TIDMEISB
RNS Number : 4863L
East Imperial PLC
13 September 2021
EAST IMPERIAL PLC (FORMERLY BERMELE PLC)
Interim Management Report
For the Period 1 January 2021 to 30 June 2021
Overview
During this period of six months from 1 January 2021 to 30 June
2021, the company agreed to acquire East Imperial Pte Ltd (the
Acquisition) for an aggregate consideration of GBP24.45 million by
way of a reverse takeover. This transaction took place on 19 July
2021. On that date the company changed its name to East Imperial
PLC and its ticker to EISB.
The company (previously Bermele Plc) now operates as East
Imperial Plc as of the 19 July 2021. This report does not reflect
this trading entity as it covers the six-month period to 30 June
2021.
The directors expect the acquisition of East Imperial Pte to be
accounted for in the Company's next published statutory financial
statements, for the year ending 31 December 2021, as a reverse
takeover with those financial statements being presented as a
continuation of the activities of the deemed acquirer, East
Imperial Pte. The historical financials herein reflect only the
entity as it existed pre the acquisition transaction.
The Company (as Bermele Plc) incurred a loss of GBP308,977 for
the period ended 30 June 2021. The loss for the period results from
the on-going administrative expenses of GBP308,977 reflecting the
payroll, cost of being listed and the pursuit and expenses relating
to the reverse takeover of East imperial Pte Ltd.
Cash Flow and Net Debt
The company's cash balance as of 30 June 2021 was GBP13,450.
However, it raised GBP 3 million gross proceeds in the Placing in
July 2021 to provide working capital for the enlarged group.
Dividends
The directors have not declared an interim dividend for the six
months ended 30 June 2021.
Directors
On 3 August 2021, Dr Sue Johnson, Derek Ward & Anthony
Reeves resigned from the board. They were replaced by Rabindra Lal
Soni, Anthony James Burt, Andrew Jason Robertson of East Imperial
and Charles Caminada & Dr Olufunke Abimbola. Mr Toby Hayward
remains a non-executive director.
Statement of directors' responsibilities in respect of the
interim results
The Directors being Toby Hayward, Rabindra Lal Soni, Anthony
James Burt, Andrew Jason Robertson, Charles Caminada & Dr
Olufunke Abimbola confirm that the set of interim financial
statements has been prepared in accordance with international
Accounting Standard 34 "interim financial reporting", as adopted by
the European Union and that interim report includes a fair review
of the information required by DTR 4.2.7R and DTR 4.2.8R, namely an
indication of important events that have occurred during the first
six months 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.
EAST IMPERIAL PLC (FORMERLY BERMELE PLC)
Condensed Statement of Comprehensive Income (Unaudited)
For the Period 1 January 2021 to 30 June 2021
6 Month Period 6 Month
to 30 June Period to
2021 31 July
2020
(Unaudited) (Unaudited)
Notes GBP GBP
Administrative expenses (307,402) (292,384)
OPERATING LOSS (307,402) (292,384)
Interest payment - -
LOSS AND TOTAL COMPREHENSIVE LOSS
FOR THE FINANCIAL PERIOD (307,402) (292,384)
============== ============
Basic and diluted earnings per share
Basic and diluted (pence per share) 3 (2.80) (1.90)
============== ============
EAST IMPERIAL PLC (FORMERLY BERMELE PLC)
Condensed Statement of Financial Position (Unaudited)
As at 30 June 2021
As at 30 June As at 31 Dec 2020
2021
(Unaudited) (Audited)
Notes GBP GBP GBP GBP
CURRENT ASSETS
Cash at bank and in hand 4 13,450 59,284
Debtors 5 294,892 265,812
308,342 325,096
Creditors: Amounts Falling
Due Within One Year 6 (465,132) (174,484)
NET CURRENT ASSETS (LIABILITIES) (156,790) 150,612
TOTAL ASSETS LESS CURRENT
LIABILITIES (156,790) 150,612
NET ASSETS (156,790) 150,612
=========== ===========
CAPITAL AND RESERVES
Called Up share Capital 7 222,000 222,000
Share Premium 7 1,098,000 1,098,000
Share Option Reserve 118,154 118,154
Convertible Loan Reserve 1,575 1,575
Profit and Loss Account (1,596,510) (1,289,117)
SHAREHOLDERS' FUNDS (156,790) 150,612
=========== ===========
EAST IMPERIAL PLC (FORMERLY BERMELE PLC)
Condensed Statement of Changes in Equity (Unaudited)
For the Period 1 January 2021 to 30 June 2021
Share Share Share Based Accumulated Total
Capital Premium Payment Losses Equity
GBP GBP GBP GBP GBP
As at 31 January 2020 200,000 900,000 92,160 (750,994) (441,166)
Comprehensive income
Loss for the period - - - (210,818) (210,818)
----------- ---------- ------------------ -------------- ------------
Transactions with owners
Issue of ordinary shares 22,000 198,000 - - 1,320,000
As at 31 July 2020 222,000 1,098,000 92,160 (961,812) 450,348
=========== ========== ================== ============== ============
Share Share Share Convertible Accumulated Total Equity
Capital Premium Option Loan Losses
Reserve Reserve
GBP GBP GBP GBP GBP GBP
As at 31 December
2020 222,000 1,098,000 118,154 1,575 (1,289,117) (150,612)
Comprehensive
income
Loss for the
period - - - - (307,402) (307,402))
--------- ---------- ---------- ------------ -------------- -------------
Transactions with
owners
As at 30 June
2021 222,000 1,098,000 118,154 1,575 (1,596,510) (156,790)
EAST IMPERIAL PLC (FORMERLY BERMELE PLC)
Condensed Statement of Cash Flow Forecast (Unaudited)
For the Period 1 January 2021 to 30 June 2021
The financial statement of cash flows of the Company for the period from 1 January 2021 -
30 June 2021 is as follows:
Period ended Period ended
30 June 30 June
2021 2020
(Unaudited) (Unaudited)
GBP GBP
Cash flows from operations
------------- -------------
Loss for the period (307,402) (210,818)
------------- -------------
Decrease in trade payables 290,648 (37,176)
------------- -------------
increase in Receivables (29,080) (239,256)
------------- -------------
Cash flows from financing activities (45,834) (487,250)
------------- -------------
Proceeds from issue of share capital/Ordinary
Shares to be issued - 220,000
------------- -------------
Net cash flow in the period 45,834 267,250
------------- -------------
Cash and cash equivalents at the beginning
of the period 59,284 490,988
------------- -------------
Cash and cash equivalents at the end
of the period 13,450 223,738
------------- -------------
EAST IMPERIAL PLC
Notes to the Condensed Interim Financial Statements
For the Period 1 January 2021 to 30 June 2021
1. Accounting Policies
1.1. Basis of Preparation of Interim Financial Statements
The condensed financial statements have been prepared in
accordance with IAS 34 "Half Year Financial Reporting" as adopted
by the European Union and the Disclosure and Transparency Rules of
the Financial Conduct Authority. These condensed financial
statements do not comprise statutory accounts within the meaning of
section 434 of the Companies Act 2006, do not include all the notes
of the type normally included in an annual financial report and
have not been audited or reviewed by the auditors pursuant to the
Financial Reporting Council guidance on Review of Interim Financial
Information. Accordingly, this report should be read in conjunction
with the annual report for the year ended 31 December 2020 (the
"Annual Financial Statements"), which has been prepared in
accordance with International Financial Reporting Standards as
adopted by the European Union ("IFRS"). The Annual Financial
Statements constitute statutory accounts as defined in section 434
of the Companies Act 2006 and a copy these statutory accounts has
been delivered to the Registrar of Companies. The auditor's report
on those statutory accounts was unqualified, drew attention to a
material uncertainty in relation to going concern by way of
emphasis, and did not contain a statement under 498(2) or 498(3) of
the Companies Act 2006.
The accounting policies adopted in the preparation of the
condensed financial statements are consistent with those used to
prepare the financial statements for the year ended 31 December
2020 and those applicable for the year ended 31 December 2021. The
preparation of the condensed financial statements 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 these estimates. In preparing these
condensed financial statements, the significant judgements made by
management in applying the accounting policies and the key sources
of estimation uncertainty were the same as those that applied to
the Annual Financial Statements described above. The condensed
financial statements have been prepared on a going concern basis,
under the historical cost convention.
2. Going Concern
The Company had cash of GBP13,450 as at 30 June 2021. However,
in July 2021 the company raised GBP3 million gross proceeds in a
Placing of new shares. On this basis, the Board considers the
company to have sufficient resources to remain in operational
existence for the foreseeable future and carry out its expansion
plans.
3. Loss per share - basic and diluted
6 Months Period to 30 June 2021 6 Months Period to 31 July 2020
GBP GBP
Loss for period attributable to equity
holders of the Company (307,402) (210,818)
Weighted average number of ordinary shares 10,947,945 10,839,452
-------------------------------- --------------------------------
Loss per share (2.80) (1.90)
================================ ================================
In accordance with IAS33 the weighted average number of shares
in issue has been retrospectively adjusted to reflect the 1 for 10
share consolidation approved by shareholders on 16 July 2021.
4. Cash and cash equivalents
As at 30 June 2021 As at 31 Dec 2020
GBP GBP
Cash at bank 13,450 59,284
------------------- ------------------
13,450 58,284
============== =================== ==================
All bank balances are denominated in pounds sterling. The
Directors consider that the carrying value of cash and cash
equivalents represents their fair value.
EAST IMPERIAL PLC
Notes to the Condensed Interim Financial Statements
For the Period 1 January 2021 to 30 June 2021
5. Debtors
As at 30 As at 31
June 2021 Dec 2020
GBP GBP
Due within one year
Prepayments and accrued income 27,375 7,884
Convertible Loan - East Imperial Ltd 250,000 250,000
VAT 17,517 7,928
294,892 265,812
6. Creditors: Amounts Falling Due Within One Year
As at 30 As at 31
June 2021 Dec 2020
GBP GBP
Trade creditors 193,588 19,450
Accruals 22,000 32,000
Convertible Loan 196,850 98,425
Other Payables 52,694 24,609
465,132 174,484
7. Share capital and share premium
GBP
As at 31 December 2020 1,320,000
Issue of Capital 0 __________
As at 30 June 2021
1,320,000
__________
The Company was incorporated on 20 September 2017. On
incorporation, 10,000,000 Ordinary Shares were issued at par value
of GBP0.001 each.
On 25 July 2018, the Company issued a further 90,000,000
Ordinary Shares at par value of GBP0.001 each
On 9 May 2019, the Company issued a further 100,000,000 Ordinary
Shares at par value of GBP0.001 each at GBP0.01 per share.
On 19 February 2020, the Company issued a further 22,000,000
Ordinary Shares at par value of GBP0.001 each at GBP0.01 per
share.
8. Events after the reporting date
On 30 June 2021 the Company published a prospectus containing, inter alia, proposals concerning
* the acquisition of East Imperial Pte. Ltd by way of
the issue of 240,702,581 consideration shares at 10p;
* the placing of 30,000,000 new Ordinary Shares at 10p
per share to raise GBP3 million before costs;
* change of name to East Imperial plc;
* share consolidation; and
* re-admission of the enlarged share capital to the
Official List
The transactions obtained shareholder approval and completed on 16 July 2021 and trading in
the Company's shares re-commenced on 19 July 2021. Full details of these transactions and
a copy of the prospectus can be found at:
Bermele Plc - EISB Prospectus - Bermele
The directors expect the acquisition of East Imperial Pte to be accounted for in the Company's
next published statutory financial statements, for the year ending 31 December 2021, as a
reverse acquisition with those financial statements being presented as a continuation of the
activities of the deemed acquirer, East Imperial Pte.
In the year ended 31 December 2020 East Imperial Pts recorded revenues of GBP1,867,000 and
a loss before and after taxation of GBP909,000. Total assets and net assets of East Imperial
Pte at 31 December were GBP3,278,000 and GBP1,415,000 respectively.
9. Interim Statement
This interim financial statement will be available on the
Company's investor relations website at www.eastimperial.com
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IR UUAARAAUKAUR
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