TIDMFIRE
17th February 2021
IamFire plc
AQSE: FIRE
("IamFire" or the "company")
Unaudited Final Results to 30 April 2020 and Extension of Reporting Deadline
Extension of Reporting Deadline
IamFire announces that, it has been granted a further extension to end February
2021, to announce its audited results to 30 April 2020. As the audited
financial results for year-end April 2020 are expected to be published
imminently, the Company will highlight any material difference that may occur
between the unaudited final accounts and the audited accounts, when the audited
report and accounts are announced.
Chief Executive Officer's statement and Group Strategic Report
REVIEW OF BUSINESS
The key themes for IamFire plc for the year ending, 30th April 2020 have been
restoration and review. I am pleased to report that since leading the
restructure and recapitalisation of what was "Karoo Energy plc" in October 2019
that IamFire plc is restored and recharged with investments that position the
company and our shareholders in major investment thesis'.
The consistent message that I have made to both shareholders and the broader
market is that IamFire plc will operate as a lean, aggressive and efficient
investment vehicle that will not entertain capital finance unless the Board and
I have reviewed a comprehensive strategy that enables the company to create
value for the company and our shareholders.
For the year ending, 30th April 2020, the company was in advanced review of a
number of value accretive investment opportunities. The company did not
materially invest capital nor acquire investment positions via non-cash
consideration.
The Board and I focused instead on creating critical internal protocols that
would influence our review and identification processes when considering
investment opportunities.
This internal review resulted in the formation of two investment divisions and
principles that the company will rely on moving forward when analysing
investment proposals;
1. High Growth Investment Division (HG)
The HG division focuses on companies that have reached a critical point of
growth and need to access specialised capital investment, public market exits
or trade sales. IamFire will look to opportunities globally where companies
have robust balance sheets, strong growth profile's and management teams that
require no disruption.
2. Asset Augmentation Investment Division (AA)
The AA division has been designed to look at distressed asset situations that
IamFire can seek to augment through a broad-restructure, recapitalisation and
through the injection of Management & Directors.
The formation of these divisions and principles represent the foundations for
which we ultimately finalise our investment categorisation and decisions.
POST YEAR REVIEW
On 25 June 2020 the company successfully completed an equity finance to raise
gross proceeds before expenses of, £500,000. The financing was supported by
existing shareholders, Ultra High Net Worth's, Family Offices & Institutional
Investors. The collective support including that of the Directors was a
brilliant sign of the reception received in conjunction with the turnaround
that began in October 2019. The placing was conducted at a price of, 2.5p (£
0.025p) resulting in the issue of 20,000,000 shares. The placing shares
included attaching warrants on a 2 for 1 basis and a replacement provision. The
placee's in aggregate received 40,000,000 warrants with a strike price of 10p
and a life to expiry of 3-years from the admission of the placing shares. In
the event the subscriber elects to exercise their warrants in full on or prior
to expiry, the subscriber shall be granted replacement warrants on 1 for 1
basis with a strike price of, 15p and a life to expiry of 3-years from grant of
the replacement warrant. In the event all 40,000,000 warrants at 10p were to be
exercised on or prior to expiry, the company would issue a further 40,000,000
warrants with a strike price of, 15p and a life to expiry of 3-years.
In a step to complement the existing Board, Mr Marc T Bamber was appointed as
Non-Executive Chairman of IamFire plc on 1st July 2020. Marc is a highly
experienced global corporate financier with over 20-years' experience in the
Hedge Fund Sector, Capital Markets, Private & Institutional Investments;
Investor Communication & Marketing. Marc was a core member of the multiple
award winning RAB Special Situations Fund that delivered net returns of 50x to
investors with circa.US$2.8Bn in Assets Under Management (AUM).
AUDITED RESULTS TO 30 APRIL 2020
As the audited financial results for year-end April 2020 are expected to be
published imminently, the Company will highlight any material difference that
may occur between the unaudited final accounts and the audited accounts, when
the audited Report and Accounts are announced.
The Directors of the Company accept responsibility for the content of this
announcement.
ENQUIRIES:
Company
IamFire plc
Burns Singh Tennent-Bhohi (Director)
Telephone:020 3778 0755
Corporate Adviser
Peterhouse Capital Limited
Guy Miller / Mark Anwyl
Telephone: 020 7220 9795
Statement of Profit or Loss
for the year ended 30 April 2020
2020 2019
as restated
£
£
CONTINUING OPERATIONS
Revenue
- -
Other operating
income
254,913 30,311
Administrative
expenses
(138,205) (671,487)
OPERATING PROFIT/(LOSS)
116,708 (641,176)
Finance costs
- (7,000)
Finance income
8 10
PROFIT/(LOSS) BEFORE INCOME
TAX
116,716 (648,166)
Income tax
- -
PROFIT/(LOSS) FOR THE
YEAR
116,716 (648,166)
Statement of Profit or Loss and Other Comprehensive Income
for the year ended 30 April 2020
2020 2019
as restated
£ £
PROFIT/(LOSS) FOR THE
YEAR
116,716 (648,166)
OTHER COMPREHENSIVE
INCOME
- -
TOTAL COMPREHENSIVE INCOME FOR THE YEAR
116,716
(648,166)
Note
Statement of Financial Position
30 April 2020
2020 2019
as restated
£
£
ASSETS
CURRENT ASSETS
Trade and other receivables
29,852 19,645
Cash and cash equivalents
1,079 1,234
30,931 20,879
TOTAL
ASSETS
30,931 20,879
EQUITY
SHAREHOLDERS' EQUITY
Called up share capital
526,733 511,837
Share premium
2,344,890
2,231,786
Retained earnings
(3,061,096)
(3,177,812)
TOTAL
EQUITY
(189,473) (434,189)
LIABILITIES
CURRENT LIABILITIES
Trade and other payables
220,404 455,068
TOTAL
LIABILITIES
220,404 455,068
TOTAL EQUITY AND
LIABILITIES
30,931 20,879
Statement of Changes in Equity
for the year ended 30 April 2020
Called up
share Retained Share Total
capital earnings premium equity
£ £ £ £
Balance at
1 May 2018
511,837 (2,529,646) 2,231,786 213,977
Changes in equity
Deficit for the
year
- (557,804) - (557,804)
Total comprehensive
income
- (557,804) - (557,804)
Balance at 30 April 2019
511,837 (3,087,450) 2,231,786 (343,827)
Prior year
adjustment
- (90,362) - (90,362)
As
restated
511,837 (3,177,812) 2,231,786 (434,189)
Changes in equity
Profit for the
year
- 116,716 - 116,716
Total comprehensive
income
- 116,716 - 116,716
Issue of share
capital
14,896 - 113,104 128,000
Balance at 30 April 2020
526,733 (3,061,096) 2,344,890 (189,473)
Statement of Cash Flows
for the year ended 30 April 2020
2020 2019
as restated
£ £
Cash flows from operating activities
Cash generated from operations
(128,238)
(110,860)
Interest
paid
- (7,000)
Net cash from operating
activities
(128,238) (117,860)
Cash flows from investing activities
Interest
received
8 10
Net cash from investing
activities
8 10
Cash flows from financing activities
Amount introduced by
directors
75 77,665
Share
issue
128,000 -
Net cash from financing
activities
128,075 77,665
Decrease in cash and cash
equivalents
(155) (40,185)
Cash and cash equivalents at beginning of year
1,234 41,419
Cash and cash equivalents at end of
year
1,079 1,234
Notes to the Statement of Cash Flows
for the year ended 30 April 2020
PRIOR YEAR ADJUSTMENT
The 2019 statement of profit and loss, other comprehensive income and financial
position has been restated to account for certain costs amounting to £90,362
that were not recognised in the prior year accounts due to invoices from
suppliers being omitted and an error in costs not being accrued.
Statement of profit or loss and other Year ended
comprehensive income (extract) note 30April 2019
Loss per signed accounts 2019 557,804
Audit fees i) 28,200
Legal fees ii) 47,837
Consultancy fees iii) 6,150
Legal fees iv) 8,160
Restated 2019 648,166
Statement of financial Signed accounts Restated as at
position (extract) note as at 30 April Adjustments 30 April 2019
2019
Trade and other receivables
Director current account v) 16,595 (16,595) -
Trade and other payables
Trade creditors i), 252,041 82,202 334,243
ii),
iii)
Accruals and deferred iv) 21,800 8,160 29,960
income
Loan from related party v) 94,260 (94,260) -
Directors' loan accounts v) - 77,665 77,665
Details on prior year adjustments made:
i) Invoices in respect of Audit fees for the year ended 30 April 2019 were
omitted from trade creditors in error.
ii) Invoices in respect of Legal fees for the year ended 30 April 2019 were
omitted from trade creditors in error.
iii) Invoices in respect of Consultancy fees for the year ended 30 April 2019
were omitted from trade creditors in error.
iv) Legal fees in respect of listing fees were not accrued for which were
subsequently invoiced during 2020.
v) Balances due to/from one director were presented in receivables and payables
in the prior year, these have been reclassified to be reflected as one net
balance due to the director.
END
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