Medcaw Investments Plc - Half-yearly Report
(“Medcaw” or the “Company”)
Half-year Report for the Period Ended
CHAIRMAN’S STATEMENT
Operational Review
It is my pleasure to submit the Chairman’s Statement for the Company covering the six-month period to
During the period, the company continued to work closely with the board of
The proposed Reverse Takeover Transaction has taken longer than was initially intended and this is due to the emergence of a dispute between AML and its 49% joint venture partner in the project -
The proposed transaction constitutes a reverse takeover under the Listing Rules, therefore, the Company requested its securities be suspended from trading with effect from
The Company and AML have engaged professional advisors and continue to work through diligence and documentation to complete the Transaction.
I would like to thank our shareholders, my fellow directors and our colleagues at Orana Corporate for their continuing patience and ongoing support.
Financial Review
The Company incurred administrative expenses of £165,603 during the six months to
Outlook
The directors are working with the Company’s advisers on the acquisition of AML and the re-admission of the Company’s shares to trading on the
Principal Risks and Uncertainties
The principal risks and uncertainties for the remaining six months of the financial year remain the same as those contained within the annual report and accounts as at
Related Party Transactions
No related party transactions have taken place in the first six months of the current financial year. There have been no changes in the related party transactions described in the last annual report that could have a material effect on the financial position or performance of the Company in the first six months of the current financial year.
Statement of Directors’ Responsibilities
The directors confirm that these condensed interim financial statements have been prepared in accordance with
-- an indication of important events that have occurred during the first
six months and their impact on the condensed set of financial
statements, and a description of the principal risks and uncertainties
for the remaining six months of the financial year; and
-- material related-party transactions in the first six months and any
material changes in the related-party transactions described in the last
annual report.
Non-Executive Chairman
CONTACT:
For more information please visit: https://medcaw-invest.com/
CONDENSED STATEMENT OF COMPREHENSIVE INCOME
FOR 6 MONTHS TO
Unaudited Unaudited
6 months ended 6 months ended
30 June 2024 30 June 2023
Note £ £
Revenue - -
Administrative expenses (165,603) (135,975)
Impairment (172,428) -
Operating result (338,031) (135,975)
Finance income/(expense) 15,000 -
Loss before taxation (323,031 (135,975)
Income tax - -
Loss for the period and total comprehensive (323,031) (135,975)
income for the period
Basic and diluted loss per ordinary share 3 (1.46) (0.79)
(pence )
CONDENSED STATEMENT OF FINANCIAL POSITION
AS AT
Unaudited Audited
As at As at 31
30 June 2024 December 2023
Note £ £
ASSETS
Current assets
Other current assets 16,938 140,323
Cash and cash equivalents 162,941 371,484
Loan notes 4 - -
Total assets 179,879 511,807
Liabilities
Current liabilities
Trade & other payables 233,854 242,751
Total liabilities 233,854 242,751
Net (liabilities)/assets (53,975) 269,056
EQUITY AND LIABILITIES
Equity attributable to owners
Ordinary share capital 5 221,320 221,320
Share premium 5 1,005,110 1,005,110
Share based payments reserve 14,903 14,903
Accumulated losses (1,295,308) (972,277)
Total equity (53,975) 269,056
CONDENSED STATEMENT OF CHANGES IN EQUITY
AS AT
Ordinary share Share Share based Retained Total
capital premium payment reserve earnings equity
£ £ £ £ £
As at 31 171,320 679,110 - (260,170) 590,323
December 2022
Comprehensive
loss for the
year
Loss for the - - - (712,170) (712,170)
year
Total
comprehensive - - - (712,170) (712,170)
loss for the
year
Transactions
with owners
Warrants
issued during - - 14,903 - 14,903
year
Ordinary
shares issued 50,000 350,000 - - 400,000
during year
Share issue - (24,000) - - (24,000)
costs
Total
transactions 50,000 326,000 14,903 - 390,903
with owners
As at 31 221,320 1,005,110 14,903 (972,277) (269,056)
December 2023
Comprehensive
loss for the
period
Loss for the - - - (323,031) (323,03
period 1)
Total
comprehensive - - - (323,031) (323,03
loss for the 1)
period
Transactions
with owners
Ordinary shares
issued during - - - - -
year
Total
transactions - - - - -
with owners
As at 30 June 221,320 1,005,110 14,903 (1,295,308) (53,975
2024 )
CONDENSED STATEMENT OF CASH FLOWS
FOR 6 MONTHS TO
Unaudited Unaudited
6 months ended 6 months ended
30 June 2024 30 June 2023
£ £
Cash flows from operating activities
Loss before income tax (323,031) (135,975)
Adjustments for:
Impairment 172,428 -
Interest income (15,000) -
Share based payments - -
Decrease / (Increase) in other receivables 123,385 (21,565)
Decrease in other payables (8,897) (161,327)
Net cash from operating activities (51,115) (318,867)
Cash flows from financing activities
Cash received from issue of ordinary Shares - 187,250
Net cash inflow from financing activities - 187,250
Cash flows from investing activities
Loan notes (157,428) (150,000)
Net cash inflow from investing activities (157,428) (150,000)
Net (decrease)/ increase in cash and cash (208,543) (281,617)
equivalents
Cash and cash equivalents at beginning of period (371,484) 643,872
Cash and cash equivalents at end of period 162,941 362,255
NOTES TO THE INTERIM FINANCIAL INFORMATION
FOR 6 MONTHS TO
1 General information
The
Company
was
incorporated
on
11
December
2020
as
a
public
company
in
The address of its registered office is Central Working Victoria Eccleston Yards,
The principal activity of the Company is to pursue one or more acquisitions in the natural resources field.
2 Accounting policies
IAS 8 requires that management shall use its judgement in developing and applying accounting policies that result in information which is relevant to the economic decision-making needs of users, that are reliable, free from bias, prudent, complete and represent faithfully the financial position, financial performance and cash flows of the entity.
2.1 Basis of preparation
The
Interim Financial Statements of the Company are unaudited condensed financial statements for the six month period ended
The accounting policies applied by the Company in these Interim Financial Statements, are the same as those applied by the Company in its
financial statements and have been prepared on the basis of the accounting policies applied for the financial year to
The functional currency for the Company is determined as the currency of the primary economic environment in which it operates. The functional and presentational currency of the Company is Pounds Sterling (£).
The business is not considered to be seasonal in nature.
The comparative figures have been presented as the
Company
Financial Statements cover
the 6 month period ended
New standards, amendments and interpretations adopted
During the current period the Company adopted all the new and revised standards, amendments and interpretations that are relevant to its operations and are effective for accounting periods beginning on
New standards, amendments and interpretations not yet adopted by the Company.
The standards and interpretations that are relevant to the Company, issued, but not yet effective, up to the date of these interim Financial information have been evaluated by the Directors and they do not consider that there will be a material impact of transition on the financial information.
2.2 Going concern
The financial statements have been prepared on a going concern basis, which assumes that the Company will continue in operational existence for the foreseeable future.
The Company has based the going concern assumption on a base case, where any proposed transaction does not take place meaning the entity has the ability to meet its working capital requirements from existing cash. The existing cash are sufficient to meet the working capital requirements of the Company going forward when outgoings are reduced to only committed costs. This includes applying mitigation measures to reduce the cost base of the Company. As a result of this the directors believe that the going concern assumption is appropriate.
Under the scenario that any proposed acquisition does take place the Company would secure additional funding to ensure that all future capital commitments would be able to be satisfied.
Taking these matters into consideration, the Directors consider that the continued adoption of the going concern basis is appropriate having reviewed the forecasts for the coming 12 months from the date of signing and the financial statements do not reflect any adjustments that would be required if they were to be prepared other than on a going concern basis.
2.4 Cash and cash equivalents
The Directors consider any cash on short-term deposits and other short-term investments to be cash equivalents.
2.5 Financial assets and liabilities
Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of a financial instrument. Financial assets and financial liabilities are offset if there is a legally enforceable right to set off the recognised amounts and interests and it is intended to settle on a net basis.
2.6 Earnings per Ordinary Share
The Company presents basic and diluted earnings per share data for its Ordinary Shares. Basic earnings per Ordinary Share is calculated by dividing the profit or loss attributable to Shareholders by the weighted average number of Ordinary Shares outstanding during the period. Diluted earnings per Ordinary Share is calculated by adjusting the earnings and number of Ordinary Shares for the effects of dilutive potential Ordinary Shares.
2.7 Equity
Share capital is determined using the nominal value of shares that have been issued.
The share premium account includes any premiums received on the initial issuing of the share capital. Any transaction costs associated with the issuing of shares are deducted from the share premium account, net of any related income tax benefits.
Retained losses includes all current and prior period results as disclosed in the income statement.
2.8 Critical accounting estimates and judgments
In preparing the Company Financial information, the Directors have to make judgments on how to apply the Company’s accounting policies and make estimates about the future. The Directors do not consider there to be any critical judgments that have been made in arriving at the amounts recognised in the interim financial information.
3 Loss per Ordinary Share
As at 30 As at 30
June June
2024 2023
Basic loss per Ordinary Share
Earnings attributable to Shareholders (323,031) (135,975)
Weighted average number of Ordinary Shares 22,132,095 17,132,095
Basic and diluted loss per share (pence) (1.46) (0.79)
4
Loan notes
As at As at
30 June 2024 31 December 2023
£ £
Loan note 307,338 149,109
Interest receivable 22,849 7,849
Provision for doubtful debts (330,187) (157,759)
- -
On 23
rd
5 Share Capital
Ordinary Shares ShareCapiShare Premium Total
tal
£ £ £
At 31 December 2022 17,132,095 171,320 679,110 850,430
Issue of ordinary shares3 5,000,000 50,000 350,000 400,000
Share issue costs - - (24,000) (24,000)
At 31 December 2023 22,132,095 221,320 1,005,110 1,226,430
Movement for the year - - - -
As at 30 June 2024 22,132,095 221,320 1,005,110 1,226,430
6
Warrants
As at 30 June 2024
Weighted average Number of
exercise price
warrants
Brought forward at 1 January 2024 20p 13,712,500
Granted in year - -
Vested in year - -
Outstanding at 30 June 2024 20p 13,712,500
Exercisable at 30 June 2024 20p 13,712,500
The weighted average time to expiry of the warrants as at
7 Related party transactions
There have been no material related party transactions in the period that require disclosure.
8 Events subsequent to the reporting date
There have been no material events subsequent to the reporting date.
9 Financial commitments and contingent liabilities
There were no financial commitments or contingent liabilities of the Company as at
10 Ultimate controlling party
As
at
