Half-year Results
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Acceler8 Ventures Plc (LSE: AC8, "AC8" or the "Company") announces its unaudited condensed interim results for the six month period to 30 June 2024.
Strategy
AC8 was established in 2021 to undertake one or more investment and / or acquisition opportunities of businesses operating within the UK or internationally across certain sectors.
The Company retains a flexible investment and acquisition strategy which will, subject to appropriate levels of due diligence, enable it to deploy capital in target companies by way of minority or majority investments, or full acquisitions where it is in the interests of shareholders to do so.
The Company's strategic aim is to drive shareholder value through the acquisition of target companies in certain sectors where the Board believes there to be sustainable growth opportunities both organically, and through acquisition. Sectors of particular focus include gaming, media and entertainment, software and technology, industrials and business services.
The Company is the parent company of Acceler8 Ventures Subco Limited (a private limited company under the laws of Jersey with registered number 134587) and together will be referred to as the "Group" in these accounts.
Results and developments in the six month period to 30 June 2024
The Group's loss after taxation was £83,033 (six month period to 30 June 2023: £71,918). This principally reflected operating expenses incurred as a listed business and due diligence activities of £83,477 (six month period to 30 June 2023: £72,679).
The Group generated a loss per share of £0.11 (six month period to 30 June 2023: £0.10).
As a result of tight cost control and moderate operating expenses, as at 30 June 2024, AC8's cash balance was £52,801 (31 December 2023: £160,441).
On 18 June 2024, the Company held its Annual General Meeting in which all resolutions were unanimously passed.
Risks
As the Company has yet to complete an investment or acquisition, it has limited financial statements and / or historical financial data, and limited trading history. As such, the Group and Company during the period were subject to the risks and uncertainties associated with an early-stage acquisition company.
The Directors are of the opinion that these risks, which were detailed further in AC8's published final results for the financial year ended 31 December 2023, remain applicable to the Group and Company.
Dividend
At this point in the Company's development, it does not anticipate declaring any dividends in the foreseeable future. Following the Company's inaugural investment or acquisition, the Directors will determine an appropriate dividend policy for AC8.
Outlook
During the period, and post period end, AC8 has continued to pursue its investment and acquisition strategy and is currently assessing opportunities within its chosen sectors of interest. These include successful businesses with the potential for high growth, that have considered a listing and are seeking to partner with, and leverage the benefits of, the Board's experience and that of the wider AC8 team. The Directors look forward to updating shareholders in due course.
Statement of Directors' responsibilities
By order of the Board
David Williams
Chairman
E nquiries :
Tessera Investment Management Limited
| Tony Morris | +44 (0) 7742 189145 | ||
|---|---|---|---|
| INTERIM CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME | |||
| For the six months ended 30 June 2024 | |||
| Note | Six months ended 30 June 2024 Unaudited £ | Six months ended 30 June 2023 Unaudited £ | |
| Administrative expenses | (83,477) | (72,679) | |
| Operating loss | (83,477) | (72,679) | |
| Interest receivable | 5 | 444 | 761 |
| Loss on ordinary activities before taxation | (83,033) | (71,918) | |
| Taxation charge | - | - | |
| Loss and total comprehensive loss for the period | (83,033) | (71,918) | |
| Loss per share | |||
| Basic & diluted | 10 | (£0.11) | (£0.10) |
| Loss attributable to: | |||
| Owners of the parent company | (83,033) | (71,918) | |
The accompanying notes form part of these interim condensed consolidated financial statements.
INTERIM CONSOLIDATED STATEMENT OF FINANCIAL POSITION
As at 30 June 2024
| Note | As at 30 June 2024 Unaudited £ | As at 31 December 2023 Audited £ | |
|---|---|---|---|
| Current assets | |||
| Cash and cash equivalents | 8 | 52,801 | 160,441 |
| Trade and other receivables | 7 | 9,223 | 7,055 |
| Total current assets | 62,024 | 167,496 | |
| Total assets | 62,024 | 167,496 | |
| Current liabilities | |||
| Trade and other payables | 9 | 31,098 | 53,694 |
| Total current liabilities | 31,098 | 53,694 | |
| Total liabilities | 31,098 | 53,694 | |
| Total net assets | 30,926 | 113,802 | |
| Equity | |||
| Share capital | 12 | 7,500 | 7,500 |
| Share premium | 13 | 729,598 | 729,598 |
| Capital redemption reserve | 13 | 2 | 2 |
| Share-based payment reserve | 13 | 929 | 772 |
| Non-controlling interest | 13 | 67 | 67 |
| Retained deficit | 13 | (707,170) | (624,137) |
| Total equity attributable to equity holders of the Company | 30,926 | 113,802 | |
The accompanying notes form part of these interim condensed consolidated financial statements.
INTERIM CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the six months ended 30 June 2023 (Unaudited)
| Share capital £ | Share premium £ | Capital redemption reserve £ | Share-based payment reserve £ | Non-controlling interest £ | Retained deficit £ | Total Equity £ | |
|---|---|---|---|---|---|---|---|
| Balance as at 31 December 2022 | 7,500 | 729,598 | 2 | 459 | 67 | (568,901) | 168,725 |
| Loss for the period | - | - | - | - | - | (71,918) | (71,918) |
| Share-based payment charge | - | - | - | 157 | - | - | 157 |
| Balance as at 30 June 2023 | 7,500 | 729,598 | 2 | 616 | 67 | (640,819) | 96,964 |
| For the six months ended 30 June 2024 (Unaudited) | |||||||
| Share capital £ | Share premium £ | Capital redemption reserve £ | Share-based payment reserve £ | Non-controlling interest £ | Retained deficit £ | Total Equity £ | |
| Balance as at 31 December 2023 | 7,500 | 729,598 | 2 | 772 | 67 | (624,137) | 113,802 |
| Loss for the period | - | - | - | - | - | (83,033) | (83,033) |
| Share-based payment charge | - | - | - | 157 | - | - | 157 |
| Balance as at 30 June 2024 | 7,500 | 729,598 | 2 | 929 | 67 | (707,170) | 30,926 |
The accompanying notes form part of these interim condensed consolidated financial statements.
INTERIM CONSOLIDATED STATEMENT OF CASH FLOWS
For the six months ended 30 June 2024
| Six months ended 30 June 2024 Unaudited £ | Six months ended 30 June 2023 Unaudited £ | |
|---|---|---|
| Cash flows from operating activities | ||
| Loss before income tax | (83,033) | (71,918) |
| Adjustments for: | ||
| Share-based payment charge | 157 | 157 |
| Interest receivable | (444) | (761) |
| Operating cash flows before changes in working capital | (83,320) | (72,522) |
| Increase in trade and other receivables | (2,170) | (1,680) |
| Decrease in trade and other payables | (22,596) | (52,975) |
| Net cash used in operating activities | (108,086) | (127,177) |
| Interest received | 446 | 490 |
| Net cash inflow from financing activities | 446 | 490 |
| Net decrease in cash and cash equivalents | (107,640) | (126,687) |
| Cash and cash equivalents at beginning of period | 160,441 | 244,948 |
| Cash and cash equivalents at end of period | 52,801 | 118,261 |
The accompanying notes form part of these interim condensed consolidated financial statements.
NOTES TO THE GROUP FINANCIAL INFORMATION
General information
The Company is a public limited company incorporated and domiciled in Jersey, whose shares are publicly traded on the Main Market of the London Stock Exchange. The Company is the parent company of Acceler8 Ventures Subco Limited (a private limited company under the laws of Jersey with registered number 134587).
The address of its registered office 28 Esplanade, St. Helier, Channel Islands, JE2 3QA, Jersey.
The Company has been incorporated for the purpose of identifying suitable acquisition opportunities in accordance with the Group's investment and acquisition strategy with a view to creating shareholder value. The Group will retain a flexible investment and acquisition strategy which will, subject to appropriate levels of due diligence, enable it to deploy capital in target companies by way of minority or majority investments, or full acquisitions where it is in the interests of shareholders to do so. This will include transactions with target companies located in the UK and internationally.
Basis of preparation
Comparative figures
Statutory accounts
Significant accounting policies
Basis of consolidation
Functional and presentational currency
Interest receivable
Employee benefits
Cash and cash equivalents
Equity
Share capital is measured at the par value.
Share-based payment reserve includes the cumulative share-based payment charged to equity.
Taxation
Financial assets and liabilities
Share-based payments
Related party transactions
Standards in issue but not yet effective
| · | Amendments to IAS 21 - Lack of Exchangeability (effective for annual periods beginning on or after 1 January 2025) | |||
| · | Amendment to IFRS 9 and IFRS 7 - Classification and Measurement of Financial Instruments (effective for annual periods beginning on or after 1 January 2026) | |||
| · | IFRS 18 Presentation and Disclosure in Financial Statements (effective for annual periods beginning on or after 1 January 2027) | |||
| · | IFRS 19 Subsidiaries without Public Accountability: Disclosures (effective for annual periods beginning on or after 1 January 2027) | |||
| 4. Critical accounting estimates and judgments | ||||
| 5. Interest receivable | ||||
| Six months ended 30 June 2024 Unaudited £ | Six months ended 30 June 2023 Unaudited £ | |||
| Bank interest receivable | 444 | 761 | ||
| 6. Investments | ||||
| Principal subsidiary undertakings of the Group | ||||
| Subsidiary | Nature of business | Country of incorporation | Proportion of A ordinary shares held by Company | Proportion of B ordinary shares held by Company |
| Acceler8 Ventures Subco Limited | Intermediate holding company | Jersey, Channel Islands | 100 per cent. | 0 per cent. |
The address of the registered office of Acceler8 Ventures Subco Limited (the "Subco") is 28 Esplanade, St. Helier, Channel Islands, JE2 3QA, Jersey. The Subco was incorporated on 25 March 2021 and prepares its own financial statements for the period ended 31 March each year.
Trade and other receivables
| As at 30 June 2024 Unaudited £ | As at 31 December 2023 Audited £ | |
|---|---|---|
| Other receivables | 167 | 169 |
| Prepayments | 9,056 | 6,886 |
| Total | 9,223 | 7,055 |
| 8. Cash and cash equivalents | ||
| As at 30 June 2024 Unaudited £ | As at 31 December 2023 Audited £ | |
| Cash at bank and in hand | 52,801 | 160,441 |
| 9. Trade and other payables | ||
| As at 30 June 2024 Unaudited £ | As at 31 December 2023 Audited £ | |
| Accruals | 31,098 | 53,694 |
| 10. Earnings per share | ||
| Six months ended 30 June 2024 Unaudited £ | Six months ended 30 June 2023 Unaudited £ | |
| Loss attributable to the equity holders of the Company | (83,033) | (71,918) |
| Weighted number of shares in issue | 750,000 | 750,000 |
| Loss per share (£) | (0.11) | (0.10) |
| 11. Financial instruments | ||
| As at 30 June 2024 Unaudited £ | As at 31 December 2023 Audited £ | |
| Financial assets | ||
| Cash and cash equivalents | 52,801 | 160,441 |
| Other receivables | 167 | 169 |
| 52,968 | 160,610 | |
| As at 30 June 2024 Unaudited £ | As at 31 December 2023 Audited £ | |
| Financial liabilities | ||
| Accruals | 31,098 | 53,694 |
Financial risk management objectives and policies
The Group's financial assets and liabilities comprise of cash and cash equivalents, other receivables and accruals. The carrying value of all financial assets and liabilities equals fair value given their short-term nature.
Credit risk
Liquidity risk
Share capital
Allocated, called up and fully paid
| As at 30 June 2024 Unaudited Number | As at 30 June 2024 Unaudited £ | As at 31 December 2023 Audited Number | As at 31 December 2023 Audited £ | |
|---|---|---|---|---|
| Ordinary shares of 1p each | 750,000 | 7,500 | 750,000 | 7,500 |
Reserves
Share-based payment reserve includes the cumulative share-based payment charged to equity.
- Share incentive plan
- Share-based payments
These conditions include good and bad leaver provisions and that growth in Shareholder Value of 12.5 per cent. compound per annual is delivered over a three to five year period for the scheme to vest. This second condition is therefore a market condition which has been taken into account in the measurement at grant date of the fair value of the options.
The weighted average exercise price of the outstanding B share options is £1.00 which have a weighted average contractual life of 2 years 3 months. No B share options were issued in the period, all of which were outstanding at the period end. No B share options were exercised in the period. No B share options have expired during the period.
The Group recognised £157 (six months ended 30 June 2023: £157) of expenditure in the statement of total comprehensive income in relation to equity-settled share-based payments in the period.
The inputs into the binomial model in respect of options granted in the period are as follows:
| Opening share price | £1 |
| Expected volatility of share price | 16.67% |
| Expected life of options | 5 years |
| Risk-free rate | 0.71% |
| Target increase in share price per annum | 12.5% |
| Fair value of options | 5.397p |
Related party transactions
There are no related party transactions requiring disclosure.
- Contingent liabilities
- Events after the reporting date
- Ultimate controlling party
In the opinion of the Directors, there is no single ultimate controlling party.
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