TIDMBANK
RNS Number : 1078C
Fiinu PLC
08 June 2023
Certain information contained in this announcement would have
been deemed inside information for the purposes of Article 7 of the
Market Abuse Regulation (EU) No 596/2014 ('MAR'), which is part of
UK law by virtue of the European Union (Withdrawal) Act 2018, until
the release of this announcement
8 June 2023
Fiinu Plc
("Fiinu", the "Company" or the "Group")
Final Results
Fiinu, a fintech group, creator of the Plugin Overdraft(R),
announces its results for the period ended 31 December 2022 ("2022
Annual Report").
Commenting, Chris Sweeney, Chief Executive Officer said:
"Fiinu has had a very encouraging year with significant progress
made despite the extremely difficult capital markets, the
increasingly challenging cost environment and the extremely tight
timetable in which to launch our business. Whilst the business has
focused on delivery against key milestones targets, we have also
built an exceptional team of motivated colleagues who want to build
something that will challenge the status quo in UK Retail Banking
by utilising technology to make a difference for hard-pressed
consumers. I am proud of what we have achieved together in such a
short space of time "
S
Enquiries:
Fiinu plc via Brazil London
Chris Sweeney, Chief Executive Officer (press office for
Philip Tansey, Chief Financial Officer Fiinu)
www.fiinu.com
SPARK Advisory Partners Limited (Nomad) Tel: +44 (0) 203 368
Mark Brady / Adam Dawes 3550
SP Angel Corporate Finance LLP (Joint Tel: +44 (0) 207 470
Broker) 0470
Matthew Johnson / Charlie Bouverat
(Corporate Finance)
Abigail Wayne / Rob Rees (Corporate
Broking)
Panmure Gordon (UK) Limited (Joint Tel: +44 (0)207 886
Broker) 2500
Stephen Jones / Atholl Tweedie (Corporate
Finance)
Hugh Rich (Corporate Broking)
Brazil London (press office for Fiinu) Tel: +44 (0) 207 785
Joshua Van Raalte / Christine Webb 7383
/ Jamie Lester Email: fiinu@agencybrazil.com
About Fiinu
Fiinu, founded in 2017, is a fintech group, that developed the
Plugin Overdraft(R) which is an unbundled overdraft solution
allowing customers to have an overdraft without changing their
existing bank. The underlying bank Independent Overdraft(R)
technology platform is bank agnostic, that therefore enables it to
serve all other banks' customers. Open Banking allows Fiinu's
Plugin Overdraft(R) to attach ("plugin") to the customer's existing
primary bank account, no matter which bank they may use. Fiinu's
vision is built around Open Banking, and it believes that it
increases competition and innovation in UK banking.
For more information, please visit
www.fiinu.com .
FOUNDER'S STATEMENT
We have come a long way and our mission is to revolutionise how
people manage their finances, creating better financial inclusion
and increasing financial flexibility for consumers.
We are currently focused on building a Bank Independent
Overdraft(R) platform, to promote our flagship product in the UK -
Plugin Overdraft(R), which will give consumers access to an
overdraft facility without the need to switch banks and current
accounts..
Evidence suggests that the current macroeconomic environment,
rising inflation, and cost-of-living crisis is resulting in more
demand for an overdraft, and that the gap between supply and demand
of overdraft credit is widening. In 2017, we presented a thematic
analysis and details on how to technically unbundle overdrafts from
current accounts without the need for customers to switch banks and
thereby extending access to a broader population and improving
financial inclusion. The Fiinu business model is based on this. It
is technology- led using Open Banking to improve consumer outcomes
in the lending sector.
Customers will be able to link multiple bank accounts to their
dedicated overdraft account through Open Banking application
programming interfaces (APIs). The underwriting process is also led
by Open Banking, as opposed to conventional underlying risk-based
underwriting methods.
Financial Inclusion
The presence of an arranged overdraft in a credit file can
improve the credit rating if consumers use it sensibly. The Open
Banking-led underwriting model is based on the principle that
overdraft limits will be provided to those who can demonstrate an
ability to make repayments within a reasonable time without
adversely impacting their overall nancial well-being or needing to
borrow more elsewhere to make repayment.
Over the past 12 months, only circa 10% of newly opened personal
current accounts in the UK include an agreed overdraft. Our model
is adopting a sophisticated approach to assess affordability and to
set credit limits, thereby potentially enabling it to extend its
overdraft credit to a substantially wider population than
traditional banks.
Outlook and the Year Ahead
We have achieved a sequence of critical milestones, including
the admission to the AIM public market coupled with raising GBP14m
of initial funding which has allowed us to move at pace in
developing our systems and control structures and now, most
recently, the conditional raising of up to GBP6.5m before costs to
support ongoing operations. The company is now focused on securing
GBP34-42m of capital and as is anticipated, a full unrestricted
banking licence in the second half of 2023.
MARKO SJOBLOM
Founder and Executive Director
CHAIR'S STATEMENT
Review and Outlook
I am delighted to present my first statement as Chairman at a
most exciting time in the UK banking market which Fiinu aims to
revolutionise with the provision of services to so many, to this
point in time, under-served people.
I am particularly pleased with the work effort, commitment and
achievements of the entire team ranging from the Board through the
management team and to all our employees who have worked with
diligence and speed and with a very clear focus on the goal of
obtaining an unrestricted banking licence and commencing the
provision of services to the UK public in, we anticipate, the
second half of 2023.
The building of a thorough governance framework across the group
has been particularly impressive and puts us in good shape in
advance of the anticipated commencement of business by providing a
robust platform upon which to build and develop.
I thank the Board for the huge progress we have made and in such
a challenging environment and want to also thank the previous
Immediate Acquisition PLC Board, for their stewardship up and until
the reverse takeover by Fiinu Holdings Limited in July 2022. This
takeover provided the ability for the group to access the capital
markets through its AIM listing to obtain capital to enable the
growth of the business.
I also thank our shareholders for their support. We would not
have been able to achieve what we have without their loyalty and
support.
We very much look forward to building upon these achievements
and a very exciting future.
DAVID HOPTON
Chair
CHIEF EXECUTIVE'S STATEMENT
Chief Executive's Statement Overview
Fiinu has had a significant year of progress despite the serious
challenges posed by the difficult capital markets, the ever
increasing cost environment and the extremely tight mobilisation
year timetable.
It has been a year of milestones achieved against targets set
and I thank all our employees and business partners for their
support. These targets included especially the retention of our
people, our control framework and the support of our shareholders
as we look to build on this first year.
The Year 2022
Through the reverse takeover (RTO) of Immediate Acquisition Plc,
which was subsequently re-named Fiinu Plc, the group concluded by
the re-admission in July of its shares to trading on the AIM
market. This provided the group with access to the capital markets
to seek the required investment required to support unrestricted
launch of banking services. Over the following 6 months the
achievements were exceptional;
September 2022 saw the contract signed and configuration
commenced on the core banking platform with Tuum along with
completion of the hiring of key management positions;
October 2022: Contract signed with TransUnion to provide open
banking and credit reference services along with the key decision
engine services provider;
November 2022: The critical Payment Initiation Service Provider
("PISP") was selected following a detailed process to provide
inbound and outbound secure payment services and Initial
microservices covering customer identification & validation and
messaging were delivered into internal test environments;
December 2022: Regulatory Senior Management Function ("SMF")
approval received for Chief Financial Officer, Chief Risk Officer
and Chair of Board Risk and Compliance Committee and the
development of the mobile application 'front end' was
completed.
Staff
We are blessed to have excellent people within the Group and we
continue to attract new individuals though I continue to monitor
the head count required by the our business plan. I thank all our
members of staff for their commitment and hard work in the past
year as they managed the uncertainty and challenges of the new
working model.
Shareholders
I am delighted with the support, both in terms of capital
investment and guidance, received from our major shareholders and
thank them and the new investors who have joined and supported
Fiinu in not only our reverse takeover of Immediate Acquisition Plc
to obtain access to the capital markets through its AIM listing and
GBP14million gross fund raise but also, following the end of this
financial year, the further conditional raise of up to GBP6.5m
before costs to support ongoing operations. The company is now
focused on securing GBP34-42m of capital to support its full
unrestricted banking licence in the second half of 2023.
Fiinu Technology
I am truly excited by the ground-breaking work being undertaken
by our team members in collaboration with our key external partners
as they build out the technology stack with some revolutionary
applications and processes that will lead to the provision of the
Plugin Overdraft. Whilst we focus on securing the future of banking
it is becoming clear how large an opportunity for future revenue
streams our proprietary technology will become.
Consumers, Fairness & Opportunity
We at Fiinu believe that we are on a mission which is to provide
on a far fairer and more open basis a good quality banking
overdraft facility to so many people who have been denied this
opportunity to help them in their well- managed day-to-day affairs
but also help them build up good credit histories that other
consumer lending products can not and do not.
Looking forward
The progress since the July 2022 RTO has been nothing short of
spectacular and has involved a deep level of commitment and
dedication from our Board and staff and our key suppliers and
shareholders all of whom can see the vision become reality in what
is a very short period of time.
I look forward to the rest of this calendar year when we aim to
move from development and into the serious business of serving the
UK consumer fair and accessible lending in a market that currently
underserves them.
CHRIS SWEENEY
Chief Executive Officer
CONSOLIDATED STATEMENT OF TOTAL COMPREHENSIVE INCOME
Period ended Year
31 December ended
31 March
2022 2022
GBP GBP
Administrative expenses (8,218,903) (973,965)
--------------------------- ---------------
Operating loss (8,218,903) (973,965)
Investment revenues 11,596 -
Finance costs (9,970) (1,222)
--------------------------- ---------------
Loss before taxation (8,217,277) (975,187)
Income tax income 377,879 -
--------------------------- ---------------
Loss and total comprehensive income
for the period (7,839,398) (975,187)
=========================== ===============
Profit for the financial period is all attributable to the
owners of the parent company.
Total comprehensive income for the period is all attributable to
the owners of the parent company.
Earnings per share
Basic (3.31) (0.52)
Diluted (3.31) (0.52)
================== ======
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
31 December 31 March
2022 2022
GBP GBP
ASSETS
Non-current assets
Intangible assets 878,639 29,563
Property, plant and equipment 276,524 5,412
------------------- --------------
1,155,163 34,975
------------------- --------------
Current assets
Trade and other receivables 660,078 45,964
Current tax recoverable 352,879 95,150
Cash and cash equivalents 7,045,161 275,370
------------------- --------------
8,058,118 416,484
------------------- --------------
Total assets 9,213,281 451,459
EQUITY
Called up share capital 26,513,186 3,758,184
Share premium account 9,194,313 5,189,313
Merger reserve (21,120,782) (5,090,626)
Retained earnings (7,293,795) (4,134,550)
------------------- --------------
Total equity 7,292,922 (277,679)
------------------- --------------
LIABILITIES
Non-current liabilities
Lease liabilities
93,425 -
------------------- --------------
Current liabilities
Trade and other payables 1,693,603 729,138
Lease liabilities 133,331 -
------------------- --------------
1,826,934 729,138
------------------- --------------
Total liabilities 1,920,359 729,138
------------------- --------------
Total equity and liabilities 9,213,281 451,459
------------------- --------------
COMPANY STATEMENT OF FINANCIAL POSITION
------------------------------- --------- ----------------------------------------------
2022 2021
GBP GBP
ASSETS
Non-current assets
Property, plant and equipment 224,546 -
Investments 46,482,583 1,977,267
Other receivables - 56,482
46,707,129 2,033,749
------------------ --------------------------
Current assets
Trade and other receivables 1,801,269 1,050,267
Cash and cash equivalents 99,078 26,685
------------------ --------------------------
1,900,347 1,076,952
------------------ --------------------------
Total assets 48,607,476 3,110,701
------------------ --------------------------
EQUITY
Called up share capital 26,513,186 3,758,184
Share premium account 27,944,314 5,189,313
Revaluation reserve - 836,265
Shared based reserve 40,218 40,218
Retained earnings (7,093,177) (7,176,955)
------------------ --------------------------
Total equity 47,404,541 2,647,025
------------------ --------------------------
LIABILITIES
Non-current liabilities
Lease liabilities 93,425 -
------------------ --------------------------
Current liabilities
Trade and other payables 976,179 463,676
Lease liabilities 133,331 -
------------------ --------------------------
1,109,510 463,676
------------------ --------------------------
Total liabilities 1,202,935 463,676
------------------ --------------------------
Total equity and liabilities 48,607,476 3,110,701
================== ==========================
As permitted by s408 Companies Act 2006, the company has not
presented its own income statement and related notes. The company's
loss for the year was GBP752,487 (2021 - GBP649,784 loss).
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Share Share Merger Retained Total
capital premium reserve earnings
account
GBP GBP GBP GBP GBP
As restated for the period ended 31 March 2022:
Balance at 1 April 2021 2,558,184 3,586,541 (2,687,835) (3,159,363) 297,527
---------- --------- ---------------- ------------- -------------
2,558,184 3,586,541 (2,687,835) (3,159,363) 297,527
Period ended 31 March
2022:
Loss and total comprehensive
income for the period (975,187) (975,187)
Issue of share capital 1,200,000 1,602,772 (2,402,791) - 399,981
---------- --------- ---------------- ------------- -------------
Balance at 31 March 2022 3,758,184 5,189,313 (5,090,626) (4,134,550) (277,679)
---------- --------- ---------------- ------------- -------------
Period ended 31 December
2022:
Loss and total comprehensive
income for the period - - - (7,839,398) (7,839,398)
Issue of share capital 4,005,000 4,005,000 - - 8,010,000
Share-based payment credit - - - 4,680,153 4,680,153
Effect of reverse take-over 18,750,002 - (16,030,156) 2,719,846
---------- --------- ---------------- ------------- -------------
Balance at 31 December
2022 26,513,186 9,194,313 (21,120,782) (7,293,795) 7,292,922
========== ========= ================ ============= =============
COMPANY STATEMENT OF CHANGES IN EQUITY
Share Share Merger Share-based Retained Total
capital premium reserve payment earnings
account reserve
GBP GBP GBP GBP GBP GBP
Balance at 1 January
2021 2,558,184 3,586,541 67,500 40,218 (6,527,171) (274,728)
Year ended 31
December 2021
Loss and total
comprehensive income
for
the year - - - - (649,784) (649,784)
Transactions with
owners in their
capacity
as owners:
Issue of share
capital 1,200,000 1,602,772 - - - 2,802,772
Other movements - - 768,765 - - 768,765
------------- ------------ ------------- -------------- ------------- ------------
Balance at 31
December 2021 3,758,184 5,189,313 836,265 40,218 (7,176,955) 2,647,025
------------- ------------ ------------- -------------- ------------- ------------
Period ended 31
December 2022:
Loss and total
comprehensive income
for
the year - - - - (752,487) (752,487)
Transactions with
owners in their
capacity
as owners:
Issue of share
capital 22,755,002 22,755,001 - - - 45,510,003
Transfer from
revaluation reserve - - (836,265) - 836,265 -
------------- ------------ ------------- -------------- ------------- ------------
Balance at 31
December 2022 26,513,186 27,944,314 - 40,218 (7,093,177) 47,404,541
============= ============ ============= ============== ============= ============
CONSOLIDATED STATEMENT OF CASH FLOWS
31 December 31 March
2022 2022
GBP GBP GBP GBP
Cash flows from operating
activities
Cash absorbed by operations (4,497,027) (692,240)
Interest paid - (1,222)
Income taxes refunded 120,150 -
------------ ------------- ------------- -------------
Net cash outflow from operating
activities (4,376,877) (693,462)
Investing activities
Purchase of intangible assets (849,076) (26,063)
Purchase of property, plant
and equipment (50,457) -
Interest received 11,596 -
------------ ------------- ------------- -------------
Net cash used in investing
activities (887,937) (26,063)
Financing activities
Proceeds from issue of shares 8,010,000 399,981
Net of cash acquired on reverse
takeover 3,577,275 -
Proceeds from borrowings 500,000 -
Payment of lease liabilities (47,533) -
Interest paid (5,137) -
------------ ------------- ------------- -------------
Net cash generated from financing
activities 12,034,605 399,981
------------ ------------- ------------- -------------
Net increase/(decrease) in
cash and cash equivalents 6,769,791 (319,544)
Cash and cash equivalents at
beginning of year 275,370 594,914
------------ ------------- ------------- -------------
Cash and cash equivalents at
end of year 7,045,161 275,370
============ ============= ============= =============
COMPANY STATEMENT OF CASH FLOWS
31 December 31 March
2022 2022
Notes GBP GBP GBP GBP
Cash flows from operating
activities
Cash absorbed by operations 34 (3,365,399) (1,549,239)
Interest paid - 47
--------------- ---------------- -------------- ----------------
Net cash outflow from operating
activities (3,365,399) (1,549,192)
Investing activities
Purchase of additional capital
in subsidiaries (8,982,580) -
Proceeds from disposal of subsidiaries 1,882,500 -
Loans made - (1,050,000)
Repayment of loans 1,050,000 -
Purchase of investments - (249,083)
Proceeds from disposal of investments 951,460 -
Interest received 69,111 72,188
--------------- ---------------- -------------- ----------------
Net cash used in investing
activities (5,029,509) (1,226,895)
Financing activities
Proceeds from issue of shares 8,010,000 3,000,000
Share issue costs - (197,228)
Proceeds from borrowings 500,000 -
Non-operating income treated
as financing activity (42,699) -
--------------- ---------------- -------------- ----------------
Net cash generated from financing
activities 8,467,301 2,802,772
--------------- ---------------- -------------- ----------------
Net increase in cash and cash
equivalents 72,393 26,685
Cash and cash equivalents at
beginning of year 26,685 -
--------------- ---------------- -------------- ----------------
Cash and cash equivalents at
end of year 99,078 26,685
=============== ================ ============== ================
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
1 Accounting policies
Company information
Fiinu plc is a public company limited by shares incorporated in
England and Wales. The registered office is Meadows Business Park,
Station Approach, Blackwater, Camberley, GU17 9AB. The group's
principal activity is of banking services to provide overdrafts
through Open Banking to retail customers. The group is currently in
the mobilisation phase.
The group consists of Fiinu plc and all of its subsidiaries.
1.1 Accounting convention
The Group's consolidated and the Company's financial statements
are prepared in accordance with UK- adopted international
accounting standards and the Companies Act 2006 requirements,
except as otherwise stated. On publishing the parent company
financial statements here together with the consolidated financial
statements, the company is taking advantage of the exemption in
s408 of the Companies Act 2006 not to present its individual
statement of profit and loss. Profit and loss and other
comprehensive income and related notes that form a part of these
approved financial statements.
The AIM Rules require that the consolidated financial statements
of the group be prepared in accordance with International Financial
Reporting Standards.
During the period ended December 2022, Fiinu Holdings Ltd and
Fiinu Bank Ltd adopted International Financial Reporting Standards
(IFRS) having previously prepared financial statements in
accordance with United Kingdom Generally Accepted Accounting
Practice (UKGAAP). As such the group has applied the provisions of
IFRS1, First-time adoption of International Financial Reporting
Standards' (IFRS1) in the preparation of this annual report.
The reported financial position and financial performance for
the previous period are reconciled in note 25.
For the year ended 31 December 2022 the parent company has
continued to apply International Financial Reporting Standards
(IFRS) in line with previous accounting periods.
The financial statements are prepared in sterling, which is the
functional currency of the group. Monetary amounts in these
financial statements are rounded to the nearest GBP.
The financial statements have been prepared under the historical
cost convention. The principal accounting policies adopted are set
out below.
There are no new standards or amendments to standards which are
material to the financial statements and mandatory for the first
time for the financial year ended 31 December 2022.
1.2 Reverse takeover transactions
On 15 June 2022 The Directors of Immediate Acquisition Plc
announced that it had entered into a Sale and Purchase Agreement to
acquire Fiinu Holdings Ltd which, on account of the relative sizes
of the two entities, constituted a reverse takeover under the
London Stock Exchange AIM Rules. As a prelude to the acquisition,
which completed on 7 July 2023, Immediate Acquisition Plc raised
GBP8.01million in new equity capital. The shares in the enlarged
company were then readmitted to trading on the AIM market on 8 July
2023 under its new name of Fiinu plc.
Where there has been a reverse takeover, the coming together of
the entities does not constitute a business combination and as such
the transaction is accounted for as, in substance, a capital
reorganisation. The accounting acquirer is different from the legal
acquirer. As such, from an accounting perspective, the previous
comparatives and any results prior to the reverse takeover have not
been presented and the assets and liabilities of the accounting
acquirer are recorded in the consolidated financial statements at
their pre- combination amounts. The share capital in the
consolidated financial statements however, reflects that of the
legal acquirer.
Fiinu Holdings Ltd has been identified as the accounting
acquirer and Fiinu plc, the legal acquirer. The share capital in
the consolidated accounts reflects that of the legal acquirer,
being Fiinu plc. The comparatives, and any results prior to 8 July
2022 of Fiinu plc have not been presented and the assets and
liabilities of the Fiinu Holdings Limited group have been recorded
in the consolidated financial statements at their pre-combination
amounts.
1.3 Basis of consolidation
All financial statements are made up to 31 December 2022. Where
necessary, adjustments are made to the financial statements of
subsidiaries to bring the accounting policies used into line with
those used by other members of the group.
All intra-group transactions, balances and unrealised gains on
transactions between group companies are eliminated on
consolidation. Unrealised losses are also eliminated unless the
transaction provides evidence of an impairment of the asset
transferred.
Subsidiaries are consolidated in the group's financial
statements from the date that control commences until the date that
control ceases.
Acquisitions are accounted for using the acquisition method. the
cost of an acquisition is measured at fair value at the date of
exchange of the consideration. Identifiable assets and liabilities
of the acquired business are recognised at their fair value at the
date of acquisition. To the extent that the cost of an acquisition
exceeds the fair value of the net assets acquired the difference is
recorded as goodwill. Where the fair value of the net assets
acquired exceeds the cost of an acquisition the difference is
recorded in profit and loss.
1.4 Going concern
The financial statements have been prepared on a going concern
basis. In assessing going concern, the Directors have considered
the current statement of financial position, the financial
projections, longer-term strategy of the business and the capital
and liquidity plans, including stress tests and plans for future
capital injections.
The circumstances in relation to the requirement to raise
capital to support year one of operations post approval from the
PRA and FCA to operate as a bank without restrictions, following
the re-submission of Fiinu Bank's banking application. This
represents a material uncertainty that may cast significant doubt
on the ability of the bank and therefore potentially the Group to
continue as a going concern.
1.5 Intangible assets other than goodwill
Intangible assets acquired separately from a business are
recognised at cost and are subsequently measured at cost less
accumulated amortisation and accumulated impairment losses.
Research and development expenditure
Expenditure on research is recognised as an expense in the
period in which it is incurred.
Cost that are directly attributable to the development phase of
new customised technologies are recognised as intangible assets
provided they meet the following recognition criteria:
-- completion of the intangible asset is technically feasible so
that it will be available for use or sale;
-- the group intends to complete the intangible asset and use or sell it;
-- the group has the ability to use or sell the tangible asset;
-- the intangible asset will generate probable future economic
benefits. Among other things, this requires that there is a market
for the output from the intangible asset or the intangible asset
itself, or, if it is to be used internally, the asset will be used
in generating such benefits;
-- there are adequate technical, financial and other resources
to complete the development and to use or sell the intangible
asset; and
-- the expenditure attributable to the intangible asset during
its development can be measured reliably. Development costs not
meeting the criteria for capitalisation are recognised as expenses
as incurred.
Amortisation is recognised as an administrative expense in
profit or loss on a straight line basis over the estimated useful
lives of intangible assets, other than goodwill, from the date that
they are available for use. The estimated useful lives for
intangible assets are as follows:
Research and development not yet in use
1.6 Property, plant and equipment
Property, plant and equipment are initially measured at cost and
subsequently measured at cost or valuation, net of depreciation and
any impairment losses.
Cost includes expenditures that are directly attributable to the
acquisition of the asset. Purchased software that is integral to
the functionality of the related equipment is capitalised as part
of that equipment.
Depreciation is recognised so as to write off the cost or
valuation of assets less their residual values over their useful
lives, leased assets are depreciated over the shorter of the lease
term and their useful lives. Depreciation is recognised on the
following bases:
Leasehold property Over the period of the lease
Office and IT equipment 3-10 years
Plant and equipment 3-7 years
Computers and network equipment 3-5 years or contract term if shorter
The gain or loss arising on the disposal of an asset is
determined as the difference between the sale proceeds and the
carrying value of the asset, and is recognised in the income
statement.
1.7 Non-current investments
Interests in subsidiaries, associates and jointly controlled
entities are initially measured at cost and subsequently measured
at cost less any accumulated impairment losses. The investments are
assessed for impairment at each reporting date and any impairment
losses or reversals of impairment losses are recognised immediately
in profit or loss.
A subsidiary is an entity controlled by the parent company.
Control is the power to govern the financial and operating policies
of the entity so as to obtain benefits from its activities.
1.8 Borrowing costs
Finance costs comprise interest expense on borrowings including
leases which are recognised in profit or loss in the period in
which they are incurred.
1.9 Impairment of tangible and intangible assets
At each reporting end date, the group reviews the carrying
amounts of its tangible and intangible assets to determine whether
there is any indication that those assets have suffered an
impairment loss. If any such indication exists, the recoverable
amount of the asset is estimated in order to determine the extent
of the impairment loss (if any). Where it is not possible to
estimate the recoverable amount of an individual asset, the group
estimates the recoverable amount of the cash-generating unit to
which the asset belongs.
Intangible assets with indefinite useful lives and intangible
assets not yet available for use are tested for impairment
annually, and whenever there is an indication that the asset may be
impaired.
1.10 Cash and cash equivalents
Cash and cash equivalents include cash in hand, deposits held at
call with banks, other short-term liquid investments with original
maturities of three months or less, and bank overdrafts. Bank
overdrafts are shown within borrowings in current liabilities.
1.11 Financial assets
Financial assets are recognised in the group's statement of
financial position when the group becomes party to the contractual
provisions of the instrument. Financial assets are classified into
specified categories, depending on the nature and purpose of the
financial assets.
At initial recognition, financial assets classified as fair
value through profit and loss are measured at fair value and any
transaction costs are recognised in profit or loss. Financial
assets not classified as fair value through profit and loss are
initially measured at fair value plus transaction costs.
Financial assets at fair value through profit or loss
When any of the above-mentioned conditions for classification of
financial assets is not met, a financial asset is classified as
measured at fair value through profit or loss. Financial assets
measured at fair value through profit or loss are recognised
initially at fair value and any transaction costs are recognised in
profit or loss when incurred. A gain or loss on a financial asset
measured at fair value through profit or loss is recognised in
profit or loss, and is included within finance income or finance
costs in the statement of income for the reporting period in which
it arises.
Financial assets held at amortised cost
Financial instruments are classified as financial assets
measured at amortised cost where the objective is to hold these
assets in order to collect contractual cash flows, and the
contractual cash flows are solely payments of principal and
interest. They arise principally from the provision of goods and
services to customers (eg trade receivables). They are initially
recognised at fair value plus transaction costs directly
attributable to their acquisition or issue, and are subsequently
carried at amortised cost using the effective interest rate method,
less provision for impairment where necessary.
Financial assets at fair value through other comprehensive
income
Debt instruments are classified as financial assets measured at
fair value through other comprehensive income where the financial
assets are held within the group's business model whose objective
is achieved by both collecting contractual cash flows and selling
financial assets, and the contractual terms of the financial asset
give rise on specified dates to cash flows that are solely payments
of principal and interest on the principal amount outstanding.
A debt instrument measured at fair value through other
comprehensive income is recognised initially at fair value plus
transaction costs directly attributable to the asset. After initial
recognition, each asset is measured at fair value, with changes in
fair value included in other comprehensive income. Accumulated
gains or losses recognised through other comprehensive income are
directly transferred to profit or loss when the debt instrument is
derecognised.
The parent company has made an irrevocable election to recognize
changes in fair value of investments in equity instruments through
other comprehensive income, not through profit or loss. A gain or
loss from fair value changes will be shown in other comprehensive
income and will not be reclassified subsequently to profit or loss.
Equity instruments measured at fair value through other
comprehensive income are recognized initially at fair value plus
transaction cost directly attributable to the asset. After initial
recognition, each asset is measured at fair value, with changes in
fair value included in other comprehensive income. Accumulated
gains or losses recognised through other comprehensive income are
directly transferred to retained earnings when the equity
instrument is derecognised or its fair value substantially
decreased. Dividends are recognized as finance income in profit or
loss.
Impairment of financial assets
Financial assets carried at amortised cost and FVOCI are
assessed for indicators of impairment at each reporting end
date.
The expected credit losses associated with these assets are
estimated on a forward-looking basis. A broad range of information
is considered when assessing credit risk and measuring expected
credit losses, including past events, current conditions, and
reasonable and supportable forecasts that affect the expected
collectability of the future cash flows of the instrument.
For trade receivables, the simplified approach permitted by IFRS
9 is applied, which requires expected lifetime losses to be
recognised from initial recognition of the receivables.
Derecognition of financial assets
Financial assets are derecognised only when the contractual
rights to the cash flows from the asset expire, or when it
transfers the financial asset and substantially all the risks and
rewards of ownership to another entity.
1.12 Financial liabilities
The group recognises financial debt when the group becomes a
party to the contractual provisions of the instruments. Financial
liabilities are classified as either 'financial liabilities at fair
value through profit or loss' or 'other financial liabilities'.
Other financial liabilities
Other financial liabilities, including borrowings, trade
payables and other short-term monetary liabilities, are initially
measured at fair value net of transaction costs directly
attributable to the issuance of the financial liability. They are
subsequently measured at amortised cost using the effective
interest method. For the purposes of each financial liability,
interest expense includes initial transaction costs and any premium
payable on redemption, as well as any interest or coupon payable
while the liability is outstanding.
Derecognition of financial liabilities
Financial liabilities are derecognised when, and only when, the
group's obligations are discharged, cancelled, or they expire.
1.13 Equity instruments
Equity instruments issued by the parent company are recorded at
the proceeds received, net of direct issue costs. Dividends payable
on equity instruments are recognised as liabilities once they are
no longer payable at the discretion of the company.
Share capital represents the nominal value of shares that have
been issued. Share premium includes any premium received on issue
of share capital.
The company also has warrants in issue following an equity fund
raising process. The warrants had a life of 1 year from grant date,
which was extended to 30 June 2022 and have since expired. The
grant date fair value of warrants granted to investors is
recognised as an expense against share premium, with a
corresponding increase in equity. The amount recognised as an
expense is adjusted to reflect the expected number of share
warrants that vest unless this adjustment is due to the share price
not achieving the exercise price threshold.
The investment revaluation reserve includes accumulated gains
and losses on financial assets.
Retained losses include retained profits and losses relating to
current and prior years and purchases and sales of own shares by
the Employee Benefit Trust.
All transactions with owners of the parent are recorded
separately within equity.
1.14 Taxation
The tax expense represents the sum of the tax currently payable
and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the
year. Taxable profit differs from net profit as reported in the
income statement because it excludes items of income or expense
that are taxable or deductible in other years and it further
excludes items that are never taxable or deductible. The group's
liability for current tax is calculated using tax rates that have
been enacted or substantively enacted by the reporting end
date.
Deferred tax
Deferred tax is the tax expected to be payable or recoverable on
differences between the carrying amounts of assets and liabilities
in the financial statements and the corresponding tax bases used in
the computation of taxable profit, and is accounted for using the
balance sheet liability method. Deferred tax liabilities are
generally recognised for all taxable temporary differences and
deferred tax assets are recognised to the extent that it is
probable that taxable profits will be available against which
deductible temporary differences can be utilised. Such assets and
liabilities are not recognised if the temporary difference arises
from goodwill or from the initial recognition of other assets and
liabilities in a transaction that affects neither the tax profit
nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each
reporting end date and reduced to the extent that it is no longer
probable that sufficient taxable profits will be available to allow
all or part of the asset to be recovered. Deferred tax is
calculated at the tax rates that are expected to apply in the
period when the liability is settled or the asset is realised.
Deferred tax is charged or credited in the income statement, except
when it relates to items charged or credited directly to equity, in
which case the deferred tax is also dealt with in equity. Deferred
tax assets and liabilities are offset when the group has a legally
enforceable right to offset current tax assets and liabilities and
the deferred tax assets and liabilities relate to taxes levied by
the same tax authority.
1.15 Employee benefits
The costs of short-term employee benefits are recognised as a
liability and an expense, unless those costs are required to be
recognised as part of the cost of inventories or non-current
assets.
The cost of any unused holiday entitlement is recognised in the
period in which the employee's services are received.
Termination benefits are recognised immediately as an expense
when the group is demonstrably committed to terminate the
employment of an employee or to provide termination benefits.
For cash-settled share-based payments, a liability is recognised
for the goods and services acquired, measured initially at the fair
value of the liability. At the balance sheet date until the
liability is settled, and at the date of settlement, the fair value
of the liability is remeasured, with any changes in fair value
recognised in profit or loss for the year.
1.16 Retirement benefits
Payments to defined contribution retirement benefit schemes are
charged as an expense as they fall due.
1.17 Leases
At inception, the group assesses whether a contract is, or
contains, a lease within the scope of IFRS 16. A contract is, or
contains, a lease if the contract conveys the right to control the
use of an identified asset for a period of time in exchange for
consideration. Where a tangible asset is acquired through a lease,
the group recognises a right-of-use asset and a lease liability at
the lease commencement date. Right-of-use assets are included
within property, plant and equipment, apart from those that meet
the definition of investment property and are recognised for all
leases except those which are considered to have a fair value below
GBP4,500 and those with a duration of 12 months or less.
The right-of-use asset is initially measured at cost, which
comprises the initial amount of the lease liability adjusted for
any lease payments made at or before the commencement date plus any
initial direct costs and an estimate of the cost of obligations to
dismantle, remove, refurbish or restore the underlying asset and
the site on which it is located, less any lease incentives
received.
The right-of-use asset is subsequently depreciated using the
straight-line method from the commencement date to the earlier of
the end of the useful life of the right-of-use asset or the end of
the lease term. The estimated useful lives of right-of-use assets
are determined on the same basis as those of other property, plant
and equipment. The right-of-use asset is periodically reduced by
impairment losses, if any, and adjusted for certain remeasurements
of the lease liability.
The lease liability is initially measured at the present value
of the lease payments that are unpaid at the commencement date,
discounted using the interest rate implicit in the lease or, if
that rate cannot be readily determined, the group's incremental
borrowing rate. Lease payments included in the measurement of the
lease liability comprise fixed payments, variable lease payments
that depend on an index or a rate, amounts expected to be payable
under a residual value guarantee, and the cost of any options that
the group is reasonably certain to exercise, such as the exercise
price under a purchase option, lease payments in an optional
renewal period, or penalties for early termination of a lease.
1.18 Foreign exchange
Transactions in currencies other than pounds sterling are
recorded at the rates of exchange prevailing at the dates of the
transactions. At each reporting end date, monetary assets and
liabilities that are denominated in foreign currencies are
retranslated at the rates prevailing on the reporting end date.
Gains and losses arising on translation in the period are included
in profit or loss.
1.19 Earnings per share
The group presents basic and diluted earnings per share ("EPS")
data for its ordinary shares. Basic EPS is calculated by dividing
the profit or loss attributable to ordinary shareholders of the
company by the weighted average number of ordinary shares
outstanding during the period. Diluted EPS is determined by
adjusting the profit or loss attributable to ordinary shareholders
and the weighted average number of ordinary shares outstanding for
the effects of all dilutive potential ordinary shares, which
comprise share options granted to employees.
2. Earnings per share
31 December 31 March
2022 2022
Number Number
Number of shares
Weighted average number of ordinary shares in issue 237,184,397 187,500,017
Less weighted average number of own shares
------------- -------------
Weighted average number of ordinary shares for
basic earnings per share 237,184,397 187,500,017
Weighted average number of ordinary shares for
diluted earnings per share 237,184,397 187,500,017
31 December 31 March
2022 2022
Earnings GBP GBP
Continuing operations
Loss for the period from continued operations (7,839,398) (975,187)
2022 2022
Pence per Pence
share per
share
Basic and diluted earnings per share
From continuing operations (3.31) (0.52)
============= =============
Basic earnings per share is calculated by dividing the earnings
attributable to ordinary shareholders by the weighted average
number of shares outstanding during the year.
In accordance with IAS 33 the diluted earnings/(loss) per share
is stated at the same amount in both December 2022 and March 2022
as basic as there is no dilutive effect.
3. Events after the reporting date
On 15 March 2023, the Company announced that it had
conditionally raised up to GBP6.49 million before costs in new
equity funding.
The first quarter 2023 saw a series of banks, including but not
limited to Silicon Valley Bank ('SVB') and Credit Suisse, which
operate in the UK and globally enter into either bankruptcy or
merger leading to a widespread unrest in the financial markets. The
Group had no direct exposures to any of these failed entities. At
this stage, the Directors do not believe this would have a material
adverse effect on the Group and consider this to be a non-adjusting
post balance sheet event.
On 28 April 2023 Fiinu Plc announce through the London Stock
Exchange Regulatory News Service that continuing challenging
capital market conditions have impeded its fundraising process.
Whilst good progress has been made with regard to our operational
readiness for Fiinu's full banking activity, the lack of full
funding commitment at this stage has slowed the necessary
regulatory application processes such that Fiinu has determined a
preferential course of action is to make an application to withdraw
its licence aiming to re-apply after a short period of 2 - 3
months. This application was submitted to the PRA and FCA and is
awaiting completion of the process. This action will allow the
Company to focus on securing its exit funding requirement which is
estimated to be in the range of GBP34 - GBP42 million. Once this
funding has been secured it is intended for the application process
to be resumed and completed promptly, again subject to the
necessary PRA and FCA approval.
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END
FR NKFBBFBKKQAK
(END) Dow Jones Newswires
June 08, 2023 04:29 ET (08:29 GMT)
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