IamFire Plc - Audited Final Results to 30 April 2020
PR Newswire
London, February 26
26 February 2021
IamFire plc
AQSE: FIRE
("IamFire" or the "company")
Audited Final Results to 30 April 2020
Further to the announcement of February 2021,the Company is pleased to announce its audited results to 30 April 2020.
There are no changes to the CEO Stragegic Review, and save for a minor adjustment to the Statement of Cash Flows, there are no changes to the audited financial results since the announcement of the unaudted preliminary results of 17 February 2021, quoted below.
The Audited results will be uploaded to the company's website shortly at, https://iamfireplc.com
ChiefExecutive Officer's statement and Group Strategic Report
Strategic Report
for the year ended 30 April 2020
REVIEW OF BUSINESS
The key themes for IamFire plc for the year ended 30th April 2020 have been restoration and review, with the investments that were held being disposed of as part of this restoration. 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.
In March 2019, the predecessor company, Karoo Energy plc notified the market that the company had not been successful in graduating to the LSE: AIM market. The company had in the process of seeking admission assumed trade creditors totalling £295,857. Karoo Energy plc, appointed a insolvency practitioner in mid-2019 to structure and enter an informal creditors voluntary agreement (CVA). The company received acceptance from those participating creditors in September 2019. The terms of the CVA saw the participating creditors receive 10% of the sums due upon execution of the CVA and a further 35% of the sums due in the event that the company successfully raised £2,000,000 (in aggregate) by way of equity and/or debt over the period of 18 months following the date of the implementation of the settlement arrangements entered in September 2019.
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 plc 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 plc 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 END 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 (£0.025) resulting in the issue of 20,000,000 shares. The placing shares included attaching investor 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).
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 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) |
| Earnings per share expressed | ||
| in pence per share: | ||
| Basic | 1.62 | -31.66 |
| Diluted | 1.62 | -31.66 |
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) |
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 | ||||
| Loss for the year | - | (648,166) | - | (648,166) |
| Total comprehensive income | - | (648,166) | - | (648,166) |
| Balance at 30 April 2019 | 511,837 | (3,177,812) | 2,231,786 | (434,189) |
| Balance at 1 May 2019 as previously stated | 511,837 | (3,087,450) | 2,231,786 | (343,827) |
| Prior year adjustment (note 9) | - | (90,362) | - | (90,362) |
| Balance at 1 May 2019 as restated | 511,837 | (3,177,812) | 2,231,786 | (434,189) |
| 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
| 2,020 | 2,019 | |
| as restated | ||
| £ | £ | |
| Cash flows from operating activities | ||
| Cash used in operations | (131,322) | (110,860) |
| Interest paid | - | (7,000) |
| Net cash used in operating activities | (131,322) | (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 | 3,159 | 77,665 |
| Share issue | 128,000 | - |
| Net cash from financing activities | 131,159 | 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 |
