Psych Capital PLC - Interim Results to 31 October 2022
Announcement provided by
Psych Capital Plc · PSY31/01/2023 15:03
31 January 2023
PSYCH CAPITAL PLC
("Psych", "Psych Capital", or "the Company")
Unaudited Interim Results for the Six Months Ended 31 October 2022
We are pleased to present the unaudited interim results for Psych Capital plc (AQSE: PSY) for the period to 31 October 2022.
During the period, the Company was admitted to the AQSE Growth Market on 09 June 2022, the first listed pure-play psychedelic company in
The Company held its inaugural PSYCH Symposium at the National Gallery on 11 May 2022 in
We strengthened the depth and experience of our management and advisory teams; with the appointment of an independent non-executive director and a CFO, and the appointment of the Conservative Party Drug Policy Reform Group ("CDPRG"), represented by Crispin Blunt, to the Company's Psychedelic Medicines Technical Advisory Board ("PMTAB").
Our investee company, Awakn Life Sciences Corp. ("Awakn"), has expanded its clinic operations in
The management teams and the PTMAB, have analysed potential disruptive psychedelic healthcare delivery models in the
Post period events
The Company has held positive discussions with the management team of an early-stage bio-tech company, who are developing a proprietary psychedelic therapeutic drug development program. The Company signed an exclusivity agreement with the target on 29 November 2022, and has been conducting extensive due-diligence over the last number of months on the target's clinical research plans, intellectual property strategy, and their scientific and management team. We are in the final stages of a potentially transformational acquisition for Psych Capital, and we look forward to updating the market in the coming weeks.
In November PSYCH published the fourth 'Psychedelics as a Medicine Report', the flagship information source for the industry. The report has recorded almost 5,500 readers to date and featured contributions from the Medicines and Healthcare products Regulatory Agency ("MHRA"), the Oregon Health Authority and the CDPRG.
On 17 November 2022, the Company hosted a PSYCH event in
Financial Review
The Company achieved
The Company's cash position at the end of the period was
The unaudited interim results to 31 October 2022 have not been reviewed by the Company's auditor.
Joseph Colliver
Non-Executive Chairman
The Directors of the Company accept responsibility for the contents of this announcement.
Enquiries:
Company:
Joseph Colliver: +44 20 3838 7621
William Potts: +44 20 3838 7621
info@psych.capital
Peterhouse Capital Limited:
Corporate Adviser:
Guy Miller /Narisha Ragoonanthun: + 44 (0) 20 7469 0930
Corporate Broker
Lucy Williams: +44 (0) 20 7469 0930
Duncan Vasey: +44 (0) 20 7220 9797 (Direct)
Psych Capital Plc |
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Statement of Comprehensive Income |
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For the six months ended 31 October 2022 |
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6 Months ended |
6 Months ended |
Year ended |
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31-Oct-22 |
31-Oct-21 |
30-Apr-22 |
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Unaudited |
Unaudited |
Audited |
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£ |
£ |
£ |
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Revenue |
157,021 |
- |
62,228 |
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Cost of sales |
(59,322) |
- |
(22,257) |
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Gross profit |
97,699 |
- |
39,971 |
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Administrative expenses |
(439,760) |
(279,937) |
(622,445) |
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Share-based payments - share options |
(334,277) |
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Operating loss |
(676,338) |
(279,937) |
(582,474) |
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Fair value gains on fixed asset investments |
(253,594) |
415,940 |
38,541 |
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Profit/(Loss) on ordinary activities before taxation |
(929,932) |
136,003 |
(543,933) |
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Income tax |
- |
- |
- |
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Total comprehensive profit/(loss) for the financial period |
(929,932) |
136,003 |
(543,933) |
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Basic profit/(loss) per share attributable to owners of the parent |
(0.003) |
0.001 |
(0.004) |
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Weighted average number of shares |
267,293,991 |
128,906,542 |
155,317,399 |
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The weighted average number of shares for the year ended 30 April 2022 was incorrectly calculated and has been restated here |
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Statement of Financial Position |
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As at |
As at |
As at |
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31-Oct-22 |
31-Oct-21 |
30-Apr-22 |
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Unaudited |
Unaudited |
Audited |
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£ |
£ |
£ |
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Non-current Assets |
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Intangible assets |
350,000 |
425,000 |
387,500 |
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Investments |
84,948 |
715,940 |
338,542 |
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Total Non-current Assets |
434,948 |
1,140,940 |
726,042 |
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Current Assets |
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Cash and cash equivalents |
780,095 |
419,073 |
322,634 |
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Other receivables |
23,615 |
574 |
150,568 |
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Total Current Assets |
803,710 |
419,647 |
473,202 |
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Current Liabilities |
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Trade and other payables |
102,846 |
504,584 |
723,177 |
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Total Current Liabilities |
102,846 |
504,584 |
723,177 |
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Net Current Assets/(Liabilities) |
700,864 |
(84,937) |
(249,975) |
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Net Assets |
1,135,812 |
1,056,003 |
476,067 |
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Equity |
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Issued share capital |
290,033 |
176,667 |
183,333 |
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Share premium |
1,680,832 |
743,333 |
836,667 |
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Share options reserve |
638,812 |
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Retained earnings |
(1,473,865) |
136,003 |
(-543,933) |
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Total Equity |
1,135,812 |
1,056,003 |
476,067 |
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Statement of Changes in Equity |
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Share |
Share |
Share |
Retained |
Total |
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capital |
premium |
options |
earnings |
equity |
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reserve |
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£ |
£ |
£ |
£ |
£ |
Transactions with equity owners |
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At incorporation - issue of share capital |
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2 ordinary shares at |
4 |
- |
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4 |
Ordinary Shares issued |
183,329 |
866,667 |
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1,49,996 |
Less owed by shareholders |
(6,666) |
(93,334) |
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(100,000) |
Transaction costs |
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(30,000) |
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(30,000) |
Total comprehensive income |
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Total comprehensive income |
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for the period ended 31 October 2021 |
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136,003 |
136,003 |
As at 31 October 2021 |
176,667 |
743,333 |
- |
136,003 |
1,056,003 |
Transactions with equity owners |
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Ordinary Shares paid |
6,666 |
93,334 |
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100,000 |
Total comprehensive income |
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Total comprehensive income |
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for the 6 months ended 30 April 2022 |
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(679,936) |
(679,936) |
As at 30 April 2022 |
183,333 |
836,667 |
- |
(543,933) |
476,067 |
Transactions with equity owners |
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Share-based payments |
90,500 |
384,500 |
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475,000 |
Ordinary Shares issued |
16,200 |
793,800 |
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810,000 |
Transaction costs |
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(29,600) |
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(29,600) |
Share options/warrants issued |
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(304,535) |
638,812 |
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334,277 |
Total comprehensive income |
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Total comprehensive income |
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for the period ended 31 October 2021 |
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(929,932) |
(929,932) |
As at 31 October 2022 |
290,033 |
1,680,832 |
638,812 |
(1,473,865) |
1,135,812 |
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Statement of Cash Flows |
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6 Months ended |
6 Months ended |
Year ended |
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31-Oct-22 |
31-Oct-21 |
30-Apr-22 |
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Unaudited |
Unaudited |
Audited |
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£ |
£ |
£ |
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Cash flows from operating activities |
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Loss before tax |
(929,932) |
136,002 |
(543,933) |
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Adjusted for: |
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Fair value (gain) / loss on investments |
253,594 |
(415,940) |
(38,541) |
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Amortisation of intangible assets |
37,500 |
25,000 |
62,500 |
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Share-based payments |
334,277 |
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(Increase) / Decrease in trade and other receivables |
126,953 |
(574) |
(150,568) |
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Increase / (Decrease) in trade and other payables |
(145,331) |
54,585 |
273,177 |
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Net cash used in operating activities |
(322,939) |
(200,927) |
(397,365) |
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Cash flows from investing activities |
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Purchase of investments |
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(240,000) |
(240,001) |
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Net cash used in investing activities |
- |
(240,000) |
(240,001) |
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Cash flows from financing activities |
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Proceeds from the issue of shares |
780,400 |
860,000 |
960,000 |
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Net cash generated from financing activities |
780,400 |
860,000 |
960,000 |
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Net increase in cash and cash equivalents |
457,461 |
419,073 |
322,634 |
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Cash and cash equivalents at beginning of year |
322,634 |
- |
- |
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Cash and cash equivalents at end of year |
780,095 |
419,073 |
322,634 |
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1. GENERAL INFORMATION
The Company was incorporated on 22 April 2021 in
healthcare, with a focus in
The registered address of the Company is 17 Hanover Square,
2. BASIS OF PREPARATION
These condensed interim financial statements for the period ended 31 October 2022 have been prepared in accordance with the AQSE rules for Companies. As permitted, the Company has chosen not to adopt IAS 34 "Interim Financial Statements" in preparing this interim financial information. The condensed interim financial statements should be read in conjunction with the annual financial statements for the year ended 30 April 2022, which have been prepared in accordance with
The directors are satisfied that, at the time of approving the condensed interim financial statements, it is appropriate to adopt a going concern basis of accounting and in accordance with the recognition and measurement principles of
The interim financial information set out above does not constitute statutory accounts as defined by Section 434 of the Companies Act 2006. Statutory financial statements for the year ended 30 April 2022 were approved by the Board of Directors on 31 October 2022 and delivered to the Registrar of Companies. The report of the independent auditor on those financial statements was unqualified.
3. EARNINGS PER SHARE
Basic earnings per share is calculated by dividing the earnings attributable to shareholders by the weighted average number of ordinary shares ("WANS") outstanding in the period. Diluted loss per share has not been calculated as the options and warrants have no dilutive effect given the loss arising in the period.
The weighted average number of shares for the year ended 30 April 2022 was incorrectly calculated and has been restated in this interim report.
4. SHARE CAPITAL AND RESERVES
On 9 June 2022, the Company admitted its shares to trading on the AQSE Growth Market. The Company raised gross proceeds of
Share-based payments
The company issued 90,000,000 ordinary shares to acquire the PSYCH platform intangible assets from Prohibition Holdings Ltd, and 500,000 ordinary shares to CPDRG as a payment for consulting services received. These share-based payments gave rise to a share premium of
Share options and broker warrants
On 23 May 2022, the Company granted 31,835,832 share options to 10 of its directors, consultants, and advisors. The options were exercisable upon a successful Admission to AQSE and lapse after two years from this date.
15,917,916 share options are exercisable at a strike price of 5p, 7,958,958 are exercisable at a strike price of 6p and 7,958,958 are exercisable at 8p.
On 23 May 2022, the Company granted 14,501,667 warrants to its brokers at a strike price of 5p. The options were exercisable upon a successful Admission to AQSE and lapse after five years from this date.
The fair value of the share options and the broker warrants issued in the 6 months to 31 October 2022 was derived using a Black Scholes model. The following key assumptions were used in the calculations:
Grant Date |
23 May 2022 |
Exercise price |
5p - 8p |
Share Price on date of admission |
4.5p |
Risk free rate |
2.19% |
Volatility |
55% |
Expected life - share options |
2 years |
Expected life - broker warrants |
5 years |
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Expected volatility was determined by calculating the historical volatility of the company's share price between 9 June 2022 and 24 January 2023.
The expected lives used in the model are the relative terms of the share options and the broker warrants.
The risk-free rate used was the yield on 10-year
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