TechFinancials Inc. - Unaudited Results to 31 December 2021

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:

Consolidated Statement of Comprehensive Income

For the year ended 31 December 2021

Consolidated Statement of Financial Position

As at 31 December 2021

Consolidated statements of changes in equity

For the year ended 31 December 2021

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: