TechFinancials Inc. - Unaudited Results to 31 December 2021
RNS Number : 9261Q
TechFinancials Inc.
01 July 2022
 

TechFinancials Inc.

 

("TechFinancials" or the "Company" or the "Group")

 

 

Preliminary non audited Annual Report for the year ended 31 December 2021

 

The information set out below has been extracted from the Company's draft report and accounts for the year ended 31 December 2021 and has not been audited. A further announcement will be released by the Company on completion of the audit, expected shortly, and any material changes between the financial information set out below and the audited financial information will be disclosed in that announcement.

 

Financial Highlights

 

·   No Revenues in 2021 as there are no operating businesses left.

·   Pre-tax loss attributable to shareholders of US$0.368 million (2019: profit of US$1.1   million)

·   Cash position of US$0.92 million as at 31 December 2021 (2020: US$1.4 million)

·   Basic earnings per share ('EPS') (US$0.43) (2020:  (US$0.01))

·   In October 2021, the Company's sold its subsidiary Cedex Holdings Limited ("Cedex"),.

·   In June 2021, the Company stuck off Footies Ltd. ("Footies)

·   In 2021, the Company acquired shares in few transactions, of listed companies in the LSE and AIM (Note 28)

 

   Operational Highlights 

 

Operational Cost Reduction

 

·   The Company decided to close all its subsidiaries and initiated the strike-off of its entities in Israel in 2021. The strike off of both TechFinaials Israel 2014 Ltd and Softbox was initiated in H2 2021 and concluded in 2022.

·   The Company sold Cedex in October 2021.

Investment  Activities

 

·   The Company invested small amounts in several London placings in 2021. This activity resulted in profit of $88k.

·   As of today, the Company has only one legal entity - TechFinancials Inc, and as results the costs of operating the Company is set to the minimum possible.



 

Chairman's Statement

 

2021 was a year in which the company focused on reducing costs and consolidating its assets. We initiated the closure of all our subsidiaries and sold Cedex.

 

The Board decided to invest some amounts in listed companies and was able to generate good returns for these investments. The Company will continue to look for new ways to increase its value.

 

Dividends

 

The Board will not be recommending a final dividend to the shareholders of the Company for FY2021 (2020: $nil).

 

Outlook and current trading

 

The year was a turning point for the Group, where we initiated to closure of all our subsidiaries and consolidated all our assets, while seeking new investment opportunities to increase the value of the Company.

 

The Group will continue to look for business and investment opportunities to maximize the Company's value, leveraging its available cash.

 

I would like to thank our shareholders for their continued support in what has been a difficult year.

 

We look forward to updating the market on our progress in due course.

 

Eitan Yanuv

Independent Non-Executive Chairman

30 July 2022

 

 

 

Strategic Report

 

Financial Results

 

The Company did not have any revenues in 2021 as it shut down all its operation businesses and closed all subsidiaries. The Company will continue to look for business and investment opportunities.

 

The loss for the period attributable to shareholders of the Company was US$ 0.368m (2020: US$ 1.00m*).

 

The Group's cash position for the period ended 31 December 2021 was US$0.92m (31 December 2020: US$1.42m).

 

 

Operations

 

In October 2021, TechFinancials sold its 99.84% holding of Cedex in order to consolidate cash and reduce operating expenses.

On October 2021 TechFinancials sold its 99.84% owned subsidiary, Cedex Holdings Limited ("Cedex"), to Lem Management Limited ("Buyer"), to consolidate cash and reduce operating expenses. According to the terms of the Agreement, the Company will be entitled to future consideration upon the Buyer succeeding to raise US$20 million in a single or series of related transactions, for the future operation of Cedex, or selling Cedex for a minimum of US$2 million. In certain circumstances of a sale of Cedex, or the assets of Cedex, by the Buyer, the Company will be entitled to receive 50% of that consideration above US$ 2 million. Between US$5 million and US$50 million, the Company will be entitled to receive US$1.6 million out of the first US$5 million and 4% out of the remainder, but no more than US$2 million. US$50 million and above, the Company will be entitled to receive 4% of the proceeds.

 

The Group has closed all its operating activities.

 

 

Growth Strategy and Outlook

 

Since the company has laid off its last few employees in 2020, the Board is focused on attempts to generate value to the shareholders by locating investment opportunities. The Company has invested in London placings. The Board will also continue to search for additional investment opportunities that may have a positive outcome on the Company's cashflow.

 

We hope that our new strategy will create a positive impact on the Company's business value for the shareholders.

 

I would like to thank our shareholders once again for their continued support during this challenging year.

 

 

Asaf Lahav

Executive Director

30 July 2022

 

    For further information:

TechFinancials, Inc.

Tel: +972 54 5233 943

Asaf Lahav, Executive Board member

 

 

Peterhouse Capital Limited (AQSE Growth Market Advisor and  Broker)

Tel: +44 (0) 20 7469 0930

Guy Miller and Mark Anwyl 

 



 

Consolidated Statement of Comprehensive Income

 

For the year ended 31 December 2021

 



2021

2020



US$'000

US$'000





Revenue


-

1,309

Cost of sales


                         -  

                         (87)  





Gross profit


-

1,222

 



 

Expenses:




Research and development


-

(512)

Selling and marketing


-

(53)

Administrative


(200)

(662)

Impairment of goodwill                       


                                        -

                                        -

 


 

 

 

Operating Income (Loss)


 

(200)

 

3

 




Bank fees


(9)

(50)

Foreign exchange income (loss)


(30)

70

Other financial (expenses) / income


86

(1)

Financing income (expenses


47

19

 


 

 

Other Income (expenses)



 

Other non-operational income (expenses)


(152)

875

 




Profit (Loss) before taxation


(305)

897

 




Taxation


(4)

70

 

Profit (Loss) for the year from continuing operations**

 


 

(309)

 

967

Gain (loss) from discontinued operations


                                       (181)

                                       50

  Capital loss from a sale of subsidiary


  ____________________(30)

  ____________________-

Gain / (loss) for the year from discontinued operations, net


 

                                       (211)

 

                                       50




 

Other comprehensive income                            


                                       -

                                       -

Total comprehensive Profit (Loss)**


(520)

1,017

 




Profit (Loss) attributeable to:




Owners of the Company


(520)

997

Non-controlling interest


-

20

Profit (Loss) for the period


(520)

1,017

 

 

 

 

 

 

 

 

 



                                 2021

                                 2020



                       Cents USD

             Cents USD





Basic


(0.61)

1.16

Diluted


(0.61)

1.16

From continuing operations - Basic


 

(0.36)

 

1.10

 

From continuing operations - Diluted


 

(0.36)

 

1.10

 

From discontinued operations - Basic


 

(0.25)

 

0.06

From discontinued operations - Diluted


 

(0.25)

 

0.06

 

 

 

 

 




Consolidated Statement of Financial Position

 

As at 31 December 2021



31 December

31 December



2021

2020



US$'000

US$'000

Non-current assets


 

 

Long-term investments


-

152



 

 



-

152

 




Current assets




Trade receivables, net and other receivables


-

13

Short-term investments


26

-

Cash


920

1,419

 


946

1,432

 


 


 


 

 

Total Assets


946

1,584

 


 

 

Current liabilities




Trade and other payables


56

88

Income tax payable


-

86

 


56

174

 


 

 

Non-current liabilities




Shareholders loan


84

84

 




Equity




Share capital


61

61

Share premium account


12,022

12,022

Share-based payment reserve


798

798

Accumulated profits / (losses)


(12,075)

(11,555)

Equity attributable to owners of the Company


806

1,326

Non-controlling interests


-

-

Total equity


806

1,326

 


 

 

Total Equity and Liabilities


946

1,584

 




 



Consolidated statements of changes in equity

 

For the year ended 31 December 2021

 

Share capital

 

(Note 14)

 

Share

Premium

 

(Note 14)

 

Share based payment reserve

 

(Note, 15)

 

Revaluation reserve

 

(Note, 9)

 

Accumulated profits/

(losses)

 

 

 

Total

 

 

 

Non -controlling interests

 

(Notes 18)

 

 

 

 

Total

 

 

 

 

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000










Balance at 1 January 2020

 

 

934

 

(12,459)

558

(249)

309

 

 

Balance at 1 January 2020

61

12,022

934

 

(12,459)

588

(249)

309










Total comprehensive income (expense) for the year

 

-

 

-

 

-

 

 

 

 

-

 

        997

997

 

20

 

1,017










Gain on revaluation of cryptocurrency digital assets in the year

 

 

-

 

-

 

-

 

 

 

 

 

577

 

 

 

 

 

577



 

 

 

 

 

577

Disposal of cryptocurrency digital assets in the year

 

 

-

 

-

 

-

 

 

 

 

(577)

 

 

 

 

(577)



 

 

 

 

(577)

 

Purchase of NCI in Footies during the year

-

-

-

 

 

 

-

(229)

(229)

229

-










Share based payment

-

-

6


(6)

-

-

-

 

Transfer of Share based payment reserve on lapsed options

-

-

(142)


142

-

-

-


 

 

 

 

 

 

 

 

 

Balance at 31 December 2020

 

61

 

12,022

 

798

 

 

-

 

(11,555)

1,326

 

-

 

1,326

 










 

 

 

 

Total comprehensive loss for the year

-

-

-

 

 

 

-

(520)

(520)

-

(520)

 

 

 

 

 

 

 

Balance at 31

December 2021

 

61

 

12,022

 

798

 

 

 

 

 

 

-

 

(12,075)

806

 

-

 

806

 

 





 

Consolidated statements of cash flows

 

For the year ended 31 December 2021

The consolidated statements of cash flows for the Group for the years ended 31 December 2020 and 31 December 2021 are set out below:

 


 

Years ended 31 December


 

2021

2020


 

US$'000

US$'000





Cash Flows from operating activities

 

 

Profit (Loss) before tax for the period


(516)

946

 




Adjustment for:




Amortisation of intangible assets


-

75

Impairment of intangible assets, net


-

37

Gain on bargain purchase



(309)

Depreciation of property and equipment


-

4

Revaluation of traded securities


(87)


Share option charge


-

6

Waiver of loan due to NCI


-

(51)

Loss on disposal of subsidiary


30

-

Capital loss on disposal of property and equipment


-

12

Gain from revaluation of intangible assets


-

(577)

Impairment of investment


152

-

Income tax expenses


-

92

 




Operating cash flows before movements in working capital:




Decrease in trade and other receivables


13

589

Decrease in long term receivables


-

-

Increase (decrease in trade and other payables


  15

  (1,453)

R&D tax credit received


-

163

Income tax paid


(92)

(109)

Net cash used for operating activities

 

(485)

(575)





Cash flows from investing activities



Decrease in restricted bank deposits


-

71

Consideration from sale of intangible assets


974 

Net cash acquired on acquisition (note A)


-  

649  

Net cash on disposal of a subsidiary


(75)

-

Loans eliminated from obtaining control of a subsidiary  


-

(296)

Purchase of traded securities


(102)

-

Sale of traded securities


163

-

Funds advanced under SAFE agreement


-

(152)

Net cash generated from (used in) investing activities

 

(14)

1,246

 

 







Net increase (decrease) in cash and cash equivalents

 

(499)

671

Cash and equivalents at beginning of period


1,419

672

Effect of changes in exchange rates on Cash


-

76

Cash and equivalents at end of period


920

1,419

 

 

 

 

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