8th March 2021
IamFire plc
AQSE: FIRE
(“IamFire plc” the
“Company")
Interim Results
For The Six Months Ended 31 October
2020
Chief Executive Officer Statement
I am pleased to present the interim results for IamFire plc
(AQSE: FIRE) for the period ending, 31.10.2020. This period was one of growth and
development for the Company as we completed an equity finance and
completed two substantial investment transactions with Bio2pure
Limited and WeShop Limited.
Through the implementation of our High Growth and Asset
Augmentation Divisions, the Company was able to demonstrate its
ability to efficiently identify valuable investment opportunities
and execute these transactions through creative means of
structuring and financing.
IamFire plc, is positioned in critical investment themes that
offer our shareholders exposure to companies that have created
strategies and technologies that both actively enhance social
impact and engagement with sound economic models. The Company
believes that these unique business forms are set to benefit
greatly in what we are seeing as a conscious shift in global
capital investment trends.
I look forward to providing our investors, stakeholders and the
wider market with further updates with regards our existing
investment positions and internal developments that are being made
at the Company with regards, new opportunities, complimentary
management/Directors & corporate partnerships that will further
build on the investment model we are forming at IamFire plc.
FINANCIALS
The financial results for the six months to 31 October 2020 show a loss after taxation of
£161,709 (2019: Profit £123,435).
The interim results are unaudited to 31
October 2020 and have not been reviewed by the Company’s
auditors
Outlook
The Board and I will be focusing on building out our investment
model, increasing our market awareness, shareholder base,
complimenting the current Board & Management team and to
continue our identification of investment opportunities that the
Company believes will generate value for our shareholders.
Burns Singh Tennnent-Bhohi
Chief Executive Officer
8th March 2021
The Directors of the Company accept responsibility for the content
of this announcement.
ENQUIRIES:
Company
Burns Singh Tennent-Bhohi (Chief Executive Officer)
info@iamfireplc.com
Telephone: 020 3778 0755
Corporate Adviser
Peterhouse Corporate Finance Limited
Guy Miller / Mark Anwyl
Telephone: 020 7220 9795
IamFire plc (Registered number: 07603259)
Income Statement for the 6 months
ended 31 October
|
|
2020 |
|
2019 |
|
Notes |
Unaudited |
|
Unaudited |
|
|
£ |
|
£ |
Revenue |
|
- |
|
- |
Other operating
income |
|
81,096 |
|
201,399 |
|
|
|
|
|
Administrative
expenses |
|
(242,805) |
|
(77,967) |
|
|
|
|
|
Operating
profit |
|
161,709 |
|
123,432 |
|
|
|
|
|
Finance income |
|
- |
|
3 |
Finance costs |
|
- |
|
- |
|
|
|
|
|
Profit before
taxation |
|
161,709 |
|
123,435 |
|
|
|
|
|
Taxation |
|
- |
|
- |
|
|
|
|
|
Profit/(Loss) for
the period attributable to the Company’s equity
shareholders |
|
161,709 |
|
123,435 |
|
|
|
|
|
Profit/(Loss) per
share from operations |
|
|
|
|
Basic and diluted loss
per share (£) |
2 |
0.007 |
|
0.049 |
IamFire plc (Registered number: 07603259)
Statement of Comprehensive Income for
the 6 months ended 31 October
|
|
2020 |
|
2019 |
|
|
Unaudited |
|
Unaudited |
|
|
£ |
|
£ |
|
|
|
|
|
Profit/(Loss) for the
financial year |
|
161,709 |
|
123,435 |
|
|
|
|
|
Total comprehensive
income for the period attributable to the Company’s equity
shareholders |
|
161,709 |
|
123,435 |
IamFire plc (Registered number: 07603259)
Balance Sheet as at 31 October and 30
April
|
|
31
October |
|
31
October |
|
30
April |
|
|
2020 |
|
2019 |
|
2020 |
|
Notes |
Unaudited |
|
Unaudited |
|
Audited |
Assets |
|
£ |
|
£ |
|
£ |
Non-current
assets |
|
|
|
|
|
|
Investments |
3 |
860,000 |
|
- |
|
- |
Loan notes |
4 |
4,566,082 |
|
- |
|
- |
|
|
|
|
|
|
|
Current
assets |
|
|
|
|
|
|
Trade and other
receivables |
5 |
107,639 |
|
18,497 |
|
29,852 |
Cash and cash
equivalents |
|
59,363 |
|
56,866 |
|
1,079 |
|
|
167,002 |
|
75,363 |
|
30,931 |
|
|
|
|
|
|
|
Total
Assets |
|
5,593,084 |
|
75,363 |
|
30,931 |
|
|
|
|
|
|
|
Equity and
liabilities |
|
|
|
|
|
|
Capital and
reserves |
|
|
|
|
|
|
Share capital |
6 |
586,733 |
|
526,733 |
|
526,733 |
Share premium |
|
3,479,890 |
|
2,344,890 |
|
2,344,890 |
Retained earnings |
|
(3,222,805) |
|
(3,054,377) |
|
(3,061,096) |
Shareholders’
funds |
|
843,818 |
|
(182,754) |
|
(189,473) |
|
|
|
|
|
|
|
Non-current
liabilities |
|
|
|
|
|
|
Bonds |
7 |
4,471,289 |
|
- |
|
- |
|
|
|
|
|
|
|
Current
liabilities |
8 |
|
|
|
|
|
Trade and other
payables |
277,977 |
|
258,117 |
|
220,404 |
|
|
|
|
|
|
|
Total equity and
liabilities |
|
5,593,084 |
|
75,363 |
|
30,931 |
IamFire plc (Registered number: 07603259)
Statement of Changes in Equity as at
31 October and 30 April
|
Share |
Share |
Retained |
Total |
capital |
premium |
earnings |
|
|
£ |
£ |
£ |
£ |
|
|
|
|
|
Balance at 1 May
2019 |
511,837 |
2,231,786 |
(3,177,812) |
(434,189) |
Profit for the
period |
- |
- |
123,435 |
123,435 |
Total comprehensive
income |
- |
- |
123,435 |
123,435 |
Issue of shares |
14,896 |
113,104 |
- |
128,000 |
Cost of share
issue |
- |
- |
- |
- |
Balance at 31
October 2019 |
526,733 |
2,344,890 |
(3,054,377) |
(182,754) |
|
|
|
|
|
Loss for the
period |
- |
- |
(6,719) |
(6,719) |
Total comprehensive
income |
- |
- |
(6,719) |
(6,719) |
Issue of shares |
- |
- |
- |
- |
Cost of share
issue |
- |
- |
- |
- |
Balance at 30 April
2020 |
526,733 |
2,344,890 |
(3,061,096) |
(189,473) |
|
|
|
|
|
Loss for the
period |
- |
- |
(161,709) |
(161,709) |
Total comprehensive
income |
- |
- |
(161,709) |
(161,709) |
Issue of shares |
60,000 |
1,240,000 |
- |
1,300,000 |
Cost of share
issue |
- |
(105,000) |
- |
(105,000) |
Balance at 31
October 2020 |
586,733 |
3,479,890 |
(3,222,805) |
(843,818) |
IamFire plc (Registered number: 07603259)
Statement of Cash Flows for the 6
months ended 31 October
|
|
2020 |
|
2019 |
|
Notes |
Unaudited |
|
Unaudited |
|
|
£ |
|
£ |
Cash flow from
operating activities |
|
|
|
|
(Loss)/profit for the
period before tax |
|
(161,709) |
|
123,435 |
Finance income |
|
- |
|
(3) |
|
|
(161,709) |
|
123,432 |
Changes in working
capital |
|
|
|
|
(Increase)/decrease in
trade and other receivables |
5 |
(87,831) |
|
16,723 |
Increase/(decrease) in
trade and other payables |
8 |
57,573 |
|
(228,422) |
Cash outflow from
operating activities |
|
(30,258) |
|
(88,267) |
|
|
|
|
|
Cash flow from
investing activities |
|
|
|
|
Investments made in
period |
3 |
(845,000) |
|
- |
Loan notes |
4 |
(4,500,000) |
|
- |
Interest received |
|
- |
|
3 |
Net cash used in
investing activities |
|
(5,345,000) |
|
3 |
|
|
|
|
|
Cash flow from
financing activities |
|
|
|
|
Issue of shares |
6 |
1,300,000 |
|
143,000 |
Cost of shares
issued |
6 |
(105,000) |
|
- |
Funds from discounted
bond |
6 |
4,400,251 |
|
- |
Net cash from
financing activities |
|
5,595,251 |
|
143,000 |
|
|
|
|
|
Net increase in
cash and cash equivalents |
|
58,284 |
|
54,736 |
|
|
|
|
|
Cash and cash
equivalents at beginning of period |
|
1,079 |
|
2,130 |
|
|
|
|
|
Cash and cash
equivalents at end of period |
|
59,363 |
|
56,866 |
IamFire plc (Registered number: 07603259)
Notes to the interim results
1. Basis of
preparation
The Company financial statements of IamFire plc have been
prepared in accordance with international accounting standards in
conformity with the requirements of the Companies Act 2006.
IFRS is subject to amendment and interpretation by the
International Accounting Standards Board ("IASB") and the IFRS
Interpretations Committee and there is an on-going process of
review and endorsement by the European Commission.
The financial statements are presented in GBP (£) and rounded to
the nearest £. GBP is also the functional currency of the Company.
The financial statements ae prepared under the historical cost
convention.
The preparation of condensed interim financial information
requires management to make judgements, estimates and assumptions
that affect the application of accounting policies and the reported
amounts of assets and liabilities, income and expense. Actual
results may differ from those estimates.
In preparing these interim financial statements, the significant
judgements made by management in applying the Company’s accounting
policies and the key sources of estimation uncertainty were the
same as those that applied to the consolidated financial statements
for the year ended 30 April 2020.
Going concern
During the period ended 31 October
2020 the Company made a loss of £161,709 (2019: profit
£123,435) and as at 31 October 2020
it had net current liabilities of £170,338 (2019: net current
liabilities of £182,754). The operations of the Company are
primarily financed from funds raised from share placings as it does
not currently generate significant amounts of revenue.
The Directors do acknowledge that the dependence on obtaining
finance leads to there being uncertainty regarding the Company’s
going concern status, however, they believe the application of the
going concern basis of preparation to be appropriate based on
management prepared budgets and due to their confidence that
further finance will be able to be obtained as required during the
going concern period.
The Directors have made enquires and assessed the potential
impact of the COVID-19 virus on the
Company. As such, whilst they acknowledge that COVID-19 could
continue to have long lasting and significant impacts on the global
economy, the Directors believe that the Company will be able to
raise sufficient finance to meet their obligations as they fall due
for a period of at least 12 months from the date of approval of the
financial statements.
The Financial Statements do not include any adjustments that may
be required should the Company be unable to continue as a going
concern.
IamFire plc (Registered number:
07603259)
Notes to the interim results
(continued)
2. Earnings per
share
Basic earnings per share is calculated by dividing the earnings
attributable to Shareholders by the weighted average number of
Shares outstanding during the period.
The Company does not have any potentially dilutive shares in any
of the periods presented, therefore the basic and diluted earnings
per share are the same.
Basic earnings per share
|
2020 |
|
2019 |
|
Unaudited |
|
Unaudited |
|
£ |
|
£ |
Total basic
profit/(loss) per share |
(0.007) |
|
0.049 |
The losses and weighted average number of Ordinary Shares used
in the calculation of basic earnings per share are as follows:
|
2020 |
|
2019 |
|
Unaudited |
|
Unaudited |
|
£ |
|
£ |
Profit/(loss) used in
the calculation of total basic and diluted earnings per share |
(161,709) |
|
123,435 |
|
|
|
|
|
2020 |
|
2019 |
Number of
shares |
Unaudited |
|
Unaudited |
Weighted average
number of Ordinary Shares for the purposes of basic earnings per
share |
22,114,378 |
|
2,520,918 |
IamFire plc (Registered number:
07603259)
Notes to the interim results
(continued)
3. Investments
|
Listed
invest-ments |
|
Other
invest-ments |
|
Shares
in group under-takings |
|
Total |
£ |
|
£ |
|
£ |
|
£ |
Cost & net book
value |
|
|
|
|
|
|
|
At 31 October 2019
(unaudited) |
- |
|
- |
|
- |
|
- |
Disposal |
- |
|
- |
|
(312,674) |
|
(312,674) |
Reversal of
impairments on disposal |
- |
|
- |
|
312,674 |
|
312,674 |
At 30 April 2020
(audited) |
- |
|
- |
|
- |
|
- |
Additions |
30,000 |
|
815,000 |
|
- |
|
845,000 |
Gain on
investments |
15,000 |
|
- |
|
- |
|
15,000 |
At 31 October 2020
(unaudited) |
45,000 |
|
815,000 |
|
- |
|
860,000 |
Listed investments are held for trading and therefore held at
fair value with any gains / (losses) reflected in the profit and
loss account in the period to which they relate.
All other investments are held at amortised cost with annual
review for any impairment carried out by the Directors.
4. Loan notes
|
31
October |
|
31
October |
|
30
April |
|
2020 |
|
2019 |
|
2020 |
|
Unaudited |
|
Unaudited |
|
Audited |
|
£ |
|
£ |
|
£ |
Convertible loan
note |
4,566,082 |
|
- |
|
- |
On 25 August 2020 the Company
entered into an agreement with WeShop Limited as part of a
convertible loan note totalling £4,500,000. The loan note accrues
interest at a rate of 8% per annum and is unpaid, being added to
the value of the loan note at the end of the period.
5. Trade and other
receivables
|
31
October |
|
31
October |
|
30
April |
|
2020 |
|
2019 |
|
2020 |
|
Unaudited |
|
Unaudited |
|
Audited |
|
£ |
|
£ |
|
£ |
Trade debtors |
- |
|
- |
|
- |
Amounts due from
director |
- |
|
3,085 |
|
- |
Other receivables |
103,559 |
|
15,412 |
|
21,692 |
Prepayments and
accrued income |
4,080 |
|
- |
|
8,160 |
|
107,639 |
|
18,497 |
|
29,852 |
IamFire plc (Registered number:
07603259)
Notes to the interim results
(continued)
6. Share capital
|
31
October |
31
October |
30
April |
|
2020 |
2019 |
2020 |
|
Unaudited |
Unaudited |
Audited |
Allotted, issued
and fully paid: |
£ |
£ |
£ |
Ordinary shares of
£0.0025 each |
80,014 |
20,014 |
20,014 |
Deferred shares of
£0.2475 each |
506,719 |
506,719 |
506,719 |
Closing
balance |
586,733 |
526,733 |
526,733 |
|
31
October |
31
October |
30
April |
|
2020 |
2019 |
2020 |
|
Unaudited |
Unaudited |
Audited |
Allotted, issued
and fully paid: |
£ |
£ |
£ |
Ordinary shares of
£0.0025 each |
32,005,683 |
8,005,683 |
8,005,683 |
Deferred shares of
£0.2475 each |
506,719 |
2,047,350 |
2,047,350 |
Closing
balance |
32,512,402 |
10,053,033 |
10,053,033 |
On the 9 July 2020 the Company
issued 20,000,000 ordinary shares of £0.0025 at a value of £0.0250
per share, generating share premium of £345,000 (being £450,000
less issuance fees of £105,000).
On the 13 August 2020 the Company
issued 4,000,000 ordinary shares of £0.0025 at a value of £0.2000
per share, generating share premium of £790,000.
On the 11 October 2019 the share
capital of the Company was reorganised through a consolidation and
sub-division. The ordinary shares of £0.0025 were consolidated into
new ordinary shares of £0.250 each on the basis of one new ordinary
share for every 100 ordinary shares of £0.0025 each.
Each existing ordinary share with a par value of £0.250 was then
subdivided into:
- One ordinary share of £0.0025 each; and
- One deferred share of £0.2475 each.
As a result of this the 204,735,000 Ordinary shares were
consolidated and subdivided to 2,047,350 Ordinary shares and
2,047,350 Deferred shares.
IamFire plc (Registered number:
07603259)
Notes to the interim results
(continued)
7. Bonds
|
31
October |
|
31
October |
|
30
April |
|
2020 |
|
2019 |
|
2020 |
|
Unaudited |
|
Unaudited |
|
Audited |
|
£ |
|
£ |
|
£ |
Discounted Capital
Bond |
4,471,289 |
|
- |
|
- |
During the period the Company entered into an agreement for a
discounted capital bond which matures on 25 August 2023. The bond
was issued at a discount which resulted in £4,400,251 proceeds
being received by the Company. |
8. Trade and other
payables
|
31
October |
|
31
October |
|
30
April |
|
2020 |
|
2019 |
|
2020 |
|
Unaudited |
|
Unaudited |
|
Audited |
|
£ |
|
£ |
|
£ |
Trade payables |
14,383 |
|
141,877 |
|
43,065 |
Accruals
Other Payables |
127,800
132,404 |
|
15
90,225 |
|
73,860
103,404 |
Loan from related
party |
3,390 |
|
26,000 |
|
75 |
|
277,977 |
|
258,117 |
|
220,404 |