with a five-year maturity at a fixed interest yield of 15% per
annum, interest payable quarterly (the "Bonds"). The proceeds of
the Bonds will be used for fund expansion of the Group's consumer
loan portfolio.
Caution Regarding Forward Looking Statements
Certain statements made in this
announcement are forward-looking statements. These forward-looking
statements are not historical facts but rather are based on the
Company's current expectations, estimates, and projections about
its industry; its beliefs; and assumptions. Words such as
'anticipates,' 'expects,' 'intends,' 'plans,' 'believes,' 'seeks,'
'estimates,' and similar expressions are intended to identify
forward-looking statements. These statements are not a guarantee of
future performance and are subject to known and unknown risks,
uncertainties, and other factors, some of which are beyond the
Company's control, are difficult to predict, and could cause actual
results to differ materially from those expressed or forecasted in
the forward-looking statements. The Company cautions security
holders and prospective security holders not to place undue
reliance on these forward-looking statements, which reflect the
view of the Company only as of the date of this announcement. The
forward-looking statements made in this announcement relate only to
events as of the date on which the statements are made. The Company
will not undertake any obligation to release publicly any revisions
or updates to these forward-looking statements to reflect events,
circumstances, or unanticipated events occurring after the date of
this announcement except as required by law or by any appropriate
regulatory authority.