TIDMPATH
RNS Number : 2820N
Path Investments plc
29 September 2021
29 September 2021
Path Investments plc
("Path" or the "Company")
Interim Results for the six months to 30 June 2021
Path Investments plc (TIDM: PATH), the energy investment
company, announces its interim results for the six months to 30
June 2021.
Highlights
-- Successful equity fundraising in March 2021
-- Conditional Reverse Takeover of DG Innovate Limited ("DGI")
announced.
-- Loss before tax GBP736,254 (H1 2020 loss before tax of GBP163,699)
-- Loss per share 0.04 (H1 2020 loss 0.08 per share)
Commenting, Christopher Theis, Chief Executive of Path, said : "
The first half of 2021 has been transformational for Path, both
financially and strategically. We are very excited about our
intended acquisition and welcoming the DGI business with its
sustainable global energy technologies into Path."
Enquiries:
Path Investments plc C/O IFC
Christopher Theis
Jack Allardyce
IFC Advisory (Financial PR & IR) 020 3934 6630
Tim Metcalfe
Zach Cohen
Grant Thornton UK LLC (Financial Adviser)
Samantha Harrison
Harrison Clarke 020 7383 5100
Lukas Girzadas
ETX Capital (Broker)
T om Curran 0 20 7392 1400
T homas Smith
About Path Investments plc
The strategy of the Company is focused on delivering a material
acquisition in the energy sector with the objective of providing
the Company's shareholders with access to a low risk and, over
time, diversified portfolio which can offer a dividend stream as
well as offering development potential for capital growth.
Chairman's Report
In March 2021 the Company was delighted to receive the welcome
support of new shareholders and certain existing holders in a fund
raising with gross proceeds of GBP3.87 million received to
accelerate the Company's investment strategy. We said at the time
that we were focussed on one opportunity and anticipated updating
shareholders in due course.
Post the accounting period on 13th August 2021 we announced our
conditional agreement to acquire DG Innovate Limited for GBP32
million to be satisfied by the issue of 5,342,051,305 Path Ordinary
Shares of GBP0.001 each ("Path Shares") at an issue price of 0.6
pence per Path Share, which compares favourably with the suspension
price of 0.27 per Path share.
Further details of the transaction are contained on our website
https://www.pathinvestmentsplc.com/proposed-acquisition-of-dg-innovate/
As part of the acquisition of DGI, and post the accounting
period, Path provided from its cash resources a secured loan
facility to DGI of GBP600,000. The facility was made available in
two tranches, both of which have now been released to DGI.
Work is progressing towards completion of the proposed
transaction which constitutes a reverse takeover under the Listing
Rules, as it will result in a fundamental change in the business of
the Company. We are making good progress on finalising the
necessary prospectus and shareholder documentation and we expect to
be submitting it shortly for FCA approval.
The transaction is also subject to waiver of Rule 9 of the
Takeover Code by the Takeover Panel and therefore the approval of
Path's independent shareholders at a General Meeting which will be
convened for the purpose.
We look forward to updating shareholders further as we move
towards completion of our transaction.
Brent Fitzpatrick
Non-Executive Chairman
29 September 2021
Financial Review
For the six months to 30 June 2021, the Company recorded a loss
before tax of GBP736,254. There was no revenue in the period.
Cash flow
As at 30 June 2021 the Company held cash of GBP2,267,137 in the
bank account.
PATH INVESTMENTS PLC
STATEMENT OF COMPREHENSIVE INCOME
FOR THE SIX MONTHSED 30 JUNE 2021
Six months Six months Year ended
ended ended 31 December
Notes 30 June 30 June
2021 2020 2020
Unaudited Unaudited Audited
GBP GBP GBP
Administrative expenses 3 (736,254) (163,699) (266,693)
----------- ----------- -------------
Total administrative expenses (736,254) (163,699) (266,693)
Operating loss (736,254) (163,699) (266,693)
Finance income - - -
Finance cost - - (110,410)
Profit/(loss) on ordinary activities
before taxation (736,254) (163,699) (377,103)
Tax on profit/(loss) on ordinary - - -
activities
Profit/(loss) for the period
and total comprehensive (loss)/profit
for period (736,254) (163,699) (377,103)
=========== =========== =============
Earnings/(loss) per share (pence)
- Basic & diluted 4 (0.001) (0.080) (0.192)
All operating income and operating gains and losses relate to
continuing activities.
STATEMENT OF CHANGES IN EQUITY
FOR THE SIX MONTHSED 30 JUNE 2021
Share Share Premium Capital Retained Total
Capital redemption earnings
reserve
GBP GBP GBP GBP GBP
As at 1 January
2021 202,610 25,456,950 8,783,824 (36,588,172) (2,144,788)
Comprehensive income
Loss for the period - (736,254) (736,254)
Transactions with
owners
Share based payments 1,238,332 1,238,332
Share issue 1,826,854 2,051,162 - - 3,878,016
As at 30 June 2021 2,029,464 27,508,112 8,783,824 (36,086,094) (2,235,305)
---------- -------------- ------------ ------------- ------------
Share Share Premium Capital Retained Total
Capital redemption earnings
reserve
GBP GBP GBP GBP GBP
As at 1 January
2020 8,979,767 25,413,617 - (36,298,570) (1,905,186)
Comprehensive income
Loss for the period - - - (377,103) (317,647)
Share based payments - - - 87,501 87,501
Transactions with
owners
Issue of share capital 6,667 43,333 - - 50,000
Cancellation of
deferred shares (8,783,824) - 8,783,824 - -
As at 31 December
2020 202,610 25,456,950 8,783,824 (36,588,172) (2,144,788)
------------ -------------- ------------ ------------- ------------
Share Share Premium Capital Retained Total
Capital redemption earnings
reserve
GBP GBP GBP GBP
As at 1 January
2020 8,979,767 25,413,617 (36,298,570) (1,587,539)
Comprehensive income
Profit for the period - - (163,699) (163,699)
Transactions with
owners
Issue of share capital 67 49,933 - (50,000)
As at 30 June 2020 8,979,834 25,463,550 (36,462,269) (2,018,885)
---------- -------------- ------------ ------------- ------------
The Share Capital represents the nominal value of the equity
shares.
The Share Premium represents the amount subscribed for share
capital, in excess of the nominal amount, less costs directly
relating to the issue of shares.
The Share Based Payments reserve represents the fair value of
the equity settled share option scheme.
The Retained Earnings reserve represents the cumulative net
gains and losses less distributions made.
statement of financial position
FOR THE SIX MONTHSED 30 JUNE 2021
As at As at As at
30 June 30 June 31 December
Notes 2021 2020 2020
Unaudited Unaudited Audited
GBP GBP GBP
ASSETS
Fixed assets 85,754 - -
Current assets
Trade and other receivables 44,800 6,528 -
Cash and cash equivalents 2,267,137 63,934 468
------------- ------------- -------------
2,311,937 70,462 468
LIABILITIES
Current liabilities
Trade and other payables 7 (162,386) (2,089,347) (2,145,256)
------------- ------------- -------------
Net Current Liabilities (162,386) (2,089,347) (2,145,256)
------------- ------------- -------------
NET LIABILITIES 2,235,305 (2,018,885) (2,144,788)
============= ============= =============
SHAREHOLDERS' EQUITY
Called up share capital 8 2,029,464 196,010 202,610
Deferred shares 8 - 8,783,824 -
Capital redemption reserve 8,783,824 - 8,783,824
Share premium account 27,508,112 25,463,550 25,456,950
Retained earnings (36,086,094) (36,462,269) (36,588,172)
------------- ------------- -------------
TOTAL EQUITY 2,235,305 (2,018,885) (2,144,788)
============= ============= =============
statement of cash flows
FOR THE SIX MONTHSED 30 JUNE 2021
Six months Six months Year ended
to 30 June to 30 June 31 December
2021 2020 2020
Unaudited Unaudited Audited
GBP GBP GBP
Operating loss (736,254) (163,699) (266,693)
(Increase)/Decrease in debtors (44,800) 3,528 10,056
(Decrease)/increase in creditors
within one year (1,932,870) 123,943 124,852
Share based payments 1,238,332 - 87,501
Convertible loan note interest - - (110,000)
Net cash outflow from operating
activities (1,475,592) (36,228) (154,284)
-------------- ------------ --------------------
Cash flows from investing
activities
Purchase of fixed assets (85,754)
Finance costs - - (410)
-------------- ------------ --------------------
Net cash generated from
investing activities (85,754) - 399,890
-------------- ------------ --------------------
Cash flows from financing
activities
Decrease in bank borrowings (50,000) 50,000 50,000
Issue of share capital 3,878,015 50,000 50,000
Issue of convertible loans - - 55,000
Net cash generated from
financing activities 3,828,015 100,000 155,000
Net increase/(decrease)
in cash and cash equivalents 2,266,669 63,772 306
Cash and cash equivalents
at beginning of period 468 162 162
-------------- ------------ --------------------
Cash and cash equivalents
at end of period 2,267,137 63,934 468
============== ============ ====================
PATH INVESTMENTS PLC
notes to the accounts
FOR THE SIX MONTHSED 30 JUNE 2021
1. GENERAL INFORMATION
Path Investments Plc is a public limited company incorporated in
the United Kingdom, registered under company number 04006413. The
address of the registered office is 15 Victoria Mews, Millfield
Road, Cottingley Business Park, Bingley, West Yorkshire, BD16 1PY.
The principal activity of the Company is the investment in natural
resources production and development assets.
2. ACCOUNTING POLICIES
2.1 Basis of preparation
The condensed interim financial statements are presented in UK
Sterling and all values are rounded to the nearest pound except
where indicated otherwise.
The condensed interim financial statements have been prepared
under the historical cost convention or fair value where
appropriate.
The results for the six months to 30 June 2021 have been
prepared on the basis of the accounting policies set out in the
company's 2020 annual report and accounts. The interim accounts do
not constitute statutory accounts as defined by section 434 of the
Companies Act 2006. The auditor has reported on the 2020 accounts
and the report was unqualified and did not contain a statement
under section 498(2) of (3) of the Companies Act 2006. The
company's 2020 report and accounts have been filed with the
registrar of companies.
During the period, there have been no changes in the nature of
the related party transactions from those described in the
company's 2020 accounts.
2.2 Responsibility statement
The directors confirm that these condensed interim financial
statements have been prepared in accordance with International
Accounting Standard 34 "Interim Financial Reporting", as adopted by
the United Kingdom and as issued by the IASB and that the interim
management report includes a fair review of the information
required by DTR 4.2.7R and DTR 4.2.8R, namely;
a) An indication of the important events that have occurred
during the first six months and their impact on the condensed set
of financial statements, and a description of the principal risks
and uncertainties for the remaining six months of the financial
year; and
b) Material related party transactions in the first six months
and any material changes in related party transactions described in
the last annual report.
3. ADMINISTRATIVE EXPENSES
Six months Six months Year ended
to 30 June to 30 June 31 December
2021 2020 2020
Unaudited Unaudited Audited
GBP GBP GBP
Directors remuneration 246,784 82,790 454,205
Other administrative expenses 489,470 80,909 (187,512)
------------ ------------ -------------
736,254 163,699 266,693
------------ ------------ -------------
Included in Directors remuneration for the period ended 30 June
2021 are accrued salaries of GBPnil (June 2020 GBP82,790, December
2020: GBP454,205).
4. LOSS PER SHARE
The calculation of the basic and diluted loss per share is based
on the loss on ordinary activities after taxation of and on the
weighted average number of ordinary shares in issue.
There was no dilutive effect from the share options or
convertible loan notes outstanding during the period.
In order to calculate the diluted earnings per share, the
weighted average number of ordinary shares in issue is adjusted to
assume conversion of all dilutive potential ordinary shares
according to IAS33. Dilutive potential ordinary shares include
convertible loan notes and share options granted to Directors and
consultants where the exercise price (adjusted according to IAS 33)
is less than the average market price of the Company's ordinary
shares during the period.
Six months Six months Year ended
to 30 June to 30 June 31 December
2021 2020 2020
Unaudited Unaudited Audited
GBP GBP GBP
Net profit/(loss) for the
period (736,254) (163,699) (377,103)
-------------- ------------ -------------
The weighted average number
of shares in the period were:
Basic and dilutive ordinary
shares 1,109,403,803 207,410,469 195,977,136
-------------- ------------ -------------
Basic and dilutive earnings/(loss)
per share (pence) (0.001) (0.080) (0.192)
-------------- ------------ -------------
5. FIXED ASSETS
Motor Vehicles TOTAL
GBP GBP
Cost
At 1 Jan 2021 (audited) - -
Additions 85,754 85,754
--------------- -------
At 30 Jun 2021 (unaudited) 85,754 85,754
--------------- -------
Depreciation
Depreciation at 1 Jan 2021 - -
(audited)
Charge in the period - -
--------------- -------
Depreciation at 30 Jun 2021(unaudited) - -
--------------- -------
Carrying value
At 30 June 2021 (unaudited) 85,754 85,754
At 30 June 2020 (unaudited) - -
--------------- -------
At 31 Dec 2020 (audited) - -
--------------- -------
6. TR ade and other RECEIVABLES
As at 30 As at 30 As at 31
June June December
2021 2020 2020
Unaudited Unaudited Audited
GBP GBP
Other receivables 44,800 6,528 -
44,800 6,528 -
---------- ---------- ----------
7. TR ade and other payables
As at 30 As at 30 As at 31
June June December
2021 2020 2020
Unaudited Unaudited Audited
GBP GBP
Trade payables 155,886 322,338 365,659
Other payables - 292,830 457,830
Bank loan - - 50,000
Accruals and deferred income 6,500 1,424,179 1,271,767
---------- ---------- ----------
162,386 2,089,347 2,145,256
---------- ---------- ----------
8. SHARE Capital
Unaudited Unaudited Unaudited Unaudited
Allotted, called No GBP no GBP
up and fully paid
Ordinary Ordinary Deferred Deferred
Shares of Shares Share of Share of
0.1p each of 0.1p 39.9p each 39.9p each
each
At 1 January 2020
(audited) 195,943,802 195,943 22,014,596 8,783,824
Issued in period 6,666,667 67 - -
Cancellation of shares (22,014,596) (8,783,824)
---------------- ------------ ------------- ------------
At 31 December 2020
(audited) 202,610,469 202,610 - -
---------------- ------------ ------------- ------------
At 1 January 2021 202,610,469 202,610 - -
Issued in period 1,826,853,333 1,826,855
---------------- ------------ ------------- ------------
At 30 June 2021 (unaudited) 2,029,463,802 2,029,465 - -
---------------- ------------ ------------- ------------
9. related party transactions
The following share options were held by the directors during
the year:
Director Date of Held at Surrendered Granted Held at Exercise
grant 1 January during the during the 30 June price
2021 year Period 2021
--------------- ------------ ----------- ------------ ------------ -------------- ---------
C Theis 08/10/2020 42,500,000 - - 42,500,000 GBP0.001
18/03/2021 - - 739,520,000 739,520,000 GBP0.001
N Fitzpatrick 18/03/2021 - - 162,820,000 162,820,000 GBP0.001
J Allardyce 18/03/2021 - - 62,500,000 62,500,000 GBP0.001
----------- ------------ ------------ --------------
Total 42,500,000 - 964,840,000 1,007,340,000
----------- ------------ ------------ --------------
As at 30 June 2021, included in other payables were the
following convertible loan notes issued to the Directors together
with accrued interest thereon.
Outstanding Convertible Interest Converted Repaid Outstanding
at 31 December loan notes accrued during during at 30 June
2020 issued during the period the period 2021
during the period
period
Director GBP GBP GBP GBP GBP GBP
C Theis* 150,000 - - - (150,000)- -
C Theis 3,000 - - (3,000) - -
A Yeo 75,000 - - (75,000) - -
N Fitzpatrick 54,000 - - (54,000) - -
J Allardyce - 15,000 - (15,000) - -
---------------- ------------ ------------ ------------ ------------ ------------
Total 282,000 15,000 - (147,000) (150,000) -
---------------- ------------ ------------ ------------ ------------ ------------
* these loan notes were issued to Networkguru Limited, a company
owned by Chris's Theis' son, who subscribed under the convertible
loan note instrument.
The convertible loans were either all converted or repaid within
the period.
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