TIDMINFT
29 September 2017
Infinity Energy S.A.
("Infinity Energy" or the "Company")
Unaudited Interim Results for the six months ended 30 June 2017
Infinity Energy (AIM: INFT) today reports its unaudited interim results for the
six months ended 30 June 2017.
Interim Highlights:
· The Company received interest income of GBP3k (2016: GBP3k).
· Staff costs amounted to GBP23k (2016: GBP24k) and related solely to
Directors fees. Directors' fees have been accrued and are shown in the balance
sheet under 'Provisions for other liabilities and charges'.
· Administrative costs for the period amounted to GBP197k (2016: GBP69k).
· The total loss for the period was GBP230k (2016: GBP102k).
Key Developments during the Interim Period:
Fund raising - During the period the company raised GBP1,100,000 in equity from
new and existing shareholders. The proceeds received net of issue costs
amounted to GBP1,043,000.
Conversion of Convertible loan note - Mr. Gerwyn Llewellyn Williams, Company
Director and Chief Executive Officer, converted his convertible loan totalling
GBP480,000 into new ordinary shares.
Reverse Acquisition - On 19 April 2017, the board announced that the Company
was investigating a number of potential reverse takeover candidates in the oil
and gas sector and was focussed on completing a suitable reverse takeover
transaction as soon as possible. Given this decision, the Company became an
AIM Rule 15 cash shell which requires the Company to make an acquisition or
acquisitions which constitute a reverse takeover under Rule 14 of the AIM rules
by 12 October 2017, otherwise trading of the Company's shares on AIM will be
suspended. If the Company does not make an acquisition or acquisitions which
constitute a reverse takeover under Rule 14 of the AIM rules within six months
of such suspension, the admission of the Company's shares to trading on AIM
will be cancelled.
It is envisaged that the Company will complete a reverse acquisition in the
near future in line with its stated objective.
Bruce Vandenberg - On 31 May 2017, Mr. Bruce Vandenberg stepped down as a
Director of the company to pursue other business interests.
Post Balance Sheet Events:
It is envisaged that the Company will complete a reverse acquisition in the
near future in line with its stated objective.
For further information:
Infinity Energy S.A.
Gerwyn Williams Tel: +44
7889 677 397
Nomad
Cairn Financial Advisers LLP
Sandy Jamieson/James Caithie Tel: + 44 207 213
0880
Joint Broker
W H Ireland Limited
Paul Shackleton/Nick Prowting Tel: +44 207 220
1666
Peterhouse Corporate Finance Limited
Eran Zucker / Lucy Williams Tel: +44 207 469
0930
STATEMENT OF COMPREHENSIVE INCOME
(Expressed in GBP (GBP)) unaudited unaudited audited
six month period to six month period year ended 31
30/06/2017 to 30/06/2016 /12/2016
Notes
Income
Interest 4 3,002 2,878 5,849
Total net income 3,002 2,878 5,849
Expenses
Staff costs 4 (23,000) (24,000) (48,000)
Administrative expenses 4 (197,171) (69,444) (239,487)
Interest and financial 4 (12,699) (11,500) (25,412)
charges
Total operating expenses (232,870) (104,944) (312,899)
Loss before taxation (229,868) (102,066) (307,050)
Income tax - - (2,749)
Total comprehensive loss (229,868) (102,066) (309,799)
Basic loss per share 5 (0.00013) (0.0002) (0.0008)
STATEMENT OF FINANCIAL POSTION
(Expressed in GBP (GBP))
unaudited unaudited 30 audited
30/06/2017 /06/2016 31/12/2016
Notes
ASSETS
Non-current assets
Financial assets at fair value through 4 211,405 205,432 208,403
profit and loss
Total non-current assets 211,405 205,432 208,403
Current assets
Cash and cash equivalent 959,782 8,405 8,020
Total current assets 959,782 8,405 8,020
Total assets 1,171,187 213,837 216,423
EQUITY AND LIABILITIES
Capital and reserves
Share capital 2,086,719 486,719 506,719
Share premium 125,483 182,483 182,483
Accumulated losses (1,455,977) (1,018,376) (1,226,109)
Shareholders' equity 756,225 (349,174) (536,907)
Current liabilities
Trade and other payables 4 233,962 57,011 135,330
Provisions for other liabilities and 181,000 134,000 158,000
charges
Total current liabilities 414,962 191,011 293,330
Non-current liabilities
Convertible loan 6 - 372,000 460,000
Total equity and liabilities 1,171,187 213,837 216,423
STATEMENT OF CASH FLOWS
(Expressed in GBP (GBP)) unaudited unaudited
six month six month audited
period to period to 30 year ended
30/06/2017 /06/2016 31/12/2016
Notes
OPERATING ACTIVITIES
Operating expenses paid (111,238) (102,149) (190,534)
Net cash flows applied to operations (111,238) (102,149) (190,534)
FINANCING ACTIVITIES
Funds raised through issuance of 1,043,000 - -
shares
Funds received via convertible loan 20,000 72,000 160,000
Net cash inflows from financing 1,063,000 72,000 160,000
activities
Increase/(decrease) in cash & cash 951,762 (30,149) (30,534)
equivalents
Cash and cash equivalents:
- balance at beginning of the period 8,020 38,554 38,554
- balance at end of the period 959,782 8,405 8,020
Increase/(decrease) in cash & cash 951,762 (30,149) (30,534)
equivalents
Cash and cash equivalents are
represented by:
Cash at bank and in hand 959,782 8,405 8,020
STATEMENT OF CHANGES IN EQUITY
Called up Share
share capital premium Losses Total
(Expressed in GBP Notes
(GBP))
At 31 December 2014 486,719 182,483 (727,252) (58,050)
Comprehensive Income
Loss for the year - - (189,058) (189,058)
At 31 December 2015 486,719 182,483 (916,310) (247,108)
Comprehensive
Income
Loss for the year - - (309,799) (309,799)
Transactions with
owners
Proceeds from 20,000 - - 20,000
issuance of shares
At 31 December 2016 506,719 182,483 (1,226,109) (536,907)
Comprehensive Income
Loss for the period - - (229,868) (229,868)
Transactions with
owners
Proceeds from 1,100,000 (57,000) - 1,043,000
issuance of shares
Conversion of loan 480,000 - - 480,000
note
At 30 June 2017 2,086,719 125,483 (1,455,977) 756,225
Notes to the interim report:
1. Activities
Infinity Energy became an Investing Company under the AIM Rules on 17 February
2012. On 18 March 2013, shareholders approved the new investing policy which
is to make investments and acquisitions, either through the issues of
securities or for cash, in quoted and non-quoted companies and their
securities, in the commodities sector with an emphasis on oil and gas service
sectors. Such investments include the provision of financing by way of
farm-ins, earn-ins, loans, equity or other forms of financing and investments
in and to companies in these sectors.
On 19 April 2017, the board announced that the Company was investigating a
number of potential reverse takeover candidates in the oil and gas sector and
was focussed on completing a suitable reverse takeover transaction as soon as
possible. Given this decision, the Company became an AIM Rule 15 cash shell
which requires the Company to make an acquisition or acquisitions which
constitute a reverse takeover under Rule 14 of the AIM rules by 12 October
2017, otherwise trading of the Company's shares on AIM will be suspended. If
the Company does not make an acquisition or acquisitions which constitute a
reverse takeover under Rule 14 of the AIM rules within six months of such
suspension, the admission of the Company's shares to trading on AIM will be
cancelled.
It is envisaged that the company will complete a reverse acquisition in the
near future in line with its stated objective.
2. Directors' responsibility
The consolidated interim report and financial information contained therein are
the responsibility of the Board of Directors of Infinity Energy. The interim
report was approved by the Directors on 28 September 2017. The interim report
for the six month period to 30 June 2017 is unaudited.
The financial information for the year ended 31 December 2016 is extracted from
the statutory audited annual accounts as adjusted for International Financial
Reporting Standards ("IFRS"). The report of the auditors, Baker Tilly
Luxembourg, on the statutory annual accounts and on the IFRS financial
statements, as at 31 December 2016, was unqualified.
3. Basis of accounting
The interim financial statements of Infinity Energy for the six month period
ended 30 June 2017 and 30 June 2016 have been prepared using accounting
policies on a basis consistent with those adopted for the year ended 31
December 2016.
The Company is an investment entity as defined by IFRS 10. This requires the
Company to consolidate all controlled entities involved in the provision of
investment related services (either directly or through a subsidiary to third
parties as well as its investors) and report all other subsidiary investments
at fair value in the financial statements.
The Company controls Gas Exploration Finance Limited (GEF) through its 100%
holding of GEF's issued ordinary share capital. GEF is incorporated in England
and Wales. GEF is the only subsidiary of the Company and does not provide
investment related services. GEF is therefore measured at fair value through
the profit and loss.
4. Analysis of results
The Company received interest income of GBP3k (2016: GBP3k).
Staff costs amounted to GBP23k (2016: GBP24k) and related solely to Directors
fees. Directors' fees have been accrued and are shown in the balance sheet
under 'Provisions for other liabilities and charges'.
Administrative costs for the period amounted to GBP197k (2016: GBP69k).
The total loss for the period was GBP230k (2016: GBP102k).
5. Earnings / (loss) per share
The calculation of the basic earnings per share is determined on the loss
attributable to ordinary shareholders divided by the number of shares in issue
during the period.
30 June 30 June 31 December
2017 2016 2016
Number of issued shares 1,754,033,703 353,416,320 367,702,034
GBP (GBP) GBP (GBP) GBP (GBP)
Loss for the period (229,868) (102,066) (309,799)
Basic (loss) per share (0.00013) (0.0002) (0.0008)
6. Convertible loan
Mr. Gerwyn Llewellyn Williams, Company Director and Chief Executive Officer,
converted his convertible loan totalling GBP480,000 into new ordinary shares.
END
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