TIDMPGCE
RNS Number : 7294K
PCG Entertainment plc
30 August 2019
The information contained within this announcement is deemed by
the Company to constitute inside information as stipulated under
the Market Abuse Regulation (EU) No. 596/2014 ("MAR").
30 August 2019
PCG Entertainment Plc
("PCGE" or the "Company")
PCG Entertainment Plc / Index: AIM / Epic: PCGE / NEX: PCGE
Final Results for the 12-month period to 31 March 2019
PCG Entertainment Plc (NEX: PCGE), is pleased to announce its
final results for the 12-month period to 31 March 2019 (the
"Period"), together with the publication of its audited report and
accounts for the Period (the "Annual Report").
The Annual Report has been published on the Company's website,
www.pcge.com, in accordance with the provisions on the Company's
articles of association, and shareholders are thus duly
notified.
Chairman's Statement
The major event during the year under review occurred in the
first part of 2019 when we negotiated the acquisition of VOX
Markets Ltd ("VOX") and Align Research Ltd ("Align Research"). This
will create a strong Fintech business that is already
profitable.
VOX offers a web and app based platform where investors can
obtain and share information on companies and where companies can
provide a broad base of information in one secure, regulated
location. Currently, VOX has over 190 corporate clients and over
35,000 retail users. I would urge you to look at the website and
sign up for the service: https://www.voxmarkets.co.uk/
Align Research offers a research offering for companies where,
as its name implies, it only takes on clients where it believes in
the story. Align Research then takes a mixture of cash and shares
as remuneration from the clients on which it publishes
research.
The combination of these two companies creates the strongest
offering in this sector in the London market. We see further
opportunities domestically but also anticipate international
expansion for the enlarged Group.
We expect this transaction will close in early October and
further information will be published shortly to call the EGM
necessary to confirm the deal. As part of this process, the
directors have agreed to waive all rights under their service
agreements at the point the acquisition takes place and all
payments under these agreements were suspended from the point we
agreed the transaction.
Changes to Advisors and delisting from AIM
On 20 February 2019, we dismissed SVS Securities Ltd as the
company's joint brokers. One should not speak ill of the dead so I
will not comment on our reasons for the dismissal.
On 5 March 2018, we had taken the opportunity to dual list PCGE
on the NEX Exchange Growth Market ("NEX") in addition to AIM. At
this time, NEX had an offer for companies, which were in good
standing on AIM, to list at no cost on NEX.
On 28 June 2019, we delisted from AIM but of course retained our
NEX listing. On the same day, we appointed First Sentinel Corporate
Finance Limited ("First Sentinel") as our NEX Corporate
Adviser.
First Sentinel is currently handling the acquisition process for
the VOX/Align transaction and will remain advisers following the
formation of the new group.
Disposal of businesses
As previously reported, we had provided in full for investments
in all of the Company's media and gaming related businesses. We
disposed of these businesses as of 31 March 2019 with the
purchasers taking on all future liabilities from that date. Since
they were provided for in full, there is no charge in the accounts
for these disposals. This method of disposal also ensured there was
no residual liability attaching to the Company from any of the
operating subsidiaries thus, leaving the Company clear to make the
currently proposed acquisitions.
Although at first glance it appears that the Company has
disposed of US$2,737,897, this is not the case. Notes 13 and 14
explain that this was in fact matched against liabilities of
US$2,712,897 giving a net write off of US$25,000.
Group funding and Capital Changes
On 11 June 2018, the Company closed off the funding raised in
the previous year through RiverFort Global Capital. This involved
the raising of GBP303,000 through a placing of 201,000,001 and the
payment of GBP118,855 (US$155,928) to D-Beta One EQ Ltd to end the
Equity Sharing Facility.
On 17 December 2018, the Company acquired the 704,988,102
Deferred Shares which were issued as part of the capital
reorganisation in January 2018. This had the effect of increasing
the unissued shares to 4,755,511,897.
Richard O'Dell Poulden
Chairman
30 August 2019
PCG Entertainment Plc
Statement of Total Comprehensive Income for the year ended 31
March 2019
Year ended Year ended
31 March 31 March
Notes 2019 2018
US$ US$
Revenue 6 - -
Cost of Sales - -
Gross Profit - -
Administrative expenses (1,065,396) (1,384,065)
Other operating income - 216,390
------------
Operating loss 7 (1,065,396) (1,167,675)
Loss on equity sharing agreement 12 (542,159) (327,172)
Loss on disposal of subsidiary - net 10 (25,000) -
Foreign exchange (loss)/gain (82,966) 144,962
Interest payable (15,512) -
Loss before taxation (1,731,033) (1,349,885)
Tax on loss 9 - -
Loss for the financial year from continuing
activities (1,731,033) (1,349,885)
Loss for the year from discontinued
operations 10 (166,478) -
------------ ------------
Total comprehensive loss for the financial
year (1,897,511) (1,349,885)
------------ ------------
Basic and diluted loss per share:
US cents US cents
For continuing activities (0.14) (0.20)
For discontinued activities (0.02) -
------------ ------------
Total basic and diluted 11 (0.16) (0.20)
------------ ------------
There are no recognised gains or losses other than disclosed
above.
PCG Entertainment Plc
Statement of Financial Position as at 31 March 2019
31 March 31 March
Notes 2019 2018
US$ US$
Current assets
Trade and other receivables 12 370,477 587,846
Cash and cash equivalents 14,390 1,388,033
------------ ------------
384,867 1,975,879
Non-current assets
Investments 13 - 2,737,897
Total assets 384,867 4,713,776
------------ ------------
Current liabilities 14 144,417 2,974,026
------------ ------------
Equity
Share capital 15 5,642,408 5,376,934
Share premium 15 25,088,705 24,955,968
Share based payment reserve 16 309,408 309,408
Accumulated losses (30,800,071) (28,902,560)
------------ ------------
240,450 1,739,750
Total equity and liabilities 384,867 4,713,776
------------ ------------
For more information on PCGE please visit the Company's website,
www.pcge.com. Enquiries:
PCG Entertainment PLC
Richard Poulden, Chairman
Tel: +44 207 183 7407
Corporate Adviser - First Sentinel Corporate Finance
Brian Stockbridge
Liza Vasilyeva
Tel: +44 207 183 7407
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END
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(END) Dow Jones Newswires
August 30, 2019 06:53 ET (10:53 GMT)