TIDMAPQ
RNS Number : 4605N
APQ Global Limited
30 September 2021
APQ Global Limited
("APQ Global" or the "Company")
Interim results for the period from 1 January 2021 to 30 June
2021
FINANCIAL HIGHLIGHTS
For the six months ended 30 June 2021
Financial highlights
Book Value at 30 June 2021 was $26.57m, a decrease of $4.67m
from $31.24m since the start of the period. The term "book value"
herein includes the assets of APQ Global Limited and its
subsidiaries net of any liabilities. The results include the net
assets of the Company and its subsidiaries, presented in US
dollars.
Book Value per share in the period decreased by 5.99 cents from
39.88 to 33.89 cents.
Loss per share for the period was $0.06001 (for the six months
ended 30 June 2020 - loss per share was $0.59821).
No dividends were paid in the 6 month period ended 30 June 2021.
Dividends paid in the 6 months ended 30 June 2020 in GBP totalled
1.50 pence (1.97 cent) per share and were declared Ex Dividend 30
January 2020 and paid 2 March 2020.
There have been further AIM market trades since 30 June 2021,
details of these can be found on the London Stock Exchange website
by following the link below. Monthly book values are also made
available as they fall due.
http://www.londonstockexchange.com/exchange/prices-and-markets/stocks/summary/company-summary/GG00BZ6VP173GGGBXASQ1.
html
For further enquiries, please contact:
APQ Global Limited
Bart Turtelboom - Chief Executive Officer
020 3478 9708
Singer Capital Markets Advisory LLP - Nominated Adviser and
Broker
James Maxwell / Justin McKeegan/ Oliver Platts
020 7496 3000
Carey Group - TISE sponsor
Claire Torode
01481 737 279
Investor Relations
IR@APQGlobal.com
Notes to Editors
APQ Global Limited
APQ Global (ticker: APQ LN) is an investment company
incorporated in Guernsey. The Company focuses its investment
activities globally (in Asia, Latin America, Eastern Europe, the
Middle East, Africa and the Channel Islands, particularly).
The objective of the Company is to steadily grow its earnings to
seek to deliver attractive returns and capital growth through a
combination of building growing businesses as well as earning
revenue from income generating operating activities in capital
markets [1] . APQ Global run a well-diversified and liquid
portfolio, take strategic stakes in selected businesses and plan to
take operational control of companies through the acquisition of
minority and majority stakes in companies with a focus on emerging
markets.
For more information, please visit apqglobal.com
Business highlights
On 20 January 2021, APQ Corporate Services Limited, entered into
an agreement to purchase 70% of the FMA - Frontier Markets Advisors
Inc a company incorporated and domiciled in Canada which provide
investment and financing services. The registered address of FMA -
Frontier Markets Advisors Inc is 202-230 Ch. du Golf, Montreal, QC
H3E 2A8, Canada. The total cash consideration of this purchase
agreement was $260,000. During the 6 months period ended 30 June
2021, a further $80,000 was invested into FMA - Frontier Markets
Advisors Inc.
On 15 June 2021, Wesley Davis stepped down from the Board as a
Finance Director and was replaced by Philip Soulsby who had been a
Non-Executive Director and Chairman of the Audit Committee of APQ
Global Limited. In addition, Al Wadhah Al Adawi was appointed as
Non-Executive Director and replaced Philip Soulsby as a Chairman of
the Audit Committee.
STATEMENT OF DIRECTORS' RESPONSIBILITIES
We confirm that to the best of our knowledge:
-- the condensed set of financial statements has been prepared
in accordance with IAS 34 Interim Financial Reporting as adopted by
the EU and gives a true and fair view of the assets, liabilities,
financial position and profit of the group as required by DTR
4.2.4R;
-- the half yearly report includes a fair review of the
information required by:
(a) DTR 4.2.7R of the Disclosure and Transparency Rules, being
an indication of important events that have occurred during the
first six months of the financial year and their impact on the
condensed set of financial
statements; and a description of the principal risks and
uncertainties for the remaining six months of the year; and
(b) DTR 4.2.8R of the Disclosure and Transparency Rules, being
related party transactions that have taken place in the first six
months of the current financial year and that have materially
affected the financial position or performance of the entity during
that period.
For and on behalf of the Board
Wayne Bulpitt
Chairman, APQ Global Limited
Date: 29 September 2021
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
(UNAUDITED)
For the six months ended 30 June 2021
For the six For the six
months ended months ended
Note 30 June 2021 30 June 2020
$ $
Turnover 4 3,184,587 10,038,801
Net loss on financial assets at fair value
through profit and loss 13 (4,118,423) (58,711,659)
Administrative expenses 5 (2,018,522) (2,061,620)
Operating loss for the period before tax (2,952,358) (50,734,478)
Interest receivable 8 6,202 2,515
Finance costs 9 (1,375,415) (1,263,074)
Net gain on financial liabilities at fair
value through profit and loss - 570,507
Net foreign exchange (loss) / gain (381,886) 4,601,598
Loss on ordinary activities before taxation (4,703,457) (46,822,932)
Tax on loss on ordinary activities - -
Loss on ordinary activities after taxation
for the financial period (4,703,457) (46,822,932)
Basic and diluted earnings per share 10 (0.06001) (0.59821)
The notes section below form an integral part of the Financial
Statements.
There is no other comprehensive income.
CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
(UNAUDITED)----
As at 30 June 2021
30 June 31 December
2021 2020
Note $ $
Assets
Non-current assets
Property, plant and equipment 12 19,948 13,500
Right of use assets 21 120,282 160,376
Investments 13 63,986,268 67,764,691
-------------- -----------------------
Total non-current assets 64,126,498 67,938,567
Current assets
Trade and other receivables 14 893,306 1,105,234
Cash and cash equivalents 646,421 509,928
-------------- -----------------------
Total current assets 1,539,727 1,615,162
Total assets 65,666,225 69,553,729
============== =======================
Current liabilities
Trade and other payables 15 (541,625) (652,644)
-------------- -----------------------
Total current liabilities (541,625) (652,644)
Long term liabilities
3.5% Convertible Unsecured Loan Stock 16 (37,166,854) (36,226,778)
6% Convertible preference shares 17 (1,347,099) (1,347,099)
Lease liabilities 21 (43,283) (83,781)
Total long-term liabilities (38,557,236) (37,657,658)
Net assets 26,567,364 31,243,427
============== =======================
Equity
Share capital 18 99,937,351 99,869,252
Equity component of 3.5% Convertible Unsecured
Loan Stock 16 6,919,355 6,919,355
Equity component of 6% Convertible preference
shares 17 100,813 100,813
Other capital reserves 19 218,755 259,460
Share warrants reserve 20 107,702 107,702
Retained earnings (75,789,099) (71,085,642)
Exchange reserve (4,927,513) (4,927,513)
Total equity 26,567,364 31,243,427
============== =======================
The Financial Statements were approved by the Board of Directors
of APQ Global Limited and signed on 29 September 2021 on its behalf
by:
Bart Turtelboom Philip Soulsby
Chief Executive Officer Director
The notes section below form an integral part of the Financial
Statements.
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
(UNAUDITED)
For the six months ended 30 June 2021
Convertible
preference
CULS shares Other
Share equity equity Share capital Retained Exchange
capital component component warrants reserves earnings reserve Total
$ $ $ $ $ $ $ $
At 1 January
2020 99,733,054 6,919,355 - - 300,798 (29,109,833) (4,927,513) 72,915,861
Comprehensive
income
for the period
Loss for the
period - - - - - (46,822,932) - (46,822,932)
Total
comprehensive
income for
the period 99,733,054 6,919,355 - - 300,798 (75,932,765) (4,927,513) 26,092,929
Contributions
by and
distributions
to owners
Issue of Share
warrants - - - 107,702 - - - 107,702
Adjustment to
convertible
preference
share terms - - 100,813 - - - - 100,813
Share based
payments - - - - 61,688 - - 61,688
Share based
payments
settled
in cash - - - - (6,737) - - (6,737)
Issue of share
awards 68,099 - - - (68,099) - - -
Dividends - - - - - (1,540,248) - (1,540,248)
Convertible
preference
CULS shares Other
Share equity equity Share capital Retained Exchange
capital component component warrants reserves earnings reserve Total
$ $ $ $ $ $ $ $
At 1 January
2021 99,869,252 6,919,355 100,813 107,702 259,460 (71,085,642) (4,927,513) 31,243,427
Comprehensive
income
for the period
Loss for the
period - - - - - (4,703,457) - (4,703,457)
Total
comprehensive
income for
the period 99,869,252 6,919,355 100,813 107,702 259,460 (75,789,099) (4,927,513) 26,539,970
Contributions
by and
distributions
to owners
Share based
payments - - - - 34,130 - - 34,130
Share based
payments
settled
in cash - - - - (6,736) - - (6,736)
Issue of share
awards 68,099 - - - (68,099) - - -
As at 30 June
2021 99,937,351 6,919,355 100,813 107,702 218,755 (75,789,099) (4,927,513) 26,567,364
============ ============= ============== ========== =========== ============== =============== =============
Convertible
preference
CULS shares Other
Share equity equity Share capital Retained Exchange
capital component component warrants reserves earnings reserve Total
$ $ $ $ $ $ $ $
At 1 January
2021 99,869,252 6,919,355 100,813 107,702 259,460 (71,085,642) (4,927,513) 31,243,427
The notes section below form an integral part of the Financial
Statements.
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOW (UNAUDITED)
For the six months ended 30 June 2021
For the six For the six
months ended months ended
30 June 2021 30 June 2020
Cash flow from operating activities Note $ $
Cash generated from operations
Loss for the financial period (4,703,457) (46,822,932)
Adjustments for non-cash income and expenses
Equity settled share-based payments 19 34,130 61,688
Depreciation tangible fixed assets 12 4,633 6,858
Depreciation right of use assets 40,094 42,401
Net loss on financial assets at fair value
through profit and loss 13 4,118,423 58,711,659
Net gain on financial liabilities at fair
value through profit and loss - (570,507)
Net gain on amendment to 6% convertible
preference share terms - (661,581)
Exchange rate fluctuations 374,919 (3,757,891)
Changes in operating assets and liabilities
Increase in trade and other receivables 14 (80,540) (191,814)
Decrease in trade and other payables 15 (28,202) (38,364)
Decrease in receivables from group undertakings 14 292,468 45,371
Increase / (decrease) in payables from group
undertakings 15 19,140 (31,361)
--------------- ---------------
Cash generated from operations 71,608 6,793,527
Interest receivable 8 (6,202) (2,515)
Finance costs 9 1,375,415 1,263,074
Net cash inflow from operating activities 1,440,821 8,054,086
Cash flow from investing activities
Payments to acquire investments 13 (449,145) (8,009,911)
Payments to acquire property, plant and
equipment 12 (11,081) (3,786)
Interest received 8 6,202 2,515
Net cash outflow from investing activities (454,024) (8,011,182)
Cash flow from financing activities
Equity dividends paid 11 - (1,540,248)
Preference share dividends paid 9 (80,400) (67,536)
Interest on CULS 16 (729,107) (633,819)
Cash settled share-based payments 19 (6,736) (6,737)
Payments for lease rental 21 (44,213) (44,280)
Net cash outflow from financing activities (860,456) (2,292,620)
Net increase / (decrease) in cash and cash
equivalents 126,341 (2,249,716)
Cash and cash equivalents at beginning of
period 509,928 1,505,234
Exchange rate fluctuations on cash and cash
equivalents 10,152 1,388,400
Cash and cash equivalents at end of period 646,421 643,918
--------------- ---------------
For the six For the six
months ended months ended
30 June 2021 30 June 2020
$ $
Reconciliation of cash flows to debt
Brought forward 37,734,253 34,132,003
Cash flows used in servicing interest payments
of CULS (729,107) (633,819)
Cash flows used in principal payments of
lease liabilities (44,213) (44,280)
Non-cash flows - net impact of recognition
of convertible preference shares - 1,347,099
Non cash flows - amortisation of discount
on CULS issue 1,288,720 1,150,021
Non cash flows - amortisation of discount
on lease liabilities 6,295 2,184
Exchange differences 382,245 (2,334,217)
Closing balance 38,638,193 33,618,991
--------------- ---------------
Net debt comprises the following:
Convertible Unsecured Loan Stock 2024 37,166,854 32,250,590
6% convertible preference shares 1,347,099 1,347,099
Lease liabilities 124,240 21,302
--------------- ---------------
38,638,193 33,618,991
--------------- ---------------
The notes section below form an integral part of the Financial
Statements.
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL
STATEMENTS
For the six months ended 30 June 2021
1. Corporate information
The interim consolidated financial statements of APQ Global
Limited (the "Group") for the six months ended 30 June 2021 were
authorised for issue in accordance with a resolution of the Board
of Directors on 29 September 2021. The Company is incorporated as a
limited company in Guernsey. The Company was incorporated on 10 May
2016 for an unlimited duration in accordance with the Companies
(Guernsey) Law, 2008 . The Company's registered office is at PO Box
142, The Beehive, Rohais, St Peter Port, Guernsey, GY1 3HT.
The objective of the Company is to steadily grow its earnings to
seek to deliver attractive returns and capital growth through a
combination of building growing businesses in emerging markets as
well as earning revenue from income generating operating activities
[2] .
The Company and its subsidiaries have no investment restrictions
and no maximum exposure limits will apply to any investments made
by the Group, unless otherwise determined and set by the Board from
time to time. No material change will be made to the Company's or
subsidiaries objective or investing policy without the approval of
Shareholders by ordinary resolution.
The Group's investment activities are managed by the Board.
The shares are quoted on The International Stock Exchange for
informational purposes. The ordinary shares are admitted to trading
on AIM.
2. Significant accounting policies
2.1 Basis of preparation
These interim consolidated financial statements have been
prepared in accordance with IAS 34 Interim Financial Reporting.
They do not include all disclosures that would otherwise be
required in a complete set of financial statements and should be
read in conjunction with the 2020 Annual Report.
Taking account of the financial resources available to the
Company, the directors believe that the Company is well placed to
manage its business risks successfully despite the current
uncertain economic outlook. After making enquiries the directors
have a reasonable expectation that the Company has adequate
resources for the foreseeable future, a period of not less than
twelve months from the date of this report. Accordingly, they
continue to adopt the going concern basis in preparing the
condensed financial statements.
2.2 Basis of accounting
APQ Global Limited has applied the same accounting policies and
methods of computation in its interim consolidated financial
statements as in its 2020 annual financial statements.
2.3 Functional and presentational currency
The Company's presentational and functional currency is US
Dollars.
2.4 Fair value measurement
The Company measures its investments in APQ Cayman Limited, APQ
Corporate Services Limited, APQ Knowledge Limited and BARTR
Holdings Limited at fair value at each reporting date.
For APQ Cayman Limited this is considered to be the carrying
value of the net assets of APQ Cayman Limited. APQ Cayman Limited
measures its underlying investments at fair value.
Fair value is the price that would be received to sell an asset
or paid to transfer a liability in an orderly transaction between
market participants at the measurement date. The fair value
measurement is based on the presumption that the transaction to
sell the asset or transfer the liability takes place either in the
principal market for the asset or liability or, in the absence of a
principal market, in the most advantageous market for the asset or
liability. The principal or the most advantageous market must be
accessible to the Company. The fair value of an asset or a
liability is measured using the assumptions that market
participants would use when pricing the asset or liability,
assuming that market participants act in their economic best
interest.
The fair value for financial instruments traded in active
markets at the reporting date is based on their quoted price (bid
price for long positions and ask price for short positions),
without any deduction for transaction costs.
For all other financial assets, not traded in an active market,
including APQ Corporate Services Limited, APQ Knowledge Limited and
BARTR Holdings Limited, the fair value is determined by using
valuation techniques deemed to be appropriate in the circumstances.
These have been determined in accordance with the International
Private Equity and Venture Capital Valuation (IPEV) Guidelines.
These guidelines require the valuer to make judgements with regards
to the most appropriate valuation method to be used and the results
and inputs used to determine these valuations. Valuation methods
that may be used include:
-- The income approach - valuation through discounted cash flow
forecast of future cash flows or earnings, using appropriate
discount rates.
-- The market approach - valuation by comparing the asset being
valued to comparable assets for which price information is readily
available. This price information can be in the form of
transactions that have occurred or market information on companies
operating in a similar industry.
-- The cost approach - valuation based on the cost of
reproducing or replacing the asset being valued.
The use of these guidelines requires management to make
judgements in relation to the inputs utilised in preparing these
valuations. These include but are not limited to:
-- Determination of appropriate comparable assets and benchmarks; and
-- Adjustments required to existing market data to make it more
comparable to the asset being valued.
The use of these guidelines additionally requires management to
make significant estimates in relation to the inputs utilised in
preparing these valuations. These include but are not limited
to:
-- Future cash flow expectations deriving from these assets; and
-- Appropriate discount factors to be used in determining the discounted future cash flows.
For assets and liabilities that are measured at fair value on a
recurring basis, the Company identifies transfers between levels in
the hierarchy by re-assessing the categorisation (based on the
lowest level input that is significant to the fair value
measurement as a whole), and deems transfers to have occurred at
the beginning of each reporting period.
2.5 6% Convertible preference shares
APQ Capital Services Limited, a subsidiary of the Company,
issued 6% convertible preference shares ("CPS"). The CPS contain a
perpetual 6% dividend rate and a conversion option for ordinary
shares of APQ Global Limited. On initial issue the CPS were
recognised as a liability comprising a liability held at amortised
cost and a derivative conversion option held at fair value through
profit and loss.
At the date of issue, the fair value of the liability component
held at amortised cost was estimated by assuming that an equivalent
non-convertible obligation of the Company would have a coupon rate
of 7.9%. The fair value of the derivative component, containing a
variable conversion rate, is derived from the difference between
the value of the consideration determined for the acquisition of
Parish Group Limited and the fair value assigned to the liability
held at amortised cost.
The terms of the CPS were amended on the 30 June 2020, to amend
the conversion option to a fixed ratio of CPS to ordinary shares.
Subsequent to this amendment to the CPS are regarded as a compound
instrument, comprising of a liability component and an equity
component. Due to the significant change in the terms of the CPS
the initial instrument was derecognised and then recognised at the
new fair value. Any gain/loss on the derecognition of the liability
is recognised in the statement od comprehensive income.
On amendment, the fair value of the liability component was
estimated by assuming that an equivalent non-convertible obligation
of the Company would have a coupon rate of 11.9%. The fair value of
the equity component was determined in based on the present value
of the average gain on conversion based on a range of simulated
share prices.
The dividends on the convertible preference shares are taken to
the statement of comprehensive income as finance costs.
2.6 Share warrants
Share warrants issued are measured at fair value at the date of
issue using the Black-Scholes pricing model, which incorporates
certain input assumptions including the warrant price, risk-free
interest rate, expected warrant life and expected share price
volatility. The fair value is included as a component of equity and
is transferred from the share warrant equity reserve to share
capital on exercise. If the warrants expire then the fair value is
transferred from the share warrant equity reserve to retained
earnings.
3. Segment Information
For management purposes, the Group is organised into one main
operating segment, which invests in equities and credit, government
and local currency bonds. All of the Group's activities are
interrelated, and each activity is dependent on the others.
Accordingly, all significant operating decisions are based upon
analysis of the Group as one segment. The financial results from
this segment are equivalent to the financial statements of the
Group as a whole.
The following table analyses the Group's assets by geographical
location. The basis for attributing the assets are the place of
listing for the securities or for non-listed securities, country of
domicile.
30 June 31 December
2021 2020
Group $ $
Cayman 49,687,720 53,586,488
United Kingdom 497,397 551,655
Guernsey 11,979,620 11,736,157
Europe 3,501,488 3,679,429
65,666,225 69,553,729
============ =============
4. Analysis of turnover
For the six For the six
months ended months ended
30 June 2021 30 June 2020
$ $
Dividends received from APQ Cayman Limited 3,087,885 7,635,275
Dividends received from APQ Corporate - 989,193
Dividends received from APQ Knowledge 96,702 -
Telecommunications minutes income - 674,821
Other income from early settlement of
deferred compensation - 77,931
Other income from amendment to 6% convertible
preference share terms - 661,581
3,184,587 10,038,801
=============== ===============
5. Analysis of administrative expenses
For the six For the six
months ended months ended
30 June 2021 30 June 2020
$ $
Personnel expenses 522,525 302,790
Depreciation of tangible fixed assets expenses 4,633 6,858
Depreciation of right of use assets 40,661 42,401
Audit fees 85,489 87,372
Auditors' remuneration - non audit fees - 6,996
Nominated advisor fees 34,364 31,753
Cost of purchasing telecommunications minutes - 665,948
Expenses incurred in relation to investment
in BARTR Holdings Limited - 2,463
Administration fees and expenses 87,436 97,086
Director's remuneration 84,668 100,948
Other expenses 98,691 158,762
Professional fees 1,262,868 722,266
Share based payment expenses 34,130 61,688
Insurance 5,586 5,686
Recharge of expenses to APQ Cayman Limited (242,529) (231,397)
2,018,522 2,061,620
=============== ===============
6. Director's remuneration
For the six For the six
months ended months ended
30 June 2021 30 June 2020
$ $
Director's remuneration 84,668 98,940
Share based payment expenses 27,304 49,350
Social security costs on director's remuneration - 2,008
111,972 150,298
=============== ===============
The highest paid director was Bart Turtelboom
(2020 - Bart Turtelboom) 43,959 79,777
=============== ===============
Average number of directors in the year 4 4
=============== ===============
7. Personnel expenses
For the six For the six
months ended months ended
30 June 2021 30 June 2020
$ $
Short term benefits - wage and salaries 184,094 110,933
Short term benefits - social security
costs 15,701 13,883
Short term benefits - other benefits 314,273 173,219
Short term benefits - Share based payment
expenses 6,826 12,338
Post-employment benefits 8,457 4,755
529,351 315,128
================ ================
Personnel expenses include expenses per note 5 and the portion of share
based payments relating to individuals who are not directors of the Company.
Key management personnel expenses, excluding director's remuneration
detailed in note 6, is as follows:
Short term benefits - other benefits 272,024 169,808
Short term benefits - Share based payment
expenses 6,826 12,338
---------------- ----------------
278,850 182,146
================ ================
8. Interest receivable
For the six For the six
months ended months ended
30 June 2021 30 June 2020
$ $
Loan interest receivable from Palladium
Trust Services Limited 6,202 1,884
Loan interest receivable from New Markets
Media & Intelligence Ltd - 631
6,202 2,515
=============== ===============
9. Finance costs
For the six For the six
months ended months ended
30 June 2021 30 June 2020
$ $
Interest on 3.5% Convertible Unsecured
Loan Stock 2024 1,288,720 1,150,021
Discount on unwinding of deferred consideration - 43,333
Discount on unwinding of lease liability 6,295 2,184
Dividends paid on 6% convertible preference
shares 80,400 67,536
1,375,415 1,263,074
=============== ===============
10. Earnings Per Share
The basic and diluted earnings per shares are calculated by
dividing the profit or loss by the average number of ordinary
shares outstanding during the period.
For the six For the six
months ended months ended
30 June 2021 30 June 2020
$ $
Total comprehensive income for the period (4,703,457) (46,822,952)
Average number of shares in issue 78,382,601 78,271,130
Earnings per share (0.06001) (0.59821)
=============== ===============
The Group had share awards vested but not yet issued, which are
not dilutive in 2020, as the impact of dilution would be to
decrease the loss per share. The impact of these share awards would
have no impact on the total comprehensive income/loss for the year.
They would increase the weighted average number of shares by
204,450 (30 June 2020 - 321,278).
The Group has 6,000 (30 June 2020 - 6,000) units of Convertible
Loan Stock which are potentially dilutive if converted into
ordinary shares. This would increase the weighted average number of
shares by 6,000 (30 June 2020 - 6,000) exercise price on these
conversion options currently exceeds the traded share price of APQ
Global. These are not currently dilutive (30 June 2020 - not
dilutive).
Potentially dilutive instruments in issue
On the 29 January 2020, APQ Global issued 1,000,000 share
warrants with an exercise price of 70.94p. The possible impact of
this dilution would be to increase the weighted average number of
shares by 1,000,000. These share warrants are not currently
dilutive.
On the 29 January 2020, APQ Global issued 268,000 convertible
preference shares which were convertible into a variable number of
shares linked to the relative assets attributable to the
convertible preference shares. On 30 June 2020, the terms of the
Convertible preference shares were changed so that they are now
convertible into 11.25 ordinary shares per convertible preference
share. The possible impact of this dilution would be to increase
the weighted average number of shares by 3,015,000. These
convertible preference shares are not currently dilutive.
11. Dividends
No dividends were declared in the period ended 30 June 2021.
Dividends declared in the period ended 30 June 2020 were as
follows:
Dividend
per share Dividend
Ex-dividend Payment date Dividend Dividend (GBP) per share
date (GBP) ($) ($)
30 January
Dividend 2020 2 March 2020 1,174,014 1,540,248 0.015 0.020
-------------- ----------------- ----------- ------------ ------------ ------------
1,174,014 1,540,248 0.015 0.020
-------------------------------------------- ----------- ------------ ------------ ------------
The stated dividend policy of the Company is to target an
annualised dividend yield of 6% based on the Placing Issue Price.
Due to the impact of Covid-19 the Company has ceased all dividends
until further notice.
There is no guarantee that any dividends will be paid in respect
of any financial period. The ability to pay dividends is dependent
on a number of factors including the level of income returns from
the Group's investments. There can be no guarantee that the Group
will achieve the target rates of return referred to in this
document or that it will not sustain any capital losses through its
activities.
12. Property, plant and equipment
Office Furniture Leasehold
equipment and fixtures improvements Total
$ $ $ $
Cost
At 1 January 2021 73,124 19,867 34,588 127,579
Additions during the
period 10,698 383 - 11,081
At 30 June 2021 83,822 20,250 34,588 138,660
============ =============== =============== =========
Accumulated depreciation
At 1 January 2021 61,997 17,494 34,588 114,079
Charge for the period 3,745 888 - 4,633
At 30 June 2021 65,742 18,382 34,588 118,712
============ =============== =============== =========
Net book value
At 30 June 2021 18,080 1,868 - 19,948
============ =============== =============== =========
At 31 December 2020 11,127 2,373 - 13,500
============ =============== =============== =========
13. Investments
Unlisted investments
APQ Corporate
APQ Services APQ Knowledge BARTR
Cayman Limited Limited Holdings Listed
Limited Limited Investments Total
$ $ $ $ $ $
At 1
January
2021 53,586,488 9,168,732 1,330,042 - 3,679,429 67,764,691
Additions - 340,000 - - - 340,000
Fair
value
movement (3,898,768) (41,714) - - (177,941) (4,118,423)
49,687,720 9,467,018 1,330,042 - 3,501,488 63,986,268
==================== =================== =================== ============ =================== ====================
The Company meets the definition of an investment entity, it is
therefore required to measure its investments, including its
subsidiary undertakings at fair value. Subsidiary undertakings
whose primary purpose is to support the investment activities of
the Company are consolidated on a line for line basis. Subsidiary
undertakings which act as an investment holding company are valued
based on the underlying trading investment companies they hold.
These investments are held solely for capital appreciation and
investment income and measured at fair value through profit and
loss ("FVTPL").
13. Investments (continued)
Investments in subsidiaries
The following tables outlines the subsidiary undertakings of the
Company:
Country Immediate Acquisition/
of Registered Parent Holding Incorporation
Name incorporation Office Company % Date Activity Recognition
PO Box 142,
The
Beehive,
APQ Capital Rohais, St APQ
Services Peter Port, Global 31 July Investment
Limited Guernsey GY1 3HT Limited 100 2019 support Consolidated
Mourant
Ozannes
Corporate
Services
(Cayman)
Limited,
94 Solaris
Avenue,
Camana
Bay, PO
Box 1348,
Grand APQ
APQ Cayman Cayman Cayman Global 10 August Investment
Limited Islands KY1-1108 Limited 100 2016 entity FVTPL
PO Box 142,
The
APQ Beehive,
Corporate Rohais, St APQ Investment
Services Peter Port, Global 10 January holding
Limited Guernsey GY1 3HT Limited 100 2019 company FVTPL
PO Box 142,
The
Beehive,
APQ Rohais, St APQ Investment
Knowledge Peter Port, Global 1 March holding
Limited Guernsey GY1 3HT Limited 100 2019 company FVTPL
22a St.
James's
Square, APQ
APQ Partners England London, Global 10 August Investment
LLP and Wales SW1Y 4JH Limited 100 2016 support Consolidated
22a St.
New Markets James's
Media & Square, APQ Trading
Intelligence England London, Knowledge 26 February investment
Ltd and Wales SW1Y 4JH Limited 100 2019(1) company FVTPL
Global
Gateway 8,
Rue
Palladium de la APQ
Finance Perle, Corporate Trading
Group Providence, Services 22 February investment
Limited Seychelles Seychelles Limited 100 2019(2) company FVTPL
13. Investments (continued)
Level 8,
AIG
Building,
41
Shortland
Street,
Auckland, APQ
Palladium New Corporate 22 Trading
Trust Company New Zealand Services February investment
(NZ) Limited Zealand 1010 Limited 100 2019(2) company FVTPL
22a St.
James's APQ
Palladium Square, Corporate 22 Trading
Trust Services England London, Services February investment
Ltd and Wales SW1Y 4JH Limited 100 2019(2) company FVTPL
2121 K St,
N 2121 K
St,
NW, Suite APQ
Delphos 1020, Corporate Trading
International, United Washington, Services 3 March investment
Ltd(3) States DC 20037 Limited 100 2020 company FVTPL
PO Box 142,
The
Parish Beehive, APQ
Corporate Rohais, St Corporate Trading
Services Peter Port, Services 29 January investment
Limited(4) Guernsey GY1 3HT Limited 100 2020 company FVTPL
PO Box 142,
The
Beehive, APQ
Rohais, St Corporate Trading
Parish Group Peter Port, Services 29 January investment
Limited(4) Guernsey GY1 3HT Limited 100 2020 company FVTPL
PO Box 142,
The
Beehive, APQ
Parish Rohais, St Corporate Trading
Nominees Peter Port, Services 29 January investment
Limited(4) Guernsey GY1 3HT Limited 100 2020 company FVTPL
PO Box 142,
The
Beehive, APQ
Parish Rohais, St Corporate Trading
Trustees Peter Port, Services 29 January investment
Limited(4) Guernsey GY1 3HT Limited 100 2020 company FVTPL
The total consideration of the purchase agreement to acquire New
Markets Media & Intelligence Ltd was deferred over a 3 year
period. As at 30 June 2021, $80,985 (GBP58,623) (31 December 2020:
$187,304 (GBP137,023)) is still due with respect to this purchase
agreement and is included within deferred consideration in Note
15.
The total consideration of the purchase agreement to acquire
Palladium was deferred over a 3 and a half year period. During
2020, the Company negotiated early settlement of the deferred
consideration due under the agreement. A gain of $77,931 was
recognised with respect to this settlement. As at 30 June 2021,
$nil (GBPnil) (31 December 2020: $nil (GBPnil)) is due with respect
to this purchase agreement.
13. Investments (continued)
In 2020, the Company invested $8,495,598 in APQ Corporate
Services Limited in the year. This was to facilitate the
investments it has made in Delphos and Parish.
(3) In consideration to the shareholders of Delphos, a capital
raising and transaction advisory business, APQ Corporate Services
Limited, a wholly owned subsidiary of the Company, paid an upfront
amount of $1.5 million in cash. APQ Corporate Services Limited, was
also required to make an additional payment to clear the working
capital of Delphos prior to the acquisition, this amounted to
$112,265. The Company invested $1,612,266 to facilitate this
investment.
(4) Parish Group Limited is a fiduciary and corporate services
provider. In consideration to the sellers for the acquisition the
Company, via its wholly owned subsidiary, APQ Corporate Services,
paid a net amount of $4,095,630 cash consideration to the sellers.
APQ Capital Services Limited, a wholly owned subsidiary of the
Company, issued 268,000 Convertible Preference Shares (convertible
into ordinary shares in APQ Global) to the sellers at price of $10
per share. The Company additionally issued 1.0 million warrants in
APQ Global with an exercise price equal of 40.19 pence, to the
Sellers. Total consideration is valued at $6,883,332 which the
Company invested in APQ Corporate Services Limited to facilitate
this investment.
Investments in subsidiaries - additions in the period ended 30
June 2021
FMA - 202-230 ch.
Frontier du Golf,
Markets Montreal, APQ Corporate Trading
Advisors QC H3E 2A8, Services 20 January investment
Inc(5) Canada Canada Limited 70 2021 company FVTPL
On 20 January 2021, APQ Corporate Services Limited, a wholly
owned subsidiary of the Company, entered into an agreement to
purchase 70% of the FMA- Frontier Markets Advisors Inc a company
incorporated and domiciled in Canada which provide investment and
financing services. The total cash consideration of this purchase
agreement was $260,000. During the 6 months period ended 30 June
2021, a further $80,000 was invested in FMA - Frontier Markets
Advisors Inc.
Investments in subsidiaries - disposals
On 4 December 2020, the Company, via its wholly owned
Subsidiary, APQ Corporate Services, sold its investment in GEO
Strategic Partners Limited, a company registered in the Isle of
Man. GEO Strategic Partners Limited was not consolidated and was
recognised as an investment at fair value through profit or loss as
part of the valuation of APQ Corporate Services Limited.
On 1 December 2020, Palladium Trust Company (BVI) Limited, a
wholly owned subsidiary of the APQ Corporate Services Limited,
incorporated in the British Virgin Islands was dissolved.
On 18 December 2020, APQ Connect Limited, a subsidiary of the
Company, incorporated in Guernsey was dissolved. The Company wrote
off an amount of GBP216,543 which was due from APQ Connect
Limited.
13. Investments (continued)
Other investments
On the 19 November 2018, APQ Global Limited acquired a capital
interest representing a 40% shareholding and equivalent voting
rights BARTR Holdings Limited, a company incorporated in England
and Wales, whose registered office is Tobias House St. Marks Court,
Thornaby, Stockton-On-Tees, United Kingdom, TS17 6QW. BARTR
Holdings Limited wholly owns two subsidiaries, BARTR Connect
Limited, whose registered office is Tobias House St. Marks Court,
Thornaby, Stockton-On-Tees United Kingdom, TS17 6QW, and BARTR
Technologies Limited, whose registered office is 156 Great Charles
Street Queensway, Birmingham, England, B3 3HN. On 19 May 2020, the
capital interest was converted from ordinary shares to preference
shares which have no voting rights, but preferential dividends and
preferential rights on assets on wind up of BARTR Holdings Limited.
BARTR Holdings Limited is held as an investment at fair value
through profit or loss.
The Company has made direct investments in equities that are
freely traded on international stock exchanges. These investments
are highly liquid and measured at fair value through profit and
loss.
Valuation techniques
APQ Cayman Limited has a portfolio of tradable assets and
liabilities which it values at fair value using the same policies
as the Company. The Company is able to redeem its holding of APQ
Cayman Limited at its net asset value. Fair value of the investment
in APQ Cayman Limited is therefore measured at its Net Asset Value
("NAV"). NAV is determined based on the observable market values of
its portfolio of assets and liabilities.
Fair value of the investment in APQ Corporate, has been
determined by determining the valuation of its underlying
investments. The underlying investments have been valued through
the income approach, incorporating comparison with external sources
and the expected cash flows of the investment. The income approach
was determined to be the most appropriate as the underlying
investments are revenue generating businesses.
The investment in APQ Knowledge Limited was completed on 1 March
2019. Fair value has been determined by determining the valuation
of its underlying investments. The underlying investments have been
valued through the income approach, incorporating comparison with
external sources and the expected cash flows of the investment. The
income approach was determined to be the most appropriate as the
underlying investments are revenue generating businesses.
The fair value of BARTR Holdings Limited is nil. This is due to
BARTR Holdings Limited being a pre-revenue technology start-up
company for which future revenue is highly uncertain, and without
comparable companies to benchmark the valuation against. The income
approach and market approach therefore do not produce a reliable
valuation and management has therefore determined the valuation to
be $nil.
Listed investments are measured at fair value using the current
market bid price for the underlying equity as quoted on the
applicable stock exchange the security is traded on.
Unlisted managed funds
The Company classifies its investments into the three levels of
the fair value hierarchy based on:
Level 1: Quoted prices in active markets for identical assets or
liabilities;
Level 2: Those involving inputs other than quoted prices
included in Level 1 that are observable for the asset or liability,
either directly (as prices) or indirectly (derived from prices);
and
Level 3: Those with inputs for the asset or liability that are
not based on observable market data (unobservable inputs).
The Company has classified its investments in BARTR Holdings
Limited, APQ Corporate Services Limited and APQ Knowledge Limited
as level 3 as the inputs utilised in valuing the investments are
deemed to be unobservable, as they are private investments. The
most significant unobservable input used in the fair value of the
investments in APQ Corporate Services Limited and APQ Knowledge
Limited are the future expected cash flows of the investments these
companies hold, used in deriving a valuation using discounted cash
flows. Valuation is determined for these holding companies by the
value of the underlying investments held. The Company has valued
its investment in BARTR Holdings Limited as $nil. The unobservable
inputs of future cash flows could not be reliably determined due to
the pre-revenue nature of the business and therefore the most
reliable fair value to be determined was $nil. The movement in the
investments in the year are shown above.
13. Investments (continued)
Unlisted managed funds
The Company has classified its investments in APQ Cayman Limited
as level 3. Valuation is determined based on the NAV. The majority
of underlying assets and liabilities of APQ Cayman Limited are held
at fair value based on observable markets.
The listed investments are designated as Level 1 instruments in
the fair value hierarchy as fair value can be determined by the
quoted market price for these assets. The movement of investments
classified by level is as per the below.
The movement of investments classified by level is as per the
below.
Level 1 Level 2 Level 3 Total
$ $ $ $
At 1 January 2021 3,679,429 - 64,085,262 67,764,691
Additions - - 340,000 340,000
Fair value movement (177,941) - (3,940,482) (4,118,423)
3,501,488 - 60,484,780 63,986,268
=================== =========== ============= ====================
14. Trade and other receivables
30 June 31 December
2021 2020
$ $
Trade debtors 114,959 62,448
Amounts due from group
undertakings 686,322 978,790
Prepayments and accrued
income 68,916 39,437
Other debtors 23,109 24,559
893,306 1,105,234
========= =============
15. Trade and other payables
30 June 31 December
2021 2020
$ $
Trade creditors 163,002 100,808
Other creditors 33,408 22,749
Amounts due to group undertakings 52,382 33,242
Accruals 130,891 231,946
Lease liability 80,957 76,595
Deferred consideration 80,985 187,304
541,625 652,644
========= =============
16. 3.5% Convertible Unsecured Loan Stock 2024
Nominal number Liability Equity
of CULS component component
$ $ $
As at 1 January 2021 41,446,167 36,226,778 6,919,355
Amortisation of discount on issue 1,288,720
and issue expenses - -
Interest paid during the period - (729,107) -
Exchange differences - 380,463 -
As at 30 June 2021 41,446,167 37,166,854 6,919,355
================ ============ ============
At an Extraordinary General Meeting held on 4 September 2017,
Resolutions were passed approving the issue of 4,018 3.5 per cent.
convertible unsecured loan stock 2024 ("CULS") to raise
GBP20,090,000 before expenses. The CULS were admitted to trading on
the International Securities Market, the London Stock Exchange's
market for fixed income securities and dealings commenced at 8.00
a.m. on 5 September 2017.
Following Admission there were 4,018 CULS in issue. Holders of
the CULS are entitled to convert their CULS into Ordinary Shares on
a quarterly basis throughout the life of the CULS, commencing 31
December 2017, and all outstanding CULS will be repayable at par
(plus any accrued interest) on 30 September 2024. The initial
conversion price is 105.358 pence, being a 10 per cent. premium to
the unaudited Book Value per Ordinary Share on 31 July 2017.
Following conversion of 80 per cent. or more of the nominal amount
of the CULS originally issued, the Company will be entitled to
require remaining CULS Holders to convert their outstanding CULS
into Ordinary Shares after they have been given an opportunity to
have their CULS redeemed.
On 22 January 2018, the Company raised a further GBP10,207,300
($14,492,418) before expenses through the issue of 1,982 units of
3.5 per cent. convertible unsecured loan stock 2024 in
denominations of GBP5,000 ($7,099) nominal each, at an issue price
of GBP5,150 ($7,312) per unit.
17. 6% convertible preference shares
Liability
held at fair
Nominal number Liability value through
of preference held at amortised profit and Equity
shares cost loss component
$ $ $
As at 1 January 2021 268,000 1,347,099 - 100,813
As at 30 June 2021 268,000 1,347,099 - 100,813
================ ===================== ================= =============
On the 29 January 2020, APQ Capital Services Limited, a
subsidiary of APQ Global, issued 268,000 convertible preference
shares at a value of $10 per share, which were convertible into a
variable number of shares linked to the relative assets
attributable to the convertible preference shares. These
convertible preference shares were admitted to trading on The
International Stock Exchange on 30(th) January 2020
The conversion option into a variable number of shares was
identified as a derivative option which was designated at fair
value through profit and loss. This instrument was designated as a
Level 3 in accordance with the fair value hierarchy as per Note 13.
Fair value has been determined in conjunction with a third party
valuation firm, using forecasting of the share price at the date
the conversion option is exercised. The following assumptions were
used in the calculation of the value of the derivative option:
Assumptions
Implicit interest rate 7.9%
Duration 7 years
On 30 June 2020, the terms of the Convertible preference shares
were changed so that they are now convertible into 11.25 ordinary
shares per convertible preference share. The fair value of the
convertible preference shares was remeasured at this date and the
previously recognised carrying values of these convertible
preference shares were derecognised. Fair value was remeasured
using the following assumptions:
Assumptions
Implicit interest rate 11.9%
Duration 6.6 years
18. Share Capital
The authorised and issued share capital of the Company is
78,400,515 ordinary shares of no par value listed on The
International Stock Exchange and AIM. All shares are fully paid
up.
Quantitative information about the Company's capital is provided
in the statement of changes in equity and in the tables below.
Holders of ordinary shares are entitled to dividends when
declared and to payment of a proportionate share of the Companies
net asset value on any approved redemption date or upon winding up
of the Company. They also hold rights to receive notice, attend,
speak and vote at general meetings of the Company.
The Company's objectives for managing capital are:
-- To invest the capital in investments meeting the description,
risk exposure and expected return indicated in its listing
documents.
-- To maintain sufficient liquidity to meet the expenses of the
Company, pay dividends and to meet redemption requests as they
arise.
-- To maintain sufficient size to make the operation of the Company cost-efficient.
-- The Board has authority to purchase up to 14.99 percent. of
the issued Ordinary Share capital of the Company. The Board intends
to seek a renewal of this authority at each annual general meeting
of the Company. No buy backs occurred during the period under
review.
Ordinary
shares
No GBP $
As at 1 January 2021 78,347,359 76,898,497 99,869,252
Shares issued from share awards
during the period 53,156 50,340 68,099
At 30 June 2021 78,400,515 76,948,837 99,937,351
============ ============ ============
During the period ended 30 June 2021, 53,156 (period ended 30
June 2020 - 53,156) shares were issued as part of the share award
scheme as detailed in note 19.
19. Share awards
On 19 April 2017 (and amended 17 July 2018), the Company
established a share award scheme for the employees of the Company.
The scheme grants the Board the authority to allot share awards or
share options with service conditions attached. Share awards or
options can only be awarded for performance periods whereby the
book value per share (excluding dividend transactions) exceeds the
book value per share for all previous performance period ends. The
maximum amount of share awards or options is determined by
reference to 20% of the increased performance of the current book
value per share against all previous performance periods. The Board
retains the right to settle these awards in either shares or cash.
As the Company does not have a present obligation to settle in cash
the awards are all recognised as equity settled share awards.
The first share awards were granted in 2018 with respect to the
performance period ended 31 December 2017.
Fair value
of instrument
Type No. of granted Final vesting
Grant date of award instruments pence Vesting conditions date
Awards vest quarterly
over 5 years provided
the employee is
1 January still in service 31 December
2018 Shares 584,141 128.11 of the Group. 2022
19. Share awards (continued)
Fair value for the award dated 1 January 2018 is calculated by
reference to the fixed value of cash per share that the Board is at
discretion to pay rather than settle the award in shares.
2021 2020
Weighted Weighted
average of average of
Number of fair value Number of fair value
awards of instrument awards of instrument
cents cents
Outstanding at 1
January 262,864 128.11 379,692 128.11
Settled in equity (53,156) 128.11 (53,156) 128.11
Settled in cash (5,258) 128.11 (5,258) 128.11
Outstanding at 30
June 204,450 128.11 321,278 128.11
=========== ================ =========== ================
Charge for
awards to be Charge for Total charge
settled in awards settled for share
Equity in Cash based awards
$ $ $
Period ended 30 June 2020 54,951 6,737 61,688
Period ended 30 June 2021 27,394 6,736 34,130
The unvested portion of the share awards currently granted is
$43,161 (At 30 June 2020 - $123,937). Of the awards outstanding the
number vested that are available for settlement amount to 29,207
(At 30 June 2020 - 29,207).
20. Share warrants
On 29 January 2020, the Company issued 1,000,000 warrants as
part of the acquisition of Parish Group Limited. The fair value of
the warrants issued as part of the consideration for this
investment was determined using the Black Scholes option pricing
model. The assumptions used in the valuation are as follows:
Assumptions
Share price on issue (cents) 68.50
Exercise price of share warrants (cents) 70.94
Volatility 10.45%
Duration 6.6 years
Risk free rate 1.00%
Dividend yield 0.00%
20. Share warrants (continued)
Warrants Warrants Warrants Warrants Warrants
outstanding issued exercised lapsed outstanding Exercise
at 1 January in the in the in the at 30 June price
Issue date 2020 period period period 2020 cents Expiry Date
29 January 30 August
2020 - 1,000,000 - - 1,000,000 70.94 2026
- 1,000,000 - - 1,000,000
============================== =========== ============ ========== ==============
The weighted average remaining life of the warrants outstanding
is 5 years and two months.
21. Leases
Finance lease commitments
The Company's subsidiary, APQ Partners LLP, leases rental space
and information with regards to this lease is outlined below:
30 June
2020
Rental lease asset $
Leased asset on 1 January 2021 160,376
Depreciation for the period (40,094)
At 30 June 2021 120,282
==========
Rental lease liability
$
Lease asset on 1 January 2021 160,376
Unwinding discount on lease liability 6,295
Payments for lease (44,213)
Exchange differences 1,782
At 30 June 2021 124,240
==========
22. Capital Management
The Group can raise new capital which may be implemented through
the issue of a convertible debt instrument, or such other form of
equity or debt as may be appropriate. It also has a buy-back
authority subject to a maximum buy-back of 14.99 per cent of the
issued Ordinary Shares.
The Group's objectives for managing capital are:
-- To invest the capital into investments through its subsidiaries.
-- To maintain sufficient liquidity to meet the expenses of the
Group and pay dividends.
-- To maintain sufficient size to make the operation of the Group cost-effective.
The Group may utilise borrowings in connection with its business
activities. Although there is no prescribed limit in the Articles
or elsewhere on the amount of borrowings that the Group may incur,
the Directors will adopt a prudent borrowing policy and oversee the
level and term of any borrowings of the Group and will review the
position on a regular basis.
The Group's capital comprises:
30 June 31 December
2021 2020
$ $
Share capital 99,937,351 99,869,252
Preference shares 100,813 100,813
Equity component of 3.5% Convertible Unsecured
Loan Stock 2024 6,919,355 6,919,355
Other capital reserves 218,755 259,460
Share warrants reserve 107,702 107,702
Retained earnings (75,789,099) (71,085,642)
Exchange reserve (4,927,513) (4,927,513)
Total shareholders' funds 26,567,364 31,243,427
============== ==============
23. Related party transactions
Wayne Bulpitt founded the Active Group, now renamed the Aspida
Group, who acted as administrator until 10 June 2020; he is also a
shareholder of the Company.
Bart Turtelboom founded APQ Partners LLP and is also a director
of APQ Cayman Limited as well as the largest shareholder of the
Company.
The Directors are remunerated from the Company in the form of
fees, payable monthly in arrears. Bart Turtelboom was entitled to
an annual salary of GBP120,000 as Chief Executive Officer of the
Company. From 1 April 2018 this was split between the Company and
APQ Cayman Limited.
23. Related party transactions (continued)
APQ Global APQ Global APQ Cayman APQ Capital APQ Knowledge APQ Corporate Total
Limited - Limited - Limited - Services Limited Limited - remuneration Services Limited
remuneration Share based remuneration - remuneration - remuneration
remuneration
$ $ $ $ $ $ $
For For For For For For For For For the For the For the For the For the For the
the the the the the the the the six six months six six months six six
six six six six six six six six months ended months ended months months
months months months months months months months months ended 30 June ended 30 June ended ended
ended ended ended ended ended ended ended ended 30 June 2020 30 June 2020 30 June 30 June
30 30 June 30 June 30 June 30 30 June 30 30 June 2021 2021 2021 2020
June 2020 2021 2020 June 2020 June 2020
2021 2021 2021
Chief
Bart Executive
Turtelboom Officer 16,655 30,427 27,304 49,350 66,679 45,256 - - - - - - 110,638 125,033
Wayne Non-Executive
Bulpitt Chairman 27,712 25,226 - - - - - - - - - - 27,712 25,226
Wesley Executive
Davis Director 22,500 32,250 - - 22,500 32,250 1,313 - 1,597 - 1,692 - 49,602 64,500
Philip Non-Executive
Soulsby Director 12,157 11,037 - - - - 1,042 - - - - - 13,199 11,037
Al Wadhah Non-Executive
Al Adawi Director - - - - - - - - - - - - - -
79,024 98,940 27,304 49,350 89,179 77,506 2,355 - 1,597 - 1,692 - 201,151 225,796
======== ========== ======== ========== ======== ========== ======== ========== ========= ============= ========= ============= =========== ===========
The directors represent key management personnel. Additional key
management personnel are the partners of the LLP, details of their
remuneration is disclosed in Note 6.
APQ Global Limited has incurred $nil (six months ended 30 June
2020 - $31,898) of fees and expenses to Active Services (Guernsey)
Limited as administrator of the Company.
On 10 June 2020, the Company changed its administrator from
Active Services (Guernsey) to Parish Group Limited, a wholly owned
subsidiary of APQ Global Limited. APQ Global Limited has incurred
$43,584 (six months ended 30 June 2020 - $9,082) of fees and
expenses to Parish Group Limited as administrator of the Company.
As at 30 June 2021 the balance owed to Parish Group Limited was
$nil (31 December 2020 - $nil).
23. Related party transactions (continued)
As described in the Listing Document, and under the terms of the
Services Agreement, APQ Partners LLP assist the Board and the
Group's management based in Guernsey with the implementation of its
business strategy, provide research on business opportunities in
emerging markets and provide support for cash management and risk
management purposes. APQ Partners LLP are entitled to the
reimbursement of expenses properly incurred on behalf of APQ Global
Limited in connection with the provision of its services pursuant
to the agreement. APQ Partners LLP has recharged expenses of
$250,868 (six months ended 30 June 2020 - $213,638) to APQ Global
Limited during the period. As at 30 June 2021, APQ Global Limited
was owed $123,519 from APQ Partners LLP (31 December 2020 -
$119,926). In both the current and prior period amounts have been
eliminated on consolidation.
During the period, the Group recharged expenses to APQ Cayman
Limited of $250,868 (six months ended 30 June 2020 - $250,318) and
was recharged expenses of $8,339 (six months ended 30 June 2020 -
$18,921) from APQ Cayman Limited. During the six months period to
30 June 2021, APQ Global Limited received dividends from APQ Cayman
Limited of $3,087,885 (six months ended 30 June 2020 -
$7,635,275).
During the period, APQ Global Limited provided funding of
$50,000 (six months ended 30 June 2020 - $nil) to APQ Corporate
Services Limited. As at 30 June 2021, $550,000 (31 December 2020 -
$850,000) was due from APQ Corporate Services Limited. The Company
received dividends of $nil (six months ended 30 June 2020 -
$989,193).
During the period, APQ Global Limited paid expenses on behalf of
APQ Connect Limited amounting to $nil (six months ended 30 June
2020 - $101,933). As at 30 June 2021, $nil (31 December 2020 -
$nil) was due from APQ Connect Limited.
During the period, APQ Global Limited paid $80,400 (six months
ended 30 June 2020 - $67,536) as dividends to the holders of the
convertible preference shares on behalf of APQ Capital Services
Limited.
During the period, APQ Global Limited received dividends of
$96,702 (six months ended 30 June 2020 - $nil) from APQ Knowledge
Limited.
In 2021, APQ Global provided a loan to Palladium Trust Services
Limited, a group undertaking, of $nil (31 December 2020 - $77,849).
In addition, the loan attracts interest at a rate of 10%. During
the period, APQ Global charged interest of $6,202 (six months ended
30 June 2020 - $1,884). As at 30 June 2021, APQ Global Limited was
owed $136,322 (31 December 2020 - $128,790) from Palladium Trust
Services Limited.
In 2019, APQ Global Limited provided a loan to New Markets Media
& Intelligence Ltd, of $24,299. In addition, the loan attracts
interest at a rate of 10%. During the period, APQ Global Limited
charges interest of $nil (six months ended 30 June 2020 - $631).
The loan has been fully repaid in the six months ended 30 June
2020. As at 30 June 2021 APQ Global Limited owed $52,382 (31
December 2020 - $33,242) to New Markets Media & Intelligence
Ltd.
[1] Where we refer to revenue from income generating operating
activities this relates to the revenue of our investee
companies.
[2] Where we refer to revenue from income generating operating
activities this relates to the revenue of our investee
companies.
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END
IR PPUAWBUPGGBB
(END) Dow Jones Newswires
September 30, 2021 02:00 ET (06:00 GMT)
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