TIDMGRIT
RNS Number : 2350B
GRIT Investment Trust PLC
30 September 2022
GRIT Investment Trust plc
'GRIT' or 'the Company'
Half-year results for the six months ended 30 June 2022
Chairman's statement
The economic uncertainties
The economic uncertainties in global capital markets largely
associated with the Russia-Ukraine conflict have presented a
challenging back drop to the Company's plans to re-launch as a
natural resources investment trust.
Set out below is the interim statement covering the six months
ended 30 June 2022. A loss of GBP89,000 is being reported for the
six months ended 30 June 2022 compared to a profit of GBP366,000
for the six months ended 30 June 2021.The prior profit was achieved
largely as a result of the profit on the sale of the Company's
stake in Siberian Goldfields Limited.
Salient events
Convertible Loan Notes Final Redemption Date Extension
In July 2022 the Company announced that it has agreed with the
holders of the outstanding GBP599,201 convertible loan notes dated
30 July 2021, to extend the final repayment date from 31 July 2022
to 30 September 2022. However, with the withdrawal of its
prospectus application as referred to below, it has been unable to
date to proceed with the conversion of the outstanding convertible
loan notes. However, the Company remains fully committed to doing
so and is seeking a further short extension to provide sufficient
time to consider the options available.
Anglo African Minerals plc
As anticipated, the military coup in Guinea last September has
disrupted the realisation of any of the Company's investment in
Anglo African Mining plc ('AAM') and endorses the directors'
decision to make full provision against it in the accounts.
Strategy of the new Board
On 22(nd) October 2021, the Company announced the new board
appointments of myself and Malcolm Burne, both fund managers with
proven experience and extensive track records in the natural
resources sector. Since our appointment to the Board, the Company
has been progressing a possible issue of new shares to finance its
ongoing investment policy as an investment trust. This process
involved seeking regulatory approval for the publication of a
prospectus and also the internal authorisation as, or the external
appointment of, an Alternative Investment Fund Manager ("AIFM").
However, after considerable time and effort, the Board has
regrettably reached the conclusion that due to difficulties
completing this process and the prevailing lack of positive
sentiment towards the resource sector, the planned re-establishment
of the Company as an active resource focused investment trust has
become unachievable. Therefore, as announced on 16 September 2022,
the Company has withdrawn both its AIFM and prospectus
applications.
In an effort to return value for shareholders, the Company will
now seek a "Reverse Takeover" (RTO) by the acquisition of a
business which enables the Company to achieve an appropriate
relisting on a public market. It is envisaged that the announcement
of any such proposed transaction will result in the suspension of
the Company's shares from trading on the Official List. If the
Company is successful in announcing an acquisition in the form of a
"RTO" the Board believes it will provide the best outcome for
shareholders and provide a platform for the future growth of the
Company.
Richard Lockwood
Chairman
30 September 2022
Enquiries:
GRIT Investment Trust plc
Martin Lampshire
Tel: +44 (0) 20 3198 2554
Peterhouse Capital Limited
Lucy Williams/Duncan Vasey
Tel: +44 (0)20 7469 0930
Income Statement
Revenue Capital Total
Unaudited Unaudited Unaudited
-------------------------------------- ------ ---------------- ---------- -----------
Notes GBP'000 GBP'000 GBP'000
-------------------------------------- ------ ---------------- ---------- -----------
Six months ended 30 June 2022
Profit on disposal of investments - - -
Other income 96 - 96
Other expenses (153) - (153)
-------------------------------------- ------ ---------------- ---------- -----------
Net return before finance costs
and taxation (57) - (57)
Interest payable and similar charges (32) - (32)
-------------------------------------- ------ ---------------- ---------- -----------
Net return on ordinary activities
before taxation (89) - (89)
Tax on ordinary activities - - -
-------------------------------------- ------ ---------------- ---------- -----------
Net return attributable to equity
shareholders (89) - (89)
-------------------------------------- ------ ================ ========== ===========
Profit (loss) per ordinary share 3 (1.77p) - (1.77p)
-------------------------------------- ------ ---------------- ---------- -----------
Six months ended 30 June 2021
Profit on disposal of investments - 488 488
Other income - - -
Other expenses (122) - (122)
-------------------------------------- ------ ---------------- ---------- -----------
Net return before finance costs
and taxation (122) 488 366
Interest payable and similar charges - - -
-------------------------------------- ------ ---------------- ---------- -----------
Net return on ordinary activities
before taxation (122) 488 366
Tax on ordinary activities - - -
-------------------------------------- ------ ---------------- ---------- -----------
Net return attributable to equity
shareholders (122) 488 366
-------------------------------------- ------ ================ ========== ===========
Profit (loss) per ordinary share 3 (2.42p) 9.7p 7.3p
-------------------------------------- ------ ---------------- ---------- -----------
Year ended 31 December 2021
Profit on disposal of investments - 488 488
Income - - -
Other expenses (391) - (391)
-------------------------------------- ------ ---------------- ---------- -----------
Net return before finance costs
and taxation (391) 488 97
Interest payable and similar charges - - -
-------------------------------------- ------ ---------------- ---------- -----------
Net return on ordinary activities
before taxation (391) 488 97
Tax on ordinary activities - - -
-------------------------------------- ------ ---------------- ---------- -----------
Net return attributable to equity
shareholders (391) 488 97
-------------------------------------- ------ ================ ========== ===========
Gain per ordinary share 3 (8.6p) 10.8p 2.2p
-------------------------------------- ------ ---------------- ---------- -----------
The 'total' column of this statement represents the Company's
profit and loss account, prepared in accordance with IFRS. All
revenue and capital items in this statement derive from continuing
operations. All of the profit for the period is attributable to the
owners of the Company.
No operations were acquired or discontinued in the year.
A Statement of Total Recognised Gains and Losses is not required
as all gains and losses of the Company have been reflected in the
above Income Statement.
Balance Sheet
As at As at As at
30 June 31 December 30 June
2022 2021 2021
Unaudited Audited Unaudited
---------------------------------- ------ ---------- ------------- ----------
Notes GBP'000 GBP'000 GBP'000
---------------------------------- ------ ---------- ------------- ----------
Fixed assets
Investments - - -
---------------------------------- ------ ---------- ------------- ----------
- - -
---------------------------------- ------ ---------- ------------- ----------
Current assets
Investments - - -
Debtors 137 - -
Cash at bank and on deposit 187 488 30
---------------------------------- ------ ---------- ------------- ----------
324 488 30
Creditors: amounts falling due
within one year
Other creditors (330) (437) (338)
Net current (liabilities) assets (6) 51 (308)
---------------------------------- ------ ---------- ------------- ----------
Creditors: amounts falling due
after one year
Convertible unsecured loan notes (692) (660) (100)
---------------------------------- ------ ---------- ------------- ----------
Net (liabilities) assets (698) (609) (408)
---------------------------------- ------ ========== ============= ==========
Capital and reserves
Called up share capital 504 504 504
Share premium 36,922 36,922 36,922
Capital reserve (32,697) (32,697) (32,697)
Revenue reserve (5,495) (5,406) (5,137)
Other reserve 68 68 -
---------------------------------- ------ ========== ============= ==========
Equity shareholders' funds (698) (609) (408)
---------------------------------- ------ ========== ============= ==========
Net asset value per share 4 (13.86p) (12.1p) (8.1p)
---------------------------------- ------ ---------- ------------- ----------
Statement of Changes in Share
Equity Share premium Capital Revenue Other
capital account reserve reserve reserve Total
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
---------------------------------- --------- --------- --------- --------- -------- ----------
For the 6 months to 30 June 2022 (unaudited)
Balance at 31 December 2021 504 36,922 (32,697) (5,406) 68 (609)
Issue of shares - - - - - -
Return on ordinary activities
after taxation - - - (89) - (89)
--------- --------- --------- --------- -------- ----------
Balance at 30 June 2022 504 36,922 (32,697) (5,495) 68 (698)
---------------------------------- ========= ========= ========= ========= ======== ==========
For the 6 months to 30 June
2021 (unaudited)
---------------------------------- --------- --------- --------- --------- -------- ----------
Balance at 31 December 2020 420 36,880 (33,185) (5,015) (900)
Issue of shares 84 42 - - 126
Return on ordinary activities
after taxation - - 488 (122) 366
--------- --------- --------- --------- -------- ----------
Balance at 30 June 2021 504 36,922 (32,697) (5,137) (408)
---------------------------------- ========= ========= ========= ========= ======== ==========
The revenue reserve represents the amount of the Company's
reserves distributable by way of dividend.
Cash Flow Statement
Six months ended
30 June
-----------------------------------------------
2022 2021
Unaudited Unaudited
-------------------------------------------------- -------------------------- -------------------
GBP'000 GBP'000
-------------------------------------------------- -------------------------- -------------------
Operating activities
(Loss)/profit before finance costs and
taxation (57) 366
(Profit) on disposal of investment - (488)
(Increase)/Decrease in other receivables (137) -
(Decrease)/increase in other payables (107) (562)
-------------------------------------------------- -------------------------- -------------------
Net cash outflow from operating activities (301) (684)
-------------------------------------------------- -------------------------- -------------------
Investing activities
Proceeds from the sale of investment - 488
-------------------------------------------------- -------------------------- -------------------
Net cash inflow from investing activities - 488
-------------------------------------------------- -------------------------- -------------------
Financing activities
Issue of shares - 126
Issue of convertible unsecured loan notes - 100
Net cash inflow from financing activities - 226
-------------------------------------------------- -------------------------- -------------------
Increase/(decrease) in cash and cash equivalents (301) 30
Net cash at the start of the period 488 -
-------------------------------------------------- -------------------------- -------------------
Net cash at the end of the period 187 30
-------------------------------------------------- -------------------------- -------------------
The accompanying notes are an integral part of the financial
statements.
Notes
1. Interim Results
These condensed financial statements have been prepared in
accordance with International Financial Reporting Standards
('IFRS') and IAS 34 'Interim Financial Reporting' as adopted by the
UK and the accounting policies set out in the statutory accounts of
the Company for the year ended 31 December 2021. The condensed
financial statements do not include all of the information required
for a complete set of IFRS financial statements and should be read
in conjunction with the financial statements of the Company for the
year ended 31 December 2021, which were prepared in accordance with
UK-adopted international accounting standards. There have been no
significant changes to management judgements and estimates.
2. Going Concern Basis of Accounting
At the time of approving the financial statements, the directors
have a reasonable expectation that the company has adequate
resources to continue in operational existence for the foreseeable
future. Thus the directors continue to adopt the going concern
basis of accounting in preparing the financial statements.
3. Return per Ordinary Share
The revenue loss per ordinary share for the six months ended 30
June 2022 is based on a net loss after taxation of GBP89,000 and on
a weighted average of 5,035,741 ordinary shares in issue during the
period.
The capital loss per ordinary share for the six months ended 30
June 2022 is based on a net capital profit after taxation of GBPNil
and on a weighted average of 5,035,741 ordinary shares in issue
during the period.
All comparative profit/loss per share has been restated for the
share consolidation of 10 Ordinary shares of 0.25p into 1 Ordinary
share of 2.5p on 7 January 2022.
4. Net Asset Value per Ordinary Share
The net asset value per ordinary share is based on net
liabilities of GBP698,000 (31 December 2021: net liabilities of
GBP609,000) and on 5,035,741 (31 December 2021: 50,357,414)
ordinary shares, being the number of ordinary shares in issue at
the period end.
All comparative Net Asset Value per share has been restated for
the share consolidation of 10 Ordinary shares of 0.25p into 1
Ordinary share of 2.5p on 7 January 2022.
5. Related Party Transactions
The Board of Directors is considered to be a related party. The
Directors of the Company received fees for their services. Total
fees for the six months to 30 June 2022 were GBP10,000 (six months
ended 30 June 2021: GBP18,750) At 30 June 2022 directors were owed
GBP60,370 (30 June 2021: GBP134,964).
5. Post Balance Sheet Events
Events since the balance sheet date are fully described in the
outgoing Chairman's statement.
Interim Report Statement
The Company's auditor PKF Littlejohn LLP, has not audited or
reviewed the Interim Report to 30 June 2022 pursuant to the
Auditing Practices Board guidance on 'Review of Interim Financial
Information'. These are not full statutory accounts in terms of
Section 434 of the Companies Act 2006 and are unaudited. Statutory
accounts for the year ended 31 December 2021, which received an
unqualified audit report and which did not contain a statement
under Section 498 of the Companies Act 2006, have been lodged with
the Registrar of Companies. No full statutory accounts in respect
of any period after 30 December 2021 have been reported on by the
Company's auditor or delivered to the Registrar of Companies.
Directors' Statement of Principal Risks and Uncertainties
The risks, and the way in which they are managed, are described
in more detail in the Strategic Report contained within the Annual
Report and Financial Statements for the year ended 31 December
2021. In the opinion of the Directors the Company's principal risks
and uncertainties have not changed materially since the date of
that report and did not change materially for the rest of the
Company's financial reporting period to 31 December 2022.
Statement of Directors' Responsibilities in Respect of the
Interim Report
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' and gives a
true and fair view of the assets, liabilities, financial position
and loss of the Company;
-- the Chairman's Statement and Executive Director's Review
(together constituting the Interim Management Report) include a
fair review of the information required by the Disclosure Guidance
and Transparency Rules ('DTR') 4.2.7R, being an indication of
important events that have occurred during the first six months of
the year and their impact on the financial statements; and
-- other than directors' remuneration, there have been no
related party transactions that materially affected the financial
position or performance of the Company during the period.
On behalf of the Board
Richard Lockwood
Chairman
30 September 2022
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