TIDMRGO

RNS Number : 7341D

RiverFort Global Opportunities PLC

28 June 2019

For immediate release 28 June 2019

RiverFort Global Opportunities plc ("RiverFort Global" or the "Company")

Final results for the year to 31 December 2018

RiverFort Global Opportunities plc, the investment company listed on AIM, is pleased to announce its audited final results for the year ended 31 December 2018 (extracts from which are set out below) and that the financial statements will shortly be posted to shareholders and made available on the website www.riverfortglobalopportunities.com

Highlights for 2018

   --      Successful transition of Company and adoption of expanded investing policy 
   --      RiverFort Global Capital Limited appointed as investment adviser 
   --      Over GBP6 million in new equity raised to deploy in new investment opportunities 
   --      Significant improvement in operating results compared to 2017 
   --      Over GBP500,000 of investment income generated from RiverFort-arranged investments 

-- Around GBP3 million held in debt and equity-linked debt investments at the period end, with GBP5.5 million deployed to date.

   --      Substantial cash balance available for further investment. 
   --      Company's name changed to RiverFort Global Opportunities plc. 

For more information please contact:

 
 RiverFort Global Opportunities 
  plc                               +44 20 3984 9191 
 Phillip Haydn-Slater, 
  Non-Executive Chairman 
                                   ----------------- 
 
 Nominated Adviser                  +44 20 7628 3396 
                                   ----------------- 
 Beaumont Cornish 
                                   ----------------- 
 Roland Cornish/Felicity 
  Geidt 
                                   ----------------- 
 
 Joint Broker                       +44 20 7186 9950 
                                   ----------------- 
 Shard Capital Partners 
  LLP 
                                   ----------------- 
 Damon Heath/ Erik Woolgar 
                                   ----------------- 
 
 Joint Broker                       +44 20 7562 3351 
                                   ----------------- 
 Peterhouse Corporate 
  Finance 
                                   ----------------- 
 Lucy Williams 
                                   ----------------- 
 

INTRODUCTION

During the year ended 31 December 2018, the Company has continued to operate as an investment company.

FINANCIAL

For the year to 31 December 2018, the Company made a loss from continuing operations of GBP731,192 (2017: loss of GBP1,135,685). The net asset value of the Company as at 31 December 2018 was GBP7,254,727 (2017: GBP2,448,769).

The Company's investment portfolio at 31 December 2018 is divided into the following categories:

 
 Category                                   Cost or valuation 
                                             (GBP) 
 Debt and equity-linked debt investments            2,996,917 
                                           ------------------ 
 Equity investments                                   546,380 
                                           ------------------ 
 Other                                                250.418 
                                           ------------------ 
 Cash resources                                     3,597,734 
                                           ------------------ 
 Total                                              7,391,449 
                                           ------------------ 
 

REVIEW OF THE YEAR

2018 has been an extremely busy year for the Company. During the year, the Board announced that the Company had entered into an arrangement with RiverFort Global Capital Ltd ("RiverFort"), the specialist provider of capital to junior companies whereby the Company would have the opportunity to invest in transactions arranged by RiverFort alongside other co-investors. This arrangement was subsequently approved by shareholders in a general meeting on 8 June 2018.

The purpose of this arrangement was to provide greater access to investment opportunities, lower the volatility and risk associated with pure equity investment and drive the development of cash income and returns for the Company. It also enabled investors to gain access to the RiverFort investment strategy via a publicly listed vehicle.

Against this background, during the course of the year, the Company raised almost GBP6 million in new funds from a range of new investors, both private and institutional, in order to have the capital available to deploy in the opportunities arranged by RiverFort. By the end of the year, the Company held around GBP3 million in RiverFort-arranged investments. At the same time, the Company's equity portfolio has been reduced in order to lower the risk profile of the Company's investment portfolio.

As a result of these new investments, along with a focus on a reduction of costs, the Company's results for the year have significantly improved compared to the previous year.

 
 Income breakdown                         2018      2017 
                                        GBP000    GBP000 
                                       -------  -------- 
 Investment income                         513        12 
                                       -------  -------- 
 Net loss from financial instruments 
  at FVTPL                               (929)     (812) 
                                       -------  -------- 
 Total income                            (416)     (800) 
                                       -------  -------- 
 
 Administration costs                      279       336 
                                       -------  -------- 
 Other gains and losses                   (35) 
                                       -------  -------- 
 
 Operating profit                        (731)   (1,136) 
                                       -------  -------- 
 

Investment income derives principally from the fees and interest income in relation to the RiverFort-arranged investments. The net loss from financial instruments at FVTP represents the impact of valuing the investment portfolio at fair value as described under the new IFRS 9 accounting policy. The principal contributor to this loss during 2018 was the unrealised loss recorded on the investment in Plutus PowerGen plc, held within the Company's existing equity portfolio. This company's share price decreased by almost 80% during 2018 and, as at the year end, the Company's holding was valued at GBP213,440.

In overall terms, these results clearly validate the Company's focus on building its debt and equity-linked debt portfolio and entering into the investment adviser agreement with RiverFort. Furthermore, these results have been achieved against the background of the Company's available investment funds only being partially invested over this period and with a reduced cost base again for only part of the period.

The Company's Board has also been strengthened with the addition of Andrew Nesbitt, a qualified mining engineer, with over 20 years of experience in the natural resources sector and I joined the Board effective 1 January 2019. Towards the end of the year, the Company changed its name to RiverFort Global Opportunities plc and expanded its investing policy to include healthcare and technology.

More details of the company's investing activities and investment portfolio are set out in the Strategic Report.

OUTLOOK AND STRATEGY

Going forward the Company is continuing to actively invest its capital in new opportunities and, to date, has now invested around GBP5.5 million in RiverFort-arranged investments. There continues to be strong demand for funding from junior listed companies which can deliver attractive investment returns. The Company still has a substantial cash balance to deploy as a result of the return of principal from its investments, the generation of investment income and its fund-raising activities. It is therefore particularly well placed to continue to build on the results for 2018 and grow its portfolio significantly and rapidly by making investments that can generate income and capital growth whilst offering downside protection. We firmly believe that 2019 will be another positive year for the Company.

Philip Haydn-Slater

Chairman

27 June 2019

REVIEW OF THE BUSINESS AND FUTURE DEVELOPMENTS

Introduction

The Company is an investment company listed on AIM. It is principally focused on investing in junior listed companies. During the year, the Board announced that the Company had entered into an arrangement with RiverFort Global Capital Ltd ("RiverFort"), the specialist provider of capital to junior companies whereby the Company would have the opportunity to invest in transactions arranged by RiverFort alongside other co-investors. Returns are principally generated through a combination of fees, interest and other equity linked or performance-based instruments. These transactions generally take the form of debt or equity-linked debt investments and will enable the Company to de-risk its overall investment portfolio and to generate regular cash income.

Debt and equity linked portfolio

During the year, the Company has been focused on building up this portfolio and as at the year end the value of these investments amounted to GBP2,996,917. This portfolio principally comprised investments in the following companies:

 
 Company 
 
 Jubilee Metals Group   AIM listed 
  plc 
                       ------------ 
 Amur Minerals plc      AIM listed 
                       ------------ 
 EQTEC PLC              AIM listed 
                       ------------ 
 Lions Bay Capital      TSXV listed 
  Inc 
                       ------------ 
 Linkwood Holdings      Private 
  Limited 
                       ------------ 
 Artemis Resources      ASX listed 
  Limited 
                       ------------ 
 Oil and gas company    AIM listed 
                       ------------ 
 Mining company         AIM listed 
                       ------------ 
 Mining company         AIM listed 
                       ------------ 
 Technology company     AIM listed 
                       ------------ 
 Healthcare company     AIM listed 
                       ------------ 
 

These investments principally generate income in the form of fees and interest. Investments are either made directly or by way of participation certificates in RiverFort Global Opportunities PCC Limited, a Gibraltar based fund advised by RiverFort. These certificates are reference linked financial instruments that provide similar economic benefits to the holder as if they were co-investing directly in the underlying investment. Whilst there is no direct security into the underlying investment, the holder will benefit from the enforcement of any such security.

Often as part of the Company's investment, the investee company will issue warrants. The value of the warrants attributable to the Company's investments are calculate using the Black-Scholes option pricing model and the resulting figure discounted by 75% to reflect the level of expected return associated with such holdings given their highly volatile nature.

Equity portfolio

During the year, the Company has reduced the size of its equity portfolio in order to reduce the overall risk profile of its investment portfolio. The Company has continued to do this into 2019. At the year end, the Company's equity portfolio comprised the following:

 
 Company              Description                    Current value 
                                                     of investment 
                                                            GBP000 
                      A power company listed 
                       on AIM focused on the 
                       development, construction 
                       and operation of flexible 
                       electricity and gas 
 Plutus PowerGen       power generation in 
  plc                  the UK                                  214 
                     ----------------------------  --------------- 
 Pires Investments    An investment company 
  plc                  listed on AIM                           175 
                     ----------------------------  --------------- 
                      Various small holdings 
                       principally in listed 
 Other                 companies                               157 
                     ----------------------------  --------------- 
 
 Total                                                         546 
                                                   --------------- 
 

Since the year end, the majority of the holdings in the Other category above have been sold. Also, in February 2019, Pires Investments plc raised some additional funds by way of a share placing at a price of 2.4 pence per share. The Company invested in this fund raising in order to maintain its shareholding at 24.3%. The current share price of this company is 2.3 pence compared to the company's net asset position of 3.5 pence per share as disclosed by the company at the end of April 2019.

 
  STATEMENT OF COMPREHENSIVE INCOME FOR THE 
   YEARED 31 DECEMBER 2018                            2018         2017 
 
                                               Note        GBP          GBP 
---------------------------------------------  ----  ---------  ----------- 
CONTINUING OPERATIONS: 
Net loss from financial instruments at FVTPL    4    (929,412)    (811,467) 
Investment income                               5      512,743       11,934 
---------------------------------------------  ----  ---------  ----------- 
TOTAL INCOME                                         (416,669)    (799,533) 
Administrative expenses                         7    (278,707)    (336,152) 
Other gains and losses                          6     (35,816)            - 
LOSS BEFORE TAXATION                                 (731,192)  (1,135,685) 
Taxation                                        11           -            - 
---------------------------------------------  ----  ---------  ----------- 
LOSS FOR THE YEAR AND TOTAL COMPREHENSIVE 
 INCOME                                              (731,192)  (1,135,685) 
---------------------------------------------  ----  ---------  ----------- 
EARNINGS PER SHARE                              12 
Basic and fully diluted loss per share                (0.018p)     (0.112p) 
---------------------------------------------  ----  ---------  ----------- 
 
 
   STATEMENT OF FINANCIAL POSITION FOR 
       THE YEARED 31 DECEMBER 2018               2018         2017 
                                        Note          GBP          GBP 
--------------------------------------  ----  -----------  ----------- 
NON-CURRENT ASSETS 
Financial asset investments              13     1,540,456    2,252,373 
--------------------------------------  ----  -----------  ----------- 
                                                1,540,456    2,252,373 
--------------------------------------  ----  -----------  ----------- 
 
CURRENT ASSETS 
Financial asset investments              13     2,253,259            - 
Trade and other receivables              14       206,107       37,863 
Cash and cash equivalents                15     3,597,734      211,795 
--------------------------------------  ----  -----------  ----------- 
                                                6,057,100      249,658 
--------------------------------------  ----  -----------  ----------- 
TOTAL ASSETS                                    7,597,556    2,502,031 
--------------------------------------  ----  -----------  ----------- 
CURRENT LIABILITIES 
Trade and other payables                 16       307,013       53,262 
Other financial liabilities              17        35,816            - 
                                                  342,829       53,262 
--------------------------------------  ----  -----------  ----------- 
NET ASSETS                                      7,254,727    2,448,769 
--------------------------------------  ----  -----------  ----------- 
EQUITY 
Share capital                            18    10,042,273    4,269,546 
Share premium account                    18     3,191,257    3,191,257 
Capital redemption reserve               19        27,000       27,000 
Share option reserve                     19             -       73,150 
Retained losses                               (6,005,803)  (5,112,184) 
--------------------------------------  ----  -----------  ----------- 
TOTAL EQUITY                                    7,254,727    2,448,769 
--------------------------------------  ----  -----------  ----------- 
 
 
 STATEMENT OF CHANGES IN 
  EQUITY FOR THE YEARED            Share                         Other      Retained         Total 
  31 DECEMBER 2018                   capital     Share premium    reserves        losses        equity 
                                         GBP               GBP         GBP           GBP           GBP 
-------------------------------  -----------  ----------------  ----------  ------------  ------------ 
 
 BALANCE AT 1 JANUARY 2017         4,269,546         3,191,257     100,150   (3,976,499)     3,584,454 
 
 Loss for the year and 
  total comprehensive expense              -                 -           -   (1,135,685)   (1,135,685) 
 
 BALANCE AT 31 DECEMBER 
  2017                             4,269,546         3,191,257     100,150   (5,112,184)     2,448,769 
 
 Loss for the year and 
  total comprehensive expense              -                 -           -     (731,192)     (731,192) 
-------------------------------  -----------  ----------------  ----------  ------------  ------------ 
 Share option reserve transfer 
  following cancellation 
  of options                               -                 -    (73,150)        73,150             - 
 Share issues                      5,772,727            77,273           -             -     5,850,000 
 Share issue expenses                      -          (77,273)           -     (235,577)     (312,850) 
-------------------------------  -----------  ----------------  ----------  ------------  ------------ 
 Transactions with owners          5,772,727                 -           -     (235,577)     5,537,150 
-------------------------------  -----------  ----------------  ----------  ------------  ------------ 
 BALANCE AT 31 DECEMBER 
  2018                            10,042,273         3,191,257      27,000   (6,005,803)     7,254,727 
-------------------------------  -----------  ----------------  ----------  ------------  ------------ 
 
  STATEMENT OF CASHFLOWS FOR THE YEARED 31 DECEMBER 2018                                                           2018          2017 
                                                               Note                  GBP           GBP 
--------------------------------------------------------  ---------------  -------------  ------------ 
CASH FLOWS FROM OPERATING ACTIVITIES 
Loss before tax                                                                (731,192)   (1,135,685) 
Investment income                                                5             (512,743)      (11,934) 
Net losses on investments                                        4               929,412       811,467 
Unrealised loss on foreign currency 
 contract                                                       17                35,816             - 
OPERATING CASH FLOWS BEFORE MOVEMENTS 
 IN WORKING CAPITAL                                                            (278,707)     (336,152) 
Decrease/(Increase) in trade and 
 other receivables                                              14                14,963       (8,721) 
Increase in trade and other payables                            16                10,805        10,892 
NET CASH USED BY OPERATING ACTIVITIES                                          (252,939)     (333,981) 
--------------------------------------------------------  ---------------  -------------  ------------ 
INVESTING ACTIVITIES 
Purchase of investments                                         13           (3,204,994)     (321,167) 
Disposal of investments                                         13               783,975       206,844 
Debt instrument repayments                                      13               193,211             - 
Investment income received                                                       329,536        11,934 
--------------------------------------------------------  ---------------  -------------  ------------ 
NET CASH USED IN INVESTING ACTIVITIES                                        (1,898,272)     (102,389) 
--------------------------------------------------------  ---------------  -------------  ------------ 
FINANCING ACTIVITIES 
Share issues                                                    18             5,850,000             - 
Share issue costs                                               18             (312,850) 
--------------------------------------------------------  ---------------  -------------  ------------ 
NET CASH FROM FINANCING ACTIVITIES                                             5,537,150             - 
NET INCREASE/(DECREASE) IN CASH 
 AND CASH EQUIVALENTS                                                          3,385,939     (436,370) 
 
Cash and cash equivalents at the 
 beginning of the year                                                           211,795       648,165 
 
CASH AND CASH EQUIVALENTS AT THE OF THE YEAR                                                15             3,597,734       211,795 
--------------------------------------------------------  ---------------  -------------  ------------ 
 
 
 
                1                  GENERAL INFORMATION 
                    RiverFort Global Opportunities plc is a public limited company 
                     incorporated in the United Kingdom. The shares of the Company 
                     are listed on the Alternative Investment Market (AIM). The 
                     address of its registered office is Suite 12a, 55 Park Lane, 
                     London, W1K 1NA. The Company's principal activities are described 
                     in the Directors' Report. 
                2                  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES 
                    The principal accounting policies adopted in the preparation 
                     of these financial statements are set out below. These policies 
                     have been consistently applied throughout all periods presented 
                     in the financial statements. 
 
                     As in prior periods, the Company's financial statements have 
                     been prepared in accordance with International Financial 
                     Reporting Standards (IFRS) and IFIRC interpretations (IFRS 
                     IC) as adopted by the European Union and the Companies Act 
                     2006 applicable to companies reporting under IFRS. The financial 
                     statements have been prepared under the historical cost convention, 
                     as modified by financial assets and financial liabilities 
                     (including derivative instruments) at fair value. The measurement 
                     basis is more fully described in the accounting policies 
                     below. 
 
                     The financial statements are presented in pounds sterling 
                     (GBP) which is the functional currency of the Company. The 
                     comparative figures are for the year ended 31 December 2017. 
                    GOING CONCERN 
 
                     The Company's assets comprise mainly cash, debt securities 
                     and quoted securities. As at 20 June 2019, the Company had 
                     cash resources of GBP2,036,000 and has prepared cash forecasts 
                     to June 2020 that show that the company has sufficient cash 
                     resources for the foreseeable future; accordingly, the directors 
                     believe that as at the date of this report it is appropriate 
                     to continue to adopt the going concern basis in preparing 
                     the financial statements. 
                    CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS 
 
                     The preparation of financial statements in conformity with 
                     IFRS requires the use of estimates and assumptions that affect 
                     the reported amounts of assets and liabilities at the date 
                     of the financial statements and the reported amounts of revenues 
                     and expenses during the reporting year. These estimates and 
                     assumptions are based upon management's knowledge and experience 
                     of the amounts, events or actions. Actual results may differ 
                     from such estimates. 
 
                     Estimates and judgements are continually evaluated and are 
                     based on historical experience and other factors, including 
                     expectations of future events that are believed to be reasonable 
                     under the circumstances. 
 
                     In certain circumstances, where fair value cannot be readily 
                     established, the Company is required to make judgements over 
                     carrying value impairment, and evaluate the size of any impairment 
                     required. 
                    FAIR VALUE OF FINANCIAL INSTRUMENTS 
 
                     The Company holds investments that have been designated as 
                     held for trading on initial recognition. Where practicable 
                     the Company determines the fair value of these financial 
                     instruments that are not quoted (Level 3), using the most 
                     recent bid price at which a transaction has been carried 
                     out. These techniques are significantly affected by certain 
                     key assumptions, such as market liquidity. Other valuation 
                     methodologies such as discounted cash flow analysis assess 
                     estimates of future cash flows and it is important to recognise 
                     that in that regard, the derived fair value estimates cannot 
                     always be substantiated by comparison with independent markets 
                     and, in many cases, may not be capable of being realised 
                     immediately. 
 
                     The Company also holds unquoted share warrants as level 3 
                     investments. The fair values of these warrants have been 
                     obtained using the Black Scholes valuation model, and applying 
                     a 75% discount to allow for the warrants being untraded derivatives 
                     and with the underlying securities being traded on junior 
                     markets. This model makes certain assumptions relating to 
                     the volatility of the underlying Company's share price which 
                     are applied in the calculation of the fair value of the warrants. 
                     The volatility is measured based on the volatility of the 
                     share price of the underlying share over the 12 months prior 
                     to the issue of the warrants. 
                    CHANGES IN ACCOUNTING POLICIES AND DISCLOSURES 
 
                     New standards, amendments and interpretations adopted by 
                     the Company 
 
                     The company has applied the following standards and amendments 
                     for the first time for its annual reporting period commencing 
                     1 January 2018: 
 
                     -- IFRS 9 Financial Instruments; 
                     -- IFRS 15 Revenue from contracts with customers; 
                     -- Annual improvements 2014-2016 cycle; 
 
                     IMPACT OF ADOPTION OF IFRS 9 
 
                     The classification and measurement requirements of IFRS 9 
                     have been adopted with effect from the date of initial application 
                     on 1 January 2018. However, the Company has chosen to take 
                     advantage of the option not to restate comparatives. Therefore, 
                     the 2017 figures are presented and measured under IAS 39. 
                     The following table shows the original measurement categories 
                     in accordance with IAS 39 and the new measurement categories 
                     under IFRS 9 for the Company's financial assets and financial 
                     liabilities as at 1 January 2018: 
 
 
                 1 January                              IAS 39                       IAS 39                          IFRS 9                       IFRS 9 
                 2018                           classification                  measurement                  classification                  measurement 
                                                                                        GBP                                                          GBP 
                 Financial 
                 assets 
                 Cash and 
                  cash                               Loans and                                                    Amortised 
                  equivalents                      receivables                      211,795                            cost                      211,795 
                 Financial 
                  assets 
                  at fair                             Held for 
                  value                                trading 
                  through                        at fair value                                                   Fair value 
                  profit                        through profit                                               through profit 
                  or loss                              or loss                    2,252,373                         or loss                    2,252,373 
                 Financial 
                 liabilities 
                                               Other financial                                                    Amortised 
                 Payables                          liabilities                       22,067                            cost                       22,067 
 
 
                  REVENUE RECOGNITION 
 
                   INVESTMENT INCOME 
 
                   Dividend income from financial assets at fair value through 
                   profit or loss is recognised in the statement of comprehensive 
                   income on an ex-dividend basis. 
 
                   Interest on fixed interest debt securities, designated at 
                   fair value through profit or loss, is recognised using the 
                   effective interest rate method. Other structured finance 
                   fees are recognised on the date of the relevant agreement. 
                   Bank deposit interest is recognised on an accruals basis. 
   FOREIGN CURRENCY TRANSLATION 
 
    In preparing the financial statements of the Company transactions 
    in currencies other than the Company's functional currency 
    (foreign currencies) are recognised at the rates of exchange 
    prevailing on the dates of the transactions. At each reporting 
    date, monetary assets and liabilities that are denominated 
    in foreign currencies are retranslated at the rates prevailing 
    at that date. Non--monetary items carried at fair value that 
    are denominated in foreign currencies are translated at the 
    rates prevailing at the date when the fair value was determined. 
 
    Exchange differences are recognised in profit or loss in 
    the period in which they arise. 
 
 
   CURRENT AND DEFERRED TAX 
 
    Tax is recognised in the income statement, except to the 
    extent that it relates to items recognised directly in equity. 
    In this case the tax is also recognised directly in other 
    comprehensive income or directly in equity, respectively. 
    The current income tax charge is calculated on the basis 
    of the tax laws enacted or substantively enacted at the end 
    of the reporting period in the countries where the Company 
    operates and generates taxable income. Management periodically 
    evaluates positions taken in tax returns with respect to 
    situations in which applicable tax regulation is subject 
    to interpretation. It establishes provisions where appropriate 
    on the basis of amounts expected to be paid to the tax authorities. 
 
    Deferred income taxes are calculated using the liability 
    method on temporary differences. Deferred tax is generally 
    provided on the difference between the carrying amounts of 
    assets and liabilities and their tax bases. However, deferred 
    tax is not provided on the initial recognition of an asset 
    or liability unless the related transaction is a business 
    combination or affects tax or accounting profit. Temporary 
    differences include those associated with shares in subsidiaries 
    and joint ventures and are only not recognised if the Company 
    controls the reversal of the difference and it is not expected 
    for the foreseeable future. In addition, tax losses available 
    to be carried forward as well as other income tax credits 
    to the Company are assessed for recognition as deferred tax 
    assets. 
 
    Deferred tax liabilities are provided in full, with no discounting. 
    Deferred tax assets are recognised to the extent that it 
    is probable that the underlying deductible temporary differences 
    will be able to be offset against future taxable income. 
    Current and deferred tax assets and liabilities are calculated 
    at tax rates that are expected to apply to their respective 
    period of realisation, provided they are enacted or substantively 
    enacted at the statement of financial position date. Changes 
    in deferred tax assets or liabilities are recognised as a 
    component of tax expense in the income statement, except 
    where they relate to items that are charged or credited to 
    equity in which case the related deferred tax is also charged 
    or credited directly to equity. 
   SEGMENTAL REPORTING 
 
    The accounting policy for identifying segments is now based 
    on internal management reporting information that is regularly 
    reviewed by the chief operating decision maker, which is 
    identified as the Board of Directors. 
 
    In identifying its operating segments, management generally 
    follows the Company's service lines which represent the main 
    products and services provided by the Company. The Directors 
    believe that the Company's continuing investment operations 
    comprise one segment. 
                  FINANCIAL ASSETS 
 
                   The Company's financial assets comprise investments, cash 
                   and cash equivalents and loans and receivables, and are recognised 
                   in the Company's statement of financial position when the 
                   Company becomes a party to the contractual provisions of 
                   the instrument. 
 
 
        CLASSIFICATION OF FINANCIAL ASSETS 
 
         The Company holds financial assets including equities and 
         debt securities. On 1 January 2018, the Company adopted IFRS 
         9 Financial Instruments (IFRS 9). IFRS 9 replaces the classification 
         and measurement models previously contained in IAS 39 Financial 
         Instruments: Recognition and Measurement. The classification 
         and measurement of financial assets at 31 December 2018 is 
         in accordance with IFRS 9 and the classification and measurement 
         of financial assets at 31 December 2017 is in accordance 
         with IAS 39 as the Group has not restated comparative information. 
 
         On the initial recognition, the Company classifies financial 
         assets as measured at amortised cost or FVTPL. A financial 
         asset is measured at amortised cost if it meets both of the 
         following conditions and is not designated as at FVTPL: 
 
          *    It is held within a business model whose objective is 
               to hold assets to collect contractual cash flows; and 
 
 
          *    its contractual terms give rise on specific dates to 
               cash flows that are Solely Payments of Principal and 
               Interest (SPPI). 
 
 
 
         All other financial assets of the Company are measured at 
         FVTPL. 
 
         BUSINESS MODEL ASSESSMENT 
 
         In making an assessment of the objective of the business 
         model in which a financial asset is held, the Company considers 
         all of the relevant information on how the business is managed, 
         including: 
 
          *    the documented investment strategy and the execution 
               of this strategy in practice. This includes whether 
               the investment strategy focuses on earning 
               contractual interest income, maintaining a particular 
               interest rate profile, matching the duration of the 
               financial assets to the duration of any related 
               liabilities or expected cash outflows or realised 
               cash flows through the sale of the assets; 
 
 
          *    how the performance of the portfolio is evaluated and 
               reported to the Company's management; 
 
 
          *    the risks that affect the performance of the business 
               model (and the financial assets held within that 
               business model) and how those risks are managed; 
 
 
          *    how the investment advisor is compensated e.g. 
               whether compensation is based on the fair value of 
               the assets managed or the contractual cashflows 
               collected 
 
 
 
         IFRS 9 subsection B4.1.1-B4.1.2 stipulates that the objective 
         of the entity's business model is not based on management's 
         intentions with respect to an individual instrument, but 
         rather determined at a higher level of aggregation. The assessment 
         needs to reflect the way that an entity manages its business. 
 
         The company has determined that it has two business models. 
 
          *    Held-to-collect business model: this includes cash 
               and cash equivalents, balances due from brokers and 
               other receivables. These financial assets are held to 
               collect contractual cash flows. 
 
 
          *    Other Business model: the includes structured finance 
               products, equity investments, investments in unlisted 
               private equities and derivatives. These financial 
               assets are managed and their performance is evaluated, 
               on a fair value basis with frequent sales taking 
               place in respect to equity holdings. 
 
 
 
         VALUATION OF FINANCIAL ASSET INVESTMENTS 
 
         Investment transactions are accounted for on a trade date 
         basis. Assets are de-recognised at the trade date of the 
         disposal. Assets are sold at their fair value, which comprises 
         the proceeds of sale less any transaction cost. The fair 
         value of the financial instruments in the balance sheet is 
         based on the quoted bid price at the balance sheet date, 
         with no deduction for any estimated future selling cost. 
         The valuations in respect of unquoted investments (Level 
         2 and Level 3 financial assets) are explained in note 13. 
         Changes in the fair value of investments held at fair value 
         through profit or loss and gains and losses on disposal are 
         recognised in the consolidated statement of comprehensive 
         income as "Net gains/(losses) on investments". Investments 
         are initially measured at fair value plus incidental acquisition 
         costs. Subsequently, they are measured at fair value. This 
         is either the bid price or the last traded price, depending 
         on the convention of the exchange on which the investment 
         is quoted. 
 
 
                                    CASH AND CASH EQUIVALENTS 
 
                                     Cash and cash equivalents comprise cash on hand and demand 
                                     deposits, together with other short-term, highly liquid 
                                     investments that are readily convertible into known amounts 
                                     of cash and which are subject to an insignificant risk 
                                     of changes in value. They are initially recognised at 
                                     fair value and subsequently at amortised cost using the 
                                     effective interest rate method. 
                     OTHER RECEIVABLES 
 
                      Other receivables from third parties are initially recognised 
                      at fair value and subsequently carried at amortised cost 
                      using the effective interest rate method. 
                     IMPAIRMENT OF FINANCIAL ASSETS 
 
                      Financial assets, other than those at FVTPL, are assessed 
                      for indicators of impairment at each balance sheet date. 
                      Financial assets are impaired where there is objective 
                      evidence that, as a result of one or more events that 
                      occurred after the initial recognition of the financial 
                      asset, the estimated future cash flows of the investment 
                      have been impacted. 
 
                      A provision for impairment is made when there is objective 
                      evidence that, as a result of one or more events that 
                      occurred after the initial recognition of the financial 
                      asset, the estimated future cash flows have been affected. 
                      Impaired debts are derecognised when they are assessed 
                      as uncollectible. 
                     FINANCIAL LIABILITIES 
 
                      The Company's financial liabilities comprise trade payables. 
                      Financial liabilities are obligations to pay cash or other 
                      financial assets and are recognised when the Company becomes 
                      a party to the contractual provisions of the instruments. 
                     TRADE PAYABLES 
 
                      Trade payables are initially measured at fair value and 
                      are subsequently measured at amortised cost, using the 
                      effective interest rate method. 
                     EARNINGS PER SHARE 
 
                      Earnings per share are calculated by dividing the profit 
                      or loss for the year after tax by the weighted average 
                      number of shares in issue, and is measured in pence per 
                      share. 
                           EQUITY 
 
                            Equity comprises the following: 
 
                             *    "Share capital" represents the nominal value of 
                                  equity shares. 
 
 
                             *    "Share premium" represents the excess over nominal 
                                  value of the fair value of consideration received for 
                                  equity shares, net of expenses of the share issue. 
 
 
                             *    "Capital redemption reserve" represents the nominal 
                                  value of shares repurchased or redeemed by the 
                                  Company. 
 
 
                             *    "Option reserve" represents the cumulative cost of 
                                  share based payments. 
 
 
                             *    "Retained losses" represents retained losses. 
                3    SEGMENTAL INFORMATION 
                     The Company is organised around business class and the 
                      results are reported to the Chief Operating Decision Maker 
                      according to this class. There is one continuing class 
                      of business, being the investment in junior listed and 
                      unlisted companies. 
 
                      Given that there is only one continuing class of business, 
                      operating within the UK no further segmental information 
                      has been provided. 
                4                        NET LOSS ON INVESTMENTS 
                                                                                         2018               2017 
                                                                                          GBP                GBP 
                         ----------------------------  --------------------------------------  ----------------- 
                         Net realised (losses)/gains 
                          on disposal 
                          of investments                                             (19,764)             92,473 
                         Net movement in fair value 
                          of investments                                            (964,582)          (903,940) 
                         Net foreign exchange gain on 
                          investments                                                  54,934                  - 
                         Net (loss) on investments                                  (929,412)          (811,467) 
                         ----------------------------  --------------------------------------  ----------------- 
 
                  5                              INVESTMENT INCOME 
                                                                                         2018               2017 
                                                                                          GBP                GBP 
                               ----------------------  --------------------------------------  ----------------- 
                               Structured finance 
                                fees                                                  394,869                  - 
                               Deposit interest 
                                receivable                                                  -              1,871 
                               Other interest 
                                receivable                                            117,874             10,063 
                                                                                      512,743             11,934 
                               ----------------------  --------------------------------------  ----------------- 
 
 
 
                6                   OTHER GAINS AND LOSSES 
                                                                                        2018                      2017 
                                                                                         GBP                       GBP 
                    ------------------------------------------------  ----------------------  ------------------------ 
 Unrealised loss on foreign currency contract                                       (35,816)                         - 
                                                                                    (35,816)                         - 
 -------------------------------------------------------------------  ----------------------  ------------------------ 
                7                   LOSS FOR THE YEAR 
                                                                                        2018                      2017 
                                                                                         GBP                       GBP 
                    ------------------------------------------------  ----------------------  ------------------------ 
                    Profit for the year has been arrived at 
                     after charging: 
 Wages and salaries                                                                   87,612                   131,329 
 Office rent                                                                           8,740                    27,792 
 Stock Exchange fees                                                                  22,158                    11,399 
 Share registrars' fees                                                                5,101                     3,451 
 Nominated advisor fees                                                               27,400                    33,830 
 Corporate broking fees                                                               24,000                    24,000 
 Audit and tax compliance                                                             27,304                    14,100 
 Other legal and professional fees                                                    49,258                    51,935 
 Other administrative expenses                                                        36,433                    38,316 
 Net foreign exchange translation difference                                         (9,299)                         - 
 -------------------------------------------------------------------  ----------------------  ------------------------ 
 Total administrative expenses as per the 
  statement of comprehensive income                                                  278,707                   336,152 
 -------------------------------------------------------------------  ----------------------  ------------------------ 
 
                     AUDITOR'S REMUNERATION 
                     During the year the Company obtained the following services 
                      from the Company's auditor: 
                                                                                        2018                      2017 
                                                                                         GBP                       GBP 
                    ------------------------------------------------  ----------------------  ------------------------ 
  Fees payable to the Company's auditor 
   for the audit of the parent company and 
   the Company financial statements                                                   24,000                    12,000 
                     Fees payable to the Company's auditor 
                      and its associates for other services: 
      Other services relating to taxation                                              3,304                     2,100 
 -------------------------------------------------------------------  ----------------------  ------------------------ 
                                                                                      27,304                    14,100 
 -------------------------------------------------------------------  ----------------------  ------------------------ 
                8                   DIRECTORS' EMOLUMENTS 
                                                                                        2018                      2017 
                                                                                         GBP                       GBP 
                    ------------------------------------------------  ----------------------  ------------------------ 
 
 Aggregate emoluments                                                                 81,667                   120,000 
 Social security costs                                                                 5,945                    11,329 
                                                                                      87,612                   131,329 
 -------------------------------------------------------------------  ----------------------  ------------------------ 
 
                                                                                       Total                     Total 
                    Name of director          Salaries      Benefits                    2018                      2017 
                                                   GBP           GBP                     GBP                       GBP 
                    --------------------  ------------  ------------  ----------------------  ------------------------ 
 
 N Lee                                          57,334             -                  57,334                    84,000 
 A van Dyke                                     24,333             -                  24,333                    36,000 
                    A Nesbitt                        -             -                       -                         - 
                                                81,667             -                  81,667                   120,000 
 ---------------------------------------  ------------  ------------  ----------------------  ------------------------ 
                9                   EMPLOYEE INFORMATION 
                                                                                        2018                    2017 
                                                                                         GBP                     GBP 
                    ------------------------------------------------  ----------------------  ---------------------- 
 
 Wages and salaries                                                                   81,667                 120,000 
 Social security costs                                                                 5,945                  11,329 
                                                                                      87,612                 131,329 
 -------------------------------------------------------------------  ----------------------  ---------------------- 
                                    Average number of persons employed: 
                                                                                        2018                    2017 
                                                                                      Number                  Number 
                    ------------------------------------------------  ----------------------  ---------------------- 
                 Office and management                                                     2                       2 
 -------------------------------------------------------------------  ----------------------  ---------------------- 
 
 
                      COMPENSATION OF KEY MANAGEMENT PERSONNEL 
                      There are no key management personnel other than the Directors 
                       of the Company. 
                10     SHARE BASED PAYMENTS 
                       EQUITY-SETTLED SHARE OPTION SCHEME 
                       The Company operates share-based payment arrangements to 
                        remunerate directors and key employees in the form of a 
                        share option scheme. Equity-settled share-based payments 
                        are measured at fair value (excluding the effect of non-market 
                        based vesting conditions) at the date of grant. The fair 
                        value determined at the grant date of the equity-settled 
                        share-based payments is expensed on a straight-line basis 
                        over the vesting period, based on the Company's estimate 
                        of shares that will eventually vest and adjusted for the 
                        effect of non-market based vesting conditions. 
 
                        On 26 October 2011, Nicholas Lee was granted options to 
                        subscribe for 28,000,000 new ordinary shares in the Company 
                        at an exercise price of 0.32p per share. The options are 
                        exercisable for a period of ten years from the date of grant, 
                        with one third becoming exercisable on the first, second 
                        and third anniversaries of the date of grant respectively. 
                        On 13 March 2012, Nicholas Lee was granted options to subscribe 
                        for 14,000,000 new ordinary shares in the Company at an 
                        exercise price of 0.48p per share. The options are exercisable 
                        for a period of ten years from the date of grant, with one 
                        third becoming exercisable on the first, second and third 
                        anniversaries of the date of grant respectively. The fair 
                        value of these options was determined using the Black-Scholes 
                        option pricing model and was GBP0.22p per option. 
 
                        All remaining options were cancelled during the year. The 
                        deemed benefit of the options using the Black-Scholes model 
                        was fully expensed in previous years so there has been no 
                        charge to the profit and loss account in respect of their 
                        cancellation in the current year. 
                       The significant inputs to the model in respect of the options 
                        granted in 2014, 2012 and 2011 were as follows: 
                                                     2014                      2012                    2011 
                       Grant date share 
                        price                        0.26p                     0.48p                   0.32p 
                       Exercise share price          0.26p                     0.48p                   0.32p 
                       No. of share options          20,000,000                14,000,000              28,000,000 
                       Risk free rate                2.5%                      3%                      3% 
                       Expected volatility           50%                       40%                     40% 
                       Option life                   10 years                  10 years                10 years 
                       Calculated fair value 
                        per share                    0.14p                     0.22p                   0.15p 
 
                                        The total share-based payment expense recognised in the 
                                        income statement for the year ended 31 December 2018 in 
                                        respect of the share options granted was GBPNil (2017: GBPNil). 
                      Number                                              Number 
                       of          Granted     Exercised                      of   Exercise       Vesting           Expiry 
                       options      in the        in the                 options      price          Date             date 
                       at             year          year   Cancelled          at 
                       1 Jan                                  in the      31 Dec 
                       2018                                     year        2018 
                      ----------  --------  ------------  ----------  ----------  ---------  ------------  --------------- 
                       9,333,334         -             -   9,333,334           -      0.32p    26.10.2012       26.10.2021 
                       4,666,667         -             -   4,666,667           -      0.48p    13.03.2013       13.03.2022 
                       9,333,333         -             -   9,333,333           -      0.32p    26.10.2013       26.10.2021 
                       4,666,667         -             -   4,666,667           -      0.48p    13.03.2014       13.03.2022 
                       9,333,333         -             -   9,333,333           -      0.32p    26.10.2014       26.10.2021 
                       4,666,667         -             -   4,666,666           -      0.48p    13.03.2015       13.03.2022 
                      42,000,000         -             -  42,000,000           -      0.37p 
                      ----------  --------  ------------  ----------  ----------  ---------  ------------  --------------- 
 
 
 
                11    INCOME TAX EXPENSE 
                                                                            2018           2017 
                                                                             GBP            GBP 
                     -----------------------------------------------  ----------  ------------- 
                     Current tax - continuing operations                       -              - 
                     -----------------------------------------------  ----------  ------------- 
                      The tax on the Company's profit before tax differs from 
                       the theoretical amount that would arise using the weighted 
                       average rate applicable to profits of the Consolidated entities 
                       as follows: 
                                                                            2018           2017 
                                                                             GBP            GBP 
                     -----------------------------------------------  ----------  ------------- 
 Profit/(loss) before tax from continuing 
  operations                                                           (731,192)    (1,135,685) 
 -------------------------------------------------------------------  ----------  ------------- 
 Profit/(loss) before tax multiplied by 
  rate of corporation tax in the UK of 19% 
  (2017: 19.25%)                                                       (138,926)      (218,619) 
 Expenses not deductible for tax purposes                                  1,182          2,728 
                     Offset against tax losses brought forward                 -              - 
 Unrelieved tax losses carried forward                                   137,744        215,891 
 Total tax                                                                     -              - 
 -------------------------------------------------------------------  ----------  ------------- 
  Unrelieved tax losses of approximately GBP5,210,000 (2017: 
   GBP4,485,000) remain available to offset against future 
   taxable trading profits. No deferred tax asset has been 
   recognised in respect of the losses as recoverability is 
   uncertain. 
 
 
 
                12    EARNINGS PER SHARE 
                      The basic earnings per share is based on the loss for the 
                       year divided by the weighted average number of shares in 
                       issue during the year. The weighted average number of ordinary 
                       shares for the year assumes that all shares have been included 
                       in the computation based on the weighted average number 
                       of days since issue. 
                                                                                2018           2017 
                                                                                 GBP            GBP 
                     ------------------------------------------------  -------------  ------------- 
                     loss attributable to equity holders of 
                      the Company: 
 loss from continuing operations                                           (731,192)    (1,135,685) 
 --------------------------------------------------------------------  -------------  ------------- 
 loss for the year attributable to equity 
  holders of the Company                                                   (731,192)    (1,135,685) 
 --------------------------------------------------------------------  -------------  ------------- 
 Weighted average number of ordinary shares 
  in issue for basic and fully diluted earnings*                       4,152,597,991  1,016,607,956 
 
                      EARNINGS/(LOSS) PER SHARE 
                      BASIC AND FULLY DILUTED: 
  - Basic (loss)/earnings per share from 
   continuing and total operations                                          (0.018p)       (0.112p) 
  - Fully diluted (loss)/earnings per share 
   from continuing and total operations                                     (0.018p)       (0.112p) 
 --------------------------------------------------------------------  -------------  ------------- 
  *No adjustment to earnings per share for fully diluted earnings 
   has been made as the exercise of options would be anti-dilutive. 
 
 
                13    FINANCIAL ASSETS 
                      All financial assets are designated at fair value through 
                       profit and loss ("FVTPL") 
                                                                                 2018       2017 
                                                                                  GBP        GBP 
                     -----------------------------------------------------  ---------  --------- 
 At 1 January - fair value                                                  2,252,373  2,949,517 
 Acquisition of equity investments                                                  -    321,167 
 Equity investment disposal proceeds                                        (983,975)  (206,844) 
 Net (loss)/gain on disposal of investments                                  (19,764)     92,473 
 Movement in fair value of investments                                      (651,836)  (903,940) 
 -------------------------------------------------------------------------  ---------  --------- 
                                                                              596,798  2,252,373 
 Acquisition of debt securities designated 
  at FVTPL                                                                  3,647,940          - 
 Debt security repayments                                                   (193,211)          - 
 Movement in fair value of debt securities                                  (312,746)          - 
 Net foreign exchange gain on debt securities                                  54,934          - 
 At 31 December - fair value                                                3,793,715  2,252,373 
 -------------------------------------------------------------------------  ---------  --------- 
                                                                Current            Non-current 
                                                                2018  2017       2018       2017 
                                                                 GBP   GBP        GBP        GBP 
                     -----------------------------------  ----------  ----  ---------  --------- 
                     Categorised as: 
 Level 1 - Quoted investments                                      -     -    507,880  1,811,625 
 Level 2 - Unquoted investments                            2,253,259     -    943,658    263,513 
 Level 3 - Unquoted investments                                    -     -     88,918    177,235 
 -------------------------------------------------------  ----------  ----  ---------  --------- 
                                                           2,253,259     -  1,540,456  2,252,373 
 -------------------------------------------------------  ----------  ----  ---------  --------- 
  The table of investments sets out the fair value measurements 
   using the IFRS 7 fair value hierarchy. Categorisation within 
   the hierarchy has been determined on the basis of the lowest 
   level of input that is significant to the fair value measurement 
   of the relevant asset as follows: 
 
   Level 1 - valued using quoted prices in active markets for 
   identical assets. 
   Level 2 - valued by reference to valuation techniques using 
   observable inputs other than quoted prices included within 
   Level 1. 
   Level 3 - valued by reference to valuation techniques using 
   inputs that are not based on observable market data. 
 
   The valuation techniques used by the company are explained 
   in the accounting policy note, "Investments held for trading". 
  LEVEL 2 FINANCIAL ASSETS 
   Level 2 financial assets comprise debt securities valued 
   by reference to their principal value, less appropriate 
   allowance where there is a doubt as to whether the principal 
   amount will be fully repaid in accordance with the contractual 
   terms of the obligation. 
 
 
 
  LEVEL 3 FINANCIAL ASSETS 
   Reconciliation of Level 3 fair value measurement of financial 
   assets 
                                                       2018        2017 
                                                        GBP         GBP 
 ---------------------------------------------  -----------  ---------- 
  Brought forward                                   177,235     392,149 
  Disposal proceeds                               (200,000)           - 
  Loss on disposals                               (100,000)           - 
  Fair value of share warrants                       50,418           - 
  Movement in fair value                            161,265   (214,914) 
 ---------------------------------------------  -----------  ---------- 
  Carried forward                                    88,918     177,235 
 ---------------------------------------------  -----------  ---------- 
  The Company's level 3 investments comprise shares in Eridge 
   Capital Limited ("Eridge") and a number of unquoted share 
   warrants. The shares in Eridge have been valued in line 
   with the approximate net asset value of Eridge. The share 
   warrants have been valued using the Black-Scholes valuation 
   model, discounted by 75% to allow for there being no trading 
   market for the warrant instruments and the underlying shares 
   are quoted on the London Stock Exchange's secondary Alternative 
   Investment Market. 
  In line with the investment strategy adopted by the Company, 
   Nicholas Lee is on the boards of the following investee 
   companies: 
                                                            % holding 
                                                       2018        2017 
 ---------------------------------------------  -----------  ---------- 
  Pires Investments plc                               24.6%       24.8% 
  Eridge Capital Limited (resigned 30 June 
   2018)                                               7.7%        7.7% 
 ---------------------------------------------  -----------  ---------- 
 
 
                14    TRADE AND OTHER RECEIVABLES 
                                                         2018    2017 
                                                          GBP     GBP 
                     -------------------------------  -------  ------ 
 Other receivables                                     17,528  20,816 
 Prepayments and accrued income                       188,579  17,047 
 ---------------------------------------------------  -------  ------ 
                                                      206,107  37,863 
 ---------------------------------------------------  -------  ------ 
 

The Directors consider that the carrying amount of other receivables is approximately equal to their fair value.

 
                15    CASH AND CASH EQUIVALENTS 
                                                      2018     2017 
                                                       GBP      GBP 
                     --------------------------  ---------  ------- 
 Cash and cash equivalents                       3,597,734  211,795 
 ----------------------------------------------  ---------  ------- 
 

The Directors consider the carrying amount of cash and cash equivalents approximates to their fair value.

 
                        TRADE AND OTHER PAYABLES 
 
                  16 
                                             2018    2017 
                                              GBP     GBP 
                       -----------------  -------  ------ 
 Trade payables                            21,989  22,067 
 Other payables                           242,946       - 
 Accrued expenses                          42,078  31,195 
 ---------------------------------------  -------  ------ 
                                          307,013  53,262 
 ---------------------------------------  -------  ------ 
 

The Directors consider that the carrying amount of trade and other payables approximates to their fair value.

 
                        OTHER FINANCIAL LIABILITIES 
 
                  17 
                                                                    2018  2017 
                                                                     GBP   GBP 
                       -----------------------------------------  ------  ---- 
 Liability in respect of foreign exchange 
  contract                                                        35,816     - 
                                                                  35,816     - 
 ---------------------------------------------------------------  ------  ---- 
 

On 1 November 2018 the Company entered into a forward contract for the sale and purchase of USD 2,900,000 for settlement on 31 January 2019. At 31 December 2018 the potential liability on the contract was GBP35,816.

 
                18    SHARE CAPITAL 
                                                 Number of shares             Share capital         Share 
                                               Deferred       Ordinary     Deferred    Ordinary    premium 
                                                                                GBP         GBP        GBP 
                     --------------------  ------------  -------------  -----------  ----------  --------- 
                     ISSUED AND FULLY 
                      PAID: 
                     At 1 January 2017: 
 Deferred shares 
  of 9.9p each                               32,857,956                   3,252,938 
 Ordinary shares 
  of 0.1p each                                           1,016,607,956                1,016,608  3,191,257 
 ----------------------------------------  ------------  -------------  -----------  ----------  --------- 
 At 1 January and 
  31 December 2017                           32,857,956  1,016,607,956    3,252,938   1,016,608  3,191,257 
 Issue of shares 
  (see note below)                                       5,772,727,270                5,772,727          - 
 ----------------------------------------  ------------  -------------  -----------  ----------  --------- 
 
 At 31 December 2018                         32,857,956  6,789,335,226    3,252,938   6,789,335  3,191,257 
 ----------------------------------------  ------------  -------------  -----------  ----------  --------- 
 

The deferred shares have restricted rights such that they have no economic value.

Share issues in year

On 18 January 2018, 772,727,270 new ordinary shares of 0.1p were issued for cash at 0.11p each as a result of a placing, raising GBP850,000 before expenses which totalled GBP85,000.

On 26 June 2018, 4,500,000,000 new ordinary shares of 0.1p were issued for cash at 0.1p each as a result of a placing, raising GBP4,500,000 before expenses which totalled GBP199,850.

On 31 October 2018, 500,000,000 new ordinary shares of 0.1p were issued for cash at 0.1p each as a result of a placing, raising GBP500,000 before expenses of GBP28,000.

 
                19                   OTHER RESERVES 
                                                                 Capital      Share 
                                                              redemption     option             Total 
                                                                 reserve    reserve    Other reserves 
                                                                     GBP        GBP               GBP 
                     -------------------------------------  ------------  ---------  ---------------- 
  Balance at 1 January 2017 and 
   31 December 2017                                               27,000     73,150           100,150 
  Transfer to Profit and Loss account 
   on cancellation of options                                          -   (73,150)          (73,150) 
 ---------------------------------------------------------  ------------  ---------  ---------------- 
  Balance at 31 December 2018                                     27,000          -            27,000 
 ---------------------------------------------------------  ------------  ---------  ---------------- 
 
 
                20    RISK MANAGEMENT OBJECTIVES AND POLICIES 
 
                           The Company is exposed to a variety of financial risks which 
                           result from both its operating and investing activities. 
                           The Company's risk management is coordinated by the Board 
                           of Directors and focuses on actively securing the Company's 
                           short to medium term cash flows by minimising the exposure 
                           to financial markets. 
 
                           The main risks the Company is exposed to through its financial 
                           instruments are credit risk, foreign currency risk, liquidity 
                           risk, market price risk and operational risk. 
 
                           CAPITAL RISK MANAGEMENT 
 
                           The Company's objectives when managing capital are: 
 
                            *    to safeguard the Company's ability to continue as a 
                                 going concern, so that it continues to provide 
                                 returns and benefits for shareholders; 
 
 
                            *    to support the Company's growth; and 
 
 
                            *    to provide capital for the purpose of strengthening 
                                 the Company's risk management capability. 
 
 
 
                           The Company actively and regularly reviews and manages its 
                           capital structure to ensure an optimal capital structure 
                           and equity holder returns, taking into consideration the 
                           future capital requirements of the Company and capital efficiency, 
                           prevailing and projected profitability, projected operating 
                           cash flows, projected capital expenditures and projected 
                           strategic investment opportunities. Management regards total 
                           equity as capital and reserves, for capital management purposes. 
                           The Company is not subject to externally imposed capital 
                           requirements. 
 
                           CREDIT RISK 
 
                           The Company's financial instruments that are subject to 
                           credit risk are cash and cash equivalents and loans and 
                           receivables. The credit risk for cash and cash equivalents 
                           is considered negligible since the counterparties are reputable 
                           financial institutions. The credit risk for loans and receivables 
                           is mainly in respect of short term loans, made on market 
                           terms, which are monitored regularly by the Board. 
 
                           The Company's maximum exposure to credit risk is GBP3,615,262 
                           (2017: GBP232,611) comprising cash and cash equivalents 
                           and loans and receivables. 
 
                           The ageing profile of trade and other receivables was: 
                                                                              2018            2017 
                                                                        Total book      Total book 
                                                                             value           value 
                                                                               GBP             GBP 
                     --------------------------------------------  ---------------  -------------- 
  Current                                                                   17,528          20,816 
                      Overdue for less than one year                             -               - 
                                                                            17,528          20,816 
 ----------------------------------------------------------------  ---------------  -------------- 
 
 
  LIQUIDITY RISK 
 
   Liquidity risk arises from the possibility that the Company 
   might encounter difficulty in settling its debts or otherwise 
   meeting its obligations related to financial liabilities. 
   The Company manages this risk through maintaining a positive 
   cash balance and controlling expenses and commitments. The 
   Directors are confident that adequate resources exist to 
   finance current operations. 
  FOREIGN CURRENCY RISK 
 
   The Company invests in financial instruments and enters 
   into transactions that are denominated in currencies other 
   than its functional currency, primarily in US dollars (USD). 
   Consequently, the Company is exposed to the risk that the 
   exchange rate of its currency relative to other foreign 
   currencies may change in manner that has an adverse effect 
   on the fair value of the future cashflows of the Company's 
   financial assets denominated in currencies other than the 
   GBP. 
 
   The Company's policy is to use derivatives to manage its 
   exposure to foreign currency risk. The instruments used 
   are foreign currency forward contracts. The Company does 
   not apply hedge accounting. 
 
   The carrying amounts of the Company's foreign currency denominated 
   monetary assets and monetary liabilities at the reporting 
   date are as follows: 
                                  Liabilities                  Assets 
                          --------------------------  ------------------------ 
                                   31 Dec     31 Dec         31 Dec     31 Dec 
                                     2018       2017           2018       2017 
                                      GBP        GBP            GBP        GBP 
 -----------------------  ---------------  ---------  -------------  --------- 
  US Dollars                   *2,272,730          -      3,301,087          - 
 -----------------------  ---------------  ---------  -------------  --------- 
                                2,272,730          -      3,301,087          - 
 -----------------------  ---------------  ---------  -------------  --------- 
  *This amount is in respect of a forward contract to be settled 
   on 31 January 2019. 
 
   The following table details the Company's sensitivity to 
   a 5 per cent increase and decrease in GBP against the US 
   Dollar. 5 per cent is the sensitivity rate used when reporting 
   foreign currency risk internally to key management personnel 
   and represents management's assessment of the reasonably 
   possible change in the GBP/USD rate. The sensitivity analysis 
   includes only outstanding foreign currency denominated monetary 
   items and adjusts their translation at the year-end for 
   a 5 per cent change in the GBP/USD rate. A positive number 
   below indicates an increase in profit and other equity where 
   GBP weakens 5 per cent against the relevant currency. For 
   a 5 per cent strengthening of GBP against the relevant currency, 
   there would be a comparable impact on the profit and other 
   equity, and the balances below would be negative. 
                                                             US Dollars 
                                                      ------------------------ 
                                                             31 Dec     31 Dec 
                                                               2018       2017 
                                                                GBP        GBP 
 -----------------------  ---------------  ---------  -------------  --------- 
  Profit and loss                                            51,418          - 
 -----------------------  ---------------  ---------  -------------  --------- 
                                                             51,418          - 
 -----------------------  ---------------  ---------  -------------  --------- 
  INTEREST RATE RISK 
   Interest rate risk is the risk that the fair value of future 
   cash flows of a financial instrument will fluctuate because 
   of changes in market interest rates. The risk is mitigated 
   by the Company only entering into fixed rate interest agreements, 
   therefore detailed analysis of interest rate risk is not 
   disclosed. 
 
 
   MARKET PRICE RISK 
 
    The Company's exposure to market price risk mainly arises 
    from potential movements in the fair value of its investments. 
    The Company manages this price risk within its long-term 
    investment strategy to manage a diversified exposure to 
    the market. If each of the Company's equity investments 
    were to experience a rise or fall of 10% in their fair value, 
    this would result in the Company's net asset value and statement 
    of comprehensive income increasing or decreasing by GBP80,000 
    (2017: GBP225,000). 
 
    Exposure to market price risk also arises in respect of 
    the Company's investments in debt securities which are mainly 
    denominated in US Dollars. 
 
    The Company's strategy for the management of market risk 
    is driven by the Company's investment objective, which is 
    focused on deploying its capital in investments that provide 
    both income and downside protection. It is expected that 
    the Company will deliver returns to shareholders through 
    a combination of capital growth and dividend income. 
    The Company's market risk is managed on a continuous basis 
    by the Investment Advisor in accordance with the policies 
    and procedures in place. The Company's market positions 
    are monitored on a quarterly basis by the board of directors. 
            OPERATIONAL RISK 
 
             Operational Risk is the risk of direct or indirect loss 
             arising from a wide variety of causes associated with the 
             processes, technology and infrastructure supporting the 
             Company's activities with financial instruments, either 
             internally within the Company or externally at the Company's 
             service providers such as cash custodians/brokers, and from 
             external factors other than credit, market and liquidity 
             risks such as those arising from legal and regulatory requirements 
             and generally accepted standards of investment management 
             behaviour. 
 
             The Company's objective is to manage operational risk so 
             as to balance the limiting of financial losses and damage 
             to its reputation with achieving its investment objective 
             of generating returns to shareholders. 
 
             The primary responsibility for the development and implementation 
             of controls over the operational risk rests with the board 
             of directors. This responsibility is supported by the development 
             of overall standards for the management of operational risk, 
             which encompasses the controls and processes over the investment, 
             finance and financial reporting functions internally and 
             the establishment of service levels with various service 
             providers, in the following areas: 
              *    Appropriate segregation of duties between various 
                   functions, roles and responsibilities; 
 
 
              *    Reconciliation and monitoring of transactions 
 
 
              *    Compliance with regulatory and other legal 
                   requirements; 
 
 
 
             The directors' assessment of the adequacy of the controls 
             and processes at the service providers with respect to operational 
             risk is carried out via ad hoc discussions with the service 
             providers. Substantially all the of the assets of the Company 
             are held by Barclays Bank UK, Shard Capital Brokers, Monex 
             Europe. The bankruptcy or insolvency of the Company's cash 
             custodian/brokers may cause the Company's rights with respect 
             to the securities or cash and cash equivalents held by cash 
             custodian/ broker to be limited. The board of directors' 
             monitors capital adequacy and reviews other publicly available 
             information of its cash custodian/broker on a quarterly 
             basis. 
 
 
                21    FINANCIAL INSTRUMENTS 
                      The Company uses financial instruments, other than derivatives, 
                       comprising cash to provide funding for the Company's operations. 
                      CATEGORIES OF FINANCIAL INSTRUMENTS 
                     The IFRS 9 categories of financial asset included in the 
                      statement of financial position and the headings in which 
                      they are included are as follows: 
                                                                             2018       2017 
                                                                              GBP        GBP 
                     -------------------------------------------------  ---------  --------- 
                     FINANCIAL ASSETS: 
 Cash and cash equivalents                                              3,597,734    211,795 
 Financial assets at amortised cost                                        17,528     20,816 
 Financial assets at fair value through profit 
  or loss                                                               3,793,715  2,252,373 
 ---------------------------------------------------------------------  ---------  --------- 
                     FINANCIAL LIABILITIES AT AMORTISED COST: 
                     The IFRS 9 categories of financial liabilities included 
                      in the statement of financial position and the headings 
                      in which they are included are as follows: 
                                                                             2018       2017 
                                                                              GBP        GBP 
                     -------------------------------------------------  ---------  --------- 
 Trade and other payables                                                 264,935     22,067 
 Liability under foreign currency exchange 
  contract                                                                 35,816          - 
 ---------------------------------------------------------------------  ---------  --------- 
 
 
                22   RELATED PARTY TRANSACTIONS 
                     The compensation payable to Key Management personnel comprised 
                      GBP81,667 (2017: GBP120,000) paid by the Company to the 
                      Directors in respect of services to the Company. Full details 
                      of the compensation for each Director are provided in Note 
                      7. 
 
                      Nicholas Lee's directorships of companies in which Riverfort 
                      Global Opportunities plc has an investment are detailed 
                      in Note 13. 
 
 
 23   Contingent LIABILITIES AND CAPITAL COMMITMENTS 
       There were no contingent liabilities or capital commitments 
       at 31 December 2018 or 31 December 2017. 
 
 
                24   POST YEAR END EVENTS 
 
                       There were no material post year-end events. 
 
 
                25   ULTIMATE CONTROLLING PARTY 
                     The Directors do not consider there to be a single ultimate 
                      controlling party. 
 
                      Note to the announcement: 
 
                      In accordance with section 435 of the Companies Act 2006, 
                      the directors advise that the financial information set 
                      out in this announcement does not constitute the Group's 
                      statutory financial statements for the year ended 31 December 
                      2018 or 2017, but is derived from these financial statements. 
                      The financial statements for the year ended 31 December 
                      2017 have been delivered to the Registrar of Companies. 
                      The financial statements for the year ended 31 December 
                      2018 have been prepared in accordance with International 
                      Financial Reporting Standards as adopted by the European 
                      Union and will be forwarded to the Registrar of Companies 
                      following the Company's Annual General Meeting. The Auditors 
                      have reported on these financial statements; their reports 
                      were unqualified and did not contain statements under Section 
                      498(2) or (3) of the Companies Act 2006. 
 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

END

FR SEDFWWFUSEEM

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June 28, 2019 02:00 ET (06:00 GMT)

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